a. The attached separate and consolidated Financial Statements of GEK TERNA SOCIETE ANONYME for the period from January 1st 2025 to December 31st 2025 which have been prepared in accordance with the applicable International Financial Reporting Standards (IFRS), as adopted by the European Union, present fairly the assets and liabilities, shareholders’ equity, as well as the statement of total comprehensive income for the financial year ended December 31, 2025 of the Company, as well as of the entities included in the consolidation, taken as a whole, in accordance with the provisions of Article 4 of Law 3556/2007 and

b. The Board of Directors’ Report on the above Financial Statements presents fairly the development, performance and position of the Company, as well as of the entities included in the consolidated Financial Statements, taken as a whole, including a description of the principal risks and uncertainties they face, and has been prepared in accordance with the Sustainability Reporting Standards referred to in Article 154A of Law 4548/2018 and with the specifications approved pursuant to paragraph 4 of Article 8 of Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020, on the establishment of a framework to facilitate sustainable investment and amending Regulation (EU) 2019/2088 (L 198).

Athens, 7th April 2026

Chairman of the BoD and

Chief Executive Officer

Georgios Peristeris

Vice Chairman of the BoD, Executive Director,

non-Executive Member Executive Member of the BoD

Apostolos Tamvakakis Penelope Lazaridou

8

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II.ANNUAL MANAGEMENT REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR 2025 ON THE CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

Dear Shareholders,

Pursuant to the provisions of Law 4548/2018 and Law 3556/2007 article 4 paragraph 2(c), 6, 7 and 8, of article 2 of the decisions issued thereon 8/754/14.04.2016 of the Board of Directors of the Hellenic Capital Market Commission and the Company’s Articles of Association, we are hereby submitting to you the Annual Report of the Board of Directors for the closing year from 01.01.2025 to 31.12.2025.

This report contains financial and non‐financial information regarding GEK TERNA Group, for the financial year 2025 and describes the most significant events that took place before as well as after the reporting period of the financial statements. Moreover, the report outlines the key risks and uncertainties the Group may face in 2025 and records significant transactions between the Company and its related parties.

A.Financial Developments and Performance for the Year 2025

The Greek economy continued to move on a steady growth trajectory in 2025, with growth reaching 2.1% according to the Hellenic Statistical Authority, exceeding the Eurozone average growth rate of 1.4%, despite the prevailing uncertainty in the European and global economic environment, due to the ongoing hostilities in Ukraine and the Middle East.

The achieved growth is mainly attributable to the increase in investments that enhance the productivity of the economy, which have been supported by: (a) the Public Investment Program, (b) the contribution of funds from the Recovery and Resilience Facility, (c) the increase in private consumption and (d) the positive contribution of exports driven by a strong tourism season. It is noted that total investments for 2025 amounted to 17% of GDP.

The continued growth in 2025 was supported by a significant improvement in fiscal figures, with the primary surplus amounting to 5.27 bn euros, alongside a reduction in public debt, which decreased to 145.9% of GDP. Public debt is forecast to decline further in 2026, with the reduction depending on the growth rate and inflation developments, to the extent affected by hostilities in the Middle East. A key factor contributing to the improvement in fiscal figures was the intensification of the digitalization of processes, primarily in transactions with the Greek State, the increase in electronic transactions and the continued improvement in VAT and other tax collection.

Furthermore, according to the recent macroeconomic forecasts of the Bank of Greece, GDP growth is expected to reach 1.9% in 2026 and 2% in 2027, supported by significant private investments scheduled over the next three years exceeding 20 bn euros, mainly in energy, infrastructure, telecommunications and other investments, as well as by the acceleration in the absorption of remaining funds from the Recovery and Resilience Facility and new resources from various European programs. The Bank of Greece’s forecasts may be revised in the event of an escalation of tensions in the Middle East, a prolonged increase in energy prices, or heightened uncertainty regarding the duration of military operations.

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Regarding inflation in the Greek economy, for the year, the Consumer Price Index increased by 2.5%, showing a slight deceleration compared to the 2.7% increase in 2024. During the same period, inflation in Europe stood at 2.1%. For the following years, the European Central Bank estimates inflation at 3.1% in 2026 and 2.4% in 2027. While a gradual deceleration had initially been expected, recent hostilities in the Middle East are anticipated to generate a new wave of inflationary pressures, the magnitude and duration of which will depend on geopolitical developments.

In this environment and having already regained investment grade from all major rating agencies, the sovereign credit rating is now one notch above Investment Grade (Scope, DBRS, S&P, Fitch, R&I). As a result, the spread of Greek government bonds against German bonds has declined to its lowest level in the past 18 years (~60bps), below the corresponding levels of Italy and France.

In any case, risks to the outlook of the Greek economy depend, on the one hand, on the outcome of the Russia–Ukraine conflict and, on the other hand, on the intensity and duration of hostilities in the Middle East. The US–Israel conflict with Iran, involving neighboring countries, in addition to significant human losses, has caused severe damage to infrastructure in the affected regions, which is expected to lead to higher energy prices (fuel, natural gas, etc.) and a slowdown in global growth until economies adjust to the new conditions.

In a constantly evolving and demanding economic environment, GEK TERNA Group, one of the largest and most dynamic business groups in Greece, continues to implement and expand its investment program without disruption. With a consistent focus on sustainable growth, the Group aims to maintain and further strengthen its strong position in its existing business segments, while also exploring and executing targeted expansions into new areas of strategic interest.

At the business level, 2025 was another particularly important year for the GEK TERNA Group, during which its business and strategic footprint was further strengthened. The landmark concession of Attiki Odos, which is being fully consolidated for the first time in the Group’s Results as of 01.01.2025 and the commencement of the concession of Egnatia Odos constitute key milestones, contributing to the increase in long-term revenue streams and strengthening the Group’s position in the concessions sector. At the same time, the backlog amounted to 9.2 bn euros, reflecting the Group’s increased competitiveness in complex projects and providing clear revenue visibility for the coming years. In this context, the strategic partnership with Motor Oil (MOH) is expected to represent a significant step in further enhancing the value of the Group’s energy segment, creating new opportunities for joint investments and operational synergies in energy infrastructure and related services.

The main financial results of the year 2025 compared to the corresponding period of 2024, are as follows:

Turnover from third parties from continuing operations amounted to 3,855.5 mn euros, compared to 3,249.9 mn euros in the respective period of 2024, representing an increase of 605.6 mn euros, mainly driven by higher turnover from the Construction and Concessions segments. It is noted that in 2025 the subsidiary NEA ATTIKI ODOS CONCESSION S.A. is consolidated for the full year, whereas in the previous period consolidation covered the period from 06.10.2024 to 31.12.2024.

The Adjusted EBITDA (EBITDA from continuing operations plus non-cash results included therein - see note F. Alternative Performance Measures (APMs)) amounted to 631.4 mn euros in 2025 against 404.0

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mn euros in the corresponding period of 2024, representing an increase of 227.4 mn euros, mainly attributable to an increase in results from the Construction and Concessions segments.

Operating Results before interest and taxes (EBIT) from continuing operations amounted to 302.4 mn euros compared to 194.0 mn euros in the corresponding period of 2024 and are increased due to the increase in the results of the Construction and Concessions.

Earnings before taxes from continuing operations amounted to 182.9 mn euros, against 53.1 mn euros in the corresponding period of 2024 and the difference attributed to the reasons mentioned above.

Earnings after tax from continuing operations amounted to 136.6 mn euros, compared to 17.7 mn euros in the respective period of 2024. In the current period, there are no Earnings from discontinued operations, which existed in 2024 and amounted to 831.7 mn euros.

Earnings attributable to the Owners of the Parent from continuing operations amounted to 139.0 mn euros, compared to 24.8 mn euros in the respective period of 2024. In the current period, no Earnings from discontinued operations were allocated, which existed in 2024 and amounted to 793.6 mn euros.

It should be noted that Earnings after taxes from continuing operations has been burdened with by non-operating results of 8.3 mn euros (compared to 74.4 mn euros in 2024).

a) a loss of 4.8 mn euros from the fair value assessment of various embedded derivatives and interest rate hedging derivatives, compared to a loss of 0.5 mn euros for the corresponding period of 2024, which have been recognized mainly in the context of the Concessions – Self/Co-financed projects Segment,

b) a loss of 1.4 mn euros from the valuation of forward contracts for the purchase and sale of Electricity and Natural Gas, compared to a loss of 5.2 mn euros for the corresponding period of 2024, within the Electricity sector from thermal energy sources, electricity trading, and gas,

c) a gain of 12.1 mn euros from the valuation of other participations, compared to a gain of 4.3 mn euros for the corresponding period of 2024,

d) a loss of 15.1 mn euros from the provision for the free share distribution program for the years 2024-2027 to Group Executives, compared to a loss of 18.4 mn euros in the respective period of 2024 and

e) revenue from reversal of provisions amounted to 0.9 mn euros, compared to impairment provisions of 54.6 mn euros of the value of industrial activity assets, following the resolutions of the General Assembly of TERNA MAG S.A. on 16.12.2024.

Earnings after tax from continuing operations attributable to the Shareholders of the Parent, excluding the aforementioned non-operating results, amounted to 147.3 mn euros for 2025, compared to 99.5 mn euros for 2024.

Total Investments at Group level for 2025 amounted to 1,346.2 mn euros, compared to 3,366.6 mn euros for the corresponding period of 2024, with almost the entire amount spent in the Concessions – Self/Co-financed projects Segment.

The Adjusted Net Debt of the Parent company (net borrowing with reference) amounted to 471.2 mn euros on 31.12.2025, compared to 152 mn euros on 31.12.2024.

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The Group's Total Adjusted Net Debt (including project finance contracts - non-recourse borrowings) amounted to 4,296.8 mn euros as at 31.12.2025, compared to 3,258.5 mn euros as at 31.12.2024, with the increase mainly attributable to the payment of the consideration (approximately 1.3 bn euros) and to the commencement of the 35-year concession period of the Nea Egnatia Odos at the end of December 2025.

The Total Cash and Cash Equivalents of the Group (excluding restricted deposits) amounted to 1,693.5 mn euros on 31.12.2025, of which 852.9 mn euros at Parent Company level.

The Total Assets of the Group on 31.12.2025 stood at 9,930.1 mn euros, compared to 8,391.4 mn euros on 31.12.2024.

The Total Equity of the Group attributable to Shareholders on 31.12.2025 amounted to 1,976.7 mn euros, compared to 1,758.1 mn euros on 31.12.2024.

In the section “B. Significant Events for the Financial Year 2025” there are presented in detail the significant events of the period, as well as the key financial performance of the operating segments.

B.Significant Events for the Financial Year 2025

During the financial year of 2025 the following significant events took place:

•On 16.01.2025, the subsidiary ILIOHORA S.A. signed four (4) Contracts with the MINISTRY OF ENVIRONMENT & ENERGY for the construction of the project "FLOOD CONTROL WORKS FOR THE MANAGEMENT OF MOUNTAINOUS WATERSHEDS, AFTER THE 2023 FIRE, IN THE AREAS UNDER THE RESPONSIBILITY OF THE ALEXANDROUPOLIS FORESTRY OFFICE (SECTIONS 1 AND 2), THE EVROS FORESTRY DIRECTORATE (SECTION 3) AND THE SOUFLI FORESTRY OFFICE (SECTION 4)", with a total amount of 39.3 mn euros.

•On 24.01.2025, GEK TERNA S.A. announced that, as the initial shareholder and member of the special purpose company SARISA Sub-Concession Kavala Port Philip II S.A. with a 90% stake, it signed the delivery-receipt protocol with the Kavala Port Authority on the same date. This company will undertake the right to use, operate, maintain and exploit a multi-purpose station in a section of the specific port for 40 years.

•On 31.01.2025, the J/V TERNA S.A. – AKTOR S.A., in which the subsidiary TERNA S.A. participates with a 50% stake, signed the “FRAMEWORK AGREEMENT FOR THE OPERATION & SUPPORT SERVICES OF TOLL STATIONS OF EGNATIA ODOS S.A. – Reference Code 6123”, amounting to 45.3 mn euros. Following the signing of the Framework Agreement, the individual contracts were signed on 31.03.2025.

•On 31.01.2025, the subsidiary TERNA S.A. was declared the Temporary Contractor for the project "CONSTRUCTION OF A NEW SINGLE RAILWAY LINE IN THE SECTION NEA KARVALI - TOXOTES_A.D. 3506", amounting to 140.6 mn euros.

•On 04.04.2025, GEK TERNA, according to the terms of the 2018 Common Bond Loan with a nominal value of 120 mn euros, made the repayment to the bondholders of the CBL through the HELLENIC CENTRAL SECURITIES DEPOSITORY S.A. (ATHEXCSD).

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•On 10.04.2025, the subsidiary TERNA S.A. signed a Contract with IDEA FOS SINGLE MEMBER S.A. for the construction of the project “ENGINEERING, PROCUREMENT AND CONSTRUCTION OF THE 199.1626 MWP KOTYLI SOLAR PV PLANT”, amounting to 57.6 mn euros.

•On 14.04.2025, the J/V TERNA S.A. – REDEX S.A., in which the subsidiary TERNA S.A. participates with a 50% stake, signed a Contract with ATHENS INTERNATIONAL AIRPORT for the construction of the project “DESIGN AND BUILD A MULTI-STOREY CAR PARK AND THE NORTH-WEST ARRON”, amounting to 219.9 mn euros.

•On 15.04.2025, the Union of Companies “TERNA – ALSTOM”, in which the subsidiary TERNA participates with a 69% stake, was declared temporary contractor (pending the review of appeals) for the execution in Romania of the Contract “DESIGN & EXECUTION OF WORKS RELATED TO THE INVESTMENT OBJECTIVE “Rehabilitation of the railway line Craiova–Drobeta Turnu Severin–Caransebes, part of the Orient/East–Mediterranean Corridor” – LOT 1: CRAIOVA (CAP X)–FILIASI (CAP Y), KM 247+760–KM 286+735”, amounting to 277.16 mn euros attributable to TERNA.

•On 24.04.2025, GEK TERNA S.A. announced the commercial operation of the Waste Processing Unit in Kallirroi, Messinia, marking the full implementation of the integrated, sustainable urban solid waste management system across the Peloponnese region.

The facility is part of the Peloponnese Region’s Integrated Waste Management Project, implemented and operated by GEK TERNA Group. Representing a total investment of 167 mn euros, the project includes three Waste Processing Units, the largest located in Arcadia (Palaiochouni) and the others in Laconia (Skala) and Messinia.

The Messinia unit processes 60,000 tonnes of municipal solid waste annually, significantly reducing the volume sent to sanitary landfills, in alignment with both European and national strategy for circular economy. In parallel, it generates “green energy” that is fed into the national power grid.

The facility is estimated to produce 6,000 MWh of electricity annually, sufficient to power approximately 1,500 households.

•On 25.04.2025, the subsidiary TERNA S.A. signed a Contract with ELPEN S.A. PHARMACEUTICAL INDUSTRY for the construction of the project “NEW MULTI-STOREY BUILDING FOR THE PRODUCTION OF PHARMACEUTICAL PRODUCTS WITH OFFICES & UNDERGROUND PARKING AREA”, amounting to 25 mn euros.

•On 29.04.2025, the subsidiary TERNA S.A. signed a Contract with the MINISTRY OF INFRASTRUCTURE for the construction of the project "URGENT WORKS FOR THE RESTORATION OF INFRASTRUCTURE DAMAGES DUE TO SEVERE WEATHER EVENTS 'DANIEL' AND 'ELIAS' IN THE MUNICIPALITIES OF: ARGITHEA, LAKE PLASTIRA, METEORA AND PYLI", amounting to 205 mn euros.

