On behalf of the Board of Directors
Dr Sebastian Hirsch

On behalf of the
Supervisory Board
Jens Rönnberg
WP/StB

As a stock corporation under German law, grenke AG is subject to the German Stock Corporation Act. The Company has three corporate bodies: Board of Directors, Supervisory Board, and the Annual General Meeting. The Board of Directors manages the Company, while the Supervisory Board monitors and advises the Board of Directors. The respective duties and powers are essentially derived from the law and the Company’s Articles of Association and the respective Rules of Procedure of the Board of Directors and Supervisory Board.

The Board of Directors and Supervisory Board of the Company work closely together for the benefit of the Company. The Board of Directors keeps the Supervisory Board regularly, promptly, and comprehensively informed of all issues relevant to grenke AG and the grenke Group regarding the implementation of corporate strategy, planning, business development, the financial and earnings situation, and particular business risks and opportunities. Significant decisions of the Board of Directors are subject to the approval of the Supervisory Board; the Rules of Procedure of the Board of Directors contain a corresponding catalogue of such transactions requiring approval.

Pursuant to Article 5 (1) of the Articles of Association, grenke AG’s Board of Directors shall consist of at least two people. The precise number of persons is determined by the Supervisory Board. The Board of Directors is responsible for managing the Company in the Company’s best interests and is committed to increasing the Company’s sustainable value. The Board of Directors is responsible for the operational management and implementation of the Company’s strategic orientation as well as compliance with corporate policy. The Board of Directors also prepares the annual financial statements of grenke AG as well as the quarterly reports and the Consolidated Group’s half-yearly financial report and annual financial statements and informs the Supervisory Board regularly and comprehensively about the Company as a whole through Board of Directors’ reports and meeting documents.

The Board of Directors develops grenke AG’s corporate strategy, which includes the sustainability strategy. The strategy is implemented by the Board of Directors as part of an ongoing exchange with the Supervisory Board. Strategic matters, along with topics such as implementation, planning, business development, risk exposure, compliance, results of operations and financial position, strategic and operational business risks and their management, data protection, information security, cybersecurity, and sustainability across the ESG dimensions environmental, social, and governance are regular agenda items at Supervisory Board meetings and in individual discussions between the Board of Directors and the Chair of the Supervisory Board, who reports directly to the full Supervisory Board on these exchanges.

The Supervisory Board issued Rules of Procedure for the Board of Directors that include a requirement for approval with regard to the separation of business into individual business areas and the cooperation guidelines within the Board of Directors and between the Supervisory Board and the Board of Directors. The individual business areas are assigned to members of the Board of Directors based on the member’s competence profile. These assignments do not affect the principle of overall responsibility of the Board of Directors members.

In the reporting period, the Board of Directors consisted of the following members:

Dr Sebastian Hirsch (CEO), Gilles Christ (CSO), Dr Martin Paal (CFO) and Isabel Tufet Bayona (since September 1, 2025: COO).

Between January 1 and August 31, 2025, Chief Executive Officer Dr Sebastian Hirsch temporarily assumed all responsibilities previously held by Isabel Rösler, who had left the Company as of December 31, 2024, with the exception of Internal Audit, which was transferred to Gilles Christ.

On April 2, 2025, the Supervisory Board appointed Isabel Tufet Bayona as Chief Operations Officer (COO), effective as of September 1, 2025. The allocation of responsibilities was updated accordingly as of September 1, 2025.

In accordance with Section 7 (1) of the Articles of Association, the Supervisory Board of grenke AG consists of six members. All Supervisory Board members were elected by the Annual General Meeting.

During the reporting period, the Supervisory Board comprised the following members: Jens Rönnberg WP/StB (Chair), Moritz Grenke (Deputy Chair), Norbert Freisleben, Nils Kröber, Dr Ljiljana Mitic, and Manfred Piontke.

