213800ETW48B6KOWZA42 2025-01-01 2025-12-31 213800ETW48B6KOWZA42 2024-12-31 213800ETW48B6KOWZA42 2025-12-31 213800ETW48B6KOWZA42 2023-12-31 213800ETW48B6KOWZA42 2023-12-31 ifrs-full:RetainedEarningsMember 213800ETW48B6KOWZA42 2023-12-31 thpa:TotalReservesMember 213800ETW48B6KOWZA42 2023-12-31 thpa:NonTaxReserveMember 213800ETW48B6KOWZA42 2023-12-31 ifrs-full:StatutoryReserveMember 213800ETW48B6KOWZA42 2023-12-31 ifrs-full:IssuedCapitalMember 213800ETW48B6KOWZA42 2024-01-01 2024-12-31 213800ETW48B6KOWZA42 2024-01-01 2024-12-31 ifrs-full:RetainedEarningsMember 213800ETW48B6KOWZA42 2024-01-01 2024-12-31 thpa:TotalReservesMember 213800ETW48B6KOWZA42 2024-01-01 2024-12-31 thpa:NonTaxReserveMember 213800ETW48B6KOWZA42 2024-01-01 2024-12-31 ifrs-full:StatutoryReserveMember 213800ETW48B6KOWZA42 2024-01-01 2024-12-31 ifrs-full:IssuedCapitalMember 213800ETW48B6KOWZA42 2024-12-31 ifrs-full:RetainedEarningsMember 213800ETW48B6KOWZA42 2024-12-31 thpa:TotalReservesMember 213800ETW48B6KOWZA42 2024-12-31 thpa:NonTaxReserveMember 213800ETW48B6KOWZA42 2024-12-31 ifrs-full:StatutoryReserveMember 213800ETW48B6KOWZA42 2024-12-31 ifrs-full:IssuedCapitalMember 213800ETW48B6KOWZA42 2025-01-01 2025-12-31 ifrs-full:RetainedEarningsMember 213800ETW48B6KOWZA42 2025-01-01 2025-12-31 thpa:TotalReservesMember 213800ETW48B6KOWZA42 2025-01-01 2025-12-31 thpa:NonTaxReserveMember 213800ETW48B6KOWZA42 2025-01-01 2025-12-31 ifrs-full:StatutoryReserveMember 213800ETW48B6KOWZA42 2025-01-01 2025-12-31 ifrs-full:IssuedCapitalMember 213800ETW48B6KOWZA42 2025-12-31 ifrs-full:RetainedEarningsMember 213800ETW48B6KOWZA42 2025-12-31 thpa:TotalReservesMember 213800ETW48B6KOWZA42 2025-12-31 thpa:NonTaxReserveMember 213800ETW48B6KOWZA42 2025-12-31 ifrs-full:StatutoryReserveMember 213800ETW48B6KOWZA42 2025-12-31 ifrs-full:IssuedCapitalMember iso4217:EUR iso4217:EUR xbrli:shares
THESSALONIKI PORT AUTHORITY SOCIETE ANONYME (ThPA SA) TRADE REG. NO. 42807/06/Β/99/30 GEMI No. 58231004000 Registered Office: Thessaloniki Annual Financial Report for the Fiscal Year from January 1 until December 31, 2025, pursuant to Article 4, Law 3556/2007. 1
Contents Α. Statements by Members of the BoD .......................................................................................................5 B. Management Report by the Board of Directors ........................................................................................6 C. Corporate Governance Statement, pursuant to Article 20 of Directive 2013/34/EU ................................ 233 D. Independent Auditor`s report for sustainability statement 2025 .......................................................... 283 E. Independent Auditor`s report 2025 .................................................................................................... 288 F. Annual Financial Statements .............................................................................................................. 295 Financial Position Statement for Group and Company ...................................................................... 295 Comprehensive Income Statement for Group and Company ............................................................. 297 Statement of Changes in Equity for Group and Company ................................................................. 298 Cash Flow Statement for Group and Company ................................................................................. 299 G. Notes on the Annual Financial Statements .......................................................................................... 300 1. Incorporation and Company activity ................................................................................................ 300 2. Legal Framework ........................................................................................................................... 300 3. Concession agreement for the right of use and exploitation of the terrestrial port zone of the Port of Thessaloniki .......................................................................................................................................... 300 4. Framework for the preparation and basis for the presentation of the financial statements ..................... 301 4.1. Framework for the preparation ................................................................................................ 301 4.2. Presentation basis .................................................................................................................. 302 4.3. Standards-Amendments and Interpretations in force since 01.01.2025 ....................................... 302 4.4. Important judgments, estimates and assumptions .................................................................... 304 5. Summary of significant accounting policies ......................................................................................... 307 5.1 Consolidation ........................................................................................................................... 307 5.2 Foreign currency ...................................................................................................................... 308 5.3 Property Investments ............................................................................................................... 309 5.4 Tangible fixed assets utilized for own purposes .......................................................................... 309 5.5 Intangible assets...................................................................................................................... 310 2
5.6 Impairment of assets ............................................................................................................... 310 5.7 Financial Instruments ............................................................................................................... 311 5.8 Income taxation (Current and Deferred) ................................................................................. 314 5.9 Inventories .............................................................................................................................. 315 5.10 Cash and equivalents.............................................................................................................. 315 5.11 Share capital .......................................................................................................................... 316 5.12 Provisions for risks and expenses and contingent liabilities/receivables: ..................................... 316 5.13 State subsidies ....................................................................................................................... 316 5.14 Dividends .............................................................................................................................. 316 5.15 Income recognition ................................................................................................................ 316 5.16 Earnings per Share ................................................................................................................. 319 5.17 Post service personnel benefits ............................................................................................... 319 5.18 Leases ................................................................................................................................... 320 5.19 Expenses ............................................................................................................................... 321 5.20 Investments in subsidiaries ..................................................................................................... 321 6. Risk Management ...................................................................................................................... 322 6.1 Market Risk .......................................................................................................................... 322 6.2 Credit risk............................................................................................................................. 322 6.3 Liquidity risk ......................................................................................................................... 324 6.4 Capital risk management ........................................................................................................ 326 6.5 Fair value ............................................................................................................................. 326 6.6 Economic conjuncture risk - Macroeconomic business environment in Greece ............................ 328 7. Segmental reporting .............................................................................................................. 328 7.1 Financial data per segment ................................................................................................ 329 7.2 Calculation of earnings before tax, financial results and total depreciations (EBITDA) ................... 334 8. Item analysis & other disclosures ....................................................................................................... 335 8.1 Investment property.......................................................................................................... 335 8.2 Tangible Assets ................................................................................................................. 337 3
8.3 Intangible Assets .............................................................................................................. 340 8.4 Right of use asset .............................................................................................................. 341 8.5 Long-term and other receivables ........................................................................................ 344 8.6 Inventories ........................................................................................................................ 345 8.7 Trade receivables ............................................................................................................... 345 8.8 Advances and other receivables .......................................................................................... 347 8.9 Cash and cash equivalents – Other financial assets .............................................................. 348 8.10 Equity .............................................................................................................................. 349 8.11 Provisions for liabilities to employees .................................................................................. 351 8.12 Other long-term liabilities .................................................................................................. 352 8.13 Short-term liabilities .......................................................................................................... 352 8.14 Income taxes payable ....................................................................................................... 354 8.15 Sales ................................................................................................................................ 354 8.16 Cost of sales ..................................................................................................................... 356 8.17 Other revenue and profits .................................................................................................. 356 8.18 Administrative Expenses .................................................................................................... 356 8.19 Distribution Expenses ........................................................................................................ 357 8.20 Number of personnel and payroll cost ................................................................................. 357 8.21 Other expenses and losses ................................................................................................. 358 8.22 Financial income (expenses) ............................................................................................... 358 8.23 Income tax (current and deferred) ...................................................................................... 359 8.24 Dividends ........................................................................................................................... 362 8.25 Transactions with related parties .......................................................................................... 362 8.26 Commitments, Contingent receivables – liabilities and Guarantees ......................................... 364 8.27 Leasing .............................................................................................................................. 367 8.28 Earnings per share............................................................................................................... 369 8.29 Events after the date of the financial statements ................................................................... 370 4
Α. Statements by Members of the BoD (pursuant to article 4, par. 2c, Law 3556/2007) The members of the Board of Directors of Public Limited Company with trade name “THESSALONIKI PORT AUTHORITY” and trade title “ThPA. S.A.” (hereinafter referred to as the “Company”), located in Thessaloniki in the premises of the Port: 1. Angeliki Samara, daughter of Demetrios, Chairwoman of Board of Directors, specifically appointed for this by virtue of the decision no 8082/15-04-2026 of the Board of Directors 2. Ioannis Tsaras, son of George, Chief Executive Officer 3. Panagiotis Michalopoulos, son of Aggelos, Member of the Board of Directors, specifically appointed for this by virtue of the decision no 8082/15-04-2026 of the Board of Directors in our aforementioned capacity, declare and warrant by the present that insofar as we know: Α. The annual separate and consolidated financial statements of the société anonyme “THESSALONIKI PORT AUTHORITY S.A.” for the financial year from 01.01.2025 to 31.12.2025, which have been prepared in accordance with the International Financial Reporting Standards as adopted by the European Union, present fairly, in all material respects, the assets and liabilities, the equity and the financial performance of the Company and the Group. Β. B. The annual Report of the Board of Directors presents fairly, in all material respects, the development, performance and position of the Company and the Group, including a description of the principal risks and uncertainties they face, and has been prepared in accordance with the sustainability reporting standards referred to in Article 154A of Law 4548/2018 (Government Gazette A’ 104), as in force, as well as with the specifications adopted pursuant to paragraph 4 of Article 8 of Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020, on the establishment of a framework to facilitate sustainable investment and amending Regulation (EU) 2019/2088 (L 198). Thessaloniki, 15/04/2026 The Chairwoman of BoD The Chief Executive The Member appointed by Officer the BoD Angeliki Samara Ioannis Tsaras Panagiotis Michalopoulos ID Card no. S 492406 ID Card no. Α03001660 ID Card no. ΑΝ 500394 5
B. Management Report by the Board of Directors of “ThPA S.A.” TO THE ANNUAL GENERAL MEETING OF THE SHAREHOLDERS Dear Shareholders, We submit for your approval the separate and consolidated financial statements of the Group and the Company THESSALONIKI PORT AUTHORITY S.A. for the financial year 2025 (01.01.2025 – 31.12.2025). The present corporate and consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards as adopted by the European Union, the application of which has been mandatory for the Group and the Company for financial years ending after 31.12.2004, as the Company is listed on the Athens Exchange. The Report has been prepared in compliance with the relevant provisions of Law 4548/2018 (Article 153), Law 3556/2007 (Government Gazette A’ 91/30.4.2007, Article 4), the relevant implementing decisions of the Hellenic Capital Market Commission, in particular Decision No. 8/754/14.04.2016 of its Board of Directors, as well as Law 3016/2002 on corporate governance 1. Nature of activities: 1.1. The purpose of the Company and the Group as described in Article 3 (3) of its Articles of Association,is to fulfill the obligations, conduct the activities and exercise the rights arising from the initial Concession Agreement between the Company and the Greek State dated 27 June 2001 regarding the use and exploitation of certain areas and assets at the Port of Thessaloniki as amended and in force. 1.2. Activities of the Group and Company In order to fulfill their purpose, the Group and the Company may, indicatively and not restrictively : • exercise all rights granted under the Concession Agreement and maintain, develop and operate the assets under concession as set out in the Concession Agreement. • Provide services and facilities to vessels, cargoes and passengers including vessel board mooring as well as cargo and passenger handling to and from the port. • Install, organize and operate all types of port infrastructure. • Engage in any activity related to the Port of Thessaloniki and any commercial activity related to the Port of Thessaloniki or reasonably incidental to it. • enter into agreements with third parties for the provision by them of port services of any kind. • award works contracts. • engage in any additional activity that is appropriate or customary for the proper conduct of its business and its operations in accordance with the Concession Agreement; and • undertake any other activity, transaction or action conducted by commercial companies in general. 6
Their business activities concern the provision of services: • in respect of unitised cargo (containers); • in respect of conventional cargo (bulk cargo, general cargo and Ro-Ro cargo); • in respect of ferry and cruise passengers; • in respect of vessels (berthing, mooring, docking and other related services); • in respect of car parking facilities; • in respect of the exploitation of premises for other uses; and • in respect of intermodal transport services and dry cargo terminal operations. • 1.3. The competitive environment of the Port is determined by its geographical location, the type and origin/destination of the cargo handled, as well as the quality and cost of the services provided, and includes ports with different operational characteristics. The broader geographic territory presently served by the Port of Thessaloniki is:  the Northern Regions of Greece  the Republic of Northern Macedonia, South Western Bulgaria and Southern Serbia.  the Black Sea countries. ThPA S.A. intends to attract new major customers from the Republic of Northern Macedonia, Bulgaria and Serbia by upgrading its infrastructure, procuring of the necessary equipment and, in parallel, improving the performance of its marketing and sales services. 1.4. The key clients of the Group and the Company are industrial companies, vesselping agents, container transportation companies, freight transport companies, while their sales are marketed: • through a system of affiliated vesselping agents representing third parties. • by direct contact and negotiation between ThPA S.A. and the officers of the clients. 1.5 The Group and the Company have the exclusive right for the use and exploitation of the land, buildings and facilities at the Terrestrial Zone in the Port of Thessaloniki, which is owned by the Greek State. The terrestrial port zone of ThPA S.A. covers an area of roughly 1.550.000 m² and extends along roughly 3.500 meters. It possesses 6,200 meters of wharfs with a net depth up to 12 meters, 6 piers, administration and technical support buildings, warehouses, depots, special equipment and other facilities. The aforementioned exclusive right was initially granted to THESSALONIKI PORT AUTHORITY S.A. for a period of 40 years, pursuant to the Concession Agreement dated 27 June 2001 between the Hellenic Republic and THESSALONIKI PORT AUTHORITY S.A., and (following amendment) expires in 2051. As further detailed below, on 02.02.2018 the Concession Agreement of 27 June 2001 was 7
amended and restated into a single consolidated text, providing, inter alia, for the determination of an annual concession fee equal to 3.5% of consolidated revenues. 1.6 The driving force of the Group and the Company is their personnel, which is divided into clerical (Administrative, Technical, Auxiliary) and port staff. As of 31/12/2025, the Group employed 566 people (2024: 559 people), while the Company employed 566 people (of which 432 regular staff, 134 dockers and seasonal workers) and 20 TEI students, OAED apprentices, compared to 558 in 2024 (438 regular staff, 120 dockers and seasonal workers) and 14 TEI students, OAED apprentices. Their employment relations are regulated by the General Labor Code, the Collective Labor Agreement or the sectoral or joint sectoral agreements. The Group and the Company invest in the continuous training and updating of their staff through training programs and seminars on general topics such as communication, management, finance, health and safety. 2. Goals and strategies 2.1. The Port of Thessaloniki is the largest transit Port in Greece with respect to conventional cargo. It is the closest port in the European Union to the Balkan and Black Sea countries, provides security for cargoes in transit and has a natural sea entrance that can accommodate deep-water vessels. A key advantage is the Container Terminal, which operates on a 24-hour basis under a unified tariff structure, the operation of the Conventional Port in two shifts supported by high-level equipment, as well as the Free Zone, which is one of the 58 operating within the European Union and is primarily intended to facilitate and promote trade between EU Member States and third countries. 2.2. The strategic objective of the Group and the Company is to enhance shareholder value: • by maintaining the strong position of the Port in its region and establishing it as the leading port in the Balkans; • by strengthening its role in the Eastern Mediterranean as a hub for combined transport; and • by transforming it into a transshipment hub and a key regional gateway for the markets of South- Eastern Europe, with a significant share driven by in-transit container traffic. 2.3. The main goal of the Company's pricing policy is to offer professional and efficient services at competitive prices. 2.4. The primary concern of the Group and the Company is to provide efficient services to their customers, while at the same time ensuring a safe and healthy working environment for their personnel. For this reason, they are engaged in a continuous effort to modernise and renew their mechanical equipment, as well as to further develop their infrastructure. Pursuant to the Concession Agreement signed on 2 February 2018 between THESSALONIKI PORT AUTHORITY S.A. and the Hellenic Republic, an obligation arises to implement investments in infrastructure and equipment projects amounting to €180 million, under certain conditions, by 2030, following an extension from the originally stipulated deadline of 2026. 8
3. Financial developments and fiscal year performance (financial and non-financial indexes) Analyzing the results of 2025, it should be mentioned that during the closed fiscal year, the Port of Thessaloniki handled 8.407.875 tons of cargo compared to 8.490.728 in 2024 (-1,00%), 616.860 containers (TEU's) compared to 565.595 in 2024 (+9,06%) and 1.978 ships compared to 2.155 in 2024 (-8,21%). 3.1. With this data, compared to 2024, general cargo decreased by 1.00%, Ro-Ro cargo traffic declined by 38.44%, and bulk cargo throughput decreased by 18.30%. 3.1.1. Based on the above, the Company's turnover for the financial year 2025 amounted to € 107.386 thousand (Group € 107.389 thousand) compared to € 100.523 thousand (Group € 100.652 thousand) for the corresponding financial year 2024, representing an increase of 6,83% (Group 6,69%). This increase is due to the growth in sales at Container Port by 11,26%. Passenger port also increased by 21,84% due to growing momentum in the cruise sector, while revenue from Rental Unit increased by 4,99%. In contrast, sales in the intermodal service decreased by 66,22% due to the ongoing restructuring efforts in this sector, as well as in the conventional port by 5,46% due to a decrease in the volume of conventional cargo and the nature of such cargo. 3.1.2. In terms of expenses, it is noted that personel salaries & expenses, increased by 4,5%, due to the increase in the number of personel compared to 2024, and the new Collective Labour Agreement effective as of January 1st 2025. Third party fees & expenses increased by 23,0% mainly due to new service and software support contracts. Third party benefits increased by 3,9% mainly due to the increased additional calculation for the port concession fee (as a natural consequence of the increase in revenue). Taxes & Duties raised by 3,9% due to mainly due to the increased RAL fee. Miscellaneous expenses decreased by 36,7% due to the increased provisions recorded in the 2024 fiscal year for various operating expenses that were expected to be invoiced at a later date, although they did not occur. There were marginal decreases by 3,6% in financial expenses due to lower commissions regarding letters of guarantees, while depreciation and amortization increased by 10,3% as of higher investments in assets. Employee compensation provision expenses increased by 16,9% due to higher personnel, while customer bad debt provisions decreased by 34,4% due to more rational implemented credit policy. Finally, material and spare parts of fixed assets` consumption increased by 8,5% due to extensive consumption of mechanical equipment, resulting from higher profits. Income tax increased by € 1,23 million (14,96 %) due to the increase in profits. 3.1.3 As a result of the increase in sales and cost of sales, gross profit amounted to € 50.362 thousand (Group € 50.347 thousand), compared to € 47.082 thousand in 2024 (Group € 47.067 9
thousand in 2024). Profit before tax amounted to € 40.263 thousand (Group € 40.259 thousand), compared to € 36.244 thousand & € 36.253 thousand for the Group in 2024, representing an increase of 11,09% (11,05% increase for the Group), while the profit after tax was € 30.803 thousand (Group € 30.799 thousand), compared to € 28.015 thousand in 2024, (€ 28.023 thousand for the Group ) representing an increase of 9,95% (9,91% increase for the Group). 3.2. Also, in preparing the accompanying separate and consolidated financial statements in accordance with International Financial Reporting Standards, the following accounting principles and depreciation rates were followed: The valuation of assets was performed by: • the fair value method for the land plots (investment real estate), as determined by the independent surveyor on 31.12.2025; • an actuarial survey with respect to post-service liabilities towards the employees; • the historical cost method for other assets and liabilities The straight-line depreciation method was followed for the depreciation of the fixed assets. 3.3. Alternative performance measures The Group and the Company utilize Alternative Performance Measures (APMs) in the context of decision making regarding its financial, operational, and strategic planning and to evaluate and publish their performance. Such APMs facilitate a better understanding of the Group and the Company’s financial and operating results, its financial position as well as its cash flows statement. APMs should be considered always combined with the financial results which have been prepared in compliance with IFRS and are not intended to replace them under any circumstances. The Group and the Company mainly use liquidity and turnover ratios, financial and operating profits ratios, which were used to evaluate the Company’s performance and are indicative of the sector. Liquidity Ratios • General liquidity ratio The ratio is calculated by dividing Total Current Assets € 142.126 thousand (Group € 142.126 thousand) (2024: € 137.622 thousand and € 137.665 thousand for the Group) by Total Current Liabilities € 23.638 thousand (Group € 23.642 thousand) (2024: € 25.565 thousand and € 25.608 thousand for the Group). This ratio measures the balance of cash and cash equivalents over current liabilities. 10
The General Liquidity ratio is 6,01 (Group 6,01) as at 31 December 2025 compared to 5,38 (Group 5,38) as at 31 December 2024. • Quick or Acid test ratio The ratio is calculated by dividing Other Financial Assets and Cash and Cash Equivalents € 128.100 thousand (Group € 128.185 thousand) (2024: € 121.915 thousand & € 123.023 thousand for the Group) with total current liabilities of € 23.638 thousand (Group € 23.642 thousand) (2024: € 25.565 thousand &amp; € 25.608 thousand for the Group). This ratio discloses how many times the Company's available assets cover its current and maturing liabilities. The Direct (Cash) Liquidity ratio is 5,42 (Group 5,42) as at 31 December 2025, compared to 4,77 (Group 4,80) as at 31 December 2024. Turnover Ratios • Collection of Receivables Turnover Ratio. The index is calculated as the ratio of the average number of customer receivables multiplied by the days in the period to Sales. This index shows in how many days the company expects to collect its receivables, from the moment the sales are realized. Days Sales Outstanding ratio amounts to 13 days (Group 13 days) as at 31.12.2025 compared to 19 days (Group 19 days) as at 31.12.2024. - Whereas above ratio includes customer advances received by the Company, then the ratio is 6 days (Group 6 days) at 31.12.2025 compared to 7 days (immediate payment) (Group 7 days) at 31.12.2024. Operating Profits Indicators • EBITDA The ratio is formed by the ratio of Profit before financial expenses, taxes, depreciation and amortization of € 48.202 thousand (Group € 48.238 thousand), (2024: € 42.585 thousand &amp; € 42.636 thousand for the Group) to Sales of € 107.386 thousand (Group € 107.389 thousand), (2024: € 100.523 thousand & € 100.652 thousand for the Group). EBITDA margin ratio was 44,89 % (Group 44,92 %) at 31.12.2025 compared to 42,36 % (Group 42,36 %) at 31.12.2024. • EBT index 11
The ratio is calculated as the ratio of Profit for the period before tax for the Company € 40.263 thousand (Group € 40.269 thousand) (2024: € 36.244 thousand for the Company & € 36.253 thousand for the Group) to Sales € 107.386 thousand (Group € 107.389 thousand), (2024 € 100.523 thousand for the Company &amp; € 100.652 thousand for the Group). The ratio reflects the percentage of profit before tax on total sales. The EBT ratio was 37,49% for the Company (Group 37,49 %) as at 31.12.2025 compared to 36,06 % for the Company & 36,02 % for the Group as at 31.12.2024, while the Net Profit to Sales ratio was 28,68 % for the Company (Group 28,68 %) compared to 27,87 % for the Company (Group 27,84 %) as at 31.12.2024. 3.4. ThPA S.A. shares are listed in the Mid Cap category, in the sector “Industrial Goods & Service – Transportation Services”. The Company’s share is included in the following indexes of Athens Stock Exchange: GD: Athex Composite Share Price Index DOM: Athex All Share Index SAGD: Athex Composite Index Total Return Index HELMSI: Hellenic Mid & Small Cap Index FTSED: FTSE/ATHEX High Dividend Yield Index ATHENS ESG: Sustainability Index FTSEDTR: High Dividend Yield SA. FTSE IN: FTSE/ATHEX Industries FTSEA: Market Index FTSEM: Mid Cap TR_FTSEM: Mid Cap Total Return The share price from 01.01.2025 to 31.12.2025 increased by 73,66% from € 22,40 to € 38,90. In the same period, the price of the General Index increased by 44,30% from 1.469,67 at 31/12/2024 to 2.120,71 at 31/12/2025. The book value of the share (BV) was € 20,66 (Group € 20,66) compared to € 19,61 (Group € 19,61) in FY 2024, while the share price to book value (P/BV) was € 1,88 (Group € 1,88) compared to € 1,14 (Group € 1,14) in FY 2024. 12
The ratio of the stock market price to earnings/share at December 31, 2025 (P/E) is 12,73 (Group 12,73), compared to 8,06 (Group 8,06) in fiscal year 2024. Earnings per share after tax for the financial year 1.1.2025 - 31.12.2025 amount to € 3,06(Group 3,06) compared to € 2,78 (Group 2,78) for the financial year 1.1.2024 - 31.12.2024. 3.5. Intangible resources. They relate to non-physical assets that provide a competitive advantage and are essential to the Company’s business model for the creation of added value. These resources generate long-term strategic benefits. As the Company continues to grow, it remains focused on expanding into emerging sectors and profitable markets, leveraging opportunities in today’s dynamic and rapidly evolving global environment. The Company’s value chain represents an integrated and cohesive framework for achieving excellence across its diverse activities, encompassing port operations, logistics and transport services, and sustainability initiatives. This structured model, as outlined below, highlights the Company’s strong commitment to fostering strategic partnerships, optimising operational efficiency and driving innovation at every stage of its activities. • Supply Chain: - Materials & Equipment - Resources (energy, water, fuel) - Human Capital - Financial Capital - Technical Support Services - Logistics & Transport Services - Partnerships • Corporate activities: - Port operations regarding cargo handling, ship berthing, storage and automation of operations. - Maritime and safety services, port security, health and safety for staff and visitors. - Infrastructure development regarding expansion projects, sustainable design and maintenance of existing infrastructure. - Environmental management regarding waste treatment, monitoring of water quality and water quality. - Information and communications technology services for logistics and cargo tracking, as well as systems for coordinating ports and vessels. • Other: 13
- Distribution and logistics services - Value-added services - Waste management and environmental services - Customer relations and management The purpose of stakeholder engagement is to gather feedback, understand stakeholder concerns and incorporate their views into the Company’s decision-making processes, in order to align with their expectations and enhance overall satisfaction. Stakeholder engagement supports growth, drives innovation and fosters creativity, while creating meaningful value for employees, shareholders, partners and the Company’s broader community. Effective stakeholder engagement is essential to the Company’s success, as it provides valuable insights through continuous communication. The Company remains informed of evolving needs, expectations and potential risks as perceived by its stakeholders, by maintaining open lines of communication. Through active collaboration and dialogue, the Company seeks to align its efforts with the needs of the region and society, ensuring sustainable progress and shared success. The outcomes of stakeholder engagement are taken into account through the integration of feedback into the Company’s policies, strategies and operations. In this way, the Company ensures that it continues to respond to stakeholder needs and continuously improves its services and initiatives. 4. Environmental – labour issues and other information. 4.1. The current and non-current assets of the Company is not encumbered with restrictive liens in favor of its creditors. 4.2. In 2020, the Company established a wholly owned subsidiary in Bulgaria, headquartered in Sofia, as part of its strategic initiatives. This subsidiary, following a resolution of the Board of Directors of THESSALONIKI PORT AUTHORITY S.A. in 2024, is currently under liquidation, which is expected to be completed by the end of 2026. The Company has no branches, except for a public relations office in Athens. 4.3. Moreover, in order to secure its assets and also its liability against third parties and its personnel for damages, it has insured its fixed equipment (machinery – tools – vehicles and vessels – buildings) , conceded to it by the Greek State, against all risks and against civil liability and employer’s civil liability, as well as the cargoes of its clients against civil liability etc. 4.4. A primary concern of ThPA S.A. is the promotion and protection of environment. To this extend the Company: 14
1. Possesses the following environmental approvals for its operation and projects: • Prot. No. 18098/95 Approval of environmental terms for the project for the extension of the th 6 pier of ThPA S.A. • Prot. No. 101850/06/06 Extension of the validity of the approval of environmental term th granted by the Joint Ministerial Decision with prot. no. 18098/95 for the extension of the 6 pier of ThPA S.A. • Prot. No. 144914/09 Amendment of the Joint Ministerial Decision for the Approval of th Environmental term with prot. no. 18098/95 for the project “Extension of the 6 pier of ThPA S.A., located in the sea space of the Port of Thessaloniki”, the validity of which was extended by the document with prot. no. 101850, issued by the General Director for the Environment of the Ministry for the Environment, Physical Planning and Public Works. • Prot. No. 195175/11 Amendment of the Joint Ministerial Decision with prot. no. 18098/95 on th the Approval of Environmental Terms for the project “Extension of the 6 pier of ThPA S.A., located in the sea space of the Port of Thessaloniki”, the validity of which was extended by means of the document with prot. no. 101850, issued by the General Director for the Environment of the Ministry for the Environment, Physical Planning and Public Works with respect to the gathering of materials from the sea and the installation of four (4) tanks for oil waste by Company NORTH AEGEAN SLOPS – ILIAS ORFANIDIS • Prot. No. 203978/12 Approval of environmental terms for the “Operation of the Port of Thessaloniki”. • Prot. No. 170059/14 Amendment of the Joint Ministerial Decision with prot. no. 18098/95 for th the Approval of the Environmental Terms for the project “Extension of the 6 pier of ThPA S.A., located in the sea space of the Port of Thessaloniki”, as amended and in force, with respect to the tanks for the storage of oil waste by Company NORTH AEGEAN SLOPS – ILIAS ORFANIDIS. • Prot. No. 171836/14 Amendment of Decision with prot. no. 203978/21-12-2012 for the approval of Environmental Terms for the project “Operation of the Port of Thessaloniki” with respect to the storage of sodium hydroxide (NaOH) at pier 4. • Prot. no. 173239/14 Amendment of Decision with prot. no. 203978/21-12-2012 on the Approval of the Environmental Terms for the project “Operation of the Port of Thessaloniki” with respect to the installation of stations for refuelling vehicles with liquid fuel. • Prot. no. 151696/4-9-2015 Amendment of Ministerial Decision with prot. no. oik. 203978/21- 12-2012 on the Approval of the Environmental Terms for the project “Operation of the Port of Thessaloniki”, with respect to the construction of a natural gas pipe and the installation of cranes, gantry cranes and a medium voltage substation. • Prot. no. 101351/16 “Amendment of environmental terms for the Port of Thessaloniki for the environmental licensing of water airport”. • Prot. no. 11067/18 Amendment of the environmental terms for project “Operation of the Port of Thessaloniki” with respect to the operation of washing / lubrication facilities and the extension of the implementation time for the Rainwater Drainage Management Plan. 15
• Authorized Economic Operator (AEO) License for Security and Safety (AEOS) from the Independent Authority for Public Revenue. • Prot. no. 77389/4779/15-10-2020 Modification of the environmental conditions of the project for the extension of the 6th pier of the port of Thessaloniki. • Prot. no. 51180/1096_16/03/2021 Modification of prot. no. 203978/21.12.2012 Environmental Conditions Approval Decision of the project "Operation of the Port of Thessaloniki" as amended and in force, regarding the operation of a grain silo. • Prot. no. 5560/379_26/04/2021 - Approval of the Technical Environmental Study for the installation and operation of onshore and offshore construction sites for the construction of the 6th pier extension project of the Port of Thessaloniki. • Prot. no. 97123/6258_30/09/2022 - Approval of the Technical Environmental Study for the management of the dredged material resulting from the construction works of the extension of the 6th pier of the port of Thessaloniki. • Prot. no. 75644/5126_28/09/2022 - Crediting act of implementation of par. 8.a of article 1 of Law 4014/2011, as in force, for the AEPO of the Thessaloniki Port Authority S.A. • Prot. no. 3139/190/190_25/01/2023 - Modification of the environmental conditions of the extension project of the 6th pier of the Port of Thessaloniki, regarding the construction and operation of an approach channel and manoeuvring area for vessels. • Prot. no. 17543/1203_21/03/2023 - Implementation of par. 1a article 6 Law 4014/2011, as amended, for small-scale diversification concerning the renovation and utilization of the existing obsolete building of PAEGA within the port of Thessaloniki. • Prot. no. 45779/3122_09/05/2023 - Approval of the Technical Environmental Study for the management of the dredged sediments that will result from the restoration of the operational depths of berths 10 and 11 of the port of Thessaloniki. • Prot. no. 62702/4181_12/06/2023 - Final design compliance dossier for the implementation of the Dangerous Goods Management Regulations at the Port of Thessaloniki. • Prot. no. 73882/4835_28/07/2023 - Validity period of environmental conditions for the establishment of an asphalt storage and handling facility within the Port of Thessaloniki. • Prot. no. 59098/4093_02/06/2023 - Implementation of paragraph 1a Article 6 Law 4014/2011, as amended and currently in force, for a small-scale modification of the 156 space outdoor parking lot at the Port of Thessaloniki. • Prot. no. 84455/5936_31/07/2024 - Implementation of paragraph 1a Article 6 Law 4014/2011, as amended and currently in force, regarding the “Maintenance and renovation of Warehouse 21 and the Special Cargo Warehouse at the Port of Thessaloniki. • Prot. no. 99866/7020_07/17/2024 - Amendment to the decision approving the environmental terms for the project “Extension of Pier 6 of Thessaloniki port, located in the maritime area of the Port of Thessaloniki.” • Prot. no. 78337/4957_07/17/2025 - Implementation of paragraph 1a Article 6 Law 4014/2011, as amended and currently in force, for a small-scale variation concerning the utilization of excavated materials from the project to upgrade the Thessaloniki Inner Ring 16
Road on the section from Interchange K5 (Papageorgiou Hospital) to Interchange K10 (Konstantinoupolitika) in the project to extend Pier 6 of the Port of Thessaloniki. • Prot. no. 70296/4437_08/06/2025 - Application of paragraph 1a Article 6 Law 4014/2011, as amended and currently in force, for small-scale modifications concerning (a) interior layouts, repairs, and renovations of existing buildings 14, 15, and 71 in the Port of Thessaloniki to accommodate the uses specified in Presidential Decree No. 12 (A’ 18/2025) “Approval of the Development Program and Management Study (Master Plan) for the Port of Thessaloniki” and (b) the addition of auxiliary equipment to Pier 6 of the Port. • Prot. no. 102946/6696_10/11/2025 - Approval of the Technical Environmental Study on the Optimal Combination of Transport for Aggregates and Earth Materials and the Road Transport Plan for the project to expand Pier 6 of the Port of Thessaloniki. • Prot. no. 132262/8640_30/12/2025 - Application of paragraph 1a of Article 6 of Law 4014/2011, as amended and currently in force, for a small-scale variation concerning (a) the construction of a new building on the site of Warehouse 9, to accommodate the uses specified in the presidential decree approving the Master Plan for the Port of Thessaloniki, and (b) the replacement of the substation at Pier 3. 2. Has been granted Presidential Decree No. 12 (A’ 18/2025) – Approval of the Development Program and Master Plan for the Port of Thessaloniki. 3. Has developed and implemented an Environmental Management System (EMS) for all its port activities, which is certified in accordance with the International Standard ISO 14001:2015. In addition, it has an Energy Management System (EnMS) in compliance with the requirements of the ISO 50001:2018 standard. Finally, ThPA S.A. has been awarded verification in accordance with ISO 14064-1:2018 for its Scope 1 and 2 greenhouse gas emissions for the years 2022, 2023, and 2024 in accordance with the provisions of the National Climate Law (Law 4936/2022). 4. Possesses an approved plan for the collection and management of vessels' waste. 5. Ensures the responsible management of all waste generated by collecting materials and delivering them to licensed companies with appropriate storage, processing, and final disposal facilities for proper treatment, primarily recycling, in accordance with the principles of the circular economy. 6. Possesses emergency plans to deal with incidences relating to the pollution of the sea from oil and hazardous and harmful substances. 7. Recycles all of the produced waste and in particular: • Lubricant oil waste • Used tyres • Batteries • Wood packaging • Metallic packaging • Lamps and lighting fixtures 17
• Inert waste • Filters • Polluted sawdust • Ink toners • Electrical and electronic equipment waste Furthermore, as noted above, the Company’s activities are directly linked to the management of the port’s natural resources and, as such, it may face challenges arising from climate change. A key challenge for the Company is the assessment of the vulnerability of its operations to climate change, as well as the safeguarding of port resources and the management of expected climate-related events that may affect its operations. In this context, the Company and the Group face challenges relating to the protection of their employees and facilities from physical risks, the adoption of additional adaptation and management measures to address climate change, as well as reputational risks associated with evolving stakeholder expectations regarding the Company’s contribution to more extensive waste and emissions management. To this end, the Company and the Group develop and implement appropriate strategies and initiatives in the areas of Environment, Health and Safety (EHS), supporting the achievement of their corporate objectives in addressing environmental challenges. 4.5. Since 2007 ThPA S.A. has implemented the Port Facility Safety Plan of ThPA S.A., drawn up in compliance with the I.S.P.S Code (International Vessel and Port Facility Security Code), in order to safeguard vessels docking at Port facilities, cargoes handled by it, their personnel and passengers and so on from any malicious activity. 4.6. ThPA S.A. complies with all provisions and requirements of applicable Laws and regulations relating to employment, Collective Labor Agreements, Company-level Employment Agreements and labor relations, ratified International Labor Treaties, as well as Laws and Regulations in force on health and safety at work. There are company-level collective employment contracts, as well as regulations set by decisions by the Board of Directors of ThPA S.A., such as the General Personnel Regulation, the Internal Organization and Operation Regulation, the Hygiene and Safety Regulation. Apart from the obligations and contingent liabilities included in the separate and consolidated financial statements, which are not expected to have a material impact on the operations or financial position of the Group and the Company, the Group and the Company have no other commitments arising from past events that would result in an outflow of resources, nor any commitments from onerous contracts or restructuring programmes that would give rise to risks regarding the continuity of their operations. 18
4.8. For the financial year ended 31 December 2025, the Company and the Group fall within the scope of entities required to disclose information pursuant to Article 8 (“Transparency of undertakings in non- financial and consolidated financial statements”) of the Taxonomy Regulation (EU) 2020/852, as the average number of employees during the financial year exceeded 500. 4.9 Both the Company and the Group are aware of global climate change and environmental issues. Climate-related risks pose challenges to their operations, including increased energy costs, volatility in energy and fuel prices, energy supply disruptions, non-compliance with applicable environmental laws and regulations, and potential damage to their facilities due to extreme weather events, which may result in reputational issues and possible operational disruptions. However, in their efforts to contribute to addressing such challenges, they systematically work to minimize potential adverse impacts and proactively manage risks across the full scope of their operations. They comply with applicable environmental legislation and relevant regulatory requirements and integrate sustainable practices and procedures into their activities. Furthermore, through its Environmental and Energy Policy and the relevant management systems (ISO 14001, ISO 50001), the Group is committed to operating in an environmentally responsible manner, recognizing that environmental protection, the reduction of energy consumption and the conservation of natural resources are integral to its responsible and sustainable operations. The Company’s Management has assessed the potential financial impacts associated with the identified risks In preparing the financial statements, the following estimates have been made: • the impact of climate change is not expected to be significant for the Group's going concern period and sustainability in the coming years, • the effect of climate change on factors (such as useful lives and depreciation methods) that determine the carrying amount of non-current assets, • the effect of climate change on the projected cash flows used in the impairment test when calculating the value in use of non-current assets. With respect to the Group's financial and non-financial assets, management has assessed that there is no significant exposure to climate-related risks and has therefore concluded that no adjustment is required to the carrying amounts or judgements/assumptions made under IFRS as a result of climate-related risks as at 31 December 2025. 4.10 Protection of data and infrastructure from evolving threats. The Board of Directors provides directives and guidance on general risk management as well as specific directives for managing specific risks, such as cyber security threats. 5. Dividend Policy 19
The Company’s dividend policy aims to satisfy shareholders while at the same time creating reserves to finance its investments. From the net profits for the financial year 2025, a distribution of €22,176 thousand, i.e. €2.20 per share, is proposed, subject to the approval of the Annual General Meeting of Shareholders. 6. Risk Management 6.1. Financial Risk Factors The Group and the Company are not exposed significantly to financial risks, such as market risk, fluctuations of foreign exchange rates, market prices, credit risk or liquidity risk. Its financial instruments mainly comprise of bank deposits (sight and time), as well as trade, other debtors and creditors, and other financial instruments secondly. 6.2. Market Risk • Foreign exchange risk: The Company conducts transactions with both domestic and foreign customers, with the euro being the transaction currency. The subsidiary in Bulgaria, which is under liquidation, carried out transactions in BGN. The BGN is pegged to the euro, which is the functional currency of the Group and the Company, at an exchange rate of 1.95583 and, therefore, no foreign exchange risk arises. Furthermore, as of 1 January 2026, Bulgaria has adopted the euro as its official currency. • Price risk: The Group and the Company are not exposed to price risk since it is a Service Provider and are not affected by fluctuations in raw materials prices. The services they render are priced based on their published pricelist, the prices of which are increased or decreased when it is deemed necessary by the Group and the Company. Regarding cost of services provided, since it mainly comprises of payroll costs, it is affected due to increases via inflationary trends. The Group and the Company are also affected by changes in the fair value of investments in real estate. • Interest rate risk: The Group and the Company are not exposed to floating Interest Rate Risk and do not have any loan liabilities. Finally, the Group and the Company own, time and other deposits of short-term duration, which are highly liquid. 6.3. Credit Risk The exposure of the Group and the Company to credit risk is limited to their financial instruments. The credit risk to which the Group and the Company are exposed with respect to their customers is limited given, on the one hand, its large customer base and, on the other hand, that as a standard practice it receives down payments or letters of credit prior to the commencement of works. 20
Additionally, with respect to the financial assets as well as the cash or equivalents, the management of the Group and the Company apply a dispersion policy for the number of banks they do business with, as well as a policy for assessing their credit worthiness. 6.4. Liquidity risk There is no liquidity risk for the Group and the Company as their operating expenses are covered by cash and cash equivalents, which account for 90,13 % of current assets for the Company (Group 88,66 %). 6.5. Capital risk management The Group and the Company`s objectives in relation to capital management are to ensure the potential of smooth operation in the future, to provide satisfactory returns to shareholders and other participants and to maintain an ideal distribution of capital and thus to reduce the cost of capital. The Group and the Company may change the dividend to shareholders in order to maintain or adjust its capital structure, return capital to shareholders, issue new shares or sell assets to reduce its debt. The Group and the Company do not utilize loan capital, and the leverage ratio is, therefore, zero. 6.6. Fair value The amounts in the Statement of Financial Position for cash, receivables and short-term liabilities approximate their corresponding fair values, due to their short-term maturity. 6.7. Supply chain There are no suppliers, the interruption of collaborating with whom would jeopardize the operation of the Group and the Company. 6.8. Economic conjuncture risk - Macroeconomic business environment in Greece Management is closely monitoring and continuously evaluating the impact of the conflicts in Ukraine and Middle East and its effects on the macroeconomic and financial environment, such as any energy crisis, appreciation of key consumer products, and bank interest rates, inflationary pressures, as well as the imposition of tariffs by the United States on imports of products from third countries, in order to ensure that all necessary actions and measures are taken to minimize any impact on operations Management is not in a position to fully and accurately predict possible developments in the Greek economy, however, based on its assessment, it has concluded that no additional impairment provisions for the Company's and the Group's financial and non-financial assets are required as at 31 December 2025. More specifically, the Group is constantly considering: • Trade receivables recoverability of the given strict credit policy it applies and also the credit security in each case. 21
• To ensure the level of sales due to the dispersion of its activities. 7. Important events in fiscal year 2025 The major events that took place in 2025 were the following: Impacts from energy crisis. The global energy crisis that started in 2021 was characterized by ongoing energy shortages around the world, but also by skyrocketing energy prices, affecting countries in Europe and Asia. Greece faced a significant increase in prices across all forms of energy. The Group was not strongly affected by the energy crisis as energy costs had a manageable impact on their financial results. The crisis is now largely contained. Therefore, energy costs (including water costs) in 2025 compared to 2024 showed an overall decrease of 0,76%, from €3,410 thousand to €3,384 thousand specifically, electricity costs increased by €98 thousand natural gas costs by €19 thousand, while water costs decreased by €143 thousand. Additional important events in 2025 The increase in cargo handling at the Container Terminal, despite the decline at the Conventional Port, led the Group to an increase in total revenue, which had a significant impact on the financial statements. • The increase in cargo handling at the Container Terminal, despite the decline at the Conventional Port, led to an increase in the Group’s total revenue, which had a significant impact on the financial statements. • In January 2025, “Leonidsport B.V.” company submitted to the shareholders of ThPA S.A. a proposal to acquire up to 2.116.800 common registered voting shares, representing 21,00% of the Company’s total paid-in share capital and voting rights. On February 21, 2025, the company “Leonidsport B.V.” announced the results of the voluntary public tender offer, specifically, during the acceptance period of the tender offer, i.e., from January 23, 2025, to February 20, 2025, when the acceptance period expired, no acceptance statements were submitted, while “Leonidsport B.V.” acquired, through the Athens Stock Exchange, 260.420 shares of the Company, representing approximately 2,58% of the Company’s total paid-in share capital and voting rights, at a price per Share equal to the Offer Price, namely €27,00 per share. • In February 2025, the Master Plan for Thessaloniki Port was approved with the issuance of Presidential Decree No. 12/2025 (Government Gazette A’ 18/10-2-2025). The Company is now able to proceed with the full implementation of its development plan through specific projects and investments. In particular, with the approval of the updated Master Plan and the Strategic Environmental Impact Study, ThPA S.A. can now fully implement the mandatory investments related to the upgrade and modernization of the port. Among the significant investments that PPA S.A. will further pursue, the project to expand Pier 6 plays a key role. • During the same period, a contract was signed between ThPA S.A., Dimera Land & Property Investments Ltd, and the Greek State (specifically, the Ministry of Justice) for the long-term sublease 22
of approximately 9,000 square meters of space located within the Port of Thessaloniki, to house the offices of the Thessaloniki Court of Appeals. • During the same period, Ms. Theodora Riga, Director of Strategic Communications, stepped down from the Company. • In addition, “HELLENIC HOLDINGS AND ASSETS S.A.” (overall successor to “PUBLIC PROPERTY ASSESSMENT FUND S.A.”) announced the cancellation of the tender for the acquisition of a 67% majority stake in the Volos Port Authority (OLV S.A.), in which ThPA S.A. had been selected as the preferred investor since 2023. • On April 1, 2025, the Company announced that Mr. Charalambis Karamaneas, Chief Technical Officer, had stepped down from the Company. • In May 2025, the Annual General Meeting of Shareholders elected a new nine-member Board of Directors to serve a two-year term. • In July 2025, ThPA S.A. and the Federation of Greek Port Employees (OMYLE) signed a new three-year Collective Labor Agreement (CLA) (2025–2027), effective as of January 1, 2025, marking the conclusion of a constructive round of negotiations. • In addition, on July 22, 2025, a contract was signed between ThPA SA and the preferred investor, METKA SA - TEKAL SA, the contract for "Preliminary works for the Port Infrastructure Expansion Project of Pier 6 at the Port of Thessaloniki" • In October 2025, Chief Financial Officer Mr. Spyros Stamou stepped down from the Company and was replaced by Mr. Narkissos Georgiadis in February 2026. • During the same period, Mr. Panagiotis Stamboulidis, a non-executive member of the Board of Directors of ThPA S.A., was replaced by Ms. Aphrodite Nestora. • Finally, on November 19, 2025, the Company announced the signing of the contract between ThPA S.A. and “METKA S.A. – TEKAL S.A.” for the project “6th Pier, Port Infrastructure Expansion,” and was designated as the definitive Contractor for the construction of the Project. The final contract price for the execution and completion of the Project amounts to a fixed lump sum of €195,6 million plus VAT, and the deadline for the completion of the Project was set at forty [40] months from the date of signing the Contract. 8. Development - Prospects. Regarding the outlook for 2026, and the ongoing crisis from the Russian/Ukrainian war, the war in Middle East and energy, it is estimated that there will be no significant impact on the Group's and the Company's figures as in previous years, and they will continue to move satisfactorily. The positive development of the Company's and the Group's figures is not expected to deviate as a result of these circumstances. The Group and Company Management seeks to continuously modernize and develop the port to become the primary regional leader and the main maritime gateway for the Balkan region and beyond. This entails improving the utilization of existing assets, increasing the efficiency and productivity of the organization, expanding the capacity of the port, as well as developing additional modes of transport, thus offering improved and complementary services to customers, and creating benefits for shareholders. 23
ThPA S.A. seeks to develop the port's catchment area. To realize these prospects, the Management aims to carry out the mandatory investments of the Concession Agreement as soon as possible, ensuring that: • Necessary and required infrastructure investments are implemented, mainly increasing the capacity of the Container Terminal by creating additional berths, increasing the sea depth to accommodate larger vessels and increasing the size of the station square. • Investments are made in handling equipment, to serve larger vessels and to improve the productivity of the business, which leads to a relative shortening of the time the vessels stay in the port. 9. Important transactions with related parties, as per IAS 24 Directors and Managing Fees The remuneration and attendance expenses paid to the members of the Board of Directors and the remuneration paid to the Company Executives are analyzed per fiscal year as follows: Amounts in thousands € 31/12/2025 31/12/2024 Short term Liabilities BoD members remuneration 210 106 Salaries to executive staff 1.708 1.944 Total (a) 1.919 2.049 Post-retirement benefits related to: Post-working allowances 25 24 Total (b) 25 24 Note: Salaries to executive staff (managerial staff) and other executives were subject to employer contributions of € 248 thousand (31.12.2024: € 268 thousand) Apart from the fees-transactions, no other business relationship or transaction took place from 1/1/2025 to 31/12/2025 and no other benefits during the current financial year between the Company and the persons who are members of its Management Bodies, as well as their close relatives. In addition to the above, as at 31/12/2025, directors' fees of € 13 thousand (31/12/2024: € 6 thousand) are due for the month of December (note 8.13). Finally, the accumulated provision for staff compensation includes an amount of € 25 thousand (31.12.2024: € 24 thousand) relating to the Company's managers and other executives. Transactions with affiliated companies The Group and the Company have entered into a contract (a new one is expected to be signed) with CMA INTERNATIONAL MOBILITY SERVICE (CIMS), under which CIMS provides services through specialized 24
personnel. Transactions with CIMS in 2025 totaled €280 thousand of which €174 thousand is payable to CIMS and €106 thousand is receivable from CIMS. For 2025, the Company was invoiced by DIMERA LTD. (affiliate) for rent totaling €80 thousand, while it invoiced DIMERA for rent amounting to €7 thousand. Participations to affiliated companies In November 2020, ThPA Sofia EAD, a 100% subsidiary of ThPA. S.A., was established with a share capital of BGN 50 thousand (€ 26 thousand). In August 2021, the Company carried out a share capital increase of BGN 1 million (€ 513 thousand) and in November 2022, the Company carried out a further increase of BGN 2.16 million (€ 1.1 million). The Company consolidated its subsidiary for the first time for the 2021 financial year, and for 2022 there were now comparable figures at both Group and Company level. The amount of transactions for the 2025 financial year amounted to € 37 thousand (2023: € 64 thousand). The amount of receivables from the above company as at 31.12.2025 was: € 1.708 thousand (2024: € 2.668 thousand), of which € 1.470 thousand (2024: € 1.470 thousand) relates to loan receivables, for which the fair value was fully impaired. The remaining amount of € 238 thousand relates to other trade receivables (2024: € 1.198 thousand), of which €171 thousand has been written off. In 2025, the Company recorded an additional impairment loss of €90 thousand (2024: €149 thousand) on other receivables. In 2024, the Board of Directors of ThPA SA decided to dissolve and liquidate the subsidiary. The liquidation is expected to be completed in 2026. Final controlling entity The Parent company of the Company is South Europe Gateway Thessaloniki, which directly owns 67% of the Company, the ultimate parent company is BELTERRA HOLDINGS LIMITED while the ultimate controller is Mr. Nickos Savvidis. Αll transactions to related parties are carried out on purchase terms. 10. Capital expense commitments Mandatory Enhancements: Within 2025, and during the First Investment Period, THPA. S.A. (or the ‘Company’) continues to make Mandatory Investments within the framework of the €180 million commitments undertaken under the Concession Agreement. Under this Concession Agreement, which was codified in February 2018 and ratified by Law 4522/07.03.2018 (Government Gazette 39), the Company must proceed to Mandatory Investments for port improvements - which form part of the Development Program and the Port Management Study (Master Plan) - corresponding to the First Period, until 3/2025, with a total budget of €180 million. With the 24.05.2024 amendment of the concession agreement between ThPA and the Greek State, the First Investment Period was 25
extended until 22.03.2030 since the Greek State has not completed the New Railway and Road Connections of Pier 6. These concern: I. Expansion of Port Infrastructure of the 6th Pier: € 130 million. Under No. 7840/17.04.2024 Decision of the Board of Directors of ThPA SA, the selection of the Candidate "Joint Venture METKA SA - TEKAL SA" as the Preferred Contractor for the construction of the project "6th Pier, Port Infrastructure Extension" was approved. In addition, by Presidential Decree 12/10.02.2025 (Government Gazette 18A), the Development Program and Management Study (Master Plan) of the Port of Thessaloniki, as well as the Strategic Environmental Impact Study (SEIS) were approved. Finally, the document of ThPA S.A. No. 313/10.03.2025 has been submitted to the Ministry of Maritime Affairs & Island Policy for the approval of the execution of the project for the approval of the project’s implementation, and the relevant construction permit was issued by the said Ministry. Finally, on November 19, 2025, the Contract was signed between ThPA S.A. and the “METKA S.A. – TEKAL S.A. Joint Venture” for the Project “6th Pier, Port Infrastructure Expansion,” and the “METKA ATE – TEKAL S.A. Joint Venture” became the definitive contractor for the construction of the Project. II. Equipment of the Container Stations & Conventional Port: € 30 million. III. Restoration Projects of the Old Customs Station Building and General Development of the Port: € 20 million. The Compulsory Investments carried out from 3/2018 until 31/12/2025, approach € 22,5 million, for which the certification of the Independent Engineer is expected (in terms of Basic Reference Cost) and mainly concern mechanical equipment, specifically supply: i. two (2) STS Crane Bridges, ii. one (1) Mobile Crane iii. five (5) Straddle Carriers, which are in operation at the Port, Therefore, the backlog is a total of € 157,5 million. Non-Mandatory Enhancements: At the same time, the Company has made significant additional investments totaling over €67,1 million, including, for example, infrastructure upgrades (building upgrades, offices, substations, infrastructure, quays, installation of fenders & mooring lines, road surface restoration, and road markings), and the purchase of equipment (8 new container handling vehicles, lifting machinery, loader tractors, bucket loaders, crane accessories, and similar loading and unloading equipment), and various other works; the purchase of IT equipment and the installation of new software (new TOS Terminal Operating System), during the same period (from March 2018 to December 31, 2025). Consequently, the Company’s total investments from March 2018 through December 31, 2025, exceed €89,6 million. 11. Events after the Reporting Period Since February 2026, an armed conflict has been ongoing in Iran and the wider Middle East region. 26
The Group has no operations in the affected markets, nor are there significant trade flows with these regions. As a result, no material impact on its financial performance has been identified, and, based on currently available estimation, no significant effect on its operations is expected in the near term. However, as the situation remains ongoing, Management continuously monitors developments and assesses the related risks through internal monitoring mechanisms, including potential indirect impacts on energy costs, trade flows, and the broader macroeconomic and financial environment, and stands ready to take appropriate actions should this become necessary. Besides above, there have been no other events subsequent to the consolidated financial statements for the year ended 31 December 2025 that materially affect the understanding of these consolidated financial statements and should either be disclosed or differentiate the disclosures in the published consolidated financial statements. 12. EXPLANATORY REPORT BY THE BOARD OF DIRECTORS (Pursuant to article 4 pars. 7 and 8 of Law 3556/2007) 12.1. Structure of the Company’s share capital The share capital of ThPA S.A. stands at thirty million two hundred and forty thousand Euros (30.240.000), is divided in ten million and eighty thousand (10.080.000) common nominal shares, of a value of three Euros (3,00) each. In the share capital there are no shares that do not represent capitals of the Company or rights to acquire bonds. The shares of the Company ThPA S.A. are listed in the Main Market of the Athens Stock Exchange with 19,82% of the total shares being offered to the investing public. The shareholding composition of the Company with shareholders over 5% at 31/12/2025 was as follows: Shareholders Number of shares Percentage SEGT Ltd 6.753.600 67,00% E.E.SY.P. SA 732.816 7,27% BELTERRA 595.728 5,91% Investments Ltd. Investing public 1.997.856 19,82% TOTAL 10.080.000 100,00% The Company does not hold any own shares. 27
12.2. Limitations on share transfer Company shares are all common registered shares. Every Company share incorporates every right and liability prescribed by Law and the Company’s articles of association, which do not include provisions imposing further limitations than those provided by Law. 12.3 Significant direct or indirect holdings set out by articles 9 to 11 of Law 3556/2007 Significant direct or indirect holdings over 5% on 31/12/2025 Besides SEGT Ltd., E.E.SY.P and Belterra, which held on 31.12.2025 67,00%, 7,27% and 5,91% respectively of the share capital of ThPA S.A., there were no other shareholders with significant direct or indirect holdings set out by the provisions of Law 3556/07 (articles 9, 10, 11). 12.4 Shares granting special control rights Besides SEGT Ltd, the reference shareholder, with a percentage of 67,00%, there were no other Company shares granting special control rights to their owners on December 31, 2025. 12.5 Voting rights restrictions-Deadlines for the exercise of relevant rights Every share grants the right of one vote. Joint holders of a share, in order to have the right to vote in the General Meeting, have to appoint to the Company, in writing, one common representative for this share, who shall represent them in the General Meeting, while until this appointment, the exercise of their rights shall be suspended. The Company’s shares are freely negotiable. The shareholders exercise their rights regarding the management of the Company, exclusively by participating in the General Meetings of the shareholders of the Company. 12.6 Shareholder agreements, disclosed to the Company, entailing restrictions to the transfer of shares or to the exercise of the rights to vote No agreements between shareholders, entailing restrictions on the transfer of shares or to the exercise of the rights to vote, have been disclosed to the Company, nor are such agreements provided for in its Articles of Association. 12.7 Rules for the appointment and replacement of members of the Board of Directors and for amending the articles of association The Board of Directors represents ThPA S.A both in and out of court. It has issued a decision to assign part of its powers to CEO, jointly or each one individually. The Board of Directors decides, without any limitation, on any act concerning the management of the Company, in the context of the corporate scope, with the exception of matters, falling under the exclusive competence of the General Shareholders Meeting. The Board of Directors typically consists of at least nine (9) and up to eleven (11) members. 28
The composition, terms, constitution, operation and competences of the Board of Directors are governed by the provisions of Articles 7 to 10 of the Company's Articles of Association. Members are elected by the General Shareholders Meeting, which also defines the terms of its Members. While E.E.SY.P or its legal successor in title, continues to hold at least 504.000 common voting shares of nominal value three Euro (€ 3,00) each (or any equivalent resulting from any change in the nominal value per share) is entitled to appoint a (1) non-executive member of the Company's Board of Directors. 13. Sustainability Statement 2025 pursuant to EU Directive 2023/2772 General Information ESRS 2 General Disclosures Basis for preparation BP-1 – General basis for preparation of sustainability statements ThPA S.A.’s (hereinafter “the Company”) Sustainability Statement has been prepared on a consolidated basis and its scope of consolidation is the same as for the Financial Statements. It has also been adjusted and revised to comply with the requirements of the European Sustainability Reporting Standards (ESRS). This includes aligning the scope, structure, and content of the Sustainability Statement with the ESRS, ensuring transparency and compliance. [BP-1 5 a] The current Sustainability Statement has been prepared at the level of the Company, in accordance with the reporting principles set out in ESRS 1. The Company has one subsidiary, in particular ThPA Sofia EAD, whose financial contribution is deemed insignificant and has minor operational contribution and marginal influence on the ThPA Group’s overall sustainability profile. However, the activities of ThPA Sofia EAD are not excluded from the scope of this Sustainability Statement, nor from the identification of material impacts, risks, and opportunities (IROs) as ThPA S.A. remains committed to ensuring the unbiased identification of IROs. Therefore, the scope of ThPA S.A.’s Sustainability Statement is the same as that of the financial statements, which is consolidated and includes all Group entities. Nevertheless, as the current Sustainability Statement shall provide information necessary for users to understand material impacts, risks and opportunities, the inclusion of ThPA Sofia EAD would not reasonably be expected to influence users’ decisions. Therefore, the Sustainability Statement’s references are made to the “Company” rather than the “Group”. [BP-1 5 b(i)] The Sustainability Statement of ThPA S.A. provides comprehensive coverage of all its business activities. As detailed in the respective sections, ThPA S.A. defines its value chain broadly which includes its own operations as well as the upstream and downstream elements of its value chain. This means that ThPA S.A. takes into account the environmental, social, and governance (ESG) impacts associated with its suppliers, contractors, and other stakeholders involved in the provision of goods and services, as well as those related to the port 29
services offered by the Company. The boundaries of the value chain will be specified where relevant and explanatory notes will be provided for any exceptions. This approach ensures transparency and a thorough understanding of the ESG aspects influencing the Company’s operations. [BP-1 5 c] ThPA S.A. has not used the option to omit any specific information on the grounds of intellectual property, know-how or results of innovation, as permitted under ESRS 1 section 7.7. No information has been excluded from this Sustainability Statement on this basis. [BP-1 5 d] ThPA S.A. has not applied the exemption from disclosure of impending developments or matters in the course of negotiation, as provided for under Articles 19a(3) and 29a(3) of Directive 2013/34/EU. No information has been withheld from this report on these grounds. [BP-1 5 e] BP-2 – Disclosures in relation to specific circumstances Time horizons ThPA S.A. aligns the Sustainability Statement with the time horizons defined by the European Sustainability Reporting Standards (ESRS), using as a short-term horizon the period up to one year (1 year), as a medium- term horizon the period from one to five years (1-5 years) and as a long-term horizon the period over five years (more than 5 years). This ensures compliance with the requirements of the ESRS and provides a clear framework for assessing and reporting sustainability-related objectives and performance over different time horizons. [BP-2 9 a, b] Value chain estimation ThPA S.A. is committed to ensuring the highest standards of accuracy, transparency and accountability in recording and disclosing data and results related to the Company's sustainability. As part of this commitment, we reviewed the metrics used for value chain data to determine whether estimates from indirect sources were necessary. Conclusively, all measurements reported are based on reliable and direct sources. [BP-2 10 a, b, c, d] Sources of estimation and outcome uncertainty ThPA S.A. has reviewed and confirmed that all quantitative metrics and monetary amounts disclosed in this statement are founded on reliable data and measurement methods. No amounts are subject to a high level of measurement uncertainty. [BP-2 11 a] Changes in preparation or presentation of sustainability information ThPA S.A. has confirmed that no changes have occurred in the preparation and presentation of sustainability information in this reporting period as compared to the previous one. Therefore, the Company's sustainability disclosures continue to fully align with ESRS' requirements. Since there were no changes made to methodologies, metrics, or reporting boundaries during the current reporting period, no revised comparative figures are required, nor will there be any differences between what was previously published and what is included in this sustainability statement. [BP-2 13 a] Reporting errors in prior periods 30
ThPA S.A. confirms that no material prior period errors have been identified. As no errors requiring correction were detected, no adjustments to previously published sustainability information are necessary, and no circumstances limiting the ability to correct prior-period data apply. [BP-2 14] Disclosures stemming from other legislation or generally accepted sustainability reporting pronouncements ThPA S.A. reports its sustainability related information solely in accordance with the ESRS. No additional sustainability reporting standards, frameworks, or legislative disclosure requirements have been applied, neither fully nor partially. Consequently, no cross-references to other frameworks are necessary. The reported period covers from 1 January 2025 to 31 December 2025 and includes all business activities of ThPA S.A. [BP-2 15] Incorporation by reference Disclosure Requirement Reference ESRS 2 GOV-1 – The role of the administrative, management and supervisory bodies [GOV -1 20 Corporate Governance Statement, pursuant to c]: "The expertise and skills of its administrative, Article 20 of Directive 2013/34/EU (Annual Financial management and supervisory bodies Report 2025, pp. 281-283) on sustainability matters or access to such expertise and skills." ESRS 2 GOV-1 – The role of the administrative, Corporate Governance Statement, pursuant to management and supervisory bodies [GOV -1 21 Article 20 of Directive 2013/34/EU (Annual Financial c]: "experience relevant to the sectors, products Report 2025, pp. 281-283) and geographic locations of the undertaking;" SBM-1 – Strategy, business model and value chain [SBM-1 40 b]: "A breakdown of total revenue, as Management Report by the Board of Directors of included in its financial statements, by ThPA S.A. (Annual Financial Report 2025, pp. 9-10) significant ESRS sectors." EU Taxonomy Disclosures: "Accounting policy – “This section presents information on Turnover, CapEx and OpEx for the Company’s subsidiaries, Annual Financial Statements (Annual Financial as previously discussed in this report, with Report 2025, pp. 307-321) reference to the corresponding line items in the Company’s consolidated financial statements." Annual Financial Statements (Annual Financial EU Taxonomy Disclosures: Total turnover Report 2025, pp. 297) E1-6 – Gross Scopes 1, 2, 3 and Total GHG emissions [E1-6 55]: "The undertaking shall disclose the reconciliation to the relevant line Annual Financial Statements (Annual Financial item or notes in the financial statements of the Report 2025, pp. 297) net revenue amounts (the denominator in the calculation of the GHG emissions intensity required by paragraph 53)." 31
E3-4 – Water consumption [E3-4 29]: "The undertaking shall provide information on its Annual Financial Statements (Annual Financial water intensity: total water consumption in its Report 2025, pp. 297) own operations in m3 per million EUR net revenue" G1 GOV-1 – The role of the administrative, management and supervisory bodies [GOV -1 5 Corporate Governance Statement, pursuant to b]: "The expertise of the administrative, Article 20 of Directive 2013/34/EU (Annual Financial management and supervisory bodies on business Report 2025, pp. 259-278) conduct matters;" [BP-2 16] Use of phase-In provisions in accordance with Appendix C of ESRS 1 ThPA S.A. confirms that it is eligible for omitting phase-in disclosure requirements as it does not exceed 750 employees on a consolidated basis. The ESRS topical standards E1, E2, E3, E5, S1, S3, S4 and G1 were assessed as material for the Company, and ThPA S.A. has used the phase-in provisions for some of the topic standards’ respective disclosure requirements for the second year of reporting under CSRD. This applies to E1-9, E2-6, E3-5, E5-6, S1 (partially), S3 and S4. ThPA S.A. has elected not to omit any contextual information related to ESRS S1, ESRS S3, and ESRS S4. Additionally, ESRS E4 and ESRS S2 have been assessed as not material and, therefore, have not been elaborated in this report. [BP-2 17] Governance GOV-1 – The role of the administrative, management and supervisory bodies ThPA S.A. has implemented a governance structure designed to ensure ethical business practices, transparency and reinforce accountability across all aspects of its operations. Through well-defined governance bodies, the Company maintains effective oversight, fosters responsible decision-making and aligns its activities with regulatory requirements and corporate values. The Company's governance structure, in relation to sustainability matters, is categorized into supervisory bodies, management bodies, and administrative bodies. To monitor, manage and oversee impacts, risks, and opportunities, during the reporting period, responsibilities and roles have been developed throughout the Company, at the Board, Management, and operational level. This governance structure enables sustainability issues to be embedded in the key business processes and ensures the oversight of ESG related issues (including impacts, risks and opportunities) across the three levels. For more information regarding the administrative, management and supervisory bodies (skills and related to sustainability expertise), please refer to the Corporate Governance Statement (Annual Financial Report 2025, pp. 281-283[DTTL9.1]). The role of each administrative, management and supervisory body related to sustainability matters among others, is described below in detail. 32
The General Meeting of Shareholders The General Meeting of Shareholders is the highest governing authority of the Company, ensuring responsible corporate oversight in accordance with applicable legislation. It assembles at least once a year, reviews and approves the financial and non-financial statements of ThPA S.A., appoints the auditors and evaluates the overall performance and management practices of the Company. Adhering to the principles of transparency and sustainability, its decisions are binding on all shareholders, enhancing corporate responsibility and long- term resilience. Board of Directors (BoD) The Company is governed by the Board of Directors (BoD), which as the management body, defines and supervises the implementation of the corporate governance system. The BoD takes decisions relating to the management of the Company matters regarding the administration of its assets according to the various legal and regulatory provisions and the general pursuit of its purpose. According to ThPA S.A.’s Charter of Company, the Board of Directors comprises of a minimum of nine (9) and a maximum of eleven (11) members (the “Members”). Members are elected by the General Meeting, which also designates the term in office of Members. The Board of Directors elects one Member as Chairman, one Member as Vice-Chairman and shall elect one Member as the Chief Executive Officer. Its size and composition reflect the size, scope and complexity of the activities and the shareholder structure of the Company. The composition of the Board of Directors reflects the knowledge, skills and experience required to exercise its responsibilities, in accordance with the business model and strategy of the Company: It is comprised of people from different backgrounds and with diverse skills, assuring maximum inputs to the governance of the Company. The CVs of the BoD members are available on the corporate site of ThPA S.A. and the Statement of Corporate Governance (Annual Financial Report 2025, pp. 249-255[DTTL10.1]), providing detailed information about their relevant experience in the sector. It is noted that the composition of the BoD does not include representatives of employees or other workers. However, a representative of the Company’s employees or/and a representative from the Municipality of Thessaloniki may attend the meetings of the Board of Directors as observers. The participation of these representatives shall be limited only to deliberations associated with labor issues or the city of Thessaloniki correspondingly. The Company has established a Suitability Policy of the members of the Board of Directors, which in its applicable updated form is posted on its website and includes the principles and criteria of the individual suitability of each member and the collective suitability of the Board of Directors as a whole. In line with ThPA S.A.’s Suitability Policy for Board members, specific principles and criteria have been set to assess the individual suitability of each member, and the collective suitability of the BoD as a whole. The members of the BoD are divided into: a) executive, b) non-executive and c) independent non-executive. The BoD has delegated some of its powers to the Chief Executive Officer, the Executive Committee and the Chief Administration Officer of the Company. The BoD determines the values and the strategic direction of the Company, approves the strategy, business plan and budget and evaluates the risks and opportunities to ensure alignment with the established strategy. Also, the BoD supervises implementation of the strategy and its execution that align with long-term environmental, social, and economic sustainability. A candidate for the Board of Directors is evaluated based also on their knowledge and experience in sustainability matters. In addition, the Board members’ 33
