LHV Group — Share Issue/Capital Change 2025

May 2, 2025

Increase of Share Capital in Connection with the Exercise of the Options Programme and Subscription Results

Increase of Share Capital in Connection with the Exercise of the Options Programme and Subscription Results

The Supervisory Board of AS LHV Group has decided to increase the share capital
of the LHV Group by EUR 366,721.30. The increase was triggered by the need to
issue new shares to staff members participating in the share options programme
approved by the resolution of the general meeting on 13 March 2020, and amended
by the resolution of the general meeting on 26 March 2025. A total of 163
current and former employees participated in the subscription of LHV Group
shares, subscribing in total for 3,667,213 options for an aggregate amount of
EUR 8,001,858.77. Unsubscribed options in the total amount of 19,977 will be
cancelled.

Decisions of the Supervisory Board of LHV Group:

* LHV Group's share capital will be increased by increased by EUR 366,721.30,
from EUR 32,418,893.30 to EUR 32,785,614.60.
* In connection with the increase, LHV Group will issue 3,667,213 new ordinary
shares with a nominal value of EUR 0.1 per share. The shares will be issued
with a share premium. The issue price is EUR 2.182 per share, with the
nominal value of the share amounting to EUR 0.1 and the share premium to EUR
2.082.
* Pursuant to the resolution of the general meeting of 13 March 2020, which
approved the LHV Group's share options programme and its basic conditions,
and pursuant to the resolution of the general meeting of 26 March 2025,
which approved the amendments to the LHV Group's share option programme, the
management and equivalent staff as well as key employees of the companies
incorporated within the LHV consolidation group, as determined by the
Supervisory Board and with whom LHV Group has concluded the relevant option
agreements (option beneficiaries), have the pre-emptive right to subscribe
the new shares.
* LHV Group's shareholders who are not beneficiaries of the share options
programme did not have a pre-emptive right to subscribe for shares in
connection with the share capital increase.
* The share capital increase and payment for the new shares have been fully
effected through monetary contributions. The deadline for exercising the
pre-emptive subscription right and subscribing for shares was 30 April 2025
at 5:00 p.m. The subscription period was not extended. The option
beneficiaries who intended to participate submitted their subscription
applications and paid for the subscribed options on time; four option
beneficiaries did not submit subscription applications, and one subscribed
only partially for the options granted under the option agreement. The
unsubscribed options, in the total amount of 19,977, will be cancelled.

* The share capital increase in the amount subscribed by the option
beneficiaries will be registered in the Estonian Central Register of
Securities (Nasdaq CSD) and in the Commercial Register.

* The increase of the share capital does not involve any specification or
special rights attached to LHV Group's ordinary shares. The newly issued
shares will grant the right to receive dividends starting from the financial
year 2025.

All new shares issued by LHV Group will be listed on the Nasdaq Tallinn Stock
Exchange on the day following the day on which the Estonian Central Register of
Securities (Nasdaq CSD) ranks the additionally issued shares (initially carrying
a temporary ISIN-code) pari passu with the existing shares (carrying the main
ISIN-code).

LHV Group is the largest domestic financial group and capital provider in
Estonia. LHV Group's key subsidiaries are LHV Pank, LHV Varahaldus, LHV
Kindlustus, and LHV Bank Limited. The Group employs over 1,160 people. As at the
end of March, LHV's banking services are being used by 465,000 clients, the
pension funds managed by LHV have 113,000 active customers, and LHV Kindlustus
is protecting a total of 174,000 clients. LHV Bank Limited, a subsidiary of the
Group, holds a banking licence in the United Kingdom and provides banking
services to international financial technology companies, as well as loans to
small and medium-sized enterprises.

Priit Rum
Communications Manager
Phone: +372 502 0786
Email: [email protected]
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