MLP : Annual Report 2025 of the MLP SE

About this update from Mlp Se

Annual Report 2025 of MLP SE Table of contents Report by the Supervisory Board 3 German Corporate Governance Code 9 Combined management report 10 Financial statements 11 Profit & loss account for the financial year 2025 12 Balance sheet as of December 31, 2025 13 Notes to the financial statements 15 General information 15 Notes to the profit & loss account 19 Notes to the balance sheet 23 Miscellaneous information 33 Responsibility statement 47 Independent Auditor's Report 48 Financial calendar 2026 58 Imprint and Contact 59 ‌Report by the Supervisory Board In the financial year 2025, the Supervisory Board reviewed the development of the company in depth and comprehensively performed its supervisory duties imposed on it by law and the articles of association. It regularly advised and monitored the Executive Board in the conduct of the company's business. During the last financial year, the Supervisory Board paid particular attention to the economic development, financial situation, prospects and further strategy of the company, and advised the Executive Board on these topics. Its work in the financial year 2025 focused in particular on supporting the Executive Board in the strategic development of the company and of the MLP Group, implementing further measures to increase efficiency and both assessing and monitoring the opportunity and risk position of the company and of the Group. The Supervisory and Executive Boards met regularly in the reporting year for discussions and joint consultations regarding business development, strategy and key events within the company. The Supervisory Board was directly involved in all decisions of fundamental importance to the company. The Executive Board regularly provided the Supervisory Board with written and oral reports in a timely and comprehensive manner on all relevant issues related to corporate planning, strategic development, the business situation, as well as the position and overall development of the Group, including the risk situation, risk-bearing capacity, risk management, regulatory requirements and compliance. The Supervisory Board was able to confirm the correctness of the corporate governance by the Executive Board. In 2025, the Executive Board also reported to and advised the Supervisory Board on the content and anticipated effects of legislative or regulatory proposals at national German or EU level. The Supervisory Board had ample opportunity to review and discuss the information, reports and draft resolutions submitted by the Executive Board. The Chairwoman of the Supervisory Board and the Chairman of the Risk and Audit Committee maintained regular contact with the Executive Board between meetings. Regular face-to-face and virtual meetings and telephone calls were held with the Chief Executive Officer and the Chief Financial Officer. At these meetings, the agenda for the respective meetings of the Supervisory Board and the Committees was agreed and preparations made for the meetings. Alongside this, overarching topics were also discussed. Upcoming decisions were discussed and prepared between the Chairman of the Executive Board and the Chairwoman of the Supervisory Board. The work between the Executive Board and the Supervisory Board was characterised by trusting and responsible actions for the successful further development of the MLP Group. No personnel changes to the Supervisory Board were made in the past financial year, although changes were made to the Executive Board. Manfred Bauer, a longstanding member of the Executive Board of MLP SE, did not seek to extend his contract due to his age and instead stepped down from the Executive Board as of April 30, 2025. With effect from May 1, 2025, Mr. Jan Berg was newly appointed to the Executive Board for the newly defined Products division. In December 2025, the Executive Board was expanded to include Angelika Zinkgräf for the newly created HR division. As of the financial year 2025, MLP therefore meets the target, confirmed by the Supervisory Board in November 2020, for the proportion of women on the Executive Board of MLP SE to be at least 25%. The Supervisory Board of MLP SE held five regular meetings and one extraordinary meeting in the financial year 2025. The aforementioned meetings were all held in person; however, video participation was generally also possible. All members of the Supervisory Board attended all meetings in person or, in exceptional cases, individual members participated via video livestream. The Executive Board generally also informed the Supervisory Board of particularly important or urgent projects outside of the regular meetings. Insofar as necessary, resolutions of the Supervisory Board also took the form of circular resolutions. As and when required by the Supervisory Board, discussions were also held at the beginning or end of Supervisory Board or Committee meetings without the participation of the Executive Board. The evaluation of the Executive Board and the self-evaluation of the Supervisory Board were also performed during one such meeting. In addition to this, two meetings of the Risk and Audit Committee were also held in this year. All committee members took part in each of these meetings. The Nomination Committee convened twice in the past financial year. All committee members took part in each of these meetings. During the last financial year, a single meeting of the Compensation Oversight Committee was convened, with full attendance by all its members. The following table offers an overview of the members of the Supervisory Board taking part in the meetings of the Supervisory Board and its Committees in 2025, which was consistently 100% last year: Participation in % Supervisory Board meeting MLP SE Sarah Rössler (Chairwoman of the Supervisory Board) 6/6 100 Dr Andreas Freiling (Vice Chairman) 6/6 100 Ursula Blümer 6/6 100 Bernd Groß 6/6 100 Matthias Lautenschläger 6/6 100 Monika Stumpf 6/6 100 Nomination Committee MLP SE Sarah Rössler (Chairwoman) 2/2 100 Bernd Groß 2/2 100 Matthias Lautenschläger 2/2 100 Monika Stumpf 2/2 100 Risk and Audit Committee MLP SE Dr Andreas Freiling (Chairman) 2/2 100 Ursula Blümer 2/2 100 Matthias Lautenschläger 2/2 100 Sarah Rössler 2/2 100 Compensation Oversight Committee MLP SE Sarah Rössler (Chairwoman) 1/1 100 Dr Andreas Freiling 1/1 100 Matthias Lautenschläger 1/1 100 Monika Stumpf 1/1 100 In addition, the Chairwoman of the Supervisory Board and the Chief Executive Officer met regularly in the 2025 financial year, in particular to discuss the course of business, special business transactions, regulatory changes and the overall situation of the Group, yet also the impact of economic policy trends. The Chairwoman of the Supervisory Board regularly informed the other members about the content of these discussions. Supervisory Board meetings and important resolutions The subject of the Supervisory Board meeting held on March 26, 2025 was the audit and adoption of the annual financial statements - prepared by the meeting of the Risk and Audit Committee - as well as the audit and approval of the consolidated financial statements as of December 31, 2024. Following a detailed discussion, the Supervisory Board adopted the annual financial statements and approved the consolidated financial statements as of December 31, 2024. It also approved the separate non-financial report. In addition to this, the Supervisory Board also reviewed the appropriateness of the Executive Board compensation - as required in accordance with the German Corporate Governance Code (GCGC) - as well as the variable compensation components of the Executive Board for the financial year 2024 and approved these. The proposed resolutions for the company's Annual General Meeting, which was held as a virtual event, represented another item on the agenda. In this meeting, the Supervisory Board also passed a resolution that it should propose to the Annual General Meeting, supported by a corresponding recommendation of the Risk and Audit Committee, that KPMG AG Wirtschaftsprüfungsgesellschaft be appointed as the new auditor and Group auditor of MLP SE for the financial year 2025. The recommendation of the Supervisory Board's Risk and Audit Committee was preceded by a selection procedure conducted in accordance with Article 16 of Regulation (EU) No. 537/2014 (EU Audit Regulation). The Supervisory Board's Risk and Audit Committee subsequently made a proposal to the Supervisory Board that KPMG AG Wirtschaftsprüfungsgesellschaft or BDO AG Wirtschaftsprüfungsgesellschaft should be appointed as auditor, stating its reasons, and expressing a justified preference for KPMG AG Wirtschaftsprüfungsgesellschaft. The Annual General Meeting held in June 2025 followed the recommendation and elected KPMG AG Wirtschaftsprüfungsgesellschaft as auditor and Group auditor of MLP SE for the financial year 2025. The regular Supervisory Board meeting on May 14, 2025 focused primarily on discussing the results and business development from the first quarter of 2025. Preparations for entering into practice management and consulting services in the market for medical professionals by a newly founded Group company, MLP praxero GmbH, was the subject of an extraordinary Supervisory Board meeting held in July 2025. In future, this digital platform will be used to relieve the burden on medical professionals by offering a reliable service, targeted use of digital tools and intelligent bundling of existing services from the MLP Group. The Supervisory Board undertook an in-depth review of the strategy, the investment volume and the planning for this purpose. The Supervisory Board approved the Executive Board's entry