THISCURRENT REPORT AND THE INFORMATION CONTAINED HEREIN ARE SUBJECT TORESTRICTIONS AND ARE NOT INTENDED FOR PUBLICATION, ANNOUNCEMENT,DISTRIBUTION OR TRANSMISSION, DIRECTLY OR INDIRECTLY, IN WHOLE ORIN PART, IN THE TERRITORY OF THE UNITED STATES OF AMERICA,AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANYOTHER COUNTRY IN WHICH THEIR PUBLICATION, ANNOUNCEMENT,DISTRIBUTION OR TRANSMISSION WOULD BE IN VIOLATION OF LAW.

THISMATERIAL IS FOR INFORMATIONAL PURPOSES ONLY AND DOES NOTCONSTITUTE AN INVITATION OR OFFER TO SELL OR SUBSCRIBE FORSECURITIES IN ANY JURISDICTION.

PLEASESEE THE LEGAL DISCLAIMER AT THE END OF THIS CURRENT REPORT.

TheManagement Board of Tarczyński S.A., with its registered office inUjeździec Mały (the "Company"), withreference to current report No. 11/2025 dated 12 June 2025 andcurrent report No. 20/2025 dated 9 October 2025 concerning theexecution by the Company and Santander Bank Polska S.A. -Santander Biuro Maklerskie, with its registered office in Warsaw(the "Offer Coordinator"), on 9 October 2025 of theplacement agreement regarding the Company's series G shares (the "PlacementAgreement"), hereby announces that on 20 October 2025the Management Board adopted a resolution on the commencement ofthe public offering of series G ordinary bearer shares and thedetermination of the detailed rules of their offering andsubscription, including the commencement and the terms of theaccelerated book-building process for the series G ordinary bearershares (the "Management Board Resolution").Pursuantto the Management Board Resolution, the Management Board resolvedto commence a public offering, by way of a private subscription,of not less than 1 (one) and not more than 2,000,000 (two million)new series G ordinary bearer shares of the Company, each with anominal value of PLN 1.00 (the "Series G Shares") (the "Offer").

TheOffer is conducted on the terms set out in resolution No. 30 ofthe Company's Ordinary General Meeting dated 12 June 2025 (the "IssueResolution") and in the Management Board Resolution.

TheCompany intends to raise gross proceeds of approximately PLN 200mln (i.e. before deduction of issuance costs) from the issuance ofthe Series G Shares. The net proceeds from the issuance areintended to be allocated to:

(i)expansion of the production capacity of kabanos lines (and of thesausage production) in the areas of raw material preparation,mechanical processing, stuffing, thermal processing and packaging,in connection with increasing market demand for the Group'sflagship product. The main driver of demand growth is expected tobe export markets, supporting the strategy of increasing the shareof export sales in the revenue structure of the Tarczyński Group,and, given the margin profile of the product, strengthening theGroup's profitability; and

(ii)implementation of the Group's innovative projects related toprotein and fat extraction technologies, enabling more efficientutilisation of pork and poultry raw materials, with the aim, inthe longer term, of reducing raw material procurement costs andincreasing the precision of raw material acquisition in line withquality requirements. These investments are intended to increasethe scale of utilisation and processing of animal raw materialswithin the Group (the Tarczyński Group estimates that theimplementation of those projects may result in a ultimate decreaseof the raw material costs of the Group by approximately 5-7%).

Theplanned amount of proceeds referred to above is preliminary andindicative and may be subject to change at a later stage,depending, inter alia, on the course and outcome of the Offer, aswell as on the situation in the sector in which the TarczyńskiGroup operates and macroeconomic conditions in the capital markets.

Basedon the proceeds of the issue of Series G Shares (assuming theirmaximum amount), and using available financing sources, theTarczyński Group estimates the value of capital expenditure(CAPEX) for 2025-2026 at approximately PLN 720 mln in total, ofwhich approximately: (i) PLN 100 mln (14%) allocated for theimplementation of innovative projects related to the increase ofthe efficiency of the raw material management, (ii) PLN 200 mln(28%) for the expansion of the production capacity of sausageswith the accompanying infrastructure, and (iii) PLN 420 mln (58%)for the expansion of the production capacity of kabanos with theaccompanying infrastructure.