knowledge, experience, and contributions to Sustainable Development are used as criteria in the annual assessment of the Board’s overall suitability, as well as in each member’s self-evaluation. The Management also ensures that the Sustainability strategy -as described in the context of the Sustainability Policy- is aligned with ThPA S.A.’s vision, mission, and values. ESG elements are occasionally addressed in the Management discussions, in line with best international practices and as needed. The composition of the Board of Directors (BoD) at 31/12/2025 was according to the Table below. Table 1: The ThPA S.A.'s BoD at 31/12/2025 Executive Non-executive Member name Position Independent member member Angeliki Samara Chair of the BoD X X Panagiotis BoD Vice- X X Michalopoulos Chairman Chief Executive Ioannis Tsaras X Officer Non-Executive Konstantinos Fotiadis X Member Non-Executive Martin Masson X Member Non-Executive Zonglyu (Jessie) LU X Member Non-executive Afroditi Nestora X Member Non-Executive Evangelia Damigou X Member 34
Efstathios Independent non- X X Koutmeridis Executive Member Table 2: The composition of ThPA S.A.'s BoD at 31/12/2025 Board composition Unit 2025 2024 The number of executive members No. 1 2 The number of non-executive 8 8 No. members Percentage of independent board % 33.33% 30% members Board's gender diversity ratio No. 0.80 0.43 Percentage of male board members % 55.56% 70% Percentage of female board % 44.44% 30% members For the current reporting year (2025), the Board of Directors convened mid-year and appointed a new composition of the Board. Under the new composition, changes were affected both to the Chair and to the Board members. The BoD of ThPA S.A. consists of members with extensive experience and expertise in several fields, such as port management, banking and financial institutions. The newly elected Chair, Angeliki Samara, has developed a strong academic and professional career in the fields of accounting, auditing, and financial reporting. She has served in key roles within national oversight bodies and professional institutions, contributing to quality control, regulatory development, and corporate governance initiatives. She has also participated as an expert in EU programs related to audit and accounting standards. In addition to her academic position, she holds responsibilities on boards and audit committees of listed and non-listed companies. Her research and professional interests focus on financial reporting, auditing, audit committees, and ESG matters. The Vice Chairman, Mr. Panagiotis Michalopoulos, has extensive experience in the design, study, supervision, and construction of buildings, as well as in the functional arrangement of spaces and organization of construction sites. He has also been the partner and manager of the publishing-advertising-construction 35
Company Eurodiastasi Ltd. Additionally, he has held senior management positions in various organizations, and was a member of various associations, cultural institutions and commercial chambers. The CEO, Mr. Ioannis Tsaras, has experience in energy, irrigation, and spatial planning projects, as well as in the financial sector, managing European funding instruments designed for the private sector. In the past he had been appointed for 6 years as CEO of ThPA S.A. and after that as General Manager of PFIC Ltd, a large phosphate fertilizer chemical industry. The other members of the Board of Directors have worked in areas such as capital management, corporate governance, commercial negotiations, and international project management. Each member contributes their knowledge and skills, ensuring the implementation of best practices and compliance with regulatory frameworks. For more information regarding the role of the administrative, management and supervisory bodies and their sustainability-related experience relevant to the sectors, products and geographic locations of ThPA S.A., please refer to the Corporate Governance Statement (pp. 281-283)[DTTL11.1]. Non- executive Chair of the BoD The Board of Directors has elected one of its members as Chair. In this role, she guides and coordinates the work of the Board, ensuring its effective functioning in accordance with principles of sustainable governance. She is responsible for convening meetings, setting the agenda, and promoting organizational efficiency, while fostering transparent decision-making and strategic supervision. Through well-structured discussions and responsible leadership, she supports the Board in advancing long-term sustainability and corporate resilience. In line with the applicable regulatory framework, oversight of sustainability matters and approval of the Non- Financial Report fall within the responsibilities of the Board of Directors In line with the applicable regulatory framework, the Board of Directors retains ultimate responsibility for overseeing sustainability matters and for approving the Company’s Non-Financial Report. Committees of the BoD The Company's Committees play a significant role in supporting effective governance, ensuring transparency, and enhancing decision-making by providing oversight and expertise in key areas of operation. ThPA S.A. has the following Board of Director’s committees: a) Audit Committee, b) Remuneration Committee, and c) Nomination Committee. The Board of Directors has also created an Executive Committee at managerial level and has delegated specific authorities to it. Each Committee operates in accordance with a defined scope and its Charter which sets out in particular its role, the process of its fulfilment, as well as the process for convening and holding its meetings. Audit Committee The Audit Committee is established to support the BoD in its duties in relation to the systemic supervision of governance, risk management, financial reporting, statutory audits and internal audit practices. Beyond its core responsibilities, it also plays a significant role in monitoring sustainability-related matters, which are presented in the annual activity report of the Audit Committee submitted to the General Meeting. 36
Additionally, it oversees the work of the Compliance Risk Management Office through the trimester reports and reviews issues raised, particularly regarding updates to the Risk Register. In its meetings, the Committee focuses on ensuring the integrity of financial reporting, the adequacy of internal controls, the compliance with legal and regulatory frameworks, and the identification and management of risks, providing the BoD with well- documented recommendations. Its key areas of focus include: • Proposal and selection of external auditors, supervision of their work, as well as review and monitoring of their independence and objectivity. • Monitoring the effectiveness of internal control, quality assurance and risk management systems. • Monitoring, examination and evaluation of the financial reporting process and the preparation of the Company's Financial Statements and related non-financial items. • Ensuring compliance with the current legal, regulatory, and general institutional framework. • Monitoring the integrity, consistency and reliability of sustainability data. • Overseeing audit reports and the activities of the Internal Audit Department. • Submitting an annual report to the General Meeting of Shareholders of ThPA S.A., including an overview of ThPA S.A.’s sustainable development initiatives. ThPA S.A. has updated the charter of the Audit Committee incorporating the provisions of Law 5164/12.12.2024 regarding the approval of the non-financial reporting, based on the sustainability responsibilities. Remuneration and Nominations Committee The Remuneration Committee provides guidance and presents proposals to the Board of Directors regarding the remuneration of the members of the Board and the Company’s C-Level Officers and Directors, and the heads of the internal audit and the compliance and risk management units, and the nomination of candidates for becoming members of the Board and Company’s C-Level Officers and Directors, and the heads of the internal audit and the compliance and risk management units. The Company does not currently integrate sustainability-related performance into its incentive schemes or remuneration policies for its administrative, management, and supervisory bodies. As a result, the Committee is currently evaluating the feasibility of introducing ESG KPIs into the Executive Remuneration Policy in 2026. The compositions of the BoD Committees at 31/12/2025 are presented in the following table: Table 3: The composition of ThPA S.A.'s BoD Committees at 31/12/2025 37
Audit Committee Remuneration and Nominations and Committee Angeliki Samara Panagiotis Michalopoulos (Chairman) (Chair) Efstathios Koutmeridis (Member) Panagiotis Michalopoulos (Member) Afroditi Nestora (Member) Efstathios Koutmeridis (Member) Zonglyu (Jessie) LU (Member) Konstantinos Fotiadis (Member) [GOV-1 21 b] [GOV-1 21 c, AR 5] ESG Governance structure ThPA S.A. has refined its ESG governance framework to ensure clearer lines of responsibility and more direct oversight of sustainability-related matters. In the current reporting year, sustainability governance has been streamlined, with responsibilities previously coordinated through the Sustainability Committee now fully integrated into the Company’s management and oversight structure. Under this approach, the Director of Sustainability and Environmental Strategy, together with the Sustainability Team, continues to serve as the operational hub for ESG matters, overseeing assessments, project implementation, and the day-to-day monitoring of the Sustainability Policy. Their findings and recommendations are directly communicated to Management, ensuring that decision-making remains aligned with the Company’s sustainability objectives and broader strategic priorities. Furthermore, responsibilities for identifying and addressing sustainability impacts, risks, and opportunities remain clearly assigned within the organization, including to the Compliance & Risk Management Officer, in accordance with the Company’s policies and internal regulations. ThPA S.A. continues to maintain a well-defined governance structure for sustainability, which is currently being updated through revisions to internal documents such as terms of reference and board mandates. These responsibilities are reflected in the Sustainability Policy, which was initially approved by the Executive Committee and is currently approved, along 38
with any subsequent revisions, by the Board of Directors of ThPA S.A., ensuring its continued relevance. [GOV- 1 22 a, b, c(ii), c(iii), AR 3] [GOV-1 22 d] [GOV-1 22 c, AR 4] BoD's role on Sustainability ThPA S.A. ensures that the Board of Directors, as the governing and supervisory body, possesses the necessary skills to address sustainability challenges through established training programs. These programs focus on identifying and prioritizing material ESG impacts, risks, and opportunities, as well as setting measurable sustainability targets. Training also covers regulatory developments and emphasizes transparent sustainability reporting. Furthermore, a specific training on ESG-Sustainability matters (EU Corporate Sustainability Reporting Directive-CSRD, EU Taxonomy) has been officially approved in 2025 and is planned to be conducted next year for the BoD members of ThPA S.A. The Board of Directors is committed to determining the frequency of evaluating the competencies, diversity, knowledge, and experience of the individual members of the Board of Directors and the Executive Management, including whether they collectively possess, or are able to leverage, relevant sustainability expertise. The evaluation for 2025 -once completed within the first months of 2026- will conclude accordingly, i.e. whether each individual Board member possesses skills that are relevant to ThPA S.A.’s material IROs, as well as to the industry in general, the geographical location of business activities, and the type of target consumers and end- users. The Board of Directors collectively hold sufficient sustainability expertise currently and are highly capable of aligning overall strategy with sustainability goals. The evaluation also demonstrates whether each member of the Executive Management has expertise and extensive knowledge in different areas of sustainability that relate directly to the Company’s material IROs. However, not every member of the Executive Management is evaluated through this process. The members of the Board of Directors who have experience and extensive knowledge on areas of sustainability that relate directly to Company’s material IROs, are: • Angeliki Samara (Chair of the BoD) in her capacity as Assistant Professor has specific research interests which include Financial Reporting, International Financial Reporting Standards, Accounting, Auditing and Audit Committees and ESG. • Panagiotis Michalopoulos (Vice-Chairman of the BoD in his capacity as an engineer and having served as a senior manager in companies and bodies of the public and private sector, with legal responsibilities including representative issues such as the Environment, the Society and the Corporate Governance (ESG), he has gained a long experience on issues related to the identification of risks associated to sustainable development. [GOV-1 23, AR 5] [GOV-1 23 a] [GOV-1 23 b] 39
GOV-2 - Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies Considering that both the CSRD framework and the Double Materiality Assessment concept are quite recent, ThPA S.A. is currently developing its own approach to systematically consider impacts, risks and opportunities (IROs) when overseeing its strategy, its decisions and its risk management process, including potential trade- offs associated with those impacts, risks and opportunities. The Company is in the process of embedding these considerations into decision-making structures and ultimately developing reporting mechanisms that ensure governance bodies are updated on a regular basis, annually at least. ThPA S.A. has established a formalized reporting schedule within its Sustainability Policy. Specifically, the Sustainability Team prepares information reports on the Sustainability Policy implementation for the Chair of the Board of Directors and the Executive CEO on an annual basis. Furthermore, the administrative, management and supervisory bodies received sustainability-related information throughout the current reporting year on an annual basis, triggered by emerging regulatory issues, operational needs, or identified risks (i.e. integrating the assessment of IROs into strategic decision-making Therefore ThPA S.A.’s Board maintains continuous oversight of material IROs and progress. The information was presented in the form of written briefs and regulatory updates. The Sustainability and Environmental Strategy Department served as the Company’s coordinator for gathering, preparing and communicating relevant sustainability data, working closely with other departments to ensure the accuracy and completeness of the information submitted. Sustainability information was integrated into strategic and operational decisions during the year. Major project proposals were evaluated with respect to environmental and social impacts, including potential implications for climate performance, local community relationships and compliance obligations. Following the Company’s structural reorganization, the Board also reviewed the governance implications of dissolving the Sustainability Committee and reinforced accountability mechanisms within the Executive Management Team. To support this transition, sustainability-related roles and responsibilities were reassessed and streamlined to ensure that Board members continued to receive the necessary information to exercise their supervisory role. During the current reporting period, the administrative, management and supervisory bodies reviewed and discussed a range of sustainability topics including: • progress on environmental performance such as emissions; • workforce topics, including occupational health and safety, Company intranet; • regulatory developments related to CSRD and ESRS implementation; • ESG considerations linked to strategic projects, or operational expansions. 40
These matters were brought forward mainly through formal reports and direct briefings by different functions, i.e. the Sustainability and Environmental Strategy Department. As a result of these discussions, the administrative, management and supervisory bodies took several actions, including: • supporting the development of new workforce initiatives to strengthen health and safety practices and promote skill development; • approving the sustainability statement for FY 2024 according to CSRD and ESRS requirements. • approving the integration of sustainability considerations into selected investment decisions and operational plans. Regarding information flow, the Sustainability and Environmental Strategy Department reports directly to the CEO and the administrative, management and supervisory bodies. Material sustainability incidents—such as potential environmental non-compliance, significant safety events etc.—are escalated to the administrative, management and supervisory bodies according to ThPA S.A.’s internal incident-reporting protocol. In the coming reporting periods, ThPA S.A. aims to strengthen its governance structure for sustainability by: • clarifying responsibilities for sustainability oversight following the dissolution of the Sustainability Committee; • expanding the scope of sustainability information integrated into strategic decision-making. • enhancing the systematic review of due diligence implementation and policy effectiveness at the governance level, ensuring comprehensive oversight. These improvements are intended to reinforce the Board’s supervisory role and support compliance with CSRD and ESRS requirements. [GOV-2 26 a] [GOV-2 26 b] [GOV-2 26 c] GOV-3 - Integration of sustainability-related performance in incentive schemes The Company does not currently incorporate sustainability-related performance in its incentive schemes or remuneration policies for members of its administrative, management, and supervisory bodies. ThPA S.A. constantly evaluates its compensation scheme and is considering the addition of sustainability-linked incentives into its future remuneration policies as it progresses along on the pathway of its evolving ESG strategy, ensuring management is held accountable for the Company’s long-term sustainability pillars. [GOV-3 29, AR 7] GOV-4 - Statement on due diligence ThPA S.A. integrates due diligence into its governance, strategy, and business practices by identifying environmental, governance and key human rights risks within its supply chain, helping to prioritize where to focus efforts and resources. This process includes engaging with affected stakeholders to ensure their views are considered at every critical stage. After identifying risks, ThPA S.A. examines and evaluates potential gaps in its processes and assesses the necessity of an improvement plan to effectively address any remaining risks. 41
The following table highlights where the Company's due diligence process is outlined in the sustainability statement, providing details on how ThPA S.A. applies its key aspects and steps: Key elements of Sections in the Description due diligence sustainability statement ThPA S.A. has already integrated due diligence practices into its governance, strategy and business model, and is now progressing toward formalizing these GOV-2 – Information provided to and sustainability matters processes through dedicated policies and enhanced board-level oversight. The addressed by the Company aims to enhance the alignment of administrative, management due diligence processes with its business unit and supervisory bodies KPIs, thus providing a systematic approach to GOV-3 - Integration of identification and mitigation of risks. Some sustainability-related a) Embedding functions already conduct due diligence as performance in incentive due diligence in part of their operations such as the schemes governance, Procurement Division which assesses strategy and suppliers based on the Company's SBM-3 – Material impacts, business model procurement policy, the Human Resources risks and opportunities and Division which assesses candidate their interaction with strategy employees based on the recruitment policy, and business model the Legal Affairs Department which performs G1-1 – Business conduct legal due diligence on customers and policies and corporate culture suppliers. In addition to this, ThPA S.A. also follows ISO 37001:2016 standard and S1-1 Policies related to own strengthens its commitment to transparent workforce practices and anti-bribery, as part of its broader due diligence framework. [GOV-4 30, 32, AR 8, AR 9, AR 10] ThPA S.A. actively engages with stakeholders, b) Engaging with SBM-2 – Interests and views of including local communities, employees, affected stakeholders customers, suppliers, authorities, and stakeholders in relevant organizations, to understand their all key steps of IRO-1 – Description of the views and concerns. This collaboration is the due diligence processes to identify and essential for identifying and addressing 42
potential negative impacts. By fostering open assess material impacts, risks dialogue, consultations and partnerships, the and opportunities Company gathers valuable insights to shape S1-2 – Processes for engaging strategies and actions that meet with own workforce and stakeholders' needs and expectations. [GOV- workers’ representatives 4 30, 32, AR 8, AR 9, AR 10] about impacts S1-3 Processes to remediate negative impacts and channels for own workers to raise concerns S3-2 – Processes for engaging with affected communities about impacts S3-3 Processes to remediate negative impacts and channels for affected communities to raise concerns S3-4 – Taking action on material impacts on affected communities, and approaches to managing material risks and pursuing material opportunities related to affected communities, and effectiveness of those actions S4-2 – Processes for engaging with consumers and end- users about impacts G1-1 – Business conduct policies and corporate culture 43
ThPA S.A. evaluates adverse incidents to understand their causes and effects, adopting a proactive approach to managing SBM-3 – Material impacts, due diligence risks. This involves analyzing risks and opportunities and incidents based on their severity, and their interaction with strategy likelihood of recurrence. The findings are then and business model c) Identifying and compared to predefined standards and assessing regulatory requirements to evaluate IRO-1 – Description of the performance and compliance. The processes to identify and adverse impacts Company’s risk management system already assess material impacts, risks incorporates aspects of this process.This and opportunities includes creating detailed procedures to more systematically identify and assess adverse impacts. [GOV-4 30, 32, AR 8, AR 9, AR 10] ThPA S.A. on a continuous basis is enhancing E1-3 – Actions and resources operational controls, upgrading staff training in relation to climate change programs and updating risk management policies protocols to proactively address possible E2-2 – Actions and resources negative impacts. When impacts have in relation to pollution already occurred, the Company implements remediation plans. Additionally, ThPA S.A. E3-2 - Actions and resources in collaborates with stakeholders to develop relation to water and marine d) Taking actions mitigation measures that address their needs resources to address those effectively. [GOV-4 30; 32, AR 8, AR 9, AR 10] E5-2 - Actions and resources in adverse impacts relation to resource use and circular economy S1-4 – Taking action on material impacts on own workforce, and approaches to mitigating material risks and pursuing material opportunities related to own 44
workforce, and effectiveness of those action S3-4 - Taking action on material impacts, and approaches to mitigating material risks and pursuing material opportunities related to affected communities, and effectiveness of those actions and approaches E1-5 – Energy consumption and mix E1-4 – Targets related to climate change mitigation and adaptation ThPA S.A. tracks the effectiveness of its E1-6 – Gross Scopes 1, 2, 3 and emerging due diligence efforts through Total GHG emissions annual internal reviews, continuous monitoring of practices across relevant E2-4 - Pollution of air, water functions, and the insights gained from its and soil e) Tracking the sustainability reporting cycle. Ongoing effectiveness of E3-4 – Water consumption engagement with stakeholders further these efforts and enables the company to identify evolving risks E5-5 - Resource outflows communicating and improvement areas, strengthening the (waste) gradual embedding of due diligence across S1-5 – Targets related to the organisation. managing material negative [GOV-4 30; 32, AR 8, AR 9, AR 10] impacts, advancing positive impacts, and managing material risks and opportunities S1-6 - Characteristics of the company’s employees 45
S1-7 - Characteristics of non- employees in the undertaking’s own workforce S1-8 - Collective bargaining coverage and social dialogue S1-9 - Diversity metrics S1-10 - Adequate Wages S1-11 - Social protection S1-12 - Persons with disabilities S1-13 - Training and skills development metrics S1-14 - Health and safety metrics S1-15 - Work-life balance metrics S1-16 - Remuneration metrics (pay gap and total remuneration) S1-17 - Incidents, complaints and severe human rights impacts G1-4 - Confirmed incidents of corruption or bribery GOV-5 - Risk management and internal controls over sustainability reporting Currently, ThPA S.A. effectively uses its enterprise-wide internal control system and governance arrangements to provide indirect support for its sustainability-reporting processes. The Company has not introduced separate or dedicated internal controls specific to sustainability reporting, but existing arrangements (including the Sustainability and Environmental Strategy Department, and Internal Audit Department) all provide enterprise 46
level oversight through their respective roles in policy adherence, compliance monitoring, and assurance-related activities. The Company adopts a COSO based internal control framework and ISO aligned management systems that help strengthen general controls across the organization, which will be the basis to develop future sustainability specific internal controls regarding reporting. [GOV-5 36 a, AR 11] The Company does take sustainability-related issues into account through an overall risk management framework, which incorporates structured processes for the identification, analysis, evaluation and treatment of risk as described in the Company’s Risk Management Policy and Manual. Currently risks relating to sustainability reporting are informally assessed only through the professional judgement of internal teams responsible for data gathering and reporting. The Company recognizes the need to formalize a sustainability- based risk assessment methodology in future reporting cycles to meet regulatory expectations and enhance transparency. [GOV-5 36 b, AR 11] ThPA S.A. acknowledges the potential exposure to risks common to sustainability reporting, such as the completeness and integrity of data, accuracy of estimations, timing and availability of information, and the reliance on manual processes. Mitigation at present is indirect, through the involvement of the Sustainability and Environmental Strategy Department in coordinating data inputs and performing basic validity checks, and through the external limited assurance process. No formalized controls (such as documented procedures, control sign-offs, automated systems etc.) are yet in place, although are planned to be developed progressively. [GOV-5 36 c, AR 11] ThPA S.A. is currently infusing findings and observations that arise from the sustainability-reporting cycle into internal processes on an ad hoc basis, through ongoing coordination between the Sustainability and Environmental Strategy Department and impacted operational teams. Any issue discovered (e.g., a data gap, inconsistency, or clarification of methodology) is resolved on an ad hoc basis using email communication, meetings, and manual adjustments. ThPA S.A. is looking to gradually include sustainability-reporting controls requirements into its formal governance, risk and compliance process. [GOV-5 36 d, AR 11] Findings related to sustainability reporting are communicated to the Company’s governance bodies through existing reporting channels. The Sustainability Team submits findings to CEO every year. ESG performance is published in the Annual Sustainability Report, aligned with CSRD and ESRS requirements. Sustainability risk internal audits are conducted periodically, ensuring continuous improvement and compliance. The Audit Committee monitors the effectiveness of sustainability risk management and ensures transparency in ESG reporting. Any findings related to sustainability reporting risks are formally communicated to the CEO of the BoD as part of this annual reporting process. As the internal control framework evolves, ThPA S.A. intends to strengthen the consistency and documentation of reporting to its administrative and supervisory bodies. [GOV- 5 36 e, AR 11] 47
Strategy SBM-1 – Strategy, business model and value chain Description of significant groups of products and (or) services offered ThPA S.A., listed on the Athens Stock Exchange since 2001, operates the Port of Thessaloniki, handling containers, conventional cargo and offering efficient logistics and intermodal services. The Port is a key hub for trade in the Eastern Mediterranean and serves as a direct rail link to Bulgaria, Serbia, and North Macedonia. Additionally, it caters to passenger traffic through cruise and ferry services, with ferry routes to various Greek islands. The Port of Thessaloniki is a designated International Interest port and is part of the Core Network of the Trans-European Transport Network (TEN-T). In 2021, it achieved homeport status for the cruise industry, boosting tourism in Northern Greece. ThPA S.A. aims to be a leading logistics provider in the Balkans and Southeast Europe, strategically located near major transport networks, with access to over 70 million consumers. The Company focuses on economic growth, sustainability and innovation. ThPA S.A.’s strategy is centered on enhancing the connectivity of the Port of Thessaloniki and expanding ThPA S.A.'s intermodal rail services throughout Southeast and Central Europe, positioning us as a critical player in the region's logistics and transportation network. Leveraging its strategic location, the Port boosts local economic activity and tourism, while enhancing its position within the wider European transport network. • Container Handling: ThPA S.A. provides a high-quality, integrated container handling system that prioritizes speed and reliability. The Container Terminal (CT) at Pier 6 operates efficiently, meeting the needs of its partners. Practices that reduce moves, dwell time, congestion, and energy use are applied in Container Terminal, i.e. the truck appointment system (TAS), the Terminal Operating system (TOS), electric equipment, result in improved terminal productivity, noise reduction, improves port-city relation, reduce truck idling emissions. • Conventional Cargo Handling: The Conventional Cargo Terminal (CCT) covers nearly 1,000,000 m² with quays extending 4,000 meters in length and a depth of up to 12 meters. It handles a wide range of cargo using specialized equipment and ample storage. A portion of the terminal is located within the Free Zone, facilitating efficient transit. • Project Cargo Handling: ThPA S.A. offers specialized handling for project cargo, including oversized equipment like wind turbines, compressors, and construction machinery. This service is available at both the Container and Conventional Cargo Terminals. • Intermodal Rail Services: The Company provides cost-effective, high-quality intermodal rail services, including direct rail connections between Thessaloniki and Sofia (Bulgaria) and Niš (Serbia). ThPA S.A. partners with leading transport providers for door-to-door solutions and real-time shipment tracking. • Logistics Services: Storage services, Cargo consolidation & deconsolidation, Bulk storage (silos, open yards, sheds etc) are available inside and outside the Free Zone, ensuring efficient interconnection. This enhances the regional supply chain and fosters development opportunities. The optimized operations applied 48
significantly reduce emissions (fast cargo turnover, fewer truck queues and idling emissions), waste (reduced packaging), reduced congestion and pollution (trucks idle time). • Real Estate • Event Spaces: ThPA S.A. offers indoor and outdoor spaces at Pier No. 1 for social and cultural events, strengthening the relationship between the Port and the city. • Parking Areas: The Port operates two modern outdoor parking areas with a total capacity of 595 spaces near key city locations. These facilities ease city congestion and provide safe, accessible parking for residents, visitors, and transit travelers. • Container Block-Train Service: In September 2023, ThPA S.A. launched a container block-train service between Thessaloniki and Skopje (North Macedonia), further expanding its intermodal services and strengthening regional connectivity. • Temporary Customs Storage Services at Sofia and Niš: ThPA S.A. offers temporary cargo storage at Dry Ports in Sofia and Niš, providing added value by handling cargo for imports and exports, including goods from non-EU countries, thus reducing transport costs, and extending service options. • Cruise & Ferry Operations: Cruise and ferry services play a crucial role in Northern Greece’s tourism. In 2021, the Port of Thessaloniki achieved homeport status, facilitating passenger embarkation and disembarkation. The region offers unique cultural, historical, and gastronomic experiences. In 2025, the Port saw 69 cruise arrivals. Ferry services connect Thessaloniki to various Greek islands, with the “Makedonia” Passenger Terminal offering 24/7 services just 500 meters from the city center. According to ThPA S.A.'s financial statements (Annual financial Report 2024, pp. 355), [DTTL12.1]the revenues generated from both the Container Terminal and Conventional Cargo operations individually contribute more than 90% of the Company's total revenue and thus are regarded significant. ThPA S.A. promotes sustainable growth by providing services in line with sustainable development principles, especially in the communities in which it operates, although it has not yet set specific, quantified sustainability- related targets. Instead, its Sustainable Development Policy defines key elements, principles, and overarching objectives that guide its activities and strategic decisions, and aims at creating economic value and social surplus, always in accordance with the principles of sustainable development and environmental protection. This Policy has taken into account and voluntarily adopted international standards and principles, with particular emphasis on the "Agenda 2030" of the United Nations (UN) and the 17 Sustainable Development Goals (SDGs), as well as the ΑΤΗΕΧ ESG Reporting Guide. The Policy outlines the following four pillars, that are presented in the relevant sections of the Sustainability Statement, each with corresponding commitments. These pillars constitute the framework for all actions and initiatives related to ESG implementation throughout the Company: • Creating Sustainable Value • Environment 49
• Society • Governance The Policy’s commitments shape ThPA S.A.’s approach to its products and services, ensuring that container handling, conventional cargo operations, logistics, and intermodal services are conducted in an environmentally and socially responsible manner. While formal sustainability targets are yet to be defined, the Company in alignment with its strategic pillars, utilizes ISO-certified management systems (ISO 14001, ISO 50001) as monitoring mechanisms to track and manage its environmental footprint and carbon emissions across port operations, ultimately reducing its environmental footprint and carbon emissions across its activities, adopting measures for port related operations and in buildings and enhancing the efficient management of natural resources. Regarding customer categories, ThPA S.A. serves a broad network of shipping companies, logistics providers, freight forwarders and industrial clients, prioritizing service efficiency while promoting sustainability practices. These practices include the adoption of automation technologies, digitized systems and innovative high-end services to create surplus value for the Company and the port community, the safety of operations and maximized efficiency, productivity and service quality for its customers and partners. ThPA S.A.’ operations are exclusively located in Greece. As a result, all 566 employees of the Company’s workforce are based within the same geographical area and no further geographical breakdown of employee headcount is applicable. Geographically, ThPA S.A. plays a crucial role in regional trade and thus in regional economic growth generally, particularly by supporting landlocked and neighboring Balkan countries that rely on its infrastructure for access to global markets. Given the strategic location of the Port of Thessaloniki in Northern Greece and the Balkans, ThPA S.A. incorporates the principles of economic growth and business expansion in its strategy and decision- making processes. This approach, combined with sustainability principles, maximizes added value for the Company and its stakeholders, as well as for Thessaloniki, Greece and the broader region. This way, the Port of Thessaloniki functions as “gateway” to growth. Additionally, ThPA S.A.’s expansion and infrastructure projects—such as the development of piers and terminals—are designed in compliance with national and European environmental regulations. These investments are made with sustainability in mind, ensuring that future operations align with best practices. This approach ensures that the natural resources are used in a sensible manner as well as added value is delivered to the economy and society. [SBM-1 40 a(i), AR 12, AR 13] [SBM-1 40 a(ii), AR 12, AR 13] [SBM-1 40 a(iii)] Description of products and services that are banned in certain markets THPA S.A., the operator of the Port of Thessaloniki, ensures full compliance with international trade regulations and market requirements. There are no prohibited services in certain markets, allowing the port to operate freely in various regions. The Company remains committed to maintaining transparent, legal and ethical business practices, facilitating unrestricted global trade and adhering to the highest industry standards. 50
[SBM-1 40 a(iv), AR 12, AR 13] Description of business model and value chain As ThPA S.A. continues to grow, it remains focused on expanding into emerging sectors and lucrative markets, seizing opportunities in today’s dynamic and rapidly changing global environment. ThPA S.A.’s value chain represents an integrated and unified framework for achieving excellence across its diverse activities, which includes port operations, logistics & transport services and sustainability initiatives. This structured model, outlined below, highlights the Company’s unwavering commitment to fostering strategic partnerships, optimizing operational efficiency, and driving innovation at every stage of its operations. Within the broader maritime transport and logistics ecosystem, ThPA S.A. operates as an infrastructure operator and integrated port service provider, positioned at the core of the regional supply chain. The Company acts as an intermediary node connecting international shipping lines and inland transport networks with importers, exporters, freight forwarders and logistics providers, facilitating the flow of goods between global and domestic markets. Upstream (Supply Chain): • Materials & Equipment • Resources (energy, water, fuel) • Technical Support Services • Logistics & Transport Services • Partnerships • Financial resources The Company’s main upstream business actors include suppliers of equipment and port infrastructure, energy and fuel providers, technical and maintenance service providers, IT and digital solution providers, financial institutions, and logistics partners. These actors support operational continuity, infrastructure development and service quality, thereby contributing to the Company’s value creation capacity. Midstream (Own operations): • Port Operations regarding cargo handling, storage and warehousing of goods, automation and digitalization of operations as well as cruise and ferry activities. • Maritime and safety services, port security and surveillance, health and safety services for onsite personnel, and cybersecurity measures for maritime operations. • Infrastructure Development related to expansion projects (wharfs, piers), Maintenance of infrastructure and smart infrastructure (docks, piers, facilities) as well as smart infrastructure and sustainable design. 51
• Environmental Management regarding seawater monitoring and pollution control, air quality monitoring and pollution control, targeted sustainability initiatives (e.g. underwater cleaning actions), environmental & climate compliance with both national and international regulations. • IT & Communication Services regarding IT infrastructure for logistics and cargo tracking. Downstream: • Distribution and logistics services • Value-Added services • Waste management and environmental services • Customer relationship and management Downstream, ThPA S.A.’s primary customer categories include international shipping lines, cruise operators, freight forwarders, transport companies, cargo owners, and logistics service providers. Through long-term commercial relationships and service agreements, these stakeholders utilize the Company’s infrastructure and services to access regional and international markets, forming the basis of the Company’s revenue generation and economic value creation. Value is created through the efficient coordination of upstream resources, the safe and reliable execution of port and logistics operations, and the provision of integrated services to downstream customers, generating economic returns while supporting regional trade and connectivity. ThPA S.A. operates a competitive business model that emphasizes its operations, key resources, customer segments and communication strategies. This model focuses on value creation, with a comprehensive cost analysis and revenue streams aligned with its competitive advantages. ThPA S.A. integrates environmental and social considerations into its strategic planning by subjecting all major expansion and infrastructure projects, such as terminal developments, to rigorous national and European environmental regulations and impact assessments., addressing areas such as energy use, waste generation and infrastructure upgrades. The Company’s competitive advantage is increasingly driven by its transition to greener port operations, which aligns with the decarbonization requirements of global shipping partners and enhances the long-term resilience of the Southeast European transport network. Within the framework of maintaining and further enhancing the Port’s competitiveness, ThPA S.A. has adapted and optimized its operations across the entire length of its value chain compared to the previous year, in order to improve efficiency, resilience and value creation. The Company prioritizes customer relationships, offering reliable, customer-focused solutions and invests in human resource development. Revenue is generated through its operations, with an emphasis on creating value for stakeholders, especially the local community. Key partners include European bodies, public authorities, customers, suppliers and local communities, all of whom are essential to ThPA S.A.'s management and operations. [SBM-1 42, AR 14] [SBM-1 42 a] [SBM-1 42 b] [SBM-1 42 c, AR 15] Due to the Company’s business activity, the disclosure requirements regarding revenues in fossil fuel, fossil gas, chemicals, controversial weapons, and tobacco are not applicable. [SBM-1 42 d] 52
SBM 2 - Interests and views of stakeholders Description of stakeholder engagement A key element of ThPA S.A.’s Sustainability strategy is fostering communication and maintaining an open dialogue with stakeholders, who play a vital role in the Company’s operations. ThPA S.A.’s stakeholders are defined as all groups that may be affected by the Company’s activities or that may influence its ability to achieve its strategic objectives. Key stakeholders include Employees, Shareholders, Port Community Members, Terminal Operators, Investors, Maritime Ecosystem, Maritime Sector Associations, Ministries and Port Authorities, Civil Society and NGOs, Institutions and academia. Stakeholders were identified and prioritized based on their level of influence on the Company’s activities and the degree to which they may be affected by ThPA S.A.’s operations. The views and interests of key stakeholders are continuously discussed internally within the relevant departments and business units, while the Board of Directors is informed accordingly to ensure timely action and the continuous development of ThPA S.A.’s strategy and business model. The Company conducted an external Stakeholder Survey in early 2025, in the context of 2024 DMA. Furthermore, a meeting with the members of the Port Users Council was held in March 2025. The stakeholders’ participation was highly valued, as it contributes to enhancing the Company’s performance and resilience in critical areas. During the meeting of the Port Users Council, sustainability-related matters were discussed, including social and environmental initiatives affecting local communities. These included underwater cleaning activities and actions aimed at enhancing the ecological status of the port area, combined with a positive social dimension through community engagement and awareness-raising initiatives. [SBM-2 45 a, AR 16] Description of categories of stakeholders for which engagement occurs Stakeholder Groups Sub-Groups Employees Employees Shareholders Shareholders Port Community and members Port Community, Local Community Terminal Operators Ports and Terminals, Customers, Shipping and Terminal Operators Investors Financial Institutions, Creditors Maritime Ecosystem Social Environment, Value Chain Maritime Sector Associations Environmental Organizations Ministries and Port Authorities Regulatory bodies, Public Authorities Civil society and NGO’s Non-profit/supporting organisations Institutions and Academia Research Institutions, Academia 53
[SBM-2 45 a(ii), AR 16], [SBM-2 45 a(i), AR 16], [SBM-2 45 a(v), AR 16] Description of how stakeholder engagement is organized Engaging with stakeholders is a core aspect of ThPA S.A.’s strategy to enhance transparency and trust while effectively addressing emerging challenges and opportunities. This approach supports the alignment of the Company’s business decisions with stakeholders’ expectations regarding economic, social and environmental matters. The organization of stakeholder engagement varies depending on the stakeholder group, the nature of the interaction and the relevance of the affected activity or operation. Engagement is coordinated by designated responsible persons within the respective departments, who apply a combination of formal and informal communication methods to maintain continuous dialogue. Engagement methods range from information-sharing activities to structured consultation processes, depending on the stakeholder group and the relevance of sustainability-related impacts. Frequency of Stakeholder Groups Communication channels engagement Reporting & Dialogue • Channels Forums • Working Groups • Fact-Finding Interviews • Employees Daily • Intranet • Press Releases Employee Surveys • Social media • • General Meeting • Annual & Financial Report • Corporate Website • Press Releases Annually and when Shareholders • Participation in Investment necessary Forums • Presentations • Communication Platform • Corporate Website Port Community and members Regularly • Press Releases • Port Community Meetings 54
• Social media • Complaint Procedures • Corporate Website Daily and when • Working Groups Terminal Operators necessary • Survey • Newsletters • General Meeting • Annual & Financial Report • Corporate Website • Press Releases Annually and when Investors • Participation in Investment necessary Forums • Presentations • Communication Platform Corporate Website • Press Releases • Maritime Ecosystem When necessary • Port Community Meetings • Social media • Corporate Website • Business Events • Dedicated Meetings Maritime Sector Associations Frequently • Social Media • Press Releases • Meetings • Events/Business Events Ministries and Port Authorities When necessary • Visits • Collaboration in Projects • Corporate Website • Social Media • Participation In Events Frequently and when Civil Society and NGOs • Sustainability Report necessary • Sponsorships • Meetings with Local Bodies 55
• Meetings • Events • Visits from Universities to the Company Institutions and Academia When necessary • Workshops • Collaboration in Projects • Internships • Sponsorships For all the categories of stakeholders, engagement is also organized through the double materiality assessment process, which enables the Company to systematically analyze and understand stakeholder interests and views in relation to sustainability-related impacts, risks and opportunities. [SBM-2 45 a(iii), AR 16] Description of purpose of stakeholder engagement The purpose of stakeholder engagement is to gather feedback, understand stakeholder concerns, and incorporate their views into the Company’s decision-making processes to align with their expectations and enhance overall satisfaction. This engagement supports ThPA S.A.’s objective to foster sustainable growth, drive innovation and create long-term value for its employees, shareholders, partners and the wider community. Effective stakeholder engagement provides valuable insights through ongoing communication. For instance, engagement with employees, is conducted through established reporting and dialogue channels, interviews, surveys and the intranet. Τhe interests, views and rights of the workforce are regarded as fundamental inputs in shaping the Company’s strategy and business model. Τheir perspectives are always taken into consideration, including during the materiality analysis process while the Company is committed to promoting an inclusive working environment and safeguarding the working conditions for all. Key topics raised through stakeholder engagement include, among others, social and environmental initiatives affecting local communities. These referred to underwater cleaning activities and actions aimed at enhancing the ecological status of the port area, combined with a positive social dimension through community engagement and awareness-raising initiatives. The Company remains updated on changing needs, expectations and potential risks as perceived by its stakeholders by maintaining lines of communication open. Through active collaboration and dialogue, the Company aims to align its efforts with the needs of its region and society, ensuring sustainable progress and shared success. The outcomes of stakeholder engagement are considered by integrating feedback into ThPA S.A.’s policies, strategies and operations. This ensures that the Company remains responsive to stakeholder needs and continuously improves its services and initiatives. [SBM-2 45 a(iv), AR 16] [SBM-2 45 a(v)] 56
Description of understanding of interests and views of key stakeholders as they relate to undertaking's strategy and business model As ThPA S.A. progresses on its sustainability journey while complying with regulatory requirements and addressing stakeholder expectations, its strategy and business model continue to evolve. Stakeholder perspectives are considered through a combination of structured and ad hoc engagement mechanisms. During the initial Double Materiality Assessment (DMA) conducted in the previous reporting year, the Company engaged with internal and external stakeholders through a targeted survey to assess sustainability-related impacts, risks and opportunities. Key stakeholder groups included employees, customers, suppliers, business partners, regulators and local communities. Through this process, stakeholders highlighted, among others, the importance of climate change, responsible waste management, health and safety etc. As a result, their perspectives have validated that ThPA S.A.’s current strategy and business model adequately reflect and take into account their specific interests and views. In addition, the Company considers stakeholder views obtained through ongoing engagement channels, such as customer feedback mechanisms, operational interactions with business partners, and public consultation procedures carried out in the context of -for instance- significant infrastructure investments or development projects, where relevant. Insights gathered through these engagement processes are available to ThPA S.A. in order to be able to adjust its sustainability priorities and evolve its strategy and business model, where necessary, ensuring that key stakeholder interests are appropriately considered in decision-making processes. The Company intends to continue strengthening its stakeholder engagement practices and exploring the integration of relevant insights into its sustainability processes. [SBM-2 45 b, c AR 16] Description of how strategy and (or) business model have been amended or are expected to be amended to address interests and views of stakeholders ThPA S.A.’s strategy and business model continue to place increasing emphasis on sustainability matters, leading to the implementation of various initiatives such as advancing energy efficiency, strengthening environmental monitoring mechanisms, maintaining strong governance practices and creating long-term value for stakeholders. During the current reporting period, no amendments were made to the Company’s core strategy or business model as a result of stakeholder engagement activities. However, stakeholder feedback is taken into consideration -where necessary and on ad hoc basis- in the ongoing development of sustainability-related initiatives and practices. ThPA S.A. continues to monitor stakeholder expectations and regulatory developments, and any future adjustments to its strategy, operations or sustainability approach will be evaluated in this context. No further concrete steps or timeline have been yet planned. Accordingly, the Company is not yet in a place to identify how these steps are likely to modify its relationship with and views of stakeholders. [SBM-2 45 c(i), c(ii), c(iii)] 57
Description of how administrative, management and supervisory bodies are informed about views and interests of affected stakeholders with regard to sustainability-related impacts The administrative, management, and supervisory bodies are regularly informed about the views and interests of affected stakeholders regarding ThPA S.A.’s sustainability-related impacts through the Sustainability and Environmental Strategy Department. The Sustainability Team under the leadership of the Director of Sustainability and Environmental Strategy is responsible for monitoring the practices of the Sustainability Policy in the context of ThPA S.A. daily operations. The Sustainability Team prepares information reports on the Sustainability Policy implementation, including information (when necessary) about views and interests of affected stakeholders with regard to sustainability-related impacts, for the Chair of the Board of Directors and the Executive CEO on an annual basis. [SBM-2 45 d] SBM-3 - Material impacts, risks and opportunities and their interaction with strategy and business model Description of material impacts resulting from materiality assessment In the following tables, the IROs that were identified and assessed as material in ThPA S.A.’s DMA are listed, i.e. they were scored with ‘significant’ level of materiality. Each IRO relates to specific ESRS topic and has a detailed description. For impacts, the Table shows whether they contribute positively or negatively, if they are actual and potential, or both, their identified time horizon and where in ThPA S.A.’s own operations (“OO”) and its upstream (“U”) and downstream (“D”) value chain these material impacts are concentrated. More information on each IRO, including how ThPA S.A. manages them, is included in the topical sections under ‘Environment’, ‘Social’, and ‘Governance’. It is noted that since no potential impacts resulted from the DMA validation, the time horizon column is not necessary as all impacts are actual. Time horizons have been added for both risks and opportunities, as required. Material impacts ThPA’s activities such as cargo handling and Climate related activities (e.g. liquid fuel powered OO E1. Climate Actual Change heavy machinery) can release GHG U Change negative Mitigation emissions, contribute to climate change and D significantly impact the environment. ThPA's operations rely heavily on liquid fuel OO E1. Climate and grid electricity consumption, leading to Actual Energy U Change energy consumption that contributes to negative D resource depletion. Emissions from vessels, cargo-handling equipment, and vehicle traffic release NOx, Actual OO E2. Pollution Pollution of air SOx, particulate matter (i.e. dust), and VOCs, negative D affecting local air quality. E3 Water and Water discharges, even in a small amount, Marine Actual OO marine contribute to the degradation of local water resources negative D resources quality and marine ecosystems. 58
Waste streams generated by ThPA's activities E5 Resource use as well as from vessels, lead to soil, water Actual OO and circular Waste and marine pollution, increase disposal negative D economy needs and contribute to further exploitation of natural resources. Despite the low diversity in the wider maritime sector, ThPA is committed to Equal safeguarding an inclusive and respectful S1 Own treatment and work environment, supporting equal Actual OO workforce opportunities treatment and fair opportunities for all Positive for all employees, contributing to a workplace where people feel valued, safe, and free from discrimination. The limited representation of women in blue- Equal collar roles in the wider maritime sector - S1 Own treatment and where women have fewer opportunties to Actual OO workforce opportunities enter and advance- creates challenges for negative for all achieving gender balance and fostering an inclusive workforce. ThPA’s training and development initiatives cultivate a skilled and adaptable workforce and ensure continuous learning Equal opportunities that support employees S1 Own treatment and Actual knowledge and expertise. Role-specific and OO workforce opportunities Positive company-wide training ensures compliance, for all safety, and adaptability, equipping employees to meet evolving industry challenges. ThPA’s own workforce's exposure to heavy S1 Own Working machinery and hazardous materials Actual OO workforce conditions inherently increases work-related accidents Negative and injuries. ThPA ensures fair compensation and comprehensive benefits beyond the S1 Own Working Actual minimum wage (i.e insurance) while offering OO workforce conditions Positive flexible work arrangements, that promote work-life balance and employee well-being. ThPA safeguards employees’ right to freedom of association through active unions and S1 Own Working open dialogue, fostering trust, freedom of Actual OO workforce conditions speech and an environment where Positive employees feel heard and able to express concerns. ThPA supports free expression and fosters OO Communities’ S3 Affected open dialogue through its inclusive Actual U civil and communities community body and its effective Positive D political rights collaboration with trade unions, promoting 59
mutual understanding on key operational and investment matters, as well as enhancing transparency and inclusivity on issues of social concern. Port operations, due to their proximity to Communities’ residential areas, contribute to S3 Affected economic, Actual OO environmental pressures such as noise and communities social and negative D air emissions, potentially affecting local cultural rights communities’ well-being. ThPA contributes to the city’s and region’s Communities’ development by enhancing access to OO S3 Affected economic, education and employment opportunities Actual U communities social and and fostering community resilience and Positive D cultural rights human capital for inclusive and sustainable growth. Supporting a range of humanitarian and Communities’ educational initiatives and collaborations OO economic, (i.e. marine clean-ups), ThPA raises Actual S3 Affected U social and environmental awareness and promotes Positive communities D cultural rights social and economic development at local and regional levels. As a listed company with extensive oversight responsibilities, strong ethical conduct and transparent governance practices G1 Business Corporate Actual strengthen stakeholder confidence, support OO conduct culture Positive informed investor decision-making, and foster a culture of trust and integrity among employees. Management of By managing delayed payments and clearly relationships G1 Business defining payment responsibilities in supplier Actual with suppliers U conduct contracts, ThPA fosters trust and financial Positive including stability across its supply chain. payment practices Management of By prioritizing local suppliers and markets, relationships G1 Business ThPA supports job creation, regional Actual with suppliers U conduct development, and community stability, while Positive including enhancing business resilience in the region. payment practices Even though there is no regulatory Protection of requirement for ThPA S.A. to form a OO G1 Business Actual whistle- whistleblowing policy, the company has U conduct Positive blowers established a whistleblowing mechanism D that strengthens protection for employees 60
and contractors thereby reducing their exposure to unethical or harmful practices. [SBM-3 48 a, AR 17, AR 18] Description of material risks and opportunities resulting from materiality assessment Out of the identified financial Risks and Opportunities, 21 (10 Risks and 11 Opportunities) were deemed material across the following ESRS sub-topics: E1 Climate change adaptation, E1. Climate change mitigation, E.1 Energy, S1. Equal treatment and opportunities for all, S1. Working conditions, S3. Communities' civil and political rights, S.4 Information-related impacts for consumers and/or end-users, G1. Corporate culture. The Table below presents and describes in detail the material Risks and Opportunities, their identified time horizon and where in ThPA S.A.’s own operations (“OO”) and its upstream (“U”) and downstream (“D”) value chain they are concentrated: Material risks The IMO Net Zero framework and other related EU regulations requiring investments in green port infrastructure (e.g. cold ironing, alternative-fuel bunkering, electrified equipment etc.) to OO E1. Climate Climate Change Long- support low-emission vessels. This also U Change Adaptation term affects competitiveness, as business D partners may prefer ports offering sustainable services, and introduces financial and technological risks due to high capital costs. Rising energy and fuel prices targeting high- electricity and fuel-intensive operations could significantly increase ThPA’s E1. Climate Climate Change operating costs, particularly due to the Mid-term OO Change Mitigation energy demands of port machinery, cargo- handling equipment, and facility infrastructure. Inability to adopt emerging low carbon technologies (e.g., deployment of electric and hybrid cargo-handling equipment and digital energy-efficient logistics systems E1. Climate Climate Change OO etc.) could cause ThPA to lose competitive Mid-term Change Mitigation U advantage, face higher long-term operating costs, and become less attractive to business partners and logistics operators seeking low-emission supply chains. 61
- Rising temperatures and heat stress can damage mechanical equipment, increasing maintenance costs or shortening equipment lifespan. Additionally, higher demand for cooling in warehouses, offices, and other facilities places extra pressure on energy systems, raising operational costs and potentially challenging energy supply. - Sea-level rise threatens coastal stability (potential damage to quay walls and foundations), near-shore infrastructure OO E1. Climate Climate Change Long- such as warehouses, access roads, or/and U Change Adaptation term other facilities. It could also cause delays in D supply chain operations or Port's activities and as a result increased maintenance, operational costs and reduced revenues. - Higher sea levels and intensified wave action accelerate coastal erosion. Seawalls may lose effectiveness, allowing stronger waves into port's basins. Erosion threatens infrastructure, roads, warehouses etc. leading to high maintenance and operational costs. - Certain sections of the port in Central Macedonia are sensitive to flooding and may be affected during heavy rainfall or extreme weather events, disrupting operations. Flooding may also damage cargo, containers and other infrastructure and it could affect port's activities, reducing ThPA’s revenues and increasing operating and maintenance expenses. - High winds, storms, and Mediterranean cyclones pose physical and operational OO E1. Climate Climate Change risks to the Port’s infrastructure and Short- U Change Adaptation workforce. Winds of approximately term D 18 m/sec or higher may require temporary suspension of crane operations, cargo handling, and other outdoor machinery for safety reasons. More severe storms and cyclones can damage quays, basins, storage areas, and equipment, disrupt port activities, and increase operational and maintenance costs, while also raising safety risks for personnel. - Heat waves could eliminate safe working hours for the blue-collar employees. When 62
temperatures reach or exceed 36°C, outdoor operations need to be temporarily suspended to protect staff. Moreover, heat waves could impact port's equipment and infrastructure increasing maintenance expenses due to high temperatures exposure on equipment and surfaces. The absence of a dedicated climate strategy and clear decarbonization targets E1. Climate Climate Change may undermine investor confidence, limit Mid-term OO Change Mitigation access to sustainability-linked financing, and weaken long-term financial resilience. High energy consumption, particularly from fossil fuels (e.g. from heavy-duty E1. Climate equipment), increases operational costs Energy Mid-term OO Change and exposes the company to potential regulatory requirements on carbon emissions, negatively affecting its value. ThPA depends on specialized labor for operational activities and services; S1 Own shortages, increasing wage costs, or Short- Working conditions OO workforce changes in working conditions—driven by term legislation or automation—may impact operational efficiency. Inadequate health and safety measures may lead to accidents or injuries, causing S1 Own operational disruptions, legal liabilities, Long- Working conditions OO workforce reduced productivity and reputational term risks, ultimately harming ThPA's financal stability. The absence of ESG supplier criteria Management of increases exposure to reputational, G1 Business relationships with regulatory, and operational risks, Short- OO Conduct suppliers including potentially deterring ESG-focused investors term U payment practices and weakening long-term financial performance. Material opportunities High pressures from EU Green Deal and Paris Agreement as well as stakeholders and investors could be a leverage for ThPA E1. Climate Climate Change OO to expand renewable energy sourcing, Mid-term Change Mitigation U through the development of on-site solar PV systems such as photovoltaic panels on warehouse rooftops. This could enable 63
ThPA to generate clean electricity internally, reduce dependence on the grid, lower operating costs, and progress toward a net-zero energy balance for its facilities. Replacing fuel combustion in port's infrastructure, expanding the use of hybrid/electric cargo-handling equipment (e.g., forklifts, cranes etc.) can reduce E1. Climate Climate Change operating costs, stabilize energy expenses, Long- OO Change Mitigation and strengthen ThPA’s position as a low- term U emission port while opening access to ESG- linked funding options (e.g. RRFs) as well as lower carbon costs under upcoming EU regulations. Developing low-emission energy infrastructure by providing shore power for vessels to connect to the grid while berthed E1. Climate Climate Change (e.g., cold ironing) could support the shift to Long- OO Change Adaptation low-carbon shipping, increase its term D competitive advantage and revenues in the long term, ensuring access to future commercial opportunities. Implementing advanced digital tools (e.g., AI-driven berth scheduling, IoT sensors, real-time operational analytics etc.) to streamline terminal operations. These technologies reduce vessel and equipment idling, improve cargo-handling efficiency, E1. Climate Climate Change and optimize traffic flows within the port, OO Mid-term Change Mitigation resulting in faster turnaround times. As a D result, these efficiencies translate into lower operating costs, higher terminal efficiency, and the ability to handle more vessels with the same asset base, ultimately increasing revenue generation and improving margins increased. Investing in renewable energy and hybrid technologies improves operational OO E1. Climate Climate Change Long- efficiency, reduces energy costs, and U Change Mitigation term stabilizes operating expenses, enhancing D the port’s enterprise value. Proactive climate risk identification and categorization enables ThPA to reduce E1. Climate Climate Change Long- potential financial losses, lower insurance OO Change Mitigation term costs, improve operational efficiency, and enhance financial stability. 64
Continuous monitoring and optimization of energy and fuel consumption reduce OO E1. Climate operational costs, enhance efficiency, and Energy Mid-term U Change strengthen ThPA’s sustainability profile, D potentially attracting ESG-conscious clients and investors. Strong diversity and inclusion practices in recruitment, promotions, etc. enhance S1 Own Equal treatment and ThPA’s reputation, attract and retain talent, Mid-term OO workforce opportunities for all and foster a respectful workplace that improves productivity, and long-term organizational value. Through open dialogue with the local community and unions and support for S3 Affected Communities’ civil freedom of expression, ThPA enhances Long- OO communities and political rights stakeholder trust and builds a positive term D reputation leading to an enhanced financial performance. By actively engaging with customers and Information-related responding quickly to their feedback, ThPA S4 Consumers impacts for strengthens client satisfaction and Long- OO and end-users consumers and end- retention, enhances commercial term D users competitivenes, ultimately supporting sustained revenue growth. Enhancing ESG governance through clear policies, structured oversight and well- G1 Business OO Corporate culture defined responsibilities strengthens Mid-term conduct U compliance and boosts ThPA’s reputation, helping attract ESG-focused investors. [SBM-3 48 a, AR 17, AR 18], [SBM-3 48 c(i), AR 18], [SBM-3 48 c(ii), AR 18] Disclosure of reasonably expected time horizons of material impacts ThPA S.A.’s assessment of material IROs incorporates a clear distinction of their reasonably expected time horizons to provide stakeholders with a comprehensive understanding of their potential timing. For the purpose of this report, 'short-term' refers to a timeframe of up to one year (1 year), aligning with CSRD framework. 'Mid-term' encompasses a period of one to five years (1-5 years), reflecting the Company’s strategic planning horizon and typical investment cycles. 'Long-term' is defined as beyond five years (more than 5 years), addressing climate-related transitions and other enduring societal shifts that influence the Company’s business model. These time horizons are consistently applied across all identified material IROs, with their determination based on a combination of internal strategic planning, industry benchmarks, regulatory timelines, providing a relevant framework for assessing future implications. [SBM-3 48 c(iii), AR 18] 65
Disclosure of changes to material impacts, risks and opportunities compared to previous reporting period In 2025, ThPA S.A. carried out a validation of its 2024 Double Materiality Assessment, aligned with CSRD requirements. The DMA validation has identified ESRS E2: Pollution as a new material topic for the Company in this reporting period. This reflects an enhanced understanding of ThPA S.A.’s operational footprint and its environmental impact, as well as stakeholders’ concern regarding air pollution. The material impact related to pollution includes emissions to air from vessels, cargo-handling equipment, and vehicle traffic release, affecting local air quality. For topics that were identified as material in the previous reporting year and continue to be material under the CSRD-aligned validation (e.g. Climate Change, Own Workforce, etc.), ThPA S.A.’s updated Double Materiality Assessment has provided a significantly more granular and comprehensive understanding of the specific sub- topics that drive these material impacts, risks, and opportunities. The table below presents the changes to material impacts, risks and opportunities, compared to 2024 reporting year. 2024 2025 ESRS Topic/ Change (New/ Explanation of Materiality Materiality Sub-topic Removed/ Shifted) Change Status Status ESRS E1: Climate Material Material Consistent N/A Change Deeper ESRS E2: understanding Pollution of ThPA S.A.’ Not Material Material New Material Topic (Pollution of air environmental sub-topic) footprint ESRS E3: Water and Marine Material Material Consistent N/A Resources ESRS E5: Resource Use Material Material Consistent N/A and Circular Economy 66
ESRS S1: Other ESRS S1: Own work-related Material Material Sub-topic removed Workforce rights sub-topic removed ESRS S3: Communities’ ESRS S3: economic, Affected Material Material Sub-topic added social and Communities cultural rights sub-topic added ESRS S4: Personal safety ESRS S4: of consumers Consumers and Material Material Sub-topic removed and/or end- end-users users sub-topic removed ESRS G1: Political ESRS G1: influence and Business Material Material Sub-topic removed lobbying Conduct activities sub- topic removed This deeper analysis allows ThPA S.A. to better prioritise and evaluate the performance of its actions, set more targeted objectives, and enhance its disclosure in subsequent ESRS topic-specific standards. [SBM-3 48 g, AR 18] Disclosure of specification of impacts, risks and opportunities that are covered by ESRS Disclosure Requirements as opposed to those covered by additional entity-specific disclosures All identified material IROs are covered by ESRS disclosure requirements, and no entity-specific disclosure has been identified. [SBM-3 48 h, AR 18] 67
Disclosure of whether and how material impacts originate from or are connected to strategy and business model ThPA S.A.’s material impacts, inevitably affect, positively and/or negatively, people and the environment in many ways across its value chain, through its operations and activities (e.g. energy consumption) and the internal business environment (e.g. social related matters) in short-term, mid-term and long-term. As mentioned above, these impacts are interconnected and may interact with the strategy and business model through the Company’s strategic focus to support sustainable development. For example, the adoption of energy-efficient practices, support of wellbeing of employees etc., demonstrate a comprehensive approach to addressing sustainability-related challenges and create positive outcomes. [SBM-3 48 c(iv), AR 18] Information about resilience of strategy and business model regarding capacity to address material impacts and risks and to take advantage of material opportunities ThPA S.A. has integrated material ESG factors into its strategic planning, thereby enhancing the resilience of its strategy. Furthermore, its business model has been adapted to address material sustainability matters. This proactive consideration of material ESG factors, both current and potential, ensures the Company is well- prepared to navigate a wide range of challenges and capitalise on emerging opportunities. The Company's resilience is further reinforced by a comprehensive risk management system that covers the entire spectrum of its business activities. This system enables ThPA S.A. to effectively anticipate and mitigate potential impacts, thereby minimising their disruption. Business continuity systems are already well-established and documented, supported by operational resources. These systems are critical in building and maintaining the resilience of the business model and strategy, ensuring essential services remain available, minimising disruptions, and allowing the Company to maintain an efficient flow of operations to meet stakeholder expectations. [SBM-3 48 f, AR 18] Disclosure of current and anticipated effects of material impacts, risks and opportunities on business model, value chain, strategy and decision-making, and how undertaking has responded or plans to respond to these effects ThPA S.A. stands as a major trade hub and gateway for the Balkans and Eastern Mediterranean. In full alignment with its vision and mission, the Company constantly monitors the current and anticipated impacts, critical risks, and opportunities identified through its DMA process and aims to incorporate them into its strategy in a timely manner. Port operations, by their nature, are challenged by a complex interaction of environmental, social, and governance (ESG) issues that shape its business model and value chain by influencing infrastructure requirements, operational practices and stakeholder relationships. Meanwhile, faced with global challenges, the Company recognizes the potential impacts that may arise. Climate change, for instance, is creating pressures to enhance the resilience of ThPA S.A.’s infrastructure against physical risks such as rising sea levels and extreme weather events, which may affect the availability, reliability 68
and cost of port operations. Meanwhile, the global effort towards decarbonization presents a key opportunity for the Company to reduce its environmental footprint and adopt sustainable practices, thereby transitioning towards greener port operations and influencing investment priorities as well as the implementation of technology applications. If appropriate adaptation and mitigation measures are not implemented through an ongoing ESG-focused due diligence process, such environmental pressures can lead to reputational damage, regulatory constraints and economic penalties with potential implications for the Company’s business model and decision making. Beyond climate change, issues such as health and worker safety, efficient waste management, and air pollution are challenging its value chain and strategic decision-making by affecting operational continuity and compliance. In response to these challenges, ThPA S.A. is actively implementing a series of strategic actions to address material risks and impacts and to pursue material opportunities. It is committed to investing in renewable energy initiatives to mitigate climate-related risks and the comprehensive implementation of health and safety practices across its operations. Moreover, the Company also tries to implement digital technologies to enhance operational efficiency, improve safety, and further reduce its environmental impact. To ensure long-term sustainability in the maritime sector, ThPA S.A. is planning additional actions: These include further infrastructure development projects aimed at achieving climate neutrality, increased utilization of digital technologies for monitoring and fostering stakeholder collaboration (e.g. suppliers and local community). Through targeted initiatives the Company creates new opportunities for partnerships and enhances the positive influence of the port on both local communities and the natural environment. By addressing both its direct activities and the broader influence of its business relationships, ThPA S.A. aspires that operations will progressively align with its long-term strategy for sustainable growth in response to the current and anticipated effects of its material impacts, risks and opportunities. [SBM-3 48 b, AR 18] Disclosure of current financial effects of material risks and opportunities on financial position, financial performance and cash flows and material risks and opportunities for which there is significant risk of material adjustment within next annual reporting period to carrying amounts of assets and liabilities reported in related financial statements During the current reporting period, the Company did not perform a dedicated assessment to quantify the current financial effects of its material sustainability-related risks and opportunities (IROs) on its financial position, financial performance or cash flows. Furthermore, as no sustainability-related incidents or risk events occurred during the reporting period, no current financial effects have been identified. The Company has not conducted a specific assessment to determine whether any material sustainability-related risks or opportunities give rise to a significant risk of material adjustment to the carrying amounts of assets and liabilities within the next annual reporting period. No such adjustments have been recognised in the financial statements for the reporting period. [SBM-3 48 d, AR 18] Disclosure of anticipated financial effects of material risks and opportunities on financial position, financial performance and cash flows over short-, medium- and long-term 69
Due to the phased-in provision outlined in Appendix C of the ESRS, ThPA S.A. is leveraging the allowed transition period to enhance its methodologies for assessing and quantifying the anticipated financial effects of material risks and opportunities on its financial position, financial performance and cash flows across short-, medium- and long-term horizons. As the Company refines its approach and integrates more robust data analysis, it remains committed to progressively aligning its reporting with regulatory requirements, while ensuring the accuracy and reliability of its disclosures. [SBM-3 48 e, AR 18] Impact, risk and opportunity management IRO-1 - Description of the processes to identify and assess material impacts, risks and opportunities ThPA S.A. conducted a validation of its 2024 Double Materiality Assessment (DMA). In 2024 the Company’s assets and activities were screened with the intention of determining and evaluating actual and potential impacts, risks and opportunities related to sustainability areas, across its value chain. In 2025 and compared to the prior reporting period, ThPA S.A. focused on validating and refining the outcomes of the 2024 DMA, rather than conducting a completely new assessment, intending to identify, review, and prioritize critical sustainability areas. The Company aims to periodically review and update the materiality assessment, with targeted validations performed annually where appropriate, and a more comprehensive reassessment conducted when significant changes occur in its structure, activities or external environment. The current year’s approach evaluated the Company’s sustainability impacts from two perspectives: • Impact materiality: which considers the sustainability impacts of the Company's activities on people and/or the environment over the short-, medium- and long-term and • Financial materiality: which addresses how sustainability issues affect or could affect the Company's value creation and financial position, financial performance, cash flows, access to finance or cost of capital over the short, medium or long term. The Double Materiality Assessment forms a cornerstone of ThPA S.A.’s efforts to proactively address stakeholder expectations, adapt to evolving regulatory landscapes and manage sustainability-related risks and opportunities. The Company combines impact and financial materiality to meet regulatory requirements, align with sector standards, and integrate insights from its internal Risk Registry. The Company’s Double Materiality Assessment is part of a broader effort, in alignment with the CSRD (Corporate Sustainability Reporting Directive) to anticipate and address stakeholder expectations, regulatory changes, and sustainability related Impacts, Risks and Opportunities (“IROs”). This methodology offers an integrated framework for managing such IROs across environmental, social and governance matters (i.e., sustainability matters), which are determined to be material from the impact materiality perspective, the financial materiality perspective or both. Financial Year (FY) 2025 70