•On 29.04.2025, the subsidiary TERNA S.A. signed a Contract with the MINISTRY OF INFRASTRUCTURE for the construction of the project "URGENT WORKS FOR THE RESTORATION OF INFRASTRUCTURE DAMAGES DUE TO SEVERE WEATHER EVENTS 'DANIEL' AND 'ELIAS' IN

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THE MUNICIPALITIES OF: ZAGORA – MOURESI, SOUTH PELION, VOLOS AND RIGAS FERAIOS", amounting to 213.1 mn euros.

•On 05.05.2025, the subsidiary TERNA S.A. signed a Contract with HEDNO S.A. for the construction of the project "DESIGN, EQUIPMENT SUPPLY AND TURNKEY CONSTRUCTION OF THE NEW GIS CLOSED TYPE DISTRIBUTION CENTER CHANIA II AND MT COUPLING BUILDING," amounting to 21.9 mn euros.

•On 07.05.2025, the J/V TERNA S.A. – METKA S.A. WATERCOURSES, in which the subsidiary TERNA S.A. participates with a 50% stake, signed a Contract with the TECHNICAL CHAMBER OF GREECE for the construction of the project "INFORMATION SYSTEM FOR THE DELIMITATION OF WATERCOURSES", amounting to 61.6 mn euros.

•On 09.05.2025, GEK TERNA signed a Concession Agreement for the project "STUDY, CONSTRUCTION, FINANCING, OPERATION AND MAINTENANCE OF THE NORTHERN ROAD AXIS OF CRETE (NRAC) IN THE CHANIA – HERAKLION SECTION", amounting to 1.75 bn euros, with a concession duration of 35 years, five of which correspond to the design and construction period.

The total length of the Chania – Heraklion section amounts to 187 kilometers, including 30 km related to the optional section Kissamos – Chania.

•On 13.05.2025, the subsidiary TERNA S.A. signed a Contract with PPC RENEWABLES S.A. for the construction of the project "STUDY, CIVIL ENGINEERING WORKS, SUPPLY (EXCEPT PV PANELS), TRANSPORTATION, INSTALLATION AND OPERATION OF A 125 MW SECTION AT THE 'MEGALOPOLI MINE' (SECTION C), IN THE MUNICIPALITY OF MEGALOPOLIS, PELOPONNESE REGION, OF A NEW PHOTOVOLTAIC (PV) STATION, WITH A TOTAL CAPACITY OF 490 MW, AT THE 'MEGALOPOLI MINE' SITE AND ITS CONNECTION TO THE NEW OUTDOOR TYPE SUBSTATION (SS) 150/33KV 'NEW CHOREMI SS' WITH THE ADDITION OF TWO (2) 150/33/33KV TRANSFORMER TOWERS AND THE REQUIRED CONNECTION WORKS TO THE EXISTING MEGALOPOLI HVSS", amounting to 54.4 mn euros.

•On 21.05.2025, the subsidiary TERNA S.A. signed a Contract with OSE S.A. for the construction of the project “RENOVATION OF THE RAILWAY LINE IN SPECIFIC SECTIONS BETWEEN POLYKASTRO RAILWAY STATION – IDOMENI RAILWAY STATION OF THE THESSALONIKI–IDOMENI LINE”, amounting to 5.4 mn euros.

•On 02.06.2025, the Union of Companies “TERNA – ALSTOM”, in which the subsidiary TERNA participates with a 76% stake, was declared temporary contractor (pending the review of appeals) for the execution in Romania of the Contract “DESIGN & EXECUTION OF WORKS RELATED TO THE INVESTMENT OBJECTIVE “Rehabilitation of the railway line Craiova–Drobeta Turnu Severin–Caransebes, part of the Orient/East–Mediterranean Corridor” – LOT 2: FILIASI (CAP Y)–IGIROASA (CAP Y), KM 286+735 – KM 331+000”, amounting to 269.72 mn euros attributable to TERNA.

•On 04.06.2025, the Company received a notification from MARBLE BAR ASSET MANAGEMENT LLP, in its capacity as investment manager for LEXCOR MASTER FUND, that on 04.06.2025 a change (increase) occurred in the voting rights of the above shareholder, which reached 5%. Specifically, the number of shares and corresponding voting rights at the time of the

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transaction notification amounted to 6,644,166 shares, representing 6.42% of the share capital, broken down as follows:

-Direct voting rights attached to shares, in accordance with article 9 of Law 3556/2007, 6,150,000, representing 5.95% of the share capital.

-Voting rights derived from financial instruments (CFD cash settled), in accordance with article 11 par. 1 approx. b of Law 3556/2007, as in force, 494,166, representing 0.48% of the share capital.

•On 04.06.2025, GEK TERNA was declared Contractor for the construction of the project "HOCHLAKION RESERVOIR IN LASITHI COUNTY AND OTHER ACCOMPANYING WORKS - AG. IOANNIS DAM IN IERAPETRA, LASITHI COUNTY AND MAIN WORKS FOR THE UTILIZATION OF IRRIGATION WATER", with a budget of 55.6 mn euros, for which the signing of the relevant Contract is pending.

•On 10.06.2025, GEK TERNA S.A informed the investors that following the receipt of the relevant approvals and the completion of the process as envisaged by the concession agreement, the transaction of the transfer of 10% of the share capital of “NEA ATTIKI ODOS CONCESSION S.A.” to the company LATSCO DIRECT INVESTMENTS CYPRUS Limited, which is an investment vehicle of the LATSCO FAMILY OFFICE, representing the interests of Mrs. Marianna Latsi, has been completed.

•The total price amounted to 77,246,650 euros, corresponding to a premium of 15% on the initial committed investment of GEK TERNA in the project.

•On 11.06.2025, the Ordinary General Meeting of Shareholders of GEK TERNA S.A. was convened, during which the following decisions were made:

-Approved the Financial Statements (separate and consolidated) for the year 2024, the relevant Report of the Board of Directors and the Report of the Certified Auditor - Accountant.

-The proposal of the Board of Directors for the distribution, from the profits of the 2024 fiscal year, of a total amount of 41,369,316.40 mn euros, i.e., 0.40 euros per share, was approved. The ex-dividend date was set as Wednesday, 25 June 2025, the record date as Thursday, 26 June 2025 and the dividend payment start date as Wednesday, 2 July 2025.

-The Annual Report of the Audit Committee for the year 01.01.2024-31.12.2024 was approved.

-The report of the independent members of the Board of Directors was submitted to the General Assembly of Shareholders, pursuant to article 9 par. 5 of law 4706/2020.

-The overall management during the fiscal year 2024 was approved by all of the Members of the Board of Directors, specifically by Mr. Dimitrios Antonakos, Dimitrios Afentoulis, Michael Gourzis, Aikaterini Delikoura, Spyridon Kapralos, Penelope Lazaridou, Konstantinos Lamprou, Emmanouil Moustakas, Angelos Benopoulos, Georgios Peristeris, Athanasios Skordas, Petros Souretis, Sofia Staikou, Apostolos Tamvakakis, Andreas Taprantzis and Gagik Apkarian.

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-The General Assembly discharged the Auditors from any liability or indemnification arising from the performance of their duties for the year 2024.

-The proposal of the Board of Directors for the approval of the Remuneration Report of the members of the Board of Directors of the Company for the fiscal year 2024 was approved according to article 112 of law 4548/2018.

-The auditing company GRANT THORNTON was elected for the audit of the 2025 Separate and Consolidated Financial Statements, including assurance of the annual sustainability report, as well as the remuneration based on the 2024 fiscal year and any adjustment as required for the audit.

-The Board of Directors Members’ Suitability Policy, as updated in accordance with the provisions of Law 5178/2025, was approved.

-The Board of Directors, consisting of 15 members with a four-year term, was elected and its independent members were appointed as follows: Georgios Peristeris (Chairman of the Board of Directors), Dimitrios Afentoulis, Michael Gourzis, Aikaterini Delikoura (Independent Non-Executive Member), Penelope Lazaridou, Konstantinos Lamprou, Emmanouil Moustakas, Angelos Benopoulos, Olga Panagopoulou (Independent Non-Executive Member), Marina Sarkisian Ochanesoglou (Independent Non-Executive Member), Athanasios Skordas (Independent Non-Executive Member), Petros Souretis, Sofia Staikou (Independent Non-Executive Member), Apostolos Tamvakakis and Andreas Taprantzis (Independent Non-Executive Member).

-The election of a four-member Audit Committee was approved. The Committee is independent (mixed), consisting of three (3) non-executive Board of Directors members, mostly independent and a fourth member who will be an independent third party, not a Board of Directors member. Mr. Nikolaos Kalamaras was elected as the independent third-party member (not a Board of Directors member) and the Board of Directors was granted special authorization to appoint the remaining three Committee members from among its non-executive members, in accordance with applicable law. The term of the Audit Committee was set at four years.

-It was also announced that during its meeting on 30.12.2024, the Board of Directors elected Mr. Andreas Taprantzis as a new independent non-executive Board of Directors member, replacing the independent non-executive Board of Directors member Mr. Gagik Apkarian.

•On 25.06.2025, the J/V TERNA S.A. – AKTOR GROUP NORTH SOLAR, in which the subsidiary TERNA participates with a 50% stake, signed a Contract with NORTH SOLAR S.A. for the construction of the project “ENGINEERING, PROCUREMENT & INSTALLATION OF PV PARKS PROJECT – IMPLEMENTATION DESIGN, REVIEW OR ISSUANCE OR AMENDMENT OF ALL REQUIRED PERMITS FOR CONNECTING THE PV TO THE SYSTEM BASED ON APPLICABLE LEGISLATION, CIVIL ENGINEERING WORKS, SUPPLY – TRANSPORT – INSTALLATION – COMMISSIONING & OPERATION & MAINTENANCE AT THE EXPENSE & RESPONSIBILITY OF THE CONTRACTOR UNTIL THE APPROVAL OF THE FINAL ACCEPTANCE PROTOCOL FOR 5

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PHOTOVOLTAIC STATIONS WITH NOMINAL CAPACITY OF 400 MWp IN THE AREA OF THE MUNICIPALITY OF KOZANI”, amounting to 214.3 mn euros.

•On 26.06.2025, the J/V AKTOR GROUP – TERNA S.A. NORTH SOLAR 1, in which the subsidiary TERNA participates with a 50% stake, signed a Contract with NORTH SOLAR 1 S.A. for the construction of the project “ENGINEERING PROCUREMENT & INSTALLATION OF PV PARKS PROJECT – IMPLEMENTATION DESIGN, REVIEW OR ISSUANCE OR AMENDMENT OF ALL REQUIRED PERMITS FOR CONNECTING THE PV TO THE SYSTEM BASED ON APPLICABLE LEGISLATION, CIVIL ENGINEERING WORKS, SUPPLY – TRANSPORT – INSTALLATION – COMMISSIONING & OPERATION & MAINTENANCE AT THE EXPENSE & RESPONSIBILITY OF THE CONTRACTOR UNTIL THE APPROVAL OF THE FINAL ACCEPTANCE PROTOCOL FOR 5 PHOTOVOLTAIC STATIONS WITH NOMINAL CAPACITY OF 94.926 MWp IN THE AREA OF THE MUNICIPALITY OF KOZANI”, amounting to 47.7 mn euros.

•On 10.07.2025, GEK TERNA S.A. and MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. signed a binding agreement to merge their activities in the supply of electricity and natural gas and the production of electricity from natural gas units by contributing their assets to a jointly established company. GEK TERNA will receive 50% of the shares of the joint venture. The transaction is expected to be completed until the end of 2026, subject to the completion of due diligence, as well as obtaining the required approvals from the competent authorities and the General Meetings of shareholders of both companies.

•On 14.07.2025, the subsidiary TERNA S.A. signed a contract with DESFA S.A. for the construction of the project "DETAILED ENGINEERING, PROCUREMENT OF MATERIALS AND CONSTRUCTION OF THE METERING STATION FOR GREECE-NORTH MACEDONIA INTERCONNECTION (Contract 2204/25)", amounting to 13.2 mn euros.

•On 31.07.2025, the subsidiary TERNA S.A. signed a Contract with LAMDA VOULIAGMENIS S.M.S.A. for the construction of the project “MAIN WORKS CONSTRUCTION CONTRACT FOR THE ELLINIKON MALL (ELM)”, amounting to 460.0 mn euros. THE ELLINIKON MALL, designed by the internationally acclaimed architectural firm AEDAS, features a total leasable area of 100,000 sq.m. and is being developed within the broader framework of the Ellinikon project. It constitutes the largest and most modern retail destination in Greece and one of the most prominent in Southern Europe."

•On 06.08.2025, GEK TERNA S.A., through its wholly owned subsidiary ARDEFTIKI NESTOU S.M.S.A. signed a PPP Contract with the Ministry of Rural Development and Food for the construction of the project "TRANSPORT AND DISTRIBUTION OF WATER FROM THE NESTOS RIVER TO THE XANTHI PLAIN FOR IRRIGATION PURPOSES (PPP)", amounting to 155.1 mn euros. On the same date, the Design–Construction Contract was also signed between the SPV and TERNA’s subsidiary, for the design and construction of the project scope, with a total value of 155.1 mn euros.

•On 05.09.2025, GEK TERNA announced that Mr. Konstantinos Lamprou submitted his resignation on 03.09.2025 from his position as executive member of the Board of Directors of the Company, as well as from his role as General Manager of Corporate Relations and Sustainable Development of the Company for personal reasons. The Board of Directors

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accepted Mr. Konstantinos Lamprou’s resignation and expressed its gratitude for his services to the Company. Subsequently, it was noted that, following this resignation, the requirements of Law 4706/2020 and Law 4548/2018 regarding the composition of the Board of Directors continue to be met and it was decided, in accordance with the relevant authority provided by applicable law and the Company’s Articles of Association, to continue the operation of the Board of Directors with its existing composition.

•On 10.09.2025, the Company announced that its Board of Directors, at its meeting held on 09.09.2025, resolved to issue a common bond loan of up to 500 mn euros, with a minimum amount of 350 mn euros and a maturity of seven (7) years, pursuant to the provisions of Law 4548/2018, as currently in force and those provisions of Law 3156/2003 that remain in effect following the entry into force of Law 4548/2018. The bonds of the Bond Loan (the “Bonds”) will be offered to the investing public in Greece through a public offering and will be admitted to trading in the Fixed Income Securities Segment of the Regulated Market of the Athens Exchange.

•On 25.09.2025, the Company announced that the allocation of 500,000 dematerialized, common, registered bonds of the Company with a nominal value of 1,000 euros each (the “Bonds”) was completed, resulting in capital raising of 500 mn euros. The total valid demand expressed by investors who participated in the Public Offering amounted to 1,192.47 mn euros, recording an oversubscription of the Issue by 2.4 times. The final yield of the Bonds was set at 3.2% and the coupon rate of the Bonds at 3.2% per annum.

•On 15.10.2025, the subsidiary TERNA S.A. signed two contracts with SUSTAINABLE ENERGY SOLUTIONS S.M.S.A. for the construction of the projects “EPC CONTRACT FOR THE BESS 12MW/24MWH LICENCE AD-0563' and 'EPC CONTRACT FOR THE BESS 150MW/300MWH LICENCE A.D.-012077”, amounting to 55.6 mn euros.

•On 17.11.2025, GEK TERNA announced, that its fully controlled subsidiary TERNA signed on 15.11.2025 a Memorandum of Cooperation with UKRHYDROENERGO, for the joint development and implementation of major hydroelectric and pumped-storage projects in Ukraine, with a total budget of approximately 1.5 bn euros.

The projects to be jointly developed include the Dniester PSPP Pump Storage (1263 MW) and the New Pumping Station (220 MW).

The agreement leverages the pivotal role of UKRHYDROENERGO as Ukraine’s largest hydroelectric energy company, as well as TERNA’s extensive international experience, the largest construction group in Greece, in the design, construction and operation of complex energy infrastructure and in particular pumped-storage projects.