proposal, subject to the condition that a proposal be made to the upcoming Annual General Meeting to expand the corporate purpose of MLP SE to include practice management and consulting. The results of the second quarter, the business development in the first half of the year, as well as the reporting of the Internal Audit and Risk Controlling departments were all on the agenda of the regular Supervisory Board meeting held on August 13, 2025. Another focus was the discussion of long-term succession planning for the Executive Board of MLP SE. The November meeting held on November 12, 2025 focused on the operating results for the third quarter and the first nine months of the 2025 financial year. Alongside this, compliance with the provisions of the German Corporate Governance Code (GCGC) in the MLP Group, the resolution on the Declaration of Compliance pursuant to § 161 of the German Stock Corporation Act (AktG) was a key topic on the meeting's agenda. Extensive reporting was provided on the corporate governance process, and the current Declaration of Compliance was approved. The Supervisory Board also addressed the evaluation of the Executive Board and the self-evaluation of the Supervisory Board, which had been prepared by the Nomination Committee. In addition, the intention to focus business activities in the Group company DI Deutschland.Immobilien AG, as announced by the Executive Board in an ad hoc announcement on November 7, 2025, was presented. The Supervisory Board also approved the Executive Board resolution regarding a share buyback programme within the scope of a circular resolution from November 20, 2025. In the meeting held on December 17, 2025, the Supervisory Board addressed in detail and approved the strategy and budget of both the Group and the company for the financial year 2025. Supervisory Board committees The Supervisory Board was regularly informed of the work carried out by its committees in 2025. The members of the Nomination Committee in the 2025 financial year were Ms Sarah Rössler, who was also Chairwoman of the Nomination Committee, Mr Bernd Groß, Mr Matthias Lautenschläger and Ms Monika Stumpf. The Nomination Committee convened on two occasions during the reporting period and addressed the topic of long-term succession planning. The Supervisory Board Committee also addressed preparations for the evaluation of the Executive Board and the self-evaluation of the Supervisory Board. The members of the Risk and Audit Committee in the 2025 financial year were Dr Andreas Freiling (Chairman of the Committee), Ms Ursula Blümer, Mr Matthias Lautenschläger and Ms Sarah Rössler. The Risk and Audit Committee held two regular meetings in the financial year 2025. Representatives of the audit firm also took part in some of the meetings, providing the committee with detailed reports. The committee supported the Supervisory Board in overseeing the financial reporting process and reviewed in detail the annual financial statements, the consolidated financial statements and the separate nonfinancial report. In the presence of the auditors, the Chief Executive Officer and the Chief Financial Officer, the Risk and Audit Committee discussed the financial statements of MLP SE and the MLP Group, as well as the proposed appropriation of earnings. Furthermore, the relationship to the auditor, proposals for selecting the auditor, audit fees, audit engagement and monitoring of the auditor's independence were the subject of extensive discussions. The Risk and Audit Committee received regular reports on the work of the Internal Audit and of the Compliance and Risk Management department and was informed on legal and regulatory risks and risks to reputation. Among other things, the meeting held in August focused on risk reporting, the report on reviewed capital planning, and on discussing the guidelines for the subsequent year's risk strategy. The members of the Compensation Oversight Committee in the 2025 financial year were Ms Sarah Rössler (Chairwoman of the Compensation Oversight Committee), Dr Andreas Freiling, Mr Matthias Lautenschläger and Ms Monika Stumpf. The Compensation Oversight Committee held one meeting in the 2025 financial year. Among other things, this was to discuss the appropriateness of Executive Board compensation. Corporate governance During the financial year the Supervisory Board also addressed the application of the corporate governance principles. In the past year, the Supervisory Board dedicated its meeting on November 12, 2025 to in-depth discussions on the requirements of the revised German Corporate Governance Code (GCGC) in its version from April 28, 2022. The meeting held on November 12, 2025 was used to discuss the recommendations and proposals of the GCGC and the Declaration of Compliance. The Supervisory Board consulted with the Executive Board regarding the requirements of the GCGC and the deviations that are to be disclosed as per the Declaration of Compliance pursuant to § 161 of the German Stock Corporation Act (AktG). The objective here was to determine which requirements the Executive Board and Supervisory Board have satisfied or will satisfy in future to secure compliance with the recommendations and proposals in the form presented in the Declaration of Compliance. In November, the Supervisory Board and Executive Board issued a Declaration of Compliance pursuant to § 161 of the German Stock Corporation Act (AktG) and made it permanently available to shareholders via the company's website. In the past financial year, the Chair of the Supervisory Board also reported on Supervisory Board-specific topics as part of a publicly accessible Virtual Governance Roadshow. You can find details on this in the corporate governance statement in the Annual Report 2025 of MLP SE and on the company's website. In 2025, the Board also reviewed the efficiency of its own activities using the evaluation form provided to the members of the Supervisory Board in good time before the meeting. Among other things, the Supervisory Board also reviewed the requirements placed on the members of the Supervisory Board, the procedures in the Supervisory Board, the information flow between the Committees and the Supervisory Board, as well as the timeliness of the reporting by the Executive Board to the Supervisory Board and the adequacy of its content. Measures aimed at increasing efficiency were discussed and established. The Supervisory Board also regularly addresses potential conflicts of interest among the members of the Supervisory Board. To this end, the members of the Supervisory Board are surveyed at least once a year to determine whether any such conflicts existed or still exist. Based on our understanding, and in accordance with the legislator, a conflict of interest exists if there is reason to suspect that any member of the Supervisory Board is taking decisions not solely in the interests of the company, but also potentially seeking to pursue personal or third-party interests. Following the review by the Supervisory Board there were no conflicts of interest in this sense in the last financial year. A summary of further corporate governance aspects at MLP, including presentation of the Declaration of Compliance from November 12, 2025, can be found in the corporate governance statement issued by the Executive Board and Supervisory Board. All relevant information is also available on our homepage at https://www.mlp-se.com . As required by the German Corporate Governance Code, the members of the Supervisory Board undertook the training and further education measures required for their duties on their own responsibility in order to maintain the necessary expertise. In this endeavour, they are adequately supported by the company. To this end, the members of the Supervisory Board once again attended various external training events in 2025 to refresh and maintain their individual expertise. The costs associated with this were borne within the limits of the provisions of the articles of association. In coordination with the Supervisory Board, the company also held a workshop on May 13, 2025 for the full Supervisory Board on megatrends in financial consulting and then a training session on November 12, 2025, focusing in particular on legal developments relating to artificial intelligence. Audit of the annual financial statements and consolidated financial statements for 2025 The financial statements and the combined management report of MLP SE as of December 31, 2025 have been compiled by the Executive Board pursuant to the German Commercial Code (HGB). The consolidated financial statements and the combined management report as of December 31, 2025 have been compiled pursuant to § 315a of the German Commercial Code (HGB) in line with international financial reporting standards (IFRS), as they are applied in the EU. As of December 31, 2025, KPMG AG Wirtschaftsprüfungsgesellschaft, Berlin audited the financial statements and the combined management report of MLP SE in accordance with the principles of commercial law, as well as the consolidated financial statements and the combined management report in accordance with the principles of IFRS, issuing an unqualified audit opinion in each case. The auditor performed the audit in compliance with the basic principles of sound auditing practices determined by the Institut der Wirtschaftsprüfer (German Institute of Auditors). Meetings between the Chairman of the Risk and Audit Committee and the Chairwoman of the Supervisory Board and the auditor's representatives took place during the audit of the financial statements, during which the auditor's findings were reported. These votes and their findings were then also reported to the Risk and Audit Committee and