TRANSLATORS’ EXPLANATORY NOTE

The English content of this report is a free translation of the statutory auditor’s report of the below-mentioned Polish Company. In Poland statutory accounts as well as the auditor’s report should be prepared and presented in Polish language and in accordance with Polish legislation, and the accounting principles and practices generally adopted in Poland.

The accompanying translation has not been reclassified or adjusted in any way to conform to the accounting principles generally accepted in countries other than Poland, but certain terminology current in Anglo-Saxon countries has been adopted to the extent practicable. In the event of any discrepancies in interpreting the terminology, the Polish language version is binding.

PricewaterhouseCoopers Polska spółka z ograniczoną odpowiedzialnością Audyt sp. k. , International Business Center, ul. Polna 11, 00-633 Warsaw, Poland, T: +48 (22) 746 4000,

www.pwc.pl

PricewaterhouseCoopers Polska spółka z ograniczoną odpowiedzialnością Audyt sp. k. is entered into the National Court Register maintained by the District Court for the Capital City of Warsaw, under KRS number 0000750050, NIP 526-021-02-28. The seat of the Company is in Warsaw at Polna 11.

Independent Statutory Auditor’s Report

To the General Shareholders’ Meeting and the Supervisory Board of XTB S.A.

Report on the audit of separate financial statements

Our opinion

In our opinion, the accompanying annual separate financial statements:

• give a true and fair view of the separate financial position of XTB S.A. (the “Company”) as at 31 December 2024 and the Company’s separate financial performance and the separate cash flows for the year then ended in accordance with the applicable International Financial Reporting Standards as adopted by the European Union and the adopted accounting policies;

• comply in terms of form and content with the laws applicable to the Company and the Company’s Articles of Association;

• have been prepared on the basis of properly maintained books of accounts in accordance with the provisions of Chapter 2 of the Accounting Act of 29 September 1994 (the “Accounting Act”).

Our opinion is consistent with our additional report to the Audit Committee of the Company issued on the date of this report.

What we have audited

We have audited the annual separate financial statements of XTB S.A. which comprise:

• the separate statement of financial position as at 31 December 2024;

and the following prepared for the financial year then ended:

• the separate statement of profit or loss and other comprehensive income;

• the separate statement of changes in equity;

• the separate cash flow statement, and

• the notes to separate financial statements, comprising material accounting policy information and other explanatory information.

Basis for opinion

We conducted our audit in accordance with the National Standards on Auditing as adopted by the resolutions of the National Board of Statutory Auditors and the resolution of the Council of the Polish Agency for Audit Oversight (“NSA”) and pursuant to the Act of 11 May 2017 on Statutory Auditors, Audit Firms and Public Oversight (the “Act on Statutory Auditors”) and the Regulation (EU) No. 537/2014 of 16 April 2014 on specific requirements regarding the statutory audit of public interest entities (the “EU Regulation”). Our responsibilities under NSA are further described in the Auditor’s responsibilities for the audit of the separate financial statements section.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We are independent of the Company in accordance with “the Handbook of the International code of ethics for professional accountants (including International independence standards) (Code of ethics) as adopted by resolution of the National Board of Statutory Auditors and other ethical requirements that are relevant to our audit of the separate financial statements in Poland. We have fulfilled our other ethical responsibilities in accordance with these requirements and [the Code of ethics. During the audit, the key statutory auditor and the audit firm remained independent of the Group in accordance with the independence requirements set out in the Act on Statutory Auditors and in the EU Regulation.

Our audit approach

Overview

As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the separate financial statements. In particular, we considered where the Company’s Management Board made subjective judgements; for example, in respect of significant accounting estimates that involved making assumptions and considering future events that are inherently uncertain. As in all of our audits we also addressed the risk of management override of internal

• The overall materiality threshold adopted for our audit was set at PLN 52.400 thousand, which represents ca. 5% of the profit before tax.

• All material items included in the separate financial statements were subject to our audit procedures

• Recognition of the results from financial operations and the related valuation of financial assets and liabilities.

Materiality

Group scoping

Key audit matters

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controls, including among other matters, consideration of whether there was evidence of bias that represented a risk of material misstatement due to fraud.