Pursuantto the Management Board Resolution, the book-building processfor the Series G Shares (the "Book-BuildingProcess") will commence following the publication of thiscurrent report and is expected to be completed on 22 October 2025.The Book-Building Process will be carried out exclusively amongselected investors who are: (i) qualified investors within themeaning of Article 2(e) of Regulation (EU) 2017/1129 of theEuropean Parliament and of the Council of 14 June 2017 on theprospectus to be published when securities are offered to thepublic or admitted to trading on a regulated market, and repealingDirective 2003/71/EC (the "Prospectus Regulation"),in accordance with Article 1(4)(a) thereof; or (ii) investorssubscribing for Series G Shares with a total value of at least EUR100,000 per investor, in accordance with Article 1(4)(d) of theProspectus Regulation (collectively, the "EligibleInvestors"). The Offer may also be addressed to selectedinstitutional investors outside the United States of Americapursuant to Regulation S under the U.S. Securities Act of 1933, asamended. The Offer will be conducted without the obligation toprepare, approve or publish a prospectus or other offeringdocument pursuant to the Prospectus Regulation.

Inorder to participate in the Book-Building Process, EligibleInvestors must be party to an agreement with the Offer Coordinatoron the receipt and transmission of orders to acquire or disposeof financial instruments.

Inaddition, with respect to an Eligible Investor being a retailinvestor, the Offer Coordinator may require, inter alia, thatfunds corresponding at least to the value of the Series G Sharesin respect of which such investor submits an expressionof interest be pre-deposited and blocked on a cash accountmaintained for such investor until execution of the subscriptionagreement for the Series G Shares and payment of the aggregateissue price (as set out in detail in the Subscription Rules).

Furthermore,in accordance with the Issue Resolution and subject to theconditions specified therein, Eligible Investors who areshareholders of the Company holding, as at the end of the recorddate determined by the Management Board, i.e. 8 October 2025 (the "PriorityDate"),shares entitling them to exercise at least 0.5% of the totalvoting rights at the Company'sgeneral meeting (the "EntitledShareholders")shall enjoy a pre-emptive right to subscribe for Series G Sharesbefore other Eligible Investors, in a number sufficient to enablethem, following the issuance of the Series G Shares, to maintaintheir percentage share in the total number of votes at the Companyas at the PriorityDate (the "Pre-emptiveRight").

Asdisclosed in the Company's current report No. 20/2025 dated 9October 2025, in order to facilitate the broadest possibleparticipation of new investors in the Offering, the Company'ssignificant shareholders, i.e. Elżbietaand Jacek Tarczyński, EJT Investment S. r.l., and EJT sp. z o.o.,have undertaken towards the Offer Coordinator not to exercisetheir pre-emptive rights under the Issue Resolution and not tosubscribe for any Series G Shares offered in the Offer.

SelectedEligible Investors will be invited by the Offer Coordinator toparticipate in the Book-Building Process in compliance withapplicable law, the Issue Resolution and the Management BoardResolution. Following the completion of the Book-Building Process,if a decision is made to extend offers to subscribe for Series GShares, the Management Board of the Company, based on the resultsof such process, will determine the final number of Series GShares offered and the issue price of the Series G Shares (the "IssuePrice"), and will extend offers to investors to whom Series GShares have been initially allocated to enter into subscriptionagreements. Subscription agreements for Series G Shares will beexecuted between 23 and 27 October 2025. Payment of the aggregateIssue Price for the Series G Shares subscribed for by a giveninvestor must be made within the deadline specified in thesubscription agreement, but no later than 27 October 2025, 4:00p.m. (CET). The Company will publicly announce the completion ofthe Book-Building Process, the determination of the final numberof Series G Shares offered, and the Issue Price, in accordancewith applicable law.

