Financial Report (MVV Geschaeftsbericht GJ 2025 engl)

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We inspire

with energy.

Our future: &cIimatepositive

MVV in Figures 2

Contents 4

To Our Shareholders 6

Letter from the CEO 7

Executive Board 11

Supervisory Board Report 12

The Share 19

Combined Management Report 22

Group Fundamentals 25

Group Structure 25

Business Model 26

Corporate Strategy 28

Technology and Innovation 32

Value-Based Corporate Management 33

Group Financial Performance 35

Highlights of Financial Key Figures 35

Material Developments and Executive Summary 36

Business Framework 39

Earnings, Asset and Financial Position 47

Group Sustainability Report 59

Highlights of Non-Financial Key Figures 59

Sustainability at MVV 60

General Disclosures 63

Environmental Information 85

Social Information 141

Governance Information 170

Takeover-Related Disclosures 174

Business Performance of MVV Energie AG 176

Outlook, Opportunity and Risk Report 183

Outlook 183

Opportunity and Risk Report 186

Annex to Group Sustainability Report 201

EU Taxonomy Tables 219

Contents

Income Statement 239

Statement of Comprehensive Income 240

Balance Sheet 241

Statement of Changes in Equity 243

Cash Flow Statement 244

Notes to MVV's 2025 Consolidated Financial Statements 246

Notes to Income Statement 263

Notes to Balance Sheet 272

Responsibility Statement 340

Directors and Officers (Constituent Part of Notes) 341

Independent Auditor's Report 348

Five-Year Overview 360

Independent Auditor's Report on Engagement to Obtain

Limited Assurance in Respect of Group Sustainability Statement 363

Financial Calendar 368

Imprint/Contact 369

In the interests of equal treatment, we use gender-compatible and neutral formulations wherever possible in this report. All references to persons refer equally to persons of all genders.

Contents

Contents

Letter from the CEO 7

Executive Board 11

Supervisory Board Report 12

The Share 19

‌Letter from the CEO

CEO of MVV Energie AG

Dear Ladies and Gentlemen,

The energy industry is currently under pressure. Geopolitical conflicts, trade barriers and political changes, above all in the USA, are further exacerbating what is already a complex situation on international markets . With its new Federal Government, Germany has also amended its energy policy: The Ten Point Programme adopted by the Federal Ministry of Economic Affairs and Energy (BMWE) has moved economic viability and affordability more closely into focus.

In parallel, the energy transition is entering a decisive phase. It is no longer merely a question of replacing large fossil power plants or expanding energy grids. The transformation has now reached people's cellars and garages. After all, the energy future will increasingly be built on climate-friendly heating and cars. Protecting the climate is and will remain one of the core tasks facing humanity for the future. Irrespective of their specific energy policy focuses, the European Union and the Federal Government leave no doubt about that. The targets for achieving climate neutrality are unchanged. Surveys show that the energy transition still enjoys great approval among most people in Germany, and this gives reason to be confident. Having said that, the transformation also involves substantial costs for the general public and companies alike.

A sustainable energy supply therefore requires a balance: between climate protection, economic viability and supply reliability. And it can only work with broad acceptance across society, with reliability, fair conditions and social compatibility. Here, everyone is called on to play their part.

For the energy transition to succeed even in uncertain times, it needs a stable political and regulatory framework. And this has to address all sectors, i.e. heat, electricity, gas and CO₂.

When it comes to transforming district heat, a reliable framework is essential to secure the high volumes of investment required for decarbonisation. The EU's Gas Directive has to be swiftly implemented in national law. After all, grid operators can only act on the basis of clear legal requirements. It is to be welcomed that the Federal Government launched the legislative process in 2025 already. The electricity sector needs a gradual transition in the renewable generation

subsidy regime, as any abrupt changes would threaten further expansion. In addition, decentralised PV systems have to remain economically attractive in order to safeguard acceptance and expansion targets. Similarly, the Federal Government should avoid disruptions in the forthcoming revision of the German Building Energy Act (GEG) to offer security for existing and future projects . Finally, the market expansion of negative emissions technologies requires political support.

Government-coordinated investments in carbon infrastructure are indispensable in this respect, as are the subsidisation and market integration of negative emissions.

We are consistently pursuing our #climatepositive 2035 course. If the political and economic backdrop remains uncertain and continues to be accompanied by a resultant reluctance on the part of customers, however, then we too will have to review our ambitious timeframe for implementing this course.

With our investments in generation technologies and infrastructures and our products and services, we are safeguarding the energy supply for our customers even in unpredictable times. In the 2025 financial year, we invested around Euro 500 million in the energy transition as expressed within our Mannheim Model - one of the highest volumes of investment in our company's history. This way, we are demonstrating how consistently we are implementing the heat transition, the electricity

transition and our green customer solutions . In parallel, we face the challenge of having to maintain existing structures for as long as is required to put new structures in place. This double burden calls for commitment, flexibility and stamina. We are nevertheless convinced that we can successfully master the transformation, not least thanks to our highly motivated and committed staff.