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the separate financial statements as a whole, taking into account the structure of the Company, the accounting processes and controls, and the industry in which the Company operates.

Materiality

The scope of our audit was influenced by our application of materiality. An audit is designed to obtain reasonable assurance whether the separate financial statements are free from material misstatement. Misstatements may arise due to fraud or error. They are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the separate financial statements.

Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall materiality for the separate financial statements as a whole, as set out in the table below. These, together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, if any, both individually and in aggregate on the separate financial statements as a whole.

Overall Company materiality

PLN 52.400 thousand

How we determined it

ca. 5% of profit before tax

Rationale for the materiality benchmark applied

We chose profit before tax as the benchmark because, in our view, it is the benchmark against which the performance of the Company is most commonly measured by users, and is a generally accepted benchmark.

We chose 5% which is consistent with quantitative materiality thresholds used for profit-oriented companies in this sector.

We agreed with the Audit Committee of the Company that we would report to them misstatements of the separate financial statements identified during our audit above PLN 2.620 thousand, as well as misstatements below that amount that, in our view, warranted reporting for qualitative reasons.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the separate financial statements of the current period. They include the most significant identified risks of material misstatements, including the identified risks of material misstatement resulting from fraud. These matters were addressed in the context of our audit of the separate financial statements as a whole, and in forming our opinion thereon. We do not provide a separate opinion on these matters.

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Key audit matter

How our audit addressed the key audit matter

Recognition of the results from financial operations and the related valuation of financial assets and liabilities.

The result from operations on financial instruments for the year ended 31 December 2024 amounted to PLN 1,646,119 thousand and was the most significant item in the Company's separate statement of profit or loss and other comprehensive income.

The value of financial assets measured at fair value through profit or loss and financial liabilities held for trading as at 31 December 2024 amounted to PLN 1,082,560 thousand and PLN 171,806 thousand, respectively.

The result from operations on financial instruments consisted of realized and unrealized profits and losses related to trading in derivative financial instruments.

The process of concluding transactions with clients and valuing derivative financial instruments is mass and takes into account large amounts of market data necessary for valuation.

Given the above, this area requires significant work and expert knowledge in the field of financial instruments and the use of IT systems, which is why we considered it a key audit matter.

Information on accounting policies and quantitative disclosures regarding the result on operations on financial instruments, financial assets at fair value through profit or loss and financial liabilities held for trading are described in notes 4.3, 4.11, 5.1, 15 and 22 of the separate financial statements, respectively.

As part of the audit procedures, we updated our understanding of the Company’s policies and procedures relating to entering into transactions and valuing financial instruments and recognizing the result.

We reviewed the design of the controls implemented by the Company in this area, including the process of entering into transactions with clients and the valuation process.

In relation to the information systems through which transactions are executed and financial instruments are valued, we obtained an understanding of the processes and internal control mechanisms, including the areas of change management and access control to the systems that process clients’ transaction data.

On selected populations of transactions, we independently valued financial instruments and verified the accuracy of recognition the amounts in the accounting records at the balance sheet date.

Furthermore, with regard to the result on financial instruments, we performed detailed tests, including independent recalculation of the result on a sample, as well as reconciliation of selected transactions to source documentation and tests of system reports on transactions on financial instruments. In addition, we conducted an analysis of customer complaints and claims.

We assessed the adequacy and completeness of disclosures regarding the result on operations on financial instruments, financial assets at fair value through profit or loss and financial liabilities held for trading in the separate financial statements in accordance with the accounting standards applicable to the Company.

Responsibility of the Management and Supervisory Board of the Company for the separate financial statements

The Management Board of the Company is responsible for the preparation, based on the properly maintained books of accounts of the annual separate financial statements that give a true and fair view of the Company’s financial position and results of operations, in accordance with International Financial Reporting Standards as adopted by the European Union, the adopted accounting policies, the applicable laws and the Company’s Articles of Association, and for such internal control as the Company’s Management Board determines is necessary to enable the preparation of separate financial statements that are free from material misstatement, whether due to fraud or error.

