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Santander Bank Polska S.A.

Major Shareholding Notification Dec 17, 2025

5801_rns_2025-12-17_a0bf192b-f5fa-4495-abd9-be3f8e1c758a.pdf

Major Shareholding Notification

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Shareholder – Article 69(1) or (2) and Article 69a (1) or (3) of the Act on public offering (to be filled in by shareholder)

Original notification / change
Initial notification
Change
Issuer's data
LEI code
NMH2KF074RKAGTH4CM63
Issuer's name
BNP PARIBAS BANK POLSKA SPÓŁKA AKCYJNA
Data of the entity sending the notification
Attorney-in-fact for the purpose of submitting the notification
Type of entity
natural person
legal person
Address
16 Boulevard des Italiens
Postcode
75009
City/town
Paris
Country
France
Entity name
BNP PARIBAS
LEI code
R0MUWSFPU8MPRO8K5P83
LEI code is missing
Shares held directly
Shares held indirectly, through subsidiares
Entity's direct shareholding before the change
Number of ordinary bearer and/or registered shares
84 634 166
Number of registered multiple-vote shares
0
Total number of shares
84 634 166
% share in the share capital
57,23
Number of votes
84 634 166
% share in the number of votes
57,23
Data of dependent entities
Address Postcode City/town Country
Montagne du Parc 3 B-1000 Brussels Belgium

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Entity name
BNP Paribas Fortis
LEI code
KGCEPHLVVKVRZYO1T647
LEI code is missing
Entity's direct shareholding before the change
Number of ordinary bearer and/or registered shares
35 490 226
Number of registered multiple-vote shares
0
Total number of shares
35 490 226
% share in the share capital
24
Number of votes
35 490 226
% share in the number of votes
24
Total entity's holding - before the change
Number of ordinary bearer and/or registered shares
120 124 392
Number of registered multiple-vote shares
0
Total number of shares
120 124 392
% share in the share capital
81,23
Number of votes
120 124 392
% share in the number of votes
81,23
Reason for submitting the notification
Details of the event
Entity concerned
BNP PARIBAS
Date of submitting the notification Date of the event
2025-12-17 2025-12-16
Transaction settlement date Date of obtaining information about the event
2025-12-16 2025-12-16

Type of event

Sale – regulated market or Alternative Trading System

Description of the event

Pursuant to Article 69 Section 2 Item 2 in conjunction with Article 69 Section 1 Item 2 of the Polish Act on Public Offering and Conditions Governing the Introduction of Financial Instruments to the Organized Trading System and Public Companies of 29 July 2005 (the "Public Offering Act"), BNP Paribas SA (the "Notifying Party") hereby notifies that on 16 December 2025, as a result of the settlement of block trade transactions entered into on 12 December 2025 in connection with an accelerated book-building placement regarding 9,214,025 shares in BNP Paribas Bank Polska S.A. (the "Bank") representing approximately 6.23% of the share capital of the Bank and the total number of votes at the general meeting of the Bank (the "Transactions") and executed with numerous investors, none of which acquired shares representing 5% or more of the votes at the general meeting of the Bank through Transactions, the Notifying Party's share in the total number of votes at the general meeting of the Bank decreased by approximately 6.23%.

As a result of the Transactions and as of the date of this notification the Notifying Party directly holds 75,420,141 shares in the Bank's share capital representing approximately 51.00% of the total number of shares in the Bank's share capital and the total number of votes at the Bank' s general meeting, and together with its subsidiary BNP Paribas Fortis SA/NV the Notifying Party holds jointly 110,910,367 shares representing approximately 75.00% of the shares in the Bank's share capital and in the total number of votes at the Bank's general meeting.

The only subsidiary of the Notifying Party that holds any shares in the Bank is BNP Paribas Fortis SA/NV which directly holds 35,490,226 shares in the Bank's share capital representing approximately 24.00% of the total number of shares in the Bank's share capital and in the total number of votes at the Bank's general meeting.

The Notifying Party is not a party to any agreement on the transfer of rights to exercise voting rights vested in the Bank's shares within the meaning of Article 87 Section 1 Item 3 letter c) of the Public Offering Act.

The Notifying Party does not hold any financial instruments already issued by the Bank which after their maturity date entitle or oblige their holder unconditionally to acquire shares, to which rights to vote are attached, referred to in Article 69b Section 1 Item 1 of the Public Offering Act.

In addition, the Notifying Party does not hold any financial instruments related, directly or indirectly, to the Bank's shares that give rise to any economic consequences similar to the consequences of the financial instruments specified in the preceding paragraph, referred to in Article 69b Section 1 Item 2 of the Public Offering Act.

Due to the fact that the Notifying Party does not hold any financial instruments referred to in Article 69b Section 1 Items 1 and 2 of the Public Offering Act, the total number of votes in the Bank, as well as the total percentage share in the total number of votes in the Bank, referred to in Article 69 Section 4 Item 9 of the Public Offering Act, correspond to the number of votes attached to shares of the Bank and the percentage share in the total number of votes in the Bank specified above.

Entity's direct shareholding

shareholding before the change shareholding after the change Number of ordinary bearer and/or registered shares 84 634 166 Number of ordinary bearer and/or registered shares 75 420 141 Number of registered multiple-vote shares 0 Number of registered multiple-vote shares 0 Total number of shares 84 634 166 Total number of shares 75 420 141 % share in the share capital 57,23 % share in the share capital 51 Number of votes 84 634 166 Number of votes 75 420 141 % share in the number of votes 57,23 % share in the number of votes 51

Current shareholding resulting from Article 69b of the Act on public offering

  • Not applicable
  • Applicable

Total (direct and indirect) and current shareholding

Total and current holding are not the same
Total holding
Number of ordinary bearer and/or registered shares
110 910 367
Number of registered multiple-vote shares
0
Total number of shares
110 910 367
% share in the share capital
75
Number of votes
110 910 367
% share in the number of votes
75

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