Warsaw, 25 February 2026 Management Board of Powszechny Zakład Ubezpieczeń Spółka Akcyjna |
Motion to the PZU SA Ordinary Shareholder Meeting |
regarding: Approval of the Management Board's report on the activity of the PZU Group and PZU SA for the year ended 31 December 2025. |
Content of the motion: We request that the PZU SA Ordinary Shareholder Meeting approve the Management Board's report on the activity of the PZU Group and PZU SA for the year ended 31 December 2025. |
Reasons: The subject of the Ordinary Shareholder Meeting should be the consideration and approval of the Management Board's report on the Company's operations and the Management Board's report on the Group's operations. In addition, the Management Board's report on the Company's activity and the Management Board's report on the activity of the Group are subject to approval by the Ordinary Shareholder Meeting no later than within 6 months of the balance sheet date (pursuant to Article 395 § 1 and § 2(1) of the Commercial Company Code, in conjunction with Article 55(2a) of the Accounting Act of 29 September 1994 (as amended) and § 10(1) and § 18(1) of the Articles of Association of PZU SA). In the case of the annual report and the consolidated annual report, the reports of the management board or the managing person on the issuer's activities and on the activities of the group may be prepared in the form of a single document (in accordance with Article 55(2a) of the Accounting Act and § 73(5) of the Regulation of the Minister of Finance of 6 June 2025 on current and periodic information provided by securities issuers and on conditions under which information required by the legislation of a non-Member State). The parent company of a large group is required to present in a separate section of the report on the activity of the group with the information necessary to understand the group's impact on sustainability issues and to understand how sustainability issues affect the group's development, performance and position (according to Article 63x(1) of the Accounting Act). The PZU SA Management Board by Resolution No. UZ/29/2026 of 25 February 2026 approved, and the Supervisory Board of PZU SA by Resolution No. URN/9/2026 of 25 February 2026 positively evaluated the Management Board's report on the activity of the PZU Group and PZU SA for the year ended 31 December 2025, and recommended its approval to the PZU SA Ordinary Shareholder Meeting. |
Present on behalf of the PZU SA Management Board: /Bogdan Benczak/ /Tomasz Kulik/ |
Attachment: Draft resolution of the PZU SA Shareholding Meeting on the approval of the Management Board's report on the activity of the PZU Group and PZU SA for the year ended 31 December 2025 with justifications. |
Draft
RESOLUTION NO. …./2026
ADOPTED BY THE ORDINARY SHAREHOLDER MEETING
OF POWSZECHNY ZAKŁAD UBEZPIECZEŃ SPÓŁKA AKCYJNA
on 18 June 2026
on the approval of the Management Board's report on the activity of the PZU Group and
PZU SA for the year ended 31 December 2025
Pursuant to Article 395 § 2(1) of the Commercial Company Code, in conjunction with Article 55(2a) and Article 63x(1) of the Accounting Act of 29 September 1994 (as amended) and § 18(1) of the Articles of Association of PZU SA, the PZU SA Ordinary Shareholder Meeting hereby resolves as follows:
§ 1
The Ordinary Shareholder Meeting of PZU SA approves the Management Board's report on the activity of the PZU Group and PZU SA for the year ended 31 December 2025, including sustainability reporting for the same period.
§ 2
The Resolution comes into force when adopted.
Chair
of the PZU SA Ordinary Shareholder Meeting
Draft
REASONS
for the draft resolution of the Ordinary Shareholder Meeting of PZU SA regarding the approval of
the Management Board's report on the activity of the PZU Group and PZU SA
for the year ended 31 December 2025
Pursuant to Article 395 § 2(1) of the Commercial Company Code, the subject of the Ordinary Shareholder Meeting should be the consideration and approval of the Management Board's report on the Company's activity and the Management Board's report on the Group's activity.
In addition, in accordance with Article 395 § 1 and § 2(1) of the Commercial Company Code, in conjunction with Article 55 (2a) of the Accounting Act of 29 September 1994 (as amended), and § 10 (1) and § 18(1) of the Articles of Association of PZU SA, the Management Board's report on the Company's activity and the Management Board's report on the activity of the PZU Group are subject to approval by the Ordinary Shareholder Meeting no later than 6 months after the balance sheet date. Pursuant to Article 63x(1) of the Accounting Act, sustainability reporting constitutes a separate part of the management report.
The detailed reasons are contained in the motion of the PZU SA Management Board submitted to the Ordinary Shareholder Meeting on the approval of the Management Board's report on the activity of the PZU Group and PZU SA for the year ended 31 December 2025.
The PZU SA Supervisory Board positively assessed the report and recommends its approval by the Ordinary Shareholder Meeting of PZU SA.
Annual Report 2025
Management Board's report on the activity of the PZU Group and PZU SA for the year ended 31 December 2025
pzu.pl
INSURANCE | HEALTH | INVESTMENT | BANKING
Infographics used in the Report
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About the Group
Business model
Environment
Strategy and perspectives
Risk management
Performance and dividend
Corporate governance
Sustainable development
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Statement of the Management Board
Table of Contents
To go to the desired page, click on the corresponding item in the table.
