OMV : Individual Company Closing 2025

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Annual Report 2025 of OMV Aktiengesellschaft Table of Contents Report of the Supervisory Board 4 Consolidated Corporate Governance Report 7 Directors´ Report 18 Auditor´s Report 30 Financial Statements 36 Balance Sheet as of December 31, 2024 36 Income Statement 38 Notes 39 Accounting and Valuation Policies 40 Notes to the Balance Sheet 44 Notes to the Income Statement 51 Supplementary Information 54 Direct Investments by OMV Aktiengesellschaft (interest of at least 20%) 59 Supervisory Board 60 Executive Board 62 Statement of Fixed Assets in Accordance with Section 226 (1) ACC 63 Abbreviations and Definitions 65 ‌Dear Shareholders, As the Chairman of the Supervisory Board, I am delighted to address you about topics related to the Executive and Supervisory Boards. In 2025, OMV again delivered a solid set of results despite a more challenging market environment, thereby proving the strength and robustness of the integrated business model. These qualities were further highlighted by the achievement of major milestones in the implementation of our Strategy 2030 and the corresponding transformation process. Examples of these milestones include the considerable progress made in the formation of Borouge Group International, through which we, together with ADNOC, aim to establish a global leader in polyolefins. With OMV Petrom's Neptun Deep gas development project in the Black Sea, we intend to make a significant contribution to the security of the energy supply in Europe. Furthermore, we launched innovative, sustainable initiatives like the 140 MW electrolyzer plant in Bruck an der Leitha. I want to congratulate management and employees on these successes, in which they played an essential role. Let us take a look at the performance of the business segments. As in previous years, the high degree of diversification proved its worth in 2025. While lower oil prices in particular led to a lower result in Energy, the Fuels business showed strong improvements, mainly due to a more favorable market environment and an improved contribution from ADNOC Refining and ADNOC Global Trading. The contribution from Chemicals increased mostly as a result of the Borealis reclassification and improved olefin indicator margins. We want our shareholders to benefit from this strong overall Group result and the excellent financial situation. Based on our dividend policy and the result, the Executive Board, and subsequently also the Supervisory Board, propose the distribution of an additional variable dividend alongside the progressive regular dividend for the fourth consecutive year. For you, dear shareholders, this means that we will propose to the Annual General Meeting the payment of a total dividend of 4.40 euros per share for the 2025 financial year. Our key priorities in the Supervisory Board include strategy, Executive Board matters, governance topics, and the approval of major investment projects. Below, I would like to inform you about the Supervisory Board's work in 2025. Composition of the Executive Board and Supervisory Board The Supervisory Board started 2025 with several decisions on Executive Board matters. In January, the Supervisory Board decided to extend the mandate and contract of the Executive Vice President Energy (EVP) Berislav Gaso by two years; as a result it will now run until the end of February 2028. Berislav Gaso has held this position since 2023. Also in January, Daniela Vlad, EVP Chemicals, and the Supervisory Board mutually agreed on her mandate ending prematurely at the end of February 2025. Since March 1, 2025, in addition to his role as EVP Fuels, Martijn Arjen van Koten has also acted as interim EVP Chemicals. In mid-2025, the Supervisory Board decided to extend Martijn van Koten's mandate for another five years, until June 30, 2031. In May 2025, CEO Alfred Stern announced that he would not be available for a possible extension of his mandate, which still runs until the end of August 2026. Consequently, the Supervisory Board started the search process for a new CEO, supported by an external headhunter. There was one change to the shareholder representatives on the Supervisory Board in 2025: At the Annual General Meeting in May, Hans Joachim Müller was elected to the Supervisory Board, taking over the seat that remained empty after Stefan Doboczky stepped down as a member of the Supervisory Board in June 2024 to become CEO of Borealis GmbH, which was incompatible with his Supervisory Board mandate. There was no change in the employee representative appointments to the Supervisory Board in 2025. 2025 was an economically challenging year, during which the Supervisory Board focused on its guiding control function in OMV's transformation process and on the composition of the Executive Board. LUTZ FELDMANN Chairman of the Supervisory Board Supervisory Board activities The Supervisory Board carried out its activities during the 2025 financial year with great care and in accordance with the law, the Company's Articles of Association, and the Internal Rules. It oversaw the Executive Board's management of the Company and advised it on decision-making processes based on detailed verbal and written reports, as well as constructive discussions between the Supervisory Board and the Executive Board. Five regular and three extraordinary meetings of the Supervisory Board and 30 committee meetings were held in 2025. A comprehensive report by the Executive Board on business development and current topics, as well as reports from the committees, were a fixed component of every regular Supervisory Board meeting. Feedback from investors plays an important role in the work of the Supervisory Board. As in previous years, the exchange between investors and the Supervisory Board was strengthened again in February and March 2025 during the Corporate Governance Roadshow. During numerous virtual and in-person meetings in Vienna, I was able to answer questions from investors and proxy advisors on governance topics. The feedback we received reinforced our commitment to our transformation strategy and provided valuable input for our Supervisory Board work, for example regarding remuneration matters. In 2025, bespoke training courses were held again for the Supervisory Board, with a particular focus on artificial intelligence and an interactive workshop on compliance topics. In March 2025, the members of the Supervisory Board made a site visit to the well site of the geothermal flagship project "deeep" in Seestadt, Vienna, during which they learned about the progress, potential, and challenges of this sustainable energy project. The Supervisory Board's annual self-assessment, based on surveys, was supported by an external consultancy firm. In addition to the results for the Supervisory Board itself, there are also specific surveys conducted on the composition and performance of the committees. The results of the self-evaluation are always presented and discussed at both the Supervisory Board level and in the committee meetings. They are used to help decide which topics and activities to prioritize in 2026, e.g., for deep dives or training sessions. Activities of Supervisory Board committees The Supervisory Board made some significant personnel decisions in 2025. The Presidential and Nomination Committee was therefore mainly occupied with the preparation of the decisions on three EVP mandates and the CEO succession. The Remuneration Committee dealt with matters such as the target achievements of the expired incentive plans and setting targets in the new plans. In addition, the committee worked on the Remuneration Policy for the Executive Board, for which a revised version will be submitted for approval by the Annual General Meeting in May 2026. In 2025, alongside its legally mandatory tasks, the Audit Committee looked at important topics related to the accounting process, the internal audit program, risk management, and the Group's internal control system. Representatives of OMV's statutory auditor - KPMG Austria GmbH Wirtschaftsprüfungs- und Steuerberatungsgesellschaft, Vienna - attended every meeting of the Audit Committee. Meetings of the Portfolio and Project Committee are held regularly prior to the meetings of the Supervisory Board. The committee used its meetings in 2025 to prepare for decisions regarding key investment and M&A projects on the basis of extensive information and intensive discussions. Particularly notable in this regard is the UpHy Large project, Austria's largest green hydrogen plant. The Sustainability and Transformation Committee met four times in 2025. Its tasks include overseeing the strategy in terms of sustainability, ESG standards, performance, and processes, especially HSSE and climate action. In 2025, topics like cultural transformation, the sustainability and environmental performance of the Neptun Deep project, and deep dives on circular economy transformation topics were among the agenda items covered. Further details regarding the activities of the Supervisory Board and its committees, such as committee members, number of meetings, and attendance per committee, can be found in the (Consolidated) Corporate Governance Report. Annual financial statements and dividend Following a comprehensive review and discussions with the auditor during meetings of the Audit Committee and the Supervisory Board, the Supervisory Board approved the Annual Financial Statements, including the Directors' Report, and the Consolidated Annual Financial Statements, including the Group Directors' Report (including the Consolidated Non-Financial Statement), which were submitted in accordance with Section 96(1) of the Austrian Stock Corporation Act. With this approval from the Supervisory Board, the 2025 Annual Financial Statements have been adopted in accordance with Section 96(4) of the Austrian Stock Corporation Act. Both the Annual Financial Statements and the Consolidated Annual Financial Statements for 2025 received an unqualified opinion from the auditor, KPMG Austria GmbH Wirtschaftsprüfungs- und Steuerberatungsgesellschaft, Vienna. The Supervisory Board also approved the (Consolidated) Corporate Governance Report reviewed by both the Supervisory Board and the Audit Committee, as well as the (Consolidated) Payments to Governments Report. The Supervisory Board did not identify any grounds for objection during the review. Following its review, the Supervisory Board considered the Executive Board's proposal to the Annual General Meeting to distribute (i) a regular dividend of EUR 3.15 euros per share, which