All members of the Supervisory Board, with the exception of Moritz Grenke, are classified as independent by the Supervisory Board. From the perspective of the Supervisory Board, the five independent shareholder representatives meant a suitable number of independent shareholder representatives was ensured throughout the reporting period.

Nils Kröber informed the Chair of the Supervisory Board of his ongoing advisory role for Grenke Beteiligung GmbH & Co. KG, Baden-Baden and individual members of the Grenke family, as well as any potential conflicts of interest arising from this role. The Chair of the Supervisory Board was also informed by Moritz Grenke of any potential conflicts of interest resulting from his role as a limited partner of Grenke Beteiligung GmbH & Co. KG.

Further information on the curriculum vitae, term of office, and other mandates of the respective members of grenke AG’s Supervisory Board can be found on grenke AG’s website.

Information on the remuneration of the members of the Supervisory Board and their individual remuneration is provided in the remuneration report (www. grenke.com/investor-relations/reports-and-presentations/). The remuneration report for the latest financial year, the auditor’s report in accordance with Section 162 AktG, and the latest remuneration resolution of the Annual General Meeting in accordance with Section 113 (3) AktG are all publicly available on grenke AG’s website at www.grenke.com/investor-relations/reports-and-presentations/ and www.grenke.com/en/investor-relations/general-meeting/.

The central task of the Supervisory Board is to advise and monitor the Board of Directors in its management of the Company, particularly with regard to the corporate strategy and fundamental corporate decisions. The Supervisory Board monitors compliance with the legal provisions, official regulations and internal Company guidelines (compliance). The Board of Directors involves the Supervisory Board in all decisions of fundamental importance to the Company. The Supervisory Board sets approval requirements for such transactions in the Board of Directors’ Rules of Procedure, unless these are already provided for in the Articles of Association. The Supervisory Board also votes on transactions with related parties regulated in Section 111a ff AktG, insofar as these require approval. The Supervisory Board is also responsible for appointing and dismissing the members of the Board of Directors and for reviewing the annual and consolidated financial statements, the combined management report of grenke AG and the grenke Group, and the proposal for the appropriation of unappropriated surplus. It also adopts the annual financial statements of grenke AG and approves the consolidated financial statements.

In the 2025 reporting year, the Board of Directors regularly provided the Supervisory Board with comprehensive information in ordinary and extraordinary meetings on the Consolidated Group’s economic situation, strategic planning, and relevant current events. In addition, the respective Chair of the Supervisory Board maintained regular and close contact with the CEO on day-to-day business and reported directly to the full Supervisory Board on these exchanges. Key elements of the briefings provided by the Board of Directors in the 2025 financial year once again included regular updates on new business, sales, digitalisation including cybersecurity, the risk situation and risk management, cost developments, information security, refinancing, M&A activities, and the ongoing audit procedures conducted by the external auditor BDO AG Wirtschaftsprüfungsgesellschaft. The Supervisory Board was also informed by the Board of Directors about sustainability issues along the dimensions of environmental, social, and governance (ESG). The prevailing macroeconomic environment, elevated insolvencies, the loss rate and associated challenges were also common topics of discussion between the Board of Directors and the Supervisory Board. The Board of Directors liaised closely with the Supervisory Board regarding the Consolidated Group’s strategic development and, together with the Supervisory Board, dealt with issues related to risk management, compliance, risk provisioning, the internal control system and internal auditing.

The Supervisory Board of grenke AG convenes ordinary meetings at least once quarterly. Extraordinary meetings, as well as video and telephone conferences, and resolutions are passed outside of meetings are held as required. Independently of these meetings, the Supervisory Board receives routine reports from the Internal Audit, Compliance, and Risk Control departments.

In the 2025 financial year, Jens Rönnberg WP/StB served as Chair of the Supervisory Board. At no time during the reporting period did he chair the Audit Committee.