Letter from the President to Shareholders 7
Letter from the Chairman of the Supervisory Board 8
About PZU Group 20
Group characteristics 21
Products and services 21
Mission, vision, values 23
Brand 25
PZU Group's structure 26
Fundamental principles of PZU and PZU Group management 29
Milestones of PZU Group's growth 30
Participation in associations and industry organizations 31
Selected awards and distinctions 33
Business model 35
Capital and value creation 36
Value chain 47
Supply chain 48
Operating activities 52
Insurance 52
Health care 61
Investments 62
Banking 64
Other areas 67
Sales and distribution 70
Insurance products 70
Health products 74
Investment products 75
Banking products 76
Environment and factors important for the development of the PZU Group 78
Factors and events affecting PZU Group's operations in 2025 79
The most important economic trends in Poland and abroad 82
Situation in the world economy 82
Trends in the Polish economy 82
External environment in the Baltic Countries and Ukraine 84
Insurance sector in Poland and Baltic Countries compared to Europe 87
Description of the insurance markets on which PZU Group companies operate 89
Polish health care sector compared to Europe 94
The health care market in Poland 95
Polish banking sector compared to Europe 97
Situation on the banking market in Poland 99
Financial markets in Poland and around the world 101
Global and local equity and bond market 101
Polish investment and pension fund market 103
Main factors affecting PZU share prices 105
Bank Pekao and Alior Bank share prices 107
Regulations pertaining to the insurance market and the financial markets in Poland 108
External and internal factors relevant to the development of the PZU Group 111
Macroeconomic and geopolitical factors 111
Legal and regulatory factors 112
Factors specific to business segments 114
Internal factors 117
About the Group
Business model
Environment
Strategy and perspectives
Risk management
Strategy and perspectives 118
Strategic ambitions by 2027 119
Implementation of the strategy in 2025 125
PZU Group reorganization towards a holding structure 129
A strategic perspective 130
Risk management 132
PZU Group's risk profile 133
Risk management system 143
Risk map 146
Risk sensitivity 153
Internal control system 155
Operation of the risk management system and internal control system in 2025 157
Performance and dividend 160
Key factors affecting the financial results achieved 161
PZU Group's revenues and costs 164
PZU Group's asset and liability structure 168
Contribution of segments to the consolidated result 170
PZU's standalone results 179
Impact of PZU Group strategy implementation on 2025 results 182
Dividend 184
Capital and Dividend Policy 184
Disbursement of dividends 185
KNF's stance on the Dividend Policy in 2026 185
Financial rating 187
Analysts' predictions 189
Performance and dividend
Corporate governance
Sustainable development
Other information
Statement of the Management Board
Statement on the application of corporate governance 191
Sustainability Statement 263
Other information 387
Management Board Statement on the Accuracy of the Reports 390
Annexes 392
PZU Group's financial data 393
SFDR disclosure 408
Glossary of terms 411
Alternative Performance Measures 417
About the Group
Business model
Environment
Strategy and perspectives
Risk management
Performance and dividend
Corporate governance
Sustainable development
Other information
Statement of the Management Board
Employees | /341 |
Consumers | /357 |
Communities | /363 |
Business model /46
Insurance
/52
Strategy
/118
Results
/160
Investments
/62
Banking
/64
Health
/61
Impacts, risks and opportunities
/281
PZU Group/20
Perspectives
/130
Financial
/36
Intellectual
/39
Human
/44
Social and relational /44
Infrastructural
/45
Natural
/45
G
Statement on corporate
governance
/190
Business conduct /374
S
E
Climate
and environment /291
Value Chain
Stakeholders
/269
/270
Integrated table of contents
Carbon footprint /300
SFDR /406
Taxonomy
/304
ESRS /382
DDMMAA//X280
About the Group
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Statement of the Management Board
Letter from the President to Shareholders
Dear Sir/Madam,
The year 2025 was a period of intensive work, bold decisions, and significant transformation for the largest insurance and banking group in Central and Eastern Europe. Amid rising technological pressures, increasing competition, tightening regulatory requirements, and growing customer expectations, we demonstrated resilience, agility, and strong execution capabilities. At the same time, we delivered record financial results.
Since the moment I joined the Management Board, we have placed particular emphasis on prioritizing initiatives, establishing clear lines of accountability, and operationalizing our strategy to fully leverage the potential of the PZU Group. Clarifying our strategic directions and strengthening managerial accountability have become key pillars underpinning this year's achievements.
The implementation of the PZU Group Strategy for 2025-2027, supported by the efforts of our teams and the strength of our business model, enabled us to stand out not only within the Polish market but also across the European financial sector. Gross written premiums exceeded PLN 30 billion for the first time in the Group's history. Net profit attributable to owners of the parent company increased by 25.4% year-on-year, reaching a record PLN 6.7 billion. Return on equity (ROE) from core operations reached 21% (an increase of 4.7 p.p.).