A second MVV river heat pump, in this case with thermal capacity of up to 165 megawatts, is being built on the site of the large power plant Grosskraftwerk Mannheim AG in Mannheim. From a current perspective, this is the world's largest facility of its kind. The new river heat pump is due to launch operations in winter 2028 and then supply climate-friendly heat to up to 40,000 additional households. To make district heating in Mannheim and the region fully green by 2030, we also plan to build a third river heat pump and draw on regional geothermal energy potential.

We are also converting heat generation to climate-friendly sources at our major locations in Offenbach and Kiel. In Offenbach, we plan to make greater use of waste heat from data centres. In Kiel, we are looking into building two large-scale heat pumps on the firth and connecting the coastal power plant (Küstenkraftwerk) to the core hydrogen grid. For customers who are not connected to a district heat grid, we are offering decentralised solutions, above all heat pumps, as a sustainable alternative to fossil heating systems.

Our green electricity generation continues to grow, with the new windfarms of Olsberg-Antfeld (North Rhine-Westphalia), Förderstedt (Saxony-Anhalt) and Niederkirchen 2 (Rhineland-Palatinate) and a solar park in Freudenberg in Baden-Württemberg, all of which from our proprietary project development at Juwi. Our Siegfriedeiche and Buhlenberg windfarm in Hessen is the first onshore windfarm in Germany to participate in the balancing reserve market and is thus actively helping to

stabilise the electricity grid.

When it comes to expanding renewable energies, we are also increasingly building on partnerships, such as the Solventus joint venture in Kiel that has already implemented its first wind power project.

To safeguard supply reliability within the changing energy system, we are also pressing closely ahead with expanding the electricity grid, with measures for the Mannheim region including the construction of a substation to connect to the TransnetBW transmission grid. In Offenbach too, we are extending our high-voltage grid, with new electricity lines being laid from 2026 and the

construction of a new substation.

We support retail customers, local authorities, business customers and the real estate sector with individual solutions which range from heat pumps and climate-friendly combined solutions to e-charging infrastructure through to complex energy concepts. For Strabag Real Estate in Hamburg, we are currently implementing an extensive concept for a large new office complex which involves a cooling facility, heat pumps, a PV system and an innovative ice storage facility for both heating and cooling. In addition, we are assuming responsibility for managing operations, maintaining the facilities and supplying district heat.

Over and above that, we are further expanding our data centre business and supplementing this with targeted investments .

With regard to the circular economy, we are also boosting our market position beyond Germany. A new energy from waste plant is being built in the United Kingdom. Construction work has started on the "Medworth" project in Wisbech in south-east England, with operations scheduled to be launched in 2029. The plant will treat 625,000 tonnes of non-recyclable waste a year and use this to generate climate-friendly electricity for around 150,000 households and supply steam to companies in future. With a total investment of around half a billion euros, Medworth is the largest

single investment in the MVV Group's history. It will supplement our existing UK energy from waste plants in Plymouth and Dundee and the biomass combined heat and power plant in Ridham Dock.

Despite all challenges, we can report robust earnings with adjusted EBIT of Euro 360 million. We owe this performance above all to the commitment shown by the staff at our locations, who now number more than 6,800 and each day demonstrate their dedication to our #climatepositive future. On behalf of the whole Executive Board, I would like to express my special thanks to them for this.

In past years, we based our dividend policy on continuity, while also accounting for the company's operating earnings performance. We will be proposing a dividend of Euro 1.30 per share for the past financial year for approval by the Annual General Meeting in March 2026. That corresponds to a dividend yield of 4.3 %.

Having benefited in recent years in particular from non-recurring one-off items, such as disposal gains, additional revenues due to wholesale prices, and higher grid revenues due to regulatory factors, we are now in a period of consolidation. Political and macroeconomic uncertainties are impacting on our customers' willingness to invest, as are rising generation costs. Thanks to our broad-based business portfolio, we will nevertheless remain resilient in these challenging times too and will continue to invest in the energy future. From an operating perspective, we expect to

achieve adjusted EBIT of between Euro 200 million and Euro 240 million in the 2026 financial year.

On behalf of the whole Executive Board, I would like to thank you, our shareholders, for the trust you have placed in MVV, in many cases for years. We would be delighted if you continue to accompany us on our #climatepositive course.

Yours faithfully,

Dr. Gabriël Clemens CEO

‌Executive Board

Sales Director

CEO, Director of Commercial Affairs, Personnel and Labour Director

Technology Director

Further information about the members of our Executive Board can be found on our website

mvv.de/en/executive-board.

‌Supervisory Board Report

Supervisory Board Chair of MVV Energie AG

Dear Ladies and Gentlemen,

The energy policy climate is currently subject to great uncertainties. Global efforts to protect the climate are increasingly coming under pressure as priority is accorded to economic and security policy aspects. Protectionist trade policies and geopolitical conflicts are rendering the underlying conditions for the energy transition significantly more complex. Climate neutrality is still a key target in Europe, but the tensions between climate protection and competitiveness nevertheless present challenges. What was originally the "European Green Deal" has become the "Green Industrial Deal" and thus more clearly aligned towards economic considerations.