The Chair of the Supervisory Board maintains regular and impromptu contact with the individual members of the Board of Directors. In his role as Chair, Jens Rönnberg WP/StB coordinates the activities of the Supervisory Board and represents its interests publicly. As part of these duties, he also engaged in multiple discussions with investors on Supervisory Board-related topics.

A detailed description of the activities of the Supervisory Board, including an overview of its members, as well as a list of their individual attendance at meetings, is provided in the Report of the Supervisory Board.

A competence profile was developed by the Supervisory Board for the entire Supervisory Board. In this profile, targets were set regarding the individual composition of the Supervisory Board.

In addition to a competence profile that matches the profile of the Supervisory Board as a whole, diversity is also an integral part of the concept. Proposals for new members of the Supervisory Board to the Annual General Meeting are always evaluated and selected in accordance with the objectives and competence requirements set out in Chapter 8.3.

Supported by the Nomination Committee, the Supervisory Board regularly conducts (at least once annually) a) an assessment of the structure, size, and composition of the Supervisory Board and its committees, and b) an assessment of the knowledge, skills, and experience of each individual business manager and member of the administrative and supervisory bodies, as well as of the respective bodies as a whole. This self-assessment is based on a comprehensive, company-specific questionnaire further developed and aligned annually to current circumstances in consultation with the Nomination Committee. It covers various relevant areas of the Supervisory Board’s activities, such as information sharing, committee activities, the quality of collaboration, the level of engagement, and member independence. Evaluations for each subject area are submitted anonymously and include quantitative, qualitative, and time-based assessments. Once the results are aggregated, they are discussed in detail by the full board, and improvement measures are proposed and documented. Suggestions for improvement, together with the recommendations of the Nomination Committee, are then incorporated into the work of the Supervisory Board’s committees.

During the reporting period, the Supervisory Board conducted a competence and efficiency review using digital questionnaires developed in collaboration with a consulting firm and updated annually to reflect current conditions. The results of the assessment were reviewed by the Nomination Committee at its meeting on June 2, 2025, and improvement proposals were drawn up and then presented and discussed in detail by the full Supervisory Board on September 15, 2025. The results confirmed a balanced distribution of expertise and strong collaboration within the Supervisory Board. No material deficiencies were identified, and the board unanimously agreed that no changes were required.

To assess progress in implementing the competence profile, the Supervisory Board developed a qualifications matrix based on a self-assessment by its members.

Based on the Supervisory Board’s composition of recognised experts in the areas of finance, financial reporting, corporate planning and management, controlling, accounting, risk management, auditing, compliance, environmental and sustainability matters, IT, legal affairs, HR, and capital markets, the Supervisory Board of grenke AG fully meets the underlying competence profile and possesses the required knowledge, skills, and professional experience to carry out its duties effectively.

It has been agreed that the auditor will inform the Supervisory Board immediately of all relevant material findings and events that the auditor becomes aware of in the course of the audit. The auditor must also inform the Supervisory Board and record this in the audit report if facts are discovered during the audit that indicate that the Declaration of Conformity on the German Corporate Governance Code issued by the Board of Directors and Supervisory Board is incorrect.

The Supervisory Board has issued an age limit that states that Supervisory Board members may not be more than 70 years old at the time of their election.

Members of the Supervisory Board are liable for damages in the event of a culpable breach of their duty of care towards the Company.

The current Supervisory Board Rules of Procedure, which contain important information on the Supervisory Board and its committees, are available on grenke AG’s website.

In order to perform its duties efficiently, the Supervisory Board resolved to establish a Nomination Committee, Risk Committee and Remuneration Control Committee, in addition to the Audit Committee, in accordance with the requirements of Section 25d (7) sentence 2 KWG. On March 14, 2023, the Supervisory Board also resolved to set up the Digitalisation Committee for the period starting April 1, 2023 and ending with the 2026 Annual General Meeting. At its meeting on October 20, 2025, the Supervisory Board resolved to extend the mandate of the Digitalisation Committee through to December 31, 2027.