These results were driven by the strengthening of our insurance business, the expansion of health services, and synergies across investments and banking. In customer communications, we significantly advanced our digital solutions. The mojePZU platform reached
5.8 million active users, becoming a key communication channel. The implementation of the Interactive CRM enabled more precise service personalization, while AI-based tools substantially improved the NEXT Self-Service system-automating claims handling and enabling claim payouts even within a single day. At the same time, we launched decisive initiatives to streamline and modernize our technology environment, which included adopting the IT Strategy for 2025-2027 and taking consistent actions to reduce technological debt.
We continued to adapt our product offering to the evolving market environment. We modernized tariffs, optimized claims-handling processes, and expanded cooperation with specialized repair workshops. Strong competitive pressure meant that rebuilding our position in the motor third-party liability segment (OC) remained a key challenge requiring intensified market efforts.
We successfully expanded our distribution capabilities and strengthened partnerships. We extended our bancassurance cooperation to nine banks and introduced new cooperation principles in agency channels. We also launched work on a unified sales platform that will enhance the efficiency of our agency network. At the same time, we maintained strong growth momentum in the health segment-a strategic pillar of the PZU Group. We preserved a network of approximately 130 own medical centers, expanded cooperation with medical groups, and the acquisition of Humana Medica Omeda broadened our diagnostic capabilities. We also continued to enhance digital tools for patients, deepening the integration of health services.
Looking ahead, we also joined the Innovate PL project, opening new investment opportunities for the PZU Group while actively supporting the development of the Polish economy.
The year 2025 was also a time of ensuring safety and building public trust. We continued the "Mistrzu, zwolnij" ("Master, slow down") campaign, emphasizing the importance of safe road behavior. In combating insurance fraud, we implemented advanced analytical tools to improve the detection of irregularities.
As a Management Board, we placed strong emphasis on responsibility and transparency. We concluded collective disputes, strengthening dialogue with employee representatives, which significantly improved cooperation within the organization. At the same time, we streamlined and intensified the settlement process, ensuring its integrity and reliability. We strengthened internal procedures, including rules governing cooperation with advisors and partners, to reinforce trust in our management practices.
In parallel, we carried out extensive preparations for the reorganization of the PZU Group. Due to the scale of the process and required legislative changes, we signed an annex extending the reorganization timeline to
31 December 2027. This work remains one of the key components of our strategic agenda.
We enter 2026 with ambitious plans. We will continue to strengthen our core business, expand technological infrastructure, automate processes, and utilize the potential of artificial intelligence. We place particular emphasis on rebuilding our competitive position in the most demanding market segments and on further strengthening our culture of dialogue and collaboration.
I would like to thank all PZU Group employees for their professionalism and commitment, our customers for their trust, and our shareholders and business partners for their constructive cooperation. Together, we are building a PZU Group that combines tradition, responsibility, and innovation.
Best regards,
/-/ Bogdan Benczak
President of the Management Board of PZU
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Letter from the Chairman of the Supervisory Board
Dear Sir/Madam,
The year 2025 confirmed that the PZU Group is an organization that is not only stable but also dynamic and effective in its operational performance. These qualities proved particularly important in a market environment that was often volatile and demanding.
Consistent implementation of our capital and dividend policy in 2025 enabled us to distribute a dividend of PLN
4.47 per share. This decision reflected the solid financial position of the PZU Group and its ability to generate sustainable capital surpluses while fully adhering to prudential principles and the expectations of the regulator.
The strategic initiatives we executed in 2025 delivered tangible outcomes. We enhanced our insurance operating model, modernized our product offer, and strengthened our health business. As a result, insurance revenues reached a record PLN 30.9 billion. At the same time, we maintained key profitability indicators at robust levels. The combined ratio in non-life insurance in Poland improved to 86.2% (a year-on-year improvement of 6.3 p.p.), while the life insurance margin reached 27.4% (an increase of 0.4 p.p. year-on-year).
In 2025, we accelerated the integration of digital solutions, process automation, and the development of AI-based tools. We assessed over 1,000 ideas and startups and launched 12 new innovative pilots. Of the 13 pilots completed, as many as 7 moved into the implementation phase. The newly adopted IT Strategy set the direction for modernizing the systems architecture and reducing technological debt.
Simplifying IT environments, shortening time to market, and creating the foundations for AI-driven solutions constitute key elements of our technological
transformation. In the coming years, these actions will contribute to further enhancing operational agility and customer service quality.
The PZU Group is well-prepared to continue implementing its strategy. It consistently demonstrates strong financial and organizational foundations, as well as the resources needed to effectively address future challenges. The initiatives carried out in the area of digitalization are yielding increasingly measurable benefits. The estimated cumulative return on investment achieved from completed projects and initiatives that extensively leverage data and analytics now exceeds 10%.
I would like to extend my sincere gratitude to all PZU Group employees for their dedication, and to our shareholders and customers for the trust they place in PZU SA and all companies within the Group. I would also like to thank the Management Board for their cooperation and professional approach to the execution of their responsibilities.