corresponds to an increase of EUR 0.10 euros over the previous year, and (ii) an additional dividend of EUR 1.25 euros per share as appropriate and supported this resolution proposal. The remaining amount of the net profit after the dividend distribution will be carried forward to the new account. On behalf of the entire Supervisory Board, I would like to express my appreciation to the members of the Executive Board and all employees for their commitment and successful work in the 2025 financial year. I would like to give special thanks to OMV's shareholders, as well as our customers and partners, for their continued trust. Vienna, March 19, 2026 For the Supervisory Board Lutz Feldmann m.p. ‌Consolidated Corporate Governance Report As a publicly listed company with its headquarters in Austria, OMV is dedicated to the principles of sound corporate governance and has always sought to comply with best practice in corporate governance to ensure responsible management and control of the OMV Group, a high level of transparency for all stakeholders, and, ultimately, the sustainable and long-term creation of value. Austrian law, the Articles of Association of the Company, the Internal Rules for the corporate bodies, and the Austrian Code of Corporate Governance (ACCG) provide the core legal framework for OMV's corporate governance. OMV adheres to the ACCG set out by the Austrian Working Group for Corporate Governance in all instances, except for the deviations mentioned in this report. The code is publicly accessible at / https://www.corporate-governance.at . In the 2025 financial year, OMV did not fully comply with C-rule 28 or R-rule 28a of the Austrian Corporate Governance Code, as the annual share transfer programs for members of the Executive Board and senior executives were not submitted separately to the Annual General Meeting for approval. The decision for this deviation was made following thorough analysis. It is essentially based on the fact that, the Remuneration Policy for the Executive Board already contains details of all the essential elements of such programs and is submitted to the shareholders for a vote regularly and in the event of significant changes. The deviation therefore does not reduce transparency for shareholders or their opportunities to participate with regard to remuneration programs. At the same time, this approach ensures efficient conduct of Annual General Meetings, in particular by avoiding duplications and reducing complexity. In relation to C-rules 27 and 28, explanations concerning the structure of the remuneration of the OMV Executive Board and the Supervisory Board are given in the Remuneration Policy. The implementation of this policy and the performance outcomes of the financial year under review are set out in the Remuneration Report for OMV's Executive Board and Supervisory Board, which has been prepared annually since the 2020 financial year. The Remuneration Policy and the Remuneration Report are published on / https://www.omv.com . For OMV Petrom S.A., a company consolidated in the OMV Group and the shares of which are publicly listed on the Bucharest Stock Exchange, the relevant Corporate Governance Report can be found at / https://www.omvpetrom.com/en/about-us/corporate-governance . In accordance with the recommendation in the AFRAC opinion on the Corporate Governance Report, the Corporate Governance Report of OMV as the parent company and the consolidated Corporate Governance Report are combined in one report. Executive Board Alfred Stern, born 1965 Date of initial appointment: April 1, 2021 End of the current period of tenure: August 31, 20261 Chairman of the Executive Board and Chief Executive Officer Alfred Stern has been Chairman of the Executive Board and Chief Executive Officer of OMV Aktiengesellschaft since September 2021. Prior to joining OMV Aktiengesellschaft in April 2021 as Board member for the Chemicals & Materials segment, he had been CEO of Borealis since July 2018. During his 14 years at Borealis, Alfred Stern held a series of other executive positions, and before his appointment as CEO of Borealis, he was Board member for the Polyolefins and Innovation & Technology divisions. He started his career at DuPont de Nemours, which led to extensive international experience in Switzerland, Germany, and the US across the spectrum of Research and Development, Sales and Marketing, and Quality and Business Management. ‌1 On May 20, 2025, Alfred Stern notified the Chairman of the Supervisory Board that he will not be available for another Executive Board mandate. Alfred Stern studied at the Technical University of Leoben in Austria. He holds a PhD in Material Science and a Master's in Polymer Engineering and Science. Positions in major subsidiaries and participations of OMV Company Position OMV Petrom S.A. President of the Supervisory Board Borealis GmbH Chairman of the Supervisory Board (since March 1, 2025) Borouge Group International AG Member of the Supervisory Board (since August 29, 2025) Other relevant positions Company Position Air Products and Chemicals, Inc. Non-executive member of the Board of Directors (since January 23, 2025) Reinhard Florey, born 1965 Date of initial appointment: July 1, 2016 End of the current period of tenure: June 30, 2027 Chief Financial Officer Reinhard Florey graduated in mechanical engineering and economics from Graz University of Technology as well as completing music studies at the University of Music and Performing Arts Graz. He started his career in corporate and strategy consulting. From 2002 to 2012, he worked in various positions worldwide for thyssenkrupp Steel. Prior to his appointment to the Executive Board of OMV his most recent post was as Chief Financial Officer and deputy Chief Executive Officer of Outukumpu Oyj. Positions in major subsidiaries and participations of OMV Company Position OMV Petrom S.A. Member of the Supervisory Board (until April 28, 2025) OMV Petrom Global Solutions SRL President of the Supervision Body Borealis GmbH Member of the Supervisory Board Borouge Group International AG Deputy Chairman of the Supervisory Board (since August 29, 2025) Bayport Polymers LLC Non-executive member of the Board of Directors Other relevant positions Company Position Wiener Börse AG Member of the Supervisory Board Voith GmbH & Co. KGaA Member of the Shareholders' Committee Martijn van Koten, born 1970 Date of initial appointment: July 1, 2021 End of the current period of tenure: June 30, 2031 Executive Board member for the Fuels segment and, in the interim, for the Chemicals business segment, effective March 1, 2025 Martijn van Koten was born in the Netherlands, where he studied chemical engineering at Delft University of Technology. He began his professional career at Shell in 1994, taking on several management and technical positions in the refining and downstream business in the UK, Germany, and the Netherlands. Starting 2004, Martijn van Koten assumed the General Manager positions at the Shell production facilities in Sweden and Singapore, before becoming Vice President Manufacturing East & Middle East in Singapore in 2009 and Vice President Supply & Distribution Americas in the USA in 2013. Also in 2013, Martijn van Koten joined Borealis in Austria as Executive Board member for Operations, HSE & PTS. From 2018 to June 2021, he was the Borealis Executive Board member for the Base Chemicals & Operations business segment. Positions in major subsidiaries and participations of OMV Company Position OMV Petrom S.A. Deputy President of the Supervisory Board Borealis GmbH Member of the Supervisory Board Borouge Group International AG Chairman of the Supervisory Board (since August 29, 2025) OMV Downstream GmbH Managing Director OMV Renewable Fuels & Feedstock US Inc. Non-executive member of the Board of Directors Abu Dhabi Oil Refining Company (Takreer) Non-executive member of the Board of Directors Berislav Gaso, born 1974 Date of initial appointment: March 1, 2023 End of the current period of tenure: February 29, 2028 Executive Board member for the Energy business segment. Berislav Gaso holds a Master's degree in Mechanical Engineering from the Technical University of Munich, Germany, and a PhD in Business Administration from the University of St. Gallen, Switzerland. After working as a junior partner at McKinsey & Company, he held various management positions in the MOL Group. Before he joined OMV, he was Executive Vice President in charge of the MOL Group's Exploration & Production division. Positions in major subsidiaries and participations of OMV Company Position OMV Petrom S.A. Member of the Supervisory Board OMV Downstream GmbH Managing Director OMV Exploration & Production GmbH Managing Director OMV Austria Exploration & Production GmbH Chairman of the Supervisory Board Daniela Vlad, born 1970 Date of initial appointment: February 1, 2023 Daniela Vlad resigned from her position as Executive Board member for the Chemicals business segment as of February 28, 2025. Romanian-born Daniela Vlad holds a Master's degree in Chemical Engineering from the Technical University of Timișoara in Romania and a cum laude Master's in Business Administration from Twente University in the Netherlands. Following her studies, she held management positions at Shell and Philips, and most recently was responsible for key global businesses at AkzoNobel, including Powder Coatings and Industrial Coatings. Thanks to her many years of international experience in the chemicals industry and in leading strategic transformations, Daniela Vlad combines chemical and financial know-how with expertise in the field of sustainable technical solutions. Positions in major subsidiaries and participations of OMV Company Position Borealis GmbH Chairwoman of the Supervisory Board (until February 28, 2025) OMV Downstream GmbH Managing Director (until February 28, 2025) Borouge PLC Non-executive member of the Board of Directors (until February 28, 2025) Working Practices of the Executive Board The approval requirements, responsibilities of individual Executive Board members, decision-making procedures, and the approach to conflicts of interest are governed by the Internal Rules of the Executive Board. The Executive Board generally holds meetings on a bi-weekly basis to exchange information and issue decisions on all matters requiring plenary approval. Supervisory Board OMV's Supervisory Board consists of ten members elected by the Annual General Meeting (shareholders' representatives) and five members delegated by the Group's Works Council (employee representatives). One of the current shareholders' representatives