The tasks and powers assigned to these committees are listed in the Supervisory Board’s Rules of Procedure. The Committee chairpersons report to the full Supervisory Board on the work of the respective committees.

An overview of the committees, their members and chairpersons, a list of the attendance at each committee meeting, and details of the work of the committees formed in the 2025 financial year can be found in the Report of the Supervisory Board.

The Audit Committee consists of three members. In accordance with Section 7 (4) of the Supervisory Board’s Rules of Procedure, the tasks of the Audit Committee consist primarily of monitoring the accounting and the accounting process, the risk management system (especially the internal control system), the compliance management system, combating corruption, and internal auditing. The Audit Committee is also tasked with monitoring the performance of the audit of the annual financial statements and specifically the independence of the auditor. The Committee is also responsible for monitoring any additional services provided by the auditor and the quality of the auditor.

It is also the Audit Committee’s responsibility to recommend the focal points of the auditor’s audit to the Supervisory Board. In addition, the Audit Committee is tasked with receiving and evaluating the auditor’s findings on the effectiveness of the internal control system, the risk management system and the efficiency of the Internal Audit department.

The Audit Committee deals with any other findings of the auditor; the preparation of the audits and reports incumbent on the Supervisory Board pursuant to sections 170 and 171 AktG; the monitoring of the processing of the deficiencies identified, and the discussion of the interim reports (quarterly and half-yearly reports) and statements.

During the 2025 financial year, the Audit Committee consisted of Norbert Freisleben (Chair), Dr Ljiljana Mitic, and Jens Rönnberg WP/StB. As a result, the Committee consistently met all applicable requirements for the Audit Committee under sections 107 (4) sentence 3 AktG, 100 (5) AktG, and 25d (9) KWG.

Norbert Freisleben, who held the office of Chair in the 2025 financial year, has demonstrable expertise in accounting and auditing due to his longtime experience at a renowned audit firm. He also brings expertise in sustainability reporting and assurance, gained through his professional background. Dr Ljiljana Mitic has extensive expertise in accounting and sustainability reporting due to her many years of experience as a business economist in leadership and oversight roles at globally operating companies in the banking, insurance, and IT sectors. She also has experience serving on the audit committees of other companies. Jens Rönnberg WP/StB has extensive expertise in accounting and auditing, gained through his longstanding work as an auditor and tax advisor for leading law firms and prestigious international organisations. He also brings expertise in sustainability reporting and assurance.

All members of the Audit Committee are independent of the grenke Group and have knowledge and experience in the application of internal control and risk management systems. The Audit Committee as a whole is familiar with the sector in which the grenke Group operates.

The Nomination Committee consists of three members.

Under Section 8 (4) of the Supervisory Board’s Rules of Procedure, the Nomination Committee’s responsibilities include, in particular, strategic aspects of personnel planning – including reviewing the overall personnel planning – and the conclusion, amendment, and termination of service contracts with members of the Board of Directors. The Nomination Committee also identifies candidates for Board of Directors positions and assists in the preparation of election proposals for the election of members of the Supervisory Board, taking into account the required knowledge, skills, professional experience, and diversity principles.

Designing a target to promote the representation on the Supervisory Board of the underrepresented gender and a strategy to achieve this target also falls under the responsibility of the Nomination Committee. The Committee also monitors the topic of occupational health and safety (OHS).

At least once a year, the Nomination Committee shall conduct an assessment of the structure, size, composition and performance of the Board of Directors and the Supervisory Board as well as the committees of the Supervisory Board and regularly, at least once annually, assess the knowledge, skills and experience of both the individual Board of Directors and Supervisory Board members and the respective body or committee as a whole. Reviewing the Board of Directors’ policies for the selection and appointment of senior management is one of the core tasks of the Nomination Committee, as is the preparation of a diversity concept, management and talent management and succession planning. In addition, the Nomination Committee informs the full board about the conclusion, amendment, or termination of employment contracts with general agents.

