Current Report No.: 34/2025

Current Report No.: 34/2025

Date of Preparation: 15 September 2025

Issuer's Abbreviated Name: Enea S.A.

Subject: Agreement on the plan to demerge Enea S.A. and initial notification of the Enea S.A. demerger intention

Legal Basis: Article 17(1) of the Market Abuse Regulation - inside information

Body of the report:

With reference to Current Report No. 13/2025 of 15 April 2025 regarding the directional decision on the reorganization of the trading area, the Management Board of Enea S.A. ("Demerged Company" or "Issuer") hereby reports that on 15 September 2025 it reached an agreement with the Management Board of Enea Power _ Gas Trading sp. z o.o. with its registered office in Warsaw (KRS: 0000972437; "Acquiring Company", and together with the Demerged Company, "Companies") on a plan to demerge the Issuer by way of a spin-off, as referred to in Article 529(1)(5) of the Commercial Company Code ("Demerger" and "CCC", respectively).

On 15 September 2025, the Demerger plan, together with attachments and the required documents listed in Article 540(1) of the CCC, namely:

1. standalone annual financial statements of the Demerged Company, consolidated financial statements of the Enea Group, Management Board activity reports of the Demerged Company and the Enea Group for the last three financial years, together with the audit reports on such statements and reports (standalone and consolidated); and

2. financial statements and Management Board activity reports of the Acquiring Company for the last three financial years, together with the audit reports on such statements and reports,

will be made available to the public free of charge on the websites of the Demerged Company (at the following tab: https://www.enea.pl/strona-korporacyjna) and the Acquiring Company (at the following tab: https://www.enea.pl/strona-korporacyjna/grupa-enea/spolki/enea-powergas-trading), and will remain available there until the completion of the meetings adopting resolutions on the Demerger.

The documents referred to in Article 534(2) of the CCC constitute appendices to the Demerger plan made available in the manner specified above.

Under the Demerger, an organizationally, functionally and financially separate part of the Issuer's assets and other elements related to those assets, constituting a complete organized part of the Issuer's enterprise intended for conducting business consisting of trading in electricity and gaseous fuels, will be transferred to the Acquiring Company. In exchange, the Demerged Company will obtain shares in the increased share capital of the Acquiring Company.

Following the Demerger, the Demerged Company will continue its business related to the provision of services for other member companies of the Enea Group and in the area of corporate governance over member companies of the Enea Group. In connection with the Demerger, the Demerged Company's share capital will not be reduced.

This report should also be construed as the first notification to the shareholders of the Demerged Company of the intention to perform the Demerger, within the meaning of Articles 539(1) and (2) of the CCC in conjunction with Article 402(1)(1) of the CCC.

The Demerged Company will announce the date of its General Meeting at which a resolution on the Issuer's Demerger will be adopted in a separate current report to be published in compliance with the applicable laws.