was elected at the 2022 Annual General Meeting (AGM), one at the 2023 AGM, four at the 2024 AGM, and four at the 2025 AGM. The members of OMV's Supervisory Board in 2025 and their supervisory board mandates or similar functions in other domestic or foreign listed companies, as well as any management positions held, are shown below. Lutz Feldmann, born 1957 Chairman (Independent business consultant) Mandate: EnBW Energie Baden-Württemberg AG Edith Hlawati, born 1957 Deputy Chairwoman (Chief Executive Officer, Österreichische Beteiligungs AG) Mandates: VERBUND AG, Telekom Austria AG, EuroTeleSites AG Khaled Salmeen, born 1973 Deputy Chairman (Chief Executive Officer, Downstream Industry, Marketing and Trading, Abu Dhabi National Oil Company until 2025) Mandates: ADNOC Logistics & Services PLC, Borouge PLC, ADNOC Gas PLC, Covestro AG (since December 30, 2025) Khaled Al Zaabi, born 1985 (Group Chief Financial Officer, Abu Dhabi National Oil Company) Mandates: ADNOC Gas PLC, ADNOC Drilling Company PJSC, ADNOC Logistics & Services PLC, Abu Dhabi National Oil Company for Distribution PJSC Dorothée Deuring, born 1968 (Independent Corporate Finance and M&A Advisor) Mandates: Elementis plc (until March 1, 2026), Temenos SA (until May 13, 2025) Patrick Lammers, born 1964 (Chief Executive Officer, Skyborn Renewables GmbH) No mandates in domestic or foreign listed companies Hans Joachim Müller, born 1959 Since May 27, 2025 Mandates: Akzo Nobel N.V., LANXESS AG Jean-Baptiste Renard, born 1961 (Independent business consultant) No mandates in domestic or foreign listed companies Elisabeth Stadler, born 1961 Mandates: voestalpine AG, Österreichische Post AG, Andritz AG Robert Stajic, born 1979 (Executive Director, Österreichische Beteiligungs AG until September 30, 2025) Mandate: VERBUND AG Delegated by the Group's Works Council (employee representatives) Alexander Auer, born 1969 Hubert Bunderla, born 1965 1 Alfred Redlich, born 1966 Nicole Schachenhofer, born 1976 Angela Schorna, born 1980 More detailed information about all members of OMV's Supervisory Board, including their professional careers, can be downloaded from OMV's website at / https://www.omv.com > Company > Leadership > Supervisory Board. Diversity The main considerations in selecting the members of the Supervisory Board are relevant knowledge, personal integrity, and experience in executive positions. Furthermore, aspects of the diversity of the Supervisory Board with respect to the internationality of the members, the representation of both genders, and the age structure are taken into account. The Supervisory Board includes five women and six non-Austrian nationals (as of December 31, 2025). The members of the Supervisory Board are aged between 40 and 68. Independence The Supervisory Board has defined the criteria that constitute independence (resolution dated December 11, 2025) following the guidelines set out in Annex 1 of the ACCG. The criteria have been fully published at / https://www.omv.com/en/company/leadership/supervisory-board/independence . All members elected by the Annual General Meeting declared their independence from the Company and its Executive Board during the 2025 financial year and up to the time of making such declarations (C-rule 53 of the ACCG). Under C-rule 54 of the ACCG, Lutz Feldmann, Dorothée Deuring, Patrick Lammers, Hans Joachim Müller, Jean-Baptiste Renard, and Elisabeth Stadler have made declarations to the effect that they were not shareholders with a stake of more than 10% and did not represent such shareholders' interests during the 2025 financial year and up to the time of making such declarations. Furthermore, the above-mentioned members of the Supervisory Board were nominated for election as Supervisory Board members by Österreichische Beteiligungs AG, which must comply with the strict independence and incompatibility criteria of the Austrian Code of Corporate Governance when nominating or appointing persons as members of the supervisory boards of its affiliated companies, and ensure that they exercise their activities on the supervisory boards of the affiliated companies independently of their own interests or those of legal entities closely associated with them. ‌Andreas Artmäuer (born 1983) was delegated to the Supervisory Board on January 19, 2026, replacing Hubert Bunderla. Positions and committee memberships in 2025 1 Name Supervisory Board and committees 2025 1 Term of office SB PNC PPC AC RC STC Lutz Feldmann C C - M C - May 31, 2023, to 2027 AGM Edith Hlawati DC DC - - DC - June 3, 2022, to 2026 AGM Khaled Salmeen DC DC DC - DC M May 28, 2024, to 2027 AGM Khaled Al Zaabi M M M DC - - May 28, 2024, to 2027 AGM Dorothée Deuring M - - C M 2 M 3 May 28, 2024, to 2027 AGM Patrick Lammers M - M - M 3 C 4 May 28, 2024, to 2026 AGM Hans Joachim Müller M - M M - DC May 27, 2025, to 2027 AGM Jean-Baptiste Renard M - C - - DC June 3, 2022, to 2028 AGM Elisabeth Stadler M - - DC M M 2 May 14, 2019, to 2028 AGM Robert Stajic M - DC M - M June 3, 2022, to 2026 AGM 5 Alexander Auer M M M M - - Since September 1, 2021 Hubert Bunderla M - - M - M Since January 18, 2021 Alfred Redlich M M M - - - Since August 30, 2023 Nicole Schachenhofer M - M - - M Since January 18, 2021 Angela Schorna M - - M - M Since March 23, 2018 Abbreviations: SB = Supervisory Board, PNC = Presidential and Nomination Committee, PPC = Portfolio and Project Committee, AC = Audit Committee, RC = Remuneration Committee, STC = Sustainability and Transformation Committee, C = Chairman/Chairwoman, DC = Deputy Chairman/Chairwoman, M = Member, AGM = Annual General Meeting Until May 27, 2025 Since May 27, 2025 Since May 27, 2025 (he was previously a member) Robert Stajic informed OMV on February 19, 2026, about his resignation from the Supervisory Board effective with the AGM 2026; his term of office would have ended with the AGM 2028. Working Practices of the Supervisory Board The Supervisory Board fulfills its duties - in particular supervising the Executive Board and advising it on strategy -by discussing the Company's situation and objectives during board meetings. Decisions are also taken at these meetings, except in urgent cases where resolutions can be taken by circular vote. Five committees ensure that the best possible use is made of the Supervisory Board members' expertise. Brief descriptions of these committees are given below (see also the report of the Supervisory Board for an overview of the individual committees' main activities in 2025). In 2025, eight meetings of the Supervisory Board and 30 committee meetings were held. In particular, the Executive Board and the Supervisory Board also discussed OMV's strategy. Attendance at Supervisory Board and committee meetings in 2025 was as follows: Attendance at Supervisory Board and committee meetings in 2025 1 Name SB PNC PPC AC RC STC Lutz Feldmann 8/8 7/7 7/7 7/7 Edith Hlawati 8/8 7/7 7/7 Khaled Salmeen 5/8 4/7 1/5 6/7 3/4 Khaled Al Zaabi 8/8 7/7 5/5 6/7 Dorothée Deuring 8/8 7/7 3/3 2 2/2 3 Patrick Lammers 8/8 4/5 4/4 3 4/4 Hans Joachim Müller 3 4/4 3/3 3/3 2/2 Jean-Baptiste Renard 8/8 5/5 4/4 Elisabeth Stadler 8/8 5/7 5/7 1/2 2 Robert Stajic 8/8 5/5 7/7 4/4 Alexander Auer 8/8 7/7 5/5 7/7 Hubert Bunderla 8/8 7/7 3/4 Alfred Redlich 7/8 6/7 5/5 Nicole Schachenhofer 7/8 4/5 4/4 Angela Schorna 7/8 5/7 3/4 Abbreviations: SB = Supervisory Board, PNC = Presidential and Nomination Committee, PPC = Portfolio and Project Committee, AC = Audit Committee, RC = Remuneration Committee, STC = Sustainability and Transformation Committee Until May 27, 2025 Since May 27, 2025 Pursuant to C-rule 36 of the ACCG, the Supervisory Board discusses the efficiency of its activities annually, in particular its organization and working practices (self-evaluation). Presidential and Nomination Committee This committee is empowered to take decisions on matters of urgency. The Supervisory Board may transfer other duties and powers of approval to the Presidential and Nomination Committee on an ad hoc or permanent basis. In its capacity as the Nomination Committee, this body makes proposals to the Supervisory Board for the appointment or replacement of Executive Board members and deals with succession planning. It also makes recommendations for appointments to the Supervisory Board. There were seven meetings of the Presidential and Nomination Committee in 2025, in which discussions focused on Executive and Supervisory Board matters. Audit Committee This committee performs the duties set out in Section 92 (4a) of the Austrian Stock Corporation Act. The committee held seven meetings during the reporting year. It predominantly dealt with preparations for the audit of the annual financial statements, a review of the auditors' activities, internal audit, the internal control and risk management systems, and the review of the annual financial statements. Dorothée Deuring is the financial expert on the Audit Committee as per Section 92 (4a) (1) of the Austrian Stock Corporation Act. The Audit Committee monitors the auditors' independence and reviews a breakdown of the audit fees and fees for additional services besides auditing activities. In the 2025 financial year, KPMG Austria GmbH Wirtschaftsprüfungs-und Steuergesellschaft (including members of their network within the meaning of Section 271b of the Austrian Commercial Code) received EUR 5.88 mn for the annual audit, EUR 2.05 mn for other assurance services, EUR 1.03 mn for tax advisory services, and EUR 0.27 mn for other engagements. Portfolio and Project Committee In this committee, decisions on the most important investment and M&A projects are prepared based on extensive information and intensive discussions, and any recommendations are made to the Supervisory Board. In 2025, five meetings of the Portfolio and Project Committee were held. Sustainability and Transformation Committee The purpose of the Sustainability and Transformation Committee is to support the Supervisory Board in reviewing and monitoring OMV's strategy with regard to sustainability, as well as ESG-related standards, performance, and processes. It also focuses on performance specifically in terms of HSSE (Health, Safety, Security, and Environment) and in particular regarding climate change. Furthermore, the committee serves to support and oversee the process of transformation toward a more sustainable business model, including the cultural integration of strategically significant acquisitions. The committee held four meetings during the reporting year. Remuneration Committee This committee deals with all aspects of the remuneration of Executive Board members and with their employment