Both parties commit to establishing a close and comprehensive cooperation framework, with the ultimate goal of accelerating Ukraine’s energy transition and strengthening the resilience and security of its electric power system through the implementation of modern, strategically important hydroelectric and pumped-storage investments.

•On 27.11.2025, the subsidiary company TERNA was declared by PPC RENEWABLES ROMANIA – DEI RENEWABLES ROMANIA, as the provisional contractor for the project in Romania: “EPC NADAB HV – DESIGN, CIVIL ENGINEERING WORKS, SUPPLY, TRANSPORTATION, INSTALLATION

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AND COMMISSIONING OF TWO (2) GIS MAIN TRANSFORMER STATIONS 400/110 KV, TWO (2) UNDERGROUND LINES 400 KV AND ONE (1) AIS TSO 400 KV SUBSTATION EXTENSION, IN WESTERN ROMANIA, ARAD COUNTY, CHIȘINEU-CRIȘ MUNICIPALITY (TENDER: 12-2024),” amounting to 144.6 mn euros.

•On 17.12.2025, the subsidiary company TERNA was declared by PPC RENEWABLES ROMANIA as the provisional contractor for the project: “EPC NADAB 1 – DESIGN, CIVIL ENGINEERING WORKS, SUPPLY (EXCLUDING PV MODULES), TRANSPORTATION, INSTALLATION AND COMMISSIONING OF ONE (1) PV PLANT WITH A TOTAL CAPACITY OF 335.2 MWP, IN WESTERN ROMANIA, ARAD COUNTY, CHIȘINEU-CRIȘ MUNICIPALITY (TENDER 10‑2024),” amounting to 159.4 mn euros.

•On 19.12.2025, GEK TERNA informed the investing public that, within the framework of its bonus share plan (article 114 of Law 4548/2018), approved by the Ordinary General Meeting of Shareholders of GEK TERNA S.A. on 20.06.2023 and in implementation of the Board of Directors’ decision of 28.04.2025, it proceeded on 19.12.2025, due to the achievement of the set performance indicators, with the free allocation of 1,112,500 treasury shares to forty-two (42) executives. These shares represent 1.0757% of the paid-up share capital and were allocated to the beneficiaries with a two (2) year retention obligation. For the purposes of the bonus share plan, shares held in the Company’s portfolio were used. The treasury shares were transferred via an over-the-counter transaction based on the Company’s closing price of 24.84 euros per share on 19.12.2025.

•On 23.12.2025, the J/V TERNA ENERGEIAKI DIACHEIRISI PAGION - MESOGEIOS (MEA KERKYRAS), in which the subsidiary TERNA ENERGY ASSET MANAGEMENT SA. participates with a 50% stake, signed a contract for the construction of the project:“Construction of the Municipal Solid Waste (MSW) Treatment Plant of Corfu,” amounting to 33.5 mn euros.

•On 30.12.2025, GEK TERNA announced that its subsidiary NEA EGNATIA ODOS S.A., in which the GEK TERNA Group holds a 90% stake, proceeded with the payment of a one-off consideration of 1.275 bn euros, within the framework of the concession agreement for the financing, operation, maintenance and exploitation of the Egnatia Odos for a period of 35 years, with the counterparties being the Greek State and the Hellenic Company of Assets and Participations (“Growthfund”). The financing of the transaction was based on the concession consortium’s own funds, as well as on loans from Greek banks.

Key Financial Performance of the Operating Segments for the financial Year 2025

The financial analysis of the operating segments mentioned below records the performance of these segments, before performing the intersegmental elimination, which are accounted for in accordance with the provisions of IFRS for the purposes of preparing the consolidated financial statements of GEK TERNA.

Construction Operating Segment

TERNA S.A., a 100% subsidiary of GEK TERNA, one of the largest construction companies, specializing in complex and demanding infrastructure projects, which international groups choose to collaborate

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with due to its experience both within and outside Greece. TERNA S.A. also generates significant synergies with the other segments of the Group, particularly in concessions and energy.

Revenues from construction activities continue to be at very high levels, while the backlog of construction work amounted to approximately 6.6 bn euros as of 31.12.2025. Furthermore, the Group expects to sign new project contracts for which it has been selected as the Contractor, amounting to approximately 2.6 bn euros, which is a mix of private, co-financed and public projects.

Turnover of the Construction Segment amounted to 1,688.0 mn euros compared to 1,321.5 mn euros in the corresponding period of 2024, posting an increase of 27.7%. The increase in turnover is attributed to the commencement of new projects and the acceleration of ongoing projects.

Adjusted EBITDA (EBITDA plus non-cash results included therein) amounted to 187.4 mn euros compared to 129.6 mn euros in the corresponding period of 2024, representing an increase of 44.6%, reflecting a significant rise due to the growth in turnover.

Operating Results before interest and taxes (EBIT) amounted to 153.1 mn euros compared to 100.1 mn euros in the corresponding period of 2024, posting an increase of 52.9%, which is attributable to the above-mentioned factors.

Earnings before taxes amounted to 146.2 mn euros in 2025 compared to 90.9 mn euros in the corresponding period of 2024. The significant difference is due to the aforementioned reasons.

Earnings after taxes amounted to 106.7 mn euros in 2025 compared to 60.3 mn euros in the corresponding period of 2024. The significant difference is due to the aforementioned reasons.

Turnover of the Construction Segment to third parties comes from activities: a) in Greece and Cyprus at a rate of 96% and b) in Balkan countries at a rate of 4%.

The Adjusted Net Debt of the Construction Segment amounted to approximately minus -225.1 mn euros, compared to minus -132.8 mn euros as of 31.12.2024.

The high backlog of construction work amounting to 6.6 bn euros is expected to increase by 2.6 bn euros with the contracts to be signed for projects for which we have been declared Contractors.

TERNA participates in new large projects that are being tendered, where due to its experience in executing large projects, roadworks, buildings, port, railway and large energy projects, as well as its established presence in the markets where it operates, contribute to the further improvement of the financial and other figures and its upward trajectory in the construction segment for the Group and the further expansion of its presence in Greece and abroad.

Concessions – Self/Co- Financed Projects Operating Segment

In the Operating Segment of Concessions, the Group participates:

➢

with a percentage of 100% in the motorway Concession companies NEA ODOS CONCESSION SOCIETE ANONYME and CENTRAL GREECE MOTORWAY CONCESSION SOCIETE ANONYME,

➢

with a percentage of 90% in the NEA ATTIKI ODOS CONCESSION SOCIETE ANONYME, which concerns the concession agreement regarding the exploitation of the Attiki Odos motorway for a period of 25 years, with the Greek State and the Hellenic Republic Asset Development Fund (HRADF) as contracting parties,

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➢

with a percentage of 90% in the NEA EGNATIA ODOS CONCESSION SOCIETE ANONYME, which concerns the concession agreement regarding the exploitation of the Egnatia Odos motorway, as well as the three (3) roads perpendicular to it, for a period of 35 years, with the Greek State and the Hellenic Republic Asset Development Fund (HRADF) as contracting parties. Egnatia Odos is the largest operational motorway in the country, with a total length of approximately 900 kilometers and one of the longest continuous motorways in Europe. It crosses Northern Greece, starting at the western end from the Port of Igoumenitsa, which connects Greece with Italy and extending eastwards to the Greek-Turkish border,

➢

with a percentage of 32.46% in the Concession Company of Kasteli Airport INTERNATIONAL AIRPORT HERAKLION CRETE SOCIETE ANONYME CONCESSION, with a remaining concession period of 31 years,

➢

with a percentage of 49% through the company IRC HELLINIKON S.A. in the construction, development and operation of (a) a five (5) star hotel, (b) a conference and exhibition center, (c) an audience gathering place for sports and cultural events and (d) a casino area. The duration of the concession is 30 years,

➢

with a percentage of 55% through the company PASIFAI ODOS S.A. in the construction of the project "NORTHERN ROAD AXIS OF CRETE (NRAC): STUDY, CONSTRUCTION, FINANCING, OPERATION AND MAINTENACE OF THE SECTION HERSONISSOS – NEAPOLI, WITH PPP". The duration of the concession is 30 years, of which 4 years refer to the construction period and 26 years to the operation period,

➢

with a percentage of 20.48% in the motorway Concession Company OLYMPIA ODOS CONCESSION SOCIETE ANONYME, with a remaining concession period of 20 years,

➢

with a percentage of 70% in the Electronic Ticket Service Provider Societe Anonyme - HELLAS SMARTICKET S.A., which undertook from the ATHENS URBAN TRANSPORT ORGANIZATION S.A. the Partnership Agreement for the “STUDY, FINANCING, INSTALLATION, OPERATIONAL SUPPORT, MAINTENANCE AND TECHNICAL MANAGEMENT OF A UNIFIED, AUTOMATIC TOLL COLLECTION SYSTEM FOR THE AUTO GROUP OF COMPANIES BASED ON A PPP SCHEME”. The term of the concession has been set at 10 years after the construction period,

➢

with a percentage of 90% through the company SARISA SUBCONCESSION S.A. for the right to use, maintain, operate and exploit a multi-purpose station, in a part of the Philip II port of ORGANIZATION KAVALA PORT S.A. The duration of the concession is 39 years,

➢

with a percentage of 100% in PERIVALLONTIKI PELOPONNISOU S.M.S.A, which has undertaken in the Peloponnese Region the construction of PPP project "INTEGRATED WASTE MANAGEMENT OF PELOPONNESE", where in 2023 the integrated management unit of Arcadia, the waste transfer stations of Argolida and Corinthia and the transitional management units of Messinia and Laconia were put into commercial operation,

➢

with a percentage of 100% in AEIFORIKI EPIRUS S.M.S.A.S.P., which is active in the operation of the Waste Management Unit of Epirus with a maximum annual capacity of 105,000tn, the operation of which started on 27.03.2019. The duration of the Concession has been set for 27 years and

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➢

with a percentage of 70% in the Joint Venture TERNA ENERGY ASSET MANAGEMENT - INDIGITAL - AMCO with which it signed a contract for the project "DIGITAL TRANSFORMATION, TELEMATICS AND THE UNIFIED AUTOMATED COLLECTION SYSTEM FOR THESSALONIKI (ACST)".

➢

The Group signed a Concession Agreement on 09.05.2025 with a percentage of 100% through the company DIKTAION CONCESSIONS S.M.S.A. for the construction of the project «STUDY– CONSTRUCTION – FINANCING – OPERATION – MAINTENANCE AND EXPLOITATION OF THE NORTHERN ROAD AXIS OF CRETE (NRAC) IN THE CHANIA-HERAKLION SECTION». The duration of the Concession is 35 years, 5 of which is construction,

➢

On 05.02.2026, GEK TERNA signed a share purchase agreement for the transfer of 60% of its shareholding in the concession companies DIKTAION CONCESSIONS S.M.S.A. and DIKTAION OPERATIONS S.M.S.A., for the road section Chania – Heraklion of the Northern Road Axis of Crete (NRAC), reducing its stake to 40%."

➢

with a percentage of 100% through the company ARDEFTIKI NESTOU S.M.S.A. for the construction of the project “TRANSPORT AND DISTRIBUTION OF WATER FROM THE NESTOS RIVER TO THE XANTHI PLAIN”. The duration of the Concession is 25 years,

➢

with a percentage of 100% through the company ARDEFTIKI LASITHIOU S.M.S.A. for the construction of the project “HOCHLAKION RESERVOIR & AG. IOANNIS DAM IN IERAPETRA, LASITHI COUNTY”. The duration of the Concession 25 years.

Finally, the Group's business activity in the Car Parking Station Management and Operation Segment continued for 2025 and the number of car parking spaces attributed to the Group as a whole amounts to 2,171.

The Turnover of the Concessions Segment amounted to 542.0 mn euros, compared to 337.9 mn euros in the corresponding period of 2024. The increase is due to: a) the addition of revenues of NEA ATTIKI ODOS CONCESSION S.A., due to the fact that it operated throughout 2025, compared to the previous year when it operated from 06.10.2024 to 31.12.2024, b) the increased vehicle traffic on the motorways of NEA ODOS and CENTRAL GREECE MOTORWAY, c) the adjustment of toll fees in accordance with the contractual provisions, d) the increase in returns from waste management investments in the regions of Epirus and Peloponnese, mainly due to the longer comparative operation period of specific waste management stations and e) the increase in sales of recyclable products.

It should be noted that the average daily traffic on the Attiki Odos motorway showed an annual increase of 4.6% compared to the corresponding period of the previous year, with the average daily number of passages (ADT) amounting to 286,278.

Regarding the Nea Odos and Central Greece Motorway, the average daily traffic for 2025 showed an annual increase of 1.7% and 12.5%, respectively, with the average daily number of passages (ADT) amounting to 126,876 and 46,082, respectively. It is noted that daily traffic on the two motorways in December was negatively impacted by the farmers' protests.

Adjusted EBITDA (EBITDA plus non-cash results included therein) stood at 362.8 mn euros compared to 205.3 mn euros in the corresponding period of 2024, recording an increase of 76.7%. This increase is due to the reasons mentioned above.

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Operating Results before interest and taxes (EBIT) amounted to 149.6 mn euros compared to 96.9 mn euros in the corresponding period of 2024, posting an increase of 54.4% for the reasons mentioned above.

Earnings before taxes amounted to 22.6 mn euros compared to 32.1 mn euros in the corresponding period of 2024, with the difference primarily attributed to the increased financial costs. It should be noted that the profits for the fiscal year include an amount of 17.8 mn euros arising from the Group’s 32.46% participation in the profits of the company HERAKLION CRETE INTERNATIONAL AIRPORT SA CONCESSION, in accordance with the existing contract and the provisions of Articles 18 and 26.At the same time, the results of the year have been significantly burdened by the increased financial costs and depreciation related to the recently undertaken obligations.

Earnings after taxes amounted to 25.4 mn euros compared to 38.4 mn euros in the corresponding period of 2024, with the difference primarily attributed to the increased financial costs.

The Adjusted Net Debt of the Concessions – Self/Co-financed Projects Segment amounted to approximately 4,956.9 mn euros, compared to 3.854,3 mn euros as of 31.12.2024. The significant change compared to 2024 is due to the financing of 1,040 mn euros required for the acquisition of the Egnatia Odos project.

It should be noted that this refers to the Net Debt of the Concessions Segment, which is non-recourse debt to the Shareholders.

Operating Segment of Electricity from thermal energy sources, electricity trading, and gas

The GEK TERNA Group is active in the field of Production, Supply and Trading of Electricity and Natural Gas mainly through its subsidiary HERON ENERGY S.A., where it is the sole shareholder at 100%. Its vertical presence is a key factor in limiting the related market risk, while also providing the opportunity to exploit opportunities that arise at various levels.

In the Segment of Electricity from thermal energy sources, electricity trading, and gas, the Group participates in the market through the combined cycle power plant from natural gas, with an installed capacity of 435MW. Despite the increasingly intense competition, the Group managed to maintain its competitive presence in the market by leveraging its long-term experience and the flexibility provided by its ability to procure natural gas on competitive terms, as well as the technical characteristics of the plant.

The thermal production of the company HERON ENERGY S.A. during 2025 amounted to 1,758 GWh, compared to 1,834 GWh, posting a decrease of 4.0% compared to the previous year and representing 8.0% of the electricity production from natural gas units in Greece and 6% of total conventional generation. This slight decrease is primarily due to the scheduled maintenance of the plant, the duration of which, for technical reasons, was extended beyond the original plan. The maintenance began in mid‑March and was completed within April. It should be noted that during the first half of 2025, a natural gas-fired power plant in Crete (HERON I) was established and commissioned on behalf of PPC, within the framework of the relevant agreement. As a result, the positive outcome was recognized, contributing to the operating profitability of the segment in the first half.