Best regards,
/-/ Marcin Kubicza
Chairman of the Supervisory Board of PZU
About the Group
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Strategy and perspectives
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Corporate governance
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Statement of the Management Board
PZU Group #1
the largest insurance and banking group in Central and Eastern Europe1
22 millionclients
99%the most recognizable brand in Poland2
A-/positive3a stable business model based on strong foundations
PLN 57.6 billionstock market capitalization4
strong balance sheetsolvency II above average for insurance groups in Europe5
By assets
Continuous brand monitoring, CAWI, nat-rep 18-65, data for January-December 2025; percentage
of respondents in the target group declaring familiarity with the brand by indicating it in a list of different brands
S&P rating confirmed on 23 May 2025
At the end of 2025
PZU's own compilation, based on reports from European insurers and reinsurers, data after Q3 2025
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PZU Group
Percentage share of operating profit (adjusted for PZU's holdings in banks in 2025)
About the Group
Business model
Environment
Strategy and perspectives
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Statement of the Management Board
PZU Group
Market position
of the major PZU Group companies
About the Group
Business model
Environment
Strategy and perspectives
Risk management
Performance and dividend
Corporate governance
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Statement of the Management Board
Summary of 2025 results
The financial results the PZU Group has been enjoying place it among the most profitable financial institutions in Poland.
In 2025, the return on equity on core business1 was 21.0%. Net profit attributable to the equity holders of the parent company increased to PLN 6.7 billion, up PLN 1.4 billion from last year. The Group also recorded an increase in gross insurance revenues to
PLN 30.9 billion, up by PLN 1.5 billion y/y.
The dynamic growth is accompanied by continued a high level of capital strength. As of the end of Q3 2025, the solvency ratio (capital requirement calculated using the standard formula) was 234%2.
2025
Increase
2027
ROE core business.1
21.0%
+ 4.7 pp.
vs. 2024
>19%
EPS core business.1
PLN 5.23
+ 39.5 %
vs. 2024
>PLN
5.1
DPS
PLN 4.47
+ 3.0%
vs. 2024
≥PLN
4.5
target
Gross insurance revenue (PLN billion) PZU's net profit attributable to the parent company's owners (PLN billion)
Core business excluding banks
Preliminary figures, not subject to audit or inspection by statutory auditor
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Statement of the Management Board
Summary of 2021-2025 results
INSURANCE
Non-life insurance in Poland
Life insurance in Poland
HEALTH
Insurance revenue for 2022-2025
/ Gross written premium for 2021 (PLN billion)
Insurance revenue for 2022-2025
/ Gross written premium for 2021 (PLN billion)
Health Pillar Revenue (PLN million)
1,237
924
2025
2,162
2025
2024
2023
2022
14.4
16.1
18.8
17.8
MSSF 17
2025
2024
2023
2022
8.9
8.7
8.1
8.0
MSSF 17
2024
2023
2022
2021
1,272
1,094
1,601
1,890
2021
14.2
MSSF 4
2021
8.8
MSSF 4
Health care companies Health insurance and subscriptionsCombined Ratio (COR) (%)
Margin in group and individually continued insurance (%)
Number of Health pillar contracts (million)
2025
2024
2023
2022
2021
86.2%
92.5%
85.3%
86.0%
89.1%
MSSF 17
MSSF 4
2025
2024
2023
2022
2021
24.0%
25.2%
21.9%20.5%
12.4%
MSSF 17
MSSF 4
3.5
3.6
3.0
3.2
3.4
2021 2022 2023 2024 2025
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Statement of the Management Board
Summary of 2021 - 2025 results
BANKING INVESTMENTS
Banking assets in PZU Group (PLN billion)
ROE (return on equity) of banks* (%)
Assets of external clients of TFI PZU and PTE PZU (PLN billion)
334
364
396
428 454
54.8
59.3
40.1
40.9
8.7%
11.3%
26.3%
23.9%
25.0%
21.2%
21.4%
19.6%
76.6
7.7% | 7.6% | |||||||||||||
2021 | 2022 | 2023 | 2024 | 2025 | 2021 | 2022 | 2023 | 2024 | 2025 |
Bank Pekao Alior Bank
2021 2022 2023 2024 2025
*) based on reports and presentations of Bank Pekao and Alior Bank
Contribution of banking activities to net profit attributable to the equity holders of the parent company* (PLN million) Assets of clients of TFI Pekao and TFI Alior (PLN billion)
2025
2024
2023**
2022
2021
2,732
604
3,201
580
3,336
3,781
4,516
2,183
5,342
3,785
1,995
3,235
2,107
5,780
6,699
46.0
35.4
21.6
25.8
20.0
Net profit of the PZU Group (excluding banks) Net profit (Pekao Bank and Alior Bank) attributed to PZU 2021 2022 2023 2024 2025*) excluding consolidation eliminations
**) restated data
About the Group
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Statement of the Management Board
Summary of 2021 - 2025 results
SELECTED INDICATORS
aROE (return on equity)* (%)
Solvency II* (%)
EPS (earnings per share) (PLN)
18.6%**
16.3%
22.0%
18.0%
20.7%
221%
240%
229% 226%
8
234% 6
4
2021 2022 2023 2024 2025
*) aROE - adjusted return on equity, calculated on a capital basis excluding cumulative other comprehensive income relating to insurance and reinsurance financial income and expenses; aROE attributable to equity holders of the parent company
**) ROE - return on equity attributable to equity holders of the parent company
2021 2022 2023 2024 09.2025
*) Data for the PZU Group for Q3 2025 are not subject to audit or statutory auditor review.