In Germany too, macroeconomic weaknesses, insolvencies and geopolitical uncertainties have exacerbated energy policy ambivalence. Despite the challenges, the Federal Government is committed to the energy transition and Germany has sent a powerful signal by anchoring climate neutrality in its Basic Law. The affordability of energy is nevertheless increasingly in focus. That harbours opportunities: Only an economically reasonable and socially compatible energy transition can succeed in the long term and be broadly supported across society. The challenge remains that of uniting ecological and economic targets.

In recent months, the Executive and Supervisory Boards of MVV Energie AG maintained a close exchange of information about these developments and also reviewed the company's strategy. Like the Executive Board, we are of the opinion that MVV's is on the right strategic course. The pace of investment has to remain high to implement the energy transition. At the same time, we as a company and as a society have to place even stricter standards in the long-term economic viability and reliability of the respective legal and regulatory framework.

In the year under report, the Supervisory Board performed the duties imposed on it by law, the company's Articles of Incorporation and its own Rules of Procedure with the utmost diligence and in full. In accordance with our statutory mandate, we supervised the Management Board in its management of the company and accompanied it on an advisory basis. The written and oral reports from the Executive Board served as a basis in this respect. The Executive Board informed us on an ongoing basis and in good time about all strategically important decisions, business operations, relevant market developments and legislative changes, as well as about the company's economic

situation and profitability. In addition, the Supervisory Board Chair and the Chief Executive Officer were in regular and close contact, also outside the framework of board and committee meetings. The company's management at all times met its obligation to provide information both punctually and in full. We subjected all reports and information received to a plausibility review, as well as to careful analysis and critical examination.

We were involved in good time in all material decisions and had the opportunity to discuss these with the Executive Board in advance. This way, we were able to discharge our supervisory duties effectively. Following thorough review, we approved all measures for which the law, the company's Articles of Incorporation or our Rules of Procedure require our approval.

In the 2025 financial year, the Supervisory Board held four scheduled and two extraordinary meetings. With one exception, all meetings were held in person. Virtual participation in physical meetings is also permitted in justified exceptional cases, a possibility that was nevertheless hardly drawn on.

The Audit Committee and the Personnel Committee held five and six meetings respectively in the year under report. These committee meetings were also held as physical meetings. We disclose the attendance of members at the respective meetings below.

Meeting attendance FY 2025

Supervisory

Audit

Personnel

At all our regular meetings, the Executive Board informed us extensively about the Group's operating performance. It presented the business performance of the individual segments and business fields in the respective quarter and the financial year to date in detail and provided clear explanations of any budget variances. Particular focuses included profitability and liquidity, as well

as the development in major key figures and the opportunity/risk bandwidths. One fixed component of these reports also involved developments on the energy markets and in non-financial key figures.

At the beginning of the financial year, we addressed the company's annual financial statements and consolidated financial statements for the 2024 financial year, the combined management report, the combined non-financial declaration and the dividend proposal for the 2024 financial year in the

presence of the auditing company we had commissioned, namely KPMG AG, Frankfurt am Main. Subsequent to the report from the Audit Committee and in-depth discussion, we approved the 2024 annual and consolidated financial statements. We also discussed the combined non-financial declaration in the full Supervisory Board. Furthermore, we took acceptance of the draft resolutions for the 2025 Annual General Meeting and approved the preparation of the remuneration report for the 2024 financial year. In addition, we set thresholds for the variable remuneration payable to Executive Board members for the 2025 financial year, which had previously been discussed in detail in the Personnel Committee.

A further topical focus related to the planned energy from waste plant in Wisbech/UK. The Executive Board informed us in detail about the project, its technical and commercial realisation, its expected viability and the financing structure. Following in-depth discussion and appraisal of the opportunities and risks of the project, we approved this investment.

The digitalisation strategy formed a further topic of our discussions. Here, we particularly focused on the company's IT security strategy, as numerous divisions count as critical infrastructure

("KRITIS") and are subject to increased IT security requirements. Furthermore, the Executive Board informed us about the growing targeted deployment of artificial intelligence (AI) at the Group. In addition, we approved the implementation of a major IT project for the Group. We held detailed discussions about various digitalisation initiatives in the sales and personnel divisions. Moreover, the Executive Board presented the extensive personnel report, which dealt with strategic personnel planning, recruitment, employer branding and occupational safety.

Towards the end of the financial year, we focused our deliberations on the company's business plan for the 2026 financial year and its long-term strategic alignment. Furthermore, we addressed the three-year plan, various personnel-related matters and the Declaration of Compliance with the German Corporate Governance Code. We adopted resolutions on operating projects from the Customer Solutions business field and approved the extension of the consortium agreement with Stadtwerke Offenbach Holding GmbH concerning our joint subsidiary Energieversorgung Offenbach AG.

At this year's training event, we focused on the technical and economic aspects of the heat transition, on the sustainable transformation in heat generation and on the generation of energy from waste in Germany and the United Kingdom.

To facilitate the efficient performance of our tasks, we have formed committees which, in line with their respective responsibilities, address topics and prepare resolutions for the meetings of the Supervisory Board. An overview of the committees can be found in the Directors and Officers chapter in the consolidated financial statements.