Ifthe Offer is successfully completed, the Company intends to applyfor admission and introduction of the Series G Shares and (if theconditions for such admission and introduction are met) rights toSeries G Shares (the"Rights to the Shares")to trading on the regulated market (main market) operated bythe Warsaw Stock Exchange (the "WSE").

Thedetailed rules concerning, inter alia, the subscription for SeriesG Shares and the technical and organisational requirements,including a detailed timetable for the Offer and the exercise ofthe Pre-emptive Right (the "Subscription Rules"),constitute Annex 1 hereto.

TheManagement Board also announces that, in connection with thecommencement of the Offer: (i) the lock-up undertaking of theCompany under the Placement Agreement has entered into force; and(ii) lock-up agreements between the Offer Coordinator and certainmaterial shareholders of the Company relating to the Company'sshares have become effective, as described in detail in theCompany's current report No. 20/2025 dated 9 October 2025.



LEGALDISCLAIMER

Thiscurrent report is for informational purposes only and itspublication is intended solely to fulfil the Company's disclosureobligations under the law and does not serve in any way, directlyor indirectly, to promote the public offering, issuance of orsubscription for the Series G Shares and does not constitute anypromotional material or advertising within the meaning ofRegulation (EU) 2017/1129 of the European Parliament and of theCouncil of 14 June 2017 on the prospectus to be published whensecurities are offered to the public or admitted to trading on aregulated market, and repealing Directive 2003/71/EC (the "Prospectus Regulation").

TheCompany has not published and does not intend to publish anymaterials promoting the public offering of Series G Shares, theirsubscription or encouraging their acquisition.

Thiscurrent report does not constitute a prospectus or any othermemorandum or information or offering document. In accordance withthe Prospectus Regulation, no prospectus or any other informationdocument (offering document) is required to be prepared, approvedor published in connection with the matters covered by thiscurrent report. This current report has not been approved by anysupervisory authority or stock exchange.

Thiscurrent report does not contain or constitute an offer to sell oracquire securities, an invitation to submit an offer to purchaseor subscribe for securities, or an incentive or recommendation topurchase securities, including an investment recommendation withinthe meaning of the Market Abuse Regulation (Regulation (EU) No596/2014) and Commission Delegated Regulation (EU) 2016/958 of 9March 2016 supplementing the Market Abuse Regulation, and under nocircumstances constitutes a basis for making a decision to acquirethe Company's securities.

TheSeries G Shares have not been and will not be registered, approvedor notified in accordance with the provisions of the ProspectusRegulation or the U.S. Securities Act of 1933, as amended (the "USSecurities Act"), and may not be offered or sold outside theRepublic of Poland (including in other European Union countriesand the United States of America), unless such offer or sale couldbe made in a given country in accordance with the law, without theCompany and its advisors having to meet any additional legalrequirements. Any investor residing or having its registeredoffice outside the Republic of Poland should familiarisethemselves with the relevant provisions of Polish law and theprovisions of other countries that may apply to them in thisrespect.

Thiscurrent report is not intended for distribution or use by anyperson or entity in any jurisdiction where such distribution oruse would be contrary to law or other regulations, or which wouldcreate an obligation of approval, notification, authorisation orother requirements under applicable law.

Thiscurrent report and the information contained herein are notintended for publication, announcement or distribution, directlyor indirectly, in whole or in part, in the United States ofAmerica, Australia, Canada, Japan, South Africa or other countrieswhere publication, announcement or distribution would be unlawful.This current report is for informational purposes only and doesnot constitute an offer to subscribe for or an invitation to makean offer to purchase shares in the Company in the United States ofAmerica, Australia, Canada, Japan or the Republic of South Africaor other countries or jurisdictions.

Thiscurrent report does not constitute an invitation to guarantee,subscribe for or otherwise acquire or dispose of any securities inany jurisdiction. Each investor or potential investor shouldconduct its own investigation, analysis and evaluation of thebusiness and data described in this current report and publiclyavailable information.

Annex:

1.Subscription Rules.