2
0
2021 2022 2023 2024 2025
DPS (dividend per share) (PLN)
3.5
4.3 4.5
P/E (price to earnings per share)
15x
10x
P/BV (price to book value per share)
3x
2x
1.9
2.4
5x
P/E P/E average (5 years)-
1x
P/BV P/BV average (5 years)2021 2022 2023 2024 2025
2021 2022 2023 2024 2025
-
2021 2022 2023 2024 2025
Some of the indexes shown in the graphs are Alternative Performance Measures (APM) within the meaning of European Securities and Markets Authority Guidelines (ESMA) no. 2015/1415. For definitions, basis of calculation and explanation of application, see Chapter: Alternative Performance Measures.
About the Group
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Statement of the Management Board
Consolidated data of PZU Group
Basic consolidated data of the PZU Capital Group for 2022-2025 under IFRS 17 (in PLN million)
20221 | 20232 | 2024 | 2025 | |
A) PZU Group excluding Alior Bank and Bank Pekao | ||||
Gross insurance revenue | 24,745 | 26,868 | 29,423 | 30,882 |
Net insurance revenue | 23,619 | 25,354 | 27,541 | 28,851 |
Insurance service expenses (net) | (19,956) | (21,335) | (24,026) | (24,050) |
Net insurance claims and benefit3 | (13,971) | (14,646) | (16,698) | (16,631) |
Administrative expenses | (2,003) | (2,317) | (2,472) | (2,562) |
Amortization of insurance acquisition cash flows | (3,963) | (4,416) | (4,782) | (4,981) |
Amortization of the loss component | 1,037 | 1,007 | 1,132 | 965 |
Recognition of the loss component | (1,056) | (963) | (1,206) | (841) |
Insurance service result | 3,663 | 4,019 | 3,515 | 4,801 |
Net financial income3 | 881 | 1,168 | 1,166 | 1,205 |
Finance income and expenses from insurance and reinsurance | (378) | (1,748) | (1,425) | (2,043) |
Result from investment activities - allocated to insurance segments | 1,259 | 2,916 | 2,591 | 3,248 |
Net profit attributable to the equity holders of the parent company | 3,201 | 3,785 | 3,235 | 4,516 |
B) Banks: Alior Bank and Bank Pekao | ||||
Net profit attributable to the equity holders of the parent company | 580 | 1,995 | 2,107 | 2,183 |
(A+B) Net profit attributable to the equity holders of the parent company | 3,781 | 5,780 | 5,342 | 6,699 |
restated data - restatement of comparative data resulting from the application of IFRS 17
restated data
excluding the investment component with the development of the claim reserves from previous years
financial income and expenses from insurance and reinsurance, as well as investment result allocated to insurance business segments
In 2022-2025,3 the PZU Group strengthened its position as one of the most dynamic and comprehensively developed financial conglomerates. The scale of growth is confirmed by key indicators: insurance service revenue grew at an average annual rate of 7.7%, and the result attributable to equity holders of the parent company grew by as much as 21.0%. This is the result not only of high operational efficiency, but also of the Group's diversified business structure.
In 2025, the PZU Group's result attributable to equity holders of the parent company, excluding banks, exceeded PLN 4.5 billion, an average annual growth rate of 12.2%. The excellent health of the core insurance business demonstrates PZU's high resilience to the volatility of the macroeconomic, climate and demographic environment. In 2025, the insurance service result alone reached PLN 4,801 million, growing at an average annual rate of 9.4% from 2022.
All insurance segments reported results above 2022 levels. High-potential segments contributed particularly strongly to the growth:
corporate non-life insurance - average annual growth of +31.3%,
the Baltic Countries - average annual growth of +22.1%.
The steadily growing banking activities result - which reached PLN 2,183 million in 2025 - remains an important part of the Group's result. At the same time, its share of net profit attributable to the equity holders of the parent company decreased to 32.6% (from 39.4% in 2024), reflecting the PZU Group's focus on its core insurance business.
Record financial results and a strong capital position have enabled the PZU Group to pay a total dividend of
PLN 11.4 billion (in 2022-2025), confirming its ability to generate high recurring shareholder value.
The 4-year comparative period is due to the transition to IFRS 17 in 2023, no previous comparative data available
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RatingsCredit rating and financial strength rating
A-
POSITIVE
On 23 May 2025, S&P Global Ratings reaffirmed PZU's rating at A- with a positive outlook.
PZU's rating was last revised on 28 May 2024. The agency's analysts raised the rating outlook from stable to positive. In justifying the change in outlook, the agency recognized the PZU Group for its proven track record in implementing its strategy, including the ambitious goals set for its insurance and banking businesses. S&P noted in a recent report that it expects PZU Group to continue to outperform its competitors, generating annual profits of PLN 3.6-5.5 billion between 2024 and 2026, translating into a return on capital in the 13-17% range. The S&P report also highlighted the PZU Group's strong capital position, despite regular payments of relatively high dividends. Analysts are
expecting that PZU Group will maintain significant capital buffers under the S&P model in 2024-2026, despite capital market volatility affecting equity levels.
