Current Report no. 16/2025
Subject: Registration of amendments in the Articles of Association ofthe Company
Legal basis: Art. 56 section 1 item 2 of the Offerings Act - current andperiodic information
The Management Board of CD PROJEKT S.A. with a registered office inWarsaw (the "Company") informs that on 12 September 2025, Company'sproxy received a decision of the District Court for the City of Warsawin Warsaw, 14th Commercial Department of the National Court Registry,concerning entry into the register on 12 September 2025 as regards thefollowing amendments of the Articles of Association of the Company:
1) the amendment introduced on the basis of the resolution no. 22 of theOrdinary General Meeting of the Company of 23 June 2025 (the "GeneralMeeting") concerning amendments to § 5 of the Articles of Association ofthe Company (the full text of the resolution published in the Company'scurrent report no. 11/2025), as a result of which the existing § 5section 1 of the Articles of Association of the Company was given thefollowing form:
"1. "The Company engages in the following activities:
18.20.Z - Reproduction of recorded media,
32.40.Z - Manufacture of games and toys,
32.99.Z - Manufacture of other products not elsewhere classified,
46.4 - Wholesale of household items,
46.50.Z - Wholesale of information and communication technologyequipment,
47.40.Z - Retail of information and communication technology equipment,
47.6 - Retail of culture and entertainment related products,
46.7 - Retail of other goods excluding motor vehicles, includingmotorbikes,
58.1 - Publishing of books, newspapers and periodicals and otherpublishing activities, except for software,
58.21.Z - Publishing of computer games,
58.29.Z - Other software publishing,
59.11.Z - Motion picture, video and television programme productionactivities,
59.12.Z - Motion picture, video and television programme post-productionactivities,
59.13.Z - Motion picture and video distribution activities,
59.20.Z - Sound recording and music publishing activities,
60.20.Z - Broadcasting of free-to-air and subscription televisionprogrammes and distribution of video recordings,
60.39.Z - Other content distribution activities,
62.10.A - Computer games programming activities,
62.10.B - Other programming activities,
62.20.A - Cybersecurity activities,
62.20.B - Other information technology related consultancy andmanagement of information technology equipment,
62.90.Z - Other information technology and computer service activities,
63.10 - Service activities concerning computing infrastructure, dataprocessing, web management (hosting) and related activities,
64.22.Z - Activities of companies raising finance for other entities,
64.92.B - Other forms of credit granting not elsewhere classified,
68.11.Z - Buying and selling of own real estate,
68.20.Z - Rental and operating of own or leased real estate,
69.20.A - Accounting and bookkeeping activities,
70.10.A - Activities of head of ices,
70.10.B - Activities of shared service centres,
70.20.Z - Business and other management consultancy activities,
72.10.Z - Other research and experimental development on naturalsciences and engineering,
73.10 - Advertising,
73.20.Z - Market and public opinion research,
77.33.Z - Renting and leasing of of ice machinery and equipment andcomputers,
74.99.Z - Other professional, scientific and technical activities notelsewhere classified,
77.40.B - Leasing of intellectual property and similar products, exceptcopyrighted works,
82.10.Z - Activities related to administrative of ice services,including support activities,
82.30 Z - Activity connected with organisation of trade shows,exhibitions and congresses,
82.99.B - Activities supporting business activity not elsewhereclassified,
85.59.B - Courses and trainings related to the acquisition of knowledge,skills and professional qualifications in non-school forms,
85.69.Z - Activities supporting education not elsewhere classified,
90.39.Z - Other activities supporting creative activities and activitiesrelated to the staging of artistic performances,
93.29.B - Other entertainment and recreation activities not elsewhereclassified,
94.99.Z - Activities of other membership organizations not elsewhereclassified".
2) amendment introduced on the basis of the resolution no. 23 of theGeneral Meeting concerning (i) amendments to Resolution ImplementingIncentive Program B, (ii) amendments to Issuance Resolution concerningIncentive Program B, (iii) exclusion of pre-emption rights for existingshareholders of the Company and (iv) amendments to § 8 of the Articlesof Association of the Company (the full text of the resolution publishedin the Company's current report no. 11/2025), as a result of which theexisting § 8 section 6 of the Articles of Association of the Company wasgiven the following form:
"6. The nominal value of the conditional increase in the Company sharecapital performed in order to facilitate implementation of the incentiveprogram instituted on the basis of resolution no. 7 of the ExtraordinaryGeneral Meeting of Shareholders of the Company concerning institution ofIncentive Program B for the financial years 2023-2027 of 18 April 2023amended by way of resolution no. 23 of the Ordinary General Meeting ofShareholders of the Company concerning (i) amendments to ResolutionImplementing Incentive Program B, (ii) amendments to Issuance Resolutionconcerning Incentive Program B, (iii) exclusion of pre-emption rightsfor existing shareholders and (iv) amendments to the Articles ofAssociation of the Company of 23 June 2025 shall not exceed 4 100 000(four million one hundred thousand) PLN, divided into not more than 4100 000 (four million one hundred thousand) Series P ordinary bearershares with a nominal value of 1 (one) PLN each. The aim of theconditional increase in the Company share capital is to assign the rightto take up Series P shares to holders of Subscription Warrants issued inaccordance with resolution no. 8 of the Extraordinary General Meeting ofShareholders of the Company of 18 April 2023, who are enrolled inIncentive Program B instituted on the basis of resolution no. 7 of theExtraordinary General Meeting of Shareholders of the Company concerninginstitution of Incentive Program B for the financial years 2023-2027 of18 April 2023 amended by way of resolution no. 23 of the OrdinaryGeneral Meeting of Shareholders of the Company concerning (i) amendmentsto Resolution Implementing Incentive Program B, (ii) amendments toIssuance Resolution concerning Incentive Program B, (iii) exclusion ofpre-emption rights for existing shareholders and (iv) amendments to § 8of the Articles of Association of the Company of 23 June 2025 and inline with the Terms and Conditions of Incentive Program B adopted inconjunction therewith."
3) the amendment introduced on the basis of the resolution no. 24 of theGeneral Meeting concerning amendments to § 21 of the Articles ofAssociation of the Company (the full text of the resolution published inthe Company's current report no. 11/2025), as a result of which theexisting § 21 section 2 item c) of the Articles of Association of theCompany was given the following form:
"c) selection of audit firms to perform audits of financial statementsand attestation of sustainability reporting,"
The consolidated text of the Articles of Association of the Company,incorporating the amendments introduced on the basis of theabove-mentioned General Meeting resolutions, is appended to this report.The full content of the justifications for the drafts of theabove-mentioned resolutions was published in Current Report of theCompany no. 10/2025 of 26 May 2025.
Disclaimer
This English language translation has been prepared solely for theconvenience of English-speaking readers. Despite all the efforts devotedto this translation, certain discrepancies, omissions or approximationsmay exist. In case of any differences between the Polish and the Englishversions, the Polish version shall prevail. CD PROJEKT, itsrepresentatives and employees decline all responsibility in this regard.