Material Fact - Acquisition of Shares Issued by the Company

Publicly Held Company | CVM No. 01665-9

CNPJ No. 02.149.205/0001-69 | NIRE 35.3.0015166.6 | ISIN Code No. BRPSSAACNOR7

Alameda Barão de Piracicaba, nº 740, Torre B, Edifício Rosa Garfinkel, 11th floor, Campos Elíseos, São Paulo/SP

PORTO SEGURO SA ("Porto" or "Company") (B3: PSSA3), in compliance with applicable regulations, hereby informs its shareholders and the market that the Company's Board of Directors, in the meeting held on February 4, 2026, approved the renewal of the share buyback program. shares issued by the Company ("Program of Repurchase"), replacing the previous repurchase plan.

As in previous years, the Management will have the option, should economic conditions and the price of the Company's shares on the B3 so recommend, to proceed with (or not) the acquisition in appropriate quantities and prices, under the following terms and conditions:

1. Objective and Expected Economic Effects of the Operation:The Share Buyback Program, through the acquisition of shares issued by the Company for maintenance in treasury, cancellation or sale, without reduction of share capital, and/or linkage to the Company's stock-based compensation plan, aims, under favorable conditions, to create an additional alternative for generating value for shareholders, under the terms and within the limits permitted by applicable legal and regulatory norms.
2. Shares (i) outstanding and (ii) held in treasury:(i) shares outstanding: 184,736,465

   common shares and (ii) 6,441,951 shares are held in treasury as of this date.

3. Number of shares that may be acquired or sold:the acquisition will respect the limit of up to 18,473,647common shares, which represent 10% (ten percent) of the total shares in circulation. All shares eventually repurchased may be sold within the scope of the Share Buyback Program.
4. Key characteristics of the derivative instruments that the Company may use:the Company will not use derivative instruments.
5. Regarding existing voting agreements or guidelines between the company and the counterparty in the transactions:the transactions will take place on the stock exchange. There are no voting agreements or guidelines between the counterparties and the Company in the transactions.
6. Price and Acquisition Method:the acquisition of shares must be done on the B3 stock exchange.
7. Impacts that the negotiation will have on the composition of the shareholding control or the administrative structure of the Company: there will be no impact on the composition of the shareholding control or the administrative structure of the Company.
8. Identification of counterparties:intended indiscriminately for all shareholders of the Company.
9. Use of proceeds: the decision will be made in due course by the Company's Management, without the need for additional approvals from the Board of Administration, and communicated to the market. Any proceeds obtained by the Company will be used in the development of its social activities.
10. Duration of the Buyback Plan:the maximum term for settlement of approved transactions is 1 (one) year, beginning on February 4, 2026 and ending on February 3, 2027.
11. Institutions that will act as intermediaries:Itaú Corretora de Valores SA, headquartered at Avenida Brigadeiro Faria Lima, nº 3.500, 3º Andar, Parte, Itaim Bibi - São Paulo - SP.
12. Available resources to be used:use of any resources available on the acquisition date, including profit reserves and results of the fiscal year.
13. Reasons why the members of the Board of Directors are confident that the share buyback will not jeopardize the fulfillment of obligations to creditors or the payment of mandatory, fixed, or minimum dividends:The decision to acquire or not acquire shares rests exclusively with the Management, which is responsible, at the time of any acquisition, for assessing whether the Company's financial situation, market conditions, and other relevant factors are compatible with the intended operation. Based on the Interim Financial Statements as of September 30, 2025, the Company's available capital balance is significantly higher than what would be necessary for the eventual repurchase of all common shares that are the subject of the Buyback Program. For these reasons, the members of the Board of Directors believe that the share buyback will not jeopardize the fulfillment of obligations to creditors. Additionally, the members of the Board of Directors clarify that the shares issued by the Company do not entitle their holders to receive fixed or minimum dividends.

The remaining information regarding the Share Buyback Program, as required by Annex G of CVM Resolution No. 80, dated March 29, 2022, will be described in Annex I of the Minutes of the Board of Directors Meeting of February 4, 2026, which will be made available on the Company's Investor Relations website (https://ri.portoseguro.com.br/) and on the Securities and Exchange Commission's system (https://sistemas.cvm.gov.br/).

São Paulo, February 4, 2026.

Domingos de Toledo Piza Falavina Investor Relations Officer