On 2 June 2025, S&P said that the announced memorandum on the reorganization of PZU Group and Pekao does not currently affect the ratings of these entities. PZU's financial strength rating, according to the agency's analysts, remains unchanged at this stage.
However, given the scope of the potential transaction, the agency will monitor in particular its impact on PZU's role in the holding company and capital structure in relation to PZU's status as a government-related entity under the agency's methodology, as well as PZU's ability to pass a hypothetical stress test.
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Statement of the Management Board
ESG ratingsESG ratings reflect an assessment of companies' sustainability in terms of their environmental, social and governance practices. They serve investors and stakeholders to pinpoint potential risks and opportunities, and help PZU better identify areas for improvement. The following table shows how selected rating agencies rated our management of ESG issues.
MSCI
In 2025, PZU was rated A by MSCI ESG Ratings, recording an increase from a BBB score. MSCI ESG Research provides ESG Ratings on a scale of AAA (leader) to CCC (laggard), according to exposure to industry-specific ESG risks and the ability to manage those risks relative to peers.6
FTSE Russel
PZU is a constituent of FTSE4Good Index Series, created by the global index provider FTSE Russell, to measure the performance of companies demonstrating strong ESG practices. In 2025, the score remained at 3.8 (on a scale of 0 to 5, with
5 being the highest rating). In the insurance sector, the result is in the 56th percentile.
S&P Global
In 2025, PZU had the S&P Global ESG Score of 46/100 and the S&P Global CSA Score of 44/100, achieving an upward trend from last year's score. In the insurance sector, PZU ranked in the 71st percentile.
CDP
PZU was rated C for climate change disclosure based on data disclosed in the 2025 CDP questionnaire.
CDP uses a scale from A (highest) to D- (lowest), reflecting the level of ambition, goal-setting and actions taken.
The use by PZU of any MSCI ESG Research LLC or its affiliates ("MSCI") data, and the use of MSCI logos, trademarks, service marks or index names herein, do not constitute a sponsorship, endorsement, recommendation, or promotion of PZU by MSCI. MSCI services and data are the property of MSCI or its information providers, and are provided "as-is" and without warranty. MSCI names and logos are trademarks or service marks of MSCI.
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OCTOBER
16 October - Disbursement of dividends | PLN 4.47 per share
JUNE
2 June 2 - conclusion of the Memorandum of Cooperation between PZU Group and Pekao on capital reorganization
25 June - PZU Ordinary Shareholder Meeting
SEPTEMBER
24 September - Appointment of Bogdan Benczak as President of PZU
25 September - Record date for dividend rights
MAY
15 May - Quarterly Report
for Q1 2025
23 May 23 - S&P Global Ratings affirmed PZU's rating at A- with a positive outlook
JANUARY
10 February - PZU Extraordinary General Meeting | appointment of new members of the Supervisory Board
DECEMBER
19 December - conclusion of an Annex to the Term Sheet of 6 June 2025 extending the date for
completion of the Potential Transaction for the reorganization of the PZU Group and Pekao until 31 December 2027
22 December - KNF's approval of the appointment of Bogdan Benczak as President of the Management Board of PZU
23 December - PZU Extraordinary General Meeting | appointment of a new member of the Supervisory Board
MARCH
27 March - 2024 Annual Report
AUGUST
7 August - Assignment of President of PZU duties to Tomasz Tarkowski
28 August - Half-Yearly Report for H1 2025
NOVEMBER
20 November - Quarterly Report for Q3 2025
FEBRUARY
27 February - Appointment of Andrzej Klesyk as President of PZU
About the Group
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-
About PZU Group
Group characteristics
Participation in associations and industry organizations
Selected awards and distinctions
About the Group
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Statement of the Management Board
PZU Group works with:
13 banks,
24 strategic partners
in bancassurance and strategic partnerships.
Among all insurers operating in Poland PZU offers its clients the largest sales and service network. It includes:
406 branches
4.5 thousand multiagencies
7.5 thousand tied agents and client advisors (PZU SA and PZU Życie)
over 1 thousand insurance brokers and remote distribution channels, including PZU sales hotline at 600 600 601
and online platform
mojePZU
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Group characteristics
For more than 220 years, PZU has been growing its business, gaining experience and using its potential to protect what is most valuable - the life and well-being of its clients, their families, assets and companies. Every day, the Group develops to grow be able to provide the most personalized, comprehensive and flexible offer to its clients.
The priority for the PZU Group and the measure of its success is to generate benefits for its shareholders and clients in a sustainable and responsible manner.
Products and services
The Powszechny Zakład Ubezpieczeń Group is the largest financial group in Poland and Central and Eastern Europe. PZU heads up the group with its traditions dating back to 1803 when the first insurance company was established on Polish soil. PZU is a public company. The stock of PZU has been listed on the Warsaw Stock Exchange (WSE) since 2010. Since its stock exchange debut PZU has been part of WIG20, an index of the Warsaw Stock Exchange's largest companies. It is one of the most highly valued companies and heavily traded stocks on the Polish stock exchange. Since 2019, the shares of PZU have been also part of the WIG ESG (sustainability) index.