The Audit Committee held five meetings in the 2025 financial year. In its deliberations, it focused on thorough analysis and review of the annual financial statements of MVV Energie AG, the

consolidated financial statements and the combined management report for the 2024 financial year, as well as on the financial reporting in the quarterly financial statements for the 2025 financial year. Furthermore, the committee dealt on a quarterly basis with the Group's risk situation, liquidity and risk management. Together with the Executive Board, the committee discussed the company's 2026 business plan, its medium-term planning and its strategic alignment. Following its in-depth review, the committee recommended that the Supervisory Board should approve the budget for the 2026 financial year.

In addition, the committee reviewed supplementary reports submitted by the company. It convinced itself of the appropriateness, effectiveness and functionality of the group internal audit, the internal control system (IKS) in respect of the financial reporting process and the compliance management system. Moreover, the committee appraised status reports and subsequent reviews on major group projects. No objections were raised to any of the reports submitted. Any recommendations made by the committee were implemented by the Executive Board. Moreover, the committee determined the focus topics to be accorded special consideration within the audit of the financial statements for the 2025 financial year, which were then communicated to the auditor.

Further topics of extensive deliberation in the Audit Committee also included relationships with the auditor, the audit engagement, the review of the auditor's independence and its remuneration.

The Personnel Committee held six meetings in the financial year under report and submitted its recommendations to the Supervisory Board. The committee mainly dealt with remuneration and contractual matters pertaining to Executive Board members. It also dealt with the succession for the Chief Executive Officer Dr. Georg Müller, who stood down from his position as of the end of March 2025, and for Sales Director Ralf Klöpfer, who is due to stand down as of 31 December 2025. Furthermore, the committee discussed how the process of finding a successor for the

position of Personnel Director should be structured.

The Nomination Committee, the New Authorised Capital Creation Committee and the

Mediation Committee did not hold any meetings in the year under report.

We were kept regularly and promptly informed about the work performed by the committees.

In May 2024, the company's longstanding Chief Executive Officer, Dr. Georg Müller, had notified us of his intention to stand down from his position as Chief Executive Officer and to terminate his employment contract. The Supervisory Board approved this request. Following a detailed selection process, in December 2024 the Personnel Committee proposed to us that his successor should be Dr. Gabriël Clemens, whom we appointed as the new Chief Executive Officer as of 1 April 2025. In September 2025, Verena Amann informed us that she would stand down from her Executive Board position as of 30 September 2025. The Supervisory Board also approved this request.

In May 2025, we welcomed two new members of the Supervisory Board, namely Dr. Melanie Seidenglanz and Alexandros Nassuphis. They succeeded Thorsten Riehle and Dr. Stefan Seipl, who stood down from their positions in April 2025. Upon their induction, the new members of the Supervisory Board were informed by the Executive Board and key managers about core elements of the corporate strategy and provided with far-reaching information about the company, its

structure, Supervisory Board activities and corporate governance.

In the year under report, we dealt closely with the recommendations and provisions of the German Corporate Governance Code (DCGK). As in previous years, we endorsed the Declaration of Compliance with the Code submitted by the Executive Board. In the 2025 financial year, MVV Energie AG fully complies with all but two of the recommendations made by the Code. At our meeting on 25 September 2025, we approved the Declaration of Compliance for the 2025 financial year.

All members of our Supervisory Board have undertaken to disclose without delay any conflicts of interest that may arise. No such conflicts arose on the part of Supervisory Board members in the year under report. We conducted a review and ascertained that all members of our body are independent in the sense defined in the German Corporate Governance Code.

KPMG AG Wirtschaftsprüfungsgesellschaft, Frankfurt am Main, was elected as auditor of the financial statements for the 2025 financial year by the Annual General Meeting on 14 March 2025. The declaration of independence from the auditor has been submitted to the Supervisory Board.

The annual financial statements of MVV Energie AG for the 2025 financial year have been prepared in accordance with the provisions of the German Commercial Code (HGB) and the German Stock Corporation Act (AktG). MVV's consolidated financial statements and combined management report have been prepared in accordance with International Financial Reporting Standards (IFRS) as applicable in the EU. The auditor audited the consolidated financial

statements and combined management report of MVV and the annual financial statements of MVV Energie AG and granted unqualified audit opinions. Both the annual financial statements and the consolidated financial statements and combined management report for the 2025 financial year are published in the Federal Gazette (Bundesanzeiger).

The documents we required for our own audit, in particular the consolidated financial statements, the combined management report, including the Group Sustainability Report, the annual financial statements of MVV Energie AG, the Executive Board proposal concerning the appropriation of profits and the auditor's audit reports, were provided to us in good time. Both the Audit Committee and the full Supervisory Board examined these documents carefully and conscientiously. We discussed them in detail in both bodies in the presence of the auditor, who reported on the key findings of its audit. No objections were raised. At our meeting on 9 December 2025, we approved the consolidated financial statements and combined management report, including the Group

Sustainability Report, of MVV and the annual financial statements of MVV Energie AG. The annual financial statements are thus adopted. We endorsed the Executive Board proposal concerning the appropriation of profits. The auditor also audited the monitoring system established by the Executive Board pursuant to § 91 (2) AktG. The auditor determined that the system was suited to detect at an early stage any developments that could threaten the company's continued existence.