For the entire 2025 financial year, the Nomination Committee consisted of Dr Ljiljana Mitic as Chair, Nils Kröber and Jens Rönnberg WP/StB. All members of the committee possess, both individually and collectively, the appropriate knowledge, skills, and experience relating to the business activities of the Company and the Group, enabling them to evaluate the composition of the Board of Directors and the Supervisory Board, including the recommendation of candidates.

The Risk Committee consists of three members. According to Section 9 (3) of the Rules of Procedure of the Supervisory Board, the tasks of the Risk Committee include mainly advising the Supervisory Board on the current and future overall risk appetite and overall risk strategy of the Company and supporting the Board of Directors in monitoring the implementation of this strategy by the upper management level.

The Risk Committee is also responsible for monitoring whether the terms and conditions applied in customer business are consistent with the Company’s business model and risk structure. In instances where this is not the case, the Risk Committee requests proposals from the Board of Directors on how the terms can be brought into alignment and oversees their implementation. In addition, the Committee is responsible for reviewing whether the incentives set by the remuneration system adequately consider the Company’s risk, capital and liquidity structure, as well as the probability and timing of revenue. As part of the broader corporate risk management, the Risk Committee is tasked with the topic of cybersecurity. The Risk Committee also deals with the granting, extension and modification of credit lines for individual borrowers when the total limit of the borrower unit exceeds EUR 10,000,000.

Throughout the 2025 financial year, the Risk Committee consisted of the Chair, Moritz Grenke, and members Norbert Freisleben and Manfred Piontke. The Committee, as a whole, possesses extensive knowledge, skills, and experience in risk management and control procedures. The chair of the Risk Committee is neither the chair of the full Supervisory Board nor of any other committee.

The Remuneration Control Committee consists of three members. According to Section 10 (3) of the Rules of Procedure of the Supervisory Board, the tasks of the Remuneration Control Committee include, in particular, monitoring the appropriate structure of the remuneration systems for members of the Board of Directors and employees, as well as, in particular, the appropriate structure of the remuneration for the heads of the Risk Control function and the Compliance function, and for employees whose activities have a material impact on the institution’s overall risk profile. The Remuneration Control Committee also supports the Supervisory Board in monitoring the appropriate design of the remuneration systems for the Company’s employees.

The Remuneration Control Committee assesses the impact of the remuneration systems on risk, capital and liquidity management, prepares Supervisory Board resolutions on the remuneration of Board of Directors members, and pays particular attention to the impact of these resolutions on the Company’s risks and risk management.

The Committee takes into account the long-term interests of shareholders, investors, other stakeholders and the public. It also assists the Supervisory Board in monitoring the proper involvement of Internal Control and all other relevant areas in the design of the remuneration systems, target-setting and achievement concerning the variable remuneration of the Board of Directors members. It advises the Supervisory Board on the composition of the remuneration policy and determines appropriate remuneration for the Board of Directors members that is geared towards sustainable corporate development.

Throughout the 2025 financial year, the Compensation Control Committee consisted of Chair Nils Kröber, with Norbert Freisleben and Moritz Grenke serving as members. The Committee, as a whole, possesses sufficient expertise in risk management and risk control, particularly concerning remuneration systems. Chair Nils Kröber also brings expertise and professional experience in these areas. Norbert Freisleben and Moritz Grenke have expertise in risk management and risk control, particularly with respect to mechanisms that align remuneration systems with the Company’s overall risk appetite, risk strategy, and capital structure.