the full Supervisory Board. The financial statements, together with the combined management report, the auditor's reports and the Executive Board's proposal for use of the unappropriated profit were made available to all Supervisory Board members in good time. The Risk and Audit Committee of the Supervisory Board reviewed these documents in detail, reported to the Supervisory Board on its audit and explained its audit opinion. The auditor also reported on the key results of the audit and on the fact that there are no significant weaknesses in the internal monitoring system, the risk management system nor with regard to compliance. The Risk and Audit Committee also reviewed the risk management system, the accounting processes and the effectiveness of the internal monitoring systems, risk management and auditing systems, as well as the relationship to the auditor, the proposals for selection of the auditor, auditor's fees, the audit engagement and monitoring of the auditor's independence, as well as the additional services performed by the auditor. The Supervisory Board also checked and discussed the documentation and reports in detail. Within this scope, the Supervisory Board also addressed the key audit matters described in the audit opinion, including the audit procedures undertaken by the auditor on the basis of the auditor's report. The auditor's reports were comprehensively scrutinised by the Supervisory Board during the Supervisory Board meeting held on March 25, 2026. The Chairman of the Risk and Audit Committee provided information on the auditor's reporting from the meeting of the Risk and Audit Committee, concentrating in particular on the scope, the key focuses, as well as the major findings of the audit and going into particular detail regarding the key audit matters and the audit procedures employed. These key audit matters, both determined and audited by the auditor, encompassed the "recoverability of shares in affiliated companies", while with regard to the consolidated financial statements of MLP SE they encompassed the "impairment testing of goodwill" and the "recognition of commission income on an accrual basis". At this meeting, the Executive Board also explained the financial statements of MLP SE and of the MLP Group, the risk management system, the accounting processes and the effectiveness of the internal monitoring, risk management system, audit system and of the compliance, as well as giving detailed reports on the scope, focuses and costs of the audit. The Supervisory Board concurred with the outcome of the auditor's audit and, on the basis of the final outcome of the Risk and Audit Committee's audit and its own audit, found no grounds for raising an objection. Accordingly, at its meeting on March 25, 2026, the Supervisory Board approved the annual financial statements and the combined management report MLP SE, as well as the consolidated financial statements and the combined management report in accordance with IFRS prepared by the Executive Board. The annual financial statements are therefore adopted. Alongside this, the Executive Board is also required to submit a report on a non-financial declaration or a non-financial Group declaration as per § 289b, § 315b of the German Commercial Code (HGB). The Supervisory Board reviewed the non-financial report - prepared by a meeting of the Risk and Audit Committee - and did not submit any objections. As of the 2025 financial year, large companies are obligated to prepare and publish a so-called income tax information report in accordance with § 342c of the German Commercial Code (HGB) and a declaration in accordance with § 342d (2) no. 1 of the German Commercial Code (HGB). The Supervisory Board is required to review these documents in accordance with § 171 of the German Stock Corporation Act (AktG). The Supervisory Board - having been prepared by a meeting of the Risk and Audit Committee -therefore also examined the income tax information report and the declaration in accordance with § 342d (2) No. 1 of the German Commercial Code (HGB) but did not submit any findings in this regard. After performing its own reviews, the Supervisory Board agreed with the Executive Board's proposal to pay a dividend of €0.36 per share for the financial year 2025. The equity and liquidity situation, future regulatory requirements and financial planning, as well as the shareholders' interest in an appropriate dividend were included and weighed up against one another in its considerations. The Supervisory Board would like to thank the Executive Board, the Management of the respective Group companies, as well as all employees and consultants of the MLP Group for their exemplary personal commitment and achievements in the financial year 2025. Wiesloch, March 2026 The Supervisory Board Sarah Rössler Chairwoman of the Supervisory Board ‌German Corporate Governance Code In November 2025, the Executive and Supervisory Boards issued the Declaration of Compliance pursuant to § 161 of the German Stock Corporation Act (AktG) and made it permanently available to shareholders via the Company's website. You can also view the wording of the Declaration of Compliance in the version of November 12, 2025 at https://mlp-se.com/investors/corporate-governance/declaration-of-compliance/ . ‌Combined management report The report of MLP SE on the situation of the company and the Group are published as a combined management report in the Annual Report 2025 of the MLP Group. The annual financial statements and combined management report of MLP SE on the situation of the company and the Group for the financial year 2025 are submitted electronically to the responsible company register authority for publication in the company register. The Annual Report 2025 of MLP SE, as well as the Annual Report 2025 of the MLP Group are also available on the Internet at https://mlp-se.com/investors/financial-publications/reports/ . ‌Financial statements ‌PROFIT & LOSS ACCOUNT FOR THE FINANCIAL YEAR 2025 Income statement for the period from January 1 to December 31 All figures in €'000 Notes 2025 2024 1. Sales revenue (1) 15,480 12,448 2. Other operating income (2) 6,694 7,483 3. Personnel expenses (3) -18,228 -13,748 a) Salaries and wages -15,296 -11,826 b) Social security contributions and expenses for old-age provisions and benefits -2,932 -1,922 of which for pensions -€1,063 thsd (previous year: -€821 thsd) 4. Amortisation/depreciation of intangible Assets and tangible fixed assets (4) -3,501 -3,190 5. Other operating expenses (5) -19,274 -20,924 Earnings before interest and taxes -18,829 -17,930 6. Income from profit and loss transfer agreements 61,802 53,314 7. Income from other investments and loans held as financial assets 248 394 8. Other interest and similar income 1,390 3,650 of which from affiliated companies: €1,379 thsd (previous year: €3,416 thsd) 9. Interest and similar expenses -1,270 -1,052 of which to affiliated companies: -€522 thsd (previous year: -€104 thsd) 10. Interest rate anomalies - -1 Net financial result (6) 62,170 56,305 11. Income tax expenses (7) -13,762 -16,812 12. Profit after tax 29,579 21,562 13. Other taxes -29 -136 14. Net profit 29,550 21,426 15. Profit brought forward from the previous year a) Unappropriated profit in the previous year 39,362 45,115 b) Dividend payout -39,330 -32,789 16. Appropriation to other retained earnings - -12,300 17. Withdrawal from other retained earnings 9,780 17,910 18. Unappropriated profit (17) 39,362 39,362 ‌BALANCE SHEET AS OF DECEMBER 31, 2025 Assets as of December 31, 2025 All figures in €'000 Notes Dec. 31, 2025 Dec. 31, 2024 A. FIXED ASSETS 327,935 312,307 I. Intangible assets (8) 214 57 1. Purchased concessions, industrial property rights and similar rights and assets, incl. licences on such rights and assets 118 57 2. Advance payments 96 - II. Tangible fixed assets (8) 67,902 52,431 1. Land, leasehold rights and buildings including buildings on third-party land 25,244 27,658 2. Other fixtures, fittings and office equipment 12,011 10,377 3. Payments on account and assets under construction 30,647 14,396 III. Financial assets (9) 259,819 259,819 1. Shares in affiliated companies 249,819 249,819 2. Other loans 10,000 10,000 B. CURRENT ASSETS 97,436 123,461 I. Receivables and other assets 96,089 121,886 1. Trade accounts receivable 17 36 2. Receivables from affiliated companies (10) 89,698 120,086 3. Other assets (11) 6,374 1,765 II. Cash on hand and on deposit with the Deutsche Bundesbank, bank deposits and (12) cheques 1,346 1,575 C. PREPAID EXPENSES 302 245 Assets 425,672 436,013 Liabilities and shareholders' equity as of December 31, 2025 A. SHAREHOLDERS' EQUITY 382,962 392,742 I. Share capital (13) 109,335 109,335 1. Ordinary shares II. Capital reserves (15) 109,335 139,068 109,335 139,068 III. Retained earnings (16) 95,197 104,977 1. Statutory reserve 3,097 3,097 2. Other retained earnings 92,100 101,880 IV. Unappropriated profit (17) 39,362 39,362 26,075 14,944 2,232 8,900 17,195 11,988 3,430 1 1,776 - 436,013 B. PROVISIONS (18) 25,664 1. Provisions for pensions and similar obligations 14,683 2. Tax provisions 1,928 3. Other provisions C. LIABILITIES (19) 9,053 17,039 1. Liabilities due to banks 10,426 2. Trade accounts payable 3,118 3. Liabilities due to affiliated companies 413 4. Other liabilities 3,082 of which for taxes €1,461 thsd (previous year: €182 thsd) D. DEFERRED INCOME 7 Liabilities and shareholders' equity 425,672 ‌NOTES TO THE FINANCIAL STATEMENTS ‌General information General information on the company As the parent company of the MLP Group, MLP SE has its registered office at Alte Heerstraße 40, 69168 Wiesloch, Germany. It is entered in the commercial register of Mannheim Local Court under the