The main shareholder of PZU is the State Treasury, holding 34.19% of shares. Other PZU shares are held by investors from all across the world.
The PZU Group's consolidated assets total
PLN 535.5 billion. The Group enjoys the trust of 22
million clients, including 15 million insurance clients. It offers products and services to retail clients, small and medium enterprises and big business entities. The primary market for PZU Group in terms of scale and client base is Poland. Nevertheless, the Group's subsidiaries play an important role on the markets in Lithuania, Latvia and Estonia. The PZU Group is also present in the Ukrainian market.
Insurance is the core business of the PZU Group. The Group's companies also offer investment, pension, banking and medical services products. They render assistance services to retail clients and businesses through strategic partnerships. The Group companies' operations are founded on clients' trust. PZU places the client in the center of attention and integrates all areas of activity around them. This allows PZU to offer more and more tailored, flexible and comprehensive products and services, adapted to the needs of the clients at every stage of their private and professional lives, wherever and whenever it is most convenient for them.
PZU Group clients in Poland have access to the distribution network of Bank Pekao:
473 own branches,
87 partner branches and that of Alior Bank:
479 branches, including 149 traditional branches, 7 Private Banking branches,
12 Corporate Banking Centers, including 11 Micro Sales Centers
and 311 partner branches.
Both banks have professional call centers and mobile and Internet banking platforms.
In the Baltic Countries where the PZU Group is in the insurance business, its distribution network consists of 571 agents, 13 multiagencies and 379 brokers. PZU also cooperates with 6 banks and 9 strategic partners.
In Ukraine, insurance products are distributed through 147 agents and in collaboration with 16 multiagencies, 38 brokers and 15 banks.
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About the Group
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Performance and dividend
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Statement of the Management Board
PZU's mission: we help clients care for their future. It would not have been possible to achieve this goal without their trust. It is the foundation of our relationship, because what the client buys from us is the guarantee that they will receive our help in a difficult situation, that they can rely on us.
Mission, vision, values
The publication of PZU Group Strategy for 2025-2027 "PZU. With Confidence into the Future" reinforced the
Strategic development perspective
PZU consistently strives to strengthen its position as an institution that provides financial, health and social security to millions of people. The Group is developing operating models to create more intuitive services, offer cutting-edge solutions and strengthen system stability. The Group's ambition is to use its potential to respond to the future needs of clients and the national economy, and to build value in a sustainable and responsible manner.
This long-term focus sets the framework for decision-making and drives transformation across the
PZU's values consist of:
Stability - ensuring the financial and operational security necessary to protect clients' interests and the Group's growth.
Integrity - transparency in operations, ethical conduct and reliability in relations with all stakeholders.
Innovation - openness to new solutions, the use of technology and the implementation of innovative business models that respond to changing market
Responsibility - concern for clients, employees and society.
PZU's values provide a stable foundation for the Group's strategic goals and daily operations. Through them, the organization builds long-term relationships, strengthens stakeholder trust and consistently fulfills its mission.
directions for achieving this mission, defining a coherent, multi-year development path based on four key pillars. These include:
Simplicity - simpler Group structure and increased operational efficiency;
organization: from process modernization, through
investments in technology and health, to actions that foster a stronger, more resilient society.
Values
PZU's values form the foundation of the entire Group's
We help clients care for
MISSION
their future
We think in terms of future generations
The PZU Group Strategy will strengthen PZU's position as a leader in large-scale risk management and a partner that provides certainty in times of risk.
Focusing on profitable growth of the insurance business - consistently strengthening the core business area;
Growth through investment in the health market
and digitization - building future competitive
operations and define the standards of conduct towards clients, business partners, employees and all other stakeholders. They provide a sustainable reference point for decision-making at every level of the organization and are the basis for building trust - the
Strategy for 2025-2027 "PZU. With Confidence into the Future" Pillars
advantages through innovation and expansion of business areas;
Commitment to building Poland's resilience and an inclusive society- strengthening social security and the well-being of Poles.
The strategy organizes how the organization's mission is implemented, directing the Group's activities to increase
key capital of a public trust institution like PZU.
These values are common to the entire organization and unchanging regardless of the market environment, trends or strategic cycles. They shape the organizational culture, strengthen the quality of cooperation within the Group, and determine how to achieve the mission and long-term goals.
Values
Simplicity
Profitable growth in insurance business
Development through investment in health and digitization
Building Poland's resilience and an inclusive society
value, modernize and respond even more fully to the needs of clients, partners and the socio-economic environment.
Stability
Integrity
Innovation Responsibility
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Integrity stands for transparency in operations, honoring commitments and communicating transparently with clients and stakeholders. PZU is guided by the principles of reliability, ethics and respect in business relations, ensuring clear rules of cooperation and consistency between declarations and actions.
For employees, integrity means operating in an environment based on trust, mutual respect and clearly defined rules.