At the end of 2025, the Digitalisation Committee had two members. The Committee was formed by a resolution of the Supervisory Board on March 14, 2023, for the period starting on April 1, 2023 until the end of the 2026 Annual General Meeting to support the digitalisation programme initiated by the Board of Directors. On October 20, 2025, the Supervisory Board resolved to extend the mandate of the Digitalisation Committee until December 31, 2027. In accordance with Section 11 (4), of the Supervisory Board’s Rules of Procedure, the main tasks of the Digitalisation Committee are to support the Supervisory Board in monitoring the implementation of the IT and digitalisation strategy, the accompanying monitoring of IT projects and process initiatives, the planned IT architecture and structure in terms of technical performance, stability and scalability, and the investment budgets. The Committee also supports the Supervisory Board in monitoring the project and performance control in the area of digitalisation at the IT, administrative, and staff cost level.

Until March 13 of the 2025 financial year the Digitalisation Committee consisted of Chair Dr Ljiljana Mitic, Moritz Grenke, and Manfred Piontke. After March 13, 2025, the Committee consisted of Chair Dr Ljiljana Mitic and Moritz Grenke.

The Annual General Meeting passes resolutions for cases specified by law and in the Articles of Association. These include the election of shareholder representatives to the Supervisory Board, the election of the auditor, the discharge of the members of the Board of Directors and Supervisory Board, amendments to the Articles of Association, decisions on the appropriation of profits, and capital measures. At the request of the Board of Directors, the Annual General Meeting may also decide on management issues.

Equal opportunity and diversity are integral components of the selection process for executives and employees of grenke AG.

The target percentage of women executives for the two management levels below the Board of Directors was set by the Board of Directors at a minimum of 30 percent for the 2025 financial year. At 39 percent for the reporting period, grenke AG achieved this target.

The Board of Directors has also decided to maintain its target of a gender-specific ratio of 30 percent for each of the first two management levels below the Board of Directors for the 2026 financial year. The gender ratio for grenke AG’s workforce as a whole is largely balanced, with women accounting for almost 60 percent. The Board of Directors regularly reports to the Supervisory Board on the development of family-friendly measures (such as financial support, childcare assistance, flexible working time models, part-time models and location-independent workplace models) and considers gender diversity in the appointment of leadership positions.

For the 2025 financial year, the Supervisory Board set a target of at least 25 percent for the proportion of female executives on the Board of Directors, representing a minimum threshold.

At 25 percent for the 2025 reporting year, the Board of Directors achieved this target.

The following diversity aspects are considered in the Board of Director’s composition:

The decisive factor for the Supervisory Board when filling a Board of Directors position is always the Company’s best interest, taking into account all individual case circumstances. The Supervisory Board believes that personal suitability and professional qualifications are particularly key when selecting members for the Board of Directors. This encompasses not only the adequate representation of women but also diversity in terms of cultural background, education, and professional experience.

The Supervisory Board pays particular attention to the following principles when considering which personalities would best complement the Board of Directors:

The composition of the Board of Directors shall be balanced in terms of age structure so that the body’s ability to act is guaranteed at all times.

The composition of the Board of Directors shall meet the requirements of the Second Management Position Act (FüPoG II).

With regard to their educational and professional backgrounds, the members of the Board of Directors must be able to fulfil the duties of proper management in accordance with the law, the Articles of Association, and the Rules of Procedure of grenke AG. In addition, they should have primarily the following backgrounds:

• Longstanding management experience in an international context
• Extensive experience in IT management (digitalisation)
• Comprehensive knowledge of the requirements and interrelationships of the capital market
• Sound knowledge of financial management and risk management
• Thorough knowledge of accounting according to IFRS and HGB
• Broad knowledge of climate protection and sustainability

In line with these principles, the Supervisory Board meets legal requirements by taking gender diversity into account when appointing members of the Board of Directors, thereby advancing the objective of increasing the proportion of women in leadership positions.

The Supervisory Board also complies with all relevant obligations under applicable law, the Articles of Association, and the Rules of Procedure concerning the inclusion of diverse professional and educational backgrounds. This ensures the Board is equipped to fulfil its tasks and responsibilities effectively. Moreover, this diversity enables the Supervisory Board to analyse and evaluate changes in the business environment – typically occurring in an international context – as well as the impacts of cultural, demographic, and societal shifts on the Company’s day-to-day operations from a range of perspectives. This corresponds to our understanding of stability and sustainability as well as innovation and dynamics for the further successful development of the Company.

