XTB S A : CR no. 12/2024 – Commencement of share buy-back programme

XTB S.A.

(joint stock company with its registered office in Warsaw and address at Prosta 67, 00-838 Warszawa, entered into the Register of Business Entities of the National Court Register under No. 0000217580)

DISCLAIMER

This document is an unofficial translation of the Polish version of Current Report No. 12 dated 12 April 2024 and does not constitute a current or periodical report as defined under the Regulation of the Minister of Finance on the current and periodical information provided by issuers of securities and the conditions for considering the information required by the provisions of law of the state not being a member state as equivalent thereto that was issued in accordance with the Polish Act on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies dated 29 July 2005 (amended and restated: Journal of Laws of 2018, item 757).

This document is for informational purposes only. Neither the Company, its shareholders, nor any of their advisors are responsible for translation errors, if any, or for any discrepancies between the original report and this translation into English. If there are any discrepancies between the English translation and the Polish version, the latter shall prevail.

CURRENT REPORT NO 12/2024

Warsaw, 12 April 2024

Commencement of share buy-back programme

The Management Board of XTB S.A. with its registered office in Warsaw ("XTB", the "Company") announces that, following the adoption of Resolution No. 4 of the Company's Extraordinary General Meeting of the Company held on 12 April 2024 authorising the Management Board to acquire the Company's own shares, it has today decided to determine the conditions and procedure for the repurchase of the Company's own shares.

In order to fulfil the obligations under the Company's incentive plan, the Company's shares will be acquired.

The buy-back will commence on 12 April 2024 and will end no later than 31 August 2024, unless the funds earmarked for the buy-back are exhausted earlier.

The Management Board of XTB S.A. has instructed the investment firm Trigon Dom Maklerski S.A. to carry out the buy-back of the Company's shares under the terms of Article 4(2)(b) of Commission Delegated Regulation (EU) 2016/1052 of 8 March 2016 supplementing Regulation (EU) No 596/2014 of the European Parliament and of the Council as regards regulatory technical standards on conditions applicable to buyback programmes and stabilisation measures and national legislation.

The Company's own shares will be purchased on the official stock exchange market operated by the Warsaw Stock Exchange (Giełda Papierów Wartościowych w Warszawie S.A.) through broker orders, including block trades.

Pursuant to the above resolution, the Company intends to acquire its own shares for an amount not exceeding PLN 7,738,375.00 and in a number not exceeding 131,448 (in words: one hundred and thirty-one thousand four hundred and forty-eight) shares. The purchase price for one of the Company's shares may not be less than PLN 30.00 per share and may not be more than PLN 70.00 per share.

The Management Board of the Company will publish the relevant information on the acquired shares of the Company.

Legal basis:

Article 17 paragraph 1 MAR - inside information.