number HRB 728672. The purpose of the business is to manage a group of companies, which are active in the areas of development, administration, consulting and brokerage of services in the fields of banking and financial services of all kinds, insurance policies, capital and asset investments, real estate, private equity and other stakes in companies, as well as similar services of all kinds. The financial year is the calendar year. All figures in the financial statements are stated in thousands of euros (€'000s). Accounting policies, estimates and assumptions Preparing the annual financial statements partly requires making estimates and assumptions which may affect the carrying amounts of the assets, provisions, liabilities, accrued and deferred items as well as financial liabilities as of the balance sheet date as well as income and expenses for the year under review. These financial statements have been prepared in accordance with § 242 et seq. and § 264 et seq. of the German Commercial Code (HGB), as well as the specific regulations of the German Stock Corporation Act that are also to be applied to companies with the legal structure of a Societas Europaea (SE). The company is a large stock corporation within the meaning of § 267 (3) Sentence 2 of the German Commercial Code (HGB). In addition, MLP SE is the ultimate parent company of the MLP Group and prepares its consolidated financial statements in accordance with IFRS as adopted by the EU. The financial statements of MLP SE have been prepared in accordance with the regulations of the German Commercial Code (HGB). The annual financial statements were prepared on a going concern basis. The balance sheet is prepared in accordance with the system of classification set forth in § 266 of the German Commercial Code (HGB). The profit & loss account is prepared in accordance with the nature of expense method outlined under § 275 (2) of the German Commercial Code (HGB) in connection with § 158 (1) of the German Stock Corporation Act (AktG), supplemented by § 277 (3) Sentence 2 of the German Commercial Code (HGB) for income and expenses resulting from profit and loss transfer agreements. For a clearer presentation of the results of operations, the income statement has been extended to include the subtotals of "Earnings before interest and taxes" and "Financial result". Pursuant to § 265 (5) of the German Commercial Code (HGB), the financial result has been extended to include item "10. Interest rate anomalies" under which negative interest income and positive interest expenses are disclosed. Pursuant to § 256a of the German Commercial Code (HGB), assets and liabilities held in foreign currency are converted at the average spot exchange rate on the balance sheet date. The conversion at the time of receipt is also carried out at the respective average spot exchange rate. There is a corporation and trade-tax affiliation in place between MLP SE (controlling entity) and MLP Banking AG, Wiesloch, FERI AG (formerly: FERI Management AG), Bad Homburg v. d. Höhe and DOMCURA Aktiengesellschaft, Kiel. Tax expenses, insofar as they fall upon the consolidated tax group in the time period, are therefore only determined and disclosed at the level of the controlling entity. Taxes that fall in time periods prior to the existence of the consolidated tax group are disclosed at the level of the respective company. No tax allocations are made. In addition, a VAT group is in place between MLP SE (controlling entity) and MLP Finanzberatung SE, Wiesloch, MLP Banking AG, FERI AG, DOMCURA AG, and RVM GmbH, Wiesloch. The values entered in the tables are generally given in thousands of euros (€'000). Any deviation from this style is noted directly in the relevant tables. Both single and cumulative figures are values with the smallest rounding difference. As a result, differences to reported total amounts may arise when adding up the individual values. The term "employees" refers to the employees of MLP SE. Disclosure of the accounting policies for individual balance sheet items In preparing the financial statements, the following accounting policies were essentially applied: Intangible fixed assets and fixed assets are stated at historical costs less amortisation charges or at their lower fair value if their value is likely to be permanently impaired. In addition to incidental acquisition costs, acquisition costs include the portion of value added tax incurred on acquisition costs invoiced but not eligible for input tax deduction. In line with their anticipated or average useful lives, assets are written down on a straight-line basis in accordance with § 253 (3) Sentence 1 and 2 of the German Commercial Code (HGB). Write-downs of additions to fixed assets are performed on a pro rata temporis basis. Low-value assets up to an individual net value of €250 are expensed in the year of purchase. Fixed assets with a value between €250 and €800 are written off to the full amount and recorded as a disposal in the year they were acquired. Payments on account and assets under construction , as well as intangible assets are recognised at cost. Borrowing costs are included in the measurement of tangible fixed assets and equipment under construction in line with the accounting option provided by § 255 (3) of the German Commercial Code (HGB). Depreciation of assets under construction commences upon completion or when they are ready for operational use, following their reclassification to intangible assets or tangible fixed assets. Shares in affiliated companies are measured at their cost of acquisition or, in the case of an anticipated permanent impairment, the lower fair value. Other loans are treated in accordance with the diluted principle of lower of cost or market pursuant to § 253 (3) Sentence 6 of the German Commercial Code (HGB). If the reasons for the impairment no longer exist in subsequent years, the impairment loss is reversed up to the maximum of the amortised cost. Receivables and other assets are stated at face value or at the present value. Risk-carrying items are impaired where required. The cash on hand and bank deposits are stated at face value. Income and expenses paid or received prior to the closing date, but which are attributable to income and expenses for a specific period after that data are recorded under accrued and deferred items . In accordance with § 246 (2) Sentence 2 of the German Commercial Code (HGB), the excess of plan assets over pension liabilities results from the netting of liabilities due to pension obligations with assets that serve exclusively to fulfil pension obligations and that are exempt from attachment by all other creditors. Assets of this nature represent plan assets in the sense of § 246 (2) Sentence 2 of the German Commercial Code (HGB). The assets represent reinsurance receivables for pension obligations. Pursuant to § 253 (1) Sentence 4 of the German Commercial Code (HGB), plan assets are measured at fair value. The fair value of a reinsurance receivable is made up of the actuarial reserves of the insurance contract plus any surplus arising from premium refunds (so-called irrevocably allocated bonuses). The income from the change in fund assets reported by the insurance company is recognised in profit or loss. Premium payments to the reinsurance policy as well as benefit payments from the reinsurance policy are treated as profit-neutral transactions (reclassification within assets). Provisions for pensions and similar obligations pursuant to § 253 (1) Sentence 2 of the German Commercial Code (HGB) are calculated on the basis of the settlement value dictated by prudent business judgement. Exercising the option pursuant to § 67 (1) Sentence 1 of the Introductory Law to the German Commercial Code (EGHGB), the allocation amount resulting from this change in provision accounting principles is distributed evenly over the maximum period of 15 years. The allocated amount is disclosed under other operating expenses. The necessary settlement amount with regard to pension obligations is determined using biometric assumptions based on the Heubeck mortality charts 2018 G. Anticipated future rises in pension payments are taken into account for the measurement of the provision. Due to the structure of the benefit obligations, pay rises have not been taken into account for the measurement. For former employees with vested pension rights or, upon commencement of pension payments, the present value of future pension benefits is applied. With active members of the pension scheme, the actuarial entry age normal method is used. This is a projected unit credit method. The going-concern value results from the difference between the present value of future pension benefits at the end of the financial year and the present value of the constant annual premiums for the respective pension recipients prior to termination of the employment relationship. Applying § 253 (2) Sentence 2 of the German Commercial Code (HGB), the average market interest rate over the last seven financial years, as published by the German Central Bank (Deutsche Bundesbank), assumed general residual maturity of 15 years is used as the assumed interest rate. Pursuant to § 253 (6) Sentence 2 of the German Commercial Code (HGB), the difference between the provision recognised in accordance with the average market interest rate over the last ten financial years and the provision recognised in accordance with the average market interest rate over the last seven financial years is subject to a distribution restriction. Profits may only be distributed if the freely available provisions remaining after the profit distribution plus any profit brought forward and less any loss brought forward at least