A close, ongoing exchange between the Supervisory Board and Board of Directors regarding all important issues affecting the Company’s fate and development ensures that the targets for the Board of Directors’ composition are met.

As part of this exchange, the Supervisory Board regularly reviews whether or not the competencies of the respective Board of Directors members meet the requirements of their areas of responsibility. It also regularly checks whether the number of Board of Directors members and their responsibilities correspond to the requirements associated with the growth and complexity of the Company. The Supervisory Board is responsible for deciding on the composition of the Board of Directors and the schedule of responsibilities, as well as for ensuring succession planning.

The Supervisory Board, together with the Board of Directors and with the support of the Nomination Committee, ensures long-term succession planning for the Board of Directors. Long-term succession planning takes into account the requirements of the German Stock Corporation Act, the German Banking Act, the Corporate Governance Code and the Rules of Procedure of the Supervisory Board, as well as the criteria of the diversity concept developed by the Supervisory Board for the composition of the Board of Directors. Taking into account the specific qualification requirements and the aforementioned criteria, the Nomination Committee develops a target profile and, on the basis of this, draws up a shortlist of available candidates in the event of a specific succession decision. Structured interviews are conducted with these candidates. Subsequently, a recommendation is submitted to the Supervisory Board for resolution. If necessary, the Supervisory Board and the Nomination Committee are supported by external consultants in the development of requirement profiles. The position of Chief Representative serves as an opportunity for the Company to introduce internal candidates to the role of the Board of Directors.

The Supervisory Board of grenke AG is required to be composed in such a way as to ensure qualified advice to and supervision of the Board of Directors at all times. The following diversity aspects are taken into account in the composition of the Supervisory Board:

The composition of the Supervisory Board must meet the requirements of the Second Management Position Act (FüPoG II).

In terms of their educational and professional backgrounds, Supervisory Board members should be in a position to fulfil the legal obligations associated with this task and, at the same time, be able to devote the time necessary to carry out their role. In addition to high standards of personal integrity and interpersonal competence, professional expertise, business experience, and the ability to exercise sound and objective judgement are key requirements for each member of the Supervisory Board. The competence profile of the grenke AG Supervisory Board members additionally emphasises the following backgrounds:

• Longstanding management experience in an international context
• Comprehensive knowledge of the requirements and interrelationships of the capital market
• Sound knowledge of financial management (financing and controlling)
• Thorough knowledge of accounting according to IFRS and HGB
• Extensive experience in IT management (digitalisation and transformation)
• Experience in strategy and sales management
• Broad knowledge of climate protection and sustainability

The members of the Supervisory Board as a whole must be familiar with the sector in which the Company operates.

The objectives pursued with the diversity concept for the composition of the Supervisory Board are as follows:

In order to fulfil its role as a supervisory and control body, the Supervisory Board should be able to provide an accurate assessment of the current development and future direction of the Company. Accordingly, the aim is to compose the Supervisory Board in such a way as to ensure qualified control and advice at all times in accordance with the German Stock Corporation Act and the German Corporate Governance Code.

In the 2025 financial year, the Supervisory Board’s composition as a whole fully reflected the knowledge and experience necessary, making it possible for it to deal with and evaluate decision-making issues in a qualified manner. The Supervisory Board’s composition also placed it in a position to objectively make decisions for effective supervision and control.

The competence profile and diversity concept for the Supervisory Board are generally implemented as part of the election proposals to the Annual General Meeting, while the diversity concept for the Board of Directors is implemented through the appointment of Board of Directors’ members by the Supervisory Board.
For the 2025 financial year, the Supervisory Board set a target of at least 33 percent for the proportion of female members on the Supervisory Board as a minimum threshold. At 17 percent, the target for the Supervisory Board’s composition was not met in 2025 but is expected to be achieved again in the years ahead. The target was not met due to the preference for candidates based on very specific requirements.