contracts. The committee's membership does not include employee representatives. The committee is empowered to conclude, amend, and terminate Executive Board members' employment contracts and to make decisions on the awarding of bonuses (variable remuneration components) and other such benefits to them. The Remuneration Committee met seven times during 2025. Executive Board members were invited to attend some of the meetings of the Remuneration Committee. Mercer | hkp///group provided remuneration advice to the Remuneration Committee on the appropriate structure and level of Executive Board compensation in line with regulatory requirements and market practice and supported the revision of the Remuneration Policy for the Executive Board. Mercer | hkp///group also advised on the creation of OMV's Remuneration Report. The consulting company did not advise the OMV Executive Board on matters relating to Executive Board remuneration, ensuring independence within the meaning of the Austrian Code of Corporate Governance. Conflicts of Interest and Dealings by Members of the Supervisory Board Requiring Approval in Accordance with Section 95 (5) (12) of the Austrian Stock Corporation Act Appropriate handling of conflicts of interest is a matter of course for OMV, and OMV also ensures such an approach at the level of the Supervisory Board with clear rules and processes. Supervisory Board members are obliged to disclose any conflicts of interest to the Chairman of the Supervisory Board without delay. If the Chairman of the Supervisory Board gets into conflicts of interest, he must disclose them immediately to his deputies. Depending on the nature and intensity of the conflict of interest, the measures necessary in each individual case will be taken to protect OMV's interests. In addition to the disclosure of the conflict of interest, which is required in any case, these measures include, in particular, abstention from voting by the Supervisory Board member concerned, his or her non-participation in deliberations and decisions regarding the matter giving rise to the conflict of interest, and a restricted provision of (sensitive) information to the Supervisory Board member affected by the conflict of interest. Abu Dhabi National Oil Company (ADNOC) P.J.S.C and OMV have had successful business relationships and partnerships in the Energy, Fuels, and Chemicals divisions for many years, which are occasionally the subject of deliberations and/or decisions by the Supervisory Board. OMV attaches great importance to handling potential conflicts of interest in this context in the Supervisory Board carefully and in accordance with the principles set out above. In the 2025 financial year, no transactions were concluded that would have required the approval of the Supervisory Board in accordance with Section 95 (5) (12) of the Austrian Stock Corporation Act. Employee Representative Participation The Group's Works Council holds regular meetings with the Executive Board in order to exchange information about employees and developments affecting them. Furthermore, the Group's Works Council has made use of its right to delegate members to the Supervisory Board (one employee representative for every two members elected by the Annual General Meeting, and one additional employee representative if the number of shareholder representatives is uneven). Therefore, out of the 15 Supervisory Board members, five members are currently employee representatives. Rights of Minority Shareholders General Meeting: An Extraordinary General Meeting must be convened at the request of shareholders holding not less than 5% of the shares. Agenda items must be included at the request of shareholders holding not less than 5% of the shares. Shareholders holding not less than 1% of the shares may submit resolution proposals on all agenda items. Such resolution proposals must be posted on the website upon request of the respective shareholders. Shareholders holding not less than 10% of the shares may require an extraordinary audit in the event of grounds for suspicion of irregularities, or gross violations of the law or the Articles of Association. All shareholders, having duly provided evidence of their shareholding, are entitled to attend General Meetings, ask questions, and vote. Election of the Supervisory Board: If elections for two or more positions on the Supervisory Board are held at the same General Meeting, separate votes must be held for each position. If elections for three or more seats on the Supervisory Board are held at the same General Meeting, and if prior to the vote on the last position to be assigned it is found that at least one-third of all the votes have been cast in favor of the same person but they have not been elected, then this person must be declared as a Supervisory Board member. Diversity, Equity, and Inclusion 2025 Diversity is an enormous strength that OMV actively leverages to create business value. OMV strongly believes that culturally diverse teams are more creative, resourceful, and knowledgeable, and that they generate broader perspectives, ideas, and options. Diversity, equity, and inclusion (DE&I), therefore, have a strong impact on people and teams, improving engagement and job satisfaction and directly contributing to the Group's profitability and sustainability. DE&I has become an integral part of our sustainability commitments, and the OMV Group is developing thanks to our dedicated employee resources groups and cross-workstream activities. Together, we embrace DE&I and contribute to an inclusive work environment and sense of belonging. The workstreams established for this purpose focus on accessibility, gender, generations, LGBTQ+, parenting/caregiving, and intercultural inclusion, thus ensuring holistic representation for all. The DE&I Ambassadors facilitate understanding of DE&I within the organization, generate ideas to increase the sense of belonging, and serve as multipliers for DE&I initiatives. The DE&I Playbook serves as a comprehensive toolkit to support line managers in building an inclusive work environment. Additionally, the DE&I Learning Hub offers a vast array of LinkedIn training modules designed to enhance the skills of both leaders and employees. In 2025, OMV launched a new DE&I training program, which covers DE&I fundamentals, the importance of belonging, and practical approaches to active inclusion. Delivered by internal trainers, the sessions are offered for line managers and employees. Together with our DE&I Ambassadors, several events were organized across various business areas. These workshops focused on raising awareness, identifying OMV's specific DE&I needs, and exploring ways to create and sustain an inclusive work environment. The DE&I SharePoint serves as a central hub for employees to access resources such as e-learning modules on DE&I, recordings of past events and knowledge-sharing sessions, stay informed about ongoing initiatives of each DE&I stream, and actively participate in fostering an inclusive workplace. OMV is committed to supporting women's advancement to managerial positions. The proportion of women in the Group as a whole is 25.7% (2024: 25.5%). The aim is to increase the proportion of women in senior management roles from 24.2%1 (2024: 23.7%) to 30% by 2030, through a number of initiatives such as mentoring, succession planning, specific training, and measures that promote a healthy work-life balance. In OMV's leadership development programs, the proportion of women was 28.1% (2024: 45.6%). In OMV's Upstream integrated graduate development program for technical skill pools, the proportion of women was 28% in 2025 (2024: 36%), and in the Fuels & Feedstock Fresh Graduate Program, it was 50% (2024: 41%) OMV specifically supports the recruitment and development of women in technical positions. The Gender stream organized an International Women's Day event with the theme #AccelerateAction, including a keynote speech and panel discussion featuring OMV senior leaders. Within our divisions, OMV celebrated International Women in Engineering Day and received the amaZone Award for our commitment to training and equal opportunities for young women in technical apprenticeships. In the Chemicals segment, a dedicated workshop addressed retaining female talent, breaking bias, and supporting mothers returning from parental leave. To connect and empower women in the Energy segment, the "femmeforward" network was launched as a pilot program to foster sharing knowledge and experiences within the Energy division. The Company-wide employee resources groups organized several events: International Women's Week, Pride Month celebrations, International Day of Tolerance, and the Positively Purple event. Moreover, Generations Coffee Mornings were established, community lunches were held, and internal blog articles were published that contributed to the growing visibility of DE&I within the OMV Group. ‌1 Advanced and Executive career levels The Executive Board and Supervisory Board consider the described measures and programs for fostering the diversity of the workforce as a key factor in strengthening the diversity of the internal pool of Executive Board succession candidates. The Presidential and Nomination Committee concerns itself regularly with the identification and development of high-potential employees. In addition to internal succession planning, the Supervisory Board also makes use of external recruitments in order to best fill open Executive Board positions. When selecting Executive Board members - be it internally or externally - special attention is paid to the balance of gender, age, and international experience, in addition to professional skills. As of December 31, 2025, the Executive Board members of OMV Aktiengesellschaft - four individuals of three different nationalities, with extensive international management experience - were between 51 and 60 years old. With regard to the election of Supervisory Board members, the selection of potential candidates is based on various criteria, particularly the candidates' professional skills, personal integrity, independence, and impartiality. In addition, diversity aspects such as the representation of both genders, balanced age distribution, industry and technical expertise, and internationality of members is taken into consideration. On December 31, 2025, the Supervisory Board of OMV included five women, corresponding to a share of 33%. In line with the strategic orientation of the Company, particular focus will be placed on further strengthening industry-specific expertise and the internationality of the