Stability means conducting business in a safe and trust-based manner. For clients, it is
a guarantee of reliability, continuity of protection and confidence that PZU is meeting its commitments over the long term. For employees, stability means a safe working environment, opportunities for growth and clear rules for the organization. Stability is the foundation of confidence in PZU as a strong and reliable financial institution.
Innovation expresses readiness to continuously develop and seek new solutions to meet changing client needs and market challenges. PZU develops products, services and processes in ways that increase their availability, quality and efficiency. Innovation also means being open to change, using new technologies and supporting initiatives that improve the organization's operations.
Responsibility means making decisions consciously, taking into account their long-term impact on clients, employees, society and the environment. PZU pursues it through responsible risk management, prevention activities, community involvement and support for education and security. Responsibility also manifests itself in caring for employees and in building relationships based on partnership and mutual trust.
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Brand
PZU is the most recognizable brand in Poland. Aided brand awareness is at the level of 99%.7
Even though it is mostly associated with insurance, PZU Group's brand architecture also covers a few independent brands. They enjoy different visual systems, target groups, and corporate business models.
PZU Group's brand architecture (the "corporate umbrella" model)
Dominant corporate brand
The dominant corporate brand within the Group is that of PZU. It is used to identify the PZU Group, most of its companies operating on the Polish market (PZU, PZU Życie, PTE PZU, TFI PZU, PZU Pomoc, PZU Zdrowie, PZU Centrum Operacji), as well as some of the international companies -companies in Ukraine and the Lithuanian branch in Estonia and Lithuanian company PZU Lietuva Gyvybes Draudimas (PZU Lithuania Life).
insurance investments healthinsurance
PZU family brands
In the PZU Group's architecture, there is also a group of PZU family brands. This family is formed by companies whose names do not reference the parent company brand, such as AAS BALTA and TUW PZUW. However, their logos look similar to the corporate brand.
Independent brands
The last level of brand architecture is the independent brands group.
This category includes the brands within the PZU Group whose names and visualization differ from the corporate brand, such as Lietuvos Draudimas and LINK4.
resultfinancial employee benefits
Independent brands - banking segment
The independent brands that joined the PZU Group in 2015 and 2017 are Alior and Pekao bank brands, respectively.
banks
investments
Continuous brand monitoring, CAWI, nat-rep 18-65, data for January-December 2025; percentage of respondents in the target group
declaring familiarity with the brand by indicating it in a list of different brands
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PZU Group's structure
Structure of the PZU Group as of 31 December 2025
The structure chart takes into account consolidated entities and excludes investment funds and companies in liquidation and bankruptcy and entities consolidated by Bank Pekao and Alior Bank.
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The following branches operate within PZU Zdrowie:
CM in Warsaw,
CM in Kraków,
CM in Poznań,
CM in Wrocław,
CM in Gdańsk,
CM in Kielce,
CM in Opole,
CM in Radom,
CM in Łódź,
CM in Częstochowa
CM FCM in Warsaw,
CM Tarnów,
CM Nasze Zdrowie in Warsaw,
CM Warszawa Chmielna;
The PZU Zdrowie Group includes: Centrum Medyczne Medica Group, Elvita Group, Tomma Group, Centrum
Medyczne Gamma, Boramed Centrum Medyczne and Humana Medica Omeda;
The Centrum Medyczne Medica Group consists of the following companies:
Centrum Medyczne Medica sp. z o.o.,
Sanatorium Uzdrowiskowe "Krystynka" sp. z o.o. with its registered office in Ciechocinek;
The Elvita Group consists of the following companies:
- Przedsiębiorstwo Świadczeń Zdrowotnych
i Promocji Zdrowia ELVITA - Jaworzno III sp. z o.o.,
- Przedsiębiorstwo Usług Medycznych PROELMED sp. z o.o., based in Łaziska Górne;
The Tomma Group is composed of the following companies:
Tomma Diagnostyka Obrazowa S.A.
Bonus-Diagnosta sp. z o.o.;
The Alior Bank Group includes, among others:
Alior Bank SA,
Alior Services sp. z o.o.,
Alior Leasing sp. z o.o. (which has:
100% of shares in Alior Leasing Individual sp. z o.o.,
100% of shares in AL Finance sp. z o.o.),
Meritum Services ICB SA,
Alior TFI SA,
CORSHAM sp. z o.o.,
RBL_VC sp. z o.o.,
RBL_VC sp. z o.o. - ASI S.K.A.;
The Bank Pekao Group is composed of, among others:
Bank Pekao SA,
Pekao Bank Hipoteczny SA,
Pekao Leasing sp. z o.o. (which owns 100% of PEUF sp. z o.o.),
Pekao Investment Banking SA (which has 100% of
shares in Pekao Inwestycje Dłużne sp. z o.o.)
Pekao Faktoring sp. z o.o.,
Centrum Kart SA,
Pekao Financial Services sp. z o.o.,
Pekao Direct sp. z o.o.,
Pekao Investment Management SA (which owns 100% of Pekao TFI SA),
Krajowy Integrator Płatności SA (affiliate)
The Lietuvos Draudimas Group includes:
UAB "B10 biurai,"
UAB "B10 apartamentai"