The curricula vitae of all members of the Supervisory Board and the Board of Directors have been published on the Company’s website and offer insight into each individual’s relevant expertise, skills, and experience. The curricula vitae are updated annually.

The respective remuneration and the underlying remuneration system for the Board of Directors and the Supervisory Board are described in the remuneration report, which can be downloaded.

The remuneration report for the last financial year and the auditor’s report in accordance with Section 162 AktG, the applicable remuneration system in accordance with Section 87a (1) and (2) sentence 1 AktG and the last remuneration resolution in accordance with Section 113 (3) AktG are publicly available on grenke AG’s website.

By law, persons who perform management duties at grenke AG and persons closely related to them are required to disclose any trading in grenke AG shares or related financial instruments if the value of the transaction reaches or exceeds EUR 50,000 within one calendar year (the threshold was EUR 20,000 until December 31, 2025). In accordance with Article 19 (2) and (3) of the Market Abuse Regulation (MAR), grenke AG ensures the required notifications and disclosures are made and publishes them on the Company’s website.

As of December 31, 2025, the shareholdings directly attributable to the members of the Board of Directors and Supervisory Board of grenke AG amounted to 102,758 shares. This corresponds to around 0.2 percent of the shares issued. The shareholdings were distributed among the members of the Board of Directors and the Supervisory Board as follows:

Number of attributable shares as of December 31, 2025:

Capital market-relevant announcements made by grenke AG are published in the German Federal Gazette (Bundesanzeiger). In addition, the Company uses a variety of other channels to fully inform the financial market and the public about its business developments and relevant events. In accordance with Article 18 (MAR), grenke AG maintains insider lists. The persons on these lists have been informed of their legal obligations and sanctions in the event of possible violations. The methods used by grenke AG to inform the capital market are described in detail in the “Share and Investor Relations” section of this annual report.

Responsible corporate governance covers the areas of compliance, money laundering prevention, corporate governance, data protection, information security, environment and climate, and social contribution. Due to the high importance of these topics – both for customer trust and the trust of the capital market, which also have far-reaching relevance for the Company’s success, a separate section is dedicated to this subject in Chapter 4 under Group Sustainability Statement.

The purpose of risk management at grenke AG is to enable the Board of Directors and all employees involved to consciously manage risks and take advantage of opportunities. As a financial services provider, grenke AG is subject to the Minimum Requirements for Risk Management (MaRisk) defined by the Deutsche Bundesbank and the German Federal Financial Supervisory Authority (BaFin), as well as the regulatory requirements for IT (BAIT). The topic of risk management and the respective responsibilities are dealt with in detail in the management.

In accordance with sections 315 (5) and 298 (2) HGB, the management report of the grenke Group and the management report of grenke AG are combined in a single report. Any deviations are explained in detail in the management report of grenke AG.

The consolidated financial statements of the grenke Group for the financial year from January 1 to December 31, 2025 were prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the European Union, and in accordance with the German Commercial Code (HGB) for the parent company. grenke AG also complied with and applied the accounting provisions of Section 315a HGB.

After the review by the Supervisory Board, the adopted annual financial statements and the approved consolidated financial statements are generally published within four months of the end of the financial year. For the 2025 financial year, the Annual General Meeting on May 7, 2025 elected BDO AG Wirtschaftsprüfungsgesellschaft, Hamburg, as the auditor and Group auditor. BDO will also perform the audit review of interim financial reports to the extent such a review is carried out.

Further information on the subject matter and scope of the audit of the annual financial statements in accordance with Section 317 HGB and on the duties of the Audit Committee can be found in the Report of the Supervisory Board, contained in this annual report.