equal the difference determined in the sense of § 253 (6) Sentence 1 of the German Commercial Code (HGB). Reinsurance policies have been concluded to cover a portion of the defined benefit plans. These reinsurance policies represent plan assets in the sense of § 246 (2) Sentence 2 of the German Commercial Code (HGB) and are netted against the corresponding pension provisions. Insofar as the respective plan assets exceed the pension provision in question, the surplus of assets is disclosed under the balance sheet item "Excess of plan assets over pension liabilities". Expenses and income from the interest expenses/discounting of pension obligations to be disclosed in the financial result and from the plan assets to be offset pursuant to § 246 (2) Sentence 2 of the German Commercial Code (HGB) are recorded in the income statement accordingly. Effects on income resulting from the change in the discount rate are recognised in the operating result. Measurement of the provisions for jubilee benefits is performed in line with the internationally preferred projected unit credit method using biometric calculation bases as per the 2018 G Heubeck mortality charts. Measurement by an actuary, which takes into account an individual company employee turnover rate that is itself based on the length of service of the respective employees and an assumed interest rate of 2.22%, (previous year: 1.96%). MLP SE allows its employees to take compensation components that have not been paid out (for example overtime worked but not paid or holiday days not taken) and assign these to lifetime working accounts, which can then be used to shorten the total duration of their working life, to take a sabbatical or similar. When certain conditions are met, MLP SE also grants a subsidy on the amounts paid in, although in some cases only when the credit balance is actually redeemed. With the exception of forfeitable subsidies, the money is invested with Allianz Versicherung using a trustee model with insolvency protection. Changes in the present value of the liabilities are recognised in profit or loss in the financial year. The provision stated in the balance sheet corresponds to the balance of the present value of the liabilities and the insolvency-protected portion of pension scheme assets. Tax provisions and other provisions take into account all uncertain liabilities and impending losses from pending transactions. They are measured at the amount which, based on prudent business judgement, is required to settle the obligation, taking into account future price and cost increases. Other provisions with more than one year to maturity are discounted on the basis of their remaining term using the average market interest rate over the last seven financial years, as published by the German Central Bank (Deutsche Bundesbank). Effects on income resulting from the change in the discount rate or estimation of the remaining term are recognised in the financial result. Deferred taxes are determined using the balance sheet liability method (temporary concept). This requires examination of the differences in book values between the commercial carrying amounts of assets, liabilities and accrued and deferred items and tax carrying amounts. The combined taxation rate of 30.20% (previous year: 30.21%) was applied for the measurement of deferred taxes. Deferred tax liabilities due to land, leasehold rights and buildings are overcompensated by deferred tax assets due to different carrying amounts of receivables and other assets, pension provisions and other provisions. Exercising the option as provided by § 274 (1) Sentence 2 of the German Commercial Code (HGB), the surplus in deferred tax assets arising after netting is not recognised in the balance sheet. Liabilities are recognised at their settlement value. ‌Notes to the profit & loss account Sales revenue Revenue was €15,480 thsd in the financial year (previous year: €12,448 thsd). Revenue includes income from intra-Group services of €10,135 thsd (previous year: €6,612 thsd), which increased significantly in the financial year due to restructuring measures initiated in previous years and continued in the reporting year as part of the consolidation of central Group functions, as well as the associated transfer of employees from MLP Finanzberatung SE to MLP SE. In addition, revenue includes rental income of €5,345 thsd (previous year: €5,836 thsd) from the letting of the administration building in Wiesloch to MLP Finanzberatung SE, MLP Banking AG, DI Deutschland.Immobilien AG, Hanover, and MLP Hyp GmbH, Wiesloch, as well as from the letting of another administration building to the subsidiary DOMCURA Aktiengesellschaft. Revenue is generated exclusively domestically. Other operating income All figures in €'000 2025 2024 Incidental costs 3,606 3,682 Income from Group allocations 1,215 1,586 Income from the reversal of provisions 569 1,232 Other 1,304 983 6,694 7,483 Incidental costs essentially comprise pass-through cost in connection with letting the administration building in Wiesloch. Group allocations essentially comprise infrastructure costs passed on to MLP Finanzberatung SE and MLP Banking AG. The item "Other operating income" comprises non-period income of €1,614 thsd (previous year: €1,854 thsd). They are essentially attributable to income from the reversal of provisions, service charge statements for the previous period and input tax adjustments relating to 2024. Personnel expenses All figures in €'000 2025 2024 Salaries and wages 15,296 11,826 Social security contributions 1,869 1,100 Expenses for old-age provision 1,063 821 18,228 13,748 The item of salaries and wages includes the fixed and variable portion of compensation for employees and members of the Board. Old-age provision expenses are mainly attributable to pension commitments. Further explanations regarding provisions for personnel, the compensation of the Executive Board and the development of the number of employees are provided in Notes 18, 24 and 28, respectively. Amortisation/depreciation of intangible assets and tangible fixed assets All figures in €'000 2025 2024 Intangible assets 26 17 Tangible fixed assets 3,475 3,173 Total 3,501 3,190 The development of intangible assets and tangible fixed assets is presented in Note 8. Other operating expenses All figures in €'000 2025 2024 Group allocations 3,246 3,919 Administration operations 2,472 2,372 Consultancy 2,388 2,610 IT operations 2,021 1,672 Maintenance 1,904 1,436 Third party services 1,379 1,878 Representation and advertising 1,204 1,782 Other personnel costs 1,177 1,128 Insurance 783 873 Supervisory Board compensation 670 666 Audit costs 440 699 Premiums and fees 338 354 Entertainment 150 165 Allowances for bad debts 0 391 Expenses pursuant to § 67 (1) Sentence 1 of the Introductory Law to the German Commercial Code (EGHGB) 0 231 Other 1,102 747 19,274 20,924 Group allocations comprise costs for services performed by MLP Finanzberatung SE and MLP Banking AG within the scope of outsourcing operating functions. This item also includes the provision of personnel between MLP Finanzberatung SE, MLP Banking AG and MLP SE. The item "Administration operations" comprises expenses for operating the administration buildings, as well as telephone and office costs. Consulting expenses include general consulting costs and legal advisory fees. The expenses for IT operations include Group allocations charged by MLP Finanzberatung SE for IT services provided, software licence fees, maintenance costs and other IT-related expenses. The maintenance expenses relate to the administration building and outdoor facilities in Wiesloch. External services essentially comprise costs related to property surveillance and management. The item "Other operating expenses" includes non-period expenses of €581 thsd (previous year: €127 thsd). These primarily relate to service charge statements in connection with the letting of the administration building in Wiesloch as well as consulting and administration operating costs. Net financial result Under the profit and loss transfer agreement concluded between MLP SE and FERI AG, the Company received a profit of €10,820 thsd (previous year: €17,141 thsd) from FERI AG for the financial year 2025. Due to the control and profit and loss transfer agreement in place between MLP SE on the one side and DOMCURA Aktiengesellschaft on the other, a profit of €11,142 thsd (previous year: €6,701 thsd) is to be assumed for the reporting year under review. As per the profit and loss transfer agreement in place between MLP SE and MLP Banking AG, a profit of €39,840 thsd (previous year: €29,472 thsd) is to be transferred by MLP Banking AG for the last financial year. Other interest and similar income amount to €1,390 thsd (previous year: €3,650 thsd) in the reporting year und review, primarily consisting of interest income from bank deposits of interest income of €697 thsd (previous year: €2,380 thsd), interest income from loans to DI Deutschland.Immobilien AG of €378 thsd (previous year: €640 thsd). The amounts included from affiliated companies essentially come from the interest yield on bank deposits and loans granted. Interest and similar expenses for the financial year 2025 are €1,270 thsd (previous year: €1,052 thsd). Of this amount, €774 thsd (previous year: €783 thsd) relates to interest expenses on provisions, primarily offset interest expenses from provisions for pension obligations amounting to €697 thsd (previous year: €757 thsd). Interest expenses to affiliated companies totalling €522 thsd (previous year: €104 thsd) relate to payments to subsidiaries for bank balances assigned to MLP SE. For further information, please refer to Note 20. Other interest and