In the area of Electric Energy Distribution and Gas Segment to final consumers, the market showed an upward trend throughout the year, and especially during its second half. The company maintained its

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market share at 10%, significantly increasing its number of customers in the Electricity sector from thermal energy sources, electricity trading, and gas, achieving its goal of establishing itself among the top independent suppliers in terms of market share and customer base growth. Total electricity sales amounted to 5,000 GWh showing a decrease compared to the previous year, due to reduced sales to certain industrial customers.

The Turnover in the Segment of Electricity from thermal energy sources, electricity trading, and gas, amounted to 1,656.1 mn euros compared to 1,679.3 mn euros in 2024, recording a decrease of 1.4%, mainly due to the de-escalation of electricity prices following the reduction in the wholesale electricity price (DAM), due to the significant decrease in natural gas prices in Europe.

Adjusted EBITDA (EBITDA plus non-cash results included therein) amounted to 93.1 mn euros compared to 97.5 mn euros in the corresponding period of 2024, presenting a decrease of 4.5%, mainly due to the lower profitability of the Electricity Supply Segment.

Operating Results before interest and taxes (EBIT) from continuing activities amounted to 22.0 mn euros compared to 53.7 mn euros in the corresponding period of 2024, significantly reduced for the aforementioned reasons.

Earnings before taxes amounted to 15.3 mn euros compared to 36.4 mn euros in the corresponding period of 2024.

Earnings after taxes amounted to 13.2 mn euros compared to 26.8 mn euros in the corresponding period of 2024.

The Group’s investments in the Segment of Electricity from thermal energy sources, electricity trading, and gas, amounted to 11.3 mn euros in 2025.

The Adjusted Net Debt in the Segment of Electricity from thermal energy sources, electricity trading, and gas amounted to 157.9 mn euros, compared to 113.7 mn euros as of 31.12.2024.

Real Estate Operating Segment

In the Real Estate sector, GEK TERNA maintains a strong presence in property management and development, with an extensive portfolio totaling approximately 124 mn euros in Greece, Romania, and Bulgaria.

The portfolio includes office buildings, shopping centers, industrial parks, as well as land in tourist areas. Land parcels represent approximately 70% of the portfolio and are located in strategically developing areas.

Portfolio management is aligned with current market conditions and the Group’s broader strategic plan, with the aim of optimizing performance and strengthening financial results.

During the 2025 period, the Real Estate Division implemented the following key strategies:

(a) Portfolio restructuring and utilization

Promotion of urban planning maturity and utilization through the sale of selected properties.

Notable examples:

• Completed the sale of a plot of land in Kassiopi, Northern Corfu, for 4.6 mn euros

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• Completed the sale of a plot of land in the Thessaloniki Industrial Area for 1.95 mn euros

(b) Land use re-planning and commercial upgrading

Re-evaluation of the use of properties that have completed their revenue cycle (e.g., Ioannina, Volos), with the aim of maximizing returns.

In this context:

• New commercial leases were secured for 65% of the total leasable area of the Ioannina Lakeside Commercial Park, with further positive developments expected.

(c) Development of new tourism projects

Urban planning and design of integrated tourism developments in rapidly growing areas, such as the 168,000sqm. urban planning zone on the Argolic Riviera

(d) Utilization of commercial real estate through concessions

Planning, development, and commercial operation of properties included in the portfolio through concession agreements. For example:

• Completion of leases for commercial spaces along Attiki Odos, generating stable annual rental income

The Turnover in the Real Estate Operating Segment amounted to 5.9 mn euros, compared to 4.6 mn euros in the corresponding period of 2024.

Adjusted EBITDA (EBITDA plus non-cash results included therein) settled at 0.8 mn euros compared to minus -0.3 mn euros in the corresponding period of 2024.

Operating Results before interest and taxes (EBIT) settled at 0.9 mn euros compared to 3.8 mn euros in the corresponding period 2024.

Earnings before taxes stood at 0.7 mn euros compared to 2.2 mn euros in the corresponding period of 2024. The decrease is due to a reduction in earnings from valuations in 2025 compared to 2024.

Earnings after taxes settled at 0.7 mn euros compared to 1.6 mn euros in the corresponding period of 2024.

The Adjusted Net Debt of the Real Estate Operating Segment amounted to approximately 65.7 mn euros compared to 82.2 mn euros on 31.12.2024.

Industry/Quarry Operating Segment

In the Industrial operating sector, GEK TERNA operates through its 100% subsidiary TERNA MAG, which develops and implements comprehensive industrial operations in the production of caustic and dibasic magnesia products, of various grades and chemical characteristics, with applications across a wide range of industrial uses.

The broader geopolitical and macroeconomic environment, combined with rising energy costs in Europe, disruptions in supply chains and transportation, as well as the overall uncertainty of the global economy, are having a decisive impact on the competitiveness and growth of industrial activity in the European market during the current period.

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In this context, GEK TERNA, following the actions implemented in 2025, is continuously evaluating its strategy in the Industrial sector, with the aim of optimizing the utilization of existing investments, maintaining production readiness and technical expertise, and adapting the operating model to current conditions.

The Turnover Industry/Quarry Operating Segment settled at 26.1 mn euros in 2025, compared to 24.3 mn euros in the corresponding period of 2024, recording an increase of 7.4%. The increase is due to the increased operation of an owned quarry in the Larissa area, which is engaged in the production of aggregates.

Adjusted EBITDA (EBITDA plus non-cash results included therein) settled at 2.5 mn euros, compared to 3.3 mn euros in the corresponding period of 2024. The difference is due to reduced provisions for other non-cash results in the 2025 period compared to the 2024 period.

Operating Results before interest and taxes (EBIT) settled at 5.7 mn euros compared to minus -10.5 mn euros in the corresponding period of 2024.

Earnings before taxes settled at 1.6 mn euros compared to minus -58.0 mn euros in the corresponding period of 2024, which had recorded impairments of assets from the subsidiary TERNA MAG S.A. due to the significant decrease in magnesite extraction activity.

Earnings after taxes settled at minus -0.6 mn euros compared to minus -58.2 mn euros in the corresponding period of 2024. The difference is attributable to the above-mentioned reasons.

The Adjusted Net Debt of the Industry/Quarry Operating Segment amounted to approximately 118.2 mn euros compared to 120.5 mn euros on 31.12.2024.

Holding Operating Segment

Adjusted EBITDA (EBITDA plus the non-cash results) settled at minus -10.4 mn euros in 2025 compared to minus -17.5 mn euros in the corresponding period of 2024.

Operating Results before interest and taxes (EBIT) amounted to minus -24.0 mn euros in 2025, compared to minus -36.9 mn euros in the corresponding period of 2024. The significant difference is attributable to increased revenue from the Holding Operating Segment.

Earnings before taxes settled at 1.3 mn euros in 2025 compared to minus -37.6 mn euros in the corresponding period of 2024. The significant difference is attributable to the disposal of participations and the positive valuation of investments of the trading portfolio.

Earnings after taxes settled at minus -4.0 mn euros in 2025 compared to minus -38.4 mn euros in the corresponding period of 2024 and the difference is attributable to the above-mentioned reasons.

The Adjusted Net Debt of the Holding Operating Segment amounted to minus -776.8 mn euros compared to minus -779.4 mn euros on 31.12.2024.

Intersegmental Transactions

During the fiscal year 2025, the Turnover from intersegment transactions amounted to 77.5 mn euros, compared to 122.0 mn euros in the corresponding period of 2024. The decrease in Turnover is mainly due to the reduction of intersegment transactions following the disposal of the Energy Production Operating Segment from RES compared to the previous financial year.

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Adjusted EBITDA (EBITDA plus non-cash results included therein) settled at minus -4.8 mn euros compared to minus -14.0 mn euros in the corresponding period of 2024.

Operating Results before interest and taxes (EBIT) stood at minus -4.8 mn euros compared to minus -13.1 mn euros in the corresponding period of 2024.

Earnings before taxes settled at minus -4.8 mn euros compared to minus -12.8 mn euros in the corresponding period of 2024.

Earnings after taxes settled at minus -4.8 mn euros compared to minus -12.8 mn euros in the corresponding period of 2024.

C.Significant Events after the end of the period 01.01 – 31.12.2025

From 01.01.2026 until the date of approval of the attached financial statements, the following important events took place:

•On 07.01.2026, the agreement between GEK TERNA S.A. and MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. for the establishment of a joint company in the segment of Electricity from thermal energy sources, electricity trading, and gas, through the merger of the activities of HERON and NGR, which had been announced on 10.07.2025, received approval from the European Commission for Competition.

•On 09.01.2026, the subsidiary TERNA S.A. signed a contract with IRC ELLINIKON S.A. for the construction of the project "PARK RISE: BLOCK A-U1.5 EXECUTION OF CONTRACTUAL WORKS PHASE II", amounting to 72.2 mn euros.

•On 23.01.2026, GEK TERNA announced a notification from MARBLE BAR ASSET MANAGEMENT LLP, in its capacity as the disclosure obligation holder of shareholders LEXCOR MASTER FUND and VELOX FUND, that on 22.01.2026, a change (decrease) occurred in the voting rights of the above shareholders, which fell below 5%.

The total number of shares and corresponding voting rights after the last transaction amounted to 5,094,750 shares, representing 4.93% of the share capital.

•On 27.01.2026, the subsidiary TERNA S.A. signed a contract with NEA EGNATIA ODOS OPERATION S.A. for the construction of the project "CONTRACT FOR THE PROVISION OF OPERATIONAL SERVICES & REGULAR MAINTENANCE, IMPLEMENTATION & MONITORING OF TEMPORARY TRAFFIC MANAGEMENT MEASURES FOR THE WESTERN SECTION OF THE CONCESSION PROJECT OF EGNATIA ROAD & THE 3 VERTICAL ROAD AXES", amounting to 36 mn euros.

•On 02.02.2026, GEK TERNA announced the commencement of the concession agreement for the design, construction, financing, operation, maintenance and exploitation of the Chania–Heraklion–Kissamos section of the Northern Road Axis of Crete (NRAC). The total length of the Heraklion–Chania–Kissamos section amounts to 187 km. The construction cost of the project stands at 2 bn euros, while the concession period is 35 years, of which the first five correspond to the design and construction phase.

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The Northern Road Axis of Crete (NRAC) has a total length of approximately 300 km, also including the sections “Hersonissos–Agios Nikolaos” and “Agios Nikolaos–Neapoli,” which are currently under construction, placing it as the largest motorway currently under construction in Europe.

•On 05.02.2026, GEK TERNA S.A. announced the signing of a share purchase agreement for the transfer of equity stakes it holds in the Concession Company “DIKTAION CONCESSIONS S.A.” and the Operations Company “DIKTAION OPERATION S.A.”, relating to the Chania–Heraklion road section of the Northern Road Axis of Crete (NRAC), so that the new shareholding structure will be as follows, GEK TERNA S.A. 40%, AKTOR CONCESSIONS S.A. 24%, METLEN ENERGY & METALS S.A. 24%, AKTOR CONCESSIONS & PPP INVESTMENTS S.A. 12%.

With respect to the construction works of the project, which is currently being executed by TERNA S.A., upon the final completion of the transaction, TERNA S.A. will be substituted by a new corporate structure under the name “TERNA–AKTOR–METKA DIKTAION JOINT VENTURE”, consisting of TERNA S.A. with a 40% stake, AKTOR with 30% and METKA with 30%.

Completion of the transaction is subject to the fulfilment of all terms and conditions set out in the share purchase agreement and the concession agreement, including the receipt of the required approvals from the competent authorities and the project’s lending banks.

Having now achieved financial close and the commencement of the NRAC concession period, GEK TERNA retains the largest participation in the project. The transaction enhances the flexibility of the GEK TERNA Group to further pursue and undertake new projects.

•On 05.02.2026, the Joint Venture TERNA S.A. – TERNA ENERGY ASSET MANAGEMENT S.A. signed a contract with HELLENIC RAILWAYS ORGANIZATION S.A. for the construction of the project "INSTALLATION, CUSTOMIZATION, MANAGEMENT AND OPERATIONAL GUARANTEE OF AN INTEGRATED INFORMATION SYSTEM FOR THE DIGITAL TRANSFORMATION OF OSE", amounting to 24.7 mn euros.

•On 05.02.2026, the Group, through its wholly owned subsidiary SUSTAINABLE ENERGY SOLUTIONS S.A., acquired from third parties 100% of the share capital of SMART ELECTRIC SRL, a company incorporated in Romania, whose activities relate to the development of a photovoltaic power plant and battery energy storage systems.

•On 09.02.2026, GEK TERNA announced that its construction subsidiary, TERNA, has been declared by the National Railway Company of Romania (CFR) as the contractor for two major railway projects with a total budget of approximately 1 bn euros.

Specifically, the construction arm of the GEK TERNA Group was declared the final bidder, in a joint venture with Alstom Romania, for the following two sections of the Craiova-Drobeta Turnu Severin-Caransebeș railway network in Romania:

-Craiova–Filiași (Lot 1), with a budget of 543.4 mn euros

-Filiași-Igiroasa (Lot 2), with a budget of 449.2 mn euros

These two segments comprise the Craiova-Igiroasa line, spanning a total length of 83 kilometers, for which TERNA will undertake the full design and restoration.

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TERNA’s participation in the joint venture as the lead partner, with a 69% interest in Lot 1 and 74% in Lot 2, while the duration for the completion of technical studies is set at 12 months, followed by a construction period of 36 months.

•On 16.02.2026, the Consortium TERNA–METKA–ILIOCHORA–ELEMKΑ, in which the subsidiary companies TERNA and ILIOCHORA participate with a combined stake of 50%, was declared by the Region of Attica as the provisional contractor for the project “CREATION OF AN URBAN METROPOLITAN PARK IN THE FALIRIKO BAY AREA”, with an amount of 120.8 mn euros corresponding to TERNA and ILIOCHORA.

•On 03.03.2026, GEK TERNA Group announced that its 100% subsidiary GEK URBAN SERVICES SINGLE MEMBER S.A. acquired through a stock exchange transaction from a private shareholder, a 9.71% stake in EYDAP S.A. for a total consideration of 103.4 mn euros. Subsequently, on different dates, it acquired an additional 3,250,000 shares in transactions with private shareholders. As of the preparation date of the Group's financial statements, its participation stands at 12.76%, having paid a total amount of 135 mn euros.

EYDAP is the largest company in Greece in the water supply, sewerage and wastewater treatment sectors, serving over 40% of the population of the country.

The transaction is in line with GEK TERNA’s strategy to invest in critical infrastructure assets that offer long-term, inflation protected and recurring revenue streams. Moreover, the area of water resources and relevant infrastructure management is anticipated to experience a significant investment cycle over the coming periods, given the climate adaptation requirements and modernization needs across Greece.

•On 05.03.2026, following the share transfer agreements dated 17 February 2026 for the transfer of 100% of the shares of TERNA ENERGY TRADING L.T.D., FIER HELIOS SH.P.K. and FAETHON SH.P.K., entered into between HERON ENERGY S.A. (Seller) and SUSTAINABLE ENERGY SOLUTIONS S.A. (Purchaser), the agreed consideration for the completion of the transaction was settled in full. From that date onwards, the aforementioned subsidiaries have been wholly owned (100%) by SUSTAINABLE ENERGY SOLUTIONS S.A.

• On 06.03.2026, the subsidiary TERNA was declared by DEDDIE as the provisional contractor for the project “DEED‑50 TURN KEY IMPLEMENTATION OF THE NEW 150/20 kV DISTRIBUTION CENTER (D/C) – INDOOR-TYPE GIS OF KERATEA AND THE DOUBLE 150 kV XLPE‑INSULATED INTERCONNECTING CABLE LINE: KERATEA D/C – KERATEA S/S”, with a contractual value of 37 mn euros.