Supervisory Board. With members aged between 40 and 68, the Supervisory Board's age structure is balanced. External Evaluation of Corporate Governance An external evaluation of OMV's compliance with the provisions of the ACCG by independent advisors is performed every two years. For the 2024 financial year, OMV engaged Deloitte Legal (Jank Weiler Operenyi Rechtsanwälte GmbH, attorney Johannes Lutterotti). The official questionnaire of the Austrian Working Group for Corporate Governance was used for the evaluation. The report on the evaluation is available at / https://www.omv.com and confirms OMV's compliance with the ACCG for the 2024 financial year in relation to all so-called "comply or explain" rules (the "C-rules") and all recommended rules (the "R-rules"). The next external evaluation of compliance with the ACCG is scheduled to be carried out for the 2026 financial year. Vienna, March 13, 2026 The Executive Board Alfred Stern m.p . Reinhard Florey m.p . Martijn van Koten m.p . Berislav Gaso m.p . Directors' report - operational review Business developments in 2025 Sales for the financial year 2025 were EUR 296.49 mn (2024: EUR 289.47 mn). As OMV Aktiengesellschaft is a holding company, most of the sales consist of group charges and corporate service charges billed to the subsidiaries. The Operating Result was EUR -76.37 mn (2024: EUR -60.39 mn). The Financial Result in 2025 was EUR 1,560.11 mn (2024: EUR 1,618.58 mn). The financial items of OMV Aktiengesellschaft as a holding company mainly consist of the dividends and other income from investments in the operating companies. Net income from investments increased to EUR 1,759.54 mn (2024: EUR 1,728.22 mn). The dividend of OMV Petrom amounting to EUR 284.38 mn was higher than last year (2024: EUR 264.59 mn). Additionally, a special dividend of OMV Petrom was distributed in the amount of EUR 125.44 mn (2024: EUR 192.43). The contribution of companies in the Energy segment excluding OMV Petrom amounted to EUR 440.91 mn (2024: EUR 149.04 mn). OMV Exploration & Production GmbH contributed with EUR 524.29 mn and OMV Gas Logistics Holding GmbH contributed with EUR 55.46 mn in the current year (2024: OMV Gas Logistics Holding GmbH EUR 80.27 mn). The contribution of companies in the Fuels segment excluding OMV Petrom amounted to EUR -204.58 mn and was significantly lower than in the previous year (2024: EUR 268.85 mn). The companies in the Chemicals segment contributed with EUR 1,120.39 mn (2024: EUR 812.26 mn). In the 2025 financial year, the shares in Borealis GmbH were transferred to OMV Downstream GmbH. Borouge Group International AG was founded in September 2025. The cash flow from operating activities for 2025 amounted to EUR -85.22 mn (2024: EUR 118.32 mn), the cash flow from investing activities to EUR 1,462.84 mn (2024: EUR 3,440.98 mn) and the cash flow from financing activities to EUR -738.86 mn (2024: EUR -2,090.34 mn). Net income for the year amounted to EUR 1,432.57 mn (2024: EUR 1,623.21 mn). Total assets increased to EUR 19,644.39 mn (2024: EUR 18,836.87 mn). At the balance sheet date, stockholders' equity stood at EUR 6,429.76 mn (2024: EUR 6,600.41 mn). The equity ratio as of December 31, 2025, was 32.73% (2024: 35.04%). The ratio of fixed assets to total assets was 71.75% at the balance sheet date (2024: 74.55%). Return On Equity was 21.99% (2024: 24.54%). In 2025, the average number of employees at the holding company was 946 (2024: 955). For definitions of these ratios, readers are referred to the glossary of abbreviations and definitions, which is an integral part of the Directors' report. Treasury Shares As at the balance sheet date, a total of 1,271,670 own shares (EUR 1,271,670), or 0.039% of the capital stock, were held. For details relating to the acquisition of treasury shares please refer to the chapter "Information required by Section 243a Unternehmensgesetzbuch (Austrian Commercial Code)". During the reporting period, 85,659 shares, equivalent to 0.03% of the capital stock, with a value of EUR 3.62 mn were used for share-based compensation. The difference of EUR 0.132 mn between this amount and the historic repurchase value was written to the capital reserve. Information required by section 243a of the Unternehmensgesetzbuch (Austrian Commercial Code) The capital stock amounts to EUR 327,272,727 and is divided into 327,272,727 bearer shares of no par value. There is only one class of shares. There is a consortium agreement in place between the two core shareholders, Österreichische Beteiligungs AG (ÖBAG) and Abu Dhabi National Oil Company P.J.S.C. (ADNOC), which provides for coordinated behavior and certain limitations on transfers of shareholdings.1 ÖBAG holds 31.5% and ADNOC holds 24.9% of the capital stock. All shares have the same control rights. Employees who are shareholders directly exercise their voting rights at the General Meetings. Employees who participate in OMV's MyShare program do not exercise their voting rights directly at the General Meetings, but they are given the opportunity, prior to the respective General Meeting, to instruct the account holder via an online mechanism on how the voting rights of their respective shares are to be exercised. The Company's Executive Board must consist of two to six members. The Company's Supervisory Board must consist of at least six members elected by the Annual General Meeting and of the members nominated under Section 110 Paragraph 1 of the Arbeitsverfassungsgesetz (Austrian Labor Constitution Act). Resolutions concerning the dismissal of members of the Supervisory Board pursuant to Section 87 Paragraph 8 of the Aktiengesetz (Austrian Stock Corporation Act) require a simple majority of the votes cast. To approve capital increases pursuant to Section 149 of the Austrian Stock Corporation Act and alterations of the Articles of Association (except those concerning the Company's objects), simple majorities of the votes and capital represented in adopting the resolution are sufficient. On May 27, 2025, the Annual General Meeting authorized the Executive Board to repurchase, subject to the approval of the Supervisory Board: bearer shares of no par value of the Company up to a maximum of 5% of the Company's nominal capital in accordance with Section 65 para 1 number 8 Austrian Stock Corporation Act over a period of 15 months from the date of adoption of the resolution by the Annual General Meeting, for a minimum consideration per share being at the utmost 30% lower than the average, unweighted stock exchange closing price over the preceding ten trading days prior to the respective repurchase of the shares, and a maximum consideration per share being at the utmost 20% higher than the average, unweighted stock exchange closing price over the preceding ten trading days prior to the respective repurchase of the shares, ‌1 OMV has been informed by Abu Dhabi National Oil Company (ADNOC) of its intention to transfer its 24.9% shareholding in OMV Aktiengesellschaft to XRG, its wholly-owned international investment company. This transfer is subject to regulatory approvals. whereby any repurchases have to be exercised in such a way that the Company does not hold more than 1,300,000 treasury shares at any time. Such repurchases may take place via the stock exchange or a public offering or by any other legal means and for the purpose of share transfer programs, in particular Long Term Incentive Plans, or other stock ownership plans. The Executive Board was further authorized to cancel stock repurchased or already held by the Company subject to the approval of the Supervisory Board but without further resolution of the General Meeting and the Supervisory Board was authorized to adopt amendments to the Articles of Association resulting from the cancellation of shares. On May 27, 2025, the Annual General Meeting authorized the Executive Board for a period of five years from the adoption of the resolution, therefore, until and including May 26, 2030, subject to the approval of the Supervisory Board, to dispose of or utilize repurchased treasury shares or treasury shares already held by the Company to grant to employees, executive employees and/or members of the Executive Board/management boards of the Company or its affiliates including for purposes of share transfer programs, and to thereby exclude the general purchasing right of shareholders (exclusion of subscription rights). The authorization can be exercised as a whole or in parts or even in several tranches by the Company, by a subsidiary (Section 189a Number 7 of the Austrian Commercial Code) or by third parties for the account of the Company. As of December 31, 2025, OMV has outstanding perpetual hybrid notes with a nominal value of EUR 2,000 mn, which are subordinated to all other creditors. On September 1, 2020, OMV issued hybrid notes with an aggregate principal amount of EUR 1,250 mn, in two tranches (tranche 1: EUR 750 mn; tranche 2: EUR 500 mn) with the following interest payable: The hybrid notes of tranche 1 bear a fixed interest rate of 2.500% per annum until, but excluding, September 1, 2026, which is the first reset date of tranche 1. From the first reset date (including) until, but excluding, September 1, 2030, the hybrid notes of tranche 1 will bear interest per annum at a reset interest rate which is determined according to the relevant five-year swap rate plus a specified margin. From September 1, 2030 (including), the hybrid notes of tranche 1 will bear an interest rate per annum at the relevant five-year swap rate for each interest period thereafter plus a specified margin and a step-up of 100 basis points. The hybrid notes of tranche 2 bear a fixed interest rate of 2.875% per annum until, but excluding, September 1, 2029, which is the first reset date of tranche 2. From the first reset date (including) until, but excluding, September 1, 2030, the hybrid notes of tranche 2 will bear interest per annum at a reset interest rate which is determined according to the relevant five-year swap rate plus a specified margin. From September 1, 2030 (including), the hybrid notes of tranche 2 will bear an interest rate per annum at the relevant five-year swap rate for each interest period thereafter plus a specified margin and a step-up of 100 basis points. Interest is due and payable annually in arrears on September 1 of each year, unless OMV elects to defer the relevant interest payments. The outstanding deferred interest must be paid under certain circumstances, in particular, if the Annual General Meeting of OMV resolves upon a dividend payment on OMV shares. On June 30, 2025, OMV issued hybrid notes