Current Report no. 40 (2025)

23 december 2025

Conclusion of an agreement with Santander Consumer Finance S.A. for the sale of shares held by the Bank in Santander Consumer Bank S.A.

With reference to current reports No. 39/2025 of 19 December 2025, No. 24/2025 of 12 May 2025, and No. 26/2025 of 16 June 2025, the Management Board of Santander Bank Polska S.A. (the "Bank", "SBP") informs that on 23 December 2025, a final agreement was concluded with Santander Consumer Finance S.A. ("SCF") for the sale by the Bank to SCF of 3,120,000 shares in Santander Consumer Bank S.A., ("SCB") representing 60% of the share capital of SCB and 60% of the total number of votes, for a total sale price of PLN 3,105,000,000 (the "Transaction"). The Transaction closed on 23 December 2025, and from that date the Bank is no longer a shareholder of Santander Consumer Bank S.A.

The total impact on SBP's consolidated net profit in 2025, taking into account the consolidated net profit from SCB's discontinued operations in 2025 and the result on the sale of SCB shares, will be similar to the result presented in current report No. 26/2025. Detailed information on this subject will be presented in the SBP Group's Annual Financial Report for 2025.

At the same time, SBP's estimated standalone net profit on the Transaction has not changed and, after taking into account the purchase price and income tax on the transaction, will amount to PLN 369 million.