NOT FOR RELEASE, PUBLICATION,OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OFAMERICA, AUSTRALIA, CANADA, OR JAPAN OR IN ANY OTHER JURISDICTION WHERETO DO SO WOULD BE RESTRICTED OR PROHIBITED BY LAW.

The Management Board ofXTB S.A. (the "Company") announces that on 3 September2024, it was notified by the Company's shareholder -XXZW Investment GroupS.A.(the "Shareholder")(the "Notification"), that on 3 September 2024, theaccelerated book-building process directed at certain selected investorsmeeting specified criteria (the "ABB"), the purpose ofwhich was the sale by the Shareholder of dematerialised ordinary bearershares in the Company (the "Sale Shares"), has beencompleted.

Pursuant to theNotification, as a result of the ABB:

1._#160;_#160;1.the saleprice of one Sale Share was set at PLN 62.50; and

2._#160;_#160;2._#160;thefinal number of the Sale Shares was set at 8,400,000, which constitutes7.14% of the shares in the share capital of the Company and 7.14% of thetotal number of votes in the Company.

Following thesettlement of the sale transactions within the ABB, the Shareholder willhold 51,472,869 shares in the Company, representing 43.78% of the sharesin the Company's share capital and 43.78% of the total number of votesin the Company.

Inconnection with the ABB, the Shareholder has undertaken, subject tostandard practice exceptions, to comply with a lock-up undertaking inrespect of the shares remaining in the Company for a period of 180 daysfrom the date of the settlement of the sale transactions of the SaleShares within the ABB.

Inconnection with the ABB, Santander Bank Polska S.A. - Santander BiuroMaklerskie together with BANCO SANTANDER, S.A., andUBSAG London Branchactedas the Global Coordinators and the Joint Bookrunners.Thismaterial does not constitute an dvertisement within the meaning ofArticle 22 of Regulation (EU) 2017/1129 of the European Parliament andof the Council 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.

Neither thismaterial nor any part hereof is intended for distribution, whetherdirectly or indirectly, within the territory of or in the United Statesof America or other jurisdictions where such distribution, publication,or use may be subject to restrictions or may be prohibited by law. Thesecurities referred to in this material have not been and will not beregistered under the U.S. Securities Act of 1933, as amended (the "U.S.Securities Act"), and may only be offered or sold within the UnitedStates under an exemption from, or in a transaction not subject to, theregistration requirements of the U.S. Securities Act.

This material (andthe information therein) does not contain or constitute or form part ofany offer or invitation, or any solicitation or recommendation of anoffer, for securities, and under no circumstances shall it form thebasis of a decision on whether or not to invest in the securities of theCompany.

Disclaimer:

This English language translation has been preparedsolely for the convenience of English speaking readers. Despite all theefforts devoted to this translation, certain discrepancies, omissions orapproximations may exist. In case of any differences between the Polishand the English versions, the Polish version shall prevail. XTB, itsrepresentatives and employees decline all responsibility in this regard.