According to the Executive Board report on relationships with affiliated companies (Dependent Company Report) for the 2025 financial year, MVV Energie AG was not disadvantaged by the legal transactions performed with affiliated companies outlined therein. The auditor audited the Dependent Company Report and granted the following audit opinion:

"Following our audit and assessment performed in accordance with professional standards, we confirm 1. That the factual disclosures made in the report at accurate and 2. That the company's compensation in the transactions listed in the report was not incommensurately high." We received in good time both the Dependent Company Report and the associated audit report compiled by the auditor. Based on our review, we concur with the auditor's assessment and approve its report.

In the 2025 financial year, MVV once again proved that it puts its plans reliably into practice, and that in a targeted and consistent manner. The earnings achieved reflect the company's solid

business activity in an uncertain market climate. MVV's stability and resilience are the result of the exceptional work performed by its workforce and the strategic farsightedness shown by its Executive Board. As the Supervisory Board, we are very satisfied with this.

On behalf of the entire Supervisory Board and the company's shareholders, I would like to thank the company's Executive Board, its managers and all of its workforce. Their innovative capacity and relentless dedication are the key to promoting the energy transition.

We also owe great thanks to Dr. Georg Müller, our longstanding Chief Executive Officer, for his exceptional commitment and outstanding achievements during his 16-year term in office. With his visionary management style, his specialist expertise, and his untiring commitment, he made a crucial contribution to the positive development and success of our company. His name will always remain intimately associated with our #climatepositive strategy. We would like to express our utmost appreciation and our profound thanks and send him every conceivable good wish for this new stage of his life.

We would also like to thank Verena Amann, who stood down from her Executive Board position at her own request at the end of the 2025 financial year. As Personnel Director, she shaped MVV and contributed energy and expertise to its further development in recent years. We would like to thank her warmly for her great commitment and for the successful work performed together. We wish her all the best for the future.

Mannheim, December 2025

Christian Specht Chair

‌The Share

New record highs on stock markets

Developments on international stock markets in the period under report were influenced above all by the reduction in inflation and, as a result, prospects that central banks would ease their restrictive monetary policies. The Deutsche Aktienindex (DAX), Germany's lead index, closed 2024 at 19,909 points, 18.8 % higher than at the end of 2023. The DAX continued its rise at the beginning of 2025, posted a robust performance as the year progressed and, accompanied by a high degree of volatility, raced from one record to the next. One of the principal drivers of this development was the turnaround in interest policy initiated in early June 2024 by the European

Central Bank (ECB), which cut deposit rates in eight steps from 4.50 % to 2.15 %. Good corporate results, high dividend payments in some cases, a relatively stable global economy and low bond yields lent further upward momentum to stocks. Adverse factors, such as the war in Ukraine, geopolitical conflicts in the Middle East, the escalation in the tariff conflict between the USA, the European Union and China, and the weakness of the German economy, were largely ignored.

At the end of September 2025, the DAX stood at 23,881 points, 23.6 % higher than the equivalent figure for the previous year.

Slight decrease in share price

The MVV Energie AG share was listed at Euro 30.20 at 30 September 2025, corresponding to a

3.8 % decrease compared with its price of Euro 31.40 at 30 September 2024. Including the regular dividend of Euro 1.25 per share distributed in March 2025, our share price remained stable compared with the previous year. The DAXsector Utilities, the comparative index for the energy industry, gained 22.3 % over the same period. Consistent with the calculation of the comparative index, we include our dividend payment in the share price performance comparison chart.

Lower market capitalisation and s lightly higher trading volumes

The performance of our share price resulted in a lower market capitalisation. This decreased from Euro 2,069 million at the previous year's balance sheet date to Euro 1,990 million at 30 September 2025. The 4.8 % free float accounted for market capitalisation of Euro 96 million (previous year: Euro 100 million). Around 0.5 million MVV Energie AG shares were traded in total on all German marketplaces in the 2025 financial year, 5.9 % more than in the previous year. At Euro 14 million, the equivalent value of trading volumes was at the previous year's level.

Higher regular dividend

The Annual General Meeting on 14 March 2025 accepted the proposal from the Executive and Supervisory Boards and approved the distribution of a regular dividend of Euro 1.25 per share, corresponding to an increase of Euro 0.10 per share, for the 2024 financial year. Based on

65.9 million shares in circulation, the distribution sum totalled Euro 82.4 million (previous year: Euro 95.6 million, including one-off dividend).

The Executive and Supervisory Boards decided in December to propose a regular dividend of Euro 1.30 per share for approval by the Annual General Meeting on 13 March 2026. This corresponds to an increase by Euro 0.05 per share and a dividend yield of 4.3 % based on the

closing price of MVV's share in Xetra trading on the balance sheet date on 30 September 2025.

