CREDIABANK SOCIETE ANONYME BANKING COMPANY (the “Bank”) informs the investing public, in accordance with Article 1 para. 5 case (h) of Regulation (EU) 2017/1129, as in force, regarding the free distribution of 583,280 new common registered voting shares, with a nominal value of €0.05 each (the “New Shares”), of a total nominal value of €29,164, which were issued by the Bank through capitalization of an equal reserve from the issuance of shares above par, within the framework of the Free Share Distribution Program to senior and executive officers (including the executive members of the Board of Directors), pursuant to Article 114 of Law 4548/2018, as the Program was approved by the Extraordinary General Meeting of the Bank’s shareholders on 27.03.2026 (the “Program”).
More specifically:
The free distribution of the New Shares is carried out in implementation of the decision dated 27.03.2026 of the Extraordinary General Meeting of the Bank’s shareholders, by which the Program was established and express authorization was granted to the Board of Directors:
(i) to determine, amend, specify and adjust, subject to the provisions of Law 3864/2010, as applicable from time to time, the more specific terms and every detail of implementation of the Program, at its discretion, including, indicatively, the criteria for the distribution of the above shares, the deferral period and the vesting terms of the shares; and
(ii) to determine the beneficiaries or the categories thereof and to proceed with any necessary action for the allocation of the shares, in accordance with the terms of the Program, within the framework of the decision of the General Meeting and the Variable Remuneration Schemes in force from time to time, taking into account the applicable legal and regulatory framework, following receipt of all necessary supervisory and regulatory approvals and the relevant recommendation of the Bank’s Corporate Governance, Nominations, Human Resources and Remuneration Committee.
In implementation of the Program and by virtue of the authority granted to the Board of Directors by the above Extraordinary General Meeting of shareholders of 27.03.2026, in accordance with Article 24 para. 1(b) of Law 4548/2018, the Bank’s Board of Directors, at its meeting of 18.06.2026, decided to increase the Bank’s share capital by the amount of €29,164, through capitalization of an equal reserve from the issuance of shares above par, by means of the issuance of the New Shares (the “Share Capital Increase”), as well as their free distribution to the beneficiaries of the Program (the “Beneficiaries”), in accordance with the terms of the Program.
The allocation of the New Shares to the Beneficiaries is carried out within the framework of the implementation of a variable remuneration scheme for the Bank’s senior and executive officers, as well as for the heads of the independent functions (Executive Incentive Plan – EIP) (the “Executive Incentive Plan”), which has been adopted by the Bank.
This variable remuneration scheme aims at the short-term and long-term motivation of executives for the achievement of the Bank’s Business Plan and its strategic priorities, at strengthening retention and attraction of executives, in alignment with the remuneration practices of the sector and the market, as well as at recognizing and rewarding the contribution of executives to the Bank’s results, while at the same time ensuring the maintenance of the Bank’s sound capital base and its compliance with the supervisory and regulatory framework in force from time to time.
By the decision of the Bank’s Board of Directors dated 29.04.2026, the allocation of variable remuneration in accordance with the Executive Incentive Plan was approved, while, by virtue of the above-mentioned decision of the Board of Directors dated 18.06.2026, the issuance of the New Shares and their allocation to the Beneficiaries was decided.
The New Shares will be distributed to a total of 27 Beneficiaries and, in accordance with the terms of the Executive Incentive Plan, are subject to a mandatory holding period of twelve (12) months from the date of their registration in the Beneficiaries’ accounts in the Dematerialized Securities System of the company “Euronext Securities Athens S.A.”.
On 30.06.2026, the aforementioned decision of the Board of Directors dated 18.06.2026 regarding the Share Capital Increase and the corresponding amendment of Article 5 (“Share Capital”) of the Bank’s Articles of Association was registered with the General Commercial Registry (G.E.MI.), under Registration Code Number (K.A.K.) 6097679.
Following the Share Capital Increase, the Bank’s share capital now amounts to €99,781,641.45, divided into 1,995,632,829 common registered voting shares, with a nominal value of five euro cents (€0.05) each.
The New Shares are of the same class as the Bank’s shares already admitted to trading on the Main Market of Euronext Athens.
The Bank will follow the procedure for admitting the New Shares to trading on Euronext Athens, in accordance with the provisions of the Euronext Athens Rulebook and the relevant decisions of the Board of Directors of Euronext Athens.
The New Shares are expected to be admitted to trading on the second (2nd) business day following the approval of their admission by Euronext Athens. The opening price of the Bank’s shares on the date of commencement of their trading on Euronext Athens will be determined in accordance with the Euronext Athens Rulebook and decision no. 26 of the Board of Directors of Euronext Athens, as in force.
The New Shares will be registered, on the date of commencement of their trading, in the records of the company “Euronext Securities Athens S.A.” and in the accounts and securities accounts that the Beneficiaries maintain in the Dematerialized Securities System (D.S.S.) of Euronext Athens, in accordance with the applicable legislation.
The Bank will inform the investing public of the exact date of admission of the New Shares to trading on Euronext Athens.
In application of Article 1 para. 5 case (h) of Regulation (EU) 2017/1129, as in force, there is no obligation to publish a prospectus for the admission of the New Shares to trading on Euronext Athens, given that the New Shares are of the same class as the Bank’s shares already traded on the same above regulated market and this information document includes information regarding the number and nature of the securities being issued, as well as the reasons for and details of their distribution.
Responsible for the preparation of this information document and the accuracy of its content is Ms. Vasiliki (Valery) Skoumpa, Chief Financial Officer.