•On 26.03.2026, the subsidiary company TERNA signed a Contract with the Piraeus Port Authority (PPA) for the construction of the project “INSTALLATION OF ERTGS AT PIER I” & ΥΕ05‑07 “INSTALLATION OF REEFER RACKS AT PIER I”, amounting to 19 mn euros.

•On 30.03.2026, the consortium “TERNA – ALSTOM,” in which the subsidiary TERNA participates with a 69% share, received an invitation to submit supporting documents for the signing of the contract for the project in Romania “DESIGN & EXECUTION OF WORKS RELATED TO THE INVESTMENT OBJECTIVE ‘REHABILITATION OF THE RAILWAY LINE CRAIOVA – DROβETA TURNU SEVERIN – CARANSEBEȘ, PART OF THE ORIENT/EAST–MEDITERRANEAN CORRIDOR – LOT 1:

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CRAIOVA (CAP X) – FILIASI (CAP Y), KM 247+760 – KM 286+735’”, amounting 277.16 mn euros corresponding to TERNA, following its declaration as provisional contractor on 15.04.2025.

D.Risk Factors and Uncertainties

The Group's operations are subject to various risks and uncertainties, such as the return of macroeconomic uncertainty, market risk, credit risk and liquidity risk, wind and weather conditions, the uncertainty of the results from the impact of geopolitical upheavals and extreme natural events, which may have a prolonged and unforeseen term.

1)Financial Risks

The Group's activities expose it to various financial risks, including market risk (including foreign exchange risk, interest rate risk and price fluctuation risk), credit risk and liquidity risk.

In order to address financial risks and to limit their negative impact on its financial results, the Group has a management plan that aims to limit the adverse impact on its financial results that may arise from the inability to predict financial markets and the fluctuations in cost and sales variables that affect financial results.

The financial instruments used by the Group mainly comprise bank deposits, mainly long‐term and secondarily short‐term loans, derivatives for interest rate risk hedging, trade debtors and creditors and other accounts receivable and payable. The impact of the main risks and uncertainties on the Group's activities is analyzed below.

Credit risk

Credit risk entails the possibility that a counterparty will cause financial loss to the Group and the Company due to the breach of the counterparty’s contractual obligations.

The Group continuously monitors its receivables, either separately or per group and encompasses all the arising information into the credit audit. When deemed necessary, external reports or analyses related to effective or potential clients are used.

The Group is not exposed to significant credit risk arising from trade receivables with regard to its business activities, except for the trading of electric energy. This is attributed, on the one hand, to the Group’s policy, which is focused on cooperation with reliable clients and, on the other hand, to the nature of the Group’s operations.

In particular, total receivables, whether related to the narrow or the broader public sector or private sector clients with significant financial position in Greece and abroad, are under special monitoring and the Management constantly assesses the reliability of its customers, their financial sizes regardless of whether they are a public or broader public or private entity, for potential implications, in order to take the necessary measures to minimize any adverse effects for the Group.

The Group is exposed to credit risk from end consumers due to the sale of electricity and natural gas to them. The control carried out to ensure the collectability of receivables is systematic. Where necessary, adequate reserves are established through provisions in order to minimize potential adverse impacts. Apart from the above and in addition to safeguarding collectability the Group makes

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sure to issue monthly bills concerning the probable consumption per month, so that with the issuance of the settlement invoice that is being made in the fourth month of consumption, there is no large outstanding balance to be settled. It should be noted that at the start of cooperation with customers, an amount equal to the indicative cost of consumption for one month is paid by the customers in the form of a guarantee. The risk of large sales contracts with a time horizon of more than one month is secured through forward contracts for the purchase and sale of electricity and natural gas, thus minimizing the risk of fluctuations in the purchase and sale of electricity.

The existing experience in handling the trading of electricity and natural gas ensures the Group positive prospects for the operational segment of Electricity from thermal energy sources, electricity trading, and gas.

The credit risk regarding cash and cash available and other receivables is considered limited given that the counterparties are reliable Banks with high quality capital structure, the Greek State or companies within the broader Public Sector or strong groups of companies.

The Management assumes that all the financial assets, with the exception of those for which the necessary impairments have been recognized, are of high credit quality.

Liquidity risk

Liquidity risk entails the risk that the Group or the Company will be in no position to meet their financial obligations when required. The Group maintains its liquidity risk at a low level.

Specifically, the Group’s liquidity, in particular, is considered satisfactory, as in addition to the existing cash and cash equivalents, the cash flows generated by the Concessions of the motorways, the production and sale of electric energy as well as from construction works are ongoing.

The Group manages liquidity needs by closely monitoring the progress of long‐term financial obligations, as well as the payments made daily. Liquidity needs are monitored in different time zones, on a daily and weekly basis as well as in a rolling period of 30 days. Liquidity needs for the next 6 months and next year are determined on a monthly basis.

The Group maintains cash and cash equivalents available in banks to meet liquidity needs for periods of up to 30 days. The funds for the medium‐term liquidity needs are released from the Group's time deposits and if deemed necessary, bank credits are also being used.

Market risk analysis

Foreign exchange risk

Foreign exchange risk arises when the fair value or future cash flows of a financial instrument are subject to fluctuations due to changes in exchange rates. This type of risk may arise, for the Group, from foreign exchange differences at the valuation and conversion into the Group’s currency (Euro) of financial assets, mainly financial receivables and financial liabilities, related to transactions that are carried out in a currency other than the operating currency of the Group’s entities. The transactions mainly concern purchases of fixed assets and inventories, commercial sales, investments in financial assets, loans, as well as investments in foreign operations.

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The Group operates mainly in the Greek and Balkan regions in selective undertaking of construction projects and therefore may be exposed to foreign exchange risk that may arise from Euro exchange rate with other currencies. To manage this risk category, the Group’s Financial Management Department uses the financial instruments and offset the Group's exposure to foreign exchange risk on the basis of specific policies, whenever it is necessary. The completion of the Transaction will reduce the Group's exposure to foreign exchange risk.

Regarding the Group's transactions with foreign companies, these are usually carried out with the settlement currency being the euro. To reduce this risk, the Group utilizes, where deemed necessary, the locally produced cash available in local currency to pay the expenses incurred, as well as the forward purchase of foreign exchange, thus minimizing the creation of foreign exchange risk.

Interest rate risk

Interest rate risk entails the probability that fair value of future cash flows of a financial instrument will fluctuate due to changes in market interest rates.

The Group's policy is to minimize its exposure to the interest rate risk of long‐term financing. Under this policy, medium‐term loans are mainly in Euro, with fixed spread and a floating base interest rate linked to Euribor. In order to further reduce the interest rate risk associated with long‐term financing and to reduce the consequent volatility of financial expenses, the Group implements specific policies that include Interest Rates Swaps.

The largest component of the Group's short‐term debt is in Euro at a floating base interest rate linked to Euribor. Short‐term loans are mainly issued as a bridge financing in order to cover temporary needs during the implementation phase - construction of investments of the Group. The Group's policy is to convert these loans into long‐ term fixed spreads linked to Euribor and, where deemed necessary due to repayment time, to implement approved interest rate risk management policies through Interest Rate Swaps.

On 31.12.2025, 21.6% of the Group’s total debt bares fixed interest rate, 72.4% bares floating interest rate that have been offset through derivatives, with which future fixed interest rate payments are exchanged against floating rate based receivables, while 6% of the Group’s loans bare floating rate based on the Euribor.

These loans are repaid through the operating cash flows from the Group's operations.

Sensitivity analysis of interest rate risk

The following table presents the sensitivity of profit or loss for the period against the Groups short‐ term debt and deposits, towards a change in variable interest rates amounting to +20% –20% (2024: +/-20%). The changes in interest rates are estimated to be logical in relation to the current market conditions and until now they have been consistent with the previous year.

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	2025		2024
	20%	-20%	20%	-20%
Net earnings after income tax (from interest bearing liabilities)	(1,164)	1,164	(1,951)	1,951
Net earnings after income tax (from interest earning assets)	333	(333)	1,115	(1,115)

The Group is not exposed to other interest rate risks.

2)Geopolitical Risks – Recent Developments in Iran

The ongoing hostilities in the Middle East, which have continued with increasingly destructive effects on military camps, aside from the directly involved parties (Iran and Israel) and neighboring countries, have led to the destruction of infrastructure and facilities in the regions where energy products are produced and stored. This has resulted in the removal of the possibility for realistic solutions in the affected societies. The requested resolution of the issue and the subsequent restoration of damages, once the hostilities cease, will require significant time for the restart of the global economy.

The impact of the recent developments in Iran and the neighboring countries of the Middle East is not expected to be material in the context of the ongoing hostilities, as the Group has not maintained substantive operations in these regions over the past two years. The Group, however, continues to retain a limited presence through branches and legal entities in these jurisdictions (excluding Iran), staffed by minimal personnel, while awaiting the completion of outstanding tax and other regulatory and administrative matters to proceed with the final cessation of their operations.

The only consequences that will affect the Group will stem from the rise in energy prices as long as the side effects of the regional military actions persist, as well as the potential increase in raw material and supply prices, as well as freight rates.

Specifically, a) the Group’s revenues are not expected to be affected, as there are no active construction projects in the region and b) increases in energy product prices, as well as raw material and supply prices, which are to be used for projects outside the Middle East (mainly in Greece), will be addressed through the contract provisions from the Customers.

3)Risks arising from existing financial conditions prevailing in Greece and from the global economy

The Greek economy continued to move along a steady growth trajectory in 2025, which, according to the Hellenic Statistical Authority, was 2.1%, surpassing the average growth rate of the Eurozone, which stood at 1.4%, despite the existing uncertainty in the European and global economic environment, due to the ongoing hostilities in Ukraine and the Middle East.

Despite the presence of all the above negative factors, the Greek economy, given that it has not been directly involved in the ongoing hostilities and has taken a defensive stance against challenges, is

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forecasted, according to the Bank of Greece's current estimates, to grow by 1.9% in 2026 and 2% in 2027. This growth is supported by significant private investments planned for the next three years, which exceed 20 bn euros and mainly concern energy, infrastructure, telecommunications and other investments, as well as the acceleration of remaining funds from the Recovery and Resilience Fund, along with new resources from various new European programs.

Regarding the specific issues of the Greek economy that need to be addressed in order to positively contribute to achieving further economic growth, these are outlined below:

•The further enhancement of competitiveness, so that the economy becomes export-oriented and addresses the current account deficit.

•The further reduction of bank lending rates, which leads borrowers to face difficulties in repaying installments of their mortgage loans for the first residence and the agricultural land.

•Stabilizing the prices of consumer goods, which reduces the real disposable income and household purchasing power and deprives the ability to create savings for future investment, while keeping inflation levels higher than the European average.

•Increasing disposable income for citizens through real wage increases and reduction in non-wage cost.

•The utilization of funds from the Recovery Fund and various programs to be agreed upon with the Eurozone, with an acceleration in the implementation of projects and reforms undertaken by the Government, to prevent any loss of funding.

•The acceleration of judicial proceedings, to reduce the time required for issuing decisions, which in many cases constitutes a deterrent to investment.

•Overcoming bureaucratic issues in Public Administration to become more functional and capable of making necessary plans, including for emergency situations (natural disasters, fires, climate changes).

Despite the new conditions that have arisen due to the geopolitical developments, the decisions of the United States on the major problems (Ukraine, Middle East, increases in military armament) and inflationary pressures and given that the Group does not have any meaningful activity in the Middle East, Russia and Ukraine, the outlook for the Group remains positive in the medium term and long term due to the following factors: a) the attainment of investment grade rating for the creditworthiness of the Greek economy by major international rating agencies, as upgraded by Moody’s in March to “Baa3” , which signifies increased inflows of investment capital under more favorable borrowing terms, which are essential for supporting investment activity, b) Investments with long-term yields in the form of Concessions and PPPs, c) Significant signed and pending construction contracts for execution, d) The increase in the share of electricity generated from RES in the Greek economy, as well as the increase in market share in electricity trading and e) the increase in energy storage capacity.

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4)Other risks and uncertainties

Backlog of the construction contracts

The backlog of the construction contracts does not necessarily constitute an indication of future revenues from the Group's operations in this segment. Although the backlog of these contracts represents projects that are considered certain, no guarantee can be given that cancellations or adjustments will not be performed.

The backlog of the Group's construction contracts may fluctuate in connection with the delays in the project’s implementation and/or receivables or inability to fulfill contractual obligations.

Climate change risk

The increase in the average temperature of the planet has caused a series of extreme natural phenomena (disastrous floods, extreme natural phenomena, but also large-scale wildfires from prolonged drought, as well as damage to the primary food production sector).

The risks arising from the effects of climate change and the transition to a low-carbon economy are expected to affect most, if not all, business entities in matters related to their sustainability.

The Group owns and operates in Greece five major highways, where the effects of climate change in recent years consist of intense weather phenomena and long-term natural turnarounds.

Taking into account the extreme natural phenomena that have occurred in recent years, the Group takes all necessary measures to eliminate or minimize the problems that may arise, in addition to insurance coverage for the risks that are insurable.

Cyber security risk

Potential violations in the security of networks, information and operating systems threaten the integrity of the Group's data, sensitive information, as well as the smooth operation of its business activities. Such a breach could adversely affect the Group's reputation and competitive position. Also, a possible occurrence of damages, imposition of fines or loss of business (including restoration costs) could have a significant negative impact on our financial position and operating results. In addition, managing cybersecurity breaches may require a significant investment of time by the management.

In order to mitigate the Cyber Security risks, GEK TERNA Group implements technical information systems security measures in accordance with best practices. In addition, the Group has established organizational measures and has implemented Cyber Security Policies and Procedures, with which all the executives and the external collaborators of the Group must comply. In cases where it is deemed necessary, the IT Department provides additional instructions and guidance.

The Group is in continuous cooperation with companies providing specialized Cybersecurity services, as well as with experienced consultants in the field, in order to provide full technical and organizational coverage in the field of Cybersecurity

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E.Outlook and Prospects

GEK TERNA – the parent company of the Group (www.gekterna.com) is listed on Athens Stock Exchange (FTSE / Athex Large Cap / Athex ESG) and comprises one of the largest business Groups in Greece, with selective presence in Central and Southeastern Europe as well as in Middle East.

GEK TERNA Group, with a Turnover of 3,855.5 mn euros employed more than 6,149 employees worldwide and is active in the following segments:

a) infrastructure, b) the construction and operation of the concessions, as well as the construction and joint operation co-financed projects (PPPs) and waste management projects, c) the production of electricity using natural gas as fuel and the supply/trade of electricity and natural gas, d) real estate management and sale of properties and e) mining activities.

The GEK TERNA Group’s revenues for FY 2025 recorded a significant increase of 18.6% (605.5 mn euros) euros, reaching 3,855.5 mn euros. At the same time, the Group’s operating profitability (adj. EBITDA) grew by 56.3%, amounting to 631.4 mn euros.

The main sources of increase in the above figures were both the Construction segment, which presented an increase in revenue by 27.7% and in operating profitability by 44.5% and the Concessions segment, whose revenue and operating profitability reached significantly higher levels (increases of 60.4% and 76.7% respectively), representing 57.5% of the Group's total operating profitability.

In the segment Electricity from thermal energy sources, electricity and natural gas trading in Greece and Abroad, competitive pressures and market volatility continued, with the Group achieving satisfactory operating profitability and maintaining market shares.

It is noted that the increase in operating profitability recorded in the year 2025 is expected to be sustainable, as it comes mainly from the Concessions segment, with the projects ensuring long-term and stable revenue streams for the Group, as well as from Constructions segment, due to the increased remaining construction backlog. Further strengthening is expected gradually with the operation of the next concession projects, such as Egnatia Odos, Kastelli Airport, water and waste management projects, among others.

Earnings before taxes amounted to 182.9 mn euros, compared to 53.1 mn euros for the corresponding period in 2024 and the difference is due to the reasons mentioned above.