Data on MVV Energie AG share

Stock exchanges

Xetra Frankfurt, Official Trading in Frankfurt and Stuttgart, Free Trading in Berlin, Düsseldorf and Hamburg

Transparency level Prime Standard

Market segment Regulated Market

Index membership Prime All Share, CDAX, DAXsector Utilities

ISIN International Security

Identification Number DE000A0H52F5

WKN Security Identification Number A0H52F

Symbol MVV1

Reuters Instrument Code MVVG

Bloomberg Symbol MVV1:GR

Individual registered shares (ordinary shares); prorated amount of share capital per individual

Share category share: Euro 2.56

Share capital Euro 168,721,397.76

Share capital (no. of share) 65,906,796

Date of initial listing 2 March 1999

Our investor relations activities

We continued our dialogue with capital market participants in the year under report and focused in particular on explaining our strategic alignment and our operating performance in the 2025 financial year. Our investor relations team is always available for questions and suggestions from our

shareholders. The Executive Board commented on our company's latest business performance at analysts' conferences held upon the publication of our half-year and full-year results. We publish recordings of analysts' conferences and the accompanying presentations on our website at

mvv.de/en/investors.

The MVV Energie AG share is currently covered by one financial institution: Landesbank Baden-Württemberg. The analyst most recently issued a buy recommendation for our share with a target price of Euro 32.10.

Contents

Contents

Group Fundamentals 25

Group Structure 25

Company structure and shareholdings 25

Organisational structure 25

Business Model 26

Corporate Strategy 28

Technology and Innovation 32

Value-Based Corporate Management 33

Group Financial Performance 35

Highlights of Financial Key Figures 35

Material Developments and Executive Summary 36

Material developments 36

Executive summary 37

Business Framework 39

Energy policy climate 39

Market climate and competition 41

Impact of weather conditions 46

Earnings, Asset and Financial Position 47

Presentation of earnings performance 47

Presentation of asset position 53

Presentation of financial position 56

Group Sustainability Report 59

Highlights of Non-Financial Key Figures 59

Sustainability at MVV 60

Climate and environmental protection 60

Social responsibility 61

Responsible business conduct 62

General Disclosures 63

About this report 63

Strategy, business model and value chain 65

The role of the administrative, management and

supervisory bodies in sustainability reporting 67

Integration of sustainability-related performance in incentive schemes 72

Statement on due diligence 73

Risk management and internal controls on sustainability reporting 73

Stakeholder engagement 74

Materiality process 76

Environmental Information 85

Climate change 85

Pollution 110

Water 116

Resource use and circular economy 123

EU Taxonomy 131

Social Information 141

Own workforce 141

Workers in the value chain 155

Affected communities 159

Consumers and end-users 163

Governance Information 170

Business conduct 170

Takeover-Related Disclosures 174

Business Performance of MVV Energie AG 176

Executive summary 176

Notes to annual financial statements of MVV Energie AG (HGB) 176

Corporate Governance Statement (§ 289f, § 315d HGB) 182

Declaration pursuant to § 312 AktG 182

Non-Financial Declaration (§ 315b and § 315c in conjunction

with § 289b et seq. HGB) 182

Outlook, Opportunity and Risk Report 183

Outlook 183

Macroeconomic developments 183

Business framework 183

Executive summary 183

Group earnings performance 184

Earnings performance of MVV Energie AG in separate financial statements 184

Dividend 184

Investments 185

Development in Group's return 185

Forward-looking statements and forecasts 185

Opportunity and Risk Report 186

Explanation of internal control system (IKS) 186

Explanation of risk management system (RMS) 190

Presentation of opportunity/risk situation 191

Executive summary 200

Annex to Group Sustainability Report 201

Index of ESRS Disclosure Requirements published in the Sustainability Report 201

Table for our approach to estimates 206

Table for information provided by reference 206

Table for statement on due diligence 207

Further information about value chain 207

Further information about stakeholder engagement 209

List of datapoints in cross-cutting and topical standards

that derive from other EU legislation 211

EU Taxonomy Tables 219

Sales (turnover) 219

Investment expenses (CapEx) 222

Operating expenses (OpEx) 225

Sales (turnover) templates 229

Investment expenses (CapEx) templates 232

Operating expenses (OpEx) templates 235

Within the Combined Management Report, information reported pursuant to ESRS and thus forming part of the Group Sustainability Report is indicated with the marking >><<.

Dis closures made in italics in the Combined Management Report constitute other information for which the company's executive directors are responsible. Like the Combined Non-Financial

Declaration published within the Combined Management Report as a Group Sustainability Report, this information was not subjected to any substantive review by the auditor. The Combined Non-Financial Declaration was subject to a limited assurance review pursuant to ISAE 3000 (revised) by KPMG AG Wirtschafts prüfungsgesellschaft.

‌Group Fundamentals

‌Group Structure

‌Company structure and shareholdings

As the publicly listed parent company of the MVV Group, MVV Energie AG, which has its legal domicile in Mannheim, directly or indirectly owns shares in the companies which form part of the Group and also has its own operations. Including MVV Energie AG, the MVV Group comprises 120 fully consolidated companies and 28 companies which are consolidated using the equity method (at-equity companies). Our group of companies has its largest locations in Mannheim, Kiel, Offenbach and Wörrstadt in Germany and in Plymouth and Dundee in the United Kingdom. An overview of all shareholdings, and thus of all countries in which we are present, can be found in the MVV's Shareholdings chapter.

‌Organisational structure

We base our reporting on our value chain and structure it in four reporting segments to which various business fields are allocated:

As well as the Commodity Services business field, the Customer Solutions reporting segment includes the two business fields of Retail and Business.