similar income in the reporting year includes interest income relating to other periods totalling €7 thsd (previous year: €0 thsd). The interest rate anomalies are attributable to negative interest from money market transactions. Income tax expenses Corporation tax expenses for the reporting year are €7,073 thsd (previous year: €8,742 thsd), while trade tax expenses are €6,498 thsd (previous year: €7,979 thsd). The item also includes tax expenses of €191 thsd (previous year: tax income of €91 thsd) which relates to previous years. The Minimum Tax Act does not result in any tax expense or tax income. In accordance with § 83 (1) and (2) of the Minimum Tax Act (MinStG), MLP SE, as the Group parent, is exempt from the minimum tax due to its limited international activities. ‌Notes to the balance sheet Intangible assets and fixed assets Procurement costs All figures in €'000 Jan. 1, 2025 Additions Disposals Transfers Dec. 31, 2025 I. Intangible assets 1. Purchased concessions, industrial property rights and similar rights and assets, incl. licences on such rights and assets 101 87 - - 188 2. Advance payments - 96 - - 96 101 183 - - 284 II. Tangible fixed assets 1. Land, leasehold rights and buildings including buildings on third-party land 79,916 57 - - 79,973 2. Other fixtures, fittings and office equipment 27,899 1,778 114 861 30,424 3. Payments on account and assets under construction 14,397 17,111 - -861 30,647 122,212 18,946 114 - 141,044 122,313 19,129 114 - 141,328 Accumulated depreciation/amortisation All figures in €'000 Jan. 1, 2025 Additions Disposals Transfers Dec. 31, 2025 I. Intangible assets 1. Purchased concessions, industrial property rights and similar rights and assets, incl. licences on such rights and assets 44 26 - - 70 2. Advance payments - - - - - 44 26 - - 70 II. Tangible fixed assets 1. Land, leasehold rights and buildings including buildings on third-party land 52,258 2,471 - - 54,729 2. Other fixtures, fittings and office equipment 17,523 1,004 114 - 18,413 3. Payments on account and assets under construction - - - - - 69,781 3,475 114 - 73,142 69,825 3,501 114 - 73,212 Carrying amounts All figures in €'000 Dec. 31, 2025 Dec. 31, 2024 I. Intangible assets 1. Purchased concessions, industrial property rights and similar rights and assets, incl. licences on such rights and assets 118 57 2. Advance payments 96 - 214 57 II. Tangible fixed assets 1. Land, leasehold rights and buildings including buildings on third-party land 25,244 27,658 2. Other fixtures, fittings and office equipment 12,011 10,377 3. Payments on account and assets under construction 30,647 14,396 67,902 52,431 68,116 52,488 Assets are written down on a straight-line basis over the following time periods: Useful life 2025 2024 I. Intangible assets Purchased concessions, industrial property rights and similar rights and assets, incl. licences on such rights and assets II. Tangible fixed assets 5 years 5 years Land, leasehold rights and buildings including buildings on third-party land Administration buildings 25-33 years 25-33 years Land improvements Other fixtures, fittings and office equipment 15-20 years 15-20 years Furniture and fittings 8-13 years 8-25 years IT hardware 3 years 3 years Office equipment, office machines 8, 13, 18, 20 years 8, 10-13, 18, 20 years Works of art 15 years 15 years Additions and disposals as well as reclassifications in the current period resulted in depreciation and amortisation expenses of €194 thsd (previous year: €324 thsd). Borrowing costs of €251 thsd (previous year: €0 thsd) were capitalised in the reporting year as part of the initial measurement of tangible fixed assets under construction. Financial assets Procurement costs All figures in €'000 Jan. 1, 2025 Additions Disposals Transfers Dec. 31, 2025 III. Financial assets 1. Shares in affiliated companies 250,801 - - - 250,801 2. Other loans 10,000 - - - 10,000 260,801 - - - 260,801 Accumulated depreciation/amortisation All figures in €'000 Jan. 1, 2025 Additions Disposals Transfers Dec. 31, 2025 III. Financial assets 1. Shares in affiliated companies 984 - - - 984 2. Other loans - - - - - 984 - - - 984 Carrying amounts All figures in €'000 Dec. 31, 2025 Dec. 31, 2024 III. Financial assets 1. Shares in affiliated companies 249,819 249,819 2. Other loans 10,000 10,000 259,819 259,819 Please refer to Note 31 for details on shares in affiliated companies. Other loans refer to a promissory note loan. Receivables from affiliated companies This item is largely made up of receivables from FERI AG, MLP Banking AG and DOMCURA Aktiengesellschaft in connection with the profit and loss transfer agreements in place between these companies and MLP SE amounting to €61,802 thsd (previous year: €53,314 thsd). In addition there is a current account receivable due from MLP Banking AG of €15,000 thsd (previous year: €56,996 thsd). Additionally, this item includes a recognised loan receivable from DI Deutschland.Immobilien AG amounting to €11,609 thsd (previous year: €8,609 thsd). Further details can be found in Note 6. All receivables from affiliated companies have a remaining term of no more than one year in both the reporting year and the previous year. Other assets Other assets primarily comprise income tax receivables and claims for tax refunds relating to advance tax payments for the current financial year and for years not yet assessed, totalling €2,931 thsd (previous year: €994 thsd), as well as VAT receivables of €3,279 thsd (previous year: €400 thsd). The term of the other assets is less than one year in both the reporting year and the previous year. Cash on hand and on deposit with the Deutsche Bundesbank, bank deposits and cheques All figures in €'000 Dec. 31, 2025 Dec. 31, 2024 Bank deposits 1,321 1,548 Cash on hand 25 27 Total 1,346 1,575 Current account balances are held at domestic credit institutions. Share capital Share capital The share capital of MLP SE is made up of 109,334,686 (December 31, 2024: 109,334,686) no-par value shares. Authorised capital A resolution passed by the Annual General Meeting on June 2, 2022 authorised the Executive Board, with the consent of the Supervisory Board, to increase the company's share capital by up to €21,500,000 in exchange for cash or non-cash contributions on one or more occasions until June 1, 2027. Treasury stock The Annual General Meeting last authorised the Executive Board on June 25, 2025 to repurchase treasury stock of the Company, on one or more occasions until June 24, 2030, up to a total pro rata amount of €10,933,468 of the share capital. This represents just under 10% of the share capital at the time of the resolution. The previous authorisation granted by the Annual General Meeting on June 24, 2021 would have expired on June 23, 2026. On December 11, 2024, the Executive Board of MLP SE, with the consent of the Supervisory Board and on the basis of the authorisation granted by the previous Annual General Meeting, resolved to carry out a share buyback, which was performed in 2025 by MLP Finanzberatung SE exclusively to service a share-based participation programme for MLP consultants acting as independent commercial agents of MLP Finanzberatung SE and MLP Banking AG, both affiliated companies of MLP SE, in respect of the financial year 2024. Shares of the company with a pro rata amount of the share capital of up to €2,000,000 were acquired and issued to MLP consultants and branch office managers. In the period from January 2, 2025 to February 13, 2025, a total of 300,358 shares with a pro rata amount of €1.00 each in the share capital were bought back at an average price of €6.66 per share. This corresponds to around 0.27% of the share capital of €109,334,686. Following transfer of 253,006 shares to the eligible participants, a total of 84,414 MLP SE shares remained in treasury. Furthermore, on November 20, 2025, the Executive Board of MLP SE, with the consent of the Supervisory Board and on the basis of the current authorisation granted by the Annual General Meeting, resolved to carry out a share buyback, which was performed by MLP Finanzberatung SE exclusively to service a share-based participation programme for MLP consultants acting as independent commercial agents of MLP Finanzberatung SE and MLP Banking AG, both affiliated companies of MLP SE, for the year 2025, starting in 2025 and ending in 2026. Shares of the Company with a pro rata amount of the share capital of up to €3,000,000 were acquired; however, at the time of publication of this report, they had not yet been issued to the MLP consultants and branch office managers. Examining the financial year 2025, a total of 336,882 shares with a pro rata amount of €1.00 each in the share capital were bought back in the period from December 1, 2025 to December 23, 2025 at an average price of €6.77 per share. This corresponds to around 0.31% of the share capital of €109,334,686. Since the transfer of the shares to the eligible participants will only take place after the end of the financial year and after completion of the share buyback programme, expected in the second quarter of 2026, these repurchased shares remained in treasury stock. Accordingly, as of December 31, 2025, the Company held a total of 421,296 MLP SE stock in treasury (December 31, 2024: 37,062 MLP SE shares), each with a nominal amount of €1.00. Due to the dedicated use and short holding period of the shares, the company elected not to disclose detailed information as per §160 (1) No. 2 of the German Stock Corporation Act (AktG). With regard to the overall announced and executed share buyback programme to service a share-based participation programme for MLP consultants acting as independent commercial agents of MLP Finanzberatung SE and MLP Banking