For FY2025, the Company used the existing baseline list of impacts, risks, and opportunities established during the previous reporting period (FY2024) Double Materiality Assessment as the starting point. The assessment was updated and revalidated through a structured review and refinement process to ensure all relevant IROs remain complete, accurate and reflective of the current business context. This validation cycle included: • benchmarking exercise against industry peers, • checking the continued relevance of each IRO and merging, updating, removing and/or rephrasing any IROs if deemed necessary, • identifying any emerging IROs arising from regulatory, strategic or operational developments as well as sector-specific developments, • confirming alignment with ThPA S.A.’s internal risk registry. These steps led to the finalisation of the updated list of material IROs and the corresponding material topics. The following steps outline the process used to finalize the list of material IROs and the related material topics. Double Materiality Assessment validation methodology Step 1: Peer benchmarking The first step of the process focused on understanding the key sustainability matters and material topics identified by industry peers. The main objective of this step was to identify common and emerging sustainability themes across the industry, particularly those reflected under the European Sustainability Reporting Standards (“ESRS”). The process involved a comparative analysis of ThPA S.A.’s existing list of material topics, as identified in the previous reporting period, against those disclosed by peer companies operating in the maritime sector as port authorities, both domestically and internationally. The benchmarking review included publicly available sustainability disclosures, such as ESRS-aligned sustainability statements and GRI-aligned sustainability reports. Emphasis was placed on peers that have already reported in alignment with the ESRS, as their disclosures provided a relevant benchmark for assessing sustainability matters at both topic and sub-topic level across the three sustainability pillars—Environmental, Social, and Governance. As part of the Double Materiality Assessment validation, a peer benchmarking exercise was conducted to review sustainability matters and identify IROs disclosed by comparable companies in the sector. This analysis supported the identification of common sector-specific issues and potential gaps, contributing to a more comprehensive understanding of sustainability matters from both impact and financial materiality perspectives. IROs that had not been previously identified as material by ThPA S.A., but were commonly addressed by peers, were considered for inclusion in the inventory to ensure broader sectoral alignment and a more robust and detailed coverage of sustainability topics, in line with industry practices and ESRS requirements. 71
Through this process, the Company established a clear view of sector-specific trends, relevant to its operations and across the value chain, while also identifying potential areas for enhancement within its own ESG thematic coverage. Step 2: Updating the list of IROs Following the peer benchmarking exercise, as well as the feedback from the 2024 external stakeholder survey, the Company conducted a comprehensive review of the existing inventory of all IROs from the previous reporting period. The objective of this step was to refresh and update the list of IROs to ensure they accurately reflect the most relevant sustainability matters for the current reporting period. As part of this process, ThPA S.A. also reviewed its existing sustainability initiatives and ongoing actions for each Environmental, Social, and Governance matter, evaluating whether current measures effectively address the identified IROs and contribute to the Company’s sustainability objectives. Additionally, the list relied on multiple input parameters and data sources, including internal documentation and policies, risk management information, regulatory developments, the industry benchmark mentioned previously, as well as stakeholder input, where relevant. The update process involved a series of targeted adjustments, including merging overlapping IROs, excluding those that were no longer relevant, and refining descriptions to enhance clarity and precision. The scope of the review ensured that the updated IROs fully capture ThPA S.A.’s actual and potential impacts, risks, and opportunities, while reflecting any changes in the operations, value chain, or external environment during the financial year 2025 and ensuring that potential impacts, risks and opportunities related to sustainability matters were considered in a structured and consistent manner. Furthermore, the review placed particular attention on activities, business relationships and operational areas that present heightened sustainability-related risks, including key operational functions, critical suppliers and business partners, where regulatory, environmental or social risks may be more prominent. It is worth mentioning that geographical areas remain the same (i.e. Greece). Through this process, the Company updated the list of IROs. This inventory of updated IROs served as the foundation for subsequent phases of the assessment, and ensured a shared understanding of impacts, risks, and opportunities across the Company and its value chain. At this point, it should be noted that the sustainability risks and opportunities were also aligned with the ERM framework and the Risk Management Registry of the Company, in order to enhance DMA validity, strengthen its risk management approach and address interconnected risks and opportunities in both non-sustainability and sustainability-focused areas. As sustainability-related risks follow the same risk management approach applied across the Company alongside other strategic, operational and financial risks, currently there is no clear prioritization. Nevertheless, this approach ensures that sustainability-related risks are adequately integrated into ThPA S.A.’s overall risk oversight and decision-making processes. Regarding climate-related risks and opportunities, the Company followed a structured climate risk assessment, in order to identify and assess ThPA S.A.’s vulnerability and exposure to aforementioned risks and opportunities, highlighting their emerging importance. 72
Step 3: Assessment and scoring of the IROs Following the update of the IRO inventory, the next step involved the validation, assessment and scoring of each IRO to determine their relative significance from impact and financial materiality perspectives. According to the CSRD, ThPA S.A. applied criteria for assessing impact and financial materiality to determine the material actual and potential impacts and the material risks and opportunities. This would form the basis for determining material information, to be disclosed in the Company’s sustainability statement based on the ESRS disclosure requirements. The materiality assessment and scoring processes is supported by internal governance and control procedures, including multi-departmental coordination by the Sustainability and Environmental Strategy Department, internal review of the methodology and results, and validation by relevant management representatives -the specific step is explained thoroughly at “Step 6: Validation process”. These processes aim to ensure consistency, accuracy and reliability of the assessment and the appropriate integration of sustainability considerations into the Company’s governance framework. More specifically, the Sustainability and Environmental Strategy Department, supported by the internal dedicated subject matter experts - each assigned to specific thematic areas or groups of IROs - assessed, reviewed and updated the scoring of the IROs. The Department, leveraging its in-depth understanding of the Company’s Sustainability Strategy, ensured that each IRO was evaluated consistently and accurately in line with the defined materiality criteria. The subject matter experts’ involvement was crucial to ensure the accuracy and relevance of the scoring. The scoring of IROs was conducted in alignment with the guidelines outlined in CSRD and the principles set out in ESRS 1 and ESRS 2 . Once the IROs were identified, documented, and validated, the next step involved assigning scores based on their materiality. This process allowed the Company to differentiate between impact materiality (how sustainability issues affect or could affect people and the environment) and financial materiality (how sustainability issues could affect the Company’s value creation and financial performance). The process integrated a double materiality perspective, ensuring a comprehensive approach to assessing sustainability matters. Impact Materiality scoring analysis The impact materiality assessment focused on how sustainability matters affect or could affect external stakeholders, including communities, contractors, customers, and the environment. For the DMA validation process, the Sustainability and Environmental Strategy Department took into consideration the regular meetings and ongoing dialogue held throughout the year with relevant subject-matter experts (such as the HR Department, CSR & PR Department, Procurement Department, Commercial Department, Legal & Compliance Department, and Risk Department). These interactions provided valuable insights and contributed meaningfully to the completion of the assessment. Scoring these impacts involved an evaluation of four key parameters: Scale, Scope, Irreversibility (only for negative impacts), and Likelihood (only for potential impacts). The scale of the impacts was evaluated considering the impact’s significance and duration while the scope was evaluated by examining the stakeholder 73
groups and geographic regions that could be affected. For the scoring process, the time horizons defined by the ESRS were applied only to potential impacts, since actual impacts are already occurring. Potential impacts are assessed within the reasonably expected time horizons during which they are likely to occur. Each impact was assessed using a five-level scoring scale applied consistently across all assessment criteria: • Very Low = 1 • Low = 2 • Moderate = 3 • High = 4 • Substantial = 5 Scale This parameter assessed how grave the negative impact is or how beneficial the positive impact is for people or the environment, which was often the most subjective part of the scoring process and required careful evaluation based on the Company’s expertise and operational context. It was divided into the following categories: • Substantial: The impact reshapes conditions across one or more ESG pillars, driving profound change to societal well-being, ecological balance, or economic systems. It may transform livelihoods, biodiversity, or markets at a structural level, requiring immediate and coordinated strategic action. • High: The impact generates major consequences within at least one ESG pillar and/or measurable effects in others. It significantly alters environmental quality, social cohesion, or economic performance across wide regions or sectors, demanding sustained governance and cross-disciplinary management. • Moderate: The impact causes clearly recognizable positive or negative outcomes within a defined ESG area, such as local community welfare, a sensitive ecosystem, or a key industry segment. The effects are notable yet containable through targeted policies, operational measures, or community engagement. • Low: The impact is perceptible but moderate, influencing specific Company’s, habitats, or markets without broader systemic repercussions. It may trigger local behavioral or environmental changes that can be effectively addressed through focused mitigation or adaptation efforts. • Very Low: The impact is barely detectable across ESG dimensions, producing no significant change in environmental, social, or economic conditions. It can be managed through routine practices without the need for special intervention or additional oversight. Scope This parameter evaluated how widespread the negative or positive impacts are: 74
• Substantial: The impact covers all countries where the company operates or exports, representing a pan-European or Mediterranean scope. It affects a wide number of stakeholders (employees, suppliers, customers, communities, regulators) across the full value chain. • High: The impact affects operations or stakeholders across a significant part of the country, often linked to the company’s main operational or production footprint. It influences a broader and diverse set of stakeholders and requires coordination across multiple functions or business units at national level. • Moderate: The impact spans two neighbouring regions within the country. It affects a wide range of stakeholders across different geographic contexts. This level of impact reflects increased complexity and typically necessitates harmonised policies, processes, and governance structures. • Low: The impact extends beyond a single site and affects multiple facilities or activities within one prefecture. While broader than a local impact, it can still be addressed through targeted, prefectural-level or departmental management actions. • Very Low: The impact is limited to a single facility, office, or site, with minimal environmental or social influence beyond its immediate surroundings. It may involve a small number of stakeholders and can be managed directly at site level. Irreversibility (only for negative impacts) This parameter evaluated the extent to which the negative impact could be reversed or mitigated: • Substantial: Impact is irreversible, causing permanent changes to the environment, society, or economy. Requires immediate intervention to prevent or minimize lasting effects. • High: Impact is difficult to reverse, with long-term consequences that may require extensive efforts to mitigate or partially restore. • Moderate: Impact is partially reversible, with moderate efforts required for recovery or mitigation over time. • Low: Impact is easily reversible, with minimal effort needed to restore conditions to their previous state. • Very Low: Very low irreversibility in impact, almost like this criterion is not applicable to the context. Likelihood (only for potential impacts) This parameter assessed the probability of a potential impact occurring: • Substantial: Very high likelihood of occurrence; almost certain to happen. Proactive measures are essential to manage expected impact. • High: High likelihood of occurrence; probable under normal circumstances. Requires active management and mitigation. 75
• Moderate: Moderate likelihood; may occur occasionally. Regular monitoring and preparedness are recommended. • Low: Low likelihood; unlikely to occur but possible. Minimal preparation or monitoring is needed. • Very Low: Very low likelihood of occurrence, almost like this criterion is not applicable to the context. Financial Materiality scoring analysis Financial materiality assesses the risk and opportunities that could affect the ThPA S.A.’s financial position and value creation, and they may derive from impacts, dependencies, or other risk factors such as exposure to climate hazards, regulatory changes etc. The scoring process assessed the magnitude and likelihood of financial outcomes and also considered the timing of when these benefits or losses might materialize. The time horizons considered for Financial Materiality were those required by the ESRS and were aligned with the time horizons used for Impact Materiality. It is worth noting that for climate change adaptation, the identification and assessment of relevant risks and opportunities was informed by the Company’s climate risk assessment, which was conducted in parallel with the validation of the Double Materiality Assessment. Upon completion, its outcomes were incorporated into the Double Materiality Assessment to ensure consistency and robustness of climate-related disclosures. In evaluating financial materiality, key parameters were considered: Magnitude and Likelihood. These factors, align with the Company's Enterprise Risk Management (ERM) framework, provided a comprehensive view of how sustainability matters could impact ThPA S.A.’s financial health. Each risk or opportunity was assessed using a five-level scoring scale applied consistently across both assessment criteria: • Very Low = 1 • Low = 2 • Moderate = 3 • High = 4 • Substantial = 5 Magnitude The potential magnitude highlights the size of financial effects for risks and opportunities in shaping the Company’s financial health. • Substantial: Severe financial impact e.g. due to regulatory non-compliance, including major fines, lawsuits, potential management prosecution, as well as due to revenues, cashflow etc. Immediate action is essential to prevent significant operational and reputational harm. 76
• High: Significant financial strain e.g. from regulatory issues, with considerable penalties or legal challenges, as well as from revenues, cashflows etc. Requires dedicated resources for compliance management to avoid escalation. • Moderate: Noticeable financial impact e.g. from regulatory or legal issues, with manageable penalties or legal costs, as well as from revenues, cashflows etc. Active compliance efforts are recommended to prevent recurring costs. • Low: Minimal financial impact e.g. from minor compliance issues or regulatory adjustments, as well as from revenues or cashflows etc. Routine compliance monitoring is sufficient. • Very Low: Very low relevant e.g. regulatory, legal, as well as revenues or cashflows etc. impact, almost like this criterion is not applicable to the context. Likelihood of occurrence The likelihood of occurrence refers to the probability that sustainability-related activities or decisions will yield a positive or negative financial impact. This likelihood is influenced by various factors, including market trends, regulatory changes, environmental impacts, and social dynamics. The higher the likelihood, the more certain it is that the Company will experience a financial benefit or loss as a consequence of its sustainability actions. In assessing the effects, impacts are treated as if they have already occurred, while the likelihood considers how realistic it is that these impacts will materialize. • Substantial: Very high likelihood of occurrence; almost certain to happen. • High: High likelihood of occurrence; likely to happen under normal conditions. • Moderate: Moderate likelihood; may occur occasionally. • Low: Low likelihood; unlikely to occur, but still possible. • Very Low: Very low likelihood of occurrence, or the criterion is not applicable to the context. Time frame - Certainty Each potential, material financial risk or opportunity was also assessed based on the expected time frame in which the financial outcome would manifest (for classification purposes): • Short-term: ThPA S.A. expects to realize the financial impact within one year after the reporting period. • Mid-term: The financial impact is expected to occur within one to five years after the reporting period. • Long-term: The financial impact is likely to materialize over a period of five to ten years following the reporting period. Step 4: External Stakeholder Engagement ThPA S.A. maintains ongoing dialogue and engagement with its stakeholders to support continuous communication and responsiveness to emerging concerns. As part of the initial Double Materiality Assessment 77
conducted in the prior year, an external stakeholder engagement process, including a questionnaire, was carried out for the first time to identify relevant IROs. For the current reporting year, which focuses on the validation and refinement of the previously identified IROs, the Company deemed it not necessary to repeat the external stakeholder analysis, relying instead on the outcomes of the prior engagement and ongoing interactions with key stakeholders. Step 5: Determination of Material Topics Setting thresholds In order to assess the materiality of impacts, risks and opportunities, and identify ThPA S.A.’s material topics, a defined quantitative threshold was applied to the final scores resulting from the IRO assessment. The threshold was set at a value equal to or higher than the median of the assessed scores and was applied consistently for both impact materiality and financial materiality. Final material matters and results Impacts, risks and opportunities with final scores equal to or exceeding this threshold were classified as material, while those below the threshold were considered not material. Any matters determined to be non- material at this stage or that have been omitted from the beginning of the assessment, were assessed and excluded based on the thresholding approach above or their limited relevance to the Company’s business model, activities in FY2025 and the sector respectively. Materiality of information Once the Company has identified the material matters, it then assessed the information to be reported for each material matter based on the materiality of information (ESRS 1). The approach to the materiality of information, applied at a more granular level, i.e., to the Disclosure Requirement or the datapoint level based on the ESRS recommendations. Step 6: Validation Process The identified Impacts, Risks and Opportunities were reviewed and validated through structured workshops held in collaboration with the relevant internal departments, with the objective of confirming the accuracy, completeness and internal consistency of the assessment outcomes, as well as their alignment with ThPA’s strategic priorities and long-term objectives. The DMA validation process involved a thorough review of the key findings, reinforcing accountability and strategic coherence while ensuring alignment with the Company’s sustainability objectives. After the validation process had been completed, the outcomes subsequently submitted for review and approval by top management, ensuring management-level oversight and endorsement of the results. This process supports the integration of material sustainability matters into the Company’s Sustainability Statement. [IRO-1 53 a] [IRO-1 53 b, b(i), b(ii), b(iii), b(iv)] [IRO-1 53 c, c(i), c(ii), c(iii)] [IRO-1 53 d], [IRO-53 e] [IRO- 1 53 f] [IRO-1 53 g] [IRO-1 53 h] 78
Description of the processes to identify and assess material climate-related impacts, risks and opportunities [E1 – IRO-1] ThPA S.A. has established a structured process to identify and assess climate-related impacts, risks and opportunities across its own operations and the upstream and downstream value chain. The process integrates climate-related scenario analysis and considers short-, medium- and long-term time horizons, defined as short- term: 2025, medium-term: 2026–2030 and long-term: 2031-2050. As part of its Double Materiality Assessment, ThPA S.A. screened its activities and identified actual and potential sources of greenhouse gas (GHG) emissions across its operations and value chain, including emissions associated with port operations, energy consumption, infrastructure, and interactions with shipping traffic and tenants. This screening informed the assessment of the Company’s actual and potential impacts on climate change through its total GHG emissions, in line with ESRS E1-6. The results of this screening and assessment were used to confirm the materiality of climate change from an impact perspective and to ensure consistency between the Climate Risk Assessment and the Double Materiality Assessment outcomes. [E1 IRO-1 20a, AR 9] Climate-related physical risks ThPA S.A. identified and assessed climate-related physical risks affecting its own operations and the upstream and downstream value chain through a Climate Risk Assessment combining hazard identification with exposure and vulnerability analysis. Climate-related hazards were identified over the short-, medium- and long-term, considering acute and chronic physical risks relevant to port operations and coastal infrastructure. More specifically, the material climate hazards identified included: heat stress, sea level rise, coastal flood, storms (including blizzards, dust and sandstorms) and heatwave. The time horizons used in the assessment were not linked to the expected lifetime of the Company’s assets, strategic planning horizons and capital allocation plans but followed the ESRS definition. The identification of hazards and the assessment of exposure and sensitivity were informed by the IPCC-aligned high-emissions climate scenario SSP5-8.5, and relevant regional climate projections. Exposure and sensitivity assessments considered the extent to which ThPA S.A.’s assets and business activities may be affected by identified hazards, taking into account asset characteristics, location-specific factors, and operational dependencies along the value chain. Likelihood, magnitude and duration as well as the geospatial coordinates specific to the Company’s location and supply chains were assessed within the Climate Risk Assessment process. Physical risks were qualitatively prioritized using a low, medium, high scale to support internal understanding and comparison across time horizons. [E1 IRO-1 20 b, AR 11] The results of the Climate risk assessment concerning physical risks are summarized and illustrated in the table below: Assessment results Name Scenario Category Subcategory Hazard Short- Medium- Long- term term term 79
(2025) (2026- (2031- 2030) 2050) Heat High High High wave Adverse weather Coastal Acute High High High events flood High emission Storms High High High scenario: SSP5- Physical 8.5 Sea level High High High Long-term rise changes in Chronic Heat climate High High High stress Heat High High High wave Adverse weather Coastal Acute High High High events flood Net Zero emission Storms High High High Physical scenario: SSP1-2.6 Sea level High High High Long-term rise changes in Chronic Heat climate High High High stress ThPA’s physical risk profile is structurally high and site-concentrated, as assets co-located in a single port area mean that hazards map to the same footprint and produce systemic exposure. Heat hazards are persistently material, with heat wave and heat stress rated High across all horizons and both scenarios, supporting immediate prioritization of worker safety, operational continuity, and heat-resilient infrastructure and equipment. Coastal hazards are consistently High, with coastal flood and sea level rise remaining High throughout, indicating long-duration exposure that requires coastal protection, drainage and defense measures, elevation and hardening of critical assets, and comprehensive emergency response planning. Storm risk remains High across horizons, reinforcing the need for stormwater management, business continuity planning, and maintenance and inspection programs for vulnerable assets. 80
Scenario divergence is real but not visible in the colors: SSP5-8.5 typically intensifies underlying indicators, while SSP1-2.6 stabilizes or partly eases them; however, the categorical outcome remains High due to thresholding and already-high baseline exposure. Climate-related transition risks and opportunities Climate-related transition risks and opportunities were identified and assessed across ThPA S.A.’s operations and value chain by screening relevant transition events over the short-, medium- and long-term, including policy & legal, technological, market and reputational drivers associated with the transition to a low-carbon economy. The identification and assessment of transition risks and opportunities were informed by climate-related scenario analysis considering a scenario aligned with limiting global warming to 1.5°C with no or limited overshoot, the IPCC-aligned SSP1-2.6. Exposure and sensitivity of assets and business activities to identified transition events were assessed qualitatively, taking into account their likelihood, magnitude and duration, and prioritized using a low, medium, high scale. The climate risk assessment also identified climate-related opportunities, including opportunities linked to adaptation measures, enhanced resilience of port infrastructure, and the evolution of services supporting decarbonization of maritime transport. It is worth noting that the Company has not identified assets and business activities that are incompatible with or need significant efforts to be compatible with a transition to a climate-neutral economy (for example, due to significant locked-in GHG emissions or incompatibility with the requirements for Taxonomy-alignment. [E1 IRO-1 20 c, AR 12] The results of the Climate risk assessment concerning transition risks and opportunities are summarized and illustrated in the table below: Type Name Subcategory Assessment results Short-term Medium-term Long-term Transition risks/opportunities 2025 (2026-2030) (2031-2050) Adapting services Risk Policy & Legal Low Medium High and infrastructure Rising electricity Risk Market High High Medium and fuel cost 81
Technology Risk Technology Low Medium High transition On-site renewable Opportunity Energy source Medium High Medium energy generation Electrify port Resource Opportunity Medium High Medium infrastructure efficiency Opportunity Clean energy hubs Markets Low Medium High Optimize terminal Opportunity operations & Markets Medium High High digitalization Short-term exposure is dominated by energy price volatility, as rising electricity and fuel cost remains High through 2030, making energy procurement, efficiency, and operational flexibility immediate priorities. Medium- to-long-term risk shifts to structural capex and compliance readiness, with adapting services and infrastructure and technology transition both reaching High in 2031–2050, signaling that delayed investment can crystallize into higher long-term exposure. The highest opportunity is operational optimization and digitalization, which is High from 2026 onward, improving throughput, energy intensity, and resilience while lowering operating cost sensitivity. Electrification and on-site renewables are near-term scalable levers, as both are High in 2026–2030, supporting a roadmap focused on electrified equipment, shore power readiness, and local generation where feasible. Clean energy hubs are a long-term growth option, with the opportunity becoming High in 2031–2050, suggesting a phased approach—feasibility now, partnerships and permitting next, and deployment when demand and regulation mature. Use of climate-related scenario analysis Climate-related scenario analysis was applied to inform the identification and assessment of physical risks, transition risks and opportunities across all time horizons. The scenarios used are aligned with state-of-the-art climate science and reflect a range of plausible futures, including a low-emissions transition pathway (SSP1- 2.6) and a high-emissions pathway associated with elevated physical climate risks (SSP5-8.5), with endpoints 82
extending to 2050. The Net zero transition scenario (SSP1-2.6) scenario reflects global decarbonization efforts to achieve the goals of the Paris Agreement. It captures pathways to net zero emissions that are consistent with the long-term goal of limiting the increase in global average temperature to well below 2°C and, where possible, close to 1.5°C compared to pre-industrial levels. In this context, 2050 serves as a key milestone for achieving net zero globally, while the temperature limits relate to the overall evolution and stabilization of warming within the 21st century. To assess transition risks (e.g., policies, carbon prices, technology), the NGFS Net Zero 2050, NGFS Low Demand, and IEA Net Zero Emissions by 2050 (NZE2050) scenarios were used as references. The IPCC SSP1-2.6 climate scenario (~1.7°C by mid-century, 2041–2060, proxy for 2050; ~1.8°C by 2100, 2081–2100). The high emissions scenario represents a world of very limited climate action and high emissions, where emissions continue to rise and natural climate hazards intensify. This scenario was used exclusively for the assessment of natural hazards, based on the IPCC SSP5-8.5 climate scenario, which corresponds to significantly higher future warming and, consequently, to a higher frequency/intensity of extreme events and worsening chronic trends. Indicatively, the increase in global average temperature is estimated at approximately ~2.4°C by the middle of the century (2041–2060, proxy for 2050) and ~4.4°C by 2100 (2081–2100). The assumptions based on these scenarios are based on the projections of the Intergovernmental Panel on Climate Change (IPCC), the Network for Greening the Financial System (NGFS), and the International Energy Agency (IEA), and are aligned with the latest scientific knowledge. In addition, data from platforms and initiatives such as Copernicus, Aqueduct, and ISIMIP, as well as other sources, to analyze climate data projections and model the impact of risks on the locations of ThPA S.A.’s assets under different climate scenarios. The assessment for 2025 incorporates advanced global and regional climate datasets (CMIP6, EURO- CORDEX, ERA5 / ERA5-Land, ISIMIP, AR6 projections, and national datasets from the Ministry of Environment and Energy). All indicators were harmonized to a common spatial resolution of approximately 10–12.5 km, allowing for consistent characterization of risks at the asset level for all risks, scenarios, and time horizons. This range of scenarios was considered sufficient to capture ThPA S.A.’s key uncertainties related to both transition and physical climate risks as it covers both extreme outcomes relating to climate change and assists the Company to even make strategic decisions based on the results. The climate scenarios applied are based on the IPCC SSPs, which represent state-of-the-art climate science and are widely used for climate risk and resilience assessments. Key forces and drivers considered across the scenarios included climate-related public policy and regulatory developments, macroeconomic trends, energy consumption patterns and energy mix evolution, technological developments in the maritime and port sectors, and the frequency and severity of climate-related physical hazards. The assessment of physical climate-related risks was informed by location- specific information relevant to ThPA S.A.’s assets and surrounding coastal areas, while recognising limitations in data granularity. Key constraints of the scenario analysis include uncertainties inherent in long-term climate projections and the availability of geospatially detailed data across the full upstream and downstream value chain. Climate-related assumptions derived from scenario analysis have not yet been incorporated into ThPA S.A.’s financial statements. Accordingly, no alignment assessment between climate scenarios and financial statement assumptions has been performed at this stage. [E1 IRO-1 21, AR 13, 15] 83
The climate risk assessment was conducted in collaboration with the Sustainability & Environmental Strategy Department. The results are intended to inform management decision-making and strategic considerations. Description of the processes to identify and assess material pollution-related impacts, risks and opportunities [E2 IRO-1] ThPA S.A. identifies pollution-related impacts, risks and opportunities through a structured screening during the Double Materiality Assessment (DMA) validation process covering its site locations, core port and logistics activities, and relevant upstream and downstream value chain activities. Both actual and potential impacts, risks and opportunities associated with the Company’s operations were assessed, including all sources of pollution from vessels, cargo-handling equipment and vehicle traffic in the port. However, it is worth noting that ThPA S.A is responsible only for its own emissions and those of third- parties do not fall under its boundary of responsibility. The assessment concluded that the only material pollution-related impact relates to air emissions from vessels, cargo-handling equipment and vehicle traffic, which release nitrogen oxides (NOx), sulphur oxides (SOx), particulate matter (dust) and volatile organic compounds (VOCs), affecting local air quality. No material risks or opportunities were identified. The screening relied on the Company’s internal operations and emissions data. Assumptions applied in the screening included the geographic concentration of operations within the port area, the nature of activities conducted, and its operations did not appear to significantly emit water and soil pollutants compared to air pollutants. No dedicated quantitative modelling tools were used at the screening stage; however, the assessment was supported by existing environmental monitoring data and compliance records where available. The screening also considered the full spectrum of upstream and downstream activities, focusing on third-party operations occurring within the port area that are directly linked to the Company’s activities, particularly vessel calls and cargo handling, since those activities relate closely to pollution pathways. [E2 11 a] As part of its stakeholder engagement, ThPA S.A. has not conducted specific consultations on aspects of pollution-related impacts. However, potential impacts regarding air quality on surrounding communities are informed through ongoing engagement with local authorities, regulatory bodies and established grievance and communication mechanisms as part of the Company's stakeholder engagement strategy. Throughout this reporting period, no serious pollution-related concerns have been reported or raised by any of the stakeholders identified. [E2 11 b] Description of the processes to identify and assess material water and marine resources -related impacts, risks and opportunities [E3 IRO-1] ThPA S.A. conducted a validation of its 2024 Double Materiality Assessment (DMA). In 2024 the Company’s assets and activities were screened with the intention of determining and evaluating actual and potential impacts, risks and opportunities related to water and marine resources, across its value chain. In this reporting year (2025), ThPA S.A. through its DMA validation, reassessed its Impacts, Risks & Opportunities (IROs) as well as the screening of its activities in order to make sure the results fully and adequately reflect the Company’s current state. The Company has identified that water discharges arising from its operations, even in limited quantities, may contribute to the degradation of local water quality and marine ecosystems. Given the nature of port operations 84
and proximity to the marine environment, such discharges may originate from stormwater runoff, operational wastewater, vessel-related activities or accidental spillages, potentially affecting marine biodiversity and ecological balance in the surrounding maritime area. To detect any potential threats to marine ecosystems from water discharges, the Company conducts routine assessments of its operations and the surrounding environment. Seawater quality is monitored every six months as part of the environmental monitoring process. To manage impacts associated with marine resources, the Company implements a structured environmental management framework aimed at preventing, reducing and monitoring water discharges. The framework includes compliance with applicable environmental legislation and permit conditions, the operation and maintenance of wastewater systems, and the implementation of pollution prevention procedures. Specific measures include inspection and maintenance of infrastructure, monitoring of discharge where required, spill prevention and response procedures and established emergency response plans, and controls over hazardous substances handling and storage. In addition, contractors and port users are required to comply with environmental protection requirements, including obligations related to wastewater management and pollution prevention. ThPA S.A. also utilizes well-established frameworks, such as environmental impact assessments. Through its ongoing cooperation with the Harbor Master, particularly in the development and implementation of water protection strategies, opportunities for improvement are explored. Regarding the current reporting year ThPA S.A. has not consulted with key stakeholders, as part of its commitment to promote sustainable practices, concerning water and marine resources. In the context of its 2024 DMA, an external survey was developed by the Company to gather the views of affected stakeholders on material sustainability topics, such as water and marine resources. However, no such consultations were designed to reoccur within the reporting year. [E3 8 a, b] Description of processes to identify and assess material biodiversity and ecosystem-related impacts, risks and opportunities [E4 IRO-1] During the current reporting period, ThPA S.A. assessed biodiversity and ecosystem-related impacts, risks and opportunities as part of its Double Materiality Assessment (DMA) validation process. This process focused on validating the continued relevance of identified topics, considering any changes in operational activities, regulatory developments and stakeholder expectations. The assessment included a review of the Company’s operations, particularly port-related activities that may interact with the surrounding marine and coastal environment, as well as a screening of potential dependencies and impacts on biodiversity and ecosystems. Inputs to the assessment were derived from available environmental monitoring data, applicable regulatory requirements, and sector-specific considerations. Based on this validation process, biodiversity and ecosystems were not identified as a material topic for the current reporting period, as the potential impacts and associated risks were assessed as limited in scale and/or adequately managed through existing environmental management practices. Therefore, no further detailed disclosures under ESRS E4 are provided. ThPA S.A. will continue to periodically review biodiversity-related aspects as part of its materiality assessment and will reassess their significance in case of changes in operations, regulatory context or stakeholder expectations. [E4 - IRO-1 17, 19] 85
Description of the processes to identify and assess material resource use and circular economy- related impacts, risks and opportunities [E5 IRO-1] ThPA S.A. conducted a validation of its 2024 Double Materiality Assessment (DMA). In 2024 the Company’s assets and activities were screened with the intention of determining and evaluating actual and potential impacts, risks and opportunities related to resource use and circular economy, across its value chain. Through the DMA process, the Company considered various assumptions, including regulatory compliance and goals for long-term environmental sustainability. In this reporting year (2025), ThPA S.A. through its DMA validation, reassessed its Impacts, Risks & Opportunities (IROs) considering the aforementioned assumptions as well as the screening of its activities in order to make sure the results fully and adequately reflect the Company’s current state. The results of the DMA guide the Company's decisions regarding its sustainability-related issues. ThPA S.A. implements a comprehensive waste management approach to systematically assess and manage waste-related impacts across its operations and value chain. Through its Port Waste Management Plan, the Company evaluates waste generation, recycling, reuse and disposal processes. Key factors such as waste type, volume, disposal methods, resource recovery potential and compliance with local, national and EU regulations are considered (e.g. Directive 2008/98/EC - Waste Framework Directive - of the European Parliament and of the Council which is also embedded in national regulations). The implementation of waste registration and monitoring systems identifies areas where significant quantities of waste are generated and provides opportunities for reduction or recycling. ThPA S.A. manages all ship waste that is delivered to its facilities according to a Ship-waste and cargo residues management plan in collaboration with two licensed contractors that were selected based on open tenders according to the provisions of EU Regulation 352/2017. [E5 11 a] ThPA S.A. has consulted with key stakeholders, as part of its commitment to promote sustainable practices, concerning circular economy. By means of an external stakeholder questionnaire in 2024, the Company surveyed affected communities for their views on material sustainability topics, such as circular economy. The questionnaire focused on the Company’s operations and services and the ways they relate to and affect circular economy and more specifically waste reduction and management. Those consultations were designed to ensure that concerns and insights from stakeholders, including communities directly impacted, were considered in the assessment of impacts, risks and opportunities regarding circular economy practices by ThPA S.A. [E5 11 b] Description of the processes to identify and assess material impacts, risks and opportunities [G1 IRO-1] ThPA S.A. identifies material impacts, risks, and opportunities (IROs) related to business conduct by following a structured process that incorporates location, activity, sector and transaction structure. These criteria are applied as part of the Company’s process of identifying and assessing material impacts, risks and opportunities related to business conduct. The Company targets regional growth through partnerships with local businesses and SMEs mainly in Thessaloniki and Central Macedonia. Geographic location is therefore considered in assessing potential governance, ethical and compliance-related risks and opportunities. The Company also screens its port and logistics activities as well as related operational and commercial processes for governance- related issues such as corporate culture, prevention of corruption, management of supplier relationships, and protection of whistleblowers. As part of the port and logistics sector, ThPA S.A. aligns its practices with industry- specific risks and opportunities, embedding governance principles into transaction frameworks such as supplier 86
contracts to promote ethical practices, ensure compliance with ESG standards and mitigate financial and operational risks. This thorough approach ensures that ThPA S.A. effectively addresses material impacts and risks, while leveraging opportunities to align its business conduct with ethical practices, strategic goals and sustainable development. [G1 6] IRO-2 – Disclosure requirements in ESRS covered by the undertaking’s sustainability statement The tables below outline all ESRS disclosure requirements from ESRS 2 and the eight relevant topical standards that are material to ThPA S.A. and have shaped the preparation of its sustainability statements. Disclosure requirements for topical standards E4 and S2 are excluded, as these fall below our materiality thresholds. The tables serve as a guide to locate information on specific disclosure requirements within the sustainability statement. In cases where ThPA S.A. does not yet have any information related to a disclosure requirement, no reference is made. Cross-cutting standards Section/ report Disclosure requirements ESRS 2 General Disclosures General basis for preparation of the BP-1 - General basis for preparation of the BP-1 sustainability statement sustainability statement BP-2 - Disclosures in relation to specific Disclosures in relation to specific circumstances circumstances BP-2 BP-2 - Disclosures in relation to specific Datapoints that derive from other EU legislation circumstances The role of the administrative, management and GOV-1 - The role of the administrative, GOV-1 supervisory bodies management and supervisory bodies Information provided to and sustainability GOV-2 – Information provided to and matters addressed by the undertaking’s sustainability matters addressed by the GOV-2 administrative, management and supervisory undertaking’s administrative, management and bodies supervisory bodies Integration of sustainability-related performance GOV-3 - Integration of sustainability-related GOV-3 in incentive schemes performance in incentive schemes 87
GOV-4 - Statement on sustainability due GOV-4 Statement on sustainability due diligence diligence Risk management and internal controls over GOV-5 - Risk management and internal controls GOV-5 sustainability reporting over sustainability reporting Strategy, business model and value chain SBM-1 - Strategy, business model and value (products, markets, customers) chain Strategy, business model and value chain SBM-1 - Strategy, business model and value SBM-1 (headcount by country) chain Strategy, business model and value chain SBM-1 - Strategy, business model and value (breakdown of revenue) chain SBM-2 Interests and views of stakeholders SBM-2 - Interests and views of stakeholders Material impacts, risks and opportunities and SBM-3 - Material impacts, risks and opportunities SBM-3 their interaction with strategy and business and their interaction with strategy and business model model Description of the process to identify and assess IRO-1 - Description of the process to identify and IRO-1 material impacts, risks, and opportunities assess material impacts, risks, and opportunities Disclosure requirements in ESRS covered by the IRO-2 - Disclosure requirements in ESRS covered IRO-2 undertaking’s sustainability statement by the undertaking’s sustainability statement Environmental Standards Section/ report Disclosure requirements ESRS E1 Climate Change ESRS 2, Integration of sustainability-related GOV-3 - Integration of sustainability-related GOV-3 performance in incentive schemes performance in incentive schemes 88
E1-1 - Transition plan for climate change E1-1 Transition plan for climate change mitigation mitigation Material impacts, risks and opportunities, and SBM-3 - Material impacts, risks and ESRS 2, their interaction with strategy and business opportunities, and their interaction with strategy SBM-3 model and business model Description of the processes to identify and IRO-1 - Description of the process to identify and ESRS 2, assess material climate related impacts, risks, assess material climate related material IRO-1 and opportunities impacts, risks, and opportunities Policies related to climate change mitigation E1-2 - Policies related to climate change E1-2 and adaptation mitigation and adaptation Actions and resources in relation to climate E1-3 - Actions and resources in relation to climate E1-3 change policies change policies Targets related to climate change mitigation E1-4 - Targets related to climate change E1-4 and adaptation mitigation and adaptation E1-5 Energy consumption and mix E1-5 - Energy consumption and mix E1-6 - Gross Scopes 1, 2, 3 and total GHG E1-6 Gross Scopes 1, 2, 3 and total GHG emissions emissions Environmental Standards Section/ report Disclosure requirements ESRS E2 Pollution Description of the processes to identify and IRO-1 - Description of the process to identify and ESRS 2 assess material pollution-related impacts, risks, assess pollution-related material impacts, risks, IRO-1 and opportunities and opportunities E2-1 Policies related to pollution E2-1 - Policies related to pollution E2-2 Actions and resources related to pollution E2-2 - Actions and resources related to pollution 89
E2-3 Targets related to pollution E2-3 - Targets related to pollution E2-4 Pollution of air, water and soil E2-4 - Pollution of air, water and soil Environmental Standards Section/ report Disclosure requirements ESRS E3 Water and marine resources Description of the processes to identify and IRO-1 - Description of the processes to identify ESRS 2 assess material water and marine resources - and assess material water and marine resources IRO-1 related impacts, risks and opportunities -related impacts, risks and opportunities E3-1 - Policies related to water and marine E3-1 Policies related to water and marine resources resources Actions and resources related to marine E3-2 - Actions and resources related to marine E3-2 resources resources E3-3 - Targets related to water and marine E3-3 Targets related to water and marine resources resources E3-4 Water consumption E3-4 - Water consumption Environmental Standards Section/ report Disclosure requirements ESRS E5 Resource use and circular economy Description of the processes to identify and IRO-1 - Description of the process to identify and ESRS 2, assess material resource use and circular assess material resource use and circular IRO-1 economy-related impacts, risks, and economy-related impacts, risks, and opportunities opportunities Policies related to resource use and circular E5-1 - Policies related to resource use and E5-1 economy circular economy 90
Actions and resources related to resource use E5-2 - Actions and resources related to resource E5-2 and circular economy use and circular economy Targets related to resource use and circular E5-3 - Targets related to resource use and E5-3 economy circular economy E5-5 Resource outflows E5-5 - Resource outflows Social Standards Section/ report Disclosure requirements ESRS S1 Own Workforce ESRS 2, Interests and views of stakeholders SBM-2 – Interests and views of stakeholders SBM-2 SBM-3 – Material impacts, risks and ESRS 2, Material impacts, risks and opportunities and their opportunities and their interaction with strategy SBM-3 interaction with strategy and business model and business model S1-1 Policies related to own workforce S1-1 – Policies related to own workforce Processes for engaging with own workers and S1-2 – Processes for engaging with own workers S1-2 workers’ representatives about impacts and workers’ representatives about impacts Processes to remediate negative impacts and S1-3 – Processes to remediate negative impacts S1-3 channels for own workers to raise concerns and channels for own workers to raise concerns Taking action on material impacts on own workforce, and approaches to mitigating material risks and pursuing material opportunities related S1-4 S1-4 Actions to own workforce, and effectiveness of those actions Targets related to managing material negative S1-5 Targets related to managing material impacts, advancing positive impacts, and negative impacts, advancing positive impacts, S1-5 managing material risks and opportunities and managing material risks and opportunities 91
S1-6 Characteristics of the undertaking’s S1-6 Characteristics of the undertaking’s employees employees Characteristics of non-employee workers in the S1-7 Characteristics of non-employee workers S1-7 undertaking’s own workforce in the undertaking’s own workforce S1-8 Collective bargaining coverage and social S1-8 Collective bargaining coverage and social dialogue dialogue S1-9 Diversity metrics S1-9 Diversity metrics S1-10 Adequate wages S1-10 Adequate wages S1-11 Social Protection S1-11 Social Protection S1-12 Persons with disabilities S1-12 Persons with disabilities S1-13 Training and skills development metrics S1-13 Training and skills development metrics S1-14 Health and safety metrics S1-14 Health and safety metrics S1-15 Work-life balance metrics S1-15 Work-life balance metrics S1-16 Remuneration metrics (pay gap and total Remuneration metrics (pay gap and total S1-16 remuneration) remuneration) Incidents, complaints and severe human rights S1-17 Incidents, complaints and severe human S1-17 impacts rights impacts Social Standards Section/ report Disclosure requirements ESRS S3 Affected communities ESRS 2, Interests and views of stakeholders SBM-2 Interests and views of stakeholders SBM-2 SBM-3 Material impacts, risks and ESRS 2, Material impacts, risks and opportunities and their opportunities and their interaction with strategy SBM-3 interaction with strategy and business model and business model 92
S3-1 Policies related to affected communities S3-1 Policies related to affected communities Processes for engaging with affected communities S3-2 Processes for engaging with affected S3-2 about impacts communities about impacts Processes to remediate negative impacts and S3-3 Processes to remediate negative impacts channels for affected communities to raise and channels for affected communities to raise S3-3 concerns concerns Taking action on material impacts on affected S3-4 Taking action on material impacts on communities, and approaches to managing affected communities, and approaches to material risks and pursuing material opportunities managing material risks and pursuing material S3-4 related to affected communities, and opportunities related to affected communities, effectiveness of those actions and effectiveness of those actions Targets related to managing material negative S3-5 Targets related to managing material impacts, advancing positive impacts, and negative impacts, advancing positive impacts, S3-5 managing material risks and opportunities and managing material risks and opportunities Social Standards Section/ report Disclosure requirements ESRS S4 Consumers and end-users ESRS 2, SBM-2 Interests and views of Interests and views of stakeholders SBM- stakeholders 2 ESRS Material impacts, risks and opportunities SBM-3 Material impacts, risks and 2, and their interaction with strategy and opportunities and their interaction with SBM- business model strategy and business model 3 Policies related to consumers and end- S4-1 Policies related to consumers and S4-1 users end-users 93
Taking action on material impacts on S4-4 Taking action on material impacts consumers and end-users, and on consumers and end-users, and approaches to managing material risks approaches to managing material risks S4-4 and pursuing material opportunities and pursuing material opportunities related to consumers and end-users, and related to consumers and end-users, effectiveness of those actions and effectiveness of those actions Targets related to managing material S4-5 Targets related to managing negative impacts, advancing positive material negative impacts, advancing S4-5 impacts, and managing material risks and positive impacts, and managing opportunities material risks and opportunities Governance Standards Section/ report Disclosure requirements ESRS G1 Business Conduct ESRS 2, The role of the administrative, supervisory and GOV-1 The role of the administrative, GOV-1 management bodies supervisory and management bodies IRO-1 Description of the processes to identify ESRS 2, Description of the processes to identify and and assess material impacts, risks and IRO-1 assess material impacts, risks and opportunities opportunities G1-1 Business conduct policies and corporate G1-1 Business conduct policies and corporate culture culture G1-2 Management of relationships with G1-2 Management of relationships with suppliers suppliers G1-3 Prevention and detection of corruption G1-3 Prevention and detection of corruption and bribery and bribery G1-4 Incidents of corruption or bribery G1-4 Incidents of corruption or bribery G1-6 Payment practices G1-6 Payment practices 94
Datapoints that derive from other EU legislation The table below includes all the datapoints that derive from other EU legislation as listed in ESRS 2 appendix B, indicating where the data points can be found in ThPA S.A.’s report and which data points are assessed as “Not material” (NM), “Not available” (NAv) and “Not Applicable” (NA). 95
Benchmark EU Climate Section in the Disclosure Data Sustainability SFDR Pillar 3 regulation Law Statement/ Requirement point Statements | Appendix reference reference reference reference NM/NAv/NA GOV-1 The role of the administrative, ESRS 2 GOV-1 21 (d) Board's gender diversity ⃝ ⃝ supervisory and management bodies GOV-1 The role of the Percentage of board 21 (e) administrative, ESRS 2 GOV-1 members who are ⃝ supervisory and independent management bodies GOV-4 - Statement on ESRS 2 GOV-4 30 Statement on due diligence sustainability due ⃝ diligence Involvement in activities SBM-1 - Strategy, ESRS 2 SBM-1 40 (d) i related to fossil fuel ⃝ ⃝ ⃝ business model and activities value chain 96
Involvement in activities SBM-1 - Strategy, related to chemical business model and ESRS 2 SBM-1 40 (d) ii ⃝ ⃝ production value chain Involvement in activities SBM-1 - Strategy, ESRS 2 SBM-1 40 (d) iii related to controversial business model and ⃝ ⃝ weapons value chain Involvement in activities SBM-1 - Strategy, 40 (d) iv ESRS 2 SBM-1 related to cultivation and business model and ⃝ production of tobacco value chain Transition plan to reach ESRS E1-1 14 ⃝ NAv climate neutrality by 2050 Undertakings excluded ESRS E1-1 16 (g) from Paris-aligned NAv ⃝ ⃝ Benchmarks GHG emission reduction ESRS E1-4 34 ⃝ ⃝ ⃝ NAv targets Energy consumption from E1-5 Energy ESRS E1-5 38 ⃝ fossil sources consumption and mix disaggregated by sources 97
(only high climate impact sectors) Energy consumption and E1-5 Energy ESRS E1-5 37 ⃝ mix consumption and mix Energy intensity associated E1-5 Energy with activities in high ESRS E1-5 40-43 ⃝ consumption and mix climate impact sectors E1-6 Gross Scope 1, 2, Gross Scope 1, 2, 3 and ESRS E1-6 44 3 and Total GHG ⃝ ⃝ ⃝ Total GHG emissions emissions E1-6 Gross Scope 1, 2, Gross GHG emissions ESRS E1-6 53-55 3 and Total GHG ⃝ ⃝ ⃝ intensity emissions GHG removals and carbon ESRS E1-7 56 ⃝ NA credits Exposure of the benchmark ESRS E1-9 66 portfolio to climate-related Nav (phase-in) ⃝ physical risks 98
Disaggregation of monetary amounts by 66 (a); 66 acute and chronic physical ESRS E1-9 ⃝ NAv (phase-in) (c) risk; Location of significant assets at material physical risk Breakdown of the carrying value of its real estate ESRS E1-9 67 (c) NAv (phase-in) ⃝ assets by energy-efficiency classes Degree of exposure of the ESRS E1-9 69 portfolio to climate-related NAv (phase-in) ⃝ opportunities Amount of each pollutant listed in Annex II of the E- E2-4 Pollution of air, ESRS E2-4 28 ⃝ PRTR Regulation emitted to water and soil air, water, and soil E3-1 Policies related to Water and marine ESRS E3-1 9 ⃝ water and marine resources resources 99
E3-1 Policies related to water and marine ESRS E3-1 13 Dedicated policy ⃝ resources Sustainable oceans and ESRS E3-1 14 NAv ⃝ seas Total water recycled and ESRS E3-4 28 (c) ⃝ NAv reused. Total water consumption in E3-4 Water ESRS E3-4 29 m3 per net revenue on own ⃝ Consumption operations ESRS 2- SBM 3 - 16 (a) i ⃝ NM E4 ESRS 2- SBM 3 - NM 16 (b) ⃝ E4 ESRS 2- SBM 3 - NM 16 (c ⃝ E4 Sustainable land / NM agriculture practices or ESRS E4-2 24 (b) ⃝ policies 100
Sustainable oceans / seas NM ESRS E4-2 24 (c) ⃝ practices or policies Policies to address NM ESRS E4-2 24 (d) ⃝ deforestation E5-5 Resource ESRS E5-5 37 (d) Non-recycled waste ⃝ outflows Hazardous waste and E5-5 Resource ESRS E5-5 39 ⃝ radioactive waste outflows SBM-3 – S1 Material impacts, risks and ESRS 2- SBM3 - Risk of incidents of forced opportunities and their 14 (f) ⃝ S1 labor interaction with strategy and business model SBM-3 – S1 Material impacts, risks and ESRS 2- SBM3 - Risk of incidents of child opportunities and their 14 (g) ⃝ interaction with S1 labor strategy and business model 101
Human rights policy S1-1 Policies related to ESRS S1-1 20 ⃝ commitments own workforce Due diligence policies on issues addressed by the S1-1 Policies related to ESRS S1-1 21 fundamental International ⃝ own workforce Labor Organization Conventions 1 to 8 Processes and measures S1-1 Policies related to ESRS S1-1 22 for preventing trafficking in ⃝ own workforce human beings Workplace accident S1-1 Policies related to ESRS S1-1 23 prevention policy or ⃝ own workforce management system S1-3 Processes to remediate impacts and Grievance/complaints ESRS S1-3 32 (c) channels for own ⃝ handling mechanisms workers to raise concerns 102
Number of fatalities and 88 (b) S1-14 Health and number and rate of work- ESRS S1-14 ⃝ ⃝ and (c) safety metrics related accidents Number of days lost to S1-14 Health and ESRS S1-14 88 (e) injuries, accidents, ⃝ safety metrics fatalities, or illness S1-16 Remuneration ESRS S1-16 97 (a) Unadjusted gender pay gap metrics (pay gap and ⃝ ⃝ total remuneration) S1-16 Remuneration ESRS S1-16 97 (b) Excessive CEO pay ratio ⃝ metrics (pay gap and total remuneration) S1-17 Incidents, ESRS S1-17 103 (a) Incidents of discrimination complaints and severe ⃝ human rights impacts Non-respect of UNGPs on S1-17 Incidents, ESRS S1-17 104 (a) Business and Human complaints and severe ⃝ ⃝ Rights and OECD human rights impacts 103
Significant risk of child ESRS 2- SBM3 – labour or forced labour in 11 (b) ⃝ NM S2 the value chain Human rights policy ESRS S2-1 17 NM ⃝ commitments Policies related to value NM ESRS S2-1 18 ⃝ chain workers Non-respect of UNGPs on NM Business and Human ESRS S2-1 19 ⃝ ⃝ Rights principles and OECD guidelines Due diligence policies on NM issues addressed by the ESRS S2-1 19 fundamental International ⃝ Labor Organization Conventions 1 to 8 Human rights issues and NM incidents connected to its ESRS S2-4 36 ⃝ upstream and downstream value chain 104
Human rights policy S3-1 Policies related to ESRS S3-1 16 ⃝ commitments affected communities Non-respect of UNGPs on Business and Human S3-1 Policies related to ESRS S3-1 17 ⃝ ⃝ Rights, ILO principles or affected communities and OECD guidelines S3-4 Taking action on material impacts on affected communities, and approaches to managing material Human rights issues and ESRS S3-4 36 risks and pursuing ⃝ incidents material opportunities related to affected communities, and effectiveness of those actions S4-1 Policies related to Policies related to ESRS S4-1 16 ⃝ consumers and end- consumers and end-users users 105
Non-respect of UNGPs on S4-1 Policies related to Business and Human ESRS S4-1 17 ⃝ ⃝ consumers and end- Rights and OECD users guidelines S4-4 Taking action on material impacts on affected communities, and approaches to managing material Human rights issues and risks and pursuing ESRS S4-4 35 ⃝ incidents material opportunities related to consumers and end-users, and effectiveness of those actions G1-1 Business conduct United Nations Convention ESRS G1-1 §10 (b) policies and corporate ⃝ against Corruption culture G1-1 Business conduct Protection of whistle- ESRS G1-1 §10 (d) policies and corporate ⃝ blowers culture 106
Fines for violation of anti- G1-4 Incidents of corruption and anti-bribery ESRS G1-4 §24 (a) ⃝ ⃝ corruption or bribery laws Standards of anti- G1-4 Incidents of ESRS G1-4 §24 (b) ⃝ corruption and anti-bribery corruption or bribery 107
MDR-P – Policies adopted to manage material sustainability matters ThPA S.A. has established a range of policies, which are in place to prevent, mitigate and remediate actual and potential sustainability-related identified impacts, risks and opportunities. The person responsible for their implementation continuously monitors effectiveness with actions reported alongside relevant disclosures. The Table below discloses ThPA S.A.’s policies related to specific sustainability matters. 108
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments The Policy is designed to promote sustainable development through the provision of quality and environmentally friendly services and is one of the main strategic goals of ThPA S.A. In this context, ThPA S.A. has designed and implements an Environmental Management System in accordance with the requirements of the Director of International Standard ELOT EN ISO Environmental Sustainability & 14001: 2015 based on its needs and Company ISO 14001 Corporate website Environmental Policy aspirations and in accordance with Legal Strategy and Regulatory requirements of applicable National and European legislation. ThPA S.A. has adopted several commitments related to environmental protection. To ensure these commitments, ThPA S.A. continuously improves the Environmental Management System by using the following processes: 109
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments • Management Reviews • Internal Audits • Identification and evaluation of the environmental aspects of its activities and their impact • Corrective actions ThPA S.A. has decided to develop a Sustainability Policy in order to better communicate its ongoing efforts towards Non-Executive sustainability. The Sustainability Policy Chair of the BoD, also supports ThPA S.A.’s efforts to meet Sustainability Company, Local its role as a vital part of economic activity Director of N/A Corporate website Policy communities in Greece, the Balkans and Southeast Sustainability & Europe. The Company’s ambition is to Environmental create economic value and social surplus, Strategy always in accordance with the principles of sustainable development and environmental protection. The 110
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments Sustainability Strategy of the Company is based on four pillars: • Creating Sustainable Value • Environment • Society • Governance These pillars constitute the framework for all actions and initiatives related to ESG implementation throughout the Company. To support this effort, the Company is committed to adopting responsible practices, introducing due diligence mechanisms, making commitments and setting targets and KPIs. ThPA S.A., considers the ongoing energy Energy Non-Executive Company ISO 50001 Corporate website and climate crisis, the requirements of the Management Policy Chair of the BoD National and European legislation and 111
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments thus is making continuous efforts to reduce its energy footprint and the greenhouse gas emissions of its activities through various commitments such as the continuous improvement of its energy performance. The Procurement Policy sets out the terms and conditions, rules and principles governing the procurement function and procedures of ThPA S.A. The main CEO, objectives of the Policy are: All the principles of Procurement Company, European and Procurement & Corporate website • To ensure that works, goods and Regulation suppliers national Investments services procured meet the procurement law Company’s business needs and Division Director requirements in terms of quality, safety and efficiency • To achieve optimal use of ThPA S.A.’s resources and optimize the added value for the Company, in terms of cost, quality and delivery time 112
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments • To ensure transparency and effectiveness across all procurement procedures • To promote fair competition • To ensure probity and accountability for outcomes – probity means integrity and honesty, and the Company conducts its purchasing activities with the utmost probity • To provide guidance to the Company to allow consistency across all procurement activities • To prevent, adequately control and avert the risks the Company is exposed to The Company's Code of Ethics and Company, Conduct reflects the fundamental Business principles, rules, and values that establish Code of Ethics relationships, Board of Directors N/A Corporate website the framework of corporate activities and Partners, guide our behavior and practices daily. Community These rules and principles define the conduct we expect from all members of 113
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments our workforce, and how the Company engages and collaborates with customers, suppliers, consultants, and other stakeholders. ThPA S.A. (the “Company”) is committed to upholding the principles set forth in this Code, which serve as fundamental guidelines for every aspect of its activities. It is emphasized that the process of achieving business results is equally important as the results themselves. The adoption, consistent application, and adherence to high standards of conduct constitute a cornerstone of the Company’s corporate identity and operations. The Code of Ethics and Conduct, along with the related policies, regulations, and procedures, applies to all Company 114
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments personnel, regardless of hierarchical level, position, employment status or type, or area of work. It also applies to third parties entrusted with duties equivalent to those of Company personnel. Additionally, the Company expects all its external partners — including contractors, suppliers, consultants, customers, users, and other business associates — to respect and adhere to the principles and values set forth in this Code. Adherence to the values, principles, and rules of the Code is a collective obligation and shared responsibility binding on all individuals employed by or collaborating with the Company. Fundamental Principles, Values & Policies • Respect for Human Rights 115
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments • Integrity • Transparency and Accountability • Meritocracy • Safe Working Environment • Non-discrimination - Impartiality • Anti-Money Laundering Values 1. Reliability 2. Flexibility 3. Team Spirit 4. Social Responsibility 5. Technological Leadership and Innovation The Company’s objective is to treat all employees honestly and fairly, and to promote their advancement and growth. Diversity Policy Company Board of Directors N/A Corporate website The policy of THPA S.A. is to operate under fair and legal procedures of human resources management, and not to discriminate on the basis of age, race, 116
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments gender, color, ethnic origin, religious beliefs, health status, sexual preferences, political or ideological views, or other employee characteristics that are protected by laws and regulations. Employees are required to comply with all laws and regulations and to perform their work in light of the above non- discrimination principle. • The Universal This Policy reflects the commitment of Declaration of ThPA S.A. to the protection and promotion Human Rights of human rights, which are a fundamental (United Nations). parameter of Sustainable Development Human Rights Company Board of Directors • The ILO Corporate website for the Company in all its activities. The Policy Declaration on Company acknowledges that respecting Fundamental and safeguarding human rights are Principles and Rights at Work. fundamental to its ethical and responsible • The ILO Core operation, directly aligned with the values Conventions. 117
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments and principles outlined in the Company’s • The International Code of Ethics and Conduct. Covenant on Civil and Principles and Objectives: Political Rights (ICCPR). • Respect for Legality: Compliance • The with national and international legislation, International internationally recognized standards, and Covenant on guidelines for the protection of human Economic, rights. Social and Cultural Rights • Promotion of Equality and Non- (ICESCR). Discrimination: Ensuring equal • The Charter of Fundamental opportunities without discrimination on Rights of the the grounds of age, race, gender, color, European nationality, religion, health, sexual Union. • The UN Global orientation, political or ideological beliefs, Compact or other characteristics. Principles. • The UN • Protection of Employees: Safeguarding Sustainable employees’ rights by creating a work Development Goals. 118
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments environment that promotes dignity, • The UN Guiding Principles on safety, and respect. Business and Human Rights. • Awareness and Training: Providing • The OECD training and awareness programs on Guidelines for human rights protection. Multinational Enterprises. • Transparency and Accountability: • The UN Applying transparent processes and Convention on the Elimination practices that enhance accountability for of All Forms of the prevention, identification, and Discrimination management of human rights violations. Against Women (Article 11 – • Diversity and Inclusion: Implementing Employment). equality and inclusion policies aimed at • The European Convention on strengthening diversity and equality in the Human Rights. workplace and fostering a culture of open • National communication and acceptance of legislation different views. 119
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments Includes all activities related to the planning, recruitment, selection and hiring of new employees at ThPA S.A. The execution of the steps and activities that make up the overall recruitment process is aimed at attracting and recruiting staff through proper and merit-based criteria to meet the Company's requirements and to ensure the ability of new employees to Corporate intranet & Management of the meet the company's needs and help Recruitment Policy Company N/A Sustainability Company achieve its strategic objectives. At the Report same time, they aim to ensure transparency of procedures in order to strengthen the climate of trust in the company. The following steps constitute the recruitment process: • Forecasting Human Resource Needs, • Vacancy Coverage Request, • Candidate Search, 120
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments • Recruitment Application Management, • Candidate Evaluation and Selection, • Hiring This Training and Development Policy aims to outline the process for: • Identification • Analysis Training and Corporate intranet & • Planning Development Company HR Director N/A Sustainability • Implementation, and Policy Report • Evaluation of employee Training and Development programs. All employees of the Company have the right to participate in training and development programs that the company 121
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments determines they should attend, in line with its personnel training policy. This Policy contains the assessment of the risks of violence, harassment, discrimination and breach of equal opportunities at work, measures to prevent, control, limit and address such All the principles of risks and to monitor such incidents or national law behaviors, the actions that will be in place Policy to prevent regarding direct to inform and raise awareness of the staff, and combat and indirect Company HR Director Corporate intranet the rights and obligations of the violence and discrimination on employees and the Company, as well as of grounds of gender harassment the persons who exercise the managerial in harassment and right or represent the company, to the sexual harassment extent of their own responsibility, in case of such incidents are reported or actually happen. The Policy also includes the procedure for managing internal complaints about the above incidents, the 122
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments secure and easily accessible communication channels for receiving complaints. The defense of Health and Safety at work, as well as the creation and maintenance of a healthy and safe working environment, are the main priorities of Company, ThPA S.A. It is a commitment of the Occupational Suppliers & Management to provide safe and healthy Management of the Health and Safety Contractors, ISO 45001 Corporate website working conditions for the prevention of Company Consumers and Policy accidents at work and occupational end-users diseases as well as the continuous improvement of the efficiency of the Management System for Health and Safety at work. 123
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments The purpose of this Policy is to provide a general framework through which an effective System is established and implemented, which: • ensures that critical activities, support resources and interdependencies between them are identified • takes into account the results of Business Company CEO ISO 22301 Corporate website the business continuity risk Continuity Policy assessment and business impact analysis, in order to select the appropriate business continuity strategy • remains effective in achieving the objectives and meeting the requirements of business continuity, while fully in line with the requirements of the International Standard ELOT EN ISO 22301: 2019. 124
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments The Policy aims to meet the requirements of the modern business reality and ensure the ongoing improvement of its processes with a view to achieving top customer satisfaction. In this context, ThPA S.A., seeks to: • Comply with the requirements of Management of the Quality Policy Company ISO 9001 Corporate website ISO 9001:2015 Company • Comply with the applicable relevant legislation, International Codes and best practices • Provide ongoing information and training to all its employees through training programmes • Constantly improve the Quality Insurance System and the company operations This Policy establishes the concept of Conflict of Interest Company Board of Dirctors N/A Corporate website conflict of interest, the persons liable to Policy comply with the policy, as well as those 125
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments special cases where it is possible for a conflict of interest to ensue. The purpose of this Policy is to institute substantial rules which delimit the conflicts of interest within the corporate organization, in order for the competent administrative, managerial and supervisory bodies to be able to: (a) identify, evaluate, anticipate, manage, deal with or and avert similar states and, subsequently, to (b) safeguard and promote the corporate interest. The Suitability Policy for the members of the Board of Directors of the Company defines the basic principles and Suitability of BoD framework for the selection, renewal of Company Board of Directors N/A Corporate website Members Policy the term of office and replacement of the members of the BoD, as well as the criteria set for that purpose. 126
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments The objective of the Remuneration Policy is to maximize the value of the Company by enhancing and adopting procedures of continuous improvement, evolution, high performance & commitment, taking into account all parties involved, being thus in line with and contributing to the Board of Directors, Company’s business strategy. It aims to Remuneration attract and retain highly qualified Company N/A Corporate website Remuneration Policy executives from the international market. Committee Moreover, it helps prevent or minimize conflict of interest situations and promotes sound and effective risk management while discouraging excessive risk taking, as long as pay is not related to achieving excessive profits but to the firm's steady growth path. Risk Management The purpose of the Risk Management Company Board of Directors, N/A Corporate intranet Policy Policy is to establish the framework under 127
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments which the Company can identify, assess Risk Management and manage the risks associated with its Unit and Risk activities, processes and operating Management systems. More specifically, the Risk Officer Management Policy of the Company aims at: • Aligning its risk management strategy with the strategic goals of the Board of Directors. • Establishing unified risk management procedures. • Minimizing the level of possible and/or actual losses associated with the following risk categories: 1. Business Continuity 2. Information Security & Resilience 3. Reputation & Credibility 4. Health & Safety 5. Legislative/Regulatory compliance 6. Financial State & Charges 128
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments 7. Environmental Compliance. The Anti-Bribery Policy of ThPA S.A. implements a zero-tolerance policy in case of corruption and bribery. Its purpose is to provide a more general framework through which an effective System is established and implemented, Company, which: Anti-bribery Policy business CEO ISO 37001 Corporate intranet relationships • ensures compliance with applicable Greek and Community legislation. • ensures understanding of the definition of bribery and the forms of bribery we encounter. • takes into account the results of the bribery risk assessment to select the appropriate strategy. • encourages confidential reporting of any incident or suspicion of bribery 129
Internationally Accountable for recognized Policy Description Scope Availability implementation instruments through specific means of communication. • contributes to the vigilance of employees and associates for the recognition of actions related to bribery and the protection of the reputation of ThPA S.A. • remains effective in achieving the goals and meeting the requirements of business continuity, while fully in line with the requirements of the International Standard ELOT EN ISO 37001:2016. ThPA S.A. enforces an ICT Security Policy to protect company data and systems, Company, Local ensuring confidentiality, integrity, communities, Board of Directors, availability, and privacy. Aligned with ICT Security Policy ISO 27001 Corporate intranet Consumers and ISO/IEC 27001, it sets controls against Executive end-users threats and maintains a strong security Management framework. 130
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MDR-A – Actions and resources in relation to material sustainability matters ThPA S.A. 's actions related to material sustainability matters are detailed within the topical standards of its sustainability statement. MDR-T – Tracking effectiveness of policies and actions through targets ThPA S.A. has not formally set quantitative targets to track the effectiveness of its policies and actions concerning material sustainability matters. Nevertheless, effectiveness is monitored through qualitative perspectives, such as feedback mechanisms and ongoing assessment of policy implementation. EU Taxonomy Disclosures Introduction to the Regulation (EU) 2020/852 In line with the European Union’s long-term vision of fostering a resilient, resource-efficient, and climate-neutral economy, and consistent with the objectives of the European Green Deal and the 2030 climate and energy targets, the European Commission established a comprehensive classification system for environmentally sustainable economic activities through the EU Taxonomy Regulation . Effective since July 2021, this Regulation provides a common framework for determining whether an activity can be considered environmentally sustainable, based on robust and transparent technical screening criteria. The introduction of this unified system has significantly enhanced the consistency and comparability of sustainability-related information, creating a common language for investors, companies, and policymakers. Throughout this, it supports the redirection of capital flows towards genuinely sustainable investments and reinforces market confidence in the credibility of sustainability claims. The EU Taxonomy is built around six environmental objectives, which together encompass the main pillars of environmental sustainability: • Climate change mitigation • Climate change adaptation • Sustainable use and protection of water and marine resources • Pollution prevention and control • Transition to a circular economy • Protection and restoration of biodiversity and ecosystems 132