with an aggregate principal amount of EUR 750 mn with the following interest payable. The hybrid notes bear a fixed interest rate of 4.3702% per annum until, but excluding, December 30, 2030, which is the first reset date of the hybrid notes. From the first reset date (including) until, but excluding, the Step-up Date, the hybrid notes will bear interest per annum at a reset interest rate which is determined according to the relevant five-year swap rate plus a specified margin. From the Step-up Date (including), the hybrid notes will bear an interest rate per annum at the relevant five-year swap rate for each interest period thereafter plus a specified margin and a step-up of 100 basis points. Interest is due and payable annually in arrears on December 30 of each year, unless OMV elects to defer the relevant interest payments. The outstanding deferred interest must be paid under certain circumstances, in particular, if the Annual General Meeting of OMV resolves upon a dividend payment on OMV shares. The hybrid notes outstanding as of December 31, 2025, do not have a scheduled maturity date and they may be redeemed at the option of OMV under certain circumstances. OMV has, in particular, the right to repay the hybrid notes at certain call dates. Any accrued unpaid interest becomes payable when the notes are redeemed. In the case of a change of control, for example, OMV may call the hybrid notes for redemption or else the applicable interest rate will be subject to an increase according to the terms and conditions of the hybrid notes. On August 8, 2025, OMV published on the Luxembourg Stock Exchange the notice of early redemption and thus exercised its right to call and redeem the EUR 750 mn hybrid notes tranche 2 issued on December 7, 2015. The material financing agreements to which OMV is a party and bonds issued by OMV contain typical change of control clauses. There are no agreements between the Company and members of the Executive Board and Supervisory Board or employees regarding the payment of compensation in the event of a public takeover bid. The most important elements of the internal control system regarding the accounting process are the following: governance of the internal control system is defined by internal corporate regulations (ICS Directive and its Annexes). Corporate Internal Audit monitors compliance with these principles and requirements through regular audits, based on the annual audit plan approved by the Audit Committee of the Supervisory Board, or through ad hoc audits. The results of these audits are presented to the Audit Committee of the Supervisory Board. For the main "end-to-end" processes (e.g., purchase-to-pay, order-to-cash), Group-wide Minimum Control Requirements are established. The implementation and the effectiveness are monitored based on a defined schedule. The establishment of Group-wide standards for the preparation of annual and interim financial statements in compliance with the corporate IFRS Accounting Manual is also regulated by an internal corporate regulation. The Group uses a comprehensive risk management system. The essential processes of the financial reporting system have been identified and analyzed. In addition, the effectiveness of the risk management system is regularly evaluated by external auditors. The results of the evaluation are reported to the Audit Committee of the Supervisory Board. Risk Management As an international oil, gas, and chemicals company, OMV operates across the entire value chain - from hydrocarbon exploration and production to the trading and marketing of mineral oil products, chemical products, and natural gas. OMV is exposed to a variety of risks, including market and financial risks, operational risks, strategic risks, as well as inherent ESG risks. The Group's risk management processes focus on the identification, assessment, and evaluation of these risks and their impact on the Group's financial stability and profitability. The objective of these activities is to actively manage risks based on the Group's risk appetite and defined risk tolerance levels in order to achieve OMV's long-term strategic goals. Risk Management Governance Effective risk governance is crucial for successfully navigating the uncertainties inherent in OMV's operations. At the Supervisory Board level, the Audit Committee oversees the implementation and effectiveness of OMV's risk management processes. By utilizing the expertise within the Audit Committee and remaining adaptable through ongoing education, the Supervisory Board maintains its commitment to robust risk governance. The Executive Board proactively oversees and enhances OMV's risk management processes and ensures a strong risk culture throughout OMV. A cross-functional Risk Committee chaired by the CFO and composed of senior management members ensures that the risk management processes effectively identify and manage material risks across the Group. OMV has an effective Corporate Risk Management function within the CFO area that reports directly to the Executive Board and is independent from the business segments. It is OMV's view that the Group's overall risk is significantly lower than the sum of the individual risks due to its integrated nature and the fact that various risks partially offset each other. However, the balancing effects of industry risks may lag or weaken over time. OMV's risk management activities therefore focus on the net risk exposure of the Group's existing and future portfolio. The interdependencies and correlations between different risks are also reflected in the Company's consolidated risk profile. Risk management and insurance activities are centrally coordinated at the corporate level by the Treasury and Risk & Insurance Management departments. These departments ensure that well-defined and consistent risk management processes, tools, and methodologies are applied across the entire organization. Risk ownership is assigned to the managers who are best suited to overseeing and managing the respective risk. The overall objective of the OMV risk policy is to safeguard the cash flows required by the Group and to maintain a strong investment-grade credit rating in line with the Group's risk appetite. Financial and non-financial risks are regularly identified, assessed, and reported through the Group's Enterprise-Wide Risk Management (EWRM) process. The main purpose of this process is to deliver value through risk-based management and decision-making, which is ensured by applying a "three lines of defense" model: Business management Risk management and oversight functions Internal audit The assessment of financial, operational, and strategic risks helps the Group leverage business opportunities in a systematic manner. This approach ensures that OMV's value grows sustainably. Since 2003, the EWRM system has helped enhance risk awareness and improve risk management skills across the entire organization, including at subsidiaries in more than 20 countries. OMV is constantly refining the EWRM process based on internal and external requirements, for instance developing Environmental, Social, and Governance (ESG) reporting standards and frameworks. OMV's EWRM process has been set up in accordance with the ISO 31000 standard and is facilitated by a Group-wide IT system that supports the established individual process steps (risk identification, risk analysis, risk evaluation, risk treatment, reporting, and risk review) through continuous monitoring of changes to the risk profile. The overall risk resulting from the bottom-up risk management process is computed using Monte Carlo simulations and compared against planning data. This is then combined with a top-down approach from the senior management view to capture risks associated with the Group's strategy. The process also includes companies that are not fully consolidated. The EWRM process uses common risk terminology and language across OMV to facilitate effective risk communication, whereby ESG risks play a key role in the OMV risk taxonomy. Twice a year, the results of this process are consolidated and presented to the Executive Board and the Audit Committee of the Supervisory Board. In compliance with the Austrian Code of Corporate Governance, the effectiveness of the EWRM system is evaluated by an external auditor on an annual basis. The key financial and nonfinancial risks identified with respect to OMV's mid-term planning are: Financial risks, including market price risks, liquidity risks, credit risks, and foreign exchange risks Operational risks, including all risks and impacts related to physical assets, production risks, project risks, tax risks, personnel risks, IT risks, HSSE, and regulatory/compliance risks Strategic risks, for example those arising from the energy transition, changes in technology, risks to reputation, or political uncertainties, including sanctions > For further details on risk management and the use of financial instruments, please refer to the Group Directors' Report. Financial Risks Market price and financial risks arise from volatility in the prices of commodities, including the market price risks from European Emission Allowances (EEA), foreign exchange (FX) rates, and interest rates (IR). Credit risks, which arise from the inability of a counterparty to meet payment or delivery commitments, are also of importance. As an oil, gas, and chemicals company, OMV has significant exposure to oil, natural gas, and chemicals prices. OMV has substantial FX exposure to USD, RON, NOK, NZD, and SEK. The Group has an economic net USD long position, mainly resulting from oil production sales. The comparatively less significant exposure to RON, NOK, NZD, and SEK originates from expenses in local currencies in the respective countries. Management of Commodity Price Risks, FX Risks, and European Emission Allowances The analysis and management of financial risks arising from foreign currencies, interest rates, commodity prices, European Emission Allowances, liquidity, credit, and insurable risks are consolidated at the corporate level. Due to their potential impact on cash flow, market price risks are monitored and analyzed centrally using a specific risk analysis model that considers portfolio effects. The impact of financial risks (e.g., commodity prices, currencies) on OMV's cash flow and liquidity is reviewed regularly by the Risk Committee, which is chaired by the CFO and comprises the senior management of the business segments and corporate functions. In the context of commodity price risks and FX risks, the OMV Executive Board opts for hedging strategies to mitigate such