AG, both affiliated companies of MLP SE, for the year 2025, starting in 2025 and ending in 2026, a total of 437,502 shares, each representing a notional value of €1.00 of the share capital, were bought back in the period from December 1, 2025 to January 13, 2026 (inclusive) at an average purchase price of €6.86 per share. This corresponds to around 0.40% of the share capital of €109,334,686. At the time of publication of this Annual Report and thus prior to the transfer of shares to the eligible participants 521,916 MLP SE shares remained in treasury. Capital reserves Capital reserves are set up in compliance with § 272 (2) of the German Commercial Code (HGB) in consideration of § 150 of the German Stock Corporation Act (AktG), and remained unchanged at €139,068,484 as of December 31, 2025. Retained earnings Statutory reserve At €3,097 thsd, the statutory reserve remained unchanged year on year. Other retained earnings Other retained earnings have changed as follows: All figures in €'000 2025 2024 As of January 1 101,880 107,490 Transfer from net accumulated profit - 12,300 Transfer to net accumulated profit -9,780 -17,910 As of December 31 92,100 101,880 Unappropriated profit Unappropriated profit displayed the following development: All figures in €'000 2025 2024 Unappropriated profit as of January 1 39,362 45,115 Dividend payout -39,330 -32,789 Appropriation to other retained earnings - -12,300 Profit brought forward from the previous year 32 26 Withdrawal from other retained earnings 9,780 17,910 Net profit 29,550 21,426 Unappropriated profit as of December 31 39,362 39,362 Profit distribution restriction as per § 268 (8) of the German Commercial Code (HGB) The acquisition costs of the offset assets in the sense of § 246 (2) Sentence 2 of the German Commercial Code (HGB) correspond to the fair value of plan assets. The assets represent pledged reinsurance policies. Internally generated intangible fixed assets were not recognised in the balance sheet. Deferred tax assets are not capitalised, so there are no potential profits restricted for distribution. Profit distribution restriction as per § 253 (6) Sentence 2 of the German Commercial Code (HGB) No distribution restriction pursuant to § 253 (6) sentence 2 of the German Commercial Code (HGB) existed in either the current or the preceding financial year. Provisions The provisions for pensions and similar obligations are €14,683 thsd (previous year: €14,944 thsd). The measurement of pension provisions was based on the following parameters: All figures in €'000 Dec. 31, 2025 Dec. 31, 2024 Assumed interest rate (average over the last 10 years) 2.05% 1.90% Assumed interest rate (average over the last 7 years) 2.21% 1.97% Anticipated rises in pension 2.2% or 3.0% 2.2% or 3.0% Subject to the structure of the benefit obligations, the anticipated rises in pensions were derived from the development of the consumer price index and the collective bargaining agreements in the private insurance sector. A staff turnover of 0% was taken into account in the calculation. With the exception of one active candidate, the other candidates are either pensioners or former employees with vested entitlements. The difference between the provision recognised in accordance with the average market interest rate over the last ten financial years and the provision recognised in accordance with the average market interest rate over the last seven financial years is -€684 thsd (previous year: -€315 thsd). Existing plan assets in the form of reinsurance policies are offset against the affected pension obligations pursuant to § 246 (2) Sentence 2 of the German Commercial Code (HGB). As in the previous year, the netting of pension provisions with pledged plan assets per eligible recipient led to no excess of plan assets over pension liabilities. Notes on offsetting transactions pursuant to § 246 (2) Sentence 2 of the German Commercial Code (HGB): All figures in €'000 Dec. 31, 2025 Dec. 31, 2024 Settlement amount of offset liabilities 20,083 19,742 Acquisition costs, historical costs of assets 16,827 16,623 Fair value of assets 16,827 16,623 Offset expenses 372 592 Offset income 109 165 The offset expenses contain expenses from the accrued interest on pension obligations. The offset income contains income from the change in plan assets of reinsurance policies. The final partial allocation of the difference amount resulting from the application of option pursuant to Art. 67 (1) sentence 1 of the Introductory Law to the German Commercial Code (EGHGB) was allocated to pension provisions in the previous year. Therefore, at the balance sheet date, as in the prior year, there are no unrecognized pension provisions. In the financial year 2025, the company recognised tax provisions totalling €1,928 thsd (previous year: €2,232 thsd), €247 thsd (previous year: €870 thsd) thereof are attributable to corporation tax and €1,681 thsd (previous year: €1,362 thsd) to trade tax. Other provisions essentially comprise personnel-related provisions amounting to €8,011 thsd (previous year: €7,248 thsd) for variable compensation and holiday entitlements. In the reporting year, a provision for a promised profit-sharing scheme for employees was recognised for the first time. Liabilities Breakdown of liabilities as of December 31, 2025 All figures in €'000 Liability type Total amount With a remaining term of… Of which collateralised liabilities Type of collateral up to 1 year more than 1 year up to 5 years more than 5 years Liabilities due to banks 10,426 3,736 6,690 - - - Trade accounts payable 3,118 3,118 - - - - Liabilities due to affiliated companies 413 413 - - - - Other liabilities 3,082 3,046 36 - - 17,039 10,313 6,726 - - - Breakdown of liabilities as of December 31, 2024 All figures in €'000 Liability type Total amount With a remaining term of… Of which collateralised liabilities Type of collateral up to 1 year more than 1 year up to 5 years more than 5 years Liabilities due to banks 11,988 2,338 9,650 - - - Trade accounts payable 3,430 3,430 - - - - Liabilities due to affiliated companies 1 1 - - - - Other liabilities 1,776 1,763 13 - - 17,195 7,532 9,663 - - - Liabilities due to banks relate to two development loans from Kreditanstalt für Wiederaufbau. Trade payables are subject to the usual retention-of-title arrangements. Provided offsetting is permitted, receivables from and liabilities due to affiliated companies are summed for each company and stated in a single figure as receivables or liabilities depending on the actual balance. The item "Other liabilities" essentially comprises liabilities from bonus agreements with members of the Executive Board. ‌Miscellaneous information Corporate agreements On April 19, 2011 a profit and loss transfer agreement in line with § 291 of the German Stock Corporation Act (AktG) was concluded between MLP SE (formerly MLP AG) and FERI AG (formerly FERI Finance AG für Finanzplanung und Research). The consent of the Annual General Meetings of MLP SE and FERI Management AG was granted on June 10, 2011 and on June 8, 2011, respectively. The entry in the commercial register responsible for FERI AG took place on July 18, 2011. As a result of a further corporate restructuring, the profit and loss transfer agreement ceased to be effective in 2024. On April 16, 2012 a control agreement in line with § 291 of the German Stock Corporation Act (AktG) was concluded between MLP SE (formerly MLP AG) and FERI AG. The consent of the Annual General Meetings of MLP SE and FERI Management AG was granted on June 26, 2012 and on May 16, 2012, respectively. The entry in the commercial register responsible for FERI AG took place on July 30, 2012. On 30 April 2024, a control and profit and loss transfer agreement was concluded between MLP SE and FERI AG, which was approved by the Annual General Meetings of MLP SE and FERI AG. The entry in the respective commercial register was made on July 22, 2024. On April 11, 2016, a control and profit and loss transfer agreement in line with § 291 of the German Stock Corporation Act (AktG) was concluded between MLP SE (formerly MLP AG) and Schwarzer Familienholding GmbH, Kiel. The consent of the Annual General Meetings of MLP AG and the shareholders' meeting of Schwarzer Familienholding GmbH was granted on June 16, 2016 and on April 29, 2016, respectively. The entry in the commercial register responsible for Schwarzer Familienholding GmbH took place on July 15, 2016. As a result of the merger of Schwarzer Familienholding GmbH with and into MLP SE in the financial year 2017, DOMCURA Aktiengesellschaft and nordias GmbH Versicherungsmakler, Kiel (nordias GmbH Versicherungsmakler was merged with and into ZSH GmbH Finanzdienstleistungen, Heidelberg on January 1, 2022) now operate in place of Schwarzer Familienholding GmbH. On April 9, 2018, a control agreement was concluded between MLP SE and MLP Finanzberatung SE in line with § 291 of the German Stock Corporation Act (AktG). The consent of the Annual General Meetings of MLP SE and MLP Finanzberatung SE was granted on June 14, 2018 and on April 20, 2018, respectively. The entry in the commercial register responsible for MLP Financial SE took place on July 4, 2018. On April 1, 2022 a control agreement was concluded between MLP SE and RVM GmbH in line with § 291 of the German Stock Corporation Act (AktG). This was approved by the Shareholders' Meeting of RVM GmbH on April 28, 2022. The consent of the Annual General Meeting of MLP SE on June 2, 2022. The entry in the commercial register responsible for RVM GmbH took place on July 13, 2022. On April 3, 2023, a control agreement was concluded between MLP SE and MLP Banking AG in accordance with § 291 of the German Stock Corporation Act (AktG). This was