Earnings after taxes amounted to 136.6 mn euros compared to 17.7 mn euros in the corresponding period of 2024.

Earnings attributable to the Owners of the Parent company amounted to 139 mn euros, compared to 24.8 mn euros for the corresponding period in 2024.

The net debt on a recourse basis (Adjusted Net Debt of the Parent Company) stood at 471.2 mn euros, versus 152 mn euros on 31.12.2024.

The Group’s Total Adjusted Net Debt (including project finance contracts - non-recourse borrowing) amounted to 4,296.8 mn euros, compared to 3,258.5 mn euros as of 31.12.2024. The increase is primarily attributable to the payment of approximately 1.3 bn euros for the commencement of the 35-year concession period of the Egnatia Odos in December 2025.

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The Group’s Total Cash and Cash Equivalents (excluding restricted deposits) amounted to 1,693.5 mn euros, of which 852.9 mn euros pertain to the Parent Company.

It is noted that during 2025, the Group completed the full repayment of the 2018 Common Bond Loan, totaling 120 mn euros, while at the same time it successfully completed the issuance of the 7-year Common Bond Loan of 500 mn euros.

The Group’s prospects from the execution of ongoing projects across its operating segments, as well as from new projects to be undertaken, are expected to generate significant positive multiplier effects for the Greek economy.

The Group, distinguished by its consistency and strong sense of corporate social responsibility, will continue to be a leader in the construction, concessions and energy segments. It will invest in its people by providing the necessary resources to promote and continuously improve the working environment, while aiming to enhance the financial performance of its segments and at the same time generate satisfactory profits for the benefit of its shareholders.

Construction Operating Segment:

The outlook supports stabilization and further improvement in the segment’s financial figures for 2026 and the following years, along with the continued strengthening of the construction backlog, both in Greece and abroad.

Activity in the construction segment operate at higher levels compared to 2024, while profit margins remained at satisfactory levels, driven by the project mix as well as the Group’s execution capabilities.

The Group’s existing construction backlog of signed contracts amounts to 6.6 bn euros on 31.12.2025, of which 1.6 bn euros relates to private sector contracts, 4.2 bn euros concerning Group investment projects and 0.8 bn euros to public works contracts. Of the signed contracts as of 31.12.2025, 96% relate to projects in Greece and 4% to projects abroad, while the expected execution timeline of the outstanding contractual backlog is analyzed as follows: (a) 2.1 bn euros in 2026 and (b) 4.5 bn euros for the period until 2029.

Furthermore, during the period from 01.01.2026, up to the date of preparation of the financial statements, the Group signed new projects with a total value of 164.2 mn euros.

In addition to the above, the Group expects to sign contracts for projects for which it has been qualified (either as a temporary or as a final contractor) for a total amount of 2.4 bn euros, of which 1.1 bn euros concern the execution of public projects, 0.8 bn euros concern the execution of private sector projects and 0.5 bn euros concern projects that concern investments of the Group.

The outlook for the coming years points to an improvement in the segment’ financial figures, as the construction backlog remains at high levels.

In the Concessions – Self/Co- Financed Projects Operating Segment:

The Group has a dominant presence in the financing, construction, maintenance and operation of Concessions. The ever-expanding portfolio of concession projects and PPPs, as analyzed in the section “Key Financial Performance of Operating Segments for financial year 2025”, makes GEK TERNA Group one of the most important concession portfolio managers at European level.

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In the context of its ongoing investment in this segment, Management continues to explore new projects to expand the Group’s activities in Greece and abroad, closely monitoring developments in the Greek economy and collaborating with financial institutions and international market analysts.

The Group confirms its strategic decision to invest dynamically in the Concessions segment and in the fields of PPPs, while creating satisfactory earnings and returns for its shareholders.

Taking into consideration the above, the prospects of the concessions segment of GEK TERNA Group for the year 2026 and for the following years are positive, despite the difficult period that the global economy is going through.

Electricity Production from Thermal Energy Sources, electricity & natural gas trading Operating

Segment

The Electricity Production from thermal energy sources, electricity & natural gas trading Operating Segment maintained a 10% market share in electricity supply activity in 2025, despite competitive pressures in the market. The Group successfully increased its number of customers, in both the Electricity and Natural Gas segments, achieving its goal of consolidating a leading market position, among independent suppliers in terms of both market share and customer growth. At the same time, its market share in electricity production from conventional technology units remained nearly stable at 6%, while the HERON II power plant further increased its operational flexibility for the Electricity System, providing critical support for its continuous balancing amid the rising penetration of Renewable Energy Sources.

It is noted that the decrease in the Turnover of the segment, compared to the corresponding period in 2024, is due to lower sales to certain industrial customers.

Furthermore, in July 2025, GEK TERNA Group and MOTOR OIL Group announced the signing of a binding agreement for the merger of their activities in the supply of electricity and natural gas and the power generation from natural gas thermal plants. On 7 January 2026, the European Commission for Competition approved the merger of the operations of HERON and NRG.

Under the agreed framework, a new corporate entity will be established (UtilityCo), in which GEK TERNA and MOTOR OIL will hold equal participation and voting rights. UtilityCo will eventually own HERON and NRG as well as the new natural gas fired unit (CCGT) in Komotini. Beyond the Komotini CCGT, that has a capacity of 877 MW, UtilityCo will also have full control of HERON II natural gas fired unit (CCGT) with a capacity of 435 MW.

Taking into account the above strategic decision of the Group to establish the new corporate structure, as described above, the outlook for GEK TERNA Group’s segment of Electricity Production from Thermal Energy Sources & Electricity & Natural gas trading for 2026 and the coming years remains positive, despite the challenging global economic environment.

In the Real Estate Operating Segment:

In the Real Estate sector, GEK TERNA maintains a strong presence in property management and development, with an extensive portfolio totaling approximately 124 mn euros in Greece, Romania, and Bulgaria.

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The portfolio includes office buildings, shopping centers, industrial parks, as well as land in tourist areas. Land parcels represent approximately 70% of the portfolio and are located in strategically developing areas.

Portfolio management is aligned with current market conditions and the Group’s broader strategic plan, with the aim of optimizing performance and strengthening financial results.

During the 2025 period, the Real Estate Division implemented the following key strategies:

(a) Portfolio restructuring and utilization

Promotion of urban planning maturity and utilization through the sale of selected properties.

Notable examples:

• Completed the sale of a plot of land in Kassiopi, Northern Corfu, for 4.6 mn euros

• Completed the sale of a plot of land in the Thessaloniki Industrial Area for 1.95 mn euros

(b) Land use re-planning and commercial upgrading

Re-evaluation of the use of properties that have completed their revenue cycle (e.g., Ioannina, Volos), with the aim of maximizing returns.

In this context:

• New commercial leases were secured for 65% of the total leasable area of the Ioannina Lakeside Commercial Park, with further positive developments expected.

(c) Development of new tourism projects

Urban planning and design of integrated tourism developments in rapidly growing areas, such as the 168,000sqm. urban planning zone on the Argolic Riviera

(d) Utilization of commercial real estate through concessions

Planning, development, and commercial operation of properties included in the portfolio through concession agreements. For example:

• Completion of leases for commercial spaces along Attiki Odos, generating stable annual rental income

The outlook for GEK TERNA’s Real Estate sector for 2026 and beyond is positive, despite the challenges of the global economy. The strategy focuses on the continuous upgrading of the portfolio, the realization of capital gains, and the generation of stable and recurring revenue.

In the Quarry/Industry Operating Segment:

In the Industrial operating sector, GEK TERNA operates through its 100% subsidiary TERNA MAG, which develops and implements comprehensive industrial operations in the production of caustic and dibasic magnesia products, of various grades and chemical characteristics, with applications across a wide range of industrial uses.

The broader geopolitical and macroeconomic environment, combined with rising energy costs in Europe, disruptions in supply chains and transportation, as well as the overall uncertainty of the global

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economy, are having a decisive impact on the competitiveness and growth of industrial activity in the European market during the current period.

In this context, GEK TERNA, following the actions implemented in 2025, is continuously evaluating its strategy in the Industrial sector, with the aim of optimizing the utilization of existing investments, maintaining production readiness and technical expertise, and adapting the operating model to current conditions.

At the same time, the Group is closely monitoring developments, with the goal of activating and further developing industrial activity when geopolitical, energy, and economic conditions allow for the creation of sustainable and competitive returns.

F.Alternative Performance Measurement Indicators (“APMI”)

(In the context of applying the Guidelines “Alternative Performance Measures” of the European Securities and Markets Authority (ESMA/2015/1415el) which are applied from 3rd of July 2016 in the Alternative Performance Measures Indicators [APMI])

The Group utilizes Alternative Performance Measurement Indicators ("APMI") in its financial, operational and strategic planning decisions, as well as in evaluating and publishing its performance. These APMI serves to better understand the Group’s financial and operating results as well as its financial position. Alternative indicators should always be considered in conjunction with the financial results prepared in accordance with IFRSs and in no case should they replace them.

The following indicators are used when describing the Group's performance by segment:

A. ‘’Net Debt/(Surplus)’’

It is a ratio, through which the Group’s Management assesses the cash position of an operating segment at any given time. The ratio is defined as total loan liabilities and bank leases less cash and cash equivalents. If restricted deposits are excluded from the aforementioned ratio (note 20) and grants to be repaid (note 30) are added, then the item of "Adjusted Net Debt/(Surplus)" will arise.

The ratio for the financial years 2025 and 2024 is as follows:


	GROUP		COMPANY
	31.12.2025	31.12.2024	31.12.2025	31.12.2024
Long-term loans and Long term liabilities payable during the next financial year (Note , 24)	5,922,141	4,667,852	1,299,409	1,015,972
Liabilities from bank leases (Note , 25)	70,845	58,841	0	0
Short-term loans (Note 24)	96,726	139,883	50,488	50,693
Less: Intercompany loans	0	0	(4,991)	(35,982)
Total bank debt (Note6)	6,089,712	4,866,576	1,344,906	1,030,683

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	GROUP		COMPANY
	31.12.2025	31.12.2024	31.12.2025	31.12.2024
Less: Cash and cash equivalents (Note 23)	(1,693,461)	(1,517,445)	(852,867)	(853,142)
Net Debt / (Surplus) (Note6)	4,396,251	3,349,131	492,039	177,541
Less: Blocked bank deposit accounts (Note 6, 20)	(99,467)	(90,637)	(20,803)	(25,557)
Adjusted Net Debt / (Surplus) (Note 6)	4,296,784	3,258,494	471,236	151,984

The Group has included the “Adjusted Net Debt / (Surplus)” metric at the Company level for both the current and comparative periods, to enhance the completeness of financial information provided.

B. “Adjusted Net Debt to Total Capital Employed”

It is a ratio, based on which the Management assesses the Group's financial leverage. “Adjusted Net Debt (Surplus)” is defined above in section A. The “Total Capital Employed” is defined as the sum of Total Equity, Total bank debt and Equity investments, the state grants minus the amount of cash and cash equivalents which are not subject to any limitation in use or to any commitment.

The ratio for the financial years 2025 and 2024 is as follows:

	GROUP
	31.12.2025	31.12.2024
Adjusted Net Debt / (Surplus) (Note 6) (a)	4,296,784	3,258,494
Total bank debt (Note6)	6,089,712	4,866,576
Total equity	2,047,806	1,772,221
Grants (Note28)	8,549	9,007
Sub total (b)	8,146,067	6,647,804
Less:
Cash and cash equivalents (Note 23)	(1,693,461)	(1,517,445)
Blocked bank deposit accounts (Note 6, 20)	(99,467)	(90,637)
Sub total (c)	(1,792,928)	(1,608,082)

Total Capital Employed (b+c)=(d)	6,353,139	5,039,722

Adjusted Net Debt (Surplus) / Total Capital Employed (a)/(d)	67.63%	64.66%

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With a view to enhancing the information provided to users of the financial statements and further improving the financial information provided, the Group has replaced the “Borrowings to Total Capital Employed” ratio with the “Adjusted Net Debt (Surplus) to Total Capital Employed” ratio.

The principal difference between the new and the previous ratio is that, in the calculation of the previous ratio, the numerator excluded amounts relating to cash and cash equivalents and restricted bank accounts, whereas under the new ratio such amounts are taken into account.

C. EBITDA (Earnings before Interest Taxes Depreciation and Amortization)

It is a ratio based on which the Management of the Group assesses the operational performance of an operating segment. "EBITDA" is defined as Earnings before Interest and Taxes (EBIT), plus depreciation and amortization, less any equity‐based grants as presented in the accompanying financial statements.

D. Adjusted EBITDA (Adjusted Earnings before Interest Tax Depreciation and Amortization)

"Adjusted EBITDA" is defined as EBITDA, plus any non‐cash items (see note below the table of Business Segments).

E. EBIT (Earnings before Interest and Taxes)

Earnings before Interest and Taxes (EBIT) is defined as the Gross Profit less Administrative and Distribution Expenses, less Research and Development Expenses, plus/less Other Revenues/(Expenses) EBIT determinants. Other Revenues/ (expenses) EBIT determinants are defined as Other Revenues/(Expenses) apart from the items of Foreign Currency Valuation Differences and Impairments/ (Reversals of Impairments) of fixed, intangible assets, right of use assets and goodwill as presented in Note 38.

EBITDA and Adjusted EBITDA ratios in the years 2025 and 2024, per operating segment and as a total are presented below as follows:

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Operational segments 31.12.2025	Constructions	Electricity from thermal energy and EP/NG trading	Real Estate	Mining / Industry	Concessions	Holdings	Eliminations on consolidation	Total

Gross profit	191,304	76,412	538	6,405	171,239	7,345	(19,085)	434,158
Administrative and distribution expenses	(37,532)	(38,125)	(580)	(5,099)	(20,015)	(29,409)	13,137	(117,623)
Research and development expenses	(1,081)	(15)	0	(208)	(29)	(1,897)	0	(3,230)
Other income/(expenses) attributable to EΒΙΤ	371	(16,297)	973	4,591	(1,634)	(86)	1,180	(10,902)
Results (EBIT)	153,062	21,975	931	5,689	149,561	(24,047)	(4,768)	302,403

Net depreciation	27,464	50,653	29	1,515	151,181	386	0	231,228
EBITDA	180,526	72,628	960	7,204	300,742	(23,661)	(4,768)	533,631

Non cash results	6,825	20,492	(204)	(4,701)	62,088	13,229	0	97,729
Adjusted EBITDA	187,351	93,120	756	2,503	362,830	(10,432)	(4,768)	631,360

Adjustments to non-cash results for the year 2025 relate to provisions for staff compensation of 2,737, provision for expense recognized from the valuation of benefits based on equity instruments of 19,342, a loss from the valuation of investment properties of 222, provisions for expenses for major maintenance of 61,401, provisions for impairment of receivables of 18,917 and a loss from impairment of inventories, other provisions and earnings from elimination of liabilities amounting to a net profit of 4,890.

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Operational segments 31.12.2024	Constructions	Electricity from thermal energy and EP/NG trading	Real Estate	Mining / Industry	Concessions	Holdings	Eliminations on consolidation	Total

Gross profit	132,108	97,094	(293)	4,135	120,984	(380)	(16,496)	337,152
Administrative and distribution expenses	(29,353)	(32,698)	(632)	(5,090)	(13,938)	(31,717)	3,028	(110,400)
Research and development expenses	(1,481)	0	0	(306)	0	(5,104)	0	(6,891)
Other income/(expenses) attributable to EΒΙΤ	(1,213)	(10,673)	4,698	(9,213)	(10,147)	281	383	(25,884)
Results (EBIT)	100,061	53,723	3,773	(10,474)	96,899	(36,920)	(13,085)	193,977

Net depreciation	21,669	26,891	463	4,559	69,250	356	(918)	122,270
EBITDA	121,730	80,614	4,236	(5,915)	166,149	(36,564)	(14,003)	316,247

Non cash results	7,882	16,930	(4,533)	9,246	39,150	19,037	0	87,712
Adjusted EBITDA	129,612	97,544	(297)	3,331	205,299	(17,527)	(14,003)	403,958

Adjustments to non-cash results for the year 2024 relate to provisions for staff compensation of 2,027, provision for expense recognized from the valuation of benefits based on equity instruments of 25,293, a gain from the valuation of investment properties of 1,894, provisions for expenses for major maintenance of 38,458, provisions for impairment of receivables of 18,328 and a loss from impairment of inventories, other provisions and earnings from elimination of liabilities amounting to 5,500.