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In preparing the separate financial statements, the Company’s Management Board is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Company’s Management Board either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Company’s Management Board and members of the Supervisory Board are obliged to ensure that the separate financial statements comply with the requirements specified in the Accounting Act. Members of the Supervisory Board are responsible for overseeing the financial reporting process.

Auditor’s responsibility for the audit of the separate financial statements

Our objectives are to obtain reasonable assurance about whether the separate financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the NSA will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence economic decisions of users taken on the basis of these separate financial statements.

The scope of the audit does not include an assurance on the Company’s future profitability nor the efficiency and effectiveness of conducting its affairs by the Company’s Management Board, now or in future.

As part of an audit in accordance with NSA, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

• identify and assess the risks of material misstatement of the separate financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

• obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control;

• evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Company’s Management Board;

• conclude on the appropriateness of the Company’s Management Board’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the separate financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern;

• evaluate the overall presentation, structure and content of the separate financial statements, including the disclosures, and whether the separate financial statements represent the underlying transactions and events in a manner that achieves fair presentation;

• plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the business units within the Company as a basis for forming an opinion on the financial statements. We are responsible for the direction, supervision and review of the audit

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work performed for the purpose of the group audit. We remain solely responsible for our audit opinion.

We communicate with the Audit Committee of the Company regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the Audit Committee of the Company with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated to the Audit Committee of the Company, we determine those matters that were of most significance in the audit of the separate financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other information

Other information comprise:

• a Management Board Report on the Operations of the XTB Group and XTB S.A. Company for the financial year ended 31 December 2024 (“the Report on the operations”) and the corporate governance statement which is a separate part of the Report on the operations,

• other documents comprising the Annual Report for the financial year ended 31 December 2024 (“the Annual Report”),

(together “Other Information”).

Other information does not include the financial statements and our auditor’s report thereon.

We obtained the annual report before the date of this audit report, except for the Supervisory Board's Statement on the assessment, along with the justification, regarding the report on the issuer's activities and the financial statements in terms of their compliance with records, documents, and the actual state of affairs referred to in Article 71(1)(12) of the Regulation of the Minister of Finance of March 29, 2018, on current and periodic information provided by issuers of securities and the conditions for recognizing information required by the laws of a non-member state as equivalent (the "Regulation on Current Information"), which will be available after this date.

Responsibility of the Management and Supervisory Board of the Company

The Management Board of the Company is responsible for the preparation of the Other Information in accordance with the law.

The Company’s Management Board and the members of the Supervisory Board are obliged to ensure that the Report on the operations including its separate part complies with the requirements of the Accounting Act.

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Statutory auditor’s responsibility

Our opinion on the separate financial statements does not cover the Other Information.

In connection with our audit of the separate financial statements, our responsibility under NSA is to read the Other Information and, in doing so, consider whether the Other Information is materially inconsistent with the information in the separate financial statements, our knowledge obtained in our audit, or otherwise appears to be materially misstated. If, based on the work performed, we identified a material misstatement in the Other Information, we are obliged to inform about it in our audit report.

In accordance with the requirements of the Act on the Statutory Auditors, we are also obliged to issue an opinion on whether the Report on the operations, to the extent not related to sustainability reporting, has been prepared in accordance with the law, is consistent with information included in annual separate financial statements and to issue a statement as to whether, in the light of the knowledge about the Company and its environment obtained during the audit, any material misstatements have been identified in the Report on the operations to the extent not related to sustainability reporting, and an indication of what any such material misstatement is.

Moreover, we are obliged to issue an opinion on whether the Company provided the required information in its corporate governance statement

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Statement on the Other information

We declare, based on the knowledge of the Company and its environment obtained during our audit, that we have not identified any material misstatements in the Report on the operations, to the extent not related to sustainability reporting, and in the remaining Other information.

The Report on the operations, to the extent related to sustainability reporting, for the financial year ended 31 December 2024 was the subject of our separate limited assurance engagement, from which on 20 March 2025 we issued a report, containing an unmodified opinion.

As a result of our procedures under the NSA regarding identification of material misstatements in the Report on the operations, to the extent related to sustainability reporting, we have no matters to report in this respect.