The New Energies reporting segment comprises the two business fields of Environmental Energy Germany and Environmental Energy UK, as well as the Wind and PV business field.

The two business fields of Generation and Grids are included in the Generation and Infrastructure reporting segment.

Our shared-service companies and cross-divisional functions are pooled in the Other Activities reporting segment. The shared-service companies perform metering, billing and IT services, as well as customer services, within the MVV Group. Further shareholdings in companies that are not allocated to other business fields are presented in the Shareholdings business field.

‌Business Model

The disclosures in this chapter also form part of the Group Sustainability Report with regard to the reporting in accordance with >> ESRS 2 General Disclosures on MVV's Business Model.

The areas covered by our broad-based portfolio include all key stages of the energy industry value chain: from energy generation and trading through to distribution via proprietary grid companies and the marketing of energy solutions to various customer groups. We also have water production and distribution activities.

Customer Solutions segment

The Customer Solutions reporting segment includes our retail and secondary distribution businesses for electricity, heat, gas and water. For retail and business customers, we offer

a broad portfolio of products and services that meets ecological standards. It includes renewable energies, environmentally friendly district heat and networked end-to-end solutions covering self-generated photovoltaics electricity, heat pumps and e-mobility. In addition, e-mobility is an integral component of our activities in Smart Cities, where we act as a system partner to local authorities and develop networked solutions for towns and cities, as well as offering suitable services to

support them in decarbonising their activities. Our solutions for business customers focus on projects and measures to enhance efficiency and decarbonise operations at industrial, retail and real estate customers. Moreover, the Customer Solutions segment also includes the commodities, service and trading business at MVV Trading. Alongside portfolio management for our group of companies, the activities pooled at this company include energy procurement, energy product trading and energy marketing. This latter area ranges from marketing conventional power plant capacities to classical direct marketing, post-EEG marketing and power purchase agreement (PPA) models through to marketing balancing power, flexibility and battery storage capacities.

New Energies segment

We pool our competence in generating renewable energies from wind and photovoltaics and in making ecological use of waste and biomass in the New Energies reporting segment. We draw

on this expertise not only at our plants in Mannheim, Offenbach, Leuna, and Königs Wusterhausen, but also in the United Kingdom, where we operate an energy from waste plant with heat extraction in Plymouth, a biomass power plant with CHP capability at Ridham Dock and a further energy from waste plant in Dundee. Furthermore, in Germany we also have biogas and biomethane plants, including bio-waste anaerobic digestion. In addition, the New Energies segment includes our proprietary wind turbines and photovoltaics systems, as well as our national and international project development business. The focuses here are on onshore wind power in Germany and photovoltaics. In addition, we act as operations managers for windfarms and solar parks and develop hybrid projects in which, depending on requirements, we combine various energy generation systems with storage units and manage these using smart measurement and control technology.

Generation and Infrastructure segment

The Generation and Infrastructure reporting segment consists of our generation portfolio for conventional energies with CHP, parts of our green heat and water production. The conventional energy plants include our coastal power plant in Kiel, our CHP plant in Offenbach and our minority shareholding in the power plant Grosskraftwerk Mannheim AG. High-performing grids are a crucial

factor in safeguarding a reliable supply of energy and water and implementing the energy transition. For this reason, this segment also includes the grid business at our distribution grid operators in Mannheim, Kiel and Offenbach. Overall, we operate electricity, district heat, gas and water grids with a total length of around 19,000 kilometres.

Other Activities segment

In the Other Activities segment, we pool our shared-service companies, cross-divisional functions and further other shareholdings. With our shared services, we provide metering, billing and IT

services and customer services on behalf of our group companies. <<

‌Corporate Strategy

The disclosures in this chapter also form a constituent component of the Group Sustainability Report in respect of our reporting pursuant to >> ESRS 2 General Disclosures on Strategy.

Flexibility and resilience as key to success

We intend to continue playing an active role in helping to shape the transformation towards an energy system of the future that is climate and environmentally friendly, reliable and also affordable. In this, we are operating in a challenging climate characterised by geopolitical crises, macroeconomic uncertainties and regulatory and legislative changes.

International efforts to reduce CO2 emissions are still being upheld. Having said this, opposing momentum from the USA and China coupled with geopolitical tensions are leading to a shift in priorities and thus reducing the pace of global transformation. In Germany, the basic alignment of energy policy was confirmed after the change of government. However, the so-called "reality check" performed against the backdrop of a tense economic situation and accounting for levels of social acceptance has moved the aspects of affordability and supply reliability more closely into focus.

The energy transformation requires substantial investments. The energy policy framework required to mobilise the full extent of these investments is currently not yet in place. A study published by PwC also underlines the need for new financing models and partnerships in order to cover capital requirements.

Against this backdrop, we are relying on a flexible, resilient and robust strategy.

Together with our #climatepositive course, the pillars of our Mannheim Model, namely heat

transition, electricity transition and customer solutions, form the roadmap for our actions. In further structuring our strategy, we consciously account for dynamics within the industry climate and for political and market-related volatilities. We continually assess opportunities and risks to ensure that the further development of our portfolio is responsible and fit for the future. The parallel need to uphold existing structures until new structures have been put in place creates a double burden that also represents a major challenge.