G.Report of Payments to Governments

In accordance with the provisions of article 6 of Law 3556/2007 as effective, the Group, due to the mining activity of quarry products of its subsidiaries TERNA and TERNA MAG S.A., paid to the Greek Government during the year ended 31.12.2025, an amount of 178 thousand euros.

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H.Sustainability Statement

1.General Disclosures [ESRS 2]

1.1Basis for preparation

1.1.1General basis for preparation of sustainability statements [ΒP-1]

The Sustainability Statement for the 2025 reporting period has been prepared on a consolidated basis for GEK TERNA Group, with the scope of consolidation aligning with the scope of the financial statements. The subsidiaries included in the consolidation are exempt from the individual sustainability statement according to Articles 19a(9) and 29a(8) of Directive 2013/34/EU, as no subsidiary is exempt from consolidated sustainability reporting.

To ensure alignment with the ESRS requirements, the Sustainability Statement includes information from the value chain (upstream and downstream) and all activities of the Group’s operational sectors, as mentioned in the relevant section of the financial statements. Furthermore, in the context of defining the reporting boundaries, all entities that are material to the Group’s impacts, risks and opportunities are included. Accordingly, the Sustainability Statement incorporates relevant information from entities that are fully consolidated or proportionately consolidated, as well as jointly controlled joint ventures accounted for using the equity method, where these are considered material to the Group’s value chain and sustainability matters. The reporting period is aligned with that of the financial statements, ensuring consistency and comparability. Additionally, policies, actions and targets are extended, where operationally and materially relevant, to both upstream and downstream value chain. Finally, when disclosing quantitative data, the Group considers information from the upstream and downstream value chain, provided it is feasible based on the availability of data directly from the value chain participants, otherwise, the information is based on estimates or approximations.

In preparing this Statement, the option to omit any information relating to intellectual property, know‑how, or innovation results, in accordance with ESRS 1, section 7.7. GEK TERNA Group, headquartered in Greece (an EU Member State), also applies the exemption from disclosing information on future developments or matters under negotiation, as provided for in Articles 19 and 29 of Directive 2013/34/EU.

The Sustainability Statement provides a detailed description of the Group’s approach to issues considered significant, based on the results of the Double Materiality Assessment, which is aligned with the ESRS standards.

1.1.2Disclosures in relation to specific circumstances [BP-2]

Time horizons

GEK TERNA Group has adopted the definitions for the following time horizons, as set out in section 6.4 “Definition of short‑term, medium‑term and long‑term periods for reporting purposes.” The Group applies the following:

▪Short‑term time horizon: The period adopted by the Group as the reporting period in the financial statements.

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▪Medium-term time horizon: From the end of the short-term reporting period up to 5 years.

▪Long‑term time horizon: More than 5 years.

Value chain estimation, sources of estimation and outcome uncertainty

The table below presents the indicators that were calculated based on data from the upstream and/or downstream value chain, estimated using indirect sources. The indicators, the basis for their preparation, the level of accuracy, and the planned actions to improve accuracy in the future are described below:

Topic	Metric	Basis for preparation	Resulting level of accuracy	Planned actions to improve accuracy in the future
ESRS E1 – Climate change	Gross Scope 3 Greenhouse Gas Emissions	Spend‑based method	In calculating Scope 3 emissions, certain factors may lead to uncertainty in the results. The absence of primary data in various Scope 3 categories, due to its unavailability, means that calculations often depend heavily on secondary data and emission factors from general sources. This reliance can lead to discrepancies between actual emissions and the estimated figures recorded.	Supplier engagement and awareness‑raising to promote the use of supplier‑specific activity data

For cases where measurements include data from the upstream and/or downstream value chain estimated using indirect sources, this is noted in the relevant section. The description covers the defined measurements, the basis for preparation and the outcomes concerning accuracy levels.

Regarding the sources used for these estimates and the associated uncertainty, the Group specifies the assumptions made and provides information about the sources of uncertainty for the relevant quantitative measurements and/or monetary amounts.

Changes in the preparation or presentation of sustainability information

The current Sustainability Statement marks the second publication of GEK TERNA Group’s sustainability information, in alignment with the European Sustainability Reporting Standards (ESRS), as mandated by the Corporate Sustainability Reporting Directive (CSRD) and Law 5164/2024. As such, it includes comparative information with respect to the previous reporting year.

It is noted that a change has been made compared to the previous Sustainability Statement (Annual Financial Report 2024), following a reassessment of the electricity price consumed by the subsidiary TERNA Bulgaria. As a result, the following information has been restated accordingly:

▪Electricity, heat, steam and cooling purchased or acquired from fossil sources

▪Total energy consumption from fossil sources

▪Total energy consumption

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▪Total energy consumption from activities in high climate‑impact sectors

▪Total energy consumption from activities in high climate‑impact sectors per net revenue from activities in high climate‑impact sectors

▪Gross Scope 2 greenhouse gas emissions (location‑based)

▪Gross Scope 2 greenhouse gas emissions (market‑based)

▪Total greenhouse gas emissions (location‑based)

▪Total greenhouse gas emissions (market‑based)

▪Total greenhouse gas emissions (location‑based) per net revenue

▪Total greenhouse gas emissions (market‑based) per net revenue

Disclosures resulting from other legislation or generally accepted sustainability reporting statements

This Sustainability Statement incorporates, in addition to the ESRS requirements, information derived from additional reporting standards, specifically the GRI Standards. Appropriate referencing of the relevant reports has been incorporated into the respective paragraphs.

Integration of information through referencing

To meet the requirements, information has been integrated by reference, which is summarized in the following list of ESRS requirements.

ESRS	Disclosure Requirement	Disclosure
GOV-1	The role of the administrative, management and supervisory bodies	Corporate Governance Statement

1.2Governance

1.2.1The role of the administrative, management and supervisory bodies [ESRS 2 GOV-1]

The Group’s organizational structure ensures a clear allocation of responsibilities on sustainability matters among the supervisory, management and administrative bodies, enabling the systematic integration of material impacts, risks and opportunities (IROs) into strategic planning, risk management and operational decision‑making.

The Board of Directors (BoD) is responsible for defining and overseeing the Group’s business and sustainability strategy, ensuring the effective integration of ESG topics into long‑term value creation, risk management and strategic planning, in full alignment with the Group’s objectives and regulatory requirements. The Board of Directors (BoD) consists of 14 members, of which 6 are executives and 8 are non‑executives, and its members possess significant expertise related to the Group’s business sectors and geographical areas of operation1.

1 It is noted that there is no representation of employees on the Board of Directors.

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Board of Directors Composition	2025
Percentage (%) of female BoD members	35.7%
Percentage (%) of male BoD members	64.3%
Gender diversity ratio on the BoD	0.56
Number of Executive members	6
Number of non‑executive members	8
Percentage (%) of independent Board members	42.9%

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To ensure the effective execution of the Board’s duties and the implementation of a responsible business model, seven (7) Committees operate within the Group. These Committees have an advisory and recommending role, contributing significantly to the decision‑making process.

Members

Executive Committee

Nomination and Remuneration Committee

Audit Committee

Investment Committee

Strategic Planning Committee

Regulatory Compliance Committee

ESG Committee (Environment, Social, Governance)

Gender

Nationality

Members of the Committees who are also Board Members

Peristeris

Georgios

Chairman and Chief Executive Officer

Chairman

Male

Greek

Taprantzis

Andreas

Vice‑Chairman of the Board, Independent Non‑Executive Member, Senior Independent Director

Chairman

Male

Greek

Tamvakakis

Apostolos

Vice‑Chairman of the Board, Non‑Executive Member

Member

Male

Greek

Gourzis
Michail

Executive Member

Male

Greek

Lazaridou

Pinelopi

Managing Director,
Executive Member

Member

Female

Greek

Benopoulos

Aggelos

Managing Director,
Executive Member

Member

Male

Greek

Souretis

Petros

Managing Director,
Executive Member

Member

Male

Greek

Moustakas

Emmanouil

Executive Member

Member

Male

Greek

Afentoulis

Dimitrios

Non‑Executive Member

Member

Male

Greek

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Members		Executive Committee	Nomination and Remuneration Committee	Audit Committee	Investment Committee	Strategic Planning Committee	Regulatory Compliance Committee	ESG Committee (Environment, Social, Governance)	Gender	Nationality
Delikoura Aikaterini	Independent, Non‑Executive Member		Member				Member	Member	Female	Greek
Panagopoulou Olga	Independent, Non‑Executive Member								Female	Greek
Sarkissian Ohanesoglou Marina	Independent, Non‑Executive Member							Member	Female	Greek
Skordas Athanasios	Independent, Non‑Executive Member		Chairman	Member			Chairman		Male	Greek
Staikou Sofia	Independent, Non‑Executive Member		Member					Chair	Female	Greek
Members of Committees who are not Board Members
Perdikaris Georgios	-	Member			Chairman	Member			Male	Greek
Kalamaras Nikolaos	-			Member					Male	Greek
Antonakos Dimitrios							Member		Male	Greek
Kourniotis Ioannis							Member		Male	Greek
Kalantidi Danae								Member	Female	Greek
Total number of BoD / Committee Members	14	6	4	4	5	5	4	5

Additional details regarding the responsibilities of the administrative, supervisory and management bodies are included in the Internal Rules of Operation, which are available on the Group's website, as well as in the Corporate Governance Statement.

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Experience, knowledge and skills

The Board of Directors and the ESG Committee consist of members who have the essential skills and specialized knowledge needed to manage sustainability issues effectively. This ensures they can supervise and guide the Group's sustainability strategy proficiently. Members are assessed and selected based on their expertise in areas like environmental management, social responsibility, and corporate governance, as well as their capacity to incorporate ESG principles into business decision‐making.

The Suitability Policy ensures that the Board of Directors has the necessary collective expertise to meet both medium‐term and long‐term sustainability objectives while also advancing the Group's strategic growth. Each Board member must adhere to defined individual and collective suitability standards. Moreover, the training policy for Board members and executives guarantees ongoing education for senior management and the ESG Committee on issues related to environmental, social, and governance matters.

In addition, the Group’s training policy for Board members and senior executives ensures the continuous enhancement of their knowledge of environmental, social and governance matters, thereby strengthening the ability of top management and the ESG Committee to respond effectively to emerging challenges.

Roles and responsibilities of relevant bodies/representatives regarding sustainability issues

To ensure an organized and standardized oversight process, a comprehensive governance framework has been developed. This framework includes clearly defined procedures, policies, and monitoring tools, as well as regular reports to the Board of Directors. The responsibilities and duties of each body or individual regarding sustainability related impacts, risks, and opportunities are documented in relevant policies. These include the Environmental, Social, and Corporate Governance (ESG) Policy, the Code of Ethics and Conduct, and the Internal Rules of Operations.

Board of Directors

The Board of Directors (BoD) plays a crucial role in overseeing the ESG strategy, setting goals related to significant impacts, risks, and opportunities through the analysis of the internal and external environment. The BoD ensures the allocation of necessary resources, including human, financial, and technological resources, and approves appropriate actions to achieve the Group’s goals. The Group's progress towards its goals is monitored through regular reports and audits, allowing the BoD to make revisions when deemed necessary. This ensures alignment with strategic priorities and adjustments to the changing conditions of the business environment.

ESG Committee

The ESG Committee is responsible for monitoring the Group's performance in Environmental, Social, and Corporate Governance issues and submitting proposals for improvement actions, aiming to create long‐term value. The Committee's role includes overseeing processes related to identifying impacts, risks, and opportunities associated with sustainability (Double Materiality Analysis) and integrating non‐financial factors into the Group's strategy and business decisions by informing the Board and supporting its decision‐making process. This approach ensures the Group's resilience and its ability to adapt to changes in the business environment.

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The Committee closely monitors the progress on the goals and actions outlined in the Group's ESG policy and strategy, ensuring their effective implementation. Additionally, the Committee oversees the preparation of the sustainability report to ensure the Group aligns with all legislative and regulatory requirements.

Corporate Social Responsibility & Sustainable Development Department

The oversight and management of impacts, risks, and opportunities have been assigned to Corporate Social Responsibility & Sustainable Development Department. The Department is tasked with implementing actions related to the Group's ESG strategy and social responsibility initiatives, which include strategic planning, implementation of initiatives, impact assessment, and regular reporting of results.

Furthermore, the Department collaborates closely with other departments and divisions within the Group, as well as with external stakeholders and local communities, to ensure that the actions implemented are effective and aligned with the Group's overall sustainable development and social responsibility goals. The reporting line to the ESG Committee and the Board of Directors ensures that there is frequent and timely communication on sustainable development issues.

Risk Management Officer

In the process of identifying and overseeing risks, the Risk Management Officer also participates by assessing, monitoring, and managing potential risks that could affect the smooth operation of the business. There is close collaboration with all the Group's divisions, such as the Finance Division, the Health, Safety, and Environment Division, the Technical Office, and the Human Resources Division, to ensure that all potential risks are identified in a timely manner and addressed effectively. Environmental controls and due diligence analyses for managing and overseeing impacts, risks, and opportunities are embedded within the Group's internal operations, ensuring the resilience of the business model.

Additionally, a comprehensive risk management and an internal control system have been developed, covering all critical areas and designed to enhance the Group’s resilience and transparency. The system is based on structured processes, such as the Code of Ethics, the Internal Rules of Operation, and the principle of dual signatures. The system also includes due diligence actions during the selection of partners and regular audits by the relevant units. Risks are assessed based on probability and severity, and preventive measures are applied to mitigate them. The results are documented in reports that inform stakeholders and support decision‐making, while improvement suggestions are incorporated into the Group's strategic plans. These reports are periodically presented to the Board of Directors and the relevant Committees, facilitating continuous monitoring and improvement of the system.

1.2.2Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies [GOV-2]

The Board members and the ESG Committee receive updates from the CSR & Sustainable Development Department on a quarterly basis, or more frequently if needed, regarding emerging issues regarding Sustainable Development and the effective implementation of related policies and actions. The ESG Committee ensures these topics align with the Group's strategy. In this context, meetings are held with relevant stakeholders to enhance the supervision of strategy implementation and the decision‐making process. This approach ensures that decisions are well‐informed and aligned

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with the Group's strategic objectives, considering potential long‐term impacts and the dynamics of the external environment. Board members utilize the data derived from the identification of impacts, risks, and opportunities to more effectively oversee the organization's strategy. During the decision‐making process, the Board thoroughly evaluates the received reports, and the information collected from meetings, using this data to address current and future challenges and opportunities, considering both external and internal factors that affect the business model. The Board and the ESG Committee establish the Group’s goals which ensure performance monitoring through a system for collecting and analyzing key performance indicators (KPIs). The results are periodically presented by the Corporate Social Responsibility & Sustainable Development Department. If there are any deviations, corrective actions are taken, such as revising strategies or training personnel. During the reporting period, the Board and the ESG Committee approved the Group’s material impacts, risks, and opportunities, as identified by the Double Materiality Analysis.

1.2.3Integration of sustainability-related performance in incentive schemes [GOV-3]

GEK TERNA Group strategically integrates sustainability performance into its incentive system to ensure that individual and team objectives align with the organization's overall Sustainable Development goals, thereby strengthening employee commitment to generating long‐term value.