risks whenever deemed necessary. OMV uses financial instruments for hedging purposes to protect the Group's cash flow, for example from the potential negative impact of falling oil and natural gas prices in the Energy division. In the Fuels and Chemicals businesses, OMV is especially exposed to volatile refining and chemicals margins, natural gas prices, and CO 2 emissions certificates, as well as inventory risks. Corresponding optimization and hedging activities are undertaken in order to mitigate these risks, including margin and stock hedges. An optimization, trading, and hedging risk control governance system defines clear mandates including risk thresholds for such activities. Management of Interest Rate Risks To balance the Group's interest rate portfolio, loans can be converted from fixed to floating rates and vice versa according to predefined rules. OMV regularly analyzes the impact of interest rate changes on interest income and expenses from floating rate deposits and borrowings. Management of Credit Risks Significant counterparty credit risks are assessed, monitored, and controlled at both the Group and segment level using predetermined credit limits for all counterparties, banks, and security providers. These procedures are governed by Group-level guidelines. In light of the challenging geopolitical and economic environment - characterized by volatile commodity prices, high interest rates, and distorted supply chains - special attention is paid to early warning signals, such as changes in payment behavior. Operational Risks The nature of OMV's business operations exposes the Group to various health, safety, security, and environmental (HSSE) risks. Such risks include the potential impact of natural disasters, as well as process safety and personal security events. Other operational risks comprise risks related to the delivery of capital projects or legal/regulatory non-compliance. All operational risks are identified, analyzed, monitored, and mitigated in accordance with the Group's defined risk management processes. The control and mitigation of assessed risks take place at all organizational levels using clearly defined risk policies and responsibilities. To ensure the Group's ability to meet planning objectives, the key Group risks are governed centrally through corporate directives, including those relating to health, safety, security, environment, legal matters, compliance, human resources, and sustainability. Project Risks As part of implementing its Strategy 2030, OMV is investing in both organic and inorganic growth projects following a mature project risk management process that involves regularly identifying, analyzing, and monitoring project risks. OMV has vast experience in managing major capital projects and mitigating project risks. OMV may experience operational, political, technological, or other risks beyond its control, both its own and those of its contractual partners, which may delay or hinder the progress of its projects. For example, the execution of major onshore and offshore projects in Romania, Norway, and the United Arab Emirates (UAE) may be affected by changes to the respective regulatory or fiscal frameworks, the unavailability of contractors, or a lack of qualified staff. Project costs may be negatively impacted by price inflation, labor shortages, or the disruption or reorganization of supply chains. Projects, particularly those related to recycling and sustainable fuels, may be affected by insufficient availability of required feedstock supply, the inability to commercially scale up new technologies, or a lack of regulatory clarity. In new business areas in particular, OMV may more often invest through partnerships and joint ventures, which may expose the Company to increased governance and credit risks and may negatively impact project execution. The effect of any of these risks may have a material adverse impact on OMV's business, results of operations, and financial situation. IT Risks As OMV's activities rely on information technology systems, the Group may experience disruption caused by large-scale cyber events. For this reason, an Information Security Management System (ISMS) with related security controls is implemented across Group IT services to protect information and IT assets that store and process data. IT-related risks are assessed, regularly monitored, and addressed with dedicated mitigation measures or managed through the use of comprehensive information and security programs across the organization. Operational technology-related risks are reflected in the assessment of process safety risks. Additionally, OMV recognizes the emergence of AI-related risks and is actively integrating measures into existing security governance frameworks and controls to address potential security exposures and vulnerabilities associated with artificial intelligence. Strategic Risks In order to identify strategic risks that might have long-term effects on the Company's objectives, OMV continuously monitors its internal and external environment. Geopolitical and Regulatory Risks OMV thoroughly monitors geopolitical developments, including the ongoing Russian war on Ukraine and any additional sanctions and countersanctions resulting from it, as well as the US tariffs, and developments in the Middle East particularly in Israel, Iran, and Syria that have raised concerns about regional stability and their potential impact on OMV's business activities. For further details on the developments in the Middle East please refer to the Financial Statements (Note 18 "Subsequent events"). The Company regularly reviews the impact of such geopolitical developments on its business activities. Continued and/or intensified disruptions in Russian commodity flows to Europe, for example, could result in volatile European energy prices. Sanctions imposed on Russia and countersanctions issued by Russia could lead to further disruptions in global supply chains and shortages of products related to energy, raw materials, agriculture, and metals, and consequently further increases in operational costs. High volatility in natural gas prices can potentially lead to peak liquidity demands to satisfy margin calls for exchange trading activities at short notice. OMV has unused committed and uncommitted credit facilities to meet such short-term requirements if needed. OMV is responding to the situation with targeted measures to safeguard the Company's economic stability as well as the secure supply of energy. In addition to the above-mentioned geopolitical tensions, OMV's operations are exposed to other geopolitical risks such as the expropriation and nationalization of property, restrictions on foreign ownership, civil unrest and acts of war or terrorism, and political uncertainties, for example, in Libya and Tunisia, as well as other countries where OMV operates and has financial investments. However, OMV has extensive experience in dealing with the political environment in emerging economies. Potential regulatory changes may also lead to disruptions or limitations in production or an increased tax burden. OMV continuously observes political and regulatory developments in all markets that affect OMV's operations. Country-specific risks are assessed before entering new countries. Macroeconomic Risks Geoeconomic fragmentation, trade restrictions, and disruptions to global supply chains could lead to further cost increases for OMV. Coupled with high interest rates, this situation has the potential to also negatively impact economic growth, which in turn could affect demand for OMV's products. Climate Change-Related Risks OMV consistently evaluates the Group's exposure to risks related to climate change, in addition to the market price risk associated with the European Emission Allowances. Such risks comprise the potential impact of acute or chronic events, such as more frequent extreme weather events, systemic changes to our business model due to a changing legal framework, or substitution of OMV's products due to changing consumer behavior. OMV recognizes climate change as a key global challenge and therefore integrates the related risks and opportunities into the development of the Company's business strategy. Measures implemented to manage or mitigate such risks are set out in the relevant sections of this report, particularly under Sustainability Statement and Strategy. Business Transformation Risks OMV's transformation into a leading provider of sustainable fuels, chemicals, and materials, as well as sustainable energy solutions, is influenced by a variety of uncertainties. Such risks include the availability of skilled employees, technology and scale-up risks, the availability of sustainable feedstock in sufficient quality and quantity, and governance risks related to joint ventures and partnerships. Personnel Risks Through systematic employee succession and development planning, OMV's People & Culture department aims to develop and attract suitable managerial employees to meet future growth requirements and mitigate personnel risks. Sustainability Impacts, Risks and Opportunities Firmly embedded within the Enterprise-Wide Risk Management process, OMV places special emphasis on five sustainability focus areas: Climate Change Natural Resources Management People and Their Human Rights Health and Safety Ethical Business Practices The established risk assurance model briefly described above has been adapted to ensure the effective management of potential environmental, social, and governance impacts, risks, and opportunities. For further details on environmental, social, or governance-related risks, please refer to the dedicated chapters in the Sustainability Statement of the OMV Group Directors' Report. OMV Group Security In 2025, geopolitical uncertainty played a pivotal role in shaping both the global security landscape and the energy sector. According to the Uppsala Conflict Data Program, over 60 state-based conflicts are currently active worldwide - the highest number since World War II. Of these, eleven have escalated to the level of war. Global security is especially impacted by the ongoing conflicts in Ukraine and the Middle East. Consequently, OMV Group Security has continued to invest significant resources in ensuring resilience and security in areas previously considered low risk, while maintaining a focus on assets in the Middle East and North Africa. In addition to the challenges of operating securely in Tunisia and Libya, the persistent threat of terrorist attacks and hybrid warfare in Europe has not diminished. Political extremism, organized crime, and