With this strategic approach, we aim to make an active contribution towards the energy transition while simultaneously reacting with the necessary flexibility to the uncertainties and challenges of the environment in which we operate.

Our course: #climatepositive 2035

We are endeavouring to reduce our total carbon footprint to net zero and, as a company, become #climatepositive if possible from 2035. This objective covers not only our core business, but also the upstream and downstream sections of our value chain.

To achieve negative overall emissions and thus become #climatepositive, we intend to actively remove CO2 from the atmosphere and permanently bind, use or store this. To this end, we are consistently upholding our existing climate protection activities and planning the future deployment of BECCUS (Bioenergy Carbon Capture Usage and Storage) technology at some of our biomass and energy from waste plants.

The achievement of our #climatepositive objective is significantly dependent on punctual implementation of the required BECCUS facilities. A suitable regulatory framework is nevertheless urgently required if we are to be able to realise these facilities on an economically viable basis.

Should a framework of this kind not be put in place in good time, then it will be necessary to review the existing schedule for our #climatepositive course.

One-stop source of efficient, sustainable heat

Our heat transition implementation targets provide for an extensive scaling up of district heat connections and heat pump solutions at our locations in Mannheim, Kiel and Offenbach. Our experience to date nevertheless shows that homeowners are less willing to change their heating systems while these are still functional.

To promote the transition to climate-friendly solutions, we are consistently working on further developing our activities:

• We are optimising our processes and building on close partnerships with local trade firms.

• We are using new (pipe) laying technologies, innovative materials and digitalisation to achieve greater flexibility and ensure efficient connection costs.

• In regions that cannot be connected to the district heat supply, we are focusing on the heat pump business. This way, we are offering customers a sustainable alternative to fossil-based heating systems while at the same time positioning ourselves as a systems provider.

• By expanding centralised and decentralised green heat solutions, we are supporting the

transition from fossil-based to green heat energy and creating the basis for disbanding parallel grid structures between district heat and gas.

The process of converting our district heat generation to green energy is progressing on schedule. In Mannheim, Kiel and Offenbach, we still intend to replace our fossil generation plants with a portfolio of solutions tailored to local conditions. Building on the experience gained with our first river heat pump, the construction of a second, far larger river heat pump is being prepared in Mannheim. In Offenbach, we are increasingly relying on the use of waste heat from data centres. In Kiel, we are looking into building a large-scale heat pump on the firth and connecting the coastal power plant (Küstenkraftwerk) to the hydrogen core grid.

In addition, we are reviewing further options for all locations. Among others, these include heat generation based on green gases or using industrial waste heat.

Electricity transition on all levels

If the energy transition and further decarbonisation are to succeed, it will be necessary to adapt electricity grids to meet changing requirements. This relates not only to low and medium-voltage grids, but also to upstream grid levels. By 2030, we aim to reach core milestones in terms of transforming and expanding our electricity grids. To safeguard the future of the electricity grid in the Mannheim region, we are strengthening and extending the 110 kV grid. TransnetBW plans to build a new substation (Umspannwerk Ost). This will enable the transmission grid operator's

380 kV power lines to be connected to our 110 kV power lines. At the site of the large power plant Grosskraftwerk Mannheim (GKM), we will restart operations with a transformer. In addition, we are planning a 110 kV connection to the Mannheim-Süd substation operated by TransnetBW. Work on converting and expanding the 110 kV grid in Offenbach is also advancing, with two new electricity lines due to be laid in the next construction stage in 2026. Construction work has also already begun on the new substation in Sprendlingen.

With regard to the expansion in our renewable energies (RE) generation capacities, we are adapting our plans in line with current market conditions and extending our previous schedule. Our long-term target remains that of reaching RE generation capacities of around 2,000 MW. In our expansion of onshore wind power, we intend to build increasingly on partnerships. One successful example of this is Solventus, a joint venture between Stadtwerke Kiel and a North-German project developer, which has already implemented a first wind project.

Given the growing need for flexibility in the energy system, battery storage facilities are playing an increasingly important role. We are accounting for this trend by planning to further expand our activities in this area.

Customer solutions facilitate individual energy transitions

To provide our customers with optimal support in managing their own individual transformation requirements, we are building on solutions packages tailored to specific customer groups. The scaling up of our solutions is an increasingly important factor, particularly with regard to the

restructuring of our sales portfolio. To achieve the necessary scale in the retail customer business, we intend, among other measures, to further develop our internal organisation and review various growth options aimed at generating sustainable, profitable growth in this customer segment.

Other important factors involve communications and consulting measures for our retail customers with regard to the district heat and heat pump solutions provided for in the context of municipal heat planning, as well as combined solutions comprising home energy management systems, dynamic rates and solar, charging and battery components. The objective here is to ensure that our range of products and services can optimally meet demand and thus further boost affordability and customer satisfaction.

We have set ourselves the goal of offering exclusively climate-neutral products and services from 2035 if possible. This will require the best-possible integration of centralised and decentralised offerings, as well as targeted growth initiatives.