In the event that, after reviewing the Supervisory Board's Statement on the assessment, including justification, regarding the issuer's activity report and the financial statements in terms of their compliance with records, documents, and the actual state of affairs referred to in Article 71(1)(12) of the Regulation on Current Information, we identify a material misstatement, we are obliged to inform the Company's Supervisory Board.

Opinion on the Report on the operations to the extent not related to sustainability reporting

Based on the work we carried out during our audit, in our opinion, the Report on the operations, to the extent not related to sustainability reporting,:

• has been prepared in accordance with the requirements of Article 49 of the Accounting Act and para. 70 of the Regulation of the Minister of Finance dated 29 March 2018 on current and periodical information submitted by issuers of securities and conditions for considering as equivalent the information required under the legislation of a non-Member State (“Regulation on current information”);

• is consistent with the information in the separate financial statements.

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Opinion on the corporate governance statement

In our opinion, in its corporate governance statement, the Company included information set out in para. 70.6 (5) of the Regulation on current information. In addition, in our opinion, information specified in paragraph 70.6 (5)(c)–(f), (h) and (i) of the said Regulation included in the corporate governance statement are consistent with the applicable provisions of the law and with information included in the separate financial statements.

Report on other legal and regulatory requirements

Information on compliance with prudential regulations

The Management Board of the Company is responsible for complying with the applicable prudential regulations set out in separate legislation, and in particular, for the correct determination of the capital ratios.

The capital ratio IFR as at 31 December 2024 have been presented in Note 36 of the separate financial statements.

We are obliged to give information in our report on the audit of the separate financial statements as to whether the Company has complied with the applicable prudential regulations set out in separate legislation, and in particular, whether the Company has correctly determined its capital ratios. For the purposes of the said information, the following legal acts are understood as separate legislation: Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and investment firms and amending Regulation (EU) No 648/2012, as amended (“CRR”), the Act of 5 August 2015 on macro-prudential supervision over the financial system and on crisis management in the financial system (“the Act on macro-prudential supervision”), Regulation of the Minister of Development and Finance of 25 April 2017 on the internal capital, risk management system, supervisory evaluation program and supervisory review and evaluation process, and remuneration policy in a brokerage house; Regulation of the Minister of Finance of 1 July 2016 on the types of brokerage house exposures excluded from large exposure limits, and Regulation of the Minister of Finance of 27 June 2016 on the treatment by brokerage houses of large blocks of shares of non-financial sector entities referred to in Article 89(3) of Regulation 575/2013.

It is not the purpose of an audit of the separate financial statements to present an opinion on compliance with the applicable prudential regulations specified in the separate legislation specified above, and in particular, on the correct determination of the capital ratios, and therefore, we do not express such an opinion.

Based on the work performed by us, we inform you that we have not identified:

• any cases of non-compliance by the Company with the applicable prudential regulations set out in the separate legislation referred to above, in the period from 1 January to 31 December 2024;

• any irregularities in the determination by the Company of the capital ratios as at 31 December 2024 in accordance with separate legislation referred to above,

which would have a material impact on the separate financial statements.

Statement on the provision of non-audit services

To the best of our knowledge and belief, we declare that the non-audit services prohibited under Article 5(1) of the EU regulation and Article 136 of the Act on Statutory Auditors were not provided and the non-audit services that we provided to the Company and its controlled entities within the European Union are in accordance with the applicable laws and regulations in Poland.

The non-audit services which we have provided to the Company during the period from the beginning of the audited period to the date of issuing this report are disclosed in the note 31 to the separate financial statements.

Appointment

We were first appointed to audit the annual separate financial statements of the Company by resolution of the Supervisory Board of the Company dated 7 November 2018 and re-appointed by resolution dated 4 May 2021 and 21 February 2024. We have been auditing the Company’s separate financial statements without interruption since the financial year ended 31 December 2019, i.e. for 6 consecutive years.

The Key Statutory Auditor responsible for the audit on behalf of PricewaterhouseCoopers Polska spółka z ograniczoną odpowiedzialnością Audyt sp.k., a company entered on the list of audit firms with the number 144., is Anna Bączyk.

Original report is signed in Polish language

Anna Bączyk

Key Statutory Auditor

No. in the registry 11810

Warsaw, 20 March 2025