the increasing convergence of cyber risks with physical threats have necessitated the OMV Group Security department's unwavering focus on a robust yet flexible security strategy. This strategy enables OMV to continue operating in dynamic environments with asymmetric threats. OMV's internal Security Management Standard lays out a comprehensive range of security regulations, plans, procedures, measures, and systems. The document utilizes the IOGP best practice guidelines, along with other industry best practices (ASIS and UK Security Institute), to enable OMV to more effectively detect, deter, protect against, prevent, record, and investigate threats. Management and Due Diligence Processes OMV has a unique, agile, and proven security management system that is regularly reviewed, amended, or enhanced as the situation requires. The philosophy of collecting security information and assessing it as a preventive security instrument remains a fundamental principle of OMV's security strategy. This approach allows us to anticipate or respond instantly to a broad spectrum of geopolitical events, regional conflicts, and isolated incidents. Effective interaction with government and local security agencies further enhances this approach by providing reliable corroboration of facts on the ground. OMV's security risk assessment platform continues to provide real-time oversight of OMV's asset risk exposure levels and can be quickly adjusted in response to geopolitical or security events, as well as enabling the dissemination of security-critical information in real time. To ensure the effectiveness and appropriateness of security practices within OMV's business units, the OMV Group Security function conducts regular audits. These occur annually for those ventures deemed as high risk; for 2025, these were Tunisia and Libya. Two other major audits are conducted annually, with business units being chosen based on operational requirements. In 2025, the selected areas were OMV Austria and a more detailed review of OMV Tunisia, which included testing a revamped audit process. Terms of Reference are agreed with the business unit prior to commencing the audit. A thorough review then takes place, including site visits, interviews, document analysis, and observations. An audit report is then drafted, shared, agreed, and published. The report will include SMART actions, with the entire process being tracked via OMV's HSSE reporting tool. The OMV Group Security department continued to deliver operational support to OMV ventures globally in 2025, as well as surge capacity during security challenges. In high-risk countries, OMV also utilized dedicated, on-site Country Security Managers and Asset Protection Experts to enhance security through additional and, where appropriate, local expertise. Security and Human Rights OMV is committed to respecting human rights and international humanitarian law (IHL). We achieve this by acting in a manner consistent with all relevant laws and international standards or initiatives, including the Voluntary Principles on Security and Human Rights (VPs) and the International Code of Conduct for Private Security Service Providers (ICoC). This applies specifically, but not exclusively, to our interactions with public and private security forces. This commitment is a part of our business acumen, though it is not yet fully aligned with the European Sustainability Reporting Standards (ESRS). For more information about our human rights approach, please see >S1 Human Rights in the Sustainability Statement of the OMV Group Directors' Report. During 2025, OMV was formally accepted as an engaged member of the VPs following its application in 2023. In addition, OMV was accepted as an observer member of ICoCA, thereby reinforcing our strategy target of being an industry leader in this area by 2030. Sustainability & HSSE (Health, Safety and Environment) > For further details, please refer to the dedicated chapters in the Sustainability Statement of the OMV Group Directors' Report. Research and Development OMV Aktiengesellschaft is not performing research and development projects itself, but coordinates the group-wide research and development projects. Outlook 2026 Also for the financial year 2026, OMV Aktiengesellschaft - besides a slightly negative operating result - expects positive profit contributions from its investments held. The financial performance of OMV Aktiengesellschaft will continue to mostly reflect the structural development of OMV Group as well as the actual market environment. As a result of the binding agreement between OMV and ADNOC for the combination of Borouge and Borealis into Borouge Group International and the acquisition of NOVA Chemicals, the outlook for 2026 excludes all Borealis-related effects. Market Environment OMV anticipates that the average Brent crude oil price will be around USD 65/bbl (2025: USD 69/bbl). The average realized gas price is expected to be below EUR 30/MWh (2025: EUR 30/MWh), with a THE price forecast of above EUR 30/MWh (2025: EUR 37/MWh). Group Organic CAPEX is projected to come in at around EUR 3.2 bn (2025: EUR 3.7 bn). Energy OMV expects total hydrocarbon production to be slightly below 300 kboe/d (2025: 305 kboe/d), assuming uninterrupted operations in Libya. Production costs at OMV Group level is expected to be below USD 11/bbl (2025: USD 10.6/bbl). Organic CAPEX for Energy is anticipated to come in at around EUR 1.9 bn (2025: EUR 1.9 bn). Exploration and Appraisal (E&A) expenditure is expected to be below EUR 200 mn (2025: EUR 148 mn). Fuels The OMV refining indicator margin Europe is expected to be around USD 8/bbl (2025: USD 10.1/bbl). The utilization rate of the European refineries is expected to be above 90% (2025: 89%). Fuels and other sales volumes in OMV's markets in Europe are projected to be higher than in the previous year (2025: 16.4 mn t). Commercial margins are predicted to be lower than those in 2025. Retail margins are expected to be slightly lower than the 2025 level. Organic CAPEX for Fuels is forecast at around EUR 1.1 bn (2025: EUR 0.9 bn). Chemicals The ethylene indicator margin Europe is expected to be around EUR 550/t (2025: EUR 569/t). The propylene indicator margin Europe is forecast to be around EUR 420/t (2025: EUR 445/t). The steam cracker utilization rate is expected to be around 90% (2025: 82%)1. Organic CAPEX for Chemicals is predicted to be around EUR 0.1 bn (2025: EUR 1.0 bn). Based on its integrated business model and risk management capabilities, OMV remains resilient in navigating global market dynamics, including current developments in the Middle East. However, given the inherent market volatility and geopolitical uncertainties, fluctuations are expected to persist in the near term. At this stage, OMV considers it premature to adjust its overall market outlook; OMV continues to monitor the situation closely. For further details on the developments in the Middle East please refer to the Financial Statements (Note 18 -"Subsequent Events"). Non-financial declaration in accordance with section 243b of the Austrian Commercial Code The non-financial declaration in accordance with section 243b of the Austrian Commercial Code has been integrated into the consolidated non-financial declaration in accordance with section 267a of the Austrian Commercial Code included in the Group Directors' Report. ‌1 Starting with 2026, cracker utilization rate excludes Borealis crackers. Vienna, March 13, 2026 The Executive Board Alfred Stern m.p . Chairman of the Executive Board and Chief Executive Officer Reinhard Florey m.p . Chief Financial Officer Martijn van Koten m.p . Executive Vice President Fuels and Executive Vice President Chemicals Berislav Gaso m.p. Executive Vice President Energy ‌Auditor's Report1 Report on the Financial Statements Audit Opinion We have audited the financial statements of OMV Aktiengesellschaft, Vienna, which comprise the Balance Sheet as at December 31, 2025, the Income Statement for the year then ended, and the Notes to the financial statements. In our opinion, the financial statements comply with the legal requirements and present fairly, in all material respects, the financial position of the Company as at December 31, 2025 and its financial performance for the year then ended, in accordance with Austrian Generally Accepted Accounting Principles. Basis for our Opinion We conducted our audit in accordance with Regulation (EU) No. 537/2014 ("EU Regulation") and Austrian Standards on Auditing. These standards require the audit to be conducted in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the "Auditor's Responsibilities for the Audit of the Financial Statements" section of our report. We are independent of the Company, in accordance with Austrian company law and professional regulations, and we have fulfilled our other responsibilities under those relevant ethical requirements. We believe that the audit evidence we have obtained up to the date of the auditor's report is sufficient and appropriate to provide a basis for our audit opinion on this date. Our liability as auditors is guided under Section 275 UGB (Austrian Commercial Code). Key Audit Matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements. These matters were addressed in the context of our audit of the financial statements as a whole, however, we do not provide a separate opinion thereon. Recoverability of shares in and loans to affiliated companies. Refer to notes "Accounting and valuation policies", 1 "Fixed assets" and 12 "Financial income and expenses". Risk for the Financial Statements The carrying value of shares in affiliated companies amounts to EUR 12,956 mn as of December 31, 2025, after an impairment in the amount of EUR 172 mn in 2025. The carrying value of loans to affiliated companies amounts to EUR 614 mn as of December 31, 2025. The shares in and loans to affiliated companies are subject to an impairment assessment on each balance sheet date. If necessary, impairment calculations are carried out. The results of these calculations are highly dependent on estimates of future cash flows and assumptions for determining discount rates. There is a risk for the financial statements that the valuation of shares in and loans to affiliated companies is misstated. ‌1 This English language audit report is a translation provided for information purposes only. The original German text shall prevail in the event of any discrepancies between the English translation and the German original. We do not accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

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