DISTRIBUTION OF PROFITS FROM PREVIOUS YEARS IN KIND

DISTRIBUTION OF PROFITS FROM PREVIOUS YEARS IN KIND

Papoutsanis S.A. (hereinafter the “Company”) announces that, pursuant to the resolution of its Annual General Meeting of Shareholders held on April 17, 2026, it will proceed with the distribution to its Shareholders, in accordance with article 162 para. 3 of Law 4548/2018, of profits from accumulated retained earnings of previous financial years, in kind, pursuant to article 161 paras. 4 and 5 of Law 4548/2018, in the gross amount of €0.0351728804 per share, through the distribution of up to 264,380 treasury shares of the Company (the “Treasury Shares”), which have been lawfully acquired by the Company under the Share Buyback Programs dated 18.05.2023 and 29.06.2021, as follows:

More specifically, the distribution of retained earnings, amounting in total to €943,836.60 (gross), in kind, will be carried out in accordance with the provisions of article 161 paras. 4 and 5 of Law 4548/2018, through the distribution of Treasury Shares to the Shareholders, in proportion to their participation in the Company’s share capital and as further specified below.

It is noted that, by law, the Company’s treasury shares are not entitled to receive profits. The amount of profits corresponding to the treasury shares increases the profits allocated to the remaining Shareholders and has already been included in the above proposed distribution of retained earnings.

It is clarified that the proposed gross amount of €0.0351728804 per share is subject to withholding tax (5% in accordance with articles 61, 62 and 64 of Law 4172/2013, as in force). Consequently, the net amount payable to Shareholders per share amounts to €0.0334142364.

For the purposes of the distribution, the value of the Treasury Shares has been determined at €3.57 per Treasury Share, in accordance with the Valuation Report dated 26.03.2026 issued by PKF EUROAUDITING S.A., prepared in compliance with article 17 of Law 4548/2018. Therefore, the total appraised value of the Treasury Shares amounts to €943,836.60, i.e. equal to the proposed gross distribution of retained earnings in kind.

In particular, the number of Treasury Shares allocated to each Shareholder will be calculated by dividing the amount of profits from previous years corresponding to each eligible Shareholder’s participation in the Company’s share capital by the appraised value per Treasury Share. Any fractional entitlements resulting from this calculation will be retained by the Company, and the corresponding value, proportionate to each Shareholder’s participation in the share capital, will be paid in cash.

Additionally, the following dates are set:

a. Ex-dividend date: April 21, 2026 (i.e. the date from which the Company’s shares will trade on the Athens Exchange without the right to receive the distribution),
b. Record date: April 22, 2026 (i.e. the date on which all registered shareholders in the records of the Dematerialized Securities System are recognized as beneficiaries), and
c. Payment date: April 27, 2026 (i.e. the date on which the process of crediting the Treasury Shares to the beneficiaries’ accounts will commence).

It is also noted that the above distribution of profits in kind in the form of Treasury Shares does not fall within the definition of a “public offering” as per article 2(d) of Regulation (EU) 2017/1129, as it constitutes a mandatory distribution to shareholders following approval by the General Meeting, without granting shareholders the option to opt out (and therefore no investment decision is involved).

Consequently, no prospectus or similar informational document is required for this distribution of Treasury Shares as a distribution of profits in kind.

For further information, shareholders may contact the Company’s Shareholder Services Department at tel. +30 22620 86475.

Vathy Avlidos, 17/04/2026

The Board of Directors