UNOFFICIAL TRANSLATION

Bank Polska Kasa Opieki Spółka Akcyjna (the “Bank”), with reference to current report No. 5/2025 of 4 March 2025 concerning the resolution of the Bank's Management Board on the early redemption of SNP series SN1 bonds and the consent to the issue of subordinated capital bonds, hereby informs that, after the completion of the book-building process, a decision was made on 19 March 2025 for the Bank to issue of series E subordinated capital bonds (“Bonds”) referred to in Article 27a(1)(b) of the Act on bonds of 15 January 2015.

At the same time, the Bank informs that due to the significant interest of investors expressed in the course of the book-building process, it has decided to increase the originally assumed issue amount of PLN 500,000,000 to PLN 750,000,000.

The total nominal value of the issued Bonds is PLN 750,000,000 (in words: seven hundred fifty million zlotys).

The Bonds are offered based on the exception from the obligation to prepare a prospectus provided for in Article 1(4)(a) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (“Prospectus Regulation”) by offering them only to qualified investors within the meaning of Article 2(e) of the Prospectus Regulation.

The main terms and conditions of the Bond issue are as follows:
1.    Type of Bonds: subordinated capital Bonds, as referred to in Article 27a(1)(b) of the Act of 15 January 2015, on bonds, registered on the issue date in the securities depository maintained by the National Depository for Securities (Krajowy Depozyt Papierów Wartościowych S.A.);
2.    Total number of Bonds issued: 1,500 (in words: one thousand five hundred);
3.    Unit nominal value of Bonds: PLN 500,000 (in words: five hundred thousand zlotys);
4.    Total nominal value of Bonds issued: PLN 750,000,000 (in words: seven hundred fifty million zlotys);
5.    Interest rate: variable, based on the WIBOR 6M reference rate plus a margin of 1,85% p.a.;
6.    Issue price: equal to the nominal value;
7.    Currency: Polish zloty;
8.    Issue date: 4 April 2025;
9.    Redemption date: 4 April 2035, subject to the possibility of their earlier redemption by the Bank, provided that the conditions for such redemption are met, including in particular the conditions set out in Articles 77 and 78 of the Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and amending Regulation (EU) No 648/2012;
10.    Trading: the Bonds will be introduced to the Catalyst alternative trading system operated by the Warsaw Stock Exchange;
11.    Purpose of the issue: the purpose of the issue, within the meaning of Article 32(1) of the Act of 15 January 2015 on bonds, has not been specified.

After obtaining the consent of the Polish Financial Supervision Authority, the Bonds will be classified as Tier II instruments.

Legal basis: Article 17(1) MAR - inside information