The Climate Delegated Act , addressing the first two objectives – climate change mitigation and adaptation – entered into force in July 2021 and has applied since 1 January 2022. The Environmental Delegated Act , which sets out the criteria for the remaining four objectives, has been applicable since 1 January 2024, thereby completing the initial framework of the EU Taxonomy. For each environmental objective, the Delegated Acts specify the technical screening criteria that determine which economic activities are considered eligible and which can be regarded as aligned. • An activity is taxonomy-eligible when it is listed in the Delegated Act related to a specific environmental objective. • An activity is taxonomy-aligned when it: o substantially contributes to at least one of the six environmental objectives, as defined in the technical screening criteria, o does not significantly harm any of the other objectives (Do No Significant Harm principle), and o lastly, when the organization complies with the minimum safeguards, as defined in the Regulation. In accordance with the Taxonomy Disclosures Delegated Act , companies within the scope of the Regulation are required to disclose the proportion of their economic activities that are taxonomy-eligible and taxonomy- aligned. These disclosures are expressed through specific key performance indicators (KPIs) – turnover, capital expenditure (CapEx), and operational expenditure (OpEx) – which together reflect the degree of alignment of the company’s activities with the environmental objectives defined in the Climate and Environmental Delegated Acts. On 26 February 2025, the European Commission presented the Omnibus legislative package, a comprehensive initiative aimed at simplifying and rationalizing existing EU legislation, including sustainability-related frameworks such as the EU Taxonomy and the CSRD. The Omnibus package seeks to reduce administrative complexity, eliminate redundant requirements, and make regulatory compliance more efficient – thereby improving the competitiveness and resilience of the European economy. On 4 July 2025, the European Commission adopted a new Delegated Act amending the Taxonomy Disclosures Delegated Act, the Climate Delegated Act, and the Environmental Delegated Act. Following the lapse of the scrutiny period by the European Parliament and the Council without objection, the act was published in the Official Journal of the European Union as Commission Delegated Regulation (EU) 2026/73. This Delegated Regulation reflects the Commission’s ongoing commitment to updating and refining the EU Taxonomy framework, ensuring that it remains fit for purpose in view of evolving market practices, technological developments, and the objectives of the Omnibus simplification package. ThPA S.A. has decided to apply the EU Taxonomy disclosure requirements in accordance with Commission Delegated Regulation (EU) 2026/73, as published in the Official Journal of the European Union, for the financial year commencing between 1 January and 31 December 2025. In line with the Regulation, the Company applies the 10% materiality threshold, whereby the assessment of taxonomy eligibility or alignment for certain 133
economic activities may be omitted when the cumulative turnover/CapEx/OpEx related to those activities represents less than 10% of the denominator of the relevant KPI. The turnover, CapEx and OpEx associated with activities subject to this threshold, are disclosed separately as “not assessed activities considered non- material”. For more information, please refer to sections “Application of the Taxonomy Regulation to ThPA S.A.” and “EU Taxonomy KPIs” below. Application of the Taxonomy Regulation to ThPA S.A. In pursuit of full compliance with the EU Taxonomy Regulation, ThPA S.A. has undertaken a comprehensive evaluation of the eligibility and alignment of its economic activities against the six environmental objectives defined in the Climate Delegated Act and the Environmental Delegated Act. This assessment was carried out in line with the latest available guidance from the European Commission and relevant implementing acts. Following this evaluation, ThPA S.A. calculated the turnover, CapEx, and OpEx associated with each identified eligible and aligned economic activity. This report presents both eligible and non-eligible activities, as well as aligned and non-aligned activities, for the reporting period ending 31 December 2025. The scope of this analysis encompasses ThPA S.A. and ThPA Sofia, in accordance with the requirements of the EU Taxonomy Regulation. For the purposes of these disclosures, the entities within this scope are collectively referred to as “the Company”. Joint ventures accounted for using the equity method have been excluded from the EU Taxonomy analysis and reporting. The Company’s activities substantially contribute to the following environmental objectives: • Climate change mitigation (CCM) • Transition to a circular economy (CE) Following a review of the Company’s economic activities, certain economic activities were identified as not material, as their cumulative Turnover/CapEx/OpEx falls below the aforementioned 10% materiality threshold. Consequently, these activities have not been further assessed for Taxonomy eligibility or alignment. Eligibility assessment ThPA S.A. is responsible for the administration, management, and development of the Port of Thessaloniki, one of the largest and most strategic ports in Southeast Europe. The Company plays a pivotal role in facilitating trade and logistics across the Balkans and the wider Southeast European region, serving as a key gateway between Europe, Asia, and the Eastern Mediterranean. Through its operations, the Company contributes significantly to regional connectivity and sustainable economic growth, aligning its activities with the evolving EU framework for sustainable finance. The identification of the Company’s Taxonomy-eligible economic activities was conducted through a detailed assessment of nature and description of its operations against the criteria set out in the EU Taxonomy Regulation. The process involved mapping the Company’s activities against the six environmental objectives established in the Climate Delegated Act and the Environmental Delegated Act. 134
The eligibility assessment encompassed the Company’s turnover, CapEx, and OpEx to determine which economic activities fall within the scope of the EU Taxonomy. This analysis was conducted across all relevant business segments, covering both revenue-generating activities and assets under development. For the financial year 2025, 52.19% of the Company’s turnover, 0.25% of its CapEx, and 89.32% of its OpEx were identified as Taxonomy-eligible. EU Taxonomy-eligible activities 2.3 Collection and transport of non-hazardous and hazardous waste The Company also performs the collection and transport of non-hazardous and hazardous waste aimed at preparing materials for reuse or recycling. Turnover and OpEx associated with this activity are applicable under the Transition to a Circular Economy objective, as it supports resource efficiency and enhances resource recovery. The Company ensures that waste is collected and transported safely and in compliance with all regulatory requirements. 6.16 Infrastructure enabling low carbon water transport ThPA S.A. does not perform the transport of freight or combined freight and passenger services on sea or coastal waters. Instead, it develops and maintains port infrastructure that enables low-carbon water transport within the port area, including future plans for shore-side electricity. In the context of the EU Taxonomy, the Company’s Turnover, CapEx and OpEx are allocated under Activity 6.16, reflecting investments in infrastructure that supports efficient and lower-emission maritime transport. This activity contributes to Climate Change Mitigation. 7.7 Acquisition and ownership of buildings For the reporting period, the Company reports only OpEx under this activity, which relates to short-term lease expenses for the right to use operational spaces. These expenses are associated with the Company’s operational needs and are considered eligible under the EU Taxonomy, contributing to the environmental objective of Climate Change Mitigation. Specifically, the Company’s Taxonomy-eligible activities and their objectives are the following: E/T Eligible Activities Objectives - 2.3 Collection and transport of non-hazardous and hazardous waste CE E 6.16 Infrastructure enabling low carbon water transport CCM - 7.7 Acquisition and ownership of buildings CCM 135
Alignment Assessment The Company carried out a comprehensive assessment to determine the alignment of its eligible economic activities with the Substantial Contribution Criteria, the Do No Significant Harm (DNSH) requirements, and the Minimum Safeguards as set out in the EU Taxonomy Regulation. For the financial year 2025, 52.19% of the Company’s turnover, 0.25% of its CapEx, and 74.00% of its OpEx were identified as Taxonomy-aligned. Minimum safeguards In order for an organization to have alignment under the EU Taxonomy Regulation, it must be verified that it complies with the Minimum Safeguards, as defined in Article 18 of the Regulation. These safeguards refer to the set of policies, procedures, and governance mechanisms implemented by the Company to ensure adherence to the OECD Guidelines for Multinational Enterprises and the United Nations Guiding Principles on Business and Human Rights (UNGPs). They also encompass respect for the principles and rights established in the eight fundamental conventions identified in the International Labor Organization (ILO) Declaration on Fundamental Principles and Rights at Work, as well as the International Bill of Human Rights. In addition, organizations should also take into account the Final Report on Minimum Safeguards issued by the Platform on Sustainable Finance. Unlike the other two alignment criteria – Substantial Contribution and Do No Significant Harm (DNSH) – compliance with the Minimum Safeguards is assessed at the Company level, rather than at the level of individual economic activities. The EU Taxonomy identifies four key areas where compliance with the Minimum Safeguards must be ensured, namely: • Human and labor rights • Fair competition • Anti-corruption and bribery • Taxation The Company has conducted a thorough review of all four aforementioned pillars and has established the necessary policies and procedures to ensure full compliance with the Minimum Safeguards. These measures are consistently applied across all operations, reinforcing the Company’s commitment to responsible business conduct and the principles set out in the EU Taxonomy Regulation. Through this approach, the Company ensures continued alignment with the Minimum Safeguards requirements. Human and labor rights The Company is firmly committed to respecting and promoting internationally recognized human and labor rights, in full alignment with the principles of the United Nations Global Compact. It strives to foster an inclusive, fair, and non-discriminatory workplace where all employees are treated with dignity and respect. To this end, 136
the Company has adopted a comprehensive Diversity Policy, which promotes equality, diversity, and inclusion across all levels of the organization. In parallel, the Policy to Prevent and Combat Violence and Harassment in the Workplace has been implemented to ensure a safe and respectful work environment. This policy establishes clear procedures for reporting and addressing incidents of violence or harassment, reflecting the Company’s zero-tolerance stance towards any form of misconduct. The Company’s Procurement Regulation further defines the expectations placed on suppliers and business partners, requiring them to uphold responsible business practices in areas such as labor rights, occupational health and safety, environmental protection, and ethical behavior. Throughout 2025, no incidents or violations related to human rights, forced labor, or child labor were reported. Likewise, no complaints regarding human rights abuse were registered. The Company maintains robust whistleblowing mechanisms, ensuring that all reported concerns are treated confidentially, investigated thoroughly, and addressed appropriately, while safeguarding the rights and anonymity of whistleblowers. Fair competition The Company regards fair competition as a cornerstone of its operations and corporate culture. It is committed to conducting business transparently, ethically, and in strict compliance with all applicable competition laws and internal procedures. The Company’s approach emphasizes integrity and merit-based transactions with customers, suppliers, and competitors, ensuring that all business decisions adhere to the principles of fairness and transparency. All employees are required to uphold these principles in their daily activities and to comply fully with the relevant internal policies governing fair competition. The Company consistently monitors its business practices to ensure adherence to national and EU regulations. During the reporting period, no legal actions or sanctions were initiated against the Company for anti-competitive behavior, collusion, or monopolistic practices. Anti-corruption and bribery The Company operates according to its core values of legality, integrity, and respect for society and the environment. To prevent unethical behavior, it has developed a comprehensive Whistleblowing Manual, which serves as a key component of its governance framework. This manual outlines the procedures for receiving, evaluating, and investigating reports of irregularities, omissions, or offenses submitted by employees, suppliers, customers, or other stakeholders. It ensures transparency, accountability, and protection for those who report suspected violations. The Whistleblowing Manual has been formally approved by the Board of Directors and forms an integral part of the Company’s internal control and compliance systems. Additionally, the Company has implemented an Anti-Bribery Management System aimed at identifying, preventing, and mitigating risks of bribery and corruption within its operations. Together, these mechanisms constitute a robust framework for ethical business conduct. During the reporting year, the Company did not identify any incidents of corruption or bribery, and no fines or penalties were imposed in relation to such matters. 137
Taxation The Company maintains a strong commitment to transparency, integrity, and full compliance with all applicable tax laws and regulations. Its tax governance framework is designed to prevent tax violations and ensure responsible fiscal conduct across its operations. Tax risk management is addressed through a two-level control approach. Firstly, the Company applies internal tax procedures, as defined in Chapter 6 of the Accounting Procedure Booklet (currently under approval), to ensure consistent monitoring and control of tax-related matters. Secondly, compliance with applicable accounting and tax legislation is verified on an annual basis through mandatory external audits conducted by independent statutory and tax auditors. The certifications issued upon completion of these audits constitute official evidence of compliance and may be presented to the competent Public Revenue Authority, as required. The tax audit for the reporting year is currently in progress, with the relevant Tax Compliance Report to be issued upon its completion. Moreover, the Company holds a tax clearance certificate, confirming that it has no outstanding tax liabilities to the Greek State. The Company further confirms that it has never been convicted of tax evasion or any related tax offense. Substantial Contribution Criteria (SCC) As part of the alignment assessment, the Company conducted a detailed evaluation of its eligible economic activities and related assets against the Substantial Contribution Criteria outlined in Annex I of the Climate Delegated Act and Annex II of the Environmental Delegated Act. Since all identified eligible activities fall under two environmental objectives (Climate change mitigation and transition to a circular economy), the Company performed a thorough assessment of their substantial contribution to climate change mitigation or climate change adaptation, in accordance with the technical screening criteria established in the Climate Delegated Act. Do No Significant Harm (DNSH) In alignment with its commitment to sustainability, the EU Taxonomy Regulation, and the Do No Significant Harm (DNSH) principle, the Company acknowledges the critical importance of identifying, assessing, and managing climate-related risks. To ensure the long-term resilience and adaptability of its operations, the Company carries out a comprehensive climate risk assessment that considers both physical risks (arising from the impacts of climate change) and transition risks (associated with the shift towards a low-carbon economy). Further details on the Company’s approach to climate risk identification and management are provided in Section E1 – Climate Change, under the subsection “SBM-3: Material impacts, risks and opportunities and their interaction with strategy and business model”. EU Taxonomy-aligned activities The EU Taxonomy-aligned activities of the Company are the following: E/T Aligned Activities Objectives 138
- 2.3 Collection and transport of non-hazardous and hazardous waste CE E 6.16 Infrastructure enabling low carbon water transport CCM Accounting policy The consolidated financial statements of the Company for the year 2025 have been prepared in accordance with the International Financial Reporting Standards (IFRS). This section presents information on Turnover, CapEx and OpEx for the Company’s subsidiaries, as previously discussed in this report, with reference to the corresponding line items in the Company’s consolidated financial statements .[DTTL13.1] Translating the Company’s environmentally sustainable practices and outcomes into financial metrics (namely turnover, CapEx, and OpEx) provides investors and financial institutions with clear, comparable, and quantifiable insights, enabling informed and strategic decision-making. The calculation of eligibility and alignment KPIs follows the approach outlined below: • Turnover represents the proportion of net turnover derived from products or services that are Taxonomy-eligible and/or Taxonomy-aligned. The Turnover KPI provides a static snapshot of the Company’s contribution to the EU environmental objectives. • CapEx represents the proportion of capital expenditure related to activities that are either already Taxonomy-eligible and/or Taxonomy-aligned or are part of a credible CapEx plan aimed at achieving future alignment. The CapEx KPI offers a dynamic and forward-looking perspective on the Company’s strategic transformation towards sustainable business activities. • OpEx represents the proportion of operating expenditure associated with Taxonomy-eligible and/or Taxonomy-aligned activities or linked to the implementation of the CapEx plan. Operating expenditure includes direct, non-capitalized costs related to research and development, renovation measures, short-term leases, maintenance, and other expenditures essential for the day-to-day servicing of property, plant, and equipment, ensuring their continued and effective use. Double counting The aforementioned definitions of turnover, capital expenditure (CapEx), and operating expenditure (OpEx) constitute the basis for the calculation of the Company’s eligible and aligned Key Performance Indicators (KPIs) in accordance with the EU Taxonomy Regulation. Supported by the Company’s detailed financial statements and the thorough classification of capital and operating expenses, the Company confirms that the compliance assessment was carried out with rigor and accuracy, ensuring that double counting was effectively avoided throughout the process. 139
EU Taxonomy KPIs Summary KPIs Proportion of turnover, CapEx, OpEx from products or services associated with Taxonomy-eligible or Taxonomy-aligned economic activities – disclosure covering year 2025 (summary KPIs): Breakdown by environmental objectives of Financial year 2025 Taxonomy-aligned activities Taxono Proporti my on of Not aligned Proporti Proporti Taxono Taxono assesse activitie on of on of Proporti Proportio my my d s in Taxono Taxono on n of aligned aligned activities previou KPI Total my my of transitio activitie activitie consider s Water eligible aligned enabling nal s in Pollution s ed financia Biodiversity activitie activitie activities activities previous (million) non- l Circular economy s s financial material year year 2024 Climate change mitigation Climate change adaptation 2024 (million) (Text) € % € % % % % % % % % % % € % Turnov 107.3 50.70 0.00 0.00 1.49 0.00 0.00 54.504 52.19% 56.04 € 52.19% 50.70% 0.00% 0.99% 54.15% 1 er 9 € % % % % % % € 12.04 0.00 0.00 0.00 0.00 0.00 CapEx 0.25% 0.03 € 0.25% 0.25% 0.25% 0.00% 9.88% 1.008 € 16.08% € % % % % % 1 Annual Financial Statements (Annual Financial Report 2025, section “Comprehensive Income Statement for Group and Company”, pp. 297) 140
13.69 63.17 0.00 0.00 10.83 0.00 0.00 OpEx 89.32% 10.13 € 74.00% 63.17% 0.00% 8.57% 1.628 € 59.69% € % % % % % % Turnover Proportion of Turnover from products or services associated with Taxonomy-eligible or Taxonomy-aligned economic activities – disclosure covering year 2025 (activity breakdown): Turnover Environmental objective of Taxonomy-aligned Financial year 2025 activities Taxonomy Taxonomy Taxonomy Proportion eligible KPI aligned aligned KPI of (Proportion KPI (Proportion Economic Enabling Transitional Taxonomy Code of (monetary of Water Activities activity activity aligned in Pollution Taxonomy value of Taxonomy mitigation adaptation Biodiversity Taxonomy eligible Turnover) aligned Climate change Climate change eligible Circular economy Turnover) (million) Turnover) (E where (T where (Text) % € % % % % % % % % applicable) applicable) Collection and transport of non- CE 1.49% 1.59 € 1.49% 1.49% - - 100.00% hazardous and 2.3 hazardous waste Infrastructure enabling low CCM 50.70% 54.45 € 50.70% 50.70% E 100.00% carbon water 6.16 transport 141
Sum of alignment per 50.70% 0.00% 0.00% 1.49% 0.00% 0.00% objective Total Turnover 52.19% 56.04 € 52.19% 50.70% 0.00% 0.00% 1.49% 0.00% 0.00% 50.70% 0.00% 100.00% CapEx Proportion of CapEx from products or services associated with Taxonomy-eligible or Taxonomy-aligned economic activities – disclosure covering year 2025 (activity breakdown): CapEx Environmental objective of Taxonomy- Financial year 2025 aligned activities Taxonomy Taxonomy Taxonomy eligible aligned Proportio aligned KPI KPI n of KPI Economic (Proportio (Proportio Enabling Transitional Taxonomy Code (monetary Activities n of n of activity activity aligned in Water Pollution value of mitigation adaptation Biodiversity Taxonomy Taxonomy Taxonomy CapEx) Climate change Climate change eligible aligned eligible Circular economy (million) CapEx) CapEx) (E where (T where (Text) % € % % % % % % % % applicable) applicable) Infrastructur CCM 0.25 e enabling 0.25% 0.03 € 0.25% E 100.00% 6.16 % low carbon 142
water transport Sum of alignment per 0.25 0.00 0.00 0.00 0.00 0.00 objective % % % % % % 0.25 0.00 0.00 0.00 0.00 0.00 Total CapEx 0.25% 0.03 € 0.25% 0.25% 0.00% 100.00% % % % % % % OpEx Proportion of OpEx from products or services associated with Taxonomy-eligible or Taxonomy-aligned economic activities – disclosure covering year 2025 (activity breakdown): OpEx Environmental objective of Taxonomy- Financial year 2025 aligned activities Taxonomy Taxonomy Taxonomy aligned Proportion eligible KPI aligned KPI of (Proportion KPI Transition Economic Cod (Proportio Enabling Taxonomy of (monetary al Water Activities e n of activity aligned in Pollution Taxonomy value of activity mitigation adaptation Biodiversity Taxonomy Taxonomy eligible OpEx) Climate change Climate change aligned eligible Circular economy OpEx) (million) OpEx) (E where (T where (Text) % € % % % % % % % applicable applicable % ) ) 143
Collection and transport of non- CCM 10.8 10.83% 1.48 € 10.83% - - 100.00% hazardous 2.3 3% and hazardous waste Infrastructur e enabling CCM 63.1 low carbon 63.17% 8.65 € 63.17% E 100.00% 6.16 7% water transport Acquisition and CCM 15.31% 0.00 € 0.00% - - 0.00% ownership of 7.7 buildings Sum of alignment 63.1 0.00 0.00 10.8 0.00 0.00 per objective 7% % % 3% % % 63.1 0.00 0.00 10.8 0.00 0.00 Total OpEx 89.32% 10.13 € 74.00% 63.17% 0.00% 82.85% 7% % % 3% % % 144
Environment E1 Climate change Governance GOV-3 Integration of sustainability-related performance in incentive schemes ThPA S.A. does not currently factor climate-related considerations into the remuneration of members of its administrative, management, and supervisory bodies. Their performance is not assessed against the GHG emission reduction targets since those have not yet been set, and no percentage of remuneration recognized in the current period is linked to climate-related considerations. [E1.GOV-3 13] Strategy E1-1 – Transition plan for climate change mitigation A formal transition plan for climate change mitigation has not been yet adopted by ThPA S.A. The Company nevertheless considers it essential to be in line with climate-related targets and is reviewing its operational and strategic framework to align climate resilience and mitigation strategies. As a priority in ThPA S.A.’s strategic agenda, the formation of a comprehensive transition plan is in progress. ThPA S.A. intends to align this plan with the Paris Agreement objectives and applicable ESRS standards for sustainable operations and stakeholder alignment. There is no specific adoption date fixed yet, but one will be decided after this preparatory phase ends. [E1-1 17] SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model ThPA S.A. has adapted its strategy and business model to address climate change by integrating sustainability principles into its operations. The Company takes eco-social costs into account, such as greenhouse gas emissions from energy use, waste generation and the upgrading of infrastructure and systems. It also creates value by aligning its activities with sustainable development, innovation, and resource efficiency. Recently, ThPA S.A. has modified its business model to better meet its climate change mitigation goals. For example: • Investing in Renewable Energy: ThPA S.A. aims to reduce carbon emissions, achieve net-zero energy consumption, and support global climate goals. • Advanced Technologies for Emission Reduction: The Company is transitioning to hybrid equipment and purchasing machinery with specifications that allow it to significantly reduce operational emissions. This transition improves ThPA S.A.’s environmental performance and enhances its path towards more sustainable port operations. • Infrastructure Climate Resilience: ThPA S.A. is modernizing its infrastructure to address climate risks— particularly extreme weather conditions—and ensure operational continuity. Their risk management system includes floodwater management networks, salting roads during icy conditions, halting operations during high 145
winds (>18m/s) or extreme heat (> 36oC) and upgrading infrastructure to withstand these challenges. These proactive measures protect key assets and support the Company’s long-term sustainable operation. By incorporating sustainability considerations into its competitive business model, ThPA S.A. is preparing for climate change while creating shared value for stakeholders and contributing to sustainable development. In total, ThPA S.A. has identified seven (7) material risks, out of which five (5) are considered to be transition risks and two (2) are considered to be physical risks. All risks are categorized accordingly in the table below: Risk Physical or Transition The IMO Net Zero framework and other related EU regulations requiring investments in green port infrastructure (e.g. cold ironing, alternative-fuel bunkering, electrified equipment etc.) to support low-emission vessels. This also affects competitiveness, as Transition business partners may prefer ports offering sustainable services, and introduces financial and technological risks due to high capital costs. Rising energy and fuel prices targeting high-electricity and fuel- intensive operations could significantly increase ThPA’s operating Transition costs, particularly due to the energy demands of port machinery, cargo-handling equipment, and facility infrastructure. Inability to adopt emerging low carbon technologies (e.g., deployment of electric and hybrid cargo-handling equipment and digital energy-efficient logistics systems etc.) could cause ThPA to Transition lose competitive advantage, face higher long-term operating costs, and become less attractive to business partners and logistics operators seeking low-emission supply chains. - Rising temperatures and heat stress can damage mechanical equipment, increasing maintenance costs or shortening equipment lifespan. Additionally, higher demand for cooling in warehouses, offices, and other facilities places extra pressure on energy systems, raising operational costs and potentially challenging Physical energy supply. - Sea-level rise threatens coastal stability (potential damage to quay walls and foundations), near-shore infrastructure such as warehouses, access roads, or/and other facilities. It could also 146
cause delays in supply chain operations or Port's activities and as a result increased maintenance, operational costs and reduced revenues. - Higher sea levels and intensified wave action accelerate coastal erosion. Seawalls may lose effectiveness, allowing stronger waves into port's basins. Erosion threatens infrastructure, roads, warehouses etc. leading to high maintenance and operational costs. - Certain sections of the port in Central Macedonia are sensitive to flooding and may be affected during heavy rainfall or extreme weather events, disrupting operations. Flooding may also damage cargo, containers and other infrastructure and it could affect port's activities, reducing ThPA S.A.’s revenues and increasing operating and maintenance expenses. - High winds, storms, and Mediterranean cyclones pose physical and operational risks to the Port’s infrastructure and workforce. Winds of approximately 18 m/sec or higher may require temporary suspension of crane operations, cargo handling, and other outdoor Physical machinery for safety reasons. More severe storms and cyclones can damage quays, basins, storage areas, and equipment, disrupt port activities, and increase operational and maintenance costs, while also raising safety risks for personnel. - Heat waves could eliminate safe working hours for the blue-collar employees. When temperatures reach or exceed 36°C, outdoor operations need to be temporarily suspended to protect staff. Moreover, heat waves could impact port's equipment and infrastructure increasing maintenance expenses due to high temperatures exposure on equipment and surfaces. The absence of a dedicated climate strategy and clear decarbonization targets may undermine investor confidence, limit Transition access to sustainability-linked financing, and weaken long-term financial resilience. 147
High energy consumption, particularly from fossil fuels (e.g. from heavy-duty equipment), increases operational costs and exposes Transition the company to potential regulatory requirements on carbon emissions, negatively affecting its value. [E1 SBM-3 18] ThPA S.A. assessed the resilience of its strategy and business model in relation to climate change through a qualitative resilience analysis informed by its climate risk assessment and climate-related scenario analysis. The resilience analysis was conducted in the reporting year for the first time and covered ThPA S.A.’s core port operations and infrastructure, as well as relevant upstream and downstream value chain interactions. The analysis considered material climate-related physical risks and transition risks and opportunities identified through the climate risk assessment. No material physical or transition risks were excluded from the scope of the analysis. The analysis was conducted using the same short-, medium- and long-term time horizons (short- term: 2025, medium-term: 2026–2030 and long-term: 2031–2050) applied in the Climate Risk Assessment and Double Materiality Assessment. Climate-related scenario analysis, including SSP1-2.6 and SSP5-8.5, was used to assess how different climate pathways may affect the operating environment of the undertaking. Critical assumptions underpinning the analysis related to macroeconomic trends, climate policy evolution, energy transition dynamics, technological developments in the maritime sector, and increasing physical climate stress affecting coastal and port infrastructure. Given the absence of formally adopted climate-related targets and the phased-in application of quantitative disclosures on anticipated financial effects, the resilience analysis was conducted on a qualitative basis. The analysis did not incorporate quantified emissions reduction targets under ESRS E1-4 or quantified anticipated financial effects under ESRS E1-9. Instead, it focused on identifying strategic vulnerabilities, pressure points and adaptive capacities under different climate scenarios and considered all actions and resources the Company has adopted in order to mitigate and adapt to climate change as indicated in E1-3. The resilience analysis results indicated that climate change may increasingly affect ThPA S.A.’s operating conditions over time, particularly through physical risks to port infrastructure and operational continuity, as well as through transition-related changes in regulation, technology and market expectations in the sector. Key areas of uncertainty relate to the pace and stringency of climate policy implementation, the speed of decarbonization of maritime transport, and the severity of physical climate hazards affecting coastal infrastructure. These uncertainties were explicitly considered in assessing the robustness of the current business model. The analysis highlighted ThPA S.A.’s ability to adjust and adapt its strategy and business model over time through measures such as strengthening climate resilience of assets, integrating climate considerations into investment planning, securing ongoing access to finance at an affordable cost of capital, and leveraging opportunities associated with the transition to more sustainable port operations and services. The findings of 148
the resilience analysis are intended to support ongoing strategic discussions and future decision-making related to climate adaptation and transition. [E1 SBM-3 19, AR 6,7,8] Impact, risk and opportunity management E1-2 - Policies related to climate change mitigation and adaptation ThPA S.A. has implemented policies to manage its material impacts, risks and opportunities related to climate change mitigation and adaptation. The Environmental Policy promotes sustainable development through eco- friendly services and is supported by an ISO 14001:2015 certified Environmental Management System. This system ensures compliance with national and EU regulations, pollution prevention and continuous improvement of environmental performance. Environmental aspects and impacts are identified, monitored and controlled by ThPA S.A., enabling the Company to anticipate and address environmental challenges. Through corrective actions, internal audits and management reviews, ThPA S.A. builds operational resilience and supports climate change mitigation. The policy is regularly reviewed, updated, and published. The Sustainability Policy aligns with ThPA S.A.'s goals for energy efficiency, climate change mitigation, and air quality management. It focuses on reducing direct GHG emissions from fossil fuel consumption and indirect emissions from electricity generation. To limit its climate impact, ThPA S.A. has established environmental monitoring programs, implemented energy-efficient measures in its operations and buildings and continually improves energy consumption practices. The policy integrates the Company’s Environmental and Energy Management Systems in line with ISO 14001: 2015 and ISO 50001: 2018 standards, helping to manage energy consumption and carbon emissions. This proactive approach ensures compliance with regulations, supports global sustainability targets, and prepares the Company for a low-carbon economy transition. The Energy Management Policy addresses the current energy and climate crisis by reducing the port's energy footprint and GHG emissions. By implementing the ISO 50001: 2018 standard, this policy sets energy targets, monitors performance and fosters an energy-efficient culture through staff training. It directly contributes to climate change mitigation by reducing energy consumption and enhancing energy efficiency in operations. Additionally, the Procurement Regulation ensures that suppliers meet environmental, safety, social, labor and international sustainability standards. This approach aligns the port's supply chain with ThPA S.A.'s broader climate and sustainability goals by embedding sustainability in procurement practices. These policies collectively address key issues related to climate change mitigation, energy efficiency and GHG emission reduction, ensuring that ThPA S.A. minimizes its climate impact over the long term. They are regularly reviewed to ensure compliance with legal and regulatory requirements as well as to support the Company’s long-term climate change goals. Currently, ThPA S.A.’s policies do not include renewable energy generation, as the company has not yet engaged in renewable energy production. However, as ThPA S.A. intends to explore renewable energy deployment, the integration of relevant considerations into its policies will be evaluated in order to align with future initiatives. 149
ThPA S.A. gathers feedback regarding its policies from stakeholders and evaluates whether their interests and expectations can be incorporated into policy development. This approach ensures that policies align with stakeholder concerns while remaining consistent with ThPA S.A.’s strategic priorities and operational framework. [E1-2 24, 25, AR 16, AR 17, AR 18] For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. E1-3 - Actions and resources in relation to climate change policies ThPA S.A. has developed and is implementing an Environmental Management System (EMS) for all port activities certified in accordance with ISO 14001: 2015 International Standard. Respecting relevant national and European regulations and principles of ISO 14001: 2015, ThPA S.A. identifies, evaluates, and manages the environmental aspects and impacts of its operations. The Company creates environmental programs and sets performance indicators. Energy consumption is a significant operational aspect of ThPA S.A.’s activities. To address this, ThPA S.A. has established an Energy Management System (EnMS), in accordance with the requirements of ISO 50001: 2018, to monitor, manage and reduce energy consumption. The Company has also installed an electricity consumption monitoring system (supported by ABB Ability, an innovative software solution that empowers real time, data- driven decisions for safer, smarter operations that maximizes resource efficiency and contributes to a low carbon future) at its highest electric energy-consuming substation, which monitors continuously and remotely all individual asset energy consumption. For tenants there is an internal metering system as well, where electricity usage is recorded through the system and monthly bills are generated. Besides, ThPA S.A. provides an internal fueling station for liquid fuels and equips all liquid-dependent vehicles with monitoring rings. With this system, fuel consumption can be tracked per vehicle - highlighting inefficiencies and potentials for improvement. ThPA S.A. has launched multiple energy efficiency initiatives, including the replacement of high-pressure sodium lamps with LED lighting on outdoor masts, which significantly reduces electricity consumption. Additional actions include the completion of a building energy retrofit study with recommendations currently under review and plans to acquire new ground equipment with high energy efficiency. The use of electricity analyzers that have been installed on the medium voltage electricity substation no 7 which serves all the energy needs of the container terminal and provides critical energy consumption data, supporting further efficiency improvements. Employee training on the proper use of machinery and vehicles further supports energy efficiency goals. In line with ThPA S.A.'s climate actions, a wireless reefer monitoring system has been implemented in the Port of Thessaloniki. It captures real-time container temperature, alarms, and power consumption, which enhances operational efficiency and minimizes energy loss. Through the implementation of smart technologies, the Company supports the transition into a sustainable, energy-efficient business model which allows for differentiation in service provision against their peers in accordance with their climate change mitigation policies. 150
ThPA S.A. remains committed to fulfilling its obligations under Greece’s National Climate Law (Law 4936/2022), which requires the establishment of specific targets and compliance with existing legislation. To this end, ThPA S.A. has adopted the principles of ISO 14064: 2018 and the Greenhouse Gas Protocol to measure its CO2 equivalent (CO2e) emissions. ThPA S.A. annually tracks and reports emissions derived from its operations. Actions regarding GHG emission reductions are being implemented by ThPA S.A. Central to this effort is the plan to transition to low-emission and hybrid equipment in the near future, resulting in a substantial reduction in liquid fuel use. In addition to this, ThPA S.A. is planning to install photovoltaic (PV) panels on warehouse rooftops in the near future, for electricity generation, with the aim of reducing the ThPA S.A.’s carbon footprint and contributing to the gradual transition to climate neutrality. The PV project has been appropriately developed to offset most of ThPA S.A.'s electricity needs. An environmental impact study has been carried out for the installation of PVs on 11 buildings in the port, with an expected total installed capacity of 5.4 MWp, Also, ThPA S.A. procures green electricity from its electricity provider. A cancellation statement for FY 2025 is in place covering the total amount of kWh consumed by the Company including renters. In line with ThPA S.A.’s strategy to expand electrification beyond land-based equipment, cold Ironing which refers to the technology of supplying power from land, known as On-Shore Power Supply (OPS) is planned to be implemented in the near future as a key measure to reduce emissions from vessels at berth. This technology allows ships to connect to the electricity grid while docked, thus eliminating the need for auxiliary diesel engines. Turning them off during long stays of cruise ships and ships for loading and unloading materials, containers, etc. at the quays, will contribute to a reduction in gas emissions (relating to the Company’s scope 3 emissions) and thus to an improvement in air quality due to the non-combustion of fuel by the engines. There will also be a significant reduction in noise emissions due to the engines being switched off. According to the Strategic Environmental Impact Assessment (SEIA), the main objective of the project is to reduce the environmental footprint of the port, and to this end, the principles and values of sustainability have been incorporated through a series of environmental upgrade actions (ship electrification – cold ironing, measures and guidelines for proper bulk cargo management, increase in vegetation cover and adoption of green technologies). So far the project is on a feasibility study level and the CapEx dedicated to relevant studies has been budgeted to 250k euros for a 2-year duration (2026-2027). ThPA S.A.’s climate change mitigation actions are categorized by decarbonization levers as follows: • Energy Efficiency: Replacement of high-pressure sodium lamps with LED lighting; building energy retrofit study; targeted employee training on equipment usage; continuous analysis of energy consumption using electricity analyzers on cranes and telemetric equipment across all buildings. • Electrification: Use of hybrid technology for port machinery, the acquisition of high-efficiency ground equipment and cold ironing development. • Fuel Switching: Transition from diesel to hybrid equipment, resulting in a substantial reduction in fuel usage. 151
• Renewable Energy: Purchase of clean electricity from ThPA S.A.’s electricity provider as well as installation of photovoltaic panels on warehouse rooftops, supporting a transition to renewable energy sources and the creation of a net-zero energy balance for the associated facilities. Outcome of Actions The outcome of ThPA S.A.’s actions on climate change mitigation is reflected in measurable progress toward GHG emission reductions and energy efficiency. The key outcomes include: • Reduction in Diesel Consumption: Liquid fuel use is expected to be significantly reduced by replacing high-diesel-consumption machines with hybrid or electric equipment. • Energy Savings: The replacement of high-pressure sodium lamps with LED lighting reduces energy consumption, while electricity analyzers and telemetric equipment give real-time overview of consumption patterns. Cold ironing also contributes to the reduction of vessels’ fuel consumption contributing to overall GHG emissions reduction. • Net-Zero Energy Consumption Balance: The installation of photovoltaic panels on warehouse rooftops will aim to achieve a net-zero electric energy balance, further supporting GHG reduction objectives. ThPA S.A.’s climate-related actions are continually reviewed and improved to ensure alignment with regulatory requirements, such as the Greece’s National Climate Law and the requirements of ISO 14064-1:2018. Through the use of internal audits, management reviews, and corrective actions, ThPA S.A. ensures that actions remain effective and that resources are directed toward impactful climate change mitigation measures. Progress is tracked through quantitative performance indicators for GHG emissions, energy consumption, fuel use, and refrigerants which are systematically reviewed as part of ThPA S.A.’s ongoing improvement cycle, demonstrating ThPA S.A.’s long-term commitment to climate change mitigation and operational resilience. ThPA S.A. has not set specific GHG reduction targets, but the implementation of the aforementioned actions is expected to contribute to a reduction in emissions over time. Also, currently, the Company does not quantify its achieved or expected GHG emission reductions but plans to do so in the upcoming reporting years. The impact of these actions is monitored through the Company’s tracking mechanisms, providing insight into the effectiveness of its climate-related initiatives. ThPA S.A. is willing to examine the possibility of setting clear GHG reduction targets that derive from relevant actions with 2024 being their baseline year. [E1-3 28, 29 a] ThPA S.A. has ensured that resources are readily available for critical port operations and projects. The Company has established clear mechanisms to reallocate resources from other areas when needed, ensuring that emerging priorities are addressed promptly. This proactive approach ensures that resource availability does not obstruct the implementation of its plans. Furthermore, ThPA S.A. maintains consistent access to affordable financing, enabling the port to secure necessary capital or obtain funding at reasonable costs. This access is vital for supporting its operational activities and investments, allowing ThPA S.A. to execute initiatives effectively while remaining adaptable to financial or operational challenges. [E1-3 AR 21] ThPA S.A.’s initiatives, whether implemented or planned, do not entail substantial Capital Expenditures (CapEx) or Operational Expenditures (OpEx). [E1-3 29 c(i), AR 20] [E1-3 16 c, 29 c(ii), AR 22 E1-3 16 c, 29 c(iii), AR 20] 152
Metrics and targets E1-4 - Targets related to climate change mitigation and adaptation Although ThPA S.A. has not yet set measurable, outcome-oriented targets for Climate Change Mitigation, Adaptation and Energy, the Company actively tracks the impact of its policies and actions. This is done through mechanisms such as GHG emissions quantification in accordance with ISO 14064: 2018 for Scope 1 & Scope 2 emissions. Monitoring tools, such as energy consumption trackers and an internal fuel tracking system, provide continuous data, helping identify high-consumption assets for efficiency improvements. While formal targets are yet to be established, ThPA S.A. is committed to reducing Scope 1 and Scope 2 emissions through operational changes and technological upgrades. This includes all the aforementioned actions in “E1-3 - Actions and resources in relation to climate change policies”. Progress is tracked through both qualitative and quantitative indicators, including CO2e emissions from Scopes 1 and 2, energy consumption metrics, and operational improvements. Periodic reviews and audits of the Energy Management System under ISO 50001:2018 ensure that any areas for improvement are addressed, supporting the alignment with regulatory obligations and international best practices. [ESRS2 81] E1-5 – Energy consumption and mix ESRS Energy consumption and mix Unit 2024 2025 Indicator Fuel consumption from coal and coal products [E1-5 38 a] MWh - - Fuel consumption from crude oil and petroleum [E1-5 38 b] MWh 19,176.652 19,831.155 products Fuel consumption from natural gas [E1-5 38 c] MWh 860.756 1,087.795 Fuel consumption from other fossil sources [E1-5 38 d] MWh - - Consumption of purchased or acquired electricity, heat, steam, and cooling from fossil [E1-5 38 e] MWh - - sources [E1-5 37 a, 20,037.408 20,918.950 Total fossil energy consumption AR 32, AR MWh 33] Share of fossil sources in total energy [E1-5 AR 34] % 63.78 63 consumption Consumption from nuclear sources [E1-5 37 b] MWh - - Share of consumption from nuclear sources in [E1-5 AR 34] % - - total energy consumption 153
ESRS Energy consumption and mix Unit 2024 2025 Indicator Fuel consumption for renewable sources, including biomass (also comprising industrial [E1-5 37 c(i)] MWh - - and municipal waste of biologic origin, biogas, renewable hydrogen, etc.) Consumption of purchased or acquired [E1-5 37 electricity, heat, steam, and cooling from MWh 11,379.216 12,285.429 c(ii)] renewable sources Consumption of self-generated non-fuel [E1-5 37 MWh - - renewable energy c(iii)] Total renewable energy consumption [E1-5 37 c] MWh 11,379.216 12,285.429 Share of renewable sources in total energy [E1-5 AR 34] % 36.22 37 consumption [E1-5 37, AR 31,416.624 33,204.380 Total energy consumption MWh 35] Note: Energy consumption metrics are based on direct measurements from electricity bills and fuel consumption invoices. Conversion of energy units follows the National Climate Law, with kilowatt-hours (kWh) converted to megawatt-hours (MWh) and fuel consumption in liters converted to MWh. The metrics have not yet been validated by an external body. However, validation is scheduled for early March 2026 as part of the ISO 50001 certification process. It is also worth noting that in 2025, ThPA S.A. purchased electricity bundled with Guarantees of Origin (GOs) for 100% of its consumption, ensuring that the energy used is attributed to renewable sources. [E1-6 AR 45 d] Energy intensity per net ESRS Unit 2024 2025 revenue Indicators Total energy consumption from [E1-5 40] MWh 31,416.624 33,204.380 activities in high climate impact sector Net revenue from 100.52 107.39 activities in high climate [E1-5 41] million euros impact sectors MWh/million Energy intensity [E1-5 41] 312.54 309.19 euros 154
The high climate impact sectors used to determine energy intensity are based on the Company's activities classified under the following NACE sections: H (Transportation and Storage) - which includes terminal and passenger operations, intermodal services and cargo handling - and L (Real Estate). However, the Company does not disaggregate net revenue by sector and the energy intensity calculation is based on the total net revenue of the Company as disclosed in the financial statements. Since there is no specific categorization of net revenue from high climate impact sectors in the financial statements, a detailed reconciliation to relevant line items or notes is not available for this reporting year. [E1-5 42], [E1-5 43, AR 38] E1-6 - Gross Scopes 1, 2, 3 and Total GHG emissions Gross Scopes 1, 2, 3 & ESRS Unit 2024 2025 Total GHG emissions Indicator Scope 1 GHG emissions [E1-6 48 a, 5,948.99 6,133.01 Total Scope 1 emissions tCO2eq AR 43] Percentage of Scope 1GHG emissions from [E1-6 48 b, % - - regulated emission AR 44] trading schemes Scope 2 GHG emissions [E1-6 49 a, 52 Scope 2 location-based a, AR 45, AR tCO2eq 5,685.08 3,344.84 emissions 47] [E1-6 49 b, 52 Scope 2 market-based b, AR 45, AR tCO2eq 0 0 emissions 47] Total GHG emissions Total GHG emissions [E1-6 44, 52 tCO2eq 11,634.07 9,477.85 (location-based) a, AR 47] Total GHG emissions [E1-6 44, 52 5,948.99 6,133.01 tCO2eq (market-based) b, AR 47] GHG emissions intensity GHG emissions [E1-6 53, AR tCO2eq/per 115.74 88.26 intensity, location- 53] million euros based (total GHG 155
emissions per net revenue) GHG emissions intensity, market-based [E1-6 53, AR tCO2eq/per 59.18 57.11 (total GHG emissions 53] million euros per net revenue) Net revenue [E1-6 AR 55] million euros 100.52 107.39 Net revenue used to [E1-6 AR 55] million euros 100.52 107.39 calculate GHG intensity The Company plans to measure Scope 3 emissions in 2026, but this category is currently excluded from the emissions reporting. 2024 was the first year of reporting under ESRS and serves as the base year for GHG emissions. In 2025, there are no significant changes in the definition of what constitutes the reporting undertaking and its upstream and downstream value chain. Any future significant changes in the Company's reporting boundary or value chain will be disclosed along with their impact on the comparability of reported emissions. [E1-6 47], [AR 42 c] ThPA S.A.’s Scope 2 GHG emissions are associated with the purchase of electricity used to support its business activities. This includes electricity consumed from the grid for powering offices and other electric equipment such as cranes. In calculating Scope 2 emissions, the Company has applied the country-specific and market specific emission factors of the power system using a location-based and a market-based model, ensuring the emissions are accurately aligned with the regional grid's and the provider’s emission profile. The contractual instruments used for the purchase of energy are Guarantees of Origin (which cover the total amount (100%) of consumed electricity from ThPA S.A. [E1-6 AR 45 d] ThPA S.A.’s calculation methodology for GHG emissions follows the methodology outlined in the National Climate Law and aligns with ISO 14064-1: 2018 for Scopes 1 and 2 ensuring consistency with internationally recognized standards. Emission factors are sourced from the official guidelines of the Ministry of Environment and Energy, the National Inventory Report (NIR) and DAPEEP. In particular, Scope 2 market-based emissions are calculated using a market-based approach, employing the emissions intensity index provided by DAPEEP for 2024. This index considers the average emission intensity of the network, derived from the Residual Energy Mix, as detailed in DAPEEP's 2024 energy mix report. Moreover, it is worth noting that since the whole amount of consumed electricity is covered by GOs, Scope 2 market-based emissions consequently equal to zero. For location-based Scope 2 emissions, the remaining energy mix of the country is used, reflecting the national grid’s overall emissions. The latest available emission factors were used in the calculation (those of 2024) derived from the Ministry of Environment and Energy as they were published in late 2025. Scope 3 emissions were not calculated for the reporting year. Scope 1 and 2 GHG emissions have not yet been validated by an external 156
body. However, they will be validated later this year (October 2026), in compliance with the National Climate Law. [E1-6 AR 39 b] According to Appendix C of the Commission Delegated Regulation (EU) 2023/2772, companies with an average of no more than 750 employees on their balance sheet date during the financial year (on a consolidated basis, if applicable) are permitted to exclude data points on Scope 3 emissions and total GHG emissions from their sustainability statement. As ThPA S.A. meets this criterion, it may omit data points related to Scope 3 emissions. [E1-6 AR 46 i] The net revenue used in the GHG emissions intensity calculation is derived from the financial statements, as disclosed in the relevant section of the Annual Financial Report (pp. 297)[DTTL15.1]. [E1-6 55] E2 Pollution Impact, risk, and opportunity management E2-1 – Policies related to pollution ThPA S.A. oversees the management of its environmental impacts, risks, and opportunities related to pollution through its Environmental Policy and Sustainability Policy that has been implemented via ISO 14001:2015 certified Environmental Management System (EMS). Through a materiality assessment conducted using the double materiality approach, pollution of air was established as a material issue for ThPA S.A in relation to pollution. As such, the Company's policies place a significant emphasis on preventing, controlling and decreasing emissions from the atmosphere caused by their operations. The Environmental Policy of ThPA S.A. includes objectives for preventing pollution, complying with environmental legislation, systematically identifying and managing environmental aspects, and continually improving the environmental performance of the Company. In addition to this, its Sustainability Policy contains objectives for air quality directly related to air pollution such as the implementation of monitoring mechanisms and initiatives that reduce the effects of air pollution to the environment. [E2 14] In line with the results of the double materiality assessment, ThPA S.A.’s policies primarily address air pollution. Through its Environmental and Sustainability Policies, the Company commits to preventing pollution and improving air quality through actions embedded within the ISO 14001 certified Environmental Management System (EMS), which includes the identification of air-emission-related environmental aspects, operational controls, monitoring mechanisms, internal audits and corrective actions. Pollution of water and soil was not identified as material for ThPA S.A. following the double materiality assessment. Nevertheless, the Company maintains a compliance-based monitoring framework regarding the above to ensure continuous adherence to national legislative requirements as well as to detect any shifts in its risk profile. The Environmental Policy requires compliance with applicable environmental legislation and the systematic control of environmental aspects, which also serves as a baseline preventive framework for potential water and soil impacts. 157
The Company promotes awareness of air quality and environmentally responsible practices among suppliers, contractors and other port users operating within the port area, in line with its Environmental Policy and EMS requirements. The use, substitution or phase-out of substances of concern and substances of very high concern was not identified as a material topic in ThPA S.A.’s Double Materiality Assessment. Accordingly, the Company does not have specific policies dedicated to this area for the reporting period. The prevention and management of pollution-related incidents relevant to air emissions are addressed through the EMS supporting the Environmental Policy. This includes: • identification of environmental risks, • preventive operational controls, • corrective actions and continuous improvement processes through audits and management reviews. ThPA S.A. raises awareness among contractors, suppliers and port users about environmentally responsible behaviour and the regulations governing environmental performance within the port area, in order to reduce the likelihood and potential impacts of pollution-related incidents. For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. [E2 15] E2-2 – Actions and resources related to pollution ThPA S.A. has implemented and continues to undertake numerous operational, monitoring and research-based actions designed to prevent and/or reduce air pollution, in particular particulate matter emissions and resuspension associated with port operations. These actions are ongoing and are expected to continue in future reporting periods. The Company ensures that the necessary resources (both financial and human) are sufficiently allocated for all those actions. Key actions include: • Monitoring and assessment of air pollution, including: cooperation with the National Centre for Scientific Research “Demokritos” and the Aristotle University of Thessaloniki for the study of air pollution, preparation of annual reports incorporating atmospheric data, which are made publicly available online. • Operation and maintenance of air quality monitoring infrastructure, including: purchase and operation of a state-of-the art air quality monitoring station, a contract with an external specialized contractor for the maintenance of the air quality monitoring station, laboratory analysis of filter samples conducted by the National and Kapodistrian University of Athens (Department of Chemistry). • Operational measures to prevent and limit dust generation and resuspension during loading and unloading operations, including: use of water trucks for dust suppression, street sweeping to reduce 158
resuspension of particulate matter, installation of dust prevention fencing to retain airborne particulates where possible during loading and unloading activities, management of bulk material stockpiles, including limiting pile heights and covering stockpiles. • Operational and organizational controls supporting dust prevention including: traffic management and regulation measures for dust prevention, conventional port terminal operating system under development for process optimization, staff training in relation to pollution reduction measures, scheduling of port activities taking weather conditions into account such as strong winds. These actions support the objectives of the Environmental and Sustainability Policies by contributing to the prevention of air pollution, improvement of air quality, and compliance with applicable environmental requirements. In addition to all the above, the Procurement Division and Sustainability department coordinate in order to investigate the potential procurement of automized mist canons (water fogging) in order to further mitigate air pollution. The monitoring, operational and organizational actions implemented are expected to assist with the identification, monitoring and management of air pollution associated with port operations. Continuous air quality monitoring, scientific collaboration, and publication of annual reports containing air pollution related data are expected to provide reliable information regarding the condition of the ambient air, thereby allowing for informed decisions to be made. Both maintaining and operating the necessary infrastructure for air quality monitoring, along with laboratory analysis of samples, are expected to ensure the continuity and reliability of air quality data in and around the port. Operational and organizational dust prevention measures during loading and unloading activities are expected to limit dust generation and resuspension and support more controlled port operations. The scope of the key actions covers port operations, including loading, unloading, storage and handling of dry bulk cargo, as well as supporting activities within the port area. While they primarily cover own operations, there is also indirect coverage of contractors and port users operating within the port area through operational controls and requirements. Actions cover port facilities and operational areas under the responsibility of ThPA S.A. Stakeholders affected include: employees, contractors, port users, and the local community potentially affected by air quality. All key actions related to air pollution are ongoing operational and monitoring measures. No fixed completion dates have been set, as these actions are intended to be implemented on a continuous basis to support ongoing pollution prevention and air quality management. No actions related to remedy were required, as no material harm requiring remediation was identified during the reporting period. This is the first period in which these actions are disclosed in accordance with ESRS requirements. The actions implemented by ThPA S.A. do not require significant operational or capital expenditures. As a result, they are not classified as significant in terms of monetary amounts. [ESRS 2 MDR-A 68, 69] 159
Metrics and targets E2-3 – Targets related to pollution ThPA S.A. has not set measurable, outcome-oriented targets in relation to its material pollution topic, namely air pollution. Nevertheless, the Company tracks the effectiveness of its policies and actions through a combination of air quality monitoring, scientific analysis and internal review processes. Air pollution is monitored through the air quality monitoring station operating within the port area, which is maintained by an external specialized contractor, while atmospheric filter samples are analyzed by an external certified laboratory. The effectiveness of operational measures is also reviewed through the processes of the ISO 14001:2015 EMS, including internal audits, management reviews and corrective actions. In the absence of quantitative targets, ThPA S.A.’s level of ambition is defined qualitatively and focuses on compliance with applicable environmental legislation, prevention and limitation of air pollution (particularly particulate matter resuspension during loading and unloading operations) and continuous improvement of operational practices. In order to be compliant with the national law, ThPA S.A. commits to not exceed the limit values set by the national law under any circumstances and possibly even reduce air pollutant concentrations. Progress is evaluated based on monitoring results and observed trends over time, findings from scientific studies and laboratory analyses, and the outcomes of internal EMS reviews. Performance is assessed daily, monthly, quarterly and annually based on the legal limit value and the time frame of its assessment, with 2025 being ThPA S.A.’s base year for air quality monitoring. The absence of measurable outcome -oriented targets is mainly due to the ongoing development of ThPA S.A.’s sustainability strategy and the need to further assess its feasibility and methodology for setting such targets. Additionally, the Company prioritizes aligning its sustainability objectives with evolving regulatory requirements, stakeholder expectations and internal processes before formally adopting specific outcome-oriented targets. [ESRS2 81] E2-4 – Pollution of air, water and soil Pollution of air Although air pollution was identified as a material topic following the Double Materiality Assessment, ThPA S.A. does not disclose quantitative amounts of pollutants listed in Annex II of Regulation (EC) No 166/2006 (E- PRTR) emitted to air, water or soil. Also, there are no microplastics generated or used in the Company’s own operations. The Company’s air pollution management is based on ambient air quality monitoring through a monitoring station within the port area (its location can be found in the satellite image found below), rather than source-based measurement of pollutant releases which is typical for heavy industrial installations. 160
Figure 1: Location of air quality monitoring station in Thessaloniki port area The monitoring station within the port as illustrated above, monitors the following: • Nitrogen oxides (NOx) • Sulfur dioxide (SO2) • Carbon monoxide (CO) • Particulate matter (PM10 and PM2.5) This is the first reporting period in which ThPA S.A. discloses information in accordance with ESRS requirements on pollution as this is the first year in which pollution has been identified as a material topic. As a result, no comparison of changes over time is provided. Future disclosures will allow for trend analysis based on the continued operation of existing monitoring and reporting processes. [E2 30a] Pollution-related data, specifically for the material topic of air pollution, are based on direct ambient air quality measurements rather than source-based emission measurements. Air quality is monitored through the monitoring station illustrated above operating within the port area, which captures atmospheric concentrations of pollutants and particulate matter. This methodology reflects the nature of port operations, where pollution management focuses on monitoring ambient air quality and resuspension effects rather than measuring point- source emissions by pollutant and quantity. [E2 30b] Data for pollution-related accounting and reporting are collected through the operation of air quality monitoring stations, laboratory analysis of atmospheric filter samples, and scientific studies conducted in cooperation with external research institutions. Information sources include monitoring station data, laboratory analysis results provided by the National and Kapodistrian University of Athens (Department of Chemistry), outputs from studies 161
carried out with the National Centre for Scientific Research “Demokritos” and the Aristotle University of Thessaloniki, and internal documentation generated through the ISO 14001:2015 Environmental Management System, including audits, reviews and corrective actions. These data sources form the basis for annual atmospheric reporting and public disclosures. [E2 30c] E3 Water & Marine resources Impact, risk and opportunity management E3-1 – Policies related to water and marine resources ThPA S.A. has integrated water and marine resource management considerations within its existing Environmental Policy, which is implemented through an ISO 14001:2015–certified Environmental Management System (EMS), as well as its Sustainability Policy. These frameworks address key aspects of sustainable water management, environmental status of marine water and the protection and preservation of the aquatic environment in an integrated manner. Environmental performance is continuously monitored and enhanced through management reviews, internal audits, and the identification and evaluation of environmental aspects and impacts, supported by corrective actions where necessary. This approach ensures systematic and ongoing management of water- and marine-related issues. The Environmental Policy sets out the Company’s commitments to environmental protection, pollution prevention and continuous improvement. While the Policy does not explicitly refer to water discharges as a standalone topic, its general commitments are operationalised through the implementation of the Company’s Environmental Management System (EMS), which includes procedures and controls addressing wastewater management and marine pollution risks, among others. ThPA S.A.’s EMS (which also adheres to ISO 14001) complies with the applicable Environmental Legislation, sets clear environmental goals and programs to reduce the negative and increase the positive effects of ThPA S.A.’s activities, reviews environmental targets, identifies, evaluates and controls all environmental aspects and impacts and raises awareness among staff and the port community. Under the EMS framework, water discharges are managed through compliance with environmental permits, monitoring where required, infrastructure maintenance, incident reporting mechanisms and corrective action processes. These operational procedures translate the Policy’s general commitments into concrete measures designed to prevent and mitigate the identified actual negative impact on local water quality and marine ecosystems. Efficient management of Water Resources and Ecosystem Protection is a Strategic Pillar of ThPA S.A.’s Sustainability Policy, which was established in 2023. Regarding seawater, ThPA S.A. is committed to protecting the marine ecosystem and biodiversity, monitoring sea water quality ultimately ensuring positive environmental impact and contributing to the marine natural resources’ preservation. ThPA S.A. monitors sea water quality in collaboration with external specialized contractors. Considering the nature and scale of its activities, ThPA S.A. recognizes that the establishment of a standalone policy on sustainable oceans and seas is not necessary, as relevant impacts and risks are adequately addressed through its Environmental and Sustainability Policies, as well as through its ISO 14001–certified Environmental Management System. 162
While the latest data from the most recent River Basin Management Plan for the River Basins of Central Macedonia River Basin District classifies the ecological potential, ecological status, and chemical status of the Gulf of Thessaloniki as "good," indicating positive outcomes from environmental protection efforts, it is acknowledged that water resources are under increasing pressure. Since ThPA S.A. does not engage in any direct freshwater or seawater extraction, including underground water, across its facilities, it does not currently have a specific policy to reduce material water consumption in its own operations within this basin. Additionally, all freshwater used in the Company’s operations is supplied by the Thessaloniki Water Supply and Sewerage Company (EYATH) and it is important to note that the water supply for the city of Thessaloniki primarily originates from the wider regional area, rather than solely from immediate surrounding water resources. Furthermore, the primary activities contributing to the exhaustion of water resources in this water basin area are identified as being related to other sectors, such as tourism, rather than ThPA S.A.'s operations. Consequently, the Company's direct impact on the local water resources is considered limited. Despite this limited direct impact, ThPA S.A. is committed to the preservation of water resources. It remains alert to potential issues related to water stress or scarcity and diligently adheres to all considerations and provisions issued within relevant regulatory frameworks and water management plans. [E3-1, 9, 11, 12 a(i), (ii), (iii), , c, AR 16, AR 17, AR 18] [E3-13] [E3-1 14] For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. E3-2 – Actions and resources related to water and marine resources ThPA S.A. recognizes the importance of water as a shared resource vital for all living organisms that must be preserved for future generations. As previously mentioned, all water used in the Company’s facilities concerns freshwater supplied by EYATH. Water consumption arises from the operation of office buildings, warehouses and dockworker restrooms and showers, as well as from cleaning and maintenance activities within the Port’s road network and water supplied to vessels. The Company has established a number of procedures and control measures to ensure no direct wastewater is discharged into the marine environment, as it understands that the protection of the ecosystem is essential. To address the identified negative impact of water discharges potentially affecting local marine ecosystems, the Company has implemented the following operational and infrastructure-based measures: Stormwater drainage network with solid retention mechanisms: A dedicated stormwater runoff network has been installed around the port piers and operational areas. The system includes retention and filtering structures designed to capture solid materials and debris before runoff water reaches the open sea. This infrastructure reduces the risk of solid waste and suspended particles entering the marine environment during rainfall events and supports the protection of local water quality. Any wastewater and sewage generated from port facilities and related operations is delivered to the Municipal Wastewater treatment facility in Sindos, through the pipeline network of EYATH, where it undergoes biological treatment prior to final discharge. The Company pays the applicable sewerage and treatment fees in accordance 163
with regulatory requirements. This practice ensures that wastewater is treated under controlled conditions and in compliance with environmental standards, significantly limiting direct discharge to the marine environment. Additionally, in cooperation with licensed waste management contractors (as described under ESRS E5 Section), waste generated within the port basin — including floating waste where applicable — is collected and properly managed to prevent marine pollution. Contractors operate in accordance with environmental regulations and contractual obligations, reducing the likelihood of solid or hazardous materials entering the water. Regarding the management of non-polluting discharges, certain balanced or clean water discharges (e.g., uncontaminated runoff or technical water flows) are released directly into the marine environment where permitted. These discharges do not contain pollutants and are carried out in accordance with applicable environmental standards and regulatory conditions. Recognising the importance of water as a natural resource, ThPA S.A. implements various measures to monitor and control and ultimately reduce water consumption, both in office buildings, warehouses, dockworker restrooms and showers, as well as for vessel supply. The Environmental Management System ensures that water and marine resources are treated with care. Concerning control and monitoring measures, certain actions are also implemented. With the assistance of certified contractors, ThPA S.A. carries out a seawater quality monitoring program to ensure compliance with the approved environmental terms for the operation of the Port. In addition to this, ThPA S.A. successfully established and implemented initiatives such as the underwater sea cleaning actions at the Thessaloniki waterfront, in previous reporting periods. For the current reporting year, the focus has been on other strategic initiatives for the prevention and mitigation of impacts on the marine environment. In July 2025, ThPA S.A. participated in a marine pollution response exercise organized by the Central Port Authority, simulating an oil spill incident from a tanker, demonstrating operational readiness and coordination with relevant authorities and stakeholders in the event of marine pollution. In parallel, the Company addressed leaks within its internal water network and implemented water-saving practices in office facilities, contributing to reduced water consumption and more efficient use of water resources. Moreover, it’s important for the Company to safeguard a sustainable growth while preserving the marine and terrestrial ecosystems, so ThPA S.A. carries out Environmental Impact Assessments prior to the implementation of any investment related to the expansion of the Port. ThPA S.A. has also identified emergency scenarios in reference to marine pollution from hazardous chemical substances and petroleum products and has prepared response plans for each one of them. The emergency response plans are reviewed annually by the Company and approved by the Harbor Master which is the competent authority. The execution of any emergency response actions is delegated to an external authorized company. In cooperation with the competent authorities, the Company conducts regular marine pollution incident response drills, as well as continuous training of the staff responsible. Last, it is worth noting that there are no significant spills at ThPA S.A.’s port land-based facilities. All the above promote water use in a sensible manner, thus ensuring that the principles of sustainable water use are preserved. 164
Although ThPA S.A. acknowledges that potential water pressures may arise in the area, not stemming from its own operations, and given its limited direct impact, it currently does not implement specific actions or allocate resources related to areas at water risk or high-water stress, beyond fostering environmental awareness and maintaining readiness. The Company's initiatives, monitoring activities, and all related actions concerning water and marine resources are ongoing and do not have a defined completion timeframe. The majority of these actions are recurring annually, ensuring continuous management and assessment of water and marine-related impacts. While no dedicated action plan or significant expenditures are currently required for Water and Marine Resources, ThPA S.A. continuously plans and allocates operational resources through its Environmental Management System and implemented measures, including monitoring, internal audits, preventive maintenance, and management reviews, to ensure effective water use and prevent environmental incidents. [E3-2 17, AR 19, 20, 21] [E3-2 19, AR 19, 20, 21] [ESRS 2 MDR-A (c)] [ESRS 2 – MDR.A] [ESRS 2 62] Metrics and targets E3-3 – Targets related to water and marine resources ThPA S.A. has not yet set measurable targets with a defined timeframe based on results for impacts, risks and opportunities related to water and marine resources. However, the Company intends to set such targets in the near future and is working towards this goal. The timing for setting these targets is expected to be determined within the next months, with the delay primarily due to the need for further analysis and evaluation of data and sustainability strategies related to water and marine resources. Despite the lack of measurable targets, the Company regularly monitors the effectiveness of its policies and actions through systematic processes, such as monitoring seawater quality and assessing the impact of port operations on the local marine ecosystem when conducting an Environmental Impact Assessment. Indicators for assessing progress include both qualitative and quantitative measures, such as the frequency of reporting on seawater quality. [ESRS 2 81 a, b (i), (ii)] E3-4 – Water consumption ThPA S.A.’s measurement of the metrics has not been validated by any external body than the assurance provider and are presented below. [ESRS 2 MDR-M (b)] The net revenue used in the water intensity calculation is derived from the financial statements, as disclosed in the relevant section of the Annual Financial Report (pp. 297) [DTTL16.1]. [E3-4 29] In addition to this, all metrics were obtained through direct measurement, without the use of sampling, extrapolation, or best estimates. [ESRS E3-4.29, AR 29] 165
Water and marine ESRS Unit 2024 2025 resources Indicator Water Total water consumption [E3-4 28 a] m3 319,829.17* 226,644.987* Water consumption from [E3-4 28 b] m3 N/A N/A areas with water risk Water recycled and reused [E3-4 28 c] m3 N/A N/A Water stored [E3-4 28 d] m3 N/A N/A Changes in water storage [E3-4 28 d] m3 N/A N/A Share of the measure obtained from direct measurement, from [E3-4 29, AR 100% direct 100% direct % sampling and 29] measurement measurement extrapolation, or from best estimates m3/million Water intensity ratio [E3-4 29] 3,181.75 2,110.49 euros Water withdrawal in areas [E3-4 29, AR m3 N/A N/A with water risk 32] Total water withdrawal in [AR 32] m3 N/A N/A areas with water risk Water discharges in areas [AR 32] m3 N/A N/A with water risk Total water discharge [AR 32] m3 NA** N/A** 166
* The total water consumption was calculated by subtracting from the total annual water consumption billed by the water provider Company (EYATH), the water sales to vessels and tenants. ** In ThPA S.A. the only occurring water discharge from its facilities is stormwater runoff but its quantity is not systematically monitored. [E3-4 28 e, AR 29] E5 Resource use and circular economy Impact, risk, and opportunity management E5-1 – Policies related to resource use and circular economy ThPA S.A. has in place an Environmental Policy and a Sustainability Policy that outline its commitment towards managing the material impacts, risks and opportunities related to waste management and resource use and promote circular economy principles. The Sustainability Policy commits to efficient waste management through monitoring and control of operational waste, with an emphasis on waste prevention, the promotion of recycling as well as proper treatment and disposal. ThPA S.A. has also a Waste Management Plan in compliance with laws and regulations and employs tools such as the Digital Waste Registry for waste tracking purposes, recycling optimization, and conformance assurance. This policy has given special emphasis to waste management due to its environmental impact. The Environmental Policy is in alignment with ISO 14001:2015 specifications and aims at waste prevention and the minimization of environmental impacts from resource consumption and continuous improvement of environmental performance. It sets clear environmental goals, informs and raises awareness of the port community, suppliers, contractors and passengers passing through the port, on environmental management issues. Also, ThPA S.A. engages suppliers and contractors in environmentally responsible activities including resource use and waste. Through its Procurement Regulation, ThPA S.A. ensures that all contractors comply with all existing obligations in the areas of environmental, safety, social and labor law enacted by EU law, national law, collective agreements or international provisions of environmental, social, labor law and tax law (where applicable). This requirement is indicated in the tender documents and constitutes a special condition for the performance of the contract. The breach thereof by the contractor may constitute grave professional misconduct of the prospective supplier that will allow its exclusion from a subsequent procurement procedure. The policies apply across ThPA S.A.’s operations, targeting all waste generated within the port. They also cover the upstream and downstream activities (such as contractors, suppliers, customers and ship operators), from collection, storage, treatment and recycling, following the waste hierarchy, with prevention prioritized over recycling, recovery and disposal, in collaboration with licensed contractors. The top management at ThPA S.A. are responsible for the implementation of the aforementioned policies, while periodic reviews and audits ensure their continuous improvement. Both policies conform to the principles of 167
ISO 14001:2015 and established national and EU environmental laws. The Company engages in dialogue with stakeholders, including staff, subcontractors and customers, regarding environmental sustainability and ensures policies meet their expectations. Both policies are available on ThPA S.A.'s website ensuring transparency and are accessible for all stakeholders. Such a framework allows ThPA S.A. to manage its material issues arising under circular economy primarily through waste prevention, minimisation and responsible waste management, and fully align with its sustainability strategy commitment to a low-carbon, resource-efficient future. [E5-1 14, 16 AR 9 a] ThPA S.A.’s current policies do not specifically address transitioning away from the use of virgin resources or the increased use of secondary (recycled) resources. Similarly, there are no dedicated policies in place for the sustainable sourcing and use of renewable resources. [E5-1 15 a] [E5-1 15 b] For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. E5-2 – Actions and resources related to resource use and circular economy ThPA S.A. takes a proactive approach to waste management as part of its broader environmental management system, with ongoing efforts to minimize waste directed to disposal and maximize recycling. Key actions are implemented on an ongoing basis that apply across ThPA S.A.’s port operations and involve upstream and downstream partners, including contractors and ship operators. Those actions include the application of the Port Waste Management Plan, systematic waste categorization, engagement of licensed waste contractors, and digital tracking of waste flows. The Company applies a Port Waste Management Plan that outlines procedures for categorizing and handling waste according to the European Waste Catalogue (EWC). The Port Waste Management plan is updated and approved by the Company’s top management every three years. ThPA S.A. categorizes waste as hazardous or non-hazardous and as Port-generated or Ship-generated. Licensed partners manage all Port-generated waste, with detailed tracking through a Digital Waste Registry that records their waste statements, waste types, quantities and disposal methods to ensure transparency and efficiency. For Ship-generated waste, ships delivering waste to ThPA S.A.’s facilities follow a Ministry-approved Ship Waste Management Plan. The timeframe of the Ship Waste management Plan is defined by the respective approval decisions of the Ministry of Maritime Affairs and Insular Policy. Two licensed contractors, selected via open tenders under EU Regulation 352/2017, handle this waste. ThPA S.A. has maintained a comprehensive plan for managing ship waste and cargo residues since 2002, which aligns with all relevant and applicable national and European regulations. It is worth mentioning that employee training programs ensure key staff members understand and can implement Waste Management procedures, emphasizing proper waste separation and fostering a culture of waste reduction, resource conservation and recycling. These training actions are conducted on a recurring basis and support the effective implementation of waste management policies across port operations. Across port facilities waste collection points are installed to further support separation and align with circular economy principles. When collected, hazardous waste is handled with care by licensed partners to ensure compliance and minimize environmental risks while solid non-hazardous waste is directed to appropriate facilities (also by licensed partners) to be stored, treated, disposed in landfills or recycled. [E5-2 19] 168