approved by the Annual General Meeting of MLP Banking AG on May 22, 2023. The consent of the Annual General Meeting of MLP SE was granted on June 29, 2023. The entry into the commercial register responsible for MLP Banking AG took place on September 27, 2023. Due to regulatory requirements for compliance with the large exposure limit within the MLP Financial Holding Group, MLP Finanzberatung SE and DOMCURA AG (with agreements dated March 12, 2024) as well as Dr. Schmitt GmbH Würzburg, Würzburg, RVM GmbH and RVM Versicherungsmakler GmbH, Eningen unter Achalm (with agreements dated December 12, 2024) have each assigned their respective bank account held at MLP Banking AG to MLP SE on a long-term basis. As of December 31, 2025, the assigned bank balances totalled €54,954 thsd. Outsourcing of operational functions Due to cost considerations, MLP SE outsourced certain operational functions to MLP Finanzberatung SE and MLP Banking AG. This concerns services in the fields of risk management, IT, controlling and purchasing. This may give rise to the typical risks associated with the employment of personnel, in particular human error and staff shortages. Off-balance-sheet transactions Off-balance-sheet transactions MLP SE has concluded contracts for the maintenance of its buildings, operating leases for vehicles and service and licence agreements. Furthermore, there are obligations from construction projects. The term of these lease agreements ranges from one to four years. The following obligations result from these agreements: Dec. 31, 2025 Up to 1 year 1 - 5 years >5 years Total Obligations in connection with construction projects 6,573 - - 6,573 Maintenance, licence and service contracts 3,002 683 - 3,685 Vehicle leasing 119 255 374 Operating and office equipment 3 - - 3 9,697 938 - 10,635 Dec. 31, 2024 Up to 1 year 1 - 5 years >5 years Total Obligations in connection with construction projects 8,562 2,147 - 10,708 Maintenance, licence and service contracts 674 19 - 693 Vehicle leasing 79 103 182 Operating and office equipment 10 3 - 13 9,325 2,272 - 11,597 The construction of an administration building will result in other financial commitments of €1,849 thsd in the financial year 2026. Another construction project will result in other financial commitments of € 4,724 thsd for the financial year 2026. In total, the financial obligations in connection with construction projects amount to € 6,573 thsd. Other financial liabilities not recognised in the balance sheet Other financial commitments were as follows: Dec. 31, 2025 Up to 1 year 1 - 5 years >5 years Total Purchase commitments 953 - - 953 Dec. 31, 2024 Up to 1 year 1 - 5 years >5 years Total Purchase commitments 1,980 - - 1,980 Executive Bodies of MLP SE Executive Board Mandates in other statutory Supervisory Boards of companies based in Germany Memberships in comparable domestic and foreign supervisory bodies of commercial enterprises Reinhard Loose, Berlin Responsible for Controlling, Infrastructure Management, IT, Accounting, Legal, Risk Management, Banking Segment DOMCURA Aktiengesellschaft, Kiel DI Deutschland.Immobilien AG, Hanover Member of the Baden-Württemberg Stock Exchange Council Manfred Bauer, Leimen (until April 30, 2025) Responsible for Product Purchasing and Product Management, Infrastructure DOMCURA Aktiengesellschaft, Kiel (Chairman) DI Deutschland.Immobilien AG, Hanover (Chairman) (until April 30, 2025) MLP Hyp GmbH, Wiesloch (Supervisory Board) (until December 31, 2024) Berg, Jan, Walldorf (since May 1, 2025) Responsible for Product Management, Financial Consulting segment, Industrial Broker segment, DOMCURA segment - - Angelika Zinkgräf, Heidelberg (since December 1, 2025) Responsible for Compliance, Internal Audit, Human Resources - - Supervisory Board Mandates in other statutory Supervisory Boards of companies based in Germany Memberships in comparable domestic and foreign supervisory bodies of commercial enterprises Sarah Rössler, Heiden (Switzerland) Chairwoman Formerly member of the Executive Board at HUK-COBURG VvaG, HUK-COBURG- Holding AG, HUK-COBURG-Allgemeine Versicherung AG, HUK-COBURG Lebensversicherung AG, HUK-COBURG-Krankenversicherung AG, each based in Coburg VHV Holding AG, Hanover VHV Vereinigte Hannoversche Versicherung a. G., Hanover VHV Allgemeine Versicherung AG, Hanover Hannoversche Lebensversicherung AG, Hanover MLP Banking AG (Chairwoman) Member of the Shareholders' Committee at Thüga GmbH & Co.KGaA (until April 30, 2025) Dr Andreas Freiling, Bad Vilbel Vice Chairman Auditor Die Haftpflichtkasse VVaG, Roßdorf VPV Lebensversicherungs-AG, Stuttgart EUROPA Lebensversicherung AG, Cologne (until June 24, 2025) Continentale Krankenversicherung a.G. (since June 24, 2025) Continentale Lebensversicherung AG (since June 25, 2025) Versorgungswerk der Wirtschaftsprüfer und der vereidigten Buchprüfer im Lande Nordrhein-Westfalen (Honorary Member of the Executive Board) Matthias Lautenschläger, Heidelberg Managing Partner at USC Heidelberg Spielbetrieb GmbH, Heidelberg Managing Partner at LEC Capital GmbH, Heidelberg wob AG, Viernheim PREIG AG, Berlin - Monika Stumpf, Schriesheim Employee representative Employee of MLP Finanzberatung SE, Wiesloch MLP Finanzberatung SE, Wiesloch (Employee representative) - Ursula Blümer, Konstanz Employee representative Employee of MLP SE, Wiesloch - - Bernd Groß, Düsseldorf CEO Cumulocity GmbH based in Düsseldorf - - Emoluments paid to members of the Supervisory Board and Executive Board For the detailed structure of the pay system and the compensation of the Supervisory Board and Executive Board, please refer to the compensation report. As of December 31, 2025, members of the Executive Bodies had current account credit lines, surety loans and loans totalling €4,739 thsd (previous year: €4,810 thsd). Surety loans are charged an interest rate of 1.0% p.a. (previous year: 1.0%), current account debits 6.5% to 9.9% p.a. (previous year: 8.1% to 9.9%) and loans 0.9 (previous year: 0.9% p.a.). Supervisory Board The members of the Supervisory Board received non-performance-linked compensation of €650 thsd for their activities in 2025 (previous year: €650 thsd). In addition, €20 thsd (previous year: €16 thsd) was paid as compensation for expenses and training measures. Executive Board The total compensation for members of the Executive Board active on the reporting date is made up of: Regular pay including fixed and variable components €2,568 thsd (previous year: €2,818 thsd), post-employment benefits €604 thsd (previous year: €602 thsd) and other long-term benefits €1,452 thsd (previous year: €1,424 thsd). During the financial year, a member of the Executive Board ceased to hold office. As of December 31, 2025, pension provisions totalling €13,519 thsd (previous year: €13,571 thsd) were in place for former members of the Executive Board. There was no unrecognised provision for former members of the Executive Board in either the reporting year or the previous year as a result of exercising the option under Article 67 (1) sentence 1 Introductory Law to the German Commercial Code (EGHGB). Guarantees and other commitments Within the scope of § 2a of the German Banking Act (KWG) in conjunction with Art. 7 of the Capital Requirements Regulation (CRR), MLP SE has issued a binding letter of comfort to MLP Banking AG, to the effect that it will promptly provide MLP Banking AG with equity within the scope of Art. 25 et seq. of the Capital Requirements Regulation (CRR) up to the level required for MLP Banking AG at an individual institute level. Based on the current capital adequacy and the current risk situation at MLP Banking AG, MLP SE does not expect this financial guarantee to be exercised. MLP SE has submitted a declaration of indemnification in accordance with § 5 (10) of the Articles of Association of the Deposit Protection Fund within the Federal Association of German Banks e.V. (BdB) for MLP Banking AG. MLP SE does not currently anticipate any utilisation. Other than the matters mentioned above, no further guarantees and other commitments existed. Shareholders on the balance sheet date Ordinary shares Percentage of share capital 2025 2024 2025 2024 Number of shares Number of shares % % Members of the Supervisory Board 1 9,451 9,451 0.01 0.01 Executive Board 2,415,361 2,422,575 2.21 2.22 Other shareholders 106,909,874 106,902,660 97.78 97.78 Total 109,334,686 109,334,686 100.00 100.00 1 The shares of voting rights held by one member of the Supervisory Board, as part of an inheritance community, are not included. Auditor's fees Expenses for fees in connection with the services provided by the company commissioned to perform the annual audit can be found in the corresponding disclosures in the notes to the consolidated financial statements of MLP SE. Number of staff employed The average number of staff employed during the financial year was: Dec. 31, 2025 Dec. 31, 2024 Executive employees 6 5 Employees 140 87 Marginal part-time employees 3 1 Total 149 93 In the course of the financial year 2022, MLP started to consolidate central Group functions within MLP SE. In this connection 72 employees transferred from MLP Finanzberatung SE to MLP SE during the reporting year. Declaration of Compliance with the German Corporate Governance Code In November 2025, the Executive and Supervisory Boards issued the Declaration of Compliance pursuant to § 161 of the German Stock Corporation Act (AktG) and made it permanently available to shareholders via the Company's website. You can also view the wording of the Declaration of Compliance in the version of November 12, 2025 at https://mlp-se.com/investors/corporate-governance/declaration-of-compliance/ .

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