The Remuneration Policy specifies that the provision of short‐term variable compensation (Bonus) is tied to achieving specific targets in areas related to Sustainable Development, such as environmental impact (e.g., reduction of emissions) or people management and working conditions (e.g., number and severity of accidents, etc.). The targets are established through specific Key Performance Indicators (KPIs) that relate to the values and strategic priorities of the Group and are determined by the Board of Directors.

These indicators are reviewed by the Remuneration Committee and approved by the General Assembly, as part of the existing Remuneration Policy. Decisions regarding the terms of incentive systems are approved and revised at the Board level with the endorsement of the General Assembly. Our compliance with disclosure requirements aligns with the remuneration report described in Articles 9a and 9b of the Directive 2007/36/EC on the exercise of certain rights of shareholders in listed companies.

This incentive system applies to Board members and senior management executives who are not members of the Board (Directors, Top Management Executives (TME)).

1.2.4Statement on due diligence [GOV-4]

GEK TERNA Group is committed to uphold the principles of sustainable development into its governance structure, ensuring responsible business practices that align with the applicable regulatory frameworks, including the Corporate Sustainability Reporting Directive (CSRD) and the European Sustainability Reporting Standards (ESRS). At the same time, the Group recognizes the importance of systematic and comprehensive due diligence as a fundamental mechanism for responsible business conduct.

The due diligence process implemented by the Group is designed to identify, prevent, mitigate and address both actual and potential adverse impacts on the environment and society. The following table illustrates how and where the implementation of the main aspects and steps of the due diligence process is reflected in the relevant sustainability statement:

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Core elements of due diligence	Paragraphs in the sustainability statement
i. Embedding due diligence in governance, strategy and business model	Information provided to and sustainability matters addressed by the company’s administrative, management and supervisory bodies [GOV‐2] Integration of sustainability‐related performance in incentive schemes [GOV‐3] Material impacts, risks and opportunities and their interaction with the strategy and business model [SBM‑3]
ii. Engaging with affected stakeholders in all key steps of the due diligence	Interests and views of stakeholders [SBM‑2] Description of the processes to identify and assess material impacts, risks and opportunities [IRO‑1] Processes for engaging with own workforce and workers’ representatives about impacts [S1‑2] Processes to remediate negative impacts and channels for own workforce to raise concerns[S1‑3] Processes for engaging with workers in the value chain about impacts [S2-2] Processes to remediate negative impacts and channels for workers in the value chain to raise concerns [S2-3] Processes for engaging with affected communities about impacts [S3-2]
iii. Identifying and assessing adverse impacts	Description of the processes to identify and assess material impacts, risks and opportunities [IRO‑1] Material impacts, risks and opportunities and their interaction with the strategy and business model [SBM‑3]

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Annual Financial Report of the fiscal year 1 January 2025 - 31 December 2025

(Amounts in thousands Euro, unless otherwise stated)

55

Core elements of due diligence

Paragraphs in the sustainability statement

iv. Taking actions to address those adverse impacts

Climate Change

Policies related to climate change mitigation and adaptation [E1‑2]
Actions and resources related to climate policies [E1‑3]

Resource Use and Circular Economy

Policies related to resource use and circular economy [E5-1]
Actions and resources related to resource use and circular economy [E5-2]

Own Workforce

Policies related to own workforce [S1‑1]
Processes to remediate negative impacts and channels for own workforce to raise concerns [S1‑3]
Taking action on material impacts on own workforce [S1‑4]

Workers in the Value Chain

Policies related to workers in the value chain [S2‑1]

Affected communities

Policies related to affected communities [S3-1]

Business Conduct

Business conduct policies and corporate culture [G1-1]

Value Creation – GEK TERNA Group Specific Topic

Policies approved for managing material sustainability matters [MDR‑P]
Actions and resources related to material sustainability matters [MDR‑A]

v. Tracking the effectiveness of these efforts and communicating

Climate Change

Targets related to climate change mitigation and adaptation [E1‑4]

Resource Use and Circular Economy

Targets related to resource use and circular economy [E5-3]
Resource outflows – Waste [E5-5]

Own Workforce

Targets related to managing material negative impacts, advancing positive impacts and managing material risks and opportunities [S1‑5]

Workers in the Value Chain

Targets related to managing material negative impacts, advancing positive impacts and managing material risks and opportunities [S2‑5]

Value Creation – GEK TERNA Group Specific Topic

Tracking effectiveness of policies and actions through targets [MDR‑T]

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Annual Financial Report of the fiscal year 1 January 2025 - 31 December 2025

(Amounts in thousands Euro, unless otherwise stated)

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1.2.5Risk management and internal controls over sustainability reporting [GOV-5]

The risk management and internal control system related to sustainability reporting is structured to ensure the accuracy, completeness, and integrity of the data contained in this statement. In parallel, the Group has established a standardized and comprehensive sustainability reporting process, which defines the roles, steps and required control points for the collection, verification and documentation of information.

In this context, the Group has developed a coherent system for identifying, assessing and managing risks associated both with the data and the processes used to prepare the Sustainability Statement. To prioritize risks, parameters that assess the potential impact on the completion process of the sustainability statement are integrated. The main risks include data completeness, integrity, accuracy, and availability within the required timeframe.

To mitigate these risks, quality checks and meetings with relevant departments are conducted to address data gaps and enhance the reliability of the reports. The Group has also developed a framework for assumptions when direct data from the value chain is not available.

The Corporate Social Responsibility & Sustainable Development Department leads the implementation of the framework, working closely with other departments to collect and verify the data. Findings are regularly reported to the leadership of Corporate Social Responsibility & Sustainable Development Department and, if necessary, to the Board of Directors and the ESG Committee, ensuring transparency and alignment with the strategic sustainability objectives.

1.3Strategy

1.3.1Strategy, business model and value chain [SBM-1]

GEK TERNA Group is one of the largest business groups in Greece, with a presence in Central and Southeastern Europe and the Middle East. It has a broad portfolio of investment projects and holds a leading position in sectors such as infrastructure, electricity production, supply, and trading, concessions, waste management, real estate development and management, and mining activities. The Group's primary goal is to achieve continuous and responsible growth and enhance competitiveness across all its activities. This is accomplished through investments and synergies that create additional value and ensure sustainability, as well as stable returns for shareholders. Concurrently, its dynamic business development is closely aligned with the principles of Corporate Responsibility and Sustainable Development. Through its strategy, the Group supports initiatives that contribute to achieving national and European priorities and offers a wide range of products and services that promote Sustainable Development in the communities where it operates.

The Group’s activities by sector are presented below:

Construction

The Group operates in the construction sector through its subsidiary TERNA S.A. Founded in 1972, TERNA constitutes the construction arm and a 100% subsidiary of GEK TERNA Group. It is the largest Greek construction company, specializing in the implementation of complex and demanding infrastructure projects. At the same time, it operates as a reliable and strategic partner to international groups, possessing extensive experience both in Greece and abroad, as well as significant synergies with the Group’s other activities in the concessions and energy sectors.

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Annual Financial Report of the fiscal year 1 January 2025 - 31 December 2025

(Amounts in thousands Euro, unless otherwise stated)

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TERNA S.A.’s expertise in the implementation of large-scale road, building, port and energy projects, combined with its significant presence in the markets in which it operates, renders it one of the most recognisable companies in the sector.

Electricity from thermal energy sources, electricity & natural gas trading

The GEK TERNA Group operates in the fields of electricity and natural gas generation, supply and trading, primarily through its subsidiary company HERON ENERGY S.A., in which it is the sole shareholder, holding 100% of the share capital. Its vertically integrated presence constitutes a key factor in limiting the related market risk, while at the same time enabling it to capitalize on opportunities arising at different levels.

Real estate

GEK TERNA Group, maintaining a significant position in the real estate management and exploitation sector, holds an extensive portfolio with a value of EUR 122 million in Greece, Romania and Bulgaria. The portfolio includes owner-occupied properties, shopping centers, industrial parks, land plots and land parcels in tourist areas.

Concessions

GEK TERNA Group manages a broad concessions portfolio covering major infrastructure assets (transport, tourism and environmental infrastructure), as well as significant projects in the field of the digital economy. Indicatively, the following categories of projects are included in the portfolio:

▪Highways

▪Airports

▪Tourism and leisure developments

▪Ports

▪Integrated waste management infrastructure

▪Parking stations

▪Digital transformation projects

It is worth noting that the GEK TERNA Group is a leading investor, holding one of the youngest (average contractual duration of 25 years), most diversified and low-risk portfolios, with projects such as Attiki Odos, Egnatia Odos, the Northern Road Axis of Crete, the Heraklion International Airport of Crete, among others, while the total length of the motorways under its management amounts to almost 2,000 km.

Mining - Manufacturing

The Group, through its subsidiary TERNA MAG, is engaged in the extraction and processing of magnesite, to produce caustic and dead‐burned magnesia products of various qualities and chemical characteristics. The products are mainly sold to customers abroad.

Holdings

This refers to the support function of the Group’s operating business segments, as well as the pilot operation of new business areas.

GEK TERNA GROUP

Annual Financial Report of the fiscal year 1 January 2025 - 31 December 2025

(Amounts in thousands Euro, unless otherwise stated)

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The above analysis highlights that GEK TERNA Group is one of the largest and most diversified groups in Greece, serving various significant markets and customer groups through its activities in the following sectors:

Construction: Public sector bodies, private enterprises, which commission large infrastructure projects such as roads, bridges, and buildings.

Energy: Customers include public authorities and private individuals who purchase energy.

Concessions: Management and exploitation of infrastructure projects through long-term contracts with the public sector, such as highways and airports.

The Group focuses on large‑scale projects that require significant technical and financial capacity and often collaborates with governmental bodies and major companies both in Greece and abroad.

Activity by Geographic Area

The following table summarizes the number of employees by geographic area, highlighting the scale of the organization's activities.

Geographic Area	Number of employees
Albania	7
North Macedonia	1
Bulgaria	183
Greece	5,892
United Arab Emirates	3
Iraq	1
Qatar	5
Cyprus	37
Bahrain	13
Romania	1
Saudi Arabia	1
Serbia	5
Total	6,149

During the fiscal year 2025, the total amount of revenue generated from the sector “electricity from thermal sources, electricity and natural gas trading”, which is associated with fossil fuels, amount to 280,864.5 thousand euros. Furthermore, in 2025, the turnover aligned with the requirements of the EU Taxonomy, as defined in Article 8(7)(a) of Commission Delegated Regulation (EU) 2021/2178, amounts to 412,527 thousand euros, corresponding to 10.7% of the Group’s total turnover.

Sustainability Strategy

Sustainable Development is a fundamental component of the long‐term strategy and business activities of GEK TERNA Group, enabling its competitive advantage over time and addressing modern challenges such as climate change, biodiversity loss, and social inequalities. At the same time, sustainable development serves as a driving force for seizing opportunities from the energy transition,

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Annual Financial Report of the fiscal year 1 January 2025 - 31 December 2025

(Amounts in thousands Euro, unless otherwise stated)

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contributing to a new, efficient development model that aligns with the Global Sustainable Development Goals.

The integration of Sustainable Development principles is reflected in the strategy, that has been designed to focus on identifying the most critical issues related to its activities and underlying challenges, as well as further incorporating sustainability into operations. The strategy aims at maximizing positive impacts and mitigating negative effects through the implementation of best practices, sustainable initiatives, and reliable partnerships. This dynamic approach is continuously expanding and improving for the benefit of all stakeholders, including shareholders, investors, employees, and society at large.

During the goal‑setting process, the full spectrum of the Group’s activities was considered including significant groups of products and services, customer categories, geographical areas and stakeholder relationships. These targets include both the reduction of the carbon footprint of operations and the strengthening of the implementation of the principles of Sustainable Development across the Group.

Within the framework of sustainability strategy, GEK TERNA Group has identified three (3) main strategic pillars, aiming at creating long‐term positive impacts on an economic, social, and environmental level. These pillars focus on improving operational efficiency, reducing environmental footprint, promoting social responsibility, and enhancing corporate governance.

Pillars
Protecting the environment for present and future generations	Fostering a positive impact on our society	Building a sustainable workforce and resilient supply chain
Actions
Climate action Environmental management Waste management	Community engagement Economic contributions Social investment	Creating a supportive and dynamic working environment Responsible and sustainable supply chain Creation and distribution of economic value

Although specific goals may vary depending on the Group's strategic plan and priorities, the Group's goal‐setting generally includes:

▪Reducing the Group’s carbon footprint through energy‐efficient practices, as well as by utilizing renewable energy sources and innovative technologies that minimize greenhouse gas emissions.

▪Implementing sustainable construction practices, i.e., use of environmentally friendly materials and optimizing energy and resource use in projects.

▪Integrating resilience into the Group's business activities, designing and developing infrastructure that withstands the impacts of climate change.

▪Applying comprehensive waste reduction strategies that prioritize recycling, reuse, and responsible disposal.

GEK TERNA GROUP

Annual Financial Report of the fiscal year 1 January 2025 - 31 December 2025

(Amounts in thousands Euro, unless otherwise stated)

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▪Expanding investments to implement green energy projects and increase the market share of clean energy.

▪Managing infrastructure with social and environmental responsibility, aiming to improve the quality of life in local communities and enhance economic development sustainably.

▪Reducing waste production at the source, increasing the recovery of valuable materials, and collaborating with certified waste management entities for environmentally sound disposal of residual waste.

▪Creating a supportive and dynamic work environment where employees can grow professionally and personally.

▪Continuously improving and committing in the field "Health & Safety at work."

▪Avoiding uncertainty and risks to ensure financial stability, promote sustainable growth, and create economic value.

▪Creating a positive impact on society through the systematic implementation of actions and initiatives.

GEK TERNA Group is also working to strengthen relationships with stakeholders, such as local communities, investors, and public sector bodies, promoting transparency and accountability. Additionally, the Group aims at expanding its presence in regions where it can significantly contribute to sustainable development, both nationally and internationally. These objectives underscore GEK TERNA Group's commitment to sustainable development and responsible business practices.

At the same time, the Group monitors its performance regarding sustainability goals through internal reports, quantitative performance indicators, and external audits/certifications to ensure that sustainability goals are effectively achieved. In this context, the annual Sustainable Development Report is also utilized, incorporating retrospective monitoring indicators to assess the current state within the organization and examine the effectiveness of the measures taken to achieve the set goals. Based on the results, processes considered environmentally burdensome or misaligned with the Group's goals are updated with improvement actions or, if feasible, replaced with more sustainable alternative practices.

The key future challenges for implementing the strategy include:

▪Technology integration: The effective integration of technologies across the Group’s operations and subsidiaries, without disrupting productivity, constitutes a significant challenge.

▪Regulatory compliance: Ongoing changes in climate‐related regulations and legislation require regular monitoring and allocation of resources to meet specific requirements.

▪Management of climate risks: Managing both physical and transition risks is a challenge as they can affect the Group's operations and business continuity.

▪Alignment with stakeholders: Balancing the interests of various stakeholders, including employees, suppliers, shareholders, and local communities, is complex and requires careful negotiation and communication for full alignment.

At the same time, the critical solutions/projects to be implemented include:

GEK TERNA GROUP

Annual Financial Report of the fiscal year 1 January 2025 - 31 December 2025

(Amounts in thousands Euro, unless otherwise stated)

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▪Increasing operational efficiency: Adopting actions that contribute to energy efficiency and reducing the carbon footprint, considering both the cost of technologies and the long‐term benefit for the organization's sustainability.

▪Setting quantitative goals and specific timelines: Approval, by the BoD, of quantitative goals and the timeline for implementing actions to achieve each goal, for effective management of risks arising from the external environment.

▪Informing and raising awareness among stakeholders: Organizing trainings and awareness