The Company's initiatives, monitoring activities and all related actions concerning circular economy are ongoing and do not have a defined completion timeframe. The majority of these actions are recurring annually, ensuring continuous management and assessment of resource use and waste management based on the principles of circular economy. ThPA S.A.’s actions related to the circular economy are reassessed every three years (in the context of the Port’s Waste Management Plan reassessment) to determine whether additional measures are needed. It is worth noting that in 2025, the Port’s Waste Management Plan was renewed. So far, this evaluation has not identified such a need, and therefore, no new actions have been planned for the near future. The actions implemented by ThPA S.A. do not require significant operational or capital expenditures. As a result, they are not classified as significant in terms of monetary amounts. [ESRS 2 MDR-A 68, 69] Metrics and targets E5-3 – Targets related to resource use and circular economy Although ThPA S.A. has not established specific measurable outcome-oriented targets, it actively monitors the effectiveness of its policies and actions related to resource use and the circular economy. This monitoring is conducted through well-defined processes (e.g. Port’s Waste Management Plan, Environmental Monitoring Mechanism) embedded in the Company's Environmental Management System (EMS), certified under ISO 14001:2015. The effectiveness of waste management policies and actions is tracked using a Digital Waste Registry. This tool records key data such as waste type, quantity, and disposal methods, enabling ThPA S.A. to evaluate its performance and identify opportunities for improvement. Additionally, the Port Generated Waste Management Plan outlines procedures for waste categorization and handling, ensuring proper management through licensed partners. Additionally, specialized training programs for employees, combined with internal reviews, ensure alignment with the Company’s waste management and circular economy objectives. While no specific targets are set, the Company defines its level of ambition as a commitment to reducing landfill waste, maximizing recycling and improving waste management practices in alignment with regulatory standards and stakeholder expectations. Progress is measured against data from the base year 2024 and evaluated through quantitative indicators such as the percentage of non-recycled waste or the amount of waste generated. The absence of measurable outcome -oriented targets is mainly due to the ongoing development of ThPA S.A.’s sustainability strategy and the need to further assess its feasibility and methodology for setting such targets. Additionally, the Company prioritizes aligning its sustainability objectives with evolving regulatory requirements, stakeholder expectations and internal processes before formally adopting specific outcome-oriented targets. [ESRS2 81] E5-5 – Resource outflows Total waste catalogue At ThPA S.A., port generated waste is divided in two main categories: hazardous and non-hazardous. Port- generated waste is the result of the port's daily operations. Regarding ship-generated waste, ThPA S.A. does 169
not own or control the waste generated by calling vessels but manages through dedicated contractors thus their quantitative data are not included in the waste amounts presented in the table below. [E5-5 38] The waste stream relevant to ThPA S.A.'s operations is port-generated waste mainly composed of materials produced during normal port activities such as construction debris, vehicle repair workshop waste, packaging waste and other general operational waste. [E5-5 38 a] The materials that are present in ThPA S.A.'s waste (hazardous and non-hazardous), include mixed municipal waste, metals, plastics, paper and packaging material, iron, steel, glass, filter materials, textiles, waste oils etc. all of which are carefully managed according to regulations. Licensed contractors are used by the Company in order to ensure proper waste management either through disposal, treatment or recycling. [E5-5 38 b] Disclosure Requirement E5-5 – Resource outflows 2025 Unit 2024 Total waste tn 5,134.116 1,724.36 generated Non- recycled tn 582.980 927.920 waste Percentage of non- % 11.36 53.81 recycled waste Total amount of tn 61.014 70.170 hazardous waste Waste diverted from disposal 2024 2025 Types of Non- Non- Unit Hazardous Hazardous recovery hazardous hazardous Waste Waste Waste Waste Preparation tn 0 0 0 0 for reuse Recycling tn 61.014 4,490.122 70.170 726.270 <Other tn recovery 0 0 0 0 operations> 170
Total waste tn diverted 61.014 4,490.122 70.170 726.270 from disposal Waste directed to disposal 2024 2025 Types of Non- Non- Unit Hazardous Hazardous treatment hazardous hazardous Waste Waste Waste Waste Incineration tn 0 0 0 0 Landfill tn 0 582.980 0 927.920 <Other disposal tn 0 0 0 0 operations> Total waste directed to tn 0 582.980 0 927.920 disposal Please note, that due to the nature of its operations, ThPA S.A. does not produce any amount of radioactive waste. Metrics are validated in the context of ISO 14001:2015 certification as well as the Electronic Waste Registry (EWR). [E5-5 39] Methodologies used to calculate waste data The Company’s data on waste management is based on direct weight measurements. For each waste stream, the designated contractor collects the waste, weighs it and categorizes it on-site. No estimations or additional assumptions are used in this process. [E5-5 40] Social S1 Own workforce ThPA S.A. recognises its employees as crucial to its success, making them a primary focus in its DMA validation process. The Company aims to be an attractive employer, both to retain loyal staff and to attract new talent, helping itself meet future challenges like evolving workplace trends. ThPA S.A.’s key HR priorities include training, development, employee health and safety, and safeguarding diversity and equal opportunities. Strategy SBM-2 – Interests and views of stakeholders The Company acknowledges the importance of its workforce to the effective implementation of its business model and strategy and the potential interaction between its activities and employees. In this context, ThPA 171
S.A. places emphasis on maintaining open and continuous communication with its workforce and promotes dialogue through a range of structured engagement channels and formats.: Through regular, two-way communication channels such as employee Satisfaction Surveys to understand employee needs and expectations regular Surveys and assessments to identify and address human rights risks in its activities and open communication between employees and management, ThPA S.A. actively seeks to understand and address the priorities of its employees and gains important insights on key topics. Additionally, employees maintain direct communication with their supervisors, who promptly relay any critical information or concerns to the HR Department when necessary. The Company has also established whistleblowing channels that allow employees to express their concerns and/or violations anonymously or named. Employees who wish to remain anonymous may also voice their concerns through established grievance and feedback platforms. The perspectives of employees from the Satisfaction Surveys are evaluated and subsequently integrated into the human resources strategy. Furthermore, a wide range of measures can be initiated across the Company based on all these channels and the outcomes of the engagement. [SBM-2 12] SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model Types of own workforce In preparing the disclosures regarding ESRS 2, ThPA S.A. comprehensively includes all individuals within its own workforce who could be materially impacted by its operations. The Company recognises the diverse nature of its workforce and the varying ways in which its activities may affect them. Specifically, ThPA S.A. employs a diverse workforce that includes both employees and non-employees, depending on the nature of their collaboration with the Company. Specifically, the own workforce of ThPA S.A. includes individuals directly employed by the Company (employees both at blue- and white-collar work positions), as well as non-employees and agency workers, personnel provided by third-party companies. Regarding employees, this group consists of all individuals directly employed by ThPA S.A., across almost all its functions and levels, from operational and administrative staff to management and executive roles. They are engaged under standard employment contracts and form the core of the Company’s permanent and fixed-term staff. Due to the nature of the Company’s business, they could be categorized as blue and white-collar employees: Blue collar employees constitute the biggest constituent of ThPA S.A.’s own workforce, wherein port machinery operators, dock workers and technical staff have the daily responsibility for operation and maintenance of the port facility. The white-collar employees coordinate the whole operations of the Company and further work in its various departments comprising of sales, management, accounting and marketing. As far as personnel in the value chain is concerned, both directly employed by ThPA S.A. and those employed within the Company's facilities, they are not forming part of the above-mentioned personnel (non-employees) and are directly or indirectly affected by the activities of the Company. These individuals work within the port’s premises or on the Company’s behalf under the management of their respective employers, with whom ThPA S.A. maintains contractual relationships. Non-employees include, for example, cleaning crews, suppliers, maintenance technicians, security staff, etc., all helping to accomplish the running of the services and 172
operations. Although they are not part of the Company's staff, their contribution is important for the completion of projects that serve the operational needs of ThPA S.A. ThPA S.A.’s own workforce is covered under a collective labour agreement, which ensures access to all established policies, benefits and programs. Regarding non-employees, such as contractors or any other non- standard employment category who are not covered by this collective agreement, their benefits, training opportunities (if applicable) and participation in relevant programs are formalized within their specific service agreements with ThPA S.A. Furthermore, their working conditions, Health and Safety provisions and any additional entitlements are outlined in their respective contracts, ensuring clarity and compliance with applicable labor regulations. In addition, while the Company’s workforce-related policies, benefits and programmes primarily apply to its own workforce, certain provisions—particularly those related to occupational health and safety, human rights etc.—are designed to extend beyond direct employees and also apply, where relevant, to non-employees present at or affected by the Company’s operations (such as contractors, subcontractors). [SBM-3 14 a] [SBM-3 14, AR 6, AR 7] IROs to own workforce In this reporting year (2025), ThPA S.A. through its DMA validation, reassessed its Impacts, Risks & Opportunities (IROs) as well as the screening of its activities in order to make sure the results fully and adequately reflect the Company’s current state. The results of the DMA validation identified two material negative impacts which refer to: First, the limited female representation in blue-collar roles in the wider maritime sector and the challenges this creates for achieving gender balance; and second, the working conditions, that expose mostly blue-collar employees to heavy machinery and hazardous materials, inherently increasing work-related accidents and injuries. The negative impacts are not widespread/systemic or related to individual incidents but are inherently linked to the nature of the Company’s operations as a port authority and its involvement in port infrastructure activities. These impacts primarily stem from industry-specific challenges, such as employee exposure to heavy machinery and operational hazards. Additionally, the underrepresentation of women in blue-collar roles reflects broader industry trends rather than company-specific policies. Furthermore, the absence of a formalized performance evaluation process for all employees is recognized as an area for improvement but does not constitute a figurative issue affecting workforce management. Until December 2025, in ThPA S.A.’s operations, a total of 4 work-related accidents were recorded, with no fatal incidents and zero fatalities resulting from work-related injuries or ill health among its employees. Likewise, no fatalities were reported among other workers operating on the Company’s sites. No cases of recordable work-related ill health occurred, and a total of 134 lost workdays were recorded due to work-related injuries and fatalities from accidents or ill health. Risks related to labor are proactively addressed and mitigated through the implementation of Health and Safety, Human Rights, Violence and Harassment Policies and procedures relevant to business conduct. These measures are designed to prevent material negative impacts, whether systemic or (mostly) related to individual incidents and ensure the responsible and ethical management of labor practices across all operational contexts [SBM-3 14 b,] 173
ThPA S.A. identified positive impacts only for its own employees and non-employees and no impact was identified related to the Company’s value chain. Regarding the four (4) positive material impacts, the Company is committed to fostering a workplace that generates significant positive impacts for its own workforce. Positive impacts mainly highlight the Company's commitment to the creation of an inclusive work environment, support the upskilling of its own workforce, support employees' well-being and work-life balance, foster a culture of respect, safeguard human rights in its operations, ensure the right to free association for employees and implement policies for inclusivity and equal opportunities for all. These benefits primarily extend to all its employees (including permanent, fixed term, and temporary staff across all levels) and, where applicable, contribute to a more inclusive environment for self-employed individuals and personnel provided by third-party undertakings operating within ThPA S.A.’s facilities. These positive impacts are experienced across all the Company’s activities. Key activities driving these positive outcomes include: • Promoting an Inclusive and Respectful Environment: ThPA S.A. actively safeguards an inclusive and respectful work environment, ensuring equal treatment and fair opportunities for all. This commitment helps its workforce feel valued, safe, and free from discrimination, despite broader sector challenges. • Investing in Training and Development: A range of comprehensive training and development initiatives that have been implemented, provide continuous learning opportunities, cultivating a skilled and adaptable workforce. These programmes enhance knowledge, ensure compliance and safety, and equip ThPA S.A.’s people to meet evolving industry challenges. • Ensuring Fair Compensation and Well-being: The Company provides fair compensation and comprehensive benefits that extend beyond minimum wage requirements, including insurance. Furthermore, it offers flexible work arrangements to promote work-life balance and overall employee well-being. • Upholding Freedom of Association: ThPA S.A. safeguards employees' right to freedom of association through active unions and open dialogue. This fosters trust, freedom of speech, and an environment where employees feel heard and able to express concerns. [SBM-3 14 c] ThPA S.A. identifies Health and Safety as one of the two (2) material risks for its own workforce, including all employees and non-employees. Health and safety incidents may expose the Company to a range of operational and business risks. These include temporary disruption of port operations due to workforce unavailability, reduced productivity and delays in service delivery, as well as potential legal liabilities, compensation costs and increased insurance premiums. In addition, such incidents may affect employee morale and retention and could lead to reputational impacts among port users, contractors and regulatory authorities, potentially influencing stakeholder trust and the Company’s overall financial performance. Due to the presence of heavy machinery and the high volume of port traffic, potential accidents or injuries that may take place are managed through a well-established Health and Safety Management System (ISO 45001: 2018). Moreover, the Company acknowledges that identifying how specific characteristics, work environments, or activities may elevate the risk of harm—particularly for blue-collar employees—is essential for developing effective Health and Safety measures. 174
The Company gathers input directly from employees through its Satisfaction Surveys and feedback mechanisms to better understand their concerns, experiences and perceptions of risk. Additionally, it considers other data sources, such as health and safety records, to identify trends that may indicate heightened risks for specific workforce groups. In particular, ThPA S.A. has developed an understanding of the heightened risks faced by people in its own workforce who work in specific contexts (such as blue collars) or undertake particular activities. This understanding can be developed through the following: 1. Risk Assessments: Conducting regular risk assessments targeting specific groups or roles to identify vulnerabilities and risks related to their work environment and tasks. 2. Employee Surveys and feedback: Gathering input directly from employees through surveys and feedback mechanisms to understand their concerns, experiences, and perceptions of risk. 3. Engagement with experts and stakeholders: Collaborating with health and safety experts, industry associations, and worker representatives to gain insight into the specific risks faced by different worker segments. 4. Data analysis: Analysing internal incident reports, health and safety records to identify patterns and trends that indicate heightened risks for particular groups. 5. Training and awareness programs: Educating management and staff on identifying and mitigating risks for specific workforce groups. However, this remains primarily an internal process for ThPA S.A. to demonstrate a clear understanding of the heightened risks faced by certain employees based on their characteristics, work contexts, or activities. [SBM- 3 15, AR 8] The second material risk for ThPA S.A. stems from its significant reliance on specialised labour for critical operational activities and service delivery. Potential shortages of this specialised workforce, combined with increasing wage costs or changes in working conditions (driven by evolving legislation or the integration of automation), could materially impact on the Company’s operational efficiency, service continuity, and overall competitiveness. This risk highlights the importance of ThPA S.A.’s human capital management strategies in ensuring a stable and skilled workforce. [SBM-3 16, AR 9] With regards to opportunities, ThPA S.A. identifies a material opportunity in cultivating diversity and inclusion practices across all human resource functions, including recruitment, promotions, and talent development. By embedding these practices, the Company could enhance its corporate reputation, strengthen its ability to attract and retain top talent, and foster a more respectful and equitable workplace culture. This, in turn, is expected to drive improved productivity, innovation, and ultimately contribute to the long-term organisational value and resilience of ThPA S.A. [SBM-3 14 d, AR 44] ThPA S.A. operates exclusively within the EU, a region with robust legal frameworks and strict enforcement mechanisms to protect against forced or compulsory labour and child labour. Given this regulatory context, all operations of the Company, including its own workforce, are governed by stringent EU and national labour laws that prohibit such practices. These laws, coupled with compliance requirements across industries, significantly 175
mitigate the risk of incidents of forced labour, compulsory labour, or child labour within the Company’s operations or associated activities. The Company’s Human Rights Policy further formalises this approach by prohibiting child labour in its activities and across its supply chain. The Policy also explicitly prohibits all forms of slavery, forced or compulsory labour, including labour under coercion, debt-related arrangements, corporal punishment, psychological or physical pressure. To monitor compliance across suppliers and business relationships, the Company embeds human rights requirements within its procurement processes. The Procurement Regulation requires contractors to comply with applicable environmental, social, labour and safety legislation, as well as relevant international standards, with these obligations incorporated into tender documentation. Compliance is monitored through supplier declarations, contractual controls, documentation reviews and oversight by the responsible procurement and contract management functions. Breaches may constitute serious professional misconduct and may result in corrective actions, contract termination or exclusion from future procurement procedures. [SBM-3 14 f(i), f(ii)] [SBM-3 14 g(i), g(ii)] The Company acknowledges that it has not yet developed a formal transition plan or a clear decarbonization strategy, and as a result, it is currently unable to estimate the specific negative environmental impacts or to forecast the achievement of climate-neutral operations. Consequently, none of the ThPA S.A.’s material impacts on employees arise from transition plans concerning the reduction of negative impacts on the environment or achievement of greener and climate- neutral operations. [SBM-3 14 e] Impacts, risks, and opportunities management S1-1 – Policies related to own workforce Policies [S1-1 19] ThPA S.A.’s Human Rights Policy states alignment with internationally recognized instruments, such as the UN Guiding Principles on Business and Human Rights, and all its Policies fully adhere to the applicable National and European legislative framework, ensuring compliance with relevant regulations and standards. Moreover, as stated previously, ThPA S.A. operates exclusively within EU where stringent legislative frameworks and employment laws provide protections against trafficking, child labour, forced labour and compulsory labour. The Company’s Human Rights Policy includes explicit commitments prohibiting child labour across its activities and supply chain, as well as all forms of slavery, forced or compulsory labour, including labour under coercion, debt-related arrangements, corporal punishment and psychological or physical pressure. While the Policy does not explicitly reference human trafficking as a standalone concept, the existing provisions addressing forced labour, sexual harassment and exploitation are considered to cover practices commonly associated with trafficking in human beings. ThPA S.A. continues to review its human rights framework and may further clarify policy commitments in future updates. [S1-1 21, AR 12] [S1-1 22] Code of Ethics 176
“The Company's Code of Ethics and Conduct reflects the fundamental principles, rules, and values that establish the framework of corporate activities and guide our behavior and practices daily. These rules and principles define the conduct we expect from all members of our workforce, and how the Company engages and collaborates with customers, suppliers, consultants, and other stakeholders”. Principles: 1. Respect for Human Rights: ThPA S.A. acknowledges that the protection of human rights is fundamental to the ethical and responsible operation of the Company. It is committed to adhering to the principles and standards established by international organizations and relevant international conventions. 2. Integrity: ThPA S.A. acts with honesty, sincerity, a sense of justice and responsibility, ensuring transparency so that together with its own workforce can advance toward success in the most proper way. The Company respects the laws and regulatory framework of the country, as well as international commitments and corporate responsibility initiatives. ThPA S.A. neither engages in nor permits any behavior, action, or transaction that could possibly damage its credibility, reputation, or integrity. 3. Transparency and Accountability: ThPA S.A. acts with transparency, responsibility, and open communication, ensuring that all interested parties are kept informed. It aims to build and strengthen trust with its employees, customers, suppliers, and social partners. All personnel are required to conduct transactions impartially, behave with objectivity, and always adhere to fair competition rules, taking full responsibility for their decisions and actions. The misuse of privileged information, the provision of false or inaccurate information, or any other unfair practice or behavior is strictly prohibited. 4. Meritocracy: Taking into account the education, qualifications, experience, and skills of its employees, the Company assigns them tasks that align with their capabilities, enabling them to perform at their highest potential and fostering their professional development. 5. Safe Working Environment: Protecting the health and safety at work, and fostering a healthy and secure workplace, are key priorities for ThPA S.A. Management is committed to providing safe and hygienic working conditions, aiming to prevent workplace accidents and occupational diseases. Concurrently, it strives for the continuous improvement of its Occupational Health and Safety Management System. All personnel are required to strictly adhere to regulations, procedures, and guidelines concerning health and safety in the workplace. 6. Non-discrimination – Impartiality: ThPA S.A. operates by recognizing the value of each person as a unique individual and a member of society, regardless of age, race, gender, color, ethnicity, religion, health, sexual orientation, political or ideological beliefs or other characteristics. All personnel are required to comply with applicable laws and regulations and to perform their duties with respect for the principle of non- discrimination. Any preferential treatment based on familial relationships or personal favoritism is strictly prohibited. In addition, ThPA S.A. is committed to supporting and facilitating the professional integration of individuals belonging to vulnerable professional groups. 7. Anti-Money Laundering: ThPA S.A. operates in full compliance with the applicable institutional framework against money laundering and the relevant provisions issued by the competent authorities. Due 177
diligence procedures are applied to customers, suppliers, and external partners in order to verify their reliability and the legality of their activities. This Code ensures ThPA S.A. operates ethically and responsibly, contributing to its long-term sustainability and the well-being of our community. Human Rights Policy This Policy reflects the commitment of ThPA S.A. to the protection and promotion of human rights, which are a fundamental parameter of Sustainable Development for the Company in all its activities. The Human Rights Policy of the Company is closely linked with its sustainability policy, recognizing that achieving sustainable development requires respect for and promotion of human rights at all levels of activity. The Company acknowledges that respecting and safeguarding human rights are fundamental to its ethical and responsible operation, directly aligned with the values and principles outlined in the Company’s Code of Ethics and Conduct. The Company integrates sustainability principles into its practices, ensuring that the environmental, social, and economic aspects of its operation are consistent with the protection of human rights. The Company adopts the following fundamental principles, which guide its operations and ensure respect for and protection of human rights in all its activities: • Respect for Legality: Compliance with national and international legislation, internationally recognized standards, and guidelines for the protection of human rights. • Promotion of Equality and Non-Discrimination: Ensuring equal opportunities without discrimination on the grounds of age, race, gender, color, nationality, religion, health, sexual orientation, political or ideological beliefs, or other characteristics. • Protection of Employees: Safeguarding employees’ rights by creating a work environment that promotes dignity, safety, and respect. • Awareness and Training: Providing training and awareness programs on human rights protection. • Transparency and Accountability: Applying transparent processes and practices that enhance accountability for the prevention, identification, and management of human rights violations. • Diversity and Inclusion: Implementing equality and inclusion policies aimed at strengthening diversity and equality in the workplace and fostering a culture of open communication and acceptance of different views. The protection and promotion of human rights constitute a fundamental priority and core commitment of the Company. The goal is to create an environment where all employees feel accepted, respected, and protected, reinforcing trust, fair treatment, and equal participation. Through the implementation of this Policy, the Company aims to: • Attract and Retain Talent: Implement strategies to attract and retain talented professionals from diverse backgrounds, enhancing competitiveness and innovation. 178
• Create a Supportive Work Environment: Strengthen job satisfaction and employees’ well-being by cultivating a positive and safe workplace that promotes productivity and commitment. The success of this Policy requires the commitment and cooperation of all members of the Company. ThPA S.A. is committed to continuing to invest in its people, recognizing that they are its most valuable asset and the key to achieving its strategic goals. [S1-1 24a] Whistleblowing Procedure ThPA S.A. is committed to maintaining the highest level of ethical and professional conduct, adopting a zero- tolerance policy to illegal actions that may negatively affect its reputation and credibility. This service provides the possibility to report anonymously on irregularities, omissions or offences brought to the attention of employees, customers, suppliers or any other interested party. It is a prerequisite that such information is given in good faith, i.e. that there are valid reasons to believe that the information reported is true. ThPA S.A. is committed to maintain the highest level of ethical and professional conduct, adopting a zero-tolerance policy to illegal actions that may negatively affect its reputation and credibility. Someone may remain anonymous if he/she wishes, but in case one wants to be informed about the action being taken by the Company, one could indicate the full name and contact details. In this case, the identity will not be disclosed to anyone other than authorized members of staff. It may, however, be disclosed during judicial or other legal proceedings, in order to safeguard the defense rights of the person concerned. The Company ensures that the person reporting information in good faith is appropriately protected from retaliation. [S1-1 24a] Health & Safety Policy The defense of Health and Safety at work, as well as the creation and maintenance of a healthy and safe working environment, are the main priorities of ThPA S.A. It is a commitment of the Management to provide safe and healthy working conditions for the prevention of accidents at work and occupational diseases as well as the continuous improvement of the efficiency of the Management System for Health and Safety at work. Key pillars of the Policy of ThPA S.A. in the field of Health and Safety at work include: • Compliance with the requirements of the ISO 45001: 2018 standard and applying an Occupational health and safety management system. • Compliance with applicable legislation, International Codes and Best Practices • Continuous information, training, awareness of all employees in matters of Health and Safety at work. • The systematic recognition of occupational hazards and the taking of measures to minimize the risks to Health and Safety in the workplace as well as the implementation of recognized good practices from the global experience. • Taking measures in order to take advantage of opportunities in the work environment. 179
• The provision of all necessary means (equipment, training) and procedures for the establishment, review and achievement of the objectives for Health and Safety at work. • The transparent, timely and thorough reporting of all occupational safety incidents, in order to identify the causes and implement preventive and corrective measures. • The consultation and participation of employees and their representatives wherever present. The Management assumes general responsibility for the protection of the Health and Safety at work and therefore ensures that this Policy is kept informed, communicated to the staff and made available to the public and stakeholders. The systematic inspection of the organization and the procedures contribute to the achievement of the goal of absolute observance of the rules of safe work in every field of work. [S1-1 23] Diversity Policy The Company’s objective is to treat all employees honestly and fairly, and to promote their advancement and growth. Ensuring the diversity of the Company’s human resources and providing equal opportunities to all ThPA S.A. employees can yield benefits at every level, provided the necessary preconditions have been established that promote diversity and the equal treatment of executives in this environment. Diversity is aimed at the accomplishment of corporate goals, given that it strengthens the pool of skills, experience and knowledge available to the Company at its most senior management levels, and its competitiveness. The Diversity Policy, including gender equality for Board members, as this has been adopted by the Board of Directors, is posted on the Company website. The choice of practices and the corresponding policy is founded on the Company’s needs and on any omissions which may be identified in the existing policies that are implemented. Additionally, the Board of Directors is responsible for educating senior Management Executives so that they may be informed about how to deter cases of discrimination and how to promote diversity and equal treatment among executives. Pursuant to this Policy, diversity in the workplace does not permit the exclusion of any executive from any operation, position and work team. The Policy of ThPA S.A. is to operate under fair and legal procedures of human resources management, and not to discriminate on the basis of age, race, gender, color, ethnic origin, religious beliefs, health status, sexual preferences, political or ideological views, or other employee characteristics that are protected by laws and regulations. Employees are required to comply with all laws and regulations and to perform their work in light of the above non-discrimination principle. [S1-1 24a, b] Training Policy of the BoD Members, the managers and other executives ThPA S.A. implements an introductory training process for the newly elected/newly appointed members of the BoD and the Audit, Nominations and Remuneration Committees, in order to facilitate the understanding of its members regarding the structure of the Company and its subsidiaries, the business model, the risk profile, the governance arrangements and their role in them. The Company provides the necessary financial and human resources for the implementation of appropriate introductory and training programs on a continuous and personalized basis. In addition, presentations are made on a regular basis to the members of the BoD by the Company executives and external partners, in order to 180
inform them about changes concerning the Company, the legal and regulatory framework, the requirements of the market and the industry. Recruitment Policy ThPA S.A.’s Recruitment Policy, which was revised in 2022, well-defines the exact steps of the recruiting process and refines the actions related to human resource management, planning, attracting, selecting and hiring new employees, as well as the communication channels through which all information is shared externally. All vacancies are advertised online on sector-specific websites, on business and employment-focused social media platforms and the Company’s website. Communication with potential candidates occurs through the completion of an online recruitment form on the Company’s website, in-person submission, or referrals from ThPA S.A.’s partners (accompanied by consent for the Personal Data Processing) or any other external partners. For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. Policy Commitments on Human Rights [S1-1 20] The Company's commitments are incorporated into its existing policies, such as the Code of Ethics, Human Rights Policy and Diversity Policy. Such principles are embedded across various policies, reflecting the Company's commitment to responsible business practices. ThPA S.A.’s Human Rights Policy ensures that all its activities comply with internationally recognized human rights standards, guidelines, and directives, including The Universal Declaration of Human Rights (United Nations), the ILO Declaration on Fundamental Principles and Rights at Work, the ILO Core Conventions, etc. Additionally, they fully adhere to the applicable National and European legislative framework, ensuring compliance with relevant regulations and standards. The following commitments are derived from the Company's existing policies, such as the Human Rights Policy, they are embedded within each policy and form an integral part of ThPA S.A.’s approach to responsible business practices. [S1-1 21, AR 12] • Regarding workers’ rights, ThPA S.A. ensures the protection of its employees’ rights in all aspects of their working life. • With a view to family life, the Company respects and supports the right of its employees to maternity and family life. At the same time, it seeks to improve the balance between professional and family life by providing support to its employees through social welfare benefits, depending on local conditions and expectations. • Concerning child labour, the Company prohibits child labour in its activities and throughout its supply chain. It offers the opportunity to young individuals over 18 years of age to participate in apprenticeship programs, internships, and gain work experience. • Regarding slavery and forced labour, the use of any form of forced or compulsory labour is prohibited, including labour under loan agreements, corporal punishment, psychological or physical coercion, and sexual harassment, as well as sexual and verbal abuse. 181
• Health and Safety at Work: A primary priority of the Company is the creation, maintenance, improvement, and safeguarding of health and safety at work, as well as the establishment and preservation of a healthy and safe working environment. It also ensures the provision of safe and hygienic working conditions to prevent occupational accidents and diseases, along with the continuous improvement of the effectiveness of the Occupational Health and Safety Management System. • Considering appropriate working conditions, the Company strives for a fair, open, supportive, and pleasant working environment that continuously fosters the positive promotion of corporate culture, aiming at development and creativity. • With a view to equal opportunities without discrimination, the Company recruits, evaluates, remunerates, and manages its employees without discrimination based on gender, race or ethnicity, nationality, religion or other beliefs, age, family status, special abilities, sexual orientation, or political beliefs, encouraging diversity at all levels in the workplace. • For privacy protection, the Company takes all appropriate measures to ensure the confidentiality, security, and protection of employees’ personal data. • Right to Trade Union Freedom: The Company maintains open and constructive dialogue with its employees and respects their rights of association, organization, and collective bargaining, in accordance with the applicable legislative framework and regulations, for their mutual benefit. • Concerning development opportunities, the Company implements training programs to enhance employees’ skills and capabilities and provides opportunities for growth and career advancement to all employees who demonstrate high performance and commitment. • Regarding violence and harassment, the Company complies with all measures and obligations related to the prevention and management of all forms of violence and harassment, including gender-based violence and sexual harassment, and handles internal complaints regarding incidents of violence and harassment. Commitment to Equality, Diversion and Inclusion Equality, diversity and inclusion govern ThPA S.A.’s operations and the Company is dedicated to cultivating them across all dimensions (gender, skills, talent, knowledge, opinions, and qualifications). By doing so, ThPA S.A. fosters an open, honest and fair workplace, which is characterized by mutual trust and respect. The promotion of equality and non-discrimination is one of ThPA S.A.’s Human Rights Policy’s Principles, as the Company ensures equal opportunities without discrimination on the grounds of age, race, gender, color, nationality, religion, health, sexual orientation, political or ideological beliefs, or other characteristics. In addition, ThPA has adopted diversity and inclusion as one of its fundamental principles too. By implementing equality and inclusion policies, the Company aims at strengthening diversity and equality in the workplace and fostering a culture of open communication and acceptance of different views. Furthermore, equal opportunities without discrimination has been acknowledged as one of the Human Rights Policy’s Company Commitments, since the Company recruits, evaluates, remunerates, and manages its employees without discrimination based on gender, race or ethnicity, nationality, religion or other beliefs, age, family status, special abilities, sexual orientation, or political beliefs, encouraging diversity at all levels in the workplace. 182
The Company’s Diversity Policy is fundamental in protecting human rights and keeping its people well-informed about its values and principles. By eliminating discrimination and promoting diversity and inclusion, ThPA S.A. strengthens its reputation and demonstrates its commitment to be an employer of choice. Embracing diversity is not only integral to achieving ThPA S.A.’s vision of being more than a port but also to bring in new, ambitious and skilled employees with different backgrounds, so as to enhance its competitive edge and growth potential. Additionally, ThPA S.A. showcases zero tolerance to any form of discrimination, and it strives to provide an open, safe and inclusive working environment, free of discrimination based on personal characteristics such as age, race, gender, color, ethnic background, religion, health status, sexual orientation or any other characteristic protected by the law. [S1-1 24 b, AR 15, AR 16] Commitment to Preventing and Combatting Violence and Harassment ThPA S.A. is committed to maintaining a workplace free of violence, harassment, intimidation and discriminations, and declares its zero tolerance for such behavior, including the behavior of colleagues, superiors, managers, clients, visitors, contractors and associates, and will act vigorously to prevent violence and harassment in the workplace. The employees and all kinds of associates of the company are forbidden to proceed to any threat of violence or violent action, harassment, discrimination and violation of equal opportunities. The Company also provides seminars about diversity, psychological bias and sexual harassment prevention, bringing human rights respect into the organizational culture. The Company provides training programs on equality and non-discrimination, while promoting diversity and inclusion as part of its annual training plan. Furthermore, the Board of Directors is responsible for educating senior Management Executives so that they may be informed about how to deter cases of discrimination and how to promote diversity and equal treatment among executives [S1-1 17, AR 17 c]. [S1-1 20 a] Engagement with people in its own workforce ThPA S.A. maintains open and effective communication with its employees through various channels, including daily interactions, reporting systems, forums, working groups, interviews, intranet, press releases and social media. The Company addresses key employee interests such as occupational health and safety, training and development, equal opportunities, compensation/benefit schemes, diversity and inclusion and human rights protection. By fostering dialogue and conducting surveys, ThPA S.A. ensures employee concerns and expectations are heard assessing whether any feedback can be integrated into its policies and practices. [S1-1 20 b] Measures to provide and/or enable remedy for human rights impacts The Company has established confidential and accessible grievance mechanisms, including whistleblowing channel and an internal reporting process, to enable employees to raise concerns about potential human rights violations without fear of retaliation. The reporting channel is in place to ensure anonymity and accessibility for all employees. Additionally, ThPA S.A. has implemented formal investigation procedures to assess and address reported concerns in a fair, transparent, and timely manner. Corrective actions may include disciplinary measures, operational adjustments, or potential policy revisions to prevent recurrence. Through these mechanisms, the Company ensures that human rights-related issues are properly identified, investigated, and remediated. 183
Furthermore, ThPA S.A. identifies, records, assesses, monitors, and regularly manages risks with potential human rights impacts through its Internal Control System and specifically through the following: • Regular Audits: Conduct of regular audits to assess compliance with Company policies and procedures. • Whistleblowing: Anonymous reporting channels for violations or irregularities, provided information is submitted in good faith. • Compliance Reports: Periodic compliance reports including human rights issues. • Corrective Actions: Implementation of corrective measures to address identified issues. [S1-1 20 c] For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. S1-2 – Processes for engaging with own workers and workers’ representatives about impacts ThPA S.A. recognizes the importance of engaging with its employees as key stakeholders to align its sustainability strategy with their interests and views. This effective engagement with employees is ensured through reliable two-way communication channels such as employee Satisfaction Surveys, regular meetings with employee unions, structured feedback and dialogue sessions and biweekly meetings (occur once per two weeks) between top management and supervisors to foster alignment and transparency. Employees also maintain direct communication with their supervisors, who promptly relay critical information or concerns to the HR Department when necessary. Additionally, ThPA S.A. has established reporting and communication channels, including whistleblowing mechanisms, that allow employees to express their concerns or report violations anonymously or directly. Fundamental principles of communication include compliance with legal and regulatory provisions, safeguarding safety conditions in facilities and operations, and ensuring the integrity of internal and external communication. Through continuous evaluation, open dialogue and regular meetings, the Company strives to strengthen employee relations and enhance overall workplace experience. [S1-2 27 a, b, AR 19] ThPA S.A. employs a multi-faceted approach to understand its workforce, prioritizing occupational safety, diversity, and open communication. By combining the following strategies, the Company aims to create a safe and inclusive environment for all employees: Health and Safety: • ThPA S.A. adheres to ISO 45001:2018 standard, emphasizing the systematic recognition of occupational hazards and risk minimization. This involves: o Continuous information, training, and awareness programs. o Transparent reporting of occupational safety incidents. o Consultation and participation of employees and their representatives. 184
• This focus on risk management is a core element of ThPA S.A.’s approach to ensuring safe working conditions for all employees and minimizing the risk that any group faces increased exposure to harm as a result of their job responsibilities. Equality, Diversity, and Inclusion: • ThPA S.A. is committed to creating a workplace of mutual trust and respect, where diversity is valued. • The related policies aim to prevent discrimination based on age, race, gender, religion, or other protected characteristics. • The policies emphasize on fair and legal human resources management practices. • ThPA S.A.’s has policies in place to promote diversity in senior management positions. Stakeholder Engagement: • ThPA S.A. conducts stakeholder engagement assessments, which include its employees. • The Company utilizes employee satisfaction surveys to gather insights into the workforce's experience and identify areas for improvement. • This allows ThPA S.A. to gain insights into its strengths and weaknesses from the employees’ perspective. Sustainability Reporting: • ThPA S.A. releases sustainability reports that detail its efforts towards social and environmental responsibility, which include information about its workforce. This provides transparency about their actions. In addition to its general workforce engagement mechanisms, the Company seeks to ensure that these channels are accessible to all employees and capable of capturing the perspectives of individuals who may be particularly vulnerable to impacts or marginalised. While no specific workforce groups have been formally identified as vulnerable during the reporting period, ThPA S.A.’s approach — including confidential reporting channels, direct dialogue with Human Resources, employee surveys and health and safety consultations — is designed to enable all employees, including those with potentially heightened needs or barriers, to raise concerns and provide feedback. The Company continues to monitor workforce data and engagement outcomes to identify whether targeted measures for specific groups may be required. [S1-2 28] ThPA S.A. actively assesses the perspectives of its workforce regarding decisions and activities. This direct engagement ensures that all needs and requirements of employees are considered in decision-making processes regarding the impacts. Engagement methods, such as daily communication on health and safety, employee satisfaction surveys, and structured stakeholder assessments, provide valuable insights that directly inform policy and practice. This approach ensures that any issues are promptly recognized and managed, 185
thereby upholding commitment to protecting human rights within its workforce. [S1-2 27, AR 21, AR 23, AR 24] The responsibility for ensuring employee engagement lies with the HR Director. This senior role is accountable for overseeing the implementation of engagement strategies and ensuring alignment with the Company's overall objectives. The HR Director makes sure that engagement activities are integrated into the organizational culture and that employees’ perspectives are captured and acted upon in the broader context of work-related impacts management. [S1-2 27 c, AR 18, AR 19] ThPA S.A. monitors the effectiveness of workforce engagement through regular reviews of key performance indicators (KPI), related to engagement activities, which are aligned with the Company's objectives. These KPIs include metrics mentioned above such as feedback survey completion rates, the quality and relevance of employee contributions, and the extent to which engagement initiatives support overall organizational goals. Furthermore, the Company monitors these programs by tracking issues raised, actions taken, and resolutions achieved, ensuring continuous improvement in workforce engagement. [S1-2 27 e] ThPA S.A. does not have a Global Framework Agreement or any other agreements with workers' representatives specifically regarding respect for human rights within the workforce. [S1-2 27 d, AR 20] S1-3 – Processes to remediate negative impacts and channels for own workers to raise concerns Mitigating the material negative impacts is essential for ThPA S.A. The limited representation of women in ThPA S.A.s blue-collar roles poses challenges to fostering a diverse and inclusive workplace. Despite the challenges, the Company maintains a strong commitment to gender equality through policies that prohibit discrimination and ensure pay equity. Its recruitment process is designed to be fair and unbiased, with no gender-based preferences. However, this gender disparity is a broader industry trend, particularly within the port authority and port operations sector, where female candidates for blue-collar positions remain fewer. Recognizing this challenge, ThPA S.A. actively seeks to enhance female representation in these roles by encouraging applications from women and promoting awareness of career opportunities in such operational functions. Furthermore, the Company's operations involve high-risk working conditions due to heavy machinery and exposure to hazardous materials, increasing the likelihood of accidents and injuries. To mitigate these risks, ThPA S.A. maintains a rigorous health and safety framework, certified under ISO 45001. All incidents are thoroughly recorded, investigated, and reported to the Labour Inspectorate and Port Authority as required, forming the basis for key safety indicators. Through strict safety protocols and continuous employee awareness initiatives, the company fosters a culture of safety and compliance, safeguarding its workforce and contributing to the well-being of the broader community. To promote open communication at all levels, ThPA S.A. is committed to fostering a culture of open communication where employees feel safe to raise concerns without fear of reprisal. To achieve this, the Company has established multiple accessible and confidential reporting channels to ensure that grievance mechanisms are available, clearly communicated and usable by all members of its own workforce. These channels are described in internal policies, onboarding materials and internal communications, and are 186
periodically reiterated through training and awareness initiatives. Employees are encouraged to use any method they prefer from the following: • Dedicated Email: A confidential email address is available for employees to report concerns related to ethical violations, safety hazards, or other harmful incidents. These reports are handled by an independent individual, separate from the communication channel, to ensure impartiality. • Open Door Policy: Managers at all levels maintain an open-door policy, encouraging employees to discuss concerns directly. • Anonymous Reporting: Employees can submit concerns anonymously through a designated system, ensuring confidentiality. • Company Intranet (InPort): As part of its efforts to enhance internal communication and workforce engagement, in 2025 ThPA S.A. has initiated the development of a corporate intranet, which is planned to be launched in 2026. The intranet will serve as a central digital platform for the seamless exchange of information related to port operations and internal corporate matters. Through this platform, the Company provides a digital communication form that enables employees to raise concerns or submit issues, functioning unofficially as a grievance-related communication channel. The platform will be accessible via tablets and computers, with mobile access planned for future implementation. As of December, employees are also able to submit requests and applications electronically through the intranet, which are monitored and managed by the Human Resources Department. Such requests may include, for example, payment-related issues or other employment matters. Access to this functionality is being progressively extended across all departments, while response times are monitored to ensure timely handling. • Regular Employee Meetings: Regular meetings, including safety meetings, provide opportunities for employees to raise concerns and provide feedback. • Investigation and Assessment: Reported issues are recorded and assessed in accordance with internal procedures. A thorough investigation is conducted to determine the root cause and extent of any potential negative incident, as well as potential remedial actions. • Monitoring and Evaluation: The effectiveness of the remedy is monitored and evaluated through: o Follow-up surveys with affected employees regarding e.g. response times and resolution timelines. o Regular audits of implemented corrective measures. o Analysis of relevant data (e.g., incident reports, outcomes of investigations, employee feedback). The effectiveness of grievance channels is evaluated through follow-up communication with affected employees (where possible), employee feedback mechanisms, periodic internal audits and analysis of incident trends. Findings can also be used to improve internal procedures. ThPA S.A. is dedicated to maintaining a caring, respectful and transparent workplace focused on its employees' interests. In this regard, the Company has introduced a comprehensive Whistleblowing Manual, setting out a clear process for dealing with any instances where its operations may inadvertently cause actual disruption for 187
the workforce. In such instances, the Company will address concerns in a systematic way through established Whistleblowing channels in order to come to a quick and effective resolution. This policy, therefore, deals with individuals but also promotes the culture of support, respect and an employee's power to raise the concern with boldness. ThPA S.A. is dedicated to continuous improvement in its approach to addressing employee concerns and providing effective remedy. The Company ensures that these processes are clearly communicated to all employees and regularly reviewed for their effectiveness. [S1-3 32 a, AR 27] [S1-3 32 b, AR 28] [S1-3 32 c] [S1-3 32 d] [S1-3 32 e] The policies, procedures and internal processes mentioned aim that the grievance and reporting mechanism's users are protected from retaliation. ThPA S.A. maintains a zero-tolerance stand on retaliation, ensuring that any employee who raises any concern or reports an issue will be protected as long as the claims are made in good faith. The Company assesses workforce awareness and trust in reporting mechanisms through internal communications and feedback collected during employee meetings and engagement processes. These policies are communicated to the employees clearly, assuring them that any concerns expressed will be taken up in a confidential manner, with the relevant intervention taken to remedy any instance of retaliation. The availability of multiple reporting options is intended to strengthen employees’ confidence in using these mechanisms. HR Department or Management can monitor participation rates and feedback to identify potential barriers to use and enhance accessibility where needed. [S1-3 32 d, e] [S1-3 33] S1-4 – Actions ThPA S.A. acknowledges the importance of addressing material impacts, risks and opportunities related to its own workforce as a critical component of its strategy. ThPA S.A. takes proactive actions to prevent or mitigate any material impacts on its workforce, specifically addressing concerns related to the limited representation of female workers in blue-collar roles and the workers’ exposure to significant physical risks due to the Company’s operations, through continuous assessments, employee feedback channels and regular monitoring of operations. Based on the results and outcome thereof, these conclude on appropriate corrective measures, such as process adjustments and/or additional support to affected employees. Current measures include establishing internal control systems, introducing comprehensive risk management frameworks, conducting regular satisfaction surveys to understand and respond to the needs of employees, and a dedicated communication plan with a focus on maintaining an open dialogue between employees and other stakeholders. ThPA S.A. takes precautionary measures to prevent potential negative impacts on its workforce. The key to its continued success/operation is the periodic review of workplace policies with emphasis in the areas of discrimination, harassment, and health and safety. To mitigate risks, proactive risk assessments have evolved in recognizing possible risks that may materialize in the future and constant internal audits are undergone with the purpose of ensuring compliance. Furthermore, the Company regularly reviews turnover statistics, complaints and absenteeism in order to identify patterns that may indicate other issues. 188
Additionally, ThPA S.A. examines the necessity of updating its current Policies to effectively address material impacts, risks and opportunities related to its own workforce. During 2025, a cross-departmental working group was established with the objective of revising the Company’s Diversity Policy, which is currently outdated and primarily focused on members of the Board of Directors. The revised policy, expected to be finalised in 2026, will apply to the entire workforce. [S1-4 36 a] [ S1-4 36 b] [S1-4 37] To address the challenges identified as a result of DMA validation and its impact on the workforce at ThPA S.A., the Company has implemented several initiatives aimed at mitigating these impacts and fostering a more inclusive, safe and performance-driven environment. • Gender Diversity: In white-collar roles, 43% of the workforce are females in ThPA S.A. These specific roles include professional, managerial, or administrative positions that typically involve office-based work, or decision-making responsibilities rather than manual labour. The Company intends to boost female representation in blue-collar jobs, such as dockworking and machines operation, through specific outreach and training programs. • Health and Safety: As it involves heavy machinery and hazardous cargo handling, ThPA S.A. has strengthened the provision of safety measures, thus conducting regular training, providing good quality equipment protection and improving safety protocols to develop safe working environments. As a result of the improved safety protocols that are in place, no fatal incidents and zero fatalities resulting from work-related injuries or ill health among its employees were recorded during this reporting period. Although there is no specific performance evaluation policy yet, ThPA S.A. has established a formalized recruitment process to attract employees transparently and addresses equal opportunities, inspiring its employees to follow their own career path and reach their full potential in the Company. ThPA S.A. is focusing on recruiting more women in white-collar roles, as gender discrimination is addressed in the Company’s Diversity Policy. The Company has also developed an employee benefits initiative beyond the minimum wage, which includes medical insurance and retirement compensation, nursery school, meal voucher, wedding allowance, excellence awards for employees’ children that graduate, provision of milk and loans for emergency financial needs or health reasons. In addition, ThPA S.A. takes into consideration the different needs of each role and provide additional benefits based on job requirements and ranking. [S1-4 40 b] Moreover, ThPA S.A. is in the process of developing training materials focused on sustainable development, which will be made accessible to all employees through its intranet. While no formal training programs at this level have been provided to date, the Company is planning to deliver relevant presentations via email to ensure everyone has access to essential information and training on sustainability topics. Furthermore, the intranet will serve as a centralized platform to activate these communications, hosting training modules, presentations and videos for easy access. ThPA S.A. aims to launch this initiative in 2025, ensuring comprehensive employee awareness in its sustainability efforts. The intranet will support the provision of daily updates on port operations, including vessel arrivals and departures, cargo handling activities and any emergency incidents, as well as the publication of corporate news, management announcements and updates on the Company’s policies and procedures. It will also enable the distribution of internal communications from the Human Resources Department (e.g. employee benefits and 189
training opportunities), the Health and Safety function (e.g. safety protocols and accident prevention measures) and the Communications function. Through this platform, the Company aims to promote effective communication and coordination across all departments and shifts. The intranet will be mobile-friendly, ensuring employee access from any location, and will be integrated with digital signage technology to enable the effective display of key information on screens across the port area. ThPA S.A. is also developing an Employee Handbook, providing its own workforce with a comprehensive guide which outlines Company policies, procedures and expectations. The Handbook ensures employees have access to key information regarding their rights, responsibilities, available benefits and company values. In addition, the Company develops an Employee HUB, where employees can access important resources, including HR policies, learning and development opportunities and internal announcements. The Employee Satisfaction Surveys are conducted to gather feedback from employees on workplace satisfaction, engagement and well-being. The insights gathered from the Employee Pulse Surveys help ThPA S.A. identify areas for improvement and implement changes that enhance employee experience. The Company has also placed digital Signage Communication Channels across Company’s sites to disseminate important updates, safety messages, Company news and engagement initiatives, ensuring real-time communication. [S1- 4 38 a, AR 42] [S1-4 38 b] [S1-4 38 c, AR 42] The performance of the actions is periodically evaluated, while continuous engagement ensures the communication of the Company's commitment to proactively managing both the positive and negative impacts on its people. ThPA S.A. also tracks participation rates in various initiatives (such as training, wellness, and diversity events) to estimate engagement and impact. The turnover rates, specifically among high performers and underrepresented groups, are reviewed in order to assess workplace inclusivity and satisfaction. Exit interviews provide valuable information in regard to employees’ leave reasoning that can be used to improve employee retention rates. [S1-4 38 d, AR 38, AR 39] [S1-4 39, AR 34] The Company has set up mental Health and wellness support programs and offers flexible work arrangements to address issues concerning the work-life balance. ThPA S.A. collaborates with a specialized firm to provide employees and their family members with 24/7 access to professional counseling support services from qualified mental health advisors. This program offers anonymous and unlimited use of the 24-hour Counseling Support Helpline, ensuring that all counseling sessions and any interaction with mental health professionals remain strictly confidential and protected by privacy regulations. This initiative is included in the broader Employee Assistance Program provided by ThPA S.A., which includes mental health counseling, designed to help employees and their families navigate personal and professional challenges. In relation to material risks and opportunities connected to its own workforce, ThPA S.A. applies a structured approach that integrates workforce considerations into its operational planning and human resources processes. Mitigation of material workforce-related risks focuses on preventing adverse impacts related to occupational health and safety, equal treatment and working conditions. While the Company is in the process of formally defining specific planned and underway actions, its current approach to addressing material risks and opportunities related to its own workforce includes a range of indicative measures: For instance, the continuous review and strengthening of internal policies, targeted awareness and training initiatives, improvement of communication channels, and the implementation of corrective measures following incidents or employee 190
feedback. Risk mitigation actions are supported through cross-functional collaboration between Human Resources, Health and Safety, Compliance and operational Departments. To mitigate risks related to dependence on specialized labor, ThPA S.A. implements workforce planning, targeted training, and labour engagement practices aimed at ensuring operational continuity, adapting to regulatory and technological changes, and maintaining service efficiency. The Company implements workforce planning to identify critical operational roles (e.g. dockworkers, technical operators, safety personnel) and anticipate shortages or succession risks. Furthermore, the HR Department monitors labor market trends and regulatory changes to anticipate impacts on staffing costs and workforce availability. Additionally, the Company participates in career days, cooperates with universities and technical schools, and maintains an open channel on its website for the submission of CVs. It also collaborates with institutional bodies and associations, such as the Federation of Industries (e.g. SBE), labour centres and similar organisations, primarily in Northern Greece. In addition, ThPA S.A. hosts final-year students through internship programmes, creating a pool of potential candidates who may be evaluated and considered for recruitment upon completion of their internships, depending on operational needs. The Company also maintains cooperation with subcontractors to ensure alternative staffing solutions where required, in the event of issues arising under existing agreements. With regard to workforce-related opportunity, ThPA S.A. seeks to attract and retain talent, enhance skills and foster an inclusive workplace. Planned or ongoing actions include initiatives related to training and development, promotion of equal opportunities and reinforcement of a positive workplace culture. These actions are expected to support productivity and long-term value creation. To ensure that its own practices do not cause or contribute to material negative impacts on its workforce, the Company maintains specific policies and procedures governing recruitment, employment conditions, health and safety, data protection, business conduct and third-party relationships. Workforce considerations can be incorporated into operational decision-making, where applicable. The effectiveness of these actions is tracked through -not standardized- monitoring processes, including the analysis of incident trends, follow-up on communications on actions, employee feedback mechanisms, internal audits and management reporting. Where gaps are identified, improvement measures are defined and monitored through existing governance structures. Through these processes, the Company aims to proactively manage workforce-related risks, enhance opportunities and continuously improve its practices in a way consistent with its commitments to responsible business conduct. [S1-4 40 a, b] [S1-4 41] To manage its material impacts on its own workforce, ThPA S.A. allocates a combination of human, financial and organisational resources designed to support the effective implementation of relevant policies, procedures and mitigation actions. Responsibility for workforce-related matters is distributed across dedicated departments, primarily Human Resources, Health and Safety, and other operational departments, which collaborate to identify, assess and address workforce-related risks and impacts in a structured manner. Management oversight is provided through established governance structures that ensure accountability and escalation of significant issues where necessary. 191
Human resources include personnel responsible for employee relations, occupational health and safety, training and development, monitoring and the operation of grievance and reporting mechanisms. These roles support day-to-day implementation of policies, incident investigation, awareness activities and continuous improvement initiatives. Financial resources are embedded within the Company’s regular operating budgets and are allocated to initiatives that promote workforce well-being, safe working conditions, equal opportunities, training and development talent management, demonstrating ThPA S.A.’s commitment to workforce growth, skill enhancement, and career progression. For instance, these include the development of learning programs to support employees in upskilling and the necessary tools and processes for evaluating employee performance and providing feedback Additional resources are allocated in communication and engagement activities, as well as the maintenance of reporting channels and supporting mechanisms. Where relevant, resources could also be directed towards external expertise, such as certifications that strengthen the Company’s capacity to manage workforce impacts effectively. From an organisational perspective, the Company maintains formal procedures, internal controls and management systems that ensure coordination across departments, monitoring and follow-up of corrective actions. Digital tools and internal communication platforms further support the tracking of workforce-related issues and the accessibility of information to employees. Through this integrated allocation of resources, ThPA S.A. aims to ensure that material impacts on its own workforce are identified in a timely manner, addressed through appropriate mitigation measures and monitored to support continuous improvement. [S1-4 AR 43, AR 48] As stated in SBM-3 14 e, ThPA S.A. has not identified any impacts on its own workforce that arise from the transition to a greener-climate neutral economy, and thus, can not specify any measures taken in this context regarding Training and Development. [S1-4 AR 43] Metrics and targets S1-5 – Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities Currently, ThPA S.A. has not set time-bound and outcome-related oriented targets that meet the requirements for effectively managing potential negative impacts, advancing the positive ones, or managing material risks and opportunities related to its own workforce. However, the Company acknowledges the significance of establishing targets to drive meaningful progress in this area and evaluates the data gathered from its employees to establish a more standardized process that will monitor how effectively its policies and actions address its material sustainability-related impacts and risks for its own workforce. Some targets that have been set, relate exclusively to the top level of management, where they are potentially linked to additional benefits or performance-based remuneration. However, these targets and their alignment with remuneration structures have not been publicly disclosed. As such, no workforce-wide targets have been identified or implemented, as they are not applicable beyond the top management level. [S1-5 44 a, b, c] [S1-5 46] [S1-5 47 a] [S1-5 47 b, c] 192
S1-6 – Characteristics of the undertaking’s employees The employee data used for turnover reporting is sourced directly from ThPA S.A.’s HR Management System. This data is reported in “Head Count” as a reflection of the number of employees that were active on 31.12.2025. The methodology ensures that the total number of employees leaving and joining is tracked consistently, providing an accurate reflection of turnover trends. ThPA S.A. has significant employment in Greece (headcount 566), while the number of employees is also presented in the Financial Statements. The metrics included have not been validated by an external body beyond the assurer. [S1-6 50 d(i)] [S1-6 50 d(ii)] [S1-6 50 e, AR 58] [S1-6 50 h] [ESRS 2 MDR-M] ESRS Characteristics of the Company’s Disclosure Unit 2024 2025 employees Requirements [S1-6 50 a, AR Total employees No. 558 566 57] [S1-6 50 a, AR Male employees No. 473 475 57] [S1-6 50 a, AR Female employees No. 85 91 57] [S1-6 50 a, AR Other gender employees No. 0 0 57] Permanent employees (male) [S1-6 50 b] No. 398 444 Permanent employees (female) [S1-6 50 b] No. 82 86 Permanent employees (other [S1-6 50 b] No. 0 0 gender) Temporary employees (male) [S1-6 50 b] No. 75 31 Temporary employees (female) [S1-6 50 b] No. 3 5 Temporary employees (other [S1-6 50 b] No. 0 0 gender) Non-guaranteed hours employees [S1-6 50 c] No. 0 0 (male) Non-guaranteed hours employees [S1-6 50 c] No. 0 0 (female) 193
Non-guaranteed hours employees [S1-6 50 c] No. 0 0 (other gender) Regarding the non-guaranteed number of employees, Greek labour legislation mandates that all companies, including ThPA S.A., pre-submit employee working hours through the Ergani Information System. This requirement ensures that scheduled working hours are recorded before the workday commences. Consequently, accurately measuring "non-guaranteed" employment, which implies fluctuating or unscheduled hours, becomes impractical within this regulatory framework. Furthermore, Greek labour law stipulates a standard daily work schedule of eight (8) hours and a standard weekly workload of forty (40) hours. ThPA S.A. is legally obligated to create and submit monthly work schedules for each employee to the Ergani System, and employees are required to adhere to these schedules. ESRS Employee Turnover Unit 2024 2025 Indicator Rate of turnover [S1-6 50 c] % 4.64 3.53 [S1-6 50 c, Total turnover No. 25 20 AR 59] During the reporting period, the total number of employee departures due to voluntary resignation, retirement, dismissal, or death in service was 20. The employee turnover rate for the same period was 3.53%. [S1-6 50 c AR 59] S1-7 – Characteristics of non-employee workers in the undertaking’s own workforce As part of its workforce, ThPA S.A. engages both self-employed workers and workers provided by employment agencies/third-party service providers to meet specific operational needs, primarily including security services, cleaning services and auxiliary/support activities. These workers contribute to the Company’s business activities under defined contractual relationships while not being classified as direct employees of ThPA S.A. The total number of non-employees engaged by the Company during the reporting period has been calculated as an average across the reporting period. In 2025, three (3) workers are classified as “self-employed”, while the rest of them (262) were provided to support specific operational functions. Compared to 2024, no change was recorded. ThPA S.A. tracks non-employee workforce numbers through contractual records and payroll systems for service providers. Data is gathered in collaboration with the HR, Procurement and Finance departments, which oversee contractual engagements and payroll. [S1-7 55 a, b(i), b(ii), c, S1-7 56, AR 63, AR 64, AR 65] [S1-7 57, AR 63] [AR 61] The metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M] 194
Characteristics of the ESRS Unit 2024 2025 Company’s employees Indicator Number of non-employees in [S1-7 55 a] No. 265* 265 own workforce *Whereas the prior year disclosure was presented on a Full-Time Equivalent (FTE) basis, the current year figures have been recalculated as the average number of persons engaged during the reporting period. S1-8 – Collective bargaining coverage and social dialogue The Company ensures compliance with collective bargaining agreements, covering the majority of its workforce. Specifically, all employees, except of the Management, are subject to the terms and conditions established in the collective agreement. As the Company has no significant employment in any EEA country other than Greece, no country-specific coverage data is available for the region. Therefore, all reported data pertains exclusively to Greece. For non-employees who are not covered by a collective bargaining agreement, working conditions and terms of employment are determined through internal policies or individual agreements, ensuring compliance with industry standards and fair labour practices. However, non-employees who are directly hired by ThPA S.A. are subject to separate terms or agreements and are covered under the collective bargaining agreement. The percentage of ThPA S.A.’s total employees covered by collective bargaining agreements is 97.85%. [S1-8 60 (a), AR 66, AR 67] As ThPA S.A. has no significant employment in any other country in the EEA, all its employees in Greece are represented by workers’ representatives (100%). The Company also does not have any representation agreements as an organization in compliance with the European Works Council (EWC), Societas Europaea (SE) Works Council, or Societas Cooperativa Europaea (SCE) Works Council. [S1-8 63 b] [S1-8 58] [S1-8 63 a, AR 69] The metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M] Coverage Rate 0-19% 20-39% 40-59% 60-79% 80-100% 195
S1-9 – Diversity metric In 2025, there were 12 employees holding positions at the top management level within the Company's organisational structure. Regarding the definition of top management, ThPA S.A. used its own definition which includes the following roles and positions: The Chair of the BoD, the CEO, the Executive team (including the BoD members and the members of ThPA S.A.’s Committees), as well as the Directors. [S1-9 AR 71] The metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M] ESRS Diversity Disclosure Unit 2024 2025 Requirements Number of men at top [S1-9 66 a] No. 13 9 management level Percentage of men at top [S1-9 66 a] % 76.47 75.00 management level Number of women at top [S1-9 66 a] No. 4 3 management level Percentage of women at top [S1-9 66 a] % 23.53 25.00 management level ESRS Diversity Disclosure Unit 2024 2025 Requirements <30 aged employees [S1-9 66 b] No. 45 42 % <30 aged employees [S1-9 66 b] 8.06 7.42 30-50 aged employees [S1-9 66 b] No. 297 308 30-50 aged employees [S1-9 66 b] % 53.23 54.42 >50 aged employees [S1-9 66 b] No. 216 216 >50 aged employees [S1-9 66 b] % 38.71 38.16 196
S1-10 – Adequate wages ThPA S.A. applies structured remuneration practices, including salary benchmarking, taking into account relevant labour market data in Greece. The Company implements collective labour arrangements that provide remuneration levels above the statutory minimum requirements, with the objective of ensuring fair, adequate and competitive compensation, aligned with prevailing market practices. It should be noted the Management is not subject to the conditions laid down in the above-mentioned agreement. [S1-10 67, 68, 69, AR 72, AR 73, AR 74] The metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M] ESRS Adequate wages Disclosure Unit 2024 2025 Requirements Percentage of employees that earn below the applicable [S1-10 70] % 0% 0% adequate wage benchmark S1-11 – Social protection All ThPA S.A.’s employees who are subject to the collective labour agreement, are covered by social protection through public programs and in accordance with national legislation, in cases of accidents, injuries, etc. Beyond the legally established benefits, ThPA S.A. offers additional programs and benefits aimed at further supporting and enhancing the well-being of its employees. These benefits include: • A Group Health Insurance Plan that provides employees with coverage for primary healthcare and significant coverage for themselves and their dependents • Retirement compensation [S1-11 74 a, b, c, d, e, AR 75] All ThPA S.A. employees covered by the collective labour agreement receive comprehensive social security as mandated by Greek legislation. This protection safeguards against income loss resulting from sickness, unemployment, occupational injury, acquired disability, parental leave, and retirement. This, combined with public social protection, demonstrates the Company's dedication to employee well-being and financial stability during recovery periods. Furthermore, ThPA S.A.'s medical insurance provides additional coverage for income loss due to occupational injury with disability effects, supplementing public social security. This reinforces the Company's commitment to employee security during challenging times. ThPA S.A. also adopts a highly supportive approach to parental leave, fostering work-life balance and contributing to an environment that promotes employee development and satisfaction. 197
There are no identified categories of employees who are excluded from these protections, ensuring comprehensive coverage for all employees across ThPA S.A.’s operations. The same conditions do not apply to non-employees, as they are not directly employed by the Company. [S1-11 75] [S1-11 76, AR 75] S1-12– Persons with disabilities ThPA S.A. employs 1 disabled person. ThPA S.A. actively conducts awareness seminars and workshops to generate an environment that is inclusive and supportive. These initiatives are aimed at developing understanding, compassion and respect towards people with disabilities, while dismantling misconceptions and reducing stigma. [S1-12 AR 76] ESRS Employment and inclusion of Disclosure Unit 2024 2025 persons with disabilities Requirements Persons with disabilities amongst its employees subject [S1-12 79] % 0.18 0.18 to legal restrictions on the collection of data The metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M] S1-13 – Training and skills development metrics ThPA S.A. has not yet implemented a performance/career development review system for its employees and thus, no employee has participated in regular performance review and career development review. However, the preparation for implementing the measure has been completed and it is awaiting approval from the BoD in order to be launched in the upcoming years. In order to calculate the average number of training hours, the headcount figures for total employment and employment by gender were used in the denominator of the metric, in line with ESRS S1-6. [S1-13 83 a] ThPA S.A. recognizes that employee training is reinforcing development, enhances skill-building and ultimately boosting performance. The Company offers a diverse range of reskilling and upskilling programs to effectively address critical issues such as risk management, sustainability and health and safety, giving its people the opportunity to upgrade both their hard and soft skills and maximize their potential. ThPA S.A.’s Training and Development Policy provides with the opportunity to effectively select training programs by aligning the Company’s goals with employees’ needs and expectations. The Policy dictates the evaluation of training based on four criteria: feedback, learning, behaviors and outcome. Moreover, it outlines the Annual Training Plan, prepared by the HR Department, based on training proposals submitted annually by Department Heads/Supervisors. The training plan is communicated internaly at the end of each year, with progress reports issued quarterly to track and monitor the effectiveness of our training programs. Additional to its formal training programs, ThPA S.A. has established a dedicated induction training program for new employees, which is designed to ensure the smooth transition into the Company’s culture, values and 198
operation. Through this induction training, new employees receive key information about ThPA S.A.’s operations, organizational structure, policies, procedures and its people. The primary goal is to provide them with a thorough understanding of the Company’s processes and guiding principles, enabling them to manage their new roles efficiently and successfully. ESRS Training and skills Disclosure Unit 2024 2025 development Requirements Male employees that participated in regular [S1-13 83 a, No. 0 0 performance and career AR 77] development reviews Female employees that participated in regular [S1-13 83 a, No. 0 0 performance and career AR 77] development reviews Other gender employees that participated in regular [S1-13 83 a, No. 0 0 performance and career AR 77] development reviews Number of reviews in proportion [S1-13 83 a, to the agreed number of reviews Rate 0 0 AR 77] by the management Average number of training [S1-13 83 b, No. 16.62 9.37 hours per male employee AR 78] Average number of training [S1-13 83 b, No. 7.84 18.01 hours per female employee AR 78] Total average number of training [S1-13 83 b, No. 15.28 10.09 hours per employee AR 78] Average number of training [S1-13 83 b, hours per other gender No. 0 0 AR 78] employee The metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M] S1-14 – Health and safety metrics ThPA S.A.’s nature of work imposes heavy machinery and hazardous materials, leading to increased chances of accidents and injuries. Ensuring that ThPA S.A.’s approach is aligned with international standards, the 199
Company has adopted an Occupational Health and Safety Management System, certified according to ISO 45001: 2018, which applies to all employees across all business units. Regarding number of fatalities, the metric refers to the fatalities registered across ThPA S.A.’s own employees and other workers working on ThPA S.A.’s sites resulting from work-related injuries or work-related ill health. The number of work-related accidents refer to the consolidated number of accidents occurred for employees within the reporting period recorded in local health and safety management systems of ThPA S.A. It is worth mentioning that the nature of the recorded work-related accidents across ThPA S.A.’ employees does not form significant trends or patterns. The number of work-related ill health refers to the consolidated number of ill health cases occurred for employees within the reporting period recorded in local health and safety management systems of ThPA S.A. and include acute, recurring and chronic health problems caused or aggravated by work conditions or practices. The number of days lost refers to the number of days lost, from and including the first full day and last day of absence and including all calendar days of the period (e.g., incl. weekends and public holidays). The LTIFR of recordable work-related accidents represents the number of work-related accident cases per one million hours worked and is calculated by dividing the number of cases registered in the reporting period (4 cases) by the aggregated working hours in ThPA S.A. (1,045,478.00 total hours) and multiplied by one million. ESRS Health and safety Disclosure Unit 2024 2025 Requirements Fatalities as a result of work- [S1-14 88 b, related injuries or work-related AR 82, AR 89, No. 0 0 ill health (for own employees) AR 90, AR 91] Number of fatalities as result of work-related injuries and work- [S1-14 88 b, related ill health of other AR 82, AR 89, No. 0 0 workers working on AR 90, AR 91] undertaking's sites [S1-14 88 c, Recordable work-related AR 89, AR 90, No. 6 4 accidents AR 91] Recordable work-related ill [S1-14 88 d] No. 0 0 health 200
ESRS Health and safety Disclosure Unit 2024 2025 Requirements Days lost to work-related injuries and fatalities from work- [S1-14 88 e, related accidents, work-related No. 30 134 AR 95] ill health and fatalities from ill health [S1-14 88 c, Percentage of recordable AR 89, AR 90, % 5.58 3.83 work-related accidents AR 91] Percentage of people in its own workforce who are covered by health and safety management [S1-14 88 a, system based on legal % 100 100 AR 80] requirements and (or) recognized standards or guidelines During the annual audits of the ISO 45001 system, a review of the indicators is always conducted; however, they are not validated or verified as in other ISO standards. [ESRS 2 MDR-M] S1-15 – Work-life balance metrics Family-related leaves All ThPA S.A. personnel, regardless of gender, have the legal right to take parental leave, in accordance with the current national legislation. Parental leave covers both the needs of new parents to care for their children and to create a working environment that respects and supports the family. [S1-15 94] Working conditions ESRS Work-life balance Unit 2024 2025 Indicator Percentage of total employees [S1-15 93 a, entitled to take family-related AR 96, AR % 96.59 100 leave 97] Percentage of total entitled employees that took family- [S1-15 93 b] % 9.28 10.60 related leave 201
Percentage of male employees [S1-15 93 b] % 8.79 10.53 that took family-related leave Percentage of female employees [S1-15 93 b] % 11.90 10.99 that took family-related leave Percentage of other gender employees that took family- [S1-15 93 b] % 0 0 related leave S1-16 – Remuneration metrics (pay gap and total remuneration) ThPA S.A. calculates the pay gap by checking the earning of specific demographic groups, which include gender among the most prominent, thus revealing any inequities in compensation between employee groups. Total remuneration represents the entire earnings category, with base salary and performance bonus. Reporting frequency depends on the needs of the Company, the data can be reported yearly, quarterly, or monthly. ThPA S.A. maintains a collective bargaining agreement with the Unions and with this way promotes equal pay, ensuring no salary discrimination between men and women in equivalent positions. The increase in the reported gender pay gap—from 17.10% in 2024 to 23.00% in 2025—is primarily attributable to the salary increases implemented under the collective bargaining agreement. As a result, the overall pay gap widened, not due to unequal pay for equal work, but due to structural differences in the distribution of employees across job categories. Remuneration metrics are calculated based on the total employment cost of each employee, as defined in their respective employment contracts. This includes both direct salary costs and additional benefits, provided either in cash or in kind. The reporting period for the remuneration assessment is 1/1–31/12/2025. The salary includes regular earnings (base salary) as well as any applicable contractual allowances, such as seniority allowances, responsibility allowances, or allowances linked to specific working conditions. Employer social security contributions are also captured, as they form part of the Company’s total personnel cost. In addition to fixed salary elements, ThPA S.A records cash benefits, such as performance-based bonuses or other monetary incentives granted either regularly or on an exceptional basis, in line with Company policy or contractual terms. Benefits in kind are also included, such as company vehicles, transportation coverage, private insurance, specialised equipment, or other job-related facilities. Where required, these benefits are assigned a monetary value to ensure an accurate representation of the full remuneration package. Severance payments —whether arising from termination or retirement— are also included in the total remuneration figures. The total remuneration ratio is calculated by dividing the highest-earning employee's total annual compensation (including all benefits) by the median annual salary of all other employees at ThPA S.A. All calculations on compensation metrics are directly done by the Payroll department, with an Excel sheet that encompasses its 202
calculation formula. This ensures the quality of these measurements and their constant representation in terms of total compensation within the Company. [S1-16 97 c, AR 99, AR 102] Equal treatment and opportunities for all Gender equality and equal pay ESRS Unit 2024 2025 for work of equal value Indicator [S1-16 97 a, % Gender pay gap AR 98, AR 17.10 23.00 99, AR 100] [S1-16 97 b, Annual total remuneration ratio Rate 7.92 6.05 AR 101] All the metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M] S1-17 – Incidents, complaints, and severe human rights impacts ThPA S.A. confirms that zero cases of work-related discrimination and harassment has occurred. As a result, there have been no fines, penalties, or compensation claims for damages related to such violations. Additionally, no grievances, incidents, or complaints have been filed through the Company's designated channels for its workforce to raise concerns. ThPA S.A.'s grievance and incident handling processes are designed to prevent and address any potential violations in a timely and effective manner. Since no incidents have occurred, the company has not been required to reconcile fines, or compensation amounts for such violations. Additionally, there have been no grievances, incidents, or complaints regarding social and human rights matters within the Company. As a result, there have been no fines, penalties, or compensation for damage related to such incidents. [S1-17 103 c, AR 103, AR 104, AR 105, AR 106] [S1-17 104 b, AR 103, AR 104, AR 105, AR 106] ESRS Measures against violence and Disclosure Unit 2024 2025 harassment in the workplace Requirement [S1-17 103 a, Incidents of discrimination, AR 103, 104, No. 1 0 including harassment 105, 106] Complaints filed through [S1-17 103 b, channels for people in the AR 103, 104, No. 0 0 Company’s own workforce to 105, 106] raise concerns 203
Fines, penalties, and compensation for damages as [S1-17 103 c, result of incidents of AR 103, 104, No. 0 0 discrimination, including 105, 106] harassment and complaints filed ESRS Human right violations Disclosure Unit 2024 2025 Requirement Severe human rights incidents [S1-17 104 a, connected to the Company’s AR 103, 104, No. 0 0 workforce 105, 106] Number of severe human rights issues and incidents connected [S1-17 103 b, to own workforce that are cases 104 a, AR No. 0 0 of non-respect of UN Guiding 103, 104, Principles and OECD Guidelines 105, 106] for Multinational Enterprises Fines, penalties and [S1-17 104 b, compensation for damages for AR 103, 104, No. 0 0 the incidents described above 105, 106] S3 Affected communities Strategy SBM-2 – Interests and views of stakeholders ThPA S.A. recognizes the importance of collaborating with affected communities in shaping its strategy and business model. Through ongoing consultations, meetings and surveys, it ensures that the needs, expectations and concerns of the communities in which it operates are taken into account. These processes enable the Company to adapt its practices to the latest developments regarding sustainability issues and implement best practices while ensuring the protection of human rights and transparency in its actions. SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model 204
IROs to affected communities The process for identifying and assessing material impacts, risks and opportunities and consulting with stakeholders, is thoroughly detailed in the relevant ESRS 2 section “Description of the process to identify and assess material impacts, risks and opportunities (IRO-1)”. The assessment took into account ThPA S.A.’s operational site and direct activities, across its defined geographical and operational footprint. In preparing the disclosures for this section, particular attention was given to the affected communities that the Company can materially impact through its direct activities. Furthermore, an assessment was conducted to understand the impacts arising from both upstream and downstream business relationships within ThPA S.A.’s value chain. The Company has recognized five (5) relevant impacts, risks and opportunities that were deemed material according to the DMA, which are described below. ThPA S.A. has identified that through a regular engagement with local stakeholders, it enhances community participation in decision-making processes and supports sustainable communities, as local concerns and expectations are acknowledged and integrated into the Company's operations. The transparency of this engagement also fosters trust between the port and the community, integrating the port into a vital part of Thessaloniki. Through the establishment of an open and continuous dialogue with the local community, the Company supports freedom of expression, enhances trust and contributes to stronger community relations. As a result of these positive impacts on the affected communities, the open dialogue is also regarded as a material opportunity for the Company. By maintaining respectful and transparent interaction with the local community, ThPA S.A. strengthens its reputation and social licence to operate, which may reduce social resistance to potential operational changes, investment projects or regulatory approvals and facilitate smoother implementation of future initiatives. This material impact that ThPA S.A. has identified is linked to its strategic decisions to support the port-city integration and promote open stakeholder engagement. This impact primarily occurs through the nature of ThPA S.A.’s operations, that are critical for trade, economic development and community well-being and contribute to regional development, infrastructure investments, and environmental and social sustainability. Furthermore, the environmental considerations related to port operations and their potential impacts on local communities are integral to ThPA S.A.’s strategic priorities and business model. Since the Company serves as a vital logistics hub at national and wider Mediterranean level, facilitating trade and economic activity, this role inherently requires significant volumes of vessel traffic, cargo handling, and land-side transport. This operational intensity, along with the historical development of the port often alongside urban expansion, directly contributes to this material impact. In order to adapt its strategy and business model, these insights inform the Company’s strategic investments in cleaner technologies. Furthermore, they also drive operational adaptations, including optimizing traffic management and scheduling certain activities to minimize disruption. These ensure that the Company’s long-term strategic planning, infrastructure development, and business growth initiatives are systematically integrated with environmental management and community engagement frameworks, aiming to mitigate adverse impacts. Beyond its core operations, ThPA S.A. recognizes that its long-term growth is linked to the vitality and resilience of the communities it serves. As a significant economic hub, its strategy and business model generate positive 205
impacts by enhancing access to education and employment opportunities, thereby fostering human capital and contributing to inclusive, sustainable growth across the city of Thessaloniki and wider region. Furthermore, its commitment extends to actively supporting a range of humanitarian and educational initiatives. These efforts are deeply connected to the Company’s business model as they not only raise environmental awareness but also promote broader social and economic development at both local and regional levels. Recognizing this relationship, as identified through ThPA S.A.’s DMA, these positive impacts actively inform and contribute to adapting its strategy. However, ThPA S.A. has not recognized any risks arising from its dependence on the affected communities. [SBM-3 8 a, b, AR 5, AR 6] Types of affected communities Globally, ports function as vital economic and trade hubs, contributing significantly to local, regional, and national economies and the relationship between ports and its surrounding communities is inherently dynamic, encompassing both positive contributions and potential negative externalities. Therefore, communities located in close proximity to port operations are frequently affected by the impacts arising from these activities and their associated transportation networks. Consequently, the residents of these communities have been identified as key affected stakeholders, particularly concerning environmental and social impacts. ThPA S.A. recognizes that its business operations are likely to materially affect multiple stakeholder groups throughout its value chain, in the scope of its disclosures and acknowledges the significance of identifying and understanding the diverse communities that may be affected by its operations or from business relationships along the value chain. Since the entire city of Thessaloniki has been historically developed around the port, the wider influence of ThPA S.A. spans several municipalities within the Regional Unit of Thessaloniki. Through its DMA process the Company has identified two key groups that are subject to its material impacts, including the port community, and civil society/NGOs. • The port community includes the port authority, local community, users, operators, businesses and workers who are directly involved in port-related activities, and whose economic well-being depends on port operations. The local community specifically consists of residents in the Thessaloniki Metropolitan area and its wider surrounding areas who may experience environmental, social as well as economic impacts. • Civil society and NGOs represent broader societal interests, advocating for social equity and environmental protection. Although value chain communities are considered within ThPA S.A.’s DMA framework, the assessment for the current reporting period concluded that they did not present significant risks or opportunities requiring detailed disclosure in this section. Such communities may indicatively include local communities located near suppliers’ or contractors’ facilities, transport and logistics corridors connected to the Port’s operations, and service providers operating within the broader port ecosystem. ThPA S.A.’s focus therefore remains on addressing the most material IROs, which predominantly arise from its direct operations and its immediate interface with local communities in the area of Thessaloniki. Furthermore, as a Port Managing Authority operating exclusively in 206
Greece, where indigenous peoples are not formally recognized, the Company does not consider impacts related to indigenous peoples to be applicable in the context of its activities. [SBM-3 9 a(i-iv)] ThPA S.A. actively promotes freedom of expression and open communication by ensuring diverse stakeholder representation in the established Port Users’ Council. Thus, the Company enables representatives of the local community to engage on legislative changes and investment projects, thereby strengthening dialogue for positive community impact. This dialogue contributes to transparency, early identification of concerns and the co-creation of solutions, thereby generating positive impacts in the form of strengthened stakeholder trust, improved social acceptance of port activities and enhanced cooperation with the local business ecosystem. Regarding identified negative actual impacts related to noise disturbance and air emissions from port operations, these are considered inherent to the nature of port activities rather than linked to isolated incidents. Recognizing this, the Company systematically monitors noise levels and air emission indicators to ensure compliance with the applicable regulatory framework and environmental thresholds. Through continuous monitoring and operational controls, ThPA S.A. aims to maintain impacts within permissible limits, ensure efficient port operations, and prevent the occurrence of substantiated community complaints. Furthermore, through open dialogue with the local community and employees’ unions and by actively supporting freedom of expression, ThPA S.A. has identified an opportunity to enhance stakeholder trust and strengthen its positive reputation among directly affected communities. [SBM-3 9 c] [SBM-3 11, AR 8] Impact, risk, and opportunity management S3-1 – Policies related to affected communities ThPA S.A. is dedicated to maintaining the port as an integral part of citizens’ and visitors’ daily lives while strengthening its connection with the local community. The Company’s remains committed to fostering trust- based relationships with the society of Thessaloniki by supporting vulnerable social groups as well as local institutions and associations. Its contribution goes beyond its core activities, extending through various social initiatives guided by collective efforts and teamwork, working closely with stakeholders and investing in the younger generations. Despite the fact that ThPA S.A. has not yet established a formal Corporate Social Responsibility (CSR) policy or any other policy specifically addressing to the management of its material IROs related to affected communities, the Company implements a comprehensive CSR program, which designs and carries out a wide range of social initiatives that highlight the cultural significance of Thessaloniki and the wider region, raise awareness on environmental and marine ecosystem issues, enhance regional development and provide support to social groups in need. [S3-1 12] [S3-1 14] ThPA S.A. continuously reviews its interactions with affected communities, recognizing the importance of creating positive societal value. While formal policies on community engagement are still under development, the Company has already implemented numerous initiatives that support social well-being and remains committed to developing specific policies to further strengthen its dedication to the community. The following 207
society-related policies apply across ThPA S.A.’s operations value chain, with particular focus on communities directly affected by its activities. Additionally, ThPA S.A. aligns these policies with relevant national and European recognized guidelines and standards applicable to local stakeholders. Code of Ethics ThPA S.A.’s Code of Ethics, while initially focused on guiding employee behavior and internal operations, plays a key role in shaping the Company’s relationship with local communities. High moral standards, integrity, non- distinction and no tolerance for violence in any form are regarded fundamental to ThPA S.A. promoting a culture of respect in relations with the outside world. The emphasis on compliance ensures adherence to ethical and legal standards in business practices, indirectly benefiting society by promoting responsible corporate behavior. Additionally, the provisions on gifts and donations are provisions of what ThPA S.A. views as ethically sound transactions, which can also influence how it engages with external parties. Although community engagement specifically is not detailed in the Code, principles such as transparency and collaboration are designed to ensure responsible relations with the local community, which form the basis of trust and respect between the two parties. Policy to prevent and combat violence and harassment ThPA S.A. is committed to maintaining a safe, inclusive and respectful work environment, taking strict action against any forms of violence and harassment. Though the policy was initially designed to ensure that employees and associated members work free of violence or harassment of any kind, its purpose however extends beyond ThPA S.A.’ premises to various locations where the employees carry out work-related activities. These include public places such as transportation hubs, accommodation provided by the employer and external work-related events. Consequently, the Company’s commitment to prevention and combat of violence and harassment indirectly contributes to the general well-being of the local community. By guaranteeing that employees act respectfully in all work-related environments -all the way from a certain public place up to public interaction with community members in those very same public space- the Company plays a role in promoting a culture of inclusivity and mutual respect. Additionally, any violation of this policy in public spaces while representing ThPA S.A., are subject to the same strict internal procedures and disciplinary actions. Though these measures, the Company not only protects its own interest, but also promotes a respectful and safe environment in the broader community, aligning with its social responsibility commitments. Environmental Policy ThPA S.A.’s commitment to environmental management, as outlined in its Environmental Policy, directly and indirectly benefits society and local communities by minimizing negative environmental impacts. By adhering to ISO 140001:2015 and the current national and European legislative framework, the Company ensures cleaner air and water, minimizing environmental risks for nearby residents and marine life. By implementing appropriate environmental programs to improve environmental performance and operating in such a way to ensure the prevention of pollution, ThPA S.A. reduces the negative effects and improves the environmental performance of ThPA S.A.’s activities. Additionally, the Company’s commitment to inform and raise 208
environmental awareness among its staff, members of the Port Users’ Council, suppliers and passengers passing through the port, on environmental management issues fosters responsible behavior and collective action to protect the environment. Human Rights Policy Thessaloniki Port Authority S.A. has established a Human Rights Policy, committing to respect and protect human rights across its operations and value chain. The Policy is aligned with internationally recognised standards, including the UN Guiding Principles on Business and Human Rights (UNGPs), the ILO Declaration on Fundamental Principles and Rights at Work and ILO Core Conventions, the OECD Guidelines for Multinational Enterprises and the International Bill of Human Rights. It applies to the Board of Directors, management, employees and business partners. The Policy is embedded in the Company’s procedures and Internal Control System, supporting the identification, assessment, prevention and monitoring of actual and potential human rights impacts, in line with the UNGPs due diligence approach. A confidential whistleblowing mechanism is available to employees and external stakeholders, and corrective actions are implemented where necessary to address potential adverse impacts. The Company promotes transparency and engagement with affected communities. During the reporting period, no substantiated cases of non-compliance with the UNGPs, the ILO Declaration or the OECD Guidelines involving affected communities were identified in the Company’s operations or value chain. Sustainability Policy ThPA S.A.’s Sustainability Policy has set up specific commitments under the Social Engagement Strategic Pillar with the ambition to create social surplus and promote sustainable growth -through its business operations- in the city of Thessaloniki and the wider region. Regarding the City-Port Integration, ThPA S.A. is committed to strengthening relationships, generating added value and creating jobs in the regions and communities where it operates. The Company is also determined to strongly support local businesses, forge links with local suppliers and increase its overall socio-economic impact. As city-port integration is a critical issue for the Company, ThPA S.A. is taking part in numerous events and initiatives that give back to the community, either in the form of infrastructure upgrade or social actions that provide chances of cultural integration. With a view to enhancing communication and actively engaging with key stakeholders, the Company is dedicated to engaging with all its stakeholders, including local communities and involving them in the process of identification and management of its sustainability topics and concerns through open dialogue and collaboration. Therefore, the Company enhances its performance in this front and improves transparency, builds trust and navigates through emerging challenges and opportunities. ThPA S.A. recognizes the unique value each stakeholder group holds and seeks its contribution to feedback and shared progress, thus advancing ThPA S.A.’s commitment to sustainability. Through these direct and indirect efforts, ThPA S.A. plays an active role in safeguarding that the port remains a responsible and sustainable gateway, benefiting both the local environment and the broader community. [S3- 1 15] [S3-1 16] 209
ThPA S.A. has established a Human Rights Policy, reaffirming its commitment to respect and promote human rights principles across its operations. This commitment is further reflected in existing policies, such as the Code of Ethics and the Sustainability Policy. Moreover, through various initiatives, the Company aims to create social added value, enhance engagement with local stakeholders and contribute towards the well-being of affected communities. ThPA S.A. assesses its policies on an ongoing basis, showing its willingness for the further development of specific human rights commitments. [S3-1 16 a] ThPA S.A. has established a standardized process for engaging with stakeholders, including the affected communities and is committed to fostering the engagement with all its stakeholders, as mentioned in the Sustainability Policy. [S3-1 16 b] While there is no dedicated remedy mechanism specifically addressing human rights impacts on affected communities, the Company is committed to maintaining an open dialogue with the local communities. ThPA S.A.’s corporate social responsibility initiatives and stakeholder engagement mechanisms, help identify and mitigate any potential negative social impacts. The Company’s goal is to stay informed and act on opportunities and risks identified through its engagement and dialogue with affected communities. Additionally, the Company remains dedicated at enhancing its approach by identifying additional ways to integrate human rights considerations into its policies and due diligence processes. [S3-1 16 c] As ThPA S.A. operates as a port authority, it does not have any known conflicts or direct engagements with indigenous people. However, the Company remains committed to respecting the rights of all communities within its area of operations. [S3-1 17] [S3-1 17, AR 10] For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. S3-2 – Processes for engaging with affected communities about impacts ThPA S.A. recognizes the unique value of feedback from its stakeholder groups and enhances communication with local communities to ensure that their views are incorporated into decisions affecting potential positive or negative effects. Engagement occurs through the established Port Community Council as well as through surveys, public consultations and other communication channels, enabling affected communities to raise concerns and provide feedback. Given the nature of the Company’s activities, the identified impacts of port operations affect the broader local community as a whole and are not considered to disproportionately impact specific vulnerable or marginalized groups within the affected communities. Therefore, no distinct categorization or separate engagement process for particular social groups has been deemed necessary at this stage. These interactions are periodic depending on the subject matter and are facilitated by the relevant department head. Each department head ensures that the input received informs the Company’s sustainability strategy and operations. Overall responsibility for overseeing stakeholder engagement and ensuring that its outcomes are appropriately considered in the Company’s approach lies with senior management. ThPA S.A.’s Chair and CEO provide strategic oversight of this process and represent the Company in meetings with local communities and the port community. 210
The effectiveness of the engagement is based on the analysis of the indirect feedback and incorporation of key concerns into relevant initiatives and corporate decisions. ThPA S.A. regularly assesses the overall approach to engaging affected communities and is committed to adjusting as necessary, including the frequency of engagement. Those responsible for managing issues arising from interactions with affected communities, although a specific training or capacity- building is not formally required, are expected to act in accordance with the Company's established conduct policies and are supported by ThPA S.A.'s staff as needed to respond effectively. [S3-2 21, AR 16] [S3-2 21 a] [S3-2 21 b, AR 15] [S3-2 21 c, AR 14, AR 15] [S3-2 21 d] S3-3 – Processes to remediate negative impacts and channels for affected communities to raise concerns While ThPA S.A primarily seeks to generate positive social value, acknowledges that certain aspects of its operations may give rise to negative impacts affecting local communities. The Company’s approach includes increasing contributions to strengthen the positive impacts it has through sponsorships and ThPA S.A. effectiveness of its remedies through ongoing dialogue with stakeholders, participation in events and sustainability reporting. To ensure affected communities can raise concerns, ThPA S.A have established multiple communication channels, including its corporate website, social media, complaint forms, meetings with local bodies and open dialogue with NGOs and civil society. These mechanisms are both internally managed and developed in collaboration with third-party organizations to enhance accessibility and responsiveness. Additionally, the Company supports the availability of these multiple communication channels through its business relationships by promoting transparency, regular stakeholder engagement and awareness initiatives on ESG issues. More specifically and as a matter of legal and regulatory compliance, ThPA S.A. is mandated to undertake comprehensive Environmental Impacts Assessments for all significant projects and major investments. A significant component of this process involves extensive public consultation. Relevant documentation is made publicly accessible through official channels, and formal announcements are issued to inform and invite participation from affected stakeholders (i.e. local communities). This structured approach facilitates a transparent dialogue, enabling the collection of feedback from local communities and other interested parties. The insights and concerns raised during these consultations are systematically examined and, where necessary, taken into account during the project planning and implementation phases. Moreover, ThPA S.A actively tracks and monitors concerns through annual reports, sustainability audits, and dedicated initiatives, ensuring that stakeholders’ feedback is integrated into Company’s decision-making. This continuous monitoring process, combined with stakeholder involvement, helps to evaluate and improve the effectiveness of response strategies, reinforcing the commitment to sustainable and resilient community development. [S3-3 27 a, AR 17, AR 22], [S3-3 27 b, AR 18], [S3-3 27 c], [S3-3 27 d, AR 24] ThPA S.A. is committed to maintaining the highest standards of ethics and professional conduct, adopting a zero-tolerance approach to illegal activities that could negatively impact its reputation and credibility. To uphold transparency and accountability, the Company has implemented a whistleblowing policy that allows employees, 211
customers, suppliers and other stakeholders to anonymously report violations, irregularities, or misconduct. Reports must be made in good faith, with reasonable belief in their accuracy. To protect whistleblowers, ThPA S.A. ensures that individuals who submit reports can remain anonymous if they choose. If a whistleblower provides their contact information for follow-up, their identity is safeguarded and disclosed only to authorized personnel. Additionally, the Company has strict policies in place to protect individuals using this reporting mechanism from any form of retaliation, reinforcing a safe and trustworthy environment for raising concerns. [S3-3 28, AR 23] The Company remains always open to receiving complaints and concerns from citizens, ensuring transparent and confidential handling of all issues raised. However, as mentioned earlier, there have been no noteworthy complaints to date that would necessitate a formal review. This approach aims to continuously improve engagement and responsiveness to community needs. The whistleblowing mechanism is primarily intended for reporting breaches, misconduct, or illegal acts. It is not specifically designed for raising concerns about lawful but adverse impacts on communities, such as noise or air emissions. Likewise, formal processes to assess awareness or trust in this mechanism among affected community members are not yet in place. ThPA S.A. is considering approaches to establish or enhance appropriate channels for affected communities [S3-3 29] S3-4 – Taking action on material impacts on affected communities, and approaches to managing material risks and pursuing material opportunities related to affected communities, and effectiveness of those actions Supporting humanitarian and educational initiatives ThPA S.A serves as both a vibrant hub and a key attraction for visitors. Easily accessible, Pier No. 1 is a popular gathering place, offering a variety of cultural and recreational activities and indicating in practice the Company's commitment to port-city integration. Beyond its business activities, ThPA S.A. is dedicated to fostering positive social change and strengthening ties with the local community promoting sustainable development, social cohesion, and regional empowerment. Through targeted initiatives, the Company actively supports vulnerable social groups, cultural heritage and environmental sustainability. In 2025, ThPA S.A. continued to substantially support the local community through a broad range of social, cultural, and educational initiatives, reinforcing its dedication to corporate social responsibility and long-term regional development. These initiatives aimed to support vulnerable groups, enhance cultural heritage, and raise environmental awareness, contributing to the long-term well-being of the region. Through these initiatives and actions, ThPA S.A. demonstrates a multifaceted commitment to societal well-being, thereby pursuing the identified material opportunity. A significant portion of these contributions focused on community well-being, supporting vulnerable groups, promoting education and innovation and enhancing engagement with affected communities. Key initiatives included: • Support of the non-profit charitable Association “Syzoi”. Specifically, ThPA S.A. supported the 10th Mountain Race "Sizathlos" organized on annual basis by Syzoi. It is also noted that ThPA S.A. supports Syzoi - the Parents’ Association of People with Vision Disorders & Additional Disabilities- since 2019. • Support of the the “Melissa” Girls’ Orphanage, providing assistance to children in need. 212
• Support of the Non-Profit Civil Company “MEPP” for the collection and recycling of 176 kilos of marine waste. • Support of 2 robotics teams, enabling participation in national and international competitions, promoting STEM education and innovation. • Within the framework of educational activities, ThPA S.A. welcomed more than 300 students, offering them the opportunity to learn about the port’s operations, values, and strategy, reinforcing the image of an open, accessible port that is closely connected to society. More information about this educational initiative is publicly accessible through ThPA S.A.’s website (https://www.thpa.gr/sustainability/society/) The above actions constitute indicative examples of a broader set of initiatives by ThPA S.A., through which the company promotes sustainable development, social cohesion, and regional empowerment, ensuring that the port remains a pillar of progress and prosperity for the city and the wider region. Enhancing educational and employment opportunities and contributing to regional development As ThPA S.A. is a major gateway for trade in the Balkans and the Eastern Mediterranean, it contributes to the social and economic development of the city and the wider region of Thessaloniki by supporting access to education, skills development and employment opportunities, on the basis of equal opportunities and non- discrimination. Through initiatives such as cooperation with educational institutions, support for training and internships, and the creation of direct and indirect employment, the Company strengthens human capital and enhances employability, particularly for the local workforce. At the same time, ThPA S.A. supports community resilience and inclusive growth by promoting stable economic activity for businesses in areas such as logistics, transportation and port-related activities and by fostering long-term regional development linked to the Port’s operations. Through these actions, ThPA S.A. manages the impacts arising from its activity and actively contributes to social and educational progress, reinforcing its commitment to sustainable and inclusive growth and leveraging the positive effects of the identified material impacts. Environmental Pressures on local communities ThPA S.A. acknowledges that port operations, due to their proximity to residential areas, may generate environmental pressures, such as air emissions, which could adversely affect the well-being of local communities. The Company recognizes its responsibility to mitigate this negative impact, through proactive measures such as the implementation of an Environmental Management System (EMS), monitoring its environmental performance on a continuous basis and engagement with the community to address concerns. Specifically, to monitor and manage the potential environmental pressures arising from its operations on nearby communities, ThPA S.A. applies and implements an Environmental Monitoring Program in accordance with the requirements of the Approved Environmental Terms, which includes environmental noise and air emissions measurements. These measurements are carried out on a recurring basis in order to assess the levels of environmental noise and the emitted pollutants associated with port activities and to support the identification of any potential impacts on surrounding communities. 213
All sampling and measurements are conducted by accredited laboratories and specialized partners, ensuring the reliability and quality of the monitoring results. The findings of the environmental monitoring program are publicly disclosed and made available to stakeholders, contributing to transparency and enabling interested parties, including local communities, to access information regarding environmental conditions related to port operations. For more information, please refer to: https://www.thpa.gr/sustainability/environment/. Through this monitoring approach, the Company identifies and evaluates the need for appropriate actions, ensuring that operational and environmental management practices are aligned with applicable legal and regulatory requirements. The EMS framework also supports the systematic integration of environmental considerations into planning and operational decision-making, thereby aiming to avoid causing or contributing to material negative impacts through its own activities. Targeted measures aimed at ensuring compliance with applicable environmental requirements are already implemented and are ongoing as part of the Company’s standard operating procedures. Annual measurements have confirmed that noise levels remain within the applicable regulatory limits, therefore, no specific remediation measures have been required. In case monitoring were to identify exceedances or substantiated adverse impacts, the Company would assess and implement appropriate corrective actions in accordance with its environmental management procedures and applicable legislation. Through targeted measures aimed at reducing environmental footprint and ensuring compliance with applicable environmental requirements, ThPA S.A. seeks to prevent and mitigate adverse effects on nearby communities and contribute to the protection of quality of life in the surrounding area. This ensures that any negative effects are counterbalanced in a way that aligns with broader societal needs. Fostering open dialogue with local communities ThPA S.A. is committed to enhancing stakeholder trust and building a positive reputation through proactive, open dialogue and support for freedom of expression. By actively engaging with community representatives and union leadership, and by valuing diverse perspectives, the Company aims to mitigate potential operational disruptions and secure the social license necessary for its continued growth and implemented development projects. ThPA S.A. believes that this collaborative approach directly contributes to operational approvals, reduced legal and reputational risks, and ultimately, an enhanced financial performance. Regarding the effectiveness of its implemented initiatives, ThPA S.A. assesses them continuously by actively monitoring key impact metrics and gathering feedback from affected communities. Specifically, the Company tracks student participation numbers and utilizes post-visit assessments to evaluate the satisfaction and educational value of its program. Additionally, ThPA S.A engages with community members and partner organizations through consultations and gathering valuable insights to ensure that its actions align with local needs and expectations, allowing for continuous improvement and meaningful impact. These actions do not have a fixed time horizon, as they are ongoing throughout the year and, in many cases, are recurring on an annual basis. The continuous nature of these initiatives ensures that the Company remains responsive to evolving community needs and effectively manages material risks and opportunities over time. 214
The allocation of financial resources for managing material impacts on affected communities is not standardized or assigned in a predefined manner. Instead, ThPA S.A. allocates funding to support the various CSR initiatives aimed at addressing social impacts, fostering community engagement and promoting sustainable development. Even though relevant responsibilities to the management of material impacts related to affected communities are not formally structured within a specific framework that allows for direct inclusion in the sustainability statement human resources are dedicated to these efforts, including members of the Public Relations & Corporate Social Responsibility team and other departments/Divisions involved in community relations and stakeholder engagement. [S3-4 38] [S3-4 31], [S3-4 31 a], [S3-4 32 c, AR 37], [S3-4 32 d, AR 31, AR 32, AR 33], [S3-4 34 b], [S3-4 38], [ESRS 2 62] ThPA S.A., by maintaining open channels of communication with all stakeholders and promoting transparency in its operations, reaffirms its commitment to ethical business practices and social responsibility. In this context, no significant human rights issues or incidents affecting local communities have been observed or recorded. This continuous engagement ensures that the Company remains attuned to societal concerns while upholding the highest standards of corporate governance and community relations. [S3-4 36] [ESRS 2 – MDR.A] Metrics and targets S3-5 – Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities Currently, ThPA S.A. has not set time-bound and outcome-related oriented targets that meet the requirements for effectively managing potential negative impacts, advancing the identified positive impact, or managing material risks and opportunities related to affected communities. However, the Company acknowledges the significance of establishing targets to drive meaningful progress in this area. ThPA S.A. is open to undertake any structural actions or upgrade existing engagement processes that involves engaging directly with the affected communities, their representatives and credible proxies. In the meantime, the Company gathers quantitively and quantitative data from its implemented corporate social responsibility initiatives, such as the number of students participated in the educational visits and continuously assesses current practices and takes into account the wishes of the communities affected, to establish a process that will monitor how effectively its policies and actions addresses its material sustainability-related impacts, risks and opportunities for affected communities. Within the next reporting periods ThPA S.A. is committed to define a level of ambition, establish measurable qualitative and quantitative indicators to track progress and specify a baseline year from which progress will be measured. [S3-5 42 a] [S3-5 42 b] [S3-5 42 c] [S3-5 41, AR 45, AR 46, AR 47] 215
S4 Consumers and end-users Strategy SBM-2 – Interests and views of stakeholders ThPA S.A.’s strategy and business model are deeply influenced by the interests, views and rights of consumers and end-users, with a particular focus on respect for human rights. All consumers and end-users who are likely to be materially impacted by ThPA S.A.’s operations and affected through its value chain, services, and its business relationships, have been included in the scope of this disclosure, in accordance with ESRS 2. Specifically, the Company serves a broad network of end users within its value chain, primarily including direct clients e.g. travelers, passengers, port visitors, as well as shipping and terminal operators and other users connected to its operations. The Company maintains relationships with its end-users, which shape its strategy focused on responsible and transparent practices that ensure stability and credibility. It incorporates a commitment to the protection and needs of consumers. The Company focuses on building long-term relationships of trust, enhancing its social impact through responsible resource management, safety and transparency, ensuring that both end-users and consumers enjoy quality services with respect for human rights. SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model In the current reporting year, ThPA S.A. conducted a validation of its 2024 Double Materiality Assessment. According to the validation and the updated material impacts, risks and opportunities (IROs), a single opportunity was deemed as material regarding consumers and end-users. By actively engaging with customers and responding promptly to their feedback, ThPA S.A. enhances customer satisfaction and retention, reduces reputational and financial risks, and supports long-term revenue stability. Efficient communication and complaint resolution strengthen the Company’s commercial competitiveness, positioning ThPA S.A. as a reliable partner and ultimately driving sustained growth and profitability. This opportunity is material due to its direct link to the Company’s financial performance, market position, and social license to operate. The Company’s material opportunity in relation to consumers and/or end-users did not arise either from actual or potential impacts or dependencies, as no actual or potential impacts, nor any dependencies have been identified. ThPA S.A.’s strategy and business model are linked to its identified material opportunity, as the enhanced customer engagement directly supports the Company’s customer-centric growth. Understanding and meeting customer needs support growth and service offerings. Furthermore, proactive feedback mechanisms allow the Company to tailor services, identify new market demands, and innovate collaboratively with clients. Additionally, customer feedback often highlights areas for operational improvement, leading to more efficient processes and reduced delivery times which ultimately contribute to economic sustainability. Moreover, a strong reputation for responsiveness and customer care could be regarded as fundamental for ThPA S.A.’s business model. High 216
customer satisfaction builds trust, which is significant for attracting new business and maintaining social license to operate within the communities the Company serves. Last but not least, by fostering strong and lasting customer relationships ThPA S.A.’s ensures a stable revenue, therefore securing the long-term viability and resilience of its business model. The Company is addressing the opportunity of enhanced customer engagement through several initiatives and operational practices. For instance, ThPA S.A. implements a variety of channels for real-time customer feedback, service request and potential issues resolution. In addition to this, several teams across different Business Units within the Commercial Division address customer feedback, with the aim of managing and resolving complaints that fall within the scope and responsibilities of each respective department. Providing training for operational and commercial needs to enhance their customer service skills is also a practice which ensures ThPA S.A.’s staff is equipped to respond effectively to customer feedback. Also, as part of its governance and stakeholder engagement framework, the Sales and Business Development department conducts monthly interactions with existing customers. These engagements aim to identify emerging needs, assess operational and business risks, and capture feedback on service performance. The insights gathered support ethical market conduct, improved customer experience, risk mitigation, and the development of sustainable, value-driven solutions that contribute to long-term customer trust and business resilience. In addition, the Commercial team actively participates in sector-specific trade fairs to identify new business opportunities, emerging markets, and strategic partnerships. These initiatives contribute to broadening the port’s interconnectivity, strengthening collaboration across the value chain, and supporting sustainable growth and long-term resilience Capitalizing on the opportunity of enhanced customer engagement strengthens the resilience of ThPA S.A.’s strategy and business model against various market and operational challenges, as high customer satisfaction levels provide an advantage against competition. A proactive approach to customer feedback allows also the Company to identify and address potential issues before they escalate, mitigating reputational damage and fostering stakeholder trust. By addressing issues promptly and transparently, the Company enhances its service quality and ensures it remains competitive and capable of delivering long-term value to all stakeholders. ThPA S.A. does not serve consumers or end-users of services that are inherently harmful to people or that increase the risk of chronic disease. Likewise, the Company does not have consumers or end-users who could be negatively affected in terms of their rights to freedom of expression or non-discrimination, nor does it serve consumers or end-users who rely on accurate and accessible service-related information, such as manuals or product labels, to avoid potentially damaging use. Additionally, ThPA S.A. does not have consumers or end- users who are particularly vulnerable to health impacts, privacy risks, or the effects of marketing and sales strategies, such as children or financially vulnerable individuals. Based on the outcome of the materiality assessment conducted in accordance with ESRS 2 IRO-1, the Company has not identified any actual or potential negative impacts on consumers or end-users. Consequently, no specific consumer or end-user groups have been determined to be at greater risk of harm. However, ThPA S.A. remains committed to monitoring its services and maintaining open channels of communication to promptly address any concerns that may arise in the future. ThPA S.A. has not identified any material risks or opportunities that relate to specific sub-groups of consumers and/or end-users, such as particular age groups or individuals with specific characteristics. Instead, the 217
identified risks and opportunities relate more broadly to general categories of stakeholders such as suppliers, port users, and other service recipients. Additionally, the identified material opportunity did not arise from impacts ort dependencies on consumers and end-users. The Company remains attentive to potential emerging issues affecting specific groups and will reassess its approach as part of its ongoing stakeholder engagement and materiality assessment processes. [SBM-3 9 a, b] [SBM-3 10 a i, ii, iii, iv] [SBM-3 10 d] [SBM-3 10 b, c,] Impact, risk, and opportunity management S4-1 – Policies related to consumers and end-users At ThPA S.A. there is no dedicated policy for consumers’ and end users’ engagement and addressing the identified material IROs. However, to ensure that its business activities are conducted responsibly and with respect, a series of processes and procedures have been established and implemented. ThPA S.A. has designed and implements a Quality Management System in conformity with the requirements of the International Standard ELOT ISO 9001:2015, to meet the requirements of the modern business reality and ensure the ongoing improvement of its processes with a view to achieving top customer satisfaction. The Quality Management System was designed based on the needs and aspirations of ThPA S.A. and in accordance with the legal and regulatory requirements of the applicable Greek and EU legislation and its scope is as follows: • Mooring of Commercial vessels, passenger vessels and cruise ships • Loading and unloading of containers, bulk cargo and general cargo • Storage and transport of cargo • Concession of sites for commercial and cultural activities The Management commits to meet the requirements of all stakeholders and consolidate the customer confidence through the fulfilment of specific quality standards and the ongoing improvement of the effectiveness of the Quality Management System in conformity with ISO 9001:2015. In this context, ThPA S.A., seeks: • Compliance with the requirements of ISO 9001:2015 • Compliance with the applicable relevant legislation, International Codes and best practices • Provision of ongoing information and training to all its employees through training programs • Constant improvement of the Quality Insurance System and the Company operations through the effective use of the following processes • Management Review 218
• Internal Audits • Corrective Actions • Risk Management To achieve the above goals, the Management: • Commits to apply the principles of the Quality Policy and the Quality Management System that it establishes • Commits to comply with the applicable Greek and EU legislation • Informs its staff and encourages it to be bound by the same principles • Commits to provide the infrastructure and equipment required for fulfilling its operations and implement properly the Quality Management System. The implementation and certification of the quality management system aims at: • enhancing the Company’s reputation by guaranteeing the customer confidence • creating opportunities for entering international markets as the Company’s image and reliability improve • reducing production cost through the optimization of resource and time management • raising awareness of employees about quality management • ensuring ongoing improvement of processes based on the implementation of objective monitoring and measurement mechanisms and, therefore, upgrading the Company processes to generate value added. • creating a competitive advantage The Company Management periodically reviews the principles and goals of this Quality Policy, the current version of which has been notified to all the staff. At ThPA S.A., it is also implemented an ICT Security Policy to safeguard the Company’s information and the systems that manage it. Ensuring the confidentiality, integrity, availability and privacy of data is of vital importance. This policy establishes controls and safeguards against potential threats while enforcing a strong security framework to protect our information systems. This policy complies with ISO/IEC 27001 standard that specifies requirements for the establishment, implementation, monitoring and review maintenance and improvement of an information security management system. Furthermore, the protection of customer data remains a top priority for the Company. Access is restricted to authorized users with credentials, while all data is hosted on on-premises servers safeguarded by advanced firewalls, in full compliance with GDPR regulations. Customer service is ensured through daily communication (via telephone and email), annual satisfaction surveys based on ISO quality standards and a digital complaint management platform that supports continuous service improvement. Additionally, digital tools such as QR codes and contact forms are utilized to provide users with direct access to services and relevant departments. 219
In addition, human rights principles and policy commitments relevant to customers, in accordance with the UN Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, or the OECD Guidelines for Multinational Enterprises, are embedded in the Human Rights Policy. The policy complies with all applicable national and EU legislation related to human rights. This supports the Company’s dedication to creating a framework where security, transparency, and respect are fundamental values directly and indirectly for its customers and end-users. Customer satisfaction is at the core of ThPA S.A.’s quality strategy. Committed to excellence, the Company maintains ongoing communication channels with customers through emails, its website and customer satisfaction surveys. These tools allow the submission of claims, requests and complaints while measuring satisfaction levels with the provided services. An annual Customer Satisfaction Survey is being conducted since 2021, evaluating customers' willingness to recommend services and their overall satisfaction. 2024’s Survey findings demonstrate a largely stable response rate and sustained levels of customer satisfaction. Although the Net Promoter Score (NPS) in 2024 showed a limited decrease of 5.3% compared to 2023, overall satisfaction remains resilient. Perceptions of ThPA’s Management and Employees continued to reflect stability, with only a minor overall decline of 7% year-on-year. These insights provide valuable input for targeted improvement actions. The 2025 survey results are currently being assessed and will inform future initiatives aimed at further strengthening customer satisfaction and loyalty. For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. S4-4 – Taking action on material impacts on consumers and end-users, and approaches to managing material risks and pursuing material opportunities related to consumers and end-users, and effectiveness of those actions ThPA S.A. is committed to quality management and ensuring customer satisfaction. This commitment is exemplified through the implementation of the ISO 9001:2015 standard. The ISO 9001:2015 certification provides a framework for all processes, ensuring that ThPA S.A. consistently delivers services that meet and exceed customer expectations while effectively addressing the demands of the maritime industry. The Company’s Quality Policy serves as the foundation of its operations, incorporating rigorous procedures for ongoing monitoring and continuous improvement. This approach guarantees that all services uphold the highest industry standards. Quality excellence is embedded across all Management Systems, reflecting ThPA S.A.'s dedication to setting and surpassing benchmarks within the maritime sector. Currently, there are no planned actions. However, in its ongoing effort to enhance customer satisfaction and ensure the provision of reliable, modern, and competitive services, ThPA S.A. has developed and obtained the following ISO certifications, which it implements to continuously improve service quality and operational performance. • ISO 37001:2016 – Anti-bribery management system. • ISO 50001:2018 – Energy management system. 220
• ISO 14001:2015 – Environmental management system. • ISO 45001:2018 – Occupational health and safety management system. • ISO 22301:2019 – Security and resilience, ensuring business continuity through robust plans and processes. • ISO 27001:2013 – Information security management system applied to the container and conventional (bulk) cargo terminal information systems. • Authorized Economic Operator (AEO) License – Security and Safety (AEOS), recognizing ThPA S.A. as a secure and reliable partner in the global supply chain for meeting stringent safety and security criteria. In 2025, ThPA S.A. further strengthened its customer engagement framework by improving cross-departmental coordination to ensure faster issue resolution and consistent customer communication. More frequent and structured customer touchpoints with key accounts, including meetings, site visits, and operational reviews, were introduced to proactively address evolving needs and expectations. Customer insights supported the development of tailored solutions and service adjustments based on specific operational requirements. In parallel, opportunities to expand services, improve efficiency, and enhance connectivity were identified, reinforcing the port’s competitive position. All commercial initiatives were aligned with long-term sustainability and resilience objectives, supporting stable and sustainable revenue generation. Claims and Complaints Management ThPA S.A. employs a structured and efficient process to manage claims, complaints, and requests, ensuring timely and effective resolution of any issues, although complaints requests are managed by different Business Units. All customer claims or complaints received by any department are directed to the Customer Service team/Claims unit, which promptly acknowledges receipt and engages the relevant divisions or departments to address the matter. The claims and complaints handling process includes: • Notifying all relevant parties involved. • Monitoring the progress of the claim or complaint. • Informing customers about the resolution outcome. • Updating the Claim’s registry and CRM system upon case closure. • Implementing corrective actions to enhance service quality. Complaints and requests are documented in a weekly report, and a dedicated meeting is held to review progress by business unit and take corrective measures where necessary. The Company has no recorded cases of non-compliance with the United Nations Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, or the OECD Guidelines for Multinational Enterprises related to consumers and/or end users. 221
During the reporting period, ThPA S.A has maintained open communication channels with all stakeholders regarding any potential changes, interventions, revised approaches to due diligence, or remedial measures related to policy adjustments. However, as of now, no such modifications have been deemed necessary, due to the absence of incidents and the minor significance of recorded complaints. The responsible Regulatory Compliance & Risk Management Officer is tasked with continuously monitoring the regulatory framework and relevant requirements, ensuring that the Company remains fully aligned with applicable laws and regulations. Additionally, the Officer proposes measures and best practices to enhance compliance and manage potential risks, establishing a strong operational framework that safeguards the company while promoting transparency and reliability. Through the established engagement mechanisms, as stated under ESRS 2 SBM-2 Section, ThPA S.A actively gathers feedback and input from stakeholders. This feedback is systematically monitored, evaluated, and assessed to determine its relevance and feasibility for integration into ThPA S.A policies and operational framework. However, the Company has not established a dedicated process that explicitly describes how the interests of key stakeholders are considered when setting policies related to consumers and end-users. While stakeholder interests are considered through the general engagement activities mentioned, there is no formalized mechanism to enhance transparency by further outlining how consumer and end-users’ interests are taken into account within its broader strategy. Incidents involving consumers and end-users within the port land zone With regard to incidents involving port users within the port land zone, it is noted that such incidents are not systematically reported to or managed by the Company, as the relevant authority for incidents occurring in the port land zone lies with the competent public authority, i.e. the Central Thessaloniki Harbor’s Master Office, in line with the applicable regulatory framework. Accordingly, Central Thessaloniki Harbor’s Master Office is the sole authority responsible for managing, investigating, and responding to incidents occurring within the port land zone. ThPA S.A. is not systematically informed of such cases unless emergency medical services are required to access the premises. Specifically, in situations where an ambulance needs to enter the port land zone, ThPA S.A. provides supplementary logistical assistance strictly limited to facilitating access, without assuming investigative or managerial responsibility for the incident. These cases are managed exclusively by the Central Thessaloniki Harbor’s Master Office in accordance with the applicable legal framework. ThPA S.A. monitors ambulance entries into the port land zone as part of its general oversight of operational conditions. For the current reporting period, the number of ambulance entrances -with regards to incidents involving port consumers and end-users- recorded was 20. For the year 2025, there are no major accident or incidents requiring large-scale rehabilitation actions. The actions implemented by ThPA S.A. do not require significant operational or capital expenditures. Therefore, they are not classified as material in terms of monetary amounts. 222
Metrics and targets S4-5 – Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities ThPA S.A. is committed to enhancing its services, and maximizing efficiency, productivity and service quality for its customers and end-users, and aims to provide to its customers services of the highest quality, while continuously improving its operations. However, no formal targets have been set yet for managing material negative impacts, advancing positive impacts, or addressing material risks and opportunities. Based on its ongoing commitment to delivering the best customer experience and following the outcome of the DMA validation and internal discussions with various divisions, the Company is open to exploring the possibility of tracking customer experience through specific outcome-oriented and ongoing targets. Established customer feedback mechanisms are in place and will be further strengthened if necessary to proactively enhance services, personalize customer interactions, and drive innovation and technological investments, ensuring sustained customer satisfaction, loyalty, and market growth. Governance G1 Business conduct Governance GOV-1 – The role of the administrative, supervisory and management bodies ThPA S.A.’s vision is to evolve, to be resourceful and innovative, to lead, to create value for its people, its shareholders, its partners in its region and across the world. Recognizing the importance of corporate governance principles and the benefits derived from their application, the Company adopts regulations, policies, and practices that align with the regulatory framework, integrating them into its corporate culture. ThPA S.A. has adopted the Hellenic Corporate Governance Code-HCGC, issued by the Hellenic Corporate Governance Council-HCGC (June 2021), with certain deviations, as those are analytically described in the Corporate Governance Statement. The Hellenic Corporate Governance Code follows the "comply or explain" principle, guiding companies in adopting best practices and formulating corporate governance policies and practices tailored to their specific circumstances. Furthermore, ThPA S.A. has adopted a detailed Internal Regulation, in accordance with article 14 par. 2 of Law 4706/2020, that defines the organizational structure, the roles of the organizational units, the standing committees of the Company, as well as the duties of their heads and their reporting lines. The Internal Regulation also outlines main characteristics of the Internal Control System, including the roles and responsibilities of the internal audit department and the compliance and risk management officer, and the policy and procedure for conducting a periodic assessment of the Internal Control System. This assessment is carried out by persons who have proven relevant professional experience and do not have dependent relations with ThPA S.A. 223
Moreover, the Internal Regulation defines the process of hiring senior managers and executives and evaluating their performance. Also, it describes the process of compliance of persons holding managerial duties, as defined in Article 3 par. 1 num. 25 of Regulation (EU) 596/2014, and persons having close ties with them, including the obligations arising from the provisions of Article 19 of Regulation (EU) 596/2014. The process of notifying any dependent relations of the independent non-executive members of the Board of Directors and the persons who have close ties with them is also outlined, as well as the process of compliance with the obligations related to related party transactions. The Regulation also highlights policies and procedures for the prevention and response to situations of conflict of interest, the policies and procedures for compliance of the Company with the laws and regulations governing its organization and operation, and its activities and the procedure adopted by the Company for the management of privileged information and the proper information of the public, in accordance with the provisions of Regulation (EU) 596/2014. ThPA S.A.'s administrative, management, and supervisory bodies are also key to establishing and maintaining responsible business conduct. The Board of Directors (BoD), sets the Company values, approves its business plan and strategy and oversees its execution. It is responsible for protecting corporate interests, managing assets and assessing risks and opportunities in accordance with legal and regulatory requirements. The BoD reviews the Company’s strategy and key risks annually. This way it ensures that the business stays aligned with its objectives and strictly follows applicable regulations. Some of its duties related to business conduct are delegated to other executives and committees (such as the CEO, the Executive Committee, or the CAO), to ensure smooth and more efficient operations. Those duties include, among others, the representation of the Company before Authorities, Associations, and Organizations, the participation in funding programs, human resources management, legal matters etc. Also, the Company has established a Policy for the Prevention and Handling of Conflicts of Interest and a Manual on Procedures for Conflict Management, ensuring that personal interests do not interfere with Company governance. ThPA S.A. organizational chart outlines the Company’s core structure and clarifies reporting lines between departments and Management, supporting effective decision-making and the implementation of the Company’s strategy. 224
Ethical practices are embedded in every aspect of the Company, spanning decision-making processes and interactions with customers, employees, suppliers, and the community. Several committees that support the BoD and provide targeted oversight, are ensuring the transparency, integrity, functionality and effectiveness of ThPA S.A.’s corporate governance and business conduct: The Remuneration & Nomination Committee shortlists candidates for leadership roles, underlining ESG expertise among others and ensures fair and transparent compensation practices in accordance with Company policy. The Audit Committee strengthens accountability through monitoring internal controls, financial reporting and compliance. These bodies combined, ensure that business conduct reflects the Company's goals, values, and commitment to long-term sustainability. They oversee the Company's governance, strategy, and compliance with legal and ethical standards. [GOV-1 5 a] The expertise of the administrative, management and supervisory bodies on business conduct matters is ensured through a robust Suitability Policy, which was revised and approved by 31.10.2025 Extraordinary General Meeting of the Company. This policy outlines principles and criteria for selecting, replacing and renewing members of the Board of Directors, focusing on individual and collective criteria. It ensures the BoD’s composition aligns with the Company’s strategy, business goals and commitment to promoting corporate interests. The Remuneration & Nomination Committee actively oversees the policy's implementation, recommending updates when needed to maintain its relevance and effectiveness. Detailed resumes of BoD members, showcasing their expertise, are publicly accessible on ThPA S.A.'s website, alongside the Suitability Policy itself. For more information regarding the administrative, management and supervisory bodies, as well as their expertise, please refer to the Corporate Governance Statement (Annual Financial Report 2025, pp. 281- 283 [DTTL17.1]). [GOV-1 5 b] Impact, risk, and opportunity management G1-1 – Business conduct policies and corporate culture ThPA S.A. promotes a strong corporate culture and responsible business practices through clearly defined policies and procedures governing its activities. Among them lies the Code of Ethics & Conduct, revised and approved by the BoD in October 2025, which underlines the Company's commitment to integrity, transparency and ethical conduct in all its activities. The Code of Ethics and the related procedures and measures apply to all workers, employees, executives, and Senior Management. The Company also expects contractors, suppliers, associates, consultants, users and other business partners to respect the principles of this Code. The achievement of business results should align with basic principles that guide management, employee, customer, supplier and partner interactions with the Company. Other policies, such as the Conflict of Interest Policy, the Business Continuity Policy, the Anti-bribery policy, the Learning and Development Policy and the Risk Management Policy, equally support these commitments through addressing specific aspects of business conduct. The Company has also adopted the Hellenic Corporate Governance Code (HCGC) in line with applicable legal frameworks. The deviations from this code are analytically described in the Corporate Governance Statement which is released incorporated, according to the provisions of the law, in the Annual Financial Report, available on the Company's website. Together these policies and practices demonstrate ThPA S.A.'s commitment to build trust and strong relationships with stakeholders as well as promote ethical behavior. [G1-1 7] 225
ThPA S.A. cultivates its corporate culture through a well-structured approach, containing policies focused on defining ethical behavior, transparency and engagement of its employees. The Company currently pursues a consistent code of conduct by establishing policies and procedures that promote integrity within its operations and across the value chain. The Cultural Reengineering Program is the key change driver that was launched in 2023 and set for completion in 2026. The main aim of this cultural reengineering program is to create a supportive and cohesive work environment via open communication and participation. The program would incorporate activities, ranging from Q&A sessions with leadership to internal networking events and updates on what is happening within the Company. Staff welcome kits and employee handbooks help new hires as well as current employees to align with the values of ThPA S.A. from the start, while engagement and poll surveys provide useful feedback for further improvement of the employee experience. Through these efforts, ThPA S.A. allows itself a chance to establish, develop, promote and evaluate its corporate culture over time, in order to be consistent with the Company's strategic vision for the well-being of its people. [G1-1 9] In ThPA S.A. there are clearly defined mechanisms to identify, report and investigate concerns regarding unlawful behavior or breaches of its Code of Ethics and Conduct or any other violation according to the EU standards. Suspected violations are reported by management employees, associates or any third party via the Whistleblowing Procedures Manual as posted on ThPA S.A. website and internal intranet. Anonymous reporting is also available, following the Company’s policies and procedures. The Code of Ethics and Conduct and the related procedures and measures apply to all workers, employees, executives, and Senior Management. The Company also protects those who report concerns in good faith from retaliation of any kind. The Code of Ethics and Conduct, along with the related policies, regulations, and procedures, applies to all Company personnel, regardless of hierarchical level, position, employment status or type, or area of work. It also applies to third parties entrusted with duties equivalent to those of Company personnel. Additionally, the Company expects all its external partners — including contractors, suppliers, consultants, customers, users, and other business associates — to respect and adhere to the principles and values set forth in this Code. Adherence to the values, principles, and rules of the Code is a collective obligation and shared responsibility binding on all individuals employed by or collaborating with the Company. [G1-1 10 a] ThPA S.A. has adopted an Anti-Bribery Policy since 2021and follows a zero-tolerance approach when it comes to matters concerning corruption and bribery as stated in the Code of Ethics and Conduct. Although it is not explicitly stated within the aforementioned policy that it is consistent with the United Nations Convention against Corruption, ThPA S.A. already aligns its policy with the principles and provisions of the Convention and will explicitly state so within its policy in the near future. To further reinforce this approach and highlight its commitment to integrity, transparency and morality, the Company follows a holistic approach and has adopted an Anti-Bribery Management System in alignment with ISO 37001:2016 and the Company’s operating framework since 2023. The Code of Ethics and Conduct as well as the policies and procedures regarding corruption and bribery are available to all ThPA S.A.’s employees. [G1-1 10 b] ThPA S.A. has created an internal whistleblowing procedure in compliance with Directive (EU) 2019/1937, as incorporated into Greek law No. 4990/2022. This procedure appears in a Whistleblowing Manual which is 226
approved by the Board of Directors. The Manual provides details on how to receive, evaluate and investigate reports of misconduct or illegal activity and is applicable to various stakeholders (employees, customers, suppliers etc.). The Manual is communicated via email to all ThPA S.A.’s employees and is available to them via the internal intranet, while it is available to the public via the Company's web site. Reports may be submitted twenty-four (24) hours a day and seven (7) days a week, via: • A recorded message to a dedicated telephone number, or • via the special electronic form on the website of ThPA S.A. in Greek (https://www.thpa.gr/el/contact/whistleblowing-form/) or in English (https://www.thpa.gr/contact/whistleblowing-form/), or • by post to: Thessaloniki Port Authority S.A., to the attention of the Compliance and Risk Management Officer. • Reports may also be submitted by physical meeting, upon request of the petitioner in the above- mentioned ways, which will take place within three (3) weeks from the receipt of the request. Such channels ensure confidentiality, anonymity and secure handling of reports. The Company shields whistleblowers from threats or attempts of retribution and ensures those reporting in good faith will suffer no repercussions. Individuals implicated in reports are also protected if no misconduct is found. Staff members that handle reports are trained to handle cases according to confidentiality, non-retaliation and legal compliance principles, while all ThPA S.A.’s workforce followed a training course, available twice to accommodate their schedule. Next training is scheduled for March 2026. [G1-1 10 c i, ii] Currently ThPA S.A. has not adopted a dedicated policy for Whistleblowing as there is no regulatory requirement to do so. However, the basic principles of such a policy are included in the Whistleblowing Manual outlining procedures for reporting, evaluating and investigating relevant issues as well as measures to safeguard confidentiality and protect whistleblowers from any kind of retribution. This Manual explicitly states the Company’s commitment, zero-tolerance stance, and guiding principles for handling reports, fully aligning with the regulatory framework. Additionally, the Company’s Code of Ethics and Conduct includes further relevant provisions. [G1-1 10 d] Beyond the procedures to follow-up on reports by whistleblowers in accordance with the applicable law, ThPA S.A. also has procedures to investigate business conduct incidents, including incidents of corruption and bribery, promptly, independently and objectively. It is also worth mentioning that according to ThPA S.A.'s Summary of Internal Regulation, the Compliance and Risk Management Officer reports to the Audit Committee and guarantees the effective implementation of relevant regulations, policies and procedures. [G1-1 10 e] Animal welfare policies are not applicable or relevant to the Company’s operations, as the nature of its activities does not involve or impact animals in any capacity. [G1-1 10 f] Currently, the Company does not have a dedicated policy for training on business conduct. However, all employees have access to a mandatory induction training that includes relevant aspects of ethical behavior and corporate values. This induction serves as a foundational introduction to the Company's principles and 227
expectations. Looking ahead, ThPA S.A. recognizes the importance of continuous education in this area and has prospects to develop a dedicated policy for training on business conduct. This future initiative aims to ensure broader coverage, with a clear structure regarding target audience, frequency and depth of content, supporting a strong ethical culture within the organization. It is important to note that ThPA S.A. has held a training on Code of Ethics and Conduct, which will be repeated in 2026. Regarding the BoD, it should also be mentioned that ThPA S.A. implements an introductory training process for the newly elected/newly appointed members of the BoD and the Audit, Nominations and Remuneration Committees, in order to facilitate the understanding of its members regarding the structure of the Company and its subsidiaries, the business model, the risk profile, the governance arrangements and their role in them. In this context, the Company ensures that the newly elected/newly appointed members are provided with all the information and training required to contribute effectively to the works of the BoD and the Committees and to the fulfilment of their mission. Training is a key factor for the continuous effectiveness of the BoD and permanent commitment of the Company’s BoD members.vThe Company provides the necessary financial and human resources for the implementation of appropriate introductory and training programs on a continuous and personalized basis. In addition, presentations are made on a regular basis to the members of the BoD by the Company executives and external partners, in order to inform them about changes concerning the Company, the legal and regulatory framework, the requirements of the market and the industry. [G1-1 10 g] ThPA S.A. recognizes the important task of identifying specific functions that are most at risk in relation to corruption and bribery. In order to strengthen its commitment to transparency and ethical business practices, ThPA S.A. has conducted a risk assessment to identify these areas, according to the provisions of ISO 37001:2016 and has kept the results in a separate Registry, dedicated to the risks of corruption and bribery. This assessment aligns with best practices, considering factors such as the nature of the Company's activities, level of external interactions, decision making authority, and exposure to financial transactions. The functions identified to be most at risk in relation to corruption and bribery are: the General Commercial Division, the Conventional Cargo Terminal Division, the Container Terminal Division, the General Operating Division, the Investment Department. [G1-1 10 h] For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. [ESRS 2 62] G1-2 – Management of relationships with suppliers Regarding the Company’s policies to prevent late payments as it is stated in ThPA S.A.’s Procurement Regulation, which is publicly available in its website and in its supplier spectrum are included Small and Medium Enterprises (SMEs) as well: “The Company requires all supplier invoices to be submitted electronically (via email) to the billing address specified in the respective Purchase Order or contract for proper processing. In any other case, the recipient of the invoice shall immediately forward it to the Company’s Accounting Department. Invoices sent, or emailed, to any other email address other than the aforementioned address may incur significant delays in payment. In 228
order to ensure prompt and timely payment and reduce the risk of invoice rejections, all invoices shall contain at least the following elements legibly printed on the invoice: • Supplier information (e.g. name, address, Tax / VAT number, etc.) • Invoice number • Invoice date • Purchase Order number (based on which the invoice was issued) • Procurement specifications (description of goods, works & services, quantity, prices, etc.) • Invoice amount It should be noted that all invoices should mirror the respective Purchase Order. A relevant provision should exist in each contract or any other contractual document which is signed by the contractor, while the Procurement & Investments Division is responsible for ensuring compliance with this term. The issuance date of the invoices should not precede the dispatch of the corresponding Purchase Order to the supplier and the starting date of the contract, if any. For invoices, not conforming to the clauses listed above, the Company reserves the right to return the respective invoice back to the supplier with a proper, written justification. In this case, the provided invoice is invalid and has to be replaced by a corrected invoice.” [G1-2 14] ThPA S.A. places a strong emphasis on maintaining robust relationships with its suppliers, taking into account both risks to its supply chain and impacts on sustainability matters. Supplier selection and evaluation are guided by its Procurement Regulation, which outlines a combination of criteria for assessing suppliers. These criteria include the ability to meet tender requirements, innovation, delivery times, quality, previous performance and experience. Additionally, the policy considers the supplier’s technical, management, human resource, organizational and financial capacity, as well as their reputation. ThPA S.A. also prioritizes environmental management, health and safety and social responsibility in supplier evaluation, reflecting its commitment to sustainability. These criteria may relate to the supplied goods, works, or services, or may address broader sustainability goals. The Company values suppliers associated with corporate social responsibility and green procurement initiatives. To enhance risk management and supplier performance, ThPA S.A. is actively developing an updated Supplier Master database, aligned with international market standards. This database allows for the systematic assessment and rating of suppliers, contributing to more effective supplier evaluation and vendor management. Through these measures, ThPA S.A. ensures its supply chain supports its operational needs while addressing sustainability risks and impacts. [G1-2 15 a] ThPA S.A. considers social and environmental criteria in its supplier selection process as outlined in its Procurement Policy. Supplier evaluations may include factors like environmental management, health and safety, social responsibility and green procurement initiatives, even if these are not directly related to the supplied goods, works, or services. Additionally, ThPA S.A. is enhancing its supplier database to align with 229
international standards, enabling more effective evaluation and rating of suppliers, with a focus on vendor management and corporate social responsibility. [G1-2 15 b] For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. G1-3 – Prevention and detection of corruption and bribery ThPA S.A. has procedures in place to prevent, detect, and address allegations or incidents of corruption and bribery. These procedures are described in its Whistleblowing Manual and Code of Ethics and Conduct. ThPA S.A. promotes ethical behavior and encourages stakeholders to report suspected incidents. Reports can be submitted 24/7 by recorded messages, an online form, by post, or in person and thus corruption or bribery related incidents can be detected. The Compliance and Risk Management Officer serves as the Receiving and Monitoring Officer, ensuring the necessary confidentiality and accessibility for all submissions. When addressing allegations, ThPA S.A. follows a structured process. Reports are acknowledged within seven days and the Compliance and Risk Management Officer, in collaboration with the Head of Legal Services, assesses within 15 days whether they fall under the Manual’s scope. If they do, a Whistleblowing Committee is formed to review the case thoroughly within three weeks. Where necessary, actions are undertaken to resolve the issue effectively. These procedures demonstrate ThPA S.A.’s commitment to transparency, integrity, and ethical business practices. [G1-3 18 a] The investigators are not entirely separate from the chain of management involved in the matter, as one of the investigators is typically from the department that received the call to provide relevant details, and this role is usually undertaken by the respective Director. It is worth mentioning that the Whistleblowing Manual will be revised in early 2026. [G1-3 18 b] Regarding the process, if any, to report outcomes to the administrative, management and supervisory bodies, it is stated in the Whistleblowing Manual’s Chapter 5: Following up on reports: “The Committee presents its decision to the Executive Chairman of the Board of Directors to decide on further actions to be taken by him or by the competent body in accordance with the BoD Resolution regarding the delegation of responsibilities to the highest executive bodies of the Company.” [G1-3 18 c] [G1-3 19] Policies are clearly communicated to those for whom they are relevant and ThPA S.A. ensures that the policies are accessible and that they understand its implications. The Code of Ethics and Conduct and the Whistleblowing Manual are both publicly available for all interested parties in ThPA S.A.’s Company website. Specifically, the Whistleblowing Manual, is also communicated via email to all employees, while both documents are also available at the Company’s internal intranet portal. The availability of said policies and procedures is clearly communicated to all employees by the Company since day one as part of induction. [G1-3 20] ThPA S.A. offered a training program to its employees (including members of the administrative, management and supervisory bodies) in March 2025 dedicated to anti-corruption, anti-bribery and Whistleblowing Procedure, which will be offered again in March 2026. Therefore, in the current reporting year, all functions-at-risk (100%) are covered by training programs. As the company is fully committed to transparency and integrity, its personnel 230
has already received via email from the Compliance & Risk Management Officer relevant training material as well as the Whistleblowing Manual. [G1-3 21 a] [G1-3 21 b] [G1-3 21 c] Metrics and targets G1-4 – Incidents of corruption or bribery ThPA S.A. has not been involved in any incidents of corruption and bribery and therefore there are no convictions by courts of law or fines by relevant authorities that have been imposed on ThPA S.A. for violation of anti-corruption and anti-bribery laws. As a result, no actions were necessary to address breaches in anti- corruption and anti-bribery procedures and standards. Consequently, further actions or preventive measures were not required. The Company greatly values integrity and transparency and has thus, implemented a zero- tolerance approach regarding corruption and bribery. Additionally, it is equipped with policies and mechanisms to effectively handle such incidents in case they occur. [G1-4 24 a, b] [G1-4 25] G1-6 – Payment practices Average time for invoice payment: 40 days [G1-6 33 a] Regarding the standard payment terms in number of days, ThPA S.A.’s Procurement Regulation clearly stated the following: “The standard payment terms for all supplier invoices are 60 days from the date of the invoice. However, for certain exceptional cases the payment terms may vary depending on the nature of the procurement upon approval by the Company’s CFO.” The percentage of the Company’s payments made within the standard payment terms of 60 days is 43%. For reference, 53% of payments are made in less than 60 days, while 4% are made after 60 days. [G1-6 33 b, AR 16, AR 17] The company is in a transition period as it has changed the standard payment term from 30 days to 60 days. This explains the average time for invoice payment, which remains significantly lower than 60 days, as well as the percentage of its payments aligned with the standard payment term. Specifically, ThPA S.A. has observed that the 60 days payment percentage is higher than 2024 but payments with terms less than 60 days still remain higher than 50%. It is worth noting that there are no legal proceedings currently outstanding for late payments, as well as that the metrics included above have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M] ThPA S.A utilizes a robust Enterprise Resource Planning (ERP) system (SAP) to manage its financial operations. The agreed payment terms are established within the system and scheduled for execution on the designated payment date. Upon delivery and preliminary acceptance of goods or services, the invoice is submitted to the relevant department for verification. Following approval, the department records the delivery in the system. The Accounting Department processes the invoice using the three-way match method, ensuring accuracy and 231
compliance. Payments are then scheduled in accordance with the agreed terms and settled through the designated banking channels. [G1-6 33 d] Thessaloniki, 15/04/2026 The Chairwoman of BoD The Chief Executive The Member appointed by Officer the BoD Angeliki Samara Ioannis Tsaras Panagiotis Michalopoulos ID Card no. S 492406 ID Card no. Α03001660 ID Card no. ΑΝ 500394 232
C. Corporate Governance Statement, pursuant to Article 20 of Directive 2013/34/EU This statement concerns the set of principles and practices adopted by the Company in order to ensure its compliance with the applicable framework, its performance, the interests of its shareholders, and the interests of all stakeholders. As a public limited company (Societe Anonyme) with shares listed on the Athens Stock Exchange, the Company has fully complied with the applicable legislation, and in particular with the provisions of Law 4706/2020 (OG A’ 136) on corporate governance. To this end, it has established inter alia all Policies and Procedures required to be included in the Company’s Internal Regulation. All practices established and continuously applied by the Company for the year 2025 are in accordance with the entirety of the regulatory framework. Both the Articles of Association of the Company, as amended by the decision of its Ordinary General Meeting of Shareholders dated 23.6.2021 and registered with the General Commercial Registry (G.E.MI.) under Registration Code Number 2587779, as well as, among others, the Charters of the Board of Directors Committees, a summary of Internal Regulation and Policies, are posted on the Company's website www.thpa.gr under the path "Investors/Corporate Governance Codes/Codes and Policies – Company’s Articles of Association”: https://www.thpa.gr/index.php/el/olth/investors/corporate-code: https://www/thpa.gr/index.php/en/olth/investor-relations/corporate-code. Taking into account Article 152 of Law 4548/2018, as in force in conjunction with Article 8 of Law 5164/2024, Articles 1–24 of Law 4706/2020, as well as the Hellenic Corporate Governance Code (issued in June 2021 by the Hellenic Corporate Governance Council, in accordance with Article 17 of Law 4706/2020 and Article 4 of Decision 2/905/03.03.2021 of the Board of Directors of the Hellenic Capital Market Commission), this Statement includes the following information: 1.1. Statement of Compliance with the Corporate Governance Code 1.2. Deviations from the Corporate Governance Code – Justifications 1.3. Description of the Main Features of the Internal Control and Risk Management System 1.4. Evaluation of the Corporate Governance System 1.5. Information Required under Points (c), (d), (e), (f), and (g) of Paragraph 7, Article 4 of Law 3556/2007 (Official Gazette 91) 1.6. Board of Directors 1.7. BoD Committees 1.8. Executive Committee 1.9. General Meeting and Shareholder Rights 1.10. Diversity in the Company’s Administrative, Management, Supervisory Bodies, and Executive Officers 233
1.11. Corporate Governance of the Subsidiary “ThPA Sofia EAD” 1.12. Sustainable Development Policy 1.1. Statement of Compliance with the Corporate Governance Code Since 17.07.2021, the effective date of Law 4706/2020 (OG A’136), the Company has approved the adoption and has been implementing the Hellenic Corporate Governance Code (HCGC) 2021 of the Hellenic Corporate Governance Council (HCGC), with specific deviations. The Company issued a related corporate announcement, and the relevant information is published on the Company’s website at www.thpa.gr under the path: Investors / Corporate Governance / Codes and Policies: https://www.thpa.gr/el/codes-policies/ The Board of Directors monitors and periodically evaluates the implementation and effectiveness of the Company’s Corporate Governance System in accordance with Articles 1–24 of Law 4706/2020. The Company’s Board of Directors, by its decisions No. 7926/15.04.2025, decided to continue the adoption and implementation by ThPA S.A. of the Hellenic Corporate Governance Code (HCGC) of the Hellenic Corporate Governance Council (HCGC), with the specific deviations listed below. 1.2. Deviations from the Corporate Governance Code – Justifications Deviations from Specific Practices of the HCGC 2021 of the Hellenic Corporate Governance Council (HCGC), applied by the Company in 2025 and continuing to date, are as follows: Non-separate meeting of Non-Executive Members: Regarding HCGC Special Practice 1.13, which provides that the non-executive members of the Board of Directors should meet at least annually, or additionally when deemed appropriate, without the presence of executive members, in order to discuss the performance of the latter, and without acting as a de facto body or committee of the Board, we note that under the Company’s practice, Board members exchange views during regular or extraordinary meetings to allow for open dialogue and constructive criticism of executive members’ work. The formal institution of separate meetings for non-executive members was not deemed necessary. The Company implements Article 7 of Law 4706/2020, under which non- executive members: a) monitor and review the Company’s strategy and its implementation, as well as the achievement of its objectives, b) ensure effective supervision of executive members, including monitoring and reviewing their performance, and c) review and provide opinions on proposals submitted by executive members based on available information. 234
The most appropriate and fruitful practice was the exchange of views during meetings between executive and non-executive members, which allows direct criticism, clarification, and more direct communication between the members of the Board of Directors. At no time are non-executive members prevented from meeting separately or submitting separate opinions. Accordingly, the risk associated with the lack of exclusive non-executive meetings was not considered material. Lack of specific gender representation targets and diversity criteria for senior or top management, and timelines for achieving them: Regarding HCGC Special Practice 2.2.15, which provides for ensuring that diversity criteria extend beyond BoD members to senior and top management, with specific gender representation targets and timelines for achieving them, the Company states that it continuously evaluates its needs for senior/top management positions and seeks to fill these positions with highly qualified and reputable individuals, strictly excluding any gender-based discrimination. This ongoing evaluation does not align with setting rigid frameworks or hiring timelines. On the contrary, the Company has chosen maximum flexibility and adaptability to its needs as the preferred and most appropriate practice. Therefore, the risk related to the absence of numerically defined diversity criteria for senior or top management, with specific gender representation targets or timelines, was not considered material. Executive Chair. Regarding HCGC Special Practices 2.2.21, 2.2.22, and 2.2.23, which provide that the Chair should be elected by the independent non-executive members of the Board of Directors, and that if the Chair is elected by the non-executive members, one of the independent non-executive members is appointed either as Vice-Chair or as the Senior Independent Director, who, as appropriate, supports the Chair, acts as a liaison between the Chair and BoD members, coordinates the independent non-executive members, and leads the evaluation of the Chair. In the event that the Chair is an executive, the independent non-executive Vice-Chair or Senior Independent Director does not replace the Chair in his executive duties. The Company states that the selection of the Chair of the Board of Directors was based on suitability and leadership criteria, capable of supporting the demanding responsibilities of the position, with a significant emphasis on independence of judgment while also considering the operational needs of the Company. Priority was given to appointing a Chair who would enjoy broad acceptance and facilitate and optimize the functioning of the Company’s Board of Directors. It is noted that: (a) From 13.05.2024, by BoD decision No. 7843, Mr. Panagiotis Michalopoulos, an independent non-executive BoD member, served as Vice-Chairman without replacing the Chair in his executive duties. (b) The above special practice was applied until 14.05.2025. Following the Annual General Meeting on 14.05.2025 and the subsequent reconstitution of the Board of Directors on the same date (14.05.2025), Ms. Angeliki Samara, an independent non-executive member, was elected 235
Chairwoman of the Board of Directors, with Mr. Panagiotis Michalopoulos serving as Vice-Chairman, remaining an independent non-executive member. Within this framework, after a re-evaluation of the deviations from the Corporate Governance Code adopted by the Company, the Board of Directors decided to adopt provisions 2.2.21, 2.2.22 and 2.2.23 of the Hellenic Corporate Governance Code (HCGC) 2021 of the Hellenic Corporate Governance Council. Non-inclusion of a clawback provision in executive members’ contracts regarding bonus repayment Regarding the specific Practice 2.4.14 of the Hellenic Corporate Governance Code (HCGC), which states that the contracts of executive members of the Board of Directors should provide that the Board of Directors may require the return of all or part of a bonus awarded due to a breach of contractual terms, or due to inaccurate financial statements of previous years, or generally based on erroneous financial data used for the calculation of that bonus, we note that the current contracts of executive members do not provide for bonus repayment. Such a clause has not been included, as the Company already provides in its Remuneration Policy that: "The Company’s Board of Directors, following a proposal from the Remuneration and Nominations Committee, may decide on the terms of deferral of variable remuneration or even the clawback of such variable remuneration by the Company, for instance in the case of a serious error demonstrating that the Company suffered a loss or fraud." Therefore, a specific procedure already exists, and the adoption of the relevant HCGC practice is not deemed necessary. No Requirement for Mandatory Participation of All BoD Members in Meetings Whose Agenda Includes Matters for Approval Requiring a General Meeting Decision with Enhanced Quorum and Majority under Law 4548/2018. Regarding Special Practice 4.3 of the Hellenic Corporate Governance Code (HCGC), according to which, in meetings whose agenda includes matters for approval that require a General Meeting decision with an enhanced quorum and majority under Law 4548/2018, all members of the Board of Directors must participate in person or be represented, we note that the Company’s regulatory provisions do not explicitly establish a 100% quorum requirement for such decisions. Prior to each BoD meeting, members are given sufficient time to prepare and form their opinions; therefore, the additional requirement of such a restriction for the Company was deemed to carry the risk of unjustified delays in decision-making in the event of an unforeseen absence of even a single member. For this reason, it is considered unnecessary for the Company’s operations, particularly given the BoD’s composition, which includes members of diverse nationalities, and the critical nature of such decisions. 236
With respect to the above deviations, the Company remains vigilant in identifying any risks or impacts arising from each deviation and reassesses annually the need to adopt the respective special practice. 1.3. Description of the Main Features of the Internal Control and Risk Management System (I.C.S.) The Company’s Board of Directors ensures the adequate and effective operation of the Internal Control System. The “Internal Control System” (I.C.S.) is defined as “the set of internal audit mechanisms and procedures, including risk management, internal control, and regulatory compliance, which continuously cover every activity of the Company and contribute to its safe and efficient operation.” The Internal Control System aims to consistently implement the business strategy, ensure the effective use of available resources, identify and manage significant risks associated with business activities and operations, safeguard the completeness and reliability of information regarding the Company’s financial position, and ensure compliance with the regulatory and legal framework, as well as the Company’s internal regulations. The Company’s Internal Control System is based on the internationally recognized COSO Integrated Internal Control Framework (Committee of Sponsoring Organizations of the Treadway Commission) and consists of five key components: Control Environment, Risk Assessment, Control Activities, Information & Communication, and Monitoring Activities of the Internal Control System. The Board of Directors ensures that the functions comprising the Internal Control System are independent of the business areas they review, that they have the appropriate resources and authority for their effective operation, and that reporting lines and allocation of responsibilities are clear, enforceable, and properly documented. The Internal Control System is periodically evaluated in accordance with the applicable regulatory framework, particularly regarding the adequacy and effectiveness of financial reporting (both individual and consolidated), risk management, and regulatory compliance, in line with recognized evaluation standards and internal audit practices, as well as the implementation of the corporate governance provisions of Law 4706/2020. 1.3.1. Internal Audit Department (I.A.D.) The Internal Audit Department is an independent organizational unit within the Company, reporting functionally to the Audit Committee and administratively to the Chief Executive Officer (CEO). 237
The Board of Directors has authorized the Internal Audit Department to: • Have full and unrestricted access to all functions, data, records, information, assets, and personnel to carry out its internal audit mandate. • Allocate resources, determine the frequency of audits, select topics, define the scope of work, apply techniques, and establish communication channels to achieve the Department’s objectives. • Receive assistance from the Company’s appropriate personnel and other specialized services, whether internal or external, to complete internal audit tasks. The scope of internal audit services covers the entire Company, including all its activities, assets, and personnel. The main role of the Internal Audit Department is to provide internal audit services to evaluate and improve the adequacy and effectiveness of risk management processes, the internal control system, and corporate governance. The Internal Audit Department has a Strategic Plan, a Charter, and a Procedures Manual, approved by the Board of Directors upon the recommendation of the Audit Committee, in alignment with the requirements of the new International Standards for the Professional Practice of Internal Auditing. The responsibilities of the Internal Audit Department include monitoring, reviewing, and evaluating: • The implementation of the Company’s Internal Regulation and internal control system, particularly regarding the adequacy and accuracy of financial and non-financial information provided, risk management, regulatory compliance, and the corporate governance code adopted by the Company. • Quality assurance mechanisms. • Corporate governance mechanisms. • Compliance with commitments outlined in the Company’s announcements and business plans concerning the use of funds raised from regulated markets. Additionally, the Department’s responsibilities include providing consulting services to the Company, based on the ability of these services to strengthen risk management, add value, and improve the Company’s operations, provided that the nature of consulting services does not compromise the Department’s objectivity. The Head of the Internal Audit Department, Mr. Eleftherios Tsintzas, was appointed by decision of the Company’s Board of Directors following a recommendation by the Audit Committee. He is a full- time employee, personally and functionally independent, and objective in performing his duties. He enjoys international recognition and holds the appropriate certifications and knowledge, with over 20 years of experience in internal audit in Greece and abroad, having held senior management positions. He holds a Master’s Degree (MSc) in Accounting and Management from the University of Southampton (UK) and a Bachelor’s Degree in Economics from Aristotle University of Thessaloniki 238
(Greece). He holds the international professional certifications Certified Internal Auditor (CIA), Certified Financial Services Auditor (CFSA), Certified Fraud Examiner (CFE), and Certification in Risk Management Assurance (CRMA). He has been selected and has served for over ten years as a member of the Examination Content Development Committee of the Institute of Internal Auditors (USA). The number of internal auditors in the Internal Audit Department is proportional to the size and number of the Company’s employees, its geographical presence, and the number of entities to be audited. Annually, the Internal Audit Department develops a risk-based internal audit plan, taking into account the views of the Audit Committee and senior management. The annual action plan is approved by the Board of Directors. The Internal Audit Department prepares audit reports for the audited units, including findings, risks, and improvement recommendations. These reports are also submitted to the Audit Committee. Additionally, the Department submits quarterly activity reports to the Audit Committee and the Board of Directors. The Internal Audit Department implements a quality assurance and improvement program for its work. 1.3.2. Risk Management and Regulatory Compliance The Company has a Regulatory Compliance & Risk Management Officer, who reports functionally to the Audit Committee of the Board of Directors and administratively to the Chief Executive Officer, with the following responsibilities: (a) Ensuring that the Company adopts a clearly defined risk appetite and risk-taking framework that is consistent with its business strategy, objectives, and values, as well as supporting Management in making strategic decisions through the identification, assessment, communication, and management of relevant corporate risks; and (b) Ensuring compliance with the applicable regulatory framework, as well as designing, developing, and implementing the appropriate policies, regulations, and procedure manuals of the Company in accordance with the above-mentioned regulatory framework. Furthermore, in accordance with Law 4706/2020 on corporate governance, the Board of Directors has approved the corresponding Policies and Manuals for the Company’s Risk Management and Regulatory Compliance. 239
1.3.3. Audit Committee The Company’s Audit Committee, in accordance with Article 12 of the Company’s Articles of Association, as in force following its amendment at the General Meeting of Shareholders on 12.07.2021, consists of three members of the Board of Directors. A more detailed reference to the Audit Committee will be provided below under the Committees of the Board of Directors. 1.3.4 Periodic Evaluation of the Internal Control System The Board of Directors ensures the adequate and effective operation of the Company’s Internal Control System. Within this framework, the Company’s Board of Directors has approved the Policy and Procedure for the periodic evaluation of the Internal Control System, particularly regarding the adequacy and effectiveness of financial reporting, both on an individual and consolidated basis, risk management, and regulatory compliance, in accordance with recognized evaluation standards and the provisions on corporate governance. By decision of its Board of Directors, the Company assigned Grant Thornton S.A., Certified Auditors and Business Consultants, to evaluate the adequacy and effectiveness of its Internal Control System, with a reference date of December 31, 2025, and a reporting period from 01.01.2023 to 31.12.2025, in accordance with the provisions of subparagraph (i) of paragraph 3 and paragraph 4 of Article 14 of Law 4706/2020 and the decision 1/891/30.09.2020 of the Board of Directors of the Hellenic Capital Market Commission, as in force (the “Regulatory Framework”). The assurance engagement was carried out in accordance with the Regulatory Framework, as further specified in the audit program included in the decision of the Accounting Standards and Auditing Committee (ELTE) No. 278/16.01.2026, and the International Standard on Assurance Engagements 3000 “Assurance Engagements Other Than Audits or Reviews of Historical Financial Information.” Based on the evaluator’s work regarding the assessment of the adequacy and effectiveness of the Company’s Internal Control System, no material weaknesses were identified. 1.3.5 Company Risk Management Framework The Compliance and Risk Management Officer, with respect to Risk Management, has the following key responsibilities: • Designing and shaping the strategy for assuming all types of risks in accordance with the Company’s business strategy, objectives, and values. 240
• Designing, shaping, and drafting the policies, regulations, and procedural manuals that govern the Company’s risk management. • Ensuring the development of an internal risk management system and its integration into the business decision-making process across all Company activities. • Monitoring the adequacy and effectiveness of the Company’s risk management, particularly compliance with the established risk tolerance levels and the suitability of limits relative to the magnitude and type of risks assumed. • Informing the Board of Directors about the Company’s most significant risks, monitoring them, and confirming their effective management. • Creating an appropriate internal environment to ensure that every executive and employee understands the nature of the risks associated with their activities, recognizes the need for effective and timely risk mitigation, and facilitates the implementation of the internal control processes established by Company Management. • Identifying existing and potential risks related to the Company’s activities that may affect the achievement of its goals and objectives, assessing them, and maintaining the Company’s risk register. • Collaborating with other organizational units of the Internal Control System (ICS) to ensure the safe and effective operation of the Company and, specifically, the successful management of risks. 1.4. Evaluation of the Corporate Governance System The Board of Directors oversees the implementation of the Company’s Corporate Governance System and periodically monitors and evaluates its application and effectiveness. In accordance with its obligations under paragraph 1 of Article 4 of Law 4706/2020, the Board of Directors evaluated the implementation and effectiveness of the Company’s Corporate Governance System as of the reference date of 31 December 2025, covering the reporting period from 01.01.2025 to 31.12.2025. Specifically, the Board of Directors commissioned Grant Thornton S.A., Certified Auditors and Business Consultants, to assess the implementation and effectiveness of the Company’s Corporate Governance System. This evaluation was conducted based on the assurance procedures program included in Decision Ι΄73/08β/14.02.2024 of the Supervisory Board of the Hellenic Accounting and Auditing Oversight Board (HAASOB), in accordance with International Standard on Assurance Engagements 3000 (Revised), “Assurance Engagements Other than Audits or Reviews of Historical Financial Information.” The results of this work did not reveal any material weaknesses in the Company’s Corporate Governance System. 241
1.5. Information Required under Points (c), (d), (e), (f) and (g) of Paragraph 7, Article 4 of Law 3556/2007 (Official Gazette 91) During the year 2025, and specifically on 10.01.2025, the company named “LEONIDSPORT B.V.” submitted a voluntary public offer, in accordance with the provisions of Law 3461/2006, as in force, to all holders of common registered, dematerialized, voting shares of ThPA S.A., for the acquisition of up to 2,116,800 common registered, voting shares of ThPA S.A., with a nominal value of €3.00 each, which were not directly or indirectly held by the Offeror or the Persons Acting in Concert with the Offeror as of the date of the Public Offer, representing 21.00% of the paid-up share capital and voting rights of the Company, in exchange for €27.00 per Share. The acceptance period of the Public Offer commenced on 23.01.2025 and ended on 20.02.2025. During the Acceptance Period, no Acceptance Declarations were submitted. 1.6. Board of Directors The Board of Directors is the highest administrative body of the Company, with its main role being the protection of the broader corporate interest and ensuring the Company’s performance, and it represents ThPA S.A. both in and out of court. By its decision, it has delegated the exercise of part of its responsibilities to the Chief Executive Officer, the Executive Committee, and the C-Level Executives of the Company. The Board of Directors is competent to decide on any action concerning the management of the Company, the administration of its assets, and the achievement of its objectives, within the limits of the law, excluding matters decided by the General Meeting of Shareholders. In the context of evaluating business decisions, the Board of Directors reviewed the corporate strategy, main business risks, and internal control systems during 2025. According to the Company’s Articles of Association, the Board of Directors consists of a minimum of nine (9) and a maximum of eleven (11) Members. In any case of termination of Members’ terms (whether due to resignation, death, or any other reason), provided that the remaining Members are at least three (3) and exceed half of the Members that existed before the event leading to the termination, the Board of Directors is entitled to continue managing and representing the Company without being obliged to replace the dismissed members, making use of the discretion provided in the Articles of Association. From 01.01.2025 to 14.05.2025, the Board of Directors consisted of ten (10) members, and from 14.05.2025 to 31.12.2025, it consisted of nine (9) members. The composition, term, organization, functioning, and responsibilities of the Board of Directors are governed by applicable law, the provisions of the Company’s Articles of Association, and the approved 242
Board of Directors’ Charter. It should be noted that in 2025, the update of the Board of Directors’ Charter was approved by BoD Decision No. 7970/23.07.2025. Members are elected by the General Meeting of Shareholders, which also determines their term of office. As long as TAIPED, or any legal universal successor thereof, continues to hold at least 504,000 common voting shares, each with a nominal value of €3.00 (or the equivalent resulting from any change in nominal value per share), it is entitled to appoint one (1) non-executive member to the Board of Directors of the Company. The Board of Directors meets at least once every three (3) months and is considered quorate if half plus one of its members are present or represented at the meeting. Any resulting fraction from the quorum calculation is disregarded, while the number of present or represented directors can never be fewer than three (3). Decisions of the Board of Directors are validly taken by an absolute majority of the present and represented members. Each BoD member has one (1) vote, and each director may validly represent only one other director, based on a clear written authorization to this effect. BοD Member Suitability Policy The Suitability Policy for the members of the Company’s Board of Directors was initially approved by the Ordinary General Meeting of Shareholders on 23.6.2021, in accordance with Article 3 of Law 4706/2020 on corporate governance and the Hellenic Capital Market Commission Circular No. 60/18.09.2020 (“Guidelines for the Suitability Policy of Article 3 of Law 4706/2020”). By decision of the Extraordinary General Meeting of Shareholders on 31.10.2025, the amendment of the Suitability Policy was approved to align it with Law 5178/2025 and the updated guidance of Circular 60/29.04.2025 of the Hellenic Capital Market Commission. The Policy includes the full set of principles and criteria applied, at a minimum, when selecting, replacing, and renewing the tenure of the members of the Company’s Board of Directors, within the framework of assessing individual and collective suitability. It aims to ensure high-quality staffing, effective functioning, and fulfillment of the BoD’s role, based on the Company’s overall strategy and business objectives, with the ultimate goal of promoting the corporate interest. It is noted that in September 2025, the Company prepared the Special Annual Report under Article 3G of Law 4706/2020 on the Balanced Representation of Genders on the Board of Directors for the 2024 financial year, which was posted on its website and duly submitted in accordance with the provisions of Article 3G of Law 4706/2020. As of September 2025, the gender representation on the Board of Directors was as follows: 243
Gender Representation Data on the Board of Directors Total # of Male Female Proportion of members members Members underrepresented gender members Members 9 6 3 33,33% Executive Members 1 1 0 0% Non-Executive Members 5 3 2 40% Independent Non- 3 2 1 33,33% Executive Members It is noted that as of 10.11.2025, the gender representation on the Board of Directors is as follows: Gender Representation Data on the Board of Directors Total # of Male Female Proportion of members members Members underrepresented gender members Members 9 5 4 44,44% Executive Members 1 1 0 0% Non-Executive Members 5 2 3 60% Independent Non- 3 2 1 33,33% Executive Members The Remuneration and Nominations Committee also monitors the implementation of the Policy and recommends to the Board of Directors its amendment and the review of its design and implementation, where and when appropriate. The Suitability Policy of the Company's BOD Members is posted on the Company's website at www.thpa.qr under the path "Investors/Corporate Governance/ Codes and Policies": 244
https://www.thpa.gr/el/codes-policies/: https://www.thpa.gr/files/general/ked/politiki_katallhlothtas_el.pdf Composition of the Board of Directors: At the beginning of the fiscal year 2025, the Board of Directors had the following composition: Term start: 10/05/2024, : Athanasios Liagkos BoD Chairman, Executive Member Term end: 10/05/2029 Term start: 10/05/2024 BoD Vice-Chairman, Independent : Panagiotis Michalopoulos Non-Executive Member Term end: 10/05/2029 Term start: 10/05/2024 Chief Executive Officer : Ioannis Tsaras Term end: 10/05/2029 Executive Member Non-Executive Member Term start: 10/05/2024 Martin Masson 10/05/2029 Term end: Non-Executive Member Term start: 10/05/2024 : Konstantinos Fotiadis 10/05/2029 Term end: 10/05/2024 Non-Executive Member Term start: : Zonglyu (Jessie) Lu Term end: 10/05/2029 10/05/2024 Non-Executive Member Term start: : Panagiotis Stampoulidis 10/05/2029 Term end: 10/05/2024 Independent Term start: Angeliki Samara 10/05/2029 Term end: Non-Executive Member 10/05/2024 Non-Executive member Term start: : Evagelia Damigou 10/05/2029 Term end: 10/05/2024 Independent Term start: : Efstathios Koutmeridis Term end: 10/05/2029 Non-Executive member 245
Changes in the composition of the Board of Directors that took place during the financial year 2025 are as follows: By virtue of the decision dated 14.05.2025 of the Annual General Meeting of the Shareholders of ThPA S.A., a new Board of Directors was elected for a two-year term, i.e. until 14.05.2027. Subsequently, by virtue of Board of Directors decision no. 7944/14.05.2025, it was constituted as a body and during this process, a new Chair of the Board of Directors, a Vice Chairman of the Board, and a Chief Executive Officer were elected, and the capacity of the members of the Board of Directors as executive or non-executive was determined, as follows: Term start: 14/05/2025 Chair of the BoD Independent non- Angeliki Samara : Term end: 14/05/2027 executive member Term start: 14/05/2025 BoD Vice Chairman, independent Panagiotis Michalopoulos : non-executive member Term end: 14/05/2027 Term start: 14/05/2025 Chief Executive Officer, executive Ioannis Tsaras : member Term end : 14/05/2027 Term start: 14/05/2025 Konstantinos Fotiadis : non-executive member Term end : 14/05/2027 Term start: 14/05/2024 Martin Masson non-executive member Term end : 14/05/2027 Term start: 14/05/2025 Panagiotis Stampoulidis : non-executive member Term end : 07/11/2025 Term start: 14/05/2025 Evaggelia Damigou non-executive member Term end : 14/05/2027 Term start: 14/05/2025 Independent non-executive Efstathios Koutmeridis : member Term end : 14/05/2027 Term start: 14/05/2025 Zonglyu (Jessie) Lu : non-executive member Term end : 14/05/2027 246
Following the resignation of the non-executive member of the BoD and member of the Audit Committee, Mr. Panagiotis Stamboulidis on 07/11/2025, the Board of Directors (BoD), following a recommendation from the Remuneration and Nominations Committee for meeting the suitability criteria, elected, by its decision no. 8026/ 10.11.2025, as a new non-executive member of the BoD and member of the Audit Committee, in replacement of the resigned person, Ms. Afroditi Nestora, appointed by the Hellenic Holdings and Property Company S.A. (EESYP) (no. 7§§6,7 of the articles of association of OLTH S.A., no. 79 L.4548/2018 and no. 12 of the articles of association of OLTH S.A.). The reorganization of the Board of Directors took place into a body with a term of office until 14.05.2027, as follows: Term start: 14/05/2025 Chair of the BoD Independent Angeliki Samara : Term end: 14/05/2027 non-executive member BoD Vice Chairman, Term start: 14/05/2025 Panagiotis : independent non-executive Michalopoulos Term end: 14/05/2027 member Term start: 14/05/2025 Chief Executive Officer, Ioannis Tsaras executive member Term end : 14/05/2027 Term start: 14/05/2025 Konstantinos Fotiadis : non-executive member Term end : 14/05/2027 Term start: 14/05/2025 Martin Masson non-executive member Term end : 14/05/2027 Term start: 10/11/2025 Afroditi Nestora : non-executive member Term end : 14/05/2027 Term start: 14/05/2025 Evaggelia Damigou non-executive member Term end : 14/05/2027 Term start: 14/05/2025 Independent non-executive Efstathios Koutmeridis : member Term end : 14/05/2027 Term start: 14/05/2025 Zonglyu (Jessie) Lu : non-executive member Term end : 14/05/2027 247
The external professional commitments of the members of the Board of Directors are as follows: • Ms. Angeliki Samara, Chair of the Board of Directors of ThPA S.A., an independent non-executive member, also serves as an independent non-executive member of the companies ALPHALIFE S.A. Life Insurance Company, Alpha Real Estate Services S.A., Sarantis S.A. and Dotsoft S.A. of which only the second and third are listed companies. • Mr. Fotiadis, a non-executive member of the Board of Directors of ThPA S.A., serves as a Board member of the companies Anaptyxi S.A., Makedonia Pallas Single-Member S.A. (as Vice Chair), Northern Wings Single- Member S.A., Dimera Publishing Single-Member S.A. and Folia Dikefalou Aetou Single-Member S.A. none of which are listed companies. • Ms. Evangelia Damigou, a non-executive member of the Board of Directors of ThPA S.A., is a member of the Board of Directors of SOUTH EUROPE GATEWAY THESSALONIKI (SEGT) LIMITED. • Mrs. Zonglyu (Jessie) Lu, a non-executive member of the Board of Directors of ThPA S.A., is a member of the Board of Directors of SOUTH EUROPE GATEWAY THESSALONIKI (SEGT) LIMITED. • Mr. Martin Masson, a non-executive member of the Board of Directors of ThPA S.A., is a member of the Board of Directors of SOUTH EUROPE GATEWAY THESSALONIKI (SEGT) LIMITED. CHAIR OF BOARD OF DIRECTORS OF ThPA S.A. (INDEPENDENT NON-EXECUTIVE MEMBER) Until 14.05.2025, Mr. Athanasios Liagkos, executive member, served as Chairman of the Board of Directors. Following the election of a new Board of Directors by the Annual General Meeting on 14.05.2025, and its constitution into a body on the same day, Ms. Angeliki Samara, an independent non-executive member, was elected Chair of the Board of Directors, with Mr. Panagiotis Michalopoulos, an independent non-executive member, appointed as Vice-Chair. The Chair of the Board of Directors organizes and coordinates the meetings and the overall operation of the Board of Directors and the General Meetings, and exercises the responsibilities provided by law, the Articles of Association, and the Company’s Internal Regulation, including indicatively: • Organizes and coordinates the meetings and the overall functioning of the Board of Directors and the General Meetings. • Presides over the Board of Directors, has the authority to convene BoD meetings, organize their agenda, and ensure the overall effective and efficient operation and organization of BoD meetings. • Promotes a culture of openness and constructive dialogue during BoD proceedings, facilitates and encourages the development of good and constructive relationships among BoD members, and ensures the effective contribution of all non-executive members, while securing the timely, complete, and accurate provision of information to them. 248
• Ensures that the Board of Directors as a whole has a sufficient understanding of shareholders’ views. Oversees effective communication with shareholders, ensuring fair and equal treatment of their interests and fostering constructive dialogue to understand their positions. • Works closely with the Chief Executive Officer and the Company Secretary to prepare BoD meetings and ensure that members are fully informed. The Chair of the BoD of the Company and independent non-executive member, Ms. Angeliki Samara, is of Greek nationality and serves as an Assistant Professor of Accounting in the Department of Accounting and Finance at the School of Business Administration of the University of Macedonia. She holds professional audit qualifications from the Institute of Certified Public Accountants (SOEL) and has extensive experience in the field of accounting, as well as in the supervision of financial reporting auditing and corporate governance. She is also, among other roles, a member of the Quality Control Committee (EPE) of SOEL and served for ten years as a member of the Quality Control Council (SPC) of the Hellenic Accounting and Auditing Standards Oversight Board (ELTE). VICE-CHAIR OF THE BOARD OF DIRECTORS (INDEPENDENT NON-EXECUTIVE MEMBER) The Vice-Chair of the Board of Directors and independent non-executive member, Mr. Panagiotis Michalopoulos, is of Greek nationality, an architect-engineer, member of the Technical Chamber of Greece (TEE), a graduate of the Department of Architecture of the Faculty of Engineering at the Aristotle University of Thessaloniki, and holds a PhD in Engineering from the National Technical University of Athens. He possesses expertise in Strategic Planning and has extensive experience as a consulting and supervising engineer in the design, study, supervision, and construction of projects. He has served in companies and organizations in senior executive and managerial positions of responsibility. He has been a member of various associations, cultural institutions, and chambers of commerce and has received honorary distinctions. He has authored and served as editor-in-chief of numerous books on European travel and Greek culture, with an emphasis on architectural heritage in Mediterranean ports. His literary work has received international recognition. CHIEF EXECUTIVE OFFICER (CEO) The Chief Executive Officer (CEO) is the executive member of the Company’s Board of Directors and has, indicatively, the following responsibilities: • Defines the Company’s vision and mission, sets objectives, and determines the business plan and budget. Following their approval by the Board of Directors, ensures their implementation and leads the Company’s Senior Management in their execution. Ensures that the Board of 249
Directors and any other relevant stakeholders are duly informed about the Company’s status and key related actions and decisions. • Develops policies and sets guidelines, subject to the decisions of the Board of Directors. Furthermore, has overall supervision, management, and administration of the Company, including the implementation of Board decisions regarding the commercial, operational, and business development, as well as the overall strategy of Thessaloniki Port Authority S.A. Cooperates with port authorities and other governmental bodies regarding the development and operation of the port. • Develops high-level business strategies and plans, ensuring alignment with short-term and long-term objectives. Oversees all operations and business activities to ensure the smooth, orderly, and efficient functioning of the Company, in accordance with strategic goals, business plans, and action plans as determined by the decisions of the Board of Directors and the General Meeting of Shareholders. The Chief Executive Officer, Mr. Ioannis Tsaras, studied Engineering at the Faculty of Engineering of the Aristotle University of Thessaloniki (1975–1980), holds a Master of Science (M.Sc.) from the Department of Civil Engineering of the University of California (1981–1982), and a Doctor of Philosophy (Ph.D.) from the Department of Civil Engineering of the University of Michigan, USA (1982–1985). He has research and teaching experience in the field of fluid mechanics. He served as Chief Executive Officer of AN.KO S.A. (1990–1993), a development company implementing major energy, irrigation, and spatial planning projects, and subsequently as Chief Executive Officer of K.EP.A. (1994–2004). During the period 2004–2010, he was appointed Chief Executive Officer of the listed company Thessaloniki Port Authority S.A. (ThPA S.A.), Executive Vice-Chairman of ELIME and subsequently EKAL (National Port Development Center), and member of the Board of Directors of ESPO (European Seaport Organization) as a representative of Greek ports. From 2010 until August 22, 2024, he served as General Manager of PFIC Ltd. He has participated in monitoring committees of European programs and initiatives (Interreg, Retex, Valoren, Leader, as well as sectoral and regional programs of the Community Support Framework). Apart from the Chair of the Board of Directors, the CEO, and the independent non-executive Vice- Chair of the Board, the following individuals also served on the Board of Directors during the 2025 financial year, with the following profiles: • Ms. Zonglyu (Jessie) Lu, of Chinese nationality, joined Terminal Link in 2019 and currently serves as Project Director and Commercial Director. She holds a Master’s degree in Logistics Engineering from Shanghai Maritime University and has over 15 years of experience, with extensive expertise in container terminal operations, marketing, commercial negotiations, business development, project management, public relations, etc. 250
• Mr. Konstantinos Fotiadis, of Greek nationality, has been a member of the Thessaloniki Bar Association since 2008. He previously served as a partner in a law firm in Thessaloniki and currently serves as Head of Legal in a group of companies with diverse activities, as well as a member of boards of directors. He has extensive experience in corporate governance of sociétés anonymes, particularly in the transport and tourism sectors, and specializes in mergers and acquisitions in Greece and abroad, with particular emphasis on capital markets transactions. • Mr. Martin Masson is an executive with more than 20 years of international professional experience, half of which has been in senior management positions in the ports and terminals industry. He studied Civil Engineering at the École Spéciale des Travaux Publics in Paris and is a CFA Institute member. He has extensive experience in multicultural environments and a proven track record of working with all types of stakeholders, including state-owned enterprises, investment funds, family businesses, and multinational corporations. • Ms. Evangelia Damigou has been a member of the Thessaloniki Bar Association since 2011 and holds a Master’s degree in Criminal Law and Criminology from the Aristotle University of Thessaloniki. Until 2017, she collaborated with a law firm in Thessaloniki specializing in corporate and commercial law. In 2019, she joined the Legal Services Department of Thessaloniki Port Authority S.A., where she has served as Head since December 2022. She has experience in commercial and corporate law, corporate governance and compliance, policy and procedure development, and commercial contracts and agreements. • Mr. Efstathios Koutmeridis is an economist, a graduate of the University of Macedonia, and holds a Master’s degree in Banking. He is a member of the Economic Chamber of Greece and worked as an employee and later as an auditor in various fields at the Tax Office of Serres. He is a certified internal auditor by the National Centre for Public Administration and Local Government (EKDDA) and worked at the Independent Authority for Public Revenue (AADE) as an Internal Audit Financial Inspector in the Thessaloniki Division. • Ms. Afroditi Nestora is a lawyer admitted to the Supreme Court (Areios Pagos) and appointed at the Court of First Instance of Thessaloniki. She has been practicing law for 20 consecutive years, specializing in banking and financial law. She is an accredited mediator of the Ministry of Justice, trained by the Thessaloniki Mediators Training Institute where she continues to serve as a member of its Governing Committee as well as by the ADR ODR Institute of the United Kingdom. She has been a speaker at legal conferences focusing on strengthening entrepreneurship, extroversion, exports, and corporate law, mainly at the level of corporate governance. The external commitments of the members of the Board of Directors have been disclosed to the Company prior to their appointment. Any changes regarding these external commitments (including significant non-executive commitments in companies and non-profit institutions) are reported to the Board of Directors as they arise. 251
Detailed CVs of all members of the current Board of Directors remain available on the Company’s website, aiming to ensure full, adequate, and proper information for both the Company’s shareholders and the investment community: https://www.thpa.gr/el/board-of-directors/ With regard to the outgoing members of the Board of Directors during the financial year 2025, the following summary profile information is provided: • Mr. Athanasios Liagkos, who held the position of Executive Chairman until 14.05.2025, of Greek and Canadian nationality, has served as President of the Hellenic Ports Association and as coordinator of the national strategic plan for ports and marinas as an executive of HRADF (TAIPED), as well as a member of boards of directors of Greek port authorities. • Mr. Panagiotis Stampoulidis, who served as a non-executive member of the Board until 07.11.2025, of Greek nationality, is Deputy CEO and Executive Member of the Board of Directors of the Hellenic Republic Asset Development Fund (HRADF), now part of the Hellenic Corporation of Assets and Participations (HCAP). • Mr. Stampoulidis is a distinguished and highly qualified executive with significant tenure in senior management positions in companies and organizations in both the private sector and the wider public sector. Among other areas, he has extensive experience and expertise in the design of development action plans, structural restructuring, and the execution of public contracts, while he has managed a wide range of technical and financial projects, as well as organizational restructuring and process improvement initiatives. Corporate Secretariat The Board of Directors is supported by a Corporate Secretariat, which ensures the effective and efficient operation of the Board of Directors and its Committees, as well as of the Company’s Executive Committee. It also supports the timely, clear, and complete provision of information to the members of the Board of Directors and its Committees, as well as to the Company’s Executive Committee, facilitates the onboarding of new Board members, organizes General Meetings, and supports communication between the Board of Directors and senior management. The Corporate Secretariat is staffed by the following individuals: • Ms. Georgia Arletou, a graduate of the Faculty of Law of the School of Legal and Economic Sciences at the Aristotle University of Thessaloniki, who practiced law for eight years and has been part of the Company’s personnel since January 1, 1997. She has participated in various Company Committees and has received training through seminars on corporate law and corporate governance. 252
• Ms. Athina Chatzikou, who holds a Bachelor’s degree in Translation and Interpretation from the Institut Supérieur de Traducteurs et Interprètes (ULB) in Brussels and from the Université de Mons-Hainaut in Mons (Belgium), a Master’s degree in Teaching Foreign Languages in the New Economic Environment using New Technologies from the Aristotle University of Thessaloniki and a Bachelor’s degree in Hotel Management from ‘Les Roches in Switzerland. She has worked as a translator-interpreter since 2001 and joined the Company on March 13, 2023. • Ms. Vasiliki Papaioannou, an experienced Executive and Administrative Assistant and member of EUMA (European Management Assistants), with over 25 years of continuous and progressive professional experience supporting senior executives across various sectors and organizations. She holds a degree in Business Administration from the National and Kapodistrian University of Athens, with a specialization in Marketing at undergraduate level, as well as certifications in Administrative Support and Public Relations from ACTA. She has advanced knowledge of English and French and excellent command of Microsoft Office. C-Level Executives of the Company, who are not members of the Board of Directors, at the beginning of the 2025 financial year were the following: Charalambis Karamaneas Chief Technical Officer, of Greek nationality, he has served as a member of the Board of Directors of the Public Property Privatization Fund S.A. and has held various managerial positions in Greek and international companies involved in the full spectrum of design and construction of large infrastructure and real estate projects. He has experience in administrative matters, representing the Hellenic Republic on the Boards of Directors of Port Authorities. He holds a five-year degree in Civil/Structural Engineering from the University of Patras, as well as an MBA and an MSc in Finance and Banking. He is a member of both the Technical Chamber of Greece and the Economic Chamber of Greece. It is noted that, by BoD Decision No. 7914/31.03.2025 of Thessaloniki Port Authority S.A., the termination of Mr. Charalambis Karamaneas’ contract was approved. Spyros Stamou Chief Financial Officer, with many years of domestic and international experience across various sectors, with a focus on financial strategy, auditing, treasury management, real estate management, logistics, mergers and acquisitions, emphasizing the creation of sustainable value, problem-solving, and initiative-taking. He possesses excellent communication skills, guided by strong ethics and a passion for excellence. It is noted that Mr. Spyros Stamou left the Company on October 10, 2025. 253
Georgios Papageorgiou Chief Administrative Officer, a graduate of the Department of Accounting & Finance at the University of Macedonia (1998–2004), holding a Master’s degree (M.Sc.) in International Economics, Banking, and Finance from Cardiff Business School, United Kingdom (2004–2005), where he graduated with distinction. He also holds a diploma in Port Senior Management from the Galilee International Management Institute (GIMI), Israel. He has served as a member of the Board of Directors of SOUROTI S.A., as a senior management advisor, and in executive and managerial positions of responsibility in major companies in Greece. He possesses extensive experience in financial matters, acquisitions, public tenders, investment and strategic planning, internationalization, commercial contracts, and business management. Mr. G. Papageorgiou, who previously served as Procurement Director and Deputy Chief Investment Officer of Thessaloniki Port Authority S.A., was appointed Chief Administrative Officer by Board of Directors Decision No. 7978/28.08.2025. It is noted that, by Board of Directors Decision No. 8051/10.02.2026, Mr. Narkisos Georgiadis was appointed Chief Financial Officer. Mr. Georgiadis holds a degree in Economics from the University of Pittsburgh, USA, and an MBA from Manchester Business School, UK. He has over 30 years of experience in listed and multinational companies, having served as CEO and Group CFO of the listed companies Hellenic Textile Industry, Folli Follie, and EYATH S.A. He began his career at Procter & Gamble in Germany and later held C- level positions at Daimler AG. In 2016, he founded the consulting firm EXECON Executive Consulting, advising CEOs and boards of directors on strategy and corporate governance. Detailed CVs of the senior management team are available on the Company’s website to ensure full, adequate, and proper information for both the Company’s shareholders and the investment community: https://www.thpa.gr/el/our-vision/#SeniorManagementTeam Suitability and Independence of BoD Members The Board of Directors meets all criteria and conditions set forth by Law 4706/2020 on corporate governance, the approved BoD Member Suitability Policy of the Company, and the overall regulatory and legal framework. Specifically, with its current composition: 254
• It ensures adequate gender representation, exceeding the minimum requirements under Law 4706/2020 and the Company’s BoD Member Suitability Policy. Four (4) out of nine (9) members are women, representing 44.44% of the Board of Directors. • The legal criteria for independence are met by persons representing at least one-third of the total number of BoD members, three (3) out of nine (9) members, and specifically apply to Panagiotis Michalopoulos, Angeliki Samara, and Efstathios Koutmeridis, who meet the independence criteria under Article 9 of Law 4706/2020, as they: (a) do not hold, directly or indirectly, more than 0.5% of the voting rights of the Company, and (b) are free from any economic, business, family, or other dependency relationships that could influence their decisions or affect their independent and objective judgment. • All members of the BoD possess the appropriate experience, sufficient knowledge, skills, independent judgment, integrity, and good reputation. There are no impediments or suitability issues under the approved Suitability Policy or the Company’s current regulatory framework. Existing professional commitments in other companies do not limit their ability to effectively address Company matters, and none of the members serve on the boards of more than three (3) listed companies. • The BoD’s composition supports the proper and effective exercise of the Company’s duties and responsibilities, reflects the size, organization, and operating model of the Company, and is characterized by a diversity of knowledge, skills, qualifications, and experience. This ensures expertise across all business activities of Thessaloniki Port Authority S.A. and the main associated risks, strategic planning, financial reporting, regulatory compliance, corporate governance matters, risk identification and management, and the technological impact on the Company. The assessment of each BoD member’s skills and experience, as well as that of the BoD collectively, is conducted periodically. Suitability and independence of independent members are verified each time there is a change in the BoD’s composition. Evaluation of the Members of the Board of Directors and the BoD Committees The Board of Directors is assisted by the Remuneration and Nominations Committee both in determining the suitability of its members and in evaluating their performance and maintaining their suitability. Specifically, according to the established procedure, the Nominations Committee, until 08.10.2025, and the Remuneration and Nominations Committee from 09.10.2025, following the merger of the Remuneration and Nominations Committees, conducts an annual evaluation of the performance and 255
suitability of the members of the Board of Directors both individually and collectively, including the Chair of the Board of Directors and the CEO. In the individual evaluation, the member’s role (executive, non-executive, independent non- executive), participation in committees, assumption of special responsibilities/tasks, time commitment, behavior, and the utilization of knowledge and experience are taken into account. In the collective evaluation, the composition, diversity, and effective collaboration of the BoD members in fulfilling their duties are considered. On 15.04.2026, prior to the approval of the annual financial statements for the year 2025, an evaluation was carried out of the operation of the Board of Directors and its Committees as collective bodies, individual and collective suitability of the members of the BoD and its Committees, collective evaluation of the BoD and its Committees as a whole, individual evaluation of the members of the BoD including the Chair and the CEO, individual evaluation of the members of the BoD Committees, and evaluation of the effectiveness of each BoD Committee in supporting the Board of Directors. Additionally, the maintenance of independence requirements for independent BoD members and the attendance and participation of BoD members in BoD and Committee meetings were examined, considering the role of each member as well as their external commitments. The above evaluation was facilitated, in accordance with the Company’s Corporate Governance Code and following assignment by the Board of Directors, by an external advisor, specifically Forvis Mazars Consulting Single Member LLC, which prepared a report and informed the members of the BoD accordingly. The evaluation took place after a year of significant developments in the Company’s governance framework. Specifically, since May 2025, the Chair of the Board of Directors is an independent non- executive member, in accordance with applicable law and the Hellenic Corporate Governance Code. Moreover, during May–December 2025, the Company updated its key policies (such as the Succession Plan Policy, Suitability Policy, and Code of Ethics), and provided targeted training to BoD members, based on the recommendations of the Nominations Committee. As regards the conclusions, it was found that the criteria for collective and individual suitability are met, and the functioning of the Board of Directors was evaluated as satisfactory, with the possibility for the BoD, in coordination with the Remuneration and Nominations Committee, to consider issues regarding developments in the port sector and operational knowledge (international shipping trends, logistics, port automation, customs, and free zone regulation), technology and digital transformation (I applications, cybersecurity, progress in NIS2 implementation), ESG, sustainability, and climate risk (evolving regulatory framework, CSRD reporting requirements, sustainability strategy for port activities). From the individual suitability evaluation of the BoD members and Committee members, it was found that no member falls under any impediment preventing participation in the Board of Directors. Specifically, all BoD members confirmed the absence of any criminal, civil, or administrative 256
proceedings, disciplinary sanctions, bankruptcy or insolvency proceedings, or any other circumstances that could negatively affect their reputation or suitability. It was further found that the guarantees of ethics and reputation, the implementation of the Policy for Prevention and Handling of Conflicts of Interest, independence of judgment, and adequate time commitment are fulfilled, considering the role and responsibilities of each member as well as other professional or personal commitments and conditions. Each BoD member possesses adequate knowledge and skills to perform their duties according to their role and position, and the independent non-executive members fully maintain the independence requirements set by the applicable regulatory framework. The collective suitability of the BoD and its Committees was evaluated as satisfactory. Members are capable of making appropriate decisions considering the business model, risk appetite, strategy, and markets in which the Company operates. All areas of knowledge required for the Company’s business activities are covered, with sufficient expertise among BoD members. Specifically, there is an adequate number of members with knowledge in each area, with high experience and expertise in Regulatory Compliance, Corporate Governance, business planning, and strategy, enabling constructive discussion on decisions to be made. Board members collectively have the necessary skills to present their views. The composition of the BoD reflects the knowledge, skills, and experience required for each business activity, strategic planning, financial reporting, and risk identification and management. The Company has adequate gender representation above 25% of total BoD members, exceeding the minimum requirements of Law 4706/2020 and the Suitability Policy. From the beginning of 2025 until 09.11.2025, three (3) women participated out of nine (9) members, representing 33.33%, and from 10.11.2025, four (4) women participate out of nine (9) members, representing 44.44%, ensuring equal treatment and equal opportunities between genders. It was also found that the BoD observes diversity, with members of four different nationalities participating, without discrimination based on age, gender, sex, color, national origin, health, educational, or professional background. Regarding the Chair of the Board of Directors, it was observed that her individual effectiveness is satisfactory, particularly in the following areas: the timeliness and clarity of the BoD’s agendas, the time and attention devoted to her role, her transparency and integrity, the effectiveness of her management of meetings, her collaboration with the CEO and the Secretariat, and the overall assessment of her leadership. Regarding the CEO, it was observed that his individual effectiveness is satisfactory. 257
Regarding the Audit Committee, it was noted that all its members possess sufficient knowledge of the company’s operational sector. The two independent members of the Committee also have adequate knowledge and experience in auditing or accounting, internal control, financial and banking law, and public sector management, with encouragement to deepen their expertise in areas such as International Financial Reporting Standards (IFRS), Corporate Sustainability, and financial statement audits. Furthermore, the attendance and participation of the Audit Committee members in meetings were considered satisfactory. At the same time, it was observed that the members of the Nominations Committee and the Remuneration Committee up to 09.10.2025, and subsequently the members of the single Remuneration and Nominations Committee, all possess the appropriate knowledge, experience, and expertise regarding the company’s policies as well as remuneration practices. Additionally, taking into account the status of each Committee member (non-executive, independent) and the external commitments disclosed by members to the Committees, their attendance and participation in Committee meetings were deemed satisfactory. Board of Directors Meetings The Board of Directors meets in Thessaloniki or Athens. Meetings may be held via teleconference for some or all members, in accordance with the applicable provisions, the Company’s Articles of Association, the Board of Directors’ Charter, and, in general, the entire regulatory and legal framework of the Company. During the 2025 fiscal year, the members participated in the BoD meetings as follows: Attendance Participation Name Title count / total Comments rate meetings Chair of the BoD, Term end: 1. Athanasios Liagkos 8/8 100% 14/05/2025 Executive BoD member Chair, Independent Non- Term as Chair start: 2. Angeliki Samara 25/25 100% Executive BoD member 14/05/2025 Independent Non-Executive BoD member 3. Panagiotis Michalopoulos 25/25 100% & Vice Chairman 258
Chief Executive Officer, 4. Ioannis Tsaras 25/25 100% executive BoD member 5. Zonglyu (Jessie) LU Non-executive BoD member 24/25 96% 6. Martin Masson Non-executive BoD member 24/25 96% 7. Konstantinos Fotiadis Non-executive BoD member 25/25 100% Term end: 8. Panagiotis Stampoulidis Non-executive BoD member 16/18 89% 07/11/2025 Independent non-executive 9. Efstathios Koutmeridis 25/25 100% BoD member 10. Evaggelia Damigou Non-executive BoD member 24/25 96% Term start: 11. Afroditi Nestora Non-executive BoD member 2/2 100% 10/11/2025 Information on the number of shares held by each member of the Board of Directors and each key executive officer of the Company No member of the Board of Directors or key executive officer of the Company holds shares of the Company. No person who was a member of the Board of Directors or a key executive officer of the Company held shares of the Company during the period in which they served as a member of the Board of Directors or as a key executive officer. Report on decision-making policies regarding transactions with related parties In order to provide adequate information to the shareholders of the Company and the Board of Directors when making decisions regarding transactions with related parties, including transactions of the subsidiaries of ThPA S.A., the Board of Directors has approved and implemented a Related Party Transaction (RPT) procedure. The related party transaction procedure specifically includes: • The legislative and regulatory framework with which the Company and its subsidiaries must comply, 259
• The responsibilities and obligations of all involved departments and divisions of the Company in managing transactions with related parties, • The method for identifying related parties, • The procedure for managing and approving the conclusion of transactions with related parties, • Cases that are exempt from prior approval, • The legal procedures for notifying the conclusion of transactions with related parties. Within this framework, during the fiscal year 2025, the Company did not enter into any transactions with related parties. Remuneration of BoD Members Regarding the Company’s remuneration framework, the fees of the members of the Board of Directors for the fiscal year 2025 are presented in Note 8.26 of the financial statements. The Extraordinary General Meeting of Shareholders on 31/10/2025, following the decision of the Ordinary General Meeting of Shareholders dated 14/5/2025, pre-approved the payment of fees and compensations to the members of the Board of Directors and its Committees for the current fiscal year 01.01.2025 – 31.12.2025, in accordance with the new Remuneration Policy approved at the same Extraordinary General Meeting of Shareholders. The Remuneration Policy and the Annual Remuneration Reports are available to any interested party on the Company’s website: https://www.thpa.gr/el/codes-policies/ & https://www.thpa.gr/el/general- meetings/ respectively. 1.7. BoD Committees The BoD Committees until 09.10.2025 were the Audit Committee, the Remuneration Committee, and the Nominations Committee. By BoD Decision no. 8007/09.10.2025, it was decided to establish a single Remuneration and Nominations Committee, replacing the two separate committees. Subsequently, by BoD Decision no. 8023/31.10.2025, the Charter of the single Remuneration and Nominations Committee were approved. 1.7.1. AUDIT COMMITTEE According to Article 12 of the Company’s Articles of Association, as in force following its amendment: "The Company has an Audit Committee in accordance with Article 44 of Law 4449/2017, as amended by Article 74 of Law 4706/2020, consisting of three (3) Members of the Board of Directors. As long as the Hellenic Republic Asset Development Fund (HRADF – ΤΑΙΠΕΔ) or its legal successor continues to hold at 260
least 504,000 common shares with voting rights, each with a nominal value of €3.00, or the equivalent number of common shares with voting rights resulting from any change in the nominal value per share (and for the avoidance of doubt, disregarding any fluctuations from time to time in the percentage of the total issued shares of the Company represented by such shares), the member of the Board of Directors appointed by the Fund according to Article 7(6) participates in the Audit Committee." The Audit Committee of ThPA S.A. fulfills its obligations under the law and the Charter, including, without limitation: • informing the Board of Directors of the results of the statutory audit and of the assurance of the submission of sustainability reports, explaining how the statutory audit and the assurance of sustainability reports contributed to the integrity of financial reporting and sustainability reporting, respectively, and the role of the Committee in this process; • monitoring the process of financial reporting and, where applicable, the sustainability reporting process, including the electronic submission process of reports and the procedures conducted by the Company to identify information submitted in accordance with sustainability reporting standards, and making recommendations or proposals to ensure their integrity; • monitoring the effectiveness of the Company’s internal control, quality assurance, and risk management systems, and, where applicable, its internal audit department, regarding the financial reporting of the audited entity and, where applicable, the submission of sustainability reports of the Company, including the relevant electronic submission procedures, without compromising the independence of the entity. • reviewing the adequacy and effectiveness of corporate governance, compliance, internal quality control, and risk management systems of the Company through the coordination and oversight of audit efforts. • overseeing the statutory audit of the annual and consolidated financial statements and, where applicable, the assurance of submission of the annual and consolidated sustainability report, in particular their performance. • reviewing and monitoring the independence of statutory auditors or audit firms and the objectivity and effectiveness of the audit process, particularly the appropriateness of providing non-audit services to the audited entity, as well as pre-approving permitted non- audit services considering the maximum permitted threshold for non-audit services, after evaluating threats to independence and the safeguards applied, and assessing the impact this may have on the objectivity and effectiveness of the statutory audit; • supervising the selection process of statutory auditors or audit firms and proposing the auditors or audit firms to be appointed. • additionally, submitting its annual report of activities to the Company’s Ordinary General Meeting, and receiving from the external auditor, along with the audit report, the supplementary report under Article 11 of Regulation (EU) 537/2014. 261
• reviewing the risk and control matrix and any revisions thereto. Operation and Composition of the Committee The Ordinary General Meeting held on May 14, 2025, decided that the term of the new Audit Committee will be equal to the term of the new Board of Directors, i.e., until 14.05.2027. The Committee consists of three members: two independent non-executive members and one non- executive member. The majority of the Audit Committee members are independent. The Chairman of the Audit Committee is appointed by the members of the Committee and is independent. The Audit Committee has a quorum when the majority of its members are present, and for the validity of the Committee’s decisions, the majority of the members present is required. The Committee meets regularly or extraordinarily as often as needed to effectively perform its duties. At least four times a year, it meets with the Company’s external auditor without the presence of Management executives. The Audit Committee operates in accordance with its Charter which were updated in 2025 (see Board of Directors Decision No. 7935/15.04.2025 of ThPA S.A.) and are posted on the Company’s website at www.thpa.gr under the path “Investors / Corporate Governance – Codes and Policies”: https://www.thpa.gr/el/codes-policies/ The composition of the Committee complies with Article 44 of Law 4449/2017, as amended and in force. During 2025, there were changes in the composition of the Audit Committee, specifically: From January 1, 2025, to November 7, 2025, the composition of the Audit Committee was as follows: • Panagiotis Michalopoulos, independent non-executive member (Chairman) • Efstathios Koutmeridis, independent non-executive member (member) • Panagiotis Stampoulidis, non-executive member (member) Following the resignation of Mr. Panagiotis Stampoulidis, the Board of Directors, by Decision No. 8026/10.11.2025, elected Ms. Afroditi Nestora as a member of the Audit Committee of ThPA S.A., replacing the resigned member, Mr. Panagiotis Stampoulidis, and decided to reconstitute the Audit Committee with a term until May 14, 2027, as follows: • Panagiotis Michalopoulos, independent non-executive member (Chairman) • Efstathios Koutmeridis, independent non-executive member (member) • Afroditi Nestora, non-executive member (member) 262
Committee meetings by members / participation of each member in total meetings During the financial year, the members of the Audit Committee participated in the meetings that took place as follows: Attendance Participation Name Title count / total Comments rate meetings Chairman of the Committee, Independent Non-Executive 1. Panagiotis Michalopoulos 21/21 100% Member of the Board of Directors Member of the Committee, End of term 2. Panagiotis Stampoulidis Non-executive Member of 16/17 94% 07/11/2025 the Board of Directors Member of the Committee, Start of term Non-Executive 10.11.2025 3. Afroditi Nestora 4/4 100% Member of the Board of Directors Member of the Committee, Independent Non-Executive 4. Efstathios Koutmeridis 21/21 100% Member of the Board of Directors 263
During the 2025 fiscal year, the Audit Committee met twenty-one (21) times, according to the table above. Minutes were kept for each meeting, documenting the agenda items and the decisions of the Committee. In certain meetings during 2025, senior executives of the Company, as well as directors and department heads, were invited to participate depending on the topics under discussion. The subjects of the meetings included: 1. Audit reports and reports from the Internal Audit Department, 2. The 2025 Audit Plan of the Internal Audit Department, 3. Conducting specific thematic audits based on risks identified during the fiscal year, 4. Recommendations of the Audit Committee to the Board of Directors, 5. Clarification of matters concerning the Annual & Semi-Annual Financial Statements for 2024 & 2025, respectively; during the meetings for approval of the financial statements, both independent members of the Committee with sufficient knowledge and experience in auditing or accounting were present, 6. Proposal for the selection of an audit firm to audit the Company’s Financial Statements for 2025, 7. Issues of the Regulatory Compliance & Risk Management Unit, such as reports from the Responsible Officer, updating the risk register, updating the Reporting Management Manual, updating the Register of Regulatory Obligations, and the updated Code of Ethics & Conduct, 8. Approval for the provision of audit services by the audit firm KPMG, 9. Evaluation of the performance of the Head of the Internal Audit Department and the Responsible Officer for Regulatory Compliance and Risk Management, 10. The procedure for evaluating the Internal Control System by an external auditor for the period 01.01.2023–31.12.2025, as well as the procedure for evaluating the Corporate Governance System for the period 01.01.2025–31.12.2025, 11. The procedure for hiring a new internal auditor, 12. Proposals for the assignment of assurance work for the sustainability reports of ThPA for the corporate years 2024 and 2025, 13. Updating the Charter of the Audit Committee, 14. Proposal for the appointment of the Director of the new Internal Audit Division, 15. Approval of the indicative schedule of Audit Committee meetings, 16. Approval of the 2026 budget of the Audit Committee. The Audit Committee, as a statutory body, and its members in their respective capacities, monitored the execution of the statutory audit plan and the assurance of the submission of the annual sustainability report for the 2025 fiscal period. No changes were proposed, as the audit was conducted based on International Auditing Standards, as incorporated into Greek law, which require adherence to specific audit procedures. 264
However, the Committee engaged in detailed consultations regarding the required additions and specifications that co-shape the relevant Final Reports. To this end, it met four times with KPMG auditors (01.08.2025, 24.09.2025, 19.12.2025 & 08.04.2026) and twice with Grant Thornton auditors (20.11.2025 & 08.04.2026), while communication and collaboration on ThPA S.A. matters also took place. The issues and conclusions from the related correspondence were included in the conclusions and recommendations of the Audit Committee to the Board of Directors and in the Audit Committee minutes. The Audit Committee has reviewed and monitored the independence of the auditing firm KPMG Certified Auditors S.A., selected for the mandatory audit of the financial statements, and the auditing firm GRANT THORNTON S.A. Certified Auditors and Business Advisors, selected for providing limited assurance on the Sustainability Report, in accordance with Articles 21, 22, 23, 26, and 27 of Law 4449/2017, as well as Article 6 of Regulation (EU) No. 537/2014, particularly regarding the appropriateness of providing non-audit services under Article 5 of Regulation (EU) No. 537/2014. To ensure the integrity of the company’s financial reporting and sustainability reports, in collaboration with the Internal Audit Department, the Chief Financial Officer, the Sustainable Development and Environmental Strategy Department, and the Accounting Department, the Audit Committee supervised the financial reporting process and the procedures carried out by the Company to determine the information submitted regarding the sustainability report. During the fiscal year, the Audit Committee was informed about the process to be followed for the preparation of the sustainability report in accordance with the new standards. Subsequently, and throughout the year, in communication and collaboration with the relevant units and company executives, it monitored the preparation process of the sustainability reports, including the electronic submission process and the procedure carried out by the Company to identify the information submitted in accordance with the standards.It is noted that the Audit Committee evaluated the nature and cost of non-audit services provided by the audit firm and confirmed that they do not pose a threat to the independence of the firm concerning the statutory audit of the 2025 fiscal year, in accordance with the provisions of Law 4449/2017 and EU Regulation 537/2014. Within the framework of its work, the Audit Committee reviewed its performance and found that its operation ensures maximum effectiveness, as it fully fulfilled its duties. More detailed information regarding the actions of the Audit Committee is presented in the Audit Committee’s Report of Activities, which is posted on the Company’s website at www.thpa.gr, under the path: https://www.thpa.gr/el/general-meetings/. The Extraordinary General Meeting held on 31.10.2025, following the decision of the Ordinary General Meeting of shareholders dated 14/5/2025, pre-approved the payment of fees and 265
compensations to the members of the Board of Directors and its Committees for the 2025 fiscal year. Specifically, for the Audit Committee, it was approved that: • For the Chairman of the Audit Committee, a total monthly payment of €3,000 net, after taxes and deductions. • For a member of the Audit Committee, a total monthly payment of €2,500 net, after taxes and deductions. 1.7.2. NOMINATIONS COMMITTEE (until 09.10.2025) The Nominations Committee of ThPA S.A. operates in an advisory capacity to the Board of Directors, in accordance with the powers granted to it by law and by the Board of Directors, as provided in its Charter It is responsible for identifying and proposing to the Board of Directors individuals suitable for appointment as members of the Board, assessing the suitability of BoD members according to the criteria set out in the Company’s relevant Policy, and monitoring the ongoing application of such suitability. Additionally, it ensures that the composition, structure, and operation of the Board of Directors comply with the applicable legal, regulatory, and supervisory requirements. Operation and Composition of the Committee The Nominations Committee of ThPA S.A. consists, in accordance with Articles 10 and 12 of Law 4706/2020, of at least three (3) non-executive members of the Board of Directors, at least two (2) of whom are independent non-executive members. In any case, independent non-executive members constitute the majority of the Committee. The members of the Committee are appointed by the Board of Directors for a term concurrent with the term of the Board of the Directors. The term of each member may not exceed nine (9) years in total. The Chairman of the Committee is appointed by the Company’s Board of Directors and must be an independent non-executive member. A quorum for the Committee to conduct its business is formed by an absolute majority of its members, and decisions are taken by a simple majority of the members present. The Nominations Committee meets at least once a year. The Committee operates in accordance with its Charter, which have been approved by the Board of Directors. From 01.01.2025, to 09.10.2025, the composition of the Nominations Committee was as follows: 1 Angeliki Samara Chair of the Committee, Independent — Non- 266
Executive Member of the Board of Directors of the Company Member of the Committee, Independent, Non- 2 Panagiotis Michalopoulos Executive Member of the Board of Directors of the Company Member of the Committee, Independent, Non-Executive Member of the 3 Efstathios Koutmeridis Board of Directors of the Company Member of the Committee, Non-Executive Member of the Board of 4 Martin Masson Directors of the Company Member of the Committee, Non-Executive Member of the Board of 5 Konstantinos Fotiadis Directors of the Company The term of the above Nominations Committee is equal to the term of the Board of Directors, i.e., until May 14, 2027. From the beginning of the 2025 fiscal year until October 9, 2025, the members of the Nominations Committee participated in the meetings held as follows: Attendance Participation Name Title count / total Comments rate meetings Chair of the Committee, Independent — Non- Angeliki Samara Executive 6/6 100% Member of the Board of Directors of the Company Member of the Committee, Independent, Panagiotis Non- 6/6 100% Michalopoulos Executive Member of the Board of Directors of the Company Member of the Committee, Non-Executive Konstantinos Member of the Board of Directors of the 6/6 100% Fotiadis Company Member of the Committee, Non-Executive Martin Masson Member of the Board of Directors of the 5/6 83% Company Member of the Committee, Independent, Efstathios Non- 6/6 100% Koutmeridis Executive Member of the Board of Directors of the Company 267
Regarding its activities during the 2025 fiscal year up to October 9, 2025, the Nomination Committee met six (6) times. Minutes were kept for all meetings, documenting the agenda items and the decisions of the Committee. The subjects of the meetings included: 1. Submission of the annual report of the Nomination Committee for the 2024 fiscal year, 2. Review of the suitability of the proposed members of the new Board of Directors for the Annual General Meeting of Shareholders on May 14, 2025, 3. Individual evaluation of the members of the Board of Directors and its Committees, including assessment of attendance and participation of members in Board meetings, 4. Collective evaluation of the Board of Directors and its Committees, and monitoring the implementation of the Company’s Suitability Policy, 5. Verification that all members of the Board of Directors meet and maintain the suitability criteria and independence requirements, 6. Verification of compliance of the composition, structure, and functioning of the Board of Directors with relevant legal, regulatory, and supervisory requirements, 7. Verification of the absence of conflicts of interest among BoD members, oversight of the updating and maintenance of the file of declarations of responsibility, CVs, and other information of BoD members, and corresponding updates to the register of related parties and conflicts of interest, 8. Review of the time commitment required from each Board member to effectively carry out their duties, taking into account any external obligations, 9. Oversight of the Board of Directors’ obligation to maintain up-to-date CVs of each member on the Company’s website, 10. Planning of the process for implementing a continuous training and development policy for Board members and senior executives, 11. Proposal to update ThPA S.A.’s Succession Planning Policy and the Operating Regulations of the Nomination Committee, 12. Proposal to update the Board Member Suitability Policy, 13. Proposal for the election of members of the single Remuneration and Nominations Committee. 1.7.3. REMUNERATION COMMITTEE (until 09.10.2025) The Remuneration Committee of ThPA S.A. operates in an advisory capacity to the Board of Directors in accordance with the powers granted to it by law and by the Board of Directors, as provided in its 268
Charter. It is responsible for monitoring the implementation of the Company’s remuneration policy and its reassessment, reviewing the terms of employment of the members of the Board of Directors, senior executives, and the Head of the Internal Audit Department, as well as the annual remuneration report, which it submits to the Board of Directors for approval. Initially, the Company’s Remuneration Policy was approved at the Ordinary General Meeting on 30 June 2020 in accordance with Article 110 of Law 4548/2018 and was amended by the Ordinary General Meeting on 21 April 2022, by the Ordinary General Meeting on 9 May 2023, and by the Extraordinary General Meeting on 31 October 2025. Operation and Composition of the Committee The Remuneration Committee of THPA S.A. is composed, in accordance with Articles 10 and 11 of Law 4706/2020, of at least three (3) non-executive members of the Board of Directors, two (2) of whom are independent non-executive members. The members of the Committee are appointed by the Board of Directors for a term concurrent with that of the Board of Directors. The term of each member shall not exceed nine (9) years in total. The Chair of the Committee is elected by its members at the first meeting of the Committee to constitute it as a body, in accordance with the rules of the Corporate Governance Code and the provisions of the Committee’s Charter and must be an independent non-executive member. A majority of the Committee members constitutes a quorum for the conduct of its business, and a simple majority of those present is required to make decisions. The Remuneration Committee meets at regular intervals, at least twice a year. The Remuneration Committee operates in accordance with its Charter, which was approved by the Board of Directors. From the beginning of 2025 until 09/10/2025, the composition of the Remuneration Committee was as follows: Chairman of the Committee, Independent Non-Executive 1 Panagiotis Michalopoulos Member of the Board of Directors Member of the Committee, Independent Non-Executive 2 Angeliki samara Member of the Board of Directors Member of the Committee, Independent Non-Executive 3 Efstathios Koutmeridis Member of the Board of Directors 269
Member of the Committee, Non-Executive Member of the 4 Martin Masson Board of Directors Member of the Committee, Non-Executive Member of the 5 Konstantinos Fotiadis Board of Directors The Chair of the Committee has served on the Committee for more than one year during previous compositions. The term of the aforementioned Remuneration Committee was equal to that of the Board of Directors, i.e., until 14/05/2027. Committee meetings by members / participation of each member in total meetings From the beginning of 2025 until 09/10/2025, the members of the Committee participated in the meetings that took place as follows: Attendance count / Name Title Comments Participation rate total meetings Chairman of the Committee, 1. Panagiotis Independent Non- 5/5 100% Michalopoulos Executive Member of the Board of Directors Non-Executive 2. Konstantinos Member of the 5/5 100% Fotiadis Board of Directors Non-Executive 3. Martin Masson Member of the 4/5 80% Board of Directors Independent Non- Executive 4. Angeliki Samara 5/5 100% Member of the Board of Directors 270
Independent Non- 5. Efstathios Executive 5/5 100% Koutmeridis Member of the Board of Directors Regarding its activities during the fiscal year, the Remuneration Committee met six (6) times. During the meetings, minutes were kept, recording the agenda items and any decisions of the Committee. The subjects of the meetings included: 1. Reviewing the information included in the final draft of the 2024 Remuneration Report and providing its opinion to the Board of Directors, 2. Proposals to the Board of Directors regarding the remuneration of BoD members and its committees, 3. The proposal for the remuneration of the Head of the Internal Audit Department, 4. The proposal for the remuneration of one C-Level executives and three Directors, 5. The proposal for amending the Remuneration Policy. 1.7.4. REMUNERATION AND NOMINATIONS COMMITTEE FROM 09/10/2025 On 09.10.2025, the Board of Directors of ThPA S.A. decided to merge the Remuneration Committee and the Nominations Committee, establishing a single committee, the Remuneration and Nominations Committee of ThPA S.A. (see BoD Decision No. 8007/09.10.2025). The Remuneration and Nominations Committee of ThPA S.A. assists the Board of Directors in relation to: (a) the remuneration of the members of the Board of Directors, the Senior Executives and Directors of the Company, as well as the heads of the Internal Audit, Compliance, and Risk Management Units; and (b) the selection of candidates for the positions of BoD members and members of its Committees, C- Level Executives and Directors of the Company, as well as the heads of the Internal Audit, Compliance, and Risk Management Units. The Committee reviews the information contained in the final draft of the annual remuneration report, providing its opinion to the Board of Directors before submission of the report to the General Meeting, in accordance with Article 112 of Law 4548/2018. 271
The Committee supports the Company’s strategy and promotes long-term sustainable success in a transparent, straightforward manner, aligned with the Company’s purpose, values, and strategy. The Committee submits proposals to the Board of Directors regarding any business policy related to remuneration and reviews every area of its competence where action or improvement is required. The Committee’s proposals are approved by the Board of Directors. In cases where approval must, ex-lege, be decided by the General Meeting, the relevant proposal must be formulated by the Board of Directors based on the Committee’s recommendation. The Committee proposes the suitability policy to the Board of Directors and monitors its implementation. It regularly reassesses the fitness policy and submits proposals for its amendment. The Committee proposes to the Board of Directors the policy for the continuous education and training of Board members, C-Level Executives, and Directors of the Company, as well as the heads of the Internal Audit, Compliance, and Risk Management Units. The Committee prepares a comprehensive succession plan for positions included in the Succession Planning Policy, which is approved by the Board of Directors. The Committee collaborates with the Chair of the Board of Directors for the annual evaluation of the BoD’s effectiveness, the performance of its duties, and its committees, as well as the annual evaluation of the collective body of the Board of Directors, the Chair, the CEO, and other BoD members for effective performance of their duties. The Committee supports the BoD in ensuring that all BoD members continue to meet the eligibility criteria defined in ThPA S.A.’s Fitness Policy and applicable regulations, including verifying that all independent non-executive members of the Board meet the independence requirements. Operation and Composition of the Committee The Remuneration and Nominations Committee of ThPA S.A. comprises of non-executive members of the Board of Directors, at least two (2) of whom are independent non-executive members, in accordance with the provisions of articles 10 and 12 of Law 4706/2020. In any case, the independent non-executive members constitute the majority of the Committee’s members. The members of the Committee are appointed by the Board of Directors, with a term of office equal to the term of office of the Board of Directors. The term of office of each member shall not exceed nine (9) years in total. The Chair of the Committee is an independent non-executive member, appointed by the Board. The Committee is in quorum provided present (in person or via teleconference with any electronic medium) or represented is the absolute majority of members. Any member may represent only one other member. The Remuneration and Nominations Committee shall meet at least twice annually. The Committee operates in accordance with its Charter, which was approved by the Board of Directors with Decision No. 8023/31.10.2025, and is posted on the Company's website at 272
www.thpa.gr under the route "Investors/Corporate Governance - Codes and Policies:https://www.thpa.gr/el/codes-policies/ During fiscal year 2025, from 09/10/2025 until the end of the fiscal year, the composition of the Remuneration and Nominations Committee was as follows: Chair of the Committee, Independent Non-Executive Member of the Board 1 Angeliki Samara of Directors Member of the Committee, Independent Non-Executive Member of the 2 Panagiotis Michalopoulos Board of Directors Member of the Committee, Independent Non-Executive Member of the 3 Efstathios Koutmeridis Board of Directors Zonglyu Member of the Committee, Non-Executive Member of the Board of (Jessie) LU 4 Directors Member of the Committee, Non-Executive Member of the Board of 5 Konstantinos Fotiadis Directors The term of office of the above Remuneration and Nominations Committee is equal to that of the Board of Directors, i.e. until 14/05/2027. Committee meetings of members/participation of each member in all meetings. During fiscal year 2025, from 09/10/2025 until the end of the fiscal year, the members of the Remuneration and Nominations Committee participated in the meetings that took place as follows: 273
Attendance count / Participation Name Title Comments total meetings rate Chair of the Committee, Independent Non- 1. Angeliki Samara 4/4 100% Executive Member of the Board of Directors Independent Non- 2. Panagiotis Executive Member of the 4/4 100% Michalopoulos Board of Directors Non-Executive Member of 3. Konstantinos Fotiadis 4/4 100% the Board of Directors 4. Zonglyu Non-Executive Member of 3/4 75%% (Jessie) LU the Board of Directors Independent Non- 5. Efstathios Executive Member of the 4/4 100% Koutmeridis Board of Directors Regarding its activities during the 2025 fiscal year, the Remuneration and Nominations Committee met four (4) times from 09/10/2025. During the meetings, minutes were kept in which the agenda items and the Committee's decisions were recorded. The subjects of the meetings were: a) the proposal for the drafting of the Charter of the single Remuneration and Nominations Committee, b) the assessment of the suitability of a member of the Board of Directors proposed by the HCAP (“Growthfund”) to replace another member of the Growthfund, c) the tender for facilitating the annual evaluation of the members of the Board of Directors, the Chair, the CEO, and the members of the BoD Committees by an external consultant, d) the training program for BoD members for the year 2026, e) the indicative schedule of the Committee’s meetings for the year 2026. 274
The Remuneration and Nominations Committee, in the course of its work, examined its performance and concluded that maximum effectiveness in its operation is ensured, as it fully met its responsibilities. 1.8. EXECUTIVE COMMITTEE The Board of Directors has established an Executive Committee, to which it has delegated certain powers and duties, as specifically set out in the currently effective Board of Directors’ Delegation of Authority (DoA) decision, which is registered and published in the General Commercial Registry (G.E.MI.). From the beginning of fiscal year 2025 until May 14, 2025, the composition of the Executive Committee was as follows: A. Members of the Executive Committee with a voting right (8 members) • Executive Chairman of the Board of Directors • Chief Executive Officer, Chairman of the Committee • Chief Investment Officer (or Deputy Chief Investment Officer, for the time during which the position of Chief Investment Officer is not filled) • Chief Financial Officer • Chief Technical Officer • Chief Commercial Officer • Chief Operating Officer • Container Terminal Director B. Members of the Executive Committee without a voting right (8 members): • Deputy Chief Commercial Officer • Director of Corporate Communications • Director of Human Resources • Conventional Terminal Director • Director of Procurement & Investments • Director of Information Technology & Communications & Digital Transformation 275
• Director of Equipment & Maintenance • Director of Sustainability & Environmental Strategy Department C. Designated non-voting participants who will contribute by virtue of their competence and will receive all supporting material (2 participants): • Head of Legal Affairs Department • Head of Strategic Planning Department Subsequently, with the BoD Decision No. 7948/14.05.2025, the composition of the Executive Committee was as follows: A. Members of the Executive Committee with a voting right (7 members) • Chief Executive Officer, Chairman of the Committee • Chief Investment Officer (or Deputy Chief Investment Officer, for the time during which the position of Chief Investment Officer is not filled) • Chief Financial Officer • Chief Technical Officer • Chief Commercial Officer • Chief Operating Officer • Container Terminal Director B. Members of the Executive Committee without a voting right (8 members): • Deputy Chief Commercial Officer • Director of Corporate Communications • Director of Human Resources • Chief Commercial Officer • Director of Procurement & Investments • Director of Information Technology & Communications & Digital Transformation • Director of Equipment & Maintenance • Director of Sustainability & Environmental Strategy Department 276
C. Designated non-voting participants who will contribute by virtue of their competence and will receive all supporting material (2 participants): • Head of Legal Affairs Department • Head of Strategic Planning Department Subsequently, with the BoD Decision No. 7979/28.08.2025, the composition of the Executive Committee was as follows: • Chief Executive Officer, Chairman of the Committee • Chief Financial Officer • Chief Operating Officer • Container Terminal Director • Conventional Terminal Director • Director of Equipment & Maintenance • Commercial Director The Executive Committee meets regularly twice a month, upon invitation by its Chair, or extraordinarily in case of special necessity. In the event of urgent matters and when it is not possible to convene a meeting of the Executive Committee, decisions may be made by circulation, via email, telephone, or in writing. A quorum of the Executive Committee exists when the absolute majority of its members are present, either in person, by telephone, or via videoconference. If a quorum is not achieved after two consecutive invitations, then at the third meeting, a quorum is established with the presence of at least three (3) members. Decisions of the Executive Committee are taken by a majority of the votes of the members participating in a meeting with a quorum. Each member of the Executive Committee, or their duly appointed alternates, has one vote each, and alternates must have the right to vote on their behalf. In case of a tie on a specific issue, the Chair of the Executive Committee has the casting vote. 1.9. General Meeting and Shareholder Rights The General Meeting of shareholders is the supreme corporate body and is entitled to decide on every corporate matter in accordance with applicable law. The General Meeting is required to convene at least once each financial year, no later than the tenth (10th) calendar day of the ninth month following the end of the financial year, in order to approve 277
the annual financial statements and to elect auditors (ordinary general meeting). The ordinary General Meeting may also decide on any other matter within its competence. The General Meeting is convened by the Board of Directors. The General Meeting may also convene extraordinarily: - whenever the Board of Directors deems it appropriate or necessary (extraordinary general meeting). - at the request of shareholders representing one twentieth (1/20) of the paid-up capital, the Board of Directors is obliged to hold an extraordinary general meeting of shareholders. - at the request of the Company's auditor to the Chair of the Board of Directors who requests the convening of a General Meeting. Shareholders are entitled to participate in the General Meeting either in person or through a proxy, in accordance with the legally prescribed procedure in force at the time. Shareholders exercise their rights concerning the management of the Company exclusively by participating in the General Meetings of the Company. Each share confers one vote. Co-owners of a share, in order to have voting rights at the General Meeting, must designate a joint representative for that share in writing to the Company, who will represent them at the General Meeting; until such designation, their rights are suspended. The General Meeting is the only competent body to decide on the following matters: a) Amendment of the Articles of Association, including increases or decreases of the share capital. b) Merger, division, conversion, revival, extension of duration, or dissolution of the Company. c) Election of members of the Board of Directors and auditors. d) Approval of the annual financial statements of the Company. e) Allocation of annual profits. f) Approval of remuneration or advance payment of remuneration to Board members pursuant to Article 109. g) Approval of overall management under Article 108 and discharge of auditors. h) Appointment of liquidators. i) Approval of the remuneration policy under Article 110 and discussion of the remuneration report under Article 112 of Law 4548/2018. 278
At least twenty (20) days before the General Meeting, the Company posts on its website, in both Greek and English, information regarding: • The date, time, and venue of the General Meeting of shareholders; • The items on the agenda; • The shareholders entitled to participate; and • Detailed instructions on how shareholders may attend the General Meeting and exercise their rights. In addition, the invitation includes further information regarding the exercise of shareholders’ rights, in accordance with Article 121 of Law 4548/2018. Until the election of the chairman, which is done by a simple vote, the General Meeting is chaired by the Chairman of the Board of Directors or his/her deputy. A summary of the decisions of the General Meeting is available on the Company’s website at: www.thpa.gr under the path: Investors / Shareholder Information / General Meetings:https://www.thpa.gr/el/general-meetings/ 1.10. Diversity in the Company’s Administrative, Management, and Supervisory Bodies, and Executive Personnel The Company has adopted a Diversity Policy within the meaning of Article 152(δ) of Law 4548/2018, which is posted on the Company’s website, regarding the composition of the Board of Directors and senior management, aiming to reflect diverse perspectives that mirror the Company’s social and business environment. Diversity refers to gender, skills, viewpoints, competencies, knowledge, qualifications, and experience. The Board of Directors meets all criteria and requirements set forth by the provisions of Law 4706/2020 on corporate governance, the approved BoD Member Suitability Policy, and the overall regulatory and legal framework. In particular, with its current composition, the Board ensures adequate gender representation, exceeding the minimum requirements of Law 4706/2020 and the Company’s BoD Suitability Policy. Specifically, four (4) women serve on a BoD of nine (9) members, meaning female representation amounts to 44.44%, as well as the gender representation in the Company's executive personnel is at 22.22%. According to the Company’s current Diversity Policy, workplace diversity does not permit the exclusion of any employee from any function, role, or workgroup. The Company operates under fair and legal human resources management procedures, without discrimination based on, among other things, age, gender, sex, color, national origin, health, educational, or professional background of employees. 279
In this context, during the 2025 fiscal year, the Board of Directors included individuals of three different nationalities, the Remuneration Committee included individuals of two different nationalities, the Nominations Committee included individuals of two different nationalities, the single Remuneration and Nominations Committee included individuals of two different nationalities, the Executive Committee included individuals of two different nationalities. The Company seeks to achieve the highest possible diversity, to the extent feasible, in the composition of the Board of Directors and executive personnel, so that they can successfully meet corporate objectives. This composition aims to continuously expand the pool of skills, experience, and perspectives available for the Company’s top positions, as well as to enhance its competitiveness, productivity, and innovation. The Company has adopted a Diversity Policy, within the meaning of article 152, par. d, Law 4548/2018, which is posted on the Company's website, regarding the composition of the BOD and senior management, with the aim of expressing different perspectives, which reflect the social and business environment of the Company. Subsequently, the maximum possible diversity is sought, to the extent possible, in the composition of the BOD and the executives, in order to successfully meet the corporate objectives. The above composition aims to continuously increase the pool of skills, experience and vision that the Company has for its highest positions, as well as its competitiveness, productivity and innovation. 1.11. Corporate Governance of the Subsidiary “ThPA Sofia EAD” The Company owns a 100% subsidiary, ThPA Sofia EAD, headquartered in Sofia, Bulgaria, whose voluntary liquidation was decided on October 31, 2024. By Board of Directors Decision No. 7910/07.03.2025 of ThPA S.A., among other things, the setting of a six (6) month period for the execution of the subsidiary’s liquidation was approved, as well as the appointment of Mr. G. Seitanidis as liquidator. By the end of 2025, and continuing to the present, the liquidation process is still ongoing. 1.12 Sustainable Development Strategy The Sustainable Development Strategy of ThPA S.A. is based on four pillars: i) Creating Sustainable Value, ii) Environment, iii) Society, and iv) Governance. These pillars constitute the framework for all actions and initiatives related to the implementation of ESG criteria within ThPA S.A. To support this 280
effort, ThPA S.A. is committed to adopting responsible practices, introducing due diligence mechanisms, making commitments, and setting targets and key performance indicators (KPIs). Responding to modern needs, ThPA S.A. has integrated ESG criteria to cover the full spectrum of non- financial elements and measurement indicators that govern all its activities, both internally and externally. At the same time, the performance of these indicators is communicated to all shareholders and stakeholders of ThPA S.A., with full commitment to their implementation. For the year 2025, ThPA S.A. presented a Sustainability Report, which is consolidated, adapted, and revised to comply with the requirements of the European Sustainability Reporting Standards (ESRS). This includes aligning the scope, structure, and content of the Sustainability Report with ESRS standards, ensuring comprehensive and compliant reporting. The scope of ThPA S.A.’s Sustainability Report is the same as that of its consolidated financial statements. The Sustainability Report of ThPA S.A. provides comprehensive coverage of all its business activities. ThPA S.A. broadly defines its value chain, including not only its internal operations but also the upstream and downstream elements of its value chain. This means that ThPA S.A. takes into account the environmental, social, and governance (ESG) impacts related to suppliers, contractors, and other stakeholders involved in the provision of goods and services, as well as those associated with the port services provided by the Company. Sustainability Policy The Sustainability Policy supports the efforts of Thessaloniki Port Authority S.A. to fulfill its role as a vital part of economic activity in Greece, the Balkans, and Southeastern Europe. The Company recognizes sustainability as one of its key priorities. Through this Sustainability Policy, the Company aims to enhance transparency and accountability in its operations and outlines its commitments to creating sustainable added value. The Company’s commitments focus on the following areas: • Environment, Climate, and Energy • Energy efficiency, climate change, and air quality • Efficient water resource management and ecosystem protection • Waste management • Social Engagement • Employee development and talent management • Equality, diversity, and inclusion • Employee health, safety, and well-being • Integration of the city-port • Business Ethics and Value Creation • Corporate governance and business ethics 281
• Stakeholder engagement and client portfolio development • Economic growth and business expansion • Crisis, reputation, and risk management • Smart and Digital Port • Accessibility and security • Digitalization and automation • Quality, innovation, and sustainable service design The Sustainability Policy of ThPA S.A. complies with current legislative and regulatory requirements. The policy was approved by the Company’s Executive Committee on 30.05.2023 and is valid for three years from the approval date. The Sustainability Policy is available to all interested parties at the following links: https://www.thpa.gr/files/general/ked/sustainability_policy_20231002_gr.pdf https://www.thpa.gr/files/general/ked/sustainability_policy_20231002_en.pdf Thessaloniki, 15/04/2026 The Chairwoman of BoD The Chief Executive The Member appointed by Officer the BoD Angeliki Samara Ioannis Tsaras Panagiotis Michalopoulos ID Card no. S 492406 ID Card no. Α03001660 ID Card no. ΑΝ 500394 282
D. Independent Auditor`s report for sustainability statement 2025 Independent Auditor’s Limited Assurance Report on THESSALONIKI PORT AUTHORITY Sustainability Statement To the shareholders of the Company “THESSALONIKI PORT AUTHORITY S.A.” We have conducted a limited assurance engagement on the consolidated Sustainability Statement of THESSALONIKI PORT AUTHORITY (hereinafter the “Company”), included in the section “Sustainability Report” of the consolidated Board of Directors’ Report (hereinafter the “Sustainability Report”), for the period from 01.01.2025 to 31.12.2025. Limited assurance conclusion Based on the procedures we have performed, as described below in the paragraph “Scope of Work Performed”, as well as the evidence obtained, nothing has come to our attention that causes us to believe that: • the Sustainability Report is not prepared, in all material respects, in accordance with article 154 of Law 4548/2018 as amended and in effect by Law 5164/2024, which incorporated article 29(a) of EU Directive 2013/34/EU into the Greek legislation; • the Sustainability Report does not comply with the European Sustainability Reporting Standards (hereinafter “ESRS”), in accordance with Regulation (EU) 2023/2772 of the Commission of 31 July 2023 and Directive (EU) 2022/2464 of the European Parliament and of the Council of 14 December 2022; • the process carried out by the Company for the identification and assessment of material impacts, risks and opportunities (hereinafter the "Process"), as set out the Note “Impact, risk and opportunity management” to the Sustainability Report, does not comply with "Impact, Risk, and Opportunity Management" of ESRS 2 "General Disclosures"; • the disclosures included in the section “Disclosures under the EU Taxonomy Regulation (Regulation 2020/852)” of the Sustainability Report are not in compliance with Article 8 of Regulation (EU) 2020/852. Basis for the conclusion The limited assurance engagement was conducted in accordance with International Standard on Assurance Engagements (ISAE) 3000 (Revised) “Assurance Engagements Other than Audits or Reviews of Historical Financial Information” (hereinafter “ISAE 3000”). The procedures in a limited assurance engagement vary in nature and timing from and are less in extent than for a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance engagement is 283
substantially lower than the assurance that would have been obtained had a reasonable assurance engagement been performed. Our responsibilities are further described in the “Auditor’s Responsibilities” section. Professional Ethics and Quality Management We are independent from the Company throughout this work and have complied with the requirements of the Code of Ethics for Professional Accountants issued by the International Ethics Standards Board for Accountants (IAS Code), the ethics and independence requirements of Law 4449/2017 and EU Regulation 537/2014. Our auditing firm applies the International Standard on Quality Management (ISQM) 1 “Quality Management for Firms that Perform Audits or Reviews of Financial Statements, or Other Assurance or Related Services engagements”, and consequently maintains a comprehensive quality management system, which includes documented policies and procedures regarding compliance with ethical requirements, professional standards, and applicable legal and regulatory requirements. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion. Responsibilities of the Company’s Management for the Sustainability Report The Company’s Management is responsible for designing and implementing an appropriate Process to identify the information reported in the Sustainability Statement in accordance with the ESRS and for disclosing this Process in section “Basis for preparation” of the Sustainability Report. More specifically, this responsibility includes: • Understanding the context in which the Company activities and business relationships take place and developing an understanding of its affected stakeholders; • Identifying the actual and potential impacts (both negative and positive) related to sustainability matters, as well as risks and opportunities that affect, or could reasonably be expected to affect, the Company’s financial 284
position, financial performance, cash flows, access to finance or cost of capital over the short-, medium-, or long-term; • Assessing the materiality of the identified impacts, risks and opportunities related to sustainability matters by selecting and applying appropriate thresholds; and • Making assumptions that are reasonable in the circumstances. The Company’s Management is further responsible for the preparation of the Sustainability Report, in accordance with article 154 of Law 4548/2018 as amended and in effect by Law 5164/2024, which incorporated article 29(a) of EU Directive 2013/34/EU into the Greek legislation. In this context, the Company’s Management is responsible for: • Ensuring compliance of the Sustainability Report with the ESRS; • Preparing the disclosures in section “Disclosures in accordance with the Taxonomy Regulation (Regulation (EU) 2020/852)” of the Sustainability Report in compliance with Article 8 of Regulation (EU) 2020/852; • Designing and implementing such internal controls that management determines are necessary to enable the preparation of the Sustainability Report that is free from material misstatement, whether due to fraud or error; and • Selecting and implementing appropriate reporting methods and making assumptions and estimates about individual sustainability disclosures within the Sustainability Report that are reasonable in the circumstances. The Company’s Audit Committee is responsible for supervising the drafting process of the Company’s Sustainability Report. Inherent limitations in preparing the Sustainability Report When disclosing forward-looking information in accordance with the ESRS, the Company’s Management is required to prepare such information based on disclosed assumptions regarding events that may occur in the future and potential future actions of the Company. The actual outcomes of these actions may differ, as anticipated events frequently do not occur as expected. As stated in the Note “[E1 SMB-3] Material impacts, risks and opportunities and their interaction with the strategy and business model” in the Sustainability Statement, the information incorporated in the relevant disclosures is based, inter alia, on climate-related scenarios, which are subject to inherent uncertainty regarding the likelihood, timing, or magnitude of potential future physical and transition climate-related impacts. Our work covered the items listed in the “Scope of Work Performed” section to obtain limited assurance based on the procedures included in the Program, as this is defined in this section. Our work does not constitute an audit or review of historical financial information, in accordance with applicable International Standards on Auditing or International 285
Standards on Review Engagements, and therefore we do not express any assurance other than those listed in the "Scope of Work Performed" section. Auditor’s responsibilities This limited assurance report has been drawn up based on the provisions of Article 154C of Law 4548/2018 and Article 32A of Law 4449/2017. Our responsibility is to plan and perform the assurance engagement to obtain limited assurance about whether the Sustainability Report is free from material misstatement, whether due to fraud or error, and to issue a limited assurance report that includes our conclusion. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence decisions of users taken on the basis of the Sustainability Report as a whole. As part of a limited assurance engagement in accordance with ISAE 3000 (Revised), we exercise professional judgement and maintain professional skepticism throughout the engagement. Our responsibilities in respect of the Sustainability Report, in relation to the Process, include: • Carrying out risk assessment procedures, including an understanding of the relevant internal controls, to identify risks related to whether the Process, followed by the Company to determine the information referred to in the Sustainability Report does not cover the applicable requirements of the ESRS, but not for the purpose of providing a conclusion regarding the effectiveness of the internal controls on the Process and • Designing and carrying out procedures to assess whether the Process for identifying the information referred to in the Sustainability Report is consistent with the description of the Process as disclosed in section “Impact, Risk and Opportunity Management [ESRS 2 IRO-1] and “Material impacts, risks and opportunities and their interaction with strategy and business model [ESRS 2 SBM-3]” of the Report. Moreover, we are responsible for: • Performing risk assessment procedures, including an understanding of the relevant internal control mechanisms, to identify those disclosures that are likely to be materially misstated, whether due to fraud or error, but not for the purpose of providing a conclusion on the effectiveness of the Company’s internal control mechanisms. • Designing and carrying out procedures related to those disclosures of the consolidated Sustainability Report, in which a material error is likely to occur. The risk of not detecting a material misstatement arising from fraud is higher than that arising from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations or the circumvention of internal controls. Scope of Work Performed Our work includes performing procedures and obtaining assurance evidence for the purpose of deriving a limited assurance conclusion and covers only the limited assurance procedures provided for in the limited assurance program issued by ELTE's decision 22.01.2025, as it was formed for the purpose of issuing a limited assurance report on the Company’s Sustainability Report. Our procedures were designed to obtain a limited level of assurance on which to base our conclusion and do not provide all of the evidence that would be required to provide a reasonable level of assurance. 286
Athens, April 15, 2026 The Certified Public Accountant Christina Tsironi Registry Number SOEL 36671 287
E. Independent Auditor`s report 2025 Independent Auditor’s Report (Translated from the original in Greek) To the Shareholders of THESSALONIKI PORT AUTHORITY S.A. Report on the Audit of the Separate and Consolidated Financial Statements We have audited the Separate and Consolidated Financial Statements of THESSALONIKI PORT AUTHORITY S.A. (the “Company”) which comprise the Separate and Consolidated Statement of Financial Position as at 31 December 2025, the Separate and Consolidated Statements of Comprehensive Income, Changes in Equity and Cash Flows for the year then ended, and notes, comprising material accounting policies and other explanatory information. In our opinion, the accompanying Separate and Consolidated Financial Statements present fairly, in all material respects, the separate and consolidated financial position of THESSALONIKI PORT AUTHORITY S.A. and its subsidiaries (the “Group”) as at 31 December 2025 and its separate and consolidated financial performance and its separate and consolidated cash flows for the year then ended, in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. We conducted our audit in accordance with International Standards on Auditing (ISA), as incorporated in Greek legislation. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Separate and Consolidated Financial Statements section of our report. We are independent of the Company and the Group in accordance with the International Ethics Standards Board for Accountants International Code of Ethics for Professional Accountants (IESBA Code), as applicable to audits of the financial statements of public interest entities, together with the ethical requirements that are relevant to the audit of the separate and consolidated financial statements in Greece and we have fulfilled our other ethical responsibilities in accordance with the requirements of the applicable legislation and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Separate and Consolidated Financial Statements of the current period. These matters and the relevant significant assessed risks of material misstatement were addressed in the context of our audit of the Separate and Consolidated Financial Statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters. Contingent liabilities and Provisions arising from Litigation See Note 8.26i to the Separate and Consolidated Financial Statements. The key audit matter How the matter was addressed in our auditOur audit procedures in relation to this matter included, among others, the following: The Company faces a number of pending legal proceedings from third parties amounting to EUR 10.63 million for which it has not provided. The Company provides, based on We reviewed the analysis of all legal proceedings management’s judgement, when it is more likely than not prepared and assessed by management and we 288
that there will be an outflow of benefits, and the amount compared them to lists provided by the legal can be estimated reliably. For this estimate and their department of the Company. relevant contingent liabilities disclosures, management considers all available information including the opinion of We obtained and reviewed internal or/and its legal advisors. external legal confirmations directly requested by us. This area was considered as key audit matter due to the significant number of outstanding litigations, the uncertainty We discussed the possible outcome and the involved in the above estimate, the management’s probable outflow for the most significant pending judgement required and the significant amount of pending legal proceedings with the internal legal legal proceedings.The Company faces a number of pending department or/and the external lawyers and legal proceedings from third parties amounting to EUR management as well. 10.63 million for which it has not provided. The Company provides, based on management’s judgement, when it is For the most significant legal proceeding, we more likely than not that there will be an outflow of reviewed the supporting documentation that benefits, and the amount can be estimated reliably. For this evidences management’s estimates for no estimate and their relevant contingent liabilities disclosures, recognition of provisions and relevant disclosures management considers all available information including based on IFRS requirements. the opinion of its legal advisors. This area was considered as key audit matter due to the significant number of outstanding litigations, the uncertainty Finally, we evaluated the appropriateness and involved in the above estimate, the management’s adequacy of the disclosures which are included in judgement required and the significant amount of pending the notes to the Financial Statements. legal proceedings. Other Information The Board of Directors is responsible for the other information. The other information comprises the information included in the Board of Directors’ Report, for which reference is made in the “Report on Other Legal and Regulatory Requirements” and the Declarations of the Members of the Board of Directors but does not include the Separate and Consolidated Financial Statements and our Auditor’s Report thereon. Our opinion on the Separate and Consolidated Financial Statements does not cover the other information and we do not express any form of assurance conclusion thereon as part of our engagement to audit the separate and consolidated financial statements. In connection with our audit of the Separate and Consolidated Financial Statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Separate and Consolidated Financial Statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. The Board of Directors is responsible for the preparation and fair presentation of the Separate and Consolidated Financial Statements in accordance with IFRS, as adopted by the European Union, and for such internal control as the Board of Directors determines is necessary to enable the preparation of separate and consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the Separate and Consolidated Financial Statements, the Board of Directors is responsible for assessing the Company’s and the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company and the Group or to cease operations, or has no realistic alternative but to do so. 289
The Audit Committee of the Company is responsible for overseeing the Company’s and the Group’s financial reporting process. Our objectives are to obtain reasonable assurance about whether the Separate and Consolidated Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs which have been incorporated in Greek legislation will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Separate and Consolidated Financial Statements. As part of an audit in accordance with ISAs, which have been incorporated in Greek legislation, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: • Identify and assess the risks of material misstatement of the separate and consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s and the Group’s internal control. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors. • Conclude on the appropriateness of the Board of Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s and the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Separate and Consolidated Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company and the Group to cease to continue as a going concern. • Evaluate the overall presentation, structure and content of the Separate and Consolidated Financial Statements, including the disclosures, and whether the separate and consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation. • Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the Group as a basis for forming an opinion on these Group Financial Statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. 290
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Separate and Consolidated Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Report on Other Legal and Regulatory Requirements The Board of Directors is responsible for the preparation of the Board of Directors’ Report and the Sustainability Report and the Corporate Governance Statement that are included in this report for listed entities. Our opinion on the financial statements does not cover the Board of Directors’ Report and we do not express an audit opinion thereon. Our responsibility is to read the Board of Directors’ Report and, in doing so, consider whether, based on our financial statements audit work, the information therein is materially misstated or inconsistent with the financial statements or our audit knowledge. Based solely on that work pursuant to the requirements of paragraph 1, cases aa and b, of article 154C of L. 4548/2018 and case ab, which does not include the Sustainability Report and for which has been issued on date 15 April 2026 a relevant limited assurance report in accordance with the International Standard on Assurance Engagements 3000 (Revised) we note that: (a) The Board of Directors’ Report includes a Corporate Governance Statement which provides the information set by Article 152 of L. 4548/2018. (b) In our opinion, the Board of Directors’ Report has been prepared in accordance with the applicable legal requirements of Articles 150 and 153 of L. 4548/2018, excluding the requirement for the submission of the Sustainability Report of paragraph 5A of Article 150 of the same law, and its contents correspond with the accompanying Separate and Consolidated Financial Statements for the year ended 31 December 2025. (c) Based on the knowledge acquired during our audit, relating to THESSALONIKI PORT AUTHORITY S.A. and its environment, we have not identified any material misstatements in the Board of Directors’ Report. Our audit opinion on the Separate and Consolidated Financial Statements is consistent with the Additional Report to the Audit Committee of the Company dated 14 April 2026, pursuant to the requirements of article 11 of the Regulation 537/2014 of the European Union (EU). We have not provided to the Company and its subsidiaries any prohibited non-audit services referred to in article 5 of Regulation (EU) 537/2014. The permissible non-audit services that we have provided to the Company and its subsidiaries during the year ended 31 December 2025 are disclosed in Note 8.18 of the accompanying Separate and Consolidated Financial Statements. 291
We were appointed for the first time as Certified Auditors of the Company based on the decision of the Annual General Shareholders’ Meeting dated 29 June 2019. From then onwards our appointment has been renewed uninterruptedly for a total period of 7 years based on the annual decisions of the General Shareholders’ Meeting. The Company has an Operations Regulation in accordance with the content provided by the provisions of the article 14 of L. 4706/2020. Subject Matter We were engaged to perform a reasonable assurance engagement to examine the digital files of the company THESSALONIKI PORT AUTHORITY SOCIETE ANONYME. (the “Company” and “Group”), which were prepared in accordance with the European Single Electronic Format (ESEF) and that include the separate and consolidated financial statements of the Company and the Group for the year ended as at 31 December 2025 in XHTML format, and also the file XBRL (213800ETW48B6KOWZA42-2025-12-31-1-en.zip) with the appropriate mark up of the those consolidated financial statements, including other explanatory information (Notes to the Financial Statements) (hereafter the “Subject matter”), in order to verify that it was prepared in accordance with the requirements set out in the Applicable Criteria section. Applicable Criteria The Applicable Criteria for the European Single Electronic Format (ESEF) are defined by the European Commission Delegated Regulation (EU) 2019/815, as in force (hereafter “the ESEF Regulation”) and the 2020/C 379/01 Commission Interpretative Communication issued on 10 November 2020, as required by the L. 3556/2007 and the relevant announcements of the Hellenic Capital Markets Commission and the Athens Stock Exchange. In summary, these Criteria provide, among others, the following: • All the annual financial reports must be prepared in XHTML format. • With respects to the consolidated financial statements based on International Financial Reporting Standards (IFRS), the financial information that is included in the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the Statement of Cash Flows, as well as in the Notes to the consolidated financial statements, must be marked up with XBRL tags and “block tag”, in accordance with the ESEF Taxonomy, as in force. The technical requirements for the ESEF, including the relevant taxonomy, are included in the ESEF Regulatory Technical Standards. Responsibilities of the Board of Directors and those charged with governance The Board of Directors is responsible for the preparation and filing of the separate and consolidated financial statements of the Company and the Group, for the year ended as at 31 December 2025, in accordance with the Applicable Criteria and for such internal control as the Board of Directors determines is necessary to enable the preparation of digital files that are free from material misstatement, whether due to fraud or error. Auditor’s Responsibilities Our responsibility is to issue this Report regarding the evaluation of the Subject Matter, based on our work performed, which is described below in the “Scope of Work Performed” section. 292
Our work was conducted in accordance with International Standard on Assurance Engagements 3000 (Revised) “Assurance Engagements Other than Audits or Reviews of Historical Financial Information” (hereafter “ISAE 3000”). ISAE 3000 requires that we plan and perform our work to obtain reasonable assurance about the evaluation of the Subject Matter in accordance with the Applicable Criteria. In the context of the procedures performed, we assess the risk of material misstatement of the information related to the Subject Matter. We believe that the evidence we have obtained is sufficient and appropriate and support the conclusion expressed in this assurance report. Professional ethics and quality management We are independent of the Company and the Group, throughout this engagement and have complied with the requirements of the International Code of Ethics for Professional Accountants issued by the International Ethics Standards Board for Accountants, the ethics and independence requirements of L. 4449/2017 and Regulation (EU) 537/2014. Our firm applies International Standard on Quality Management (ISQM) 1, “Quality Management for Firms that Perform Audits or Reviews of Financial Statements, or Other Assurance or Related Services Engagements” and consequently maintains a comprehensive quality management system that includes documented policies and procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements. Scope of work performed The assurance work we performed covers only the items included in the 214/4/11-02-2022 Decision of the Hellenic Accounting and Auditing Standards Oversight Board and the Guidelines for the assurance engagement and report of Certified Auditors on the European Single Electronic Reporting Format (ESEF) of issuers with shares listed in a regulated market in Greece”, as these were issued by the Institute of Certified Public Accountants of Greece on 14 February 2022, in order to obtain reasonable assurance that the financial statements of the Company that are prepared by the Board of Directors of the Company comply in all material respects with the Applicable Criteria. Conclusion Based on the procedures performed and the evidence obtained, we express the conclusion that the separate and consolidated financial statements of the Company and the Group for the year ended as of 31 December 2025 in XHTML format, and the XBRL file (213800ETW48B6KOWZA42-2025-12-31-1-en.zip) marked up with respects to the consolidated financial statements, including the other explanatory information (Notes to financial statements), have been prepared, in all material respects, in accordance with the requirements as defined in the Applicable Criteria Athens, 15 April 2026 KPMG Certified Auditors S.A. Alexandros - Petros Veldekis, Certified Auditor Accountant Reg. No. SOEL 186 293
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F. Annual Financial Statements Financial Position Statement for Group and Company Amounts in thousands € Group Group Company Company ASSETS Note 31.12.2025 31.12.2024 31.12.2025 31.12.2024 Non Current Assets Investment Property 8.1 4.161 3.828 4.161 3.828 Tangible fixed assets 8.2 90.905 85.943 90.905 85.943 Intangible assets 8.3 2.884 2.821 2.884 2.821 Right-of-use asset 8.4 36.103 37.601 36.103 37.601 Participation in affiliated companies 8.25 0 0 0 0 Long-term receivables 8.5 71 71 71 71 Other long-term receivables 8.5 0 0 0 0 Restricted cash 8.9 0 0 0 0 Deferred tax assets 8.23 5.069 5.132 5.069 5.132 Total non current assets 139.194 135.395 139.194 135.395 Current Assets Inventories 8.6 7.473 5.146 7.473 5.146 Trade Receivables 8.7 2.152 5.309 2.171 5.261 Down Payments and other receivables 8.8 4.315 4.187 4.381 5.300 Other financial assets 8.9 51.087 76.407 51.087 76.407 Cash and equivalents 8.9 77.099 46.617 77.013 45.508 Total current assets 142.126 137.666 142.125 137.622 Total Assets 281.319 273.061 281.319 273.017 295
Amounts in thousands € Group Group Company Company 31.12.2025 31.12.2024 31.12.2025 31.12.2024 EQUITY Equity Share capital 8.10 30.240 30.240 30.240 30.240 Reserves 8.10 69.086 69.086 69.086 69.086 Retained earnings 108.946 98.379 108.950 98.379 Total Equity 208.272 197.706 208.276 197.706 LIABILITIES Long-term liabilities Provisions for liabilities to employees 8.11 4.364 4.358 4.364 4.358 Lease liabilities 8.27.2 44.830 45.192 44.830 45.192 Other long-term liabilities 8.12 211 196 211 196 Total Long-term liabilities 49.404 49.746 49.404 49.746 Short-term liabilities Liabilities to suppliers 8.13 6.098 5.266 6.098 5.243 Contractual Liabilities 8.13 749 3.132 749 3.132 Current Income tax 8.14 4.994 4.576 4.994 4.576 Short-term lease liabilities 8.27.2 2.284 2.247 2.284 2.247 Other liabilities and accrued expenses 8.13 9.517 10.388 9.513 10.367 Total Short-term liabilities 23.642 25.609 23.638 25.565 Total liabilities 73.047 75.355 73.042 75.311 Total Equity and Liabilities 281.319 273.061 281.319 273.017 The attached explanatory notes are an integral part of the present financial statements. 296
Comprehensive Income Statement for Group and Company Group Group Company Company Amounts in thousands of € Note 1/1-31/12/2025 1/1-31/12/2024 1/1-31/12/2025 1/1-31/12/2024 Sales 8.15 107.389 100.652 107.386 100.523 Cost of sales 8.16 -57.041 -53.585 -57.024 -53.441 Gross profit 50.347 47.067 50.362 47.082 Other income and profits 8.17 1.802 860 1.802 860 Administrative expenses 8.18 -11.021 -12.019 -10.981 -11.935 Operating and sales expenses 8.19 -708 -765 -708 -765 Other expenses and losses 8.20 -743 -203 -833 -351 Operating profit before tax, financial and investment results 39.678 34.941 39.642 34.890 Financial income 8.22 2.702 3.512 2.738 3.549 Financial expenses 8.22 -2.121 -2.200 -2.117 -2.195 Fiscal Year Profit before tax 40.259 36.253 40.263 36.244 Income tax 8.23 -9.460 -8.229 -9.460 -8.229 Profit for the year after tax (A) 30.799 28.023 30.803 28.015 Profit/loss on remeasurement of defined benefit plans 8.11 -93 -21 -93 -21 Income tax payable 8.23 20 5 20 5 Other comprehensive income after tax (B) -72 -17 -72 -17 Aggregated total comprehensive income after tax (A + 30.727 28.007 30.731 27.998 Earnings after tax per share basic and impaired (in €) 8.28 3,06 2,78 3,06 2,78 Profit before tax on financial and investment income and total depreciation and amortization 7.2 48.238 42.636 48.202 42.585 The attached explanatory notes are an integral part of the present financial statements. 297
Statement of Changes in Equity for Group and Company Group Amounts in thousands € Note Share capital Statutory Reserves Tax free Reserves Total Reserves Earnings Total Opening Equity (1.1.2024) 30.240 11.651 57.436 69.086 83.480 182.807 Transactions with Owners Dividends distributed 8.24 - - - - -13.104 -13.104 Other changes during the year Other trsansactions - - - - -3 -3 Year Profit after tax - - - - 28.023 28.023 Other comprehensive income after tax - - - - -17 -17 Aggregated total income after tax - - - - 28.007 28.007 Equity at the end of the year (31.12.2024) 30.240 11.651 57.436 69.086 98.379 197.706 Opening equity (1.1.2025) 30.240 11.651 57.436 69.086 98.379 197.706 Transactions with Owners Dividends distributed 8.24 - - - - -20.160 -20.160 Other changes during the year Other trsansactions - - - - - - Year Profit after tax - - - - 30.799 30.799 Other comprehensive income after tax - - - - -72 -72 Aggregated total income after tax - - - - 30.727 30.727 Equity at the end of the year (31.12.2025) 30.240 11.651 57.436 69.086 108.946 208.272 Company Amounts in thousands € Note Share capital Reserves Reserves Total Reserves Earnings Total Opening Equity (1.1.2024) 30.240 11.651 57.436 69.086 83.485 182.811 Transactions with Owners Dividends distributed 8.24 - - - - -13.104 -13.104 Other changes during the year Other trsansactions - - - - - - Year Profit after tax - - - - 28.015 28.015 Other comprehensive income after tax - - - - -17 -17 Aggregated total income after tax - - - - 27.998 27.998 Equity at the end of the year (31.12.2024) 30.240 11.651 57.436 69.086 98.379 197.706 Opening equity (1.1.2025) 30.240 11.651 57.436 69.086 98.379 197.706 Transactions with Owners Dividends distributed 8.24 - - - - -20.160 -20.160 Other changes during the year Other trsansactions - - - - - - Year Profit after tax - - - - 30.803 30.803 Other comprehensive income after tax - - - - -72 -72 Aggregated total income after tax - - - - 30.731 30.731 Equity at the end of the year (31.12.2025) 30.240 11.651 57.436 69.086 108.950 208.276 The attached explanatory notes are an integral part of the present financial statements. 298
Cash Flow Statement for Group and Company Amounts in thousands € Group Group Company Company Note 31.12.2025 31.12.2024* 31.12.2025 31.12.2024* Cash flow from operating activities Profit after tax 30.799 28.023 30.803 28.015 Plus / minus adjustments for: Depreciation of tangible and intangible assets 8.2, 8.3 6.937 6.169 6.937 6.169 Depreciation of right-of-use assets 8.2, 8.4 1.626 1.594 1.626 1.594 Depreciation of subsidised assets 7.2, 8.17 -2 -68 -2 -68 Provisions 553 531 644 679 Revenue from unused provisions 8.17 -1.340 -151 -1.340 -151 Profit/losses from revaluation of investment properties at fair value -333 -168 -333 -168 Loss on destruction/impairment of fixed assets 230 146 230 146 Current Income Tax 8.23 9.460 8.229 9.460 8.229 Net financial results 8.22 -581 -1.311 -622 -1.354 Plus/minus adjustments for changes in working capital accounts or related to operating activities: (Decrease)/increase in inventories -2.327 -690 -2.327 -690 Decrease/(Increase) in receivables 3.092 -44 4.072 -44 (Decrease)/Increase in liabilities (excluding banks) -1.633 3.229 -1.685 3.269 Payments for personnel indemnities -667 -634 -667 -634 Less: Interest and similar charges paid 8.22 -457 -493 -417 -487 Financial costs of lease liabilities -1.700 -1.708 -1.700 -1.708 Taxes paid -8.628 -6.019 -8.628 -6.019 Net cash inflow/(outflow) from operating activities (a) 35.028 36.635 36.051 36.778 Cash flow from investing activities Purchase of tangible and intangible assets 8.2, 8.3 -12.036 -6.271 -12.036 -6.271 Receipts from sales of tangible and intangible fixed assets 45 420 45 420 Release of other financial assets 8.9 0 7.000 0 7.000 Sale of other financial assets 8.9 213.300 177.231 213.300 177.231 Purchase of other financial assets 8.9 -187.980 -253.637 -187.980 -253.637 Interest and related income received 2.738 3.512 2.738 3.549 Cash flows from financing activities (b) 16.068 -71.745 16.068 -71.708 Cash flows from financing activities Repayments of lease liabilities (interest payments) -454 -410 -454 -410 Dividends paid 8.24 -20.160 -13.104 -20.160 -13.104 Net cash inflow/(outflow) from financing activities (c) -20.614 -13.514 -20.614 -13.514 Net increase/(decrease) in cash and cash equivalents (a) + (b) + (c) 30.482 -48.625 31.505 -48.444 Opening cash and cash equivalents 46.617 95.241 45.508 93.952 Cash and cash equivalents year end 77.099 46.617 77.013 45.508 The attached explanatory notes are an integral part of the present financial statements. The comparative amounts in the lines “Purchase of other financial assets” and “Sale of other financial *assets” have been restated. (Note 8.9) 299
G. Notes on the Annual Financial Statements 1. Incorporation and Company activity Public limited company ThPA S.A. was incorporated in the year 1999, for a term of 100 years, by the conversion of the Public Law Legal Entity «Thessaloniki Port Authority» (the Company) to a public limited company, pursuant to Law 2688/1999. The company is involved in the sector of auxiliary activities related to transportations (STACOD ’08, code 52), i.e. the provision of services of loading/unloading cargoes, their storage, of other port services, of the service of passenger traffic etc. The shares of the Company are listed in the Main Market of the Athens Stock Exchange with 19,82% of the total shares being offered to the investing public. In 2020, the Company established a subsidiary in Bulgaria (with a 100% stake) based in Sofia, within the framework of its strategies. 2. Legal Framework The Company is governed by the principles of the Société Anonyme law 4548/2018 and the founding Law 2688/1999 as amended and in force. The Company’s goal is to fulfill the obligations, to carry out the activities and to exercise the opportunities arising from the concession agreement between the Company and the Greek State as amended and in force at the time. The Company’s goal as described in Article 3 of its Articles of Association, includes in particular: • The exploitation of the rights granted to it under the Concession Agreement as well as the maintenance, development, and exploitation of the conceded assets in accordance with the Concession Agreement, • The provision of services and facilities to vessels, cargo and passengers, including mooring and cargo handling, • The installation, organization, and operation of all types of port infrastructure, • The undertaking of any activity relating to the Port of Thessaloniki, commercially or reasonably adjacent to it, • The conclusion of contracts with third parties for the provision of port services of all kinds, • The award of works contracts, • Undertaking any kind of activity, whether intentional or routine, in the context of its business activity under the Concession Agreement. • Undertaking any activity other than those carried out by commercial companies in general. 3. Concession agreement for the right of use and exploitation of the terrestrial port zone of the Port of Thessaloniki The Company has the exclusive right to use and exploit the plots, buildings and installations of the terrestrial port zone of the Port of Thessaloniki, which are property of the Greek State. The above exclusive th right was conceded to ThPA S.A. by virtue of the concession agreement of June 27 2001 between the 300
Greek State and ThPA S.A. and expires in the year 2051. The above agreement was amended and coded in February 2018 and ratified by Law 4522/07.03.2018 (Gov. Gaz 39). The main points of the Amended or Revised Concession are as follows: • The right of use extends over the land sections covered or not, the existing buildings, the technical- port works, the embankments, service roads, railway network, public utility networks, extensions to sites- works, the port maritime zone, in general over the premises of the vertical projection of the terrestrial port zone except from buildings serving public services and specially designed buildings of the pier a΄ and its surroundings. • Through this concession agreement, the Greek State grants to ThPA S.A the exclusive right to hold, use, manage, maintain, improve and exploit the concession information throughout the duration of the Concession, subject to the terms and conditions set forth in this agreement. • The right will expire on 27 June 2051, the fiftieth (50th) anniversary of the 2001 Concession, subject to an early termination in accordance with Article 25. • The termination or expiration of the agreement implies the liability of ThPA S.A. to remit the concession to the State in the situation provided for in Article 26 of the Concession. A concession fee is determined as a percentage of the Company's total consolidated revenue at 3,5%, with a minimum annual amount payable, €1,82 million. ThPA S.A. is liable: • To take all reasonable steps within its sphere of influence to ensure that all operations, activities and transactions undertaken under this Concession will contribute to the development of the Port of Thessaloniki as provided for in the program objectives. • To fulfill its liabilities under this Concession in accordance with applicable laws, regulations and ordinances of general application. • To operate the Port of Thessaloniki and to fulfill in all respects its obligations arising from this Agreement in accordance with good industry practice. The Greek State is liable: • To provide the necessary assistance to fulfill the purpose of the concession. 4. Framework for the preparation and basis for the presentation of the financial statements 4.1. Framework for the preparation The corporate and consolidated financial statements have been compiled in accordance with the International Financial Reporting Standards (IFRS), as they have been published by the International Accounting Standards Board (IASB) as well as in accordance with their relevant Interpretations, as published by the Standards Interpretation Committee of the IASB, as they have been adopted by the European Union and mandatorily applied for the fiscal years ending on December 31, 2025. There are no standards and standards interpretations that have been applied prior to the date of beginning of their application. The corporate and consolidated financial statements attached have been prepared on the basis of the principle of going concern and the principle of historic cost, besides investment property and loans to 301
affiliated companies measured at fair value, lease liabilities, rights to use assets and provisions for employee benefits measured at present value. The preparation of financial statements requires to incur estimates and adopt assumptions by Management that affect assets, liabilities, profit or loss and disclosures. Actual facts may differ from the estimates and assumptions of the Management. The areas that contain more estimates and assumptions are listed in section 4.4. The financial statements refer to individual and consolidated financial statements. 4.2. Presentation basis The corporate and consolidated financial statements are presented in thousands of Euro, unless otherwise stated. The annual financial statements of the fiscal year that ended on December 31, 2025 have been prepared in compliance with the International Financial Accounting Standards, adopted by the European Union and approved by the Board of Directors on 15.04.2026 (decision by the BoD of ThPA S.A. no. 8082/15.04.2026). The Annual corporate and consolidated Financial Statements of the Group and the Company, the Chartered Accountant Auditor’s Report and the Management Report by the Board of Directors for the fiscal year that ended on December 31, 2025 have been posted on the Company’s website www.thpa.gr. 4.3. Standards-Amendments and Interpretations in force since 01.01.2025 Changes in accounting policies and disclosures The accounting policies adopted are consistent with those adopted in the previous fiscal year, except for the following standards, which the Group and the Company adopted as of January 1, 2025. Α. Standards and Interpretations effective for the current financial year New Standards, Interpretations, Revisions, and Amendments to existing Standards that have become effective and have been adopted by the European Union: As of January 1, 2025, the Company and the Group adopted all changes to IFRS as adopted by the European Union (“EU”) that are relevant to their operations. This adoption has not had a significant impact on the financial statements of the Company and the Group. Β. Standards and Interpretations for period after 31.12.2025 The following New Standards, Amendments and Interpretations have been issued by the International Accounting Standards Board (IASB) but are not yet effective for annual periods starting 1st January 2025. Those relating to the Company’s and Group’s operations are presented below. IFRS 18 ‘Presentation and Disclosures in Financial Statements’ (effective for annual periods beginning on or after 01/01/2027) 302
In April 2024, the International Accounting Standards Board (IASB) issued a new standard, IFRS 18, which replaces IAS 1 ‘Presentation of Financial Statements’. The new accounting standard introduces the following key new requirements: • Entities are required to classify all revenue and expenses into five categories in the income statement, namely: operating, investing, financing, discontinued operations, and income taxes. Entities are also required to present a new, defined subset of operating profit. The entity’s net profit will not change. • Management-defined performance measures (MPMs) are disclosed collectively in a single note to the financial statements. • Specific guidance is provided on how to group information in the financial statements. The Standard becomes effective for annual reporting periods beginning on or after 01 January 2027 and earlier application is permitted. This Standard has not yet been adopted by the European Union. Amendments to Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7) (effective for annual periods beginning on or after 1 January 2026). The amendments clarify that a financial liability is derecognized on the “settlement date” and introduce as an accounting policy choice the derecognition of financial liabilities settled using an electronic payment system before the settlement date. Further clarifications include the classification of financial assets linked to ESG characteristics through additional guidance on the assessment of contingent characteristics. Further clarifications are provided on non- recourse loans and contractually linked instruments. The amendments require additional disclosures for investments in equity instruments measured at fair value through other comprehensive income (FVOCI). Annual Improvements to IFRSs Amendments to IFRS 1, IFRS 7, IFRS 9, IFRS 10 and IAS 7 (effective for annual periods beginning on or after 1 January 2026) In the “Annual Improvements to IASs and IFRSs - Volume 11” issued on 18 July 2024 by the International Accounting Standards Board, amendments were published that include clarifications, simplifications, corrections and changes to the following Standards: • IFRS 1 First-time adoption of International Financial Reporting Standards - Hedge accounting on first-time adoption • IFRS 7 Financial Instruments: Disclosures: - Gain or loss on derecognition - Disclosures of differences between fair value and transaction price - Credit risk disclosures • IFRS 9 Financial Instruments, - Derecognition of lease liabilities - Transaction price • IFRS 10 Consolidated Financial Statements - Identification of a “de facto agent” • IAS 7 Statement of Cash Flows - Cost Method The amendments to IFRS 9 clarify: 303
• the difference between IFRS 9 and IFRS 15 Revenue from Contracts with Customers regarding initial measurement of trade receivables • the issue of how a lessee accounts for the derecognition of a lease liability in relation to IFRS 9. The amendment on derecognition of lease liabilities applies only to lease liabilities that are derecognized on or after the beginning of the annual reporting period in which the amendment is first applied. The amendments are effective for annual periods beginning on or after 1 January 2026, with earlier application permitted. These amendments have not yet been adopted by the European Union. The Company is currently assessing the impact of the above amendments on its financial statements for future periods. 4.4. Important judgments, estimates and assumptions Preparation of the financial statements in compliance with the IFRS requires that the Group and the Company management make judgements, accounting estimates and assumptions which affect the published assets and liabilities, and also disclose contingent assets and liabilities on the date the financial statements are prepared, as well as the published income and expenses for the reference period. Actual results may differ from those which were estimated. Estimates and judgements are constantly re-assessed and are based both on past experience and on other factors including expectations about future events considered reasonable based on specific circumstances and are constantly re-assessed using all available information. A major accounting estimate is considered to be one where it is important for the picture of the Group and Company’s corporate and consolidated financial situation and its results and requires more difficult, subjective or complicated management judgements about the impact of assumptions which are uncertain. The Group and the Company evaluate such estimates on a continuous basis, relying on past results and on experience, meetings with experts, trends and other methods which are considered reasonable under the specific circumstances, and the forecasts about how they could change in the future. The key judgements and estimates made by Company Management which have a major impact on the amounts recognised in the corporate and consolidated financial statements primarily deal with: Important judgements ➢ Leases (Note 8.27) ThPA S.A. Concession Agreement to the Greek State: The Company has the exclusive right to use and exploit the lands, buildings and facilities of the Land Port Zone of the Port of Thessaloniki, which are owned by the Greek State. The above exclusive right was granted to ThPA S.A. under the concession contract from 27 June 2001 between the Greek State and ThPA S.A.. and expires in the year 2051. The above contract was amended and codified in a single text in February 2018 and was ratified by Law 4522 / 7-3-2018 (Government Gazette 39). The main points of the amended or revised contract are as follows: 304
• The right of use extends to the covered or uncovered parts of the land, to the existing buildings, technical-port works, alluviums, internal roads, railway network, supply networks, to the extensions of works-sites, to the sea zone of the port, generally to the vertical components of the land port zone with the exception of buildings that serve the needs of public services, specially designed buildings of the first pier. • Under this Concession Agreement, the Greek State grants to ThPA S.A. the exclusive right to possess, use, manage, maintain, improve and exploit the concession data throughout the Concession Duration subject to the terms and conditions provided by this contract. • The Right will expire on June 27, 2051, i.e., the fiftieth (50th) anniversary of the 2001 Convention subject to early termination in accordance with Article 25. • The expiry or termination automatically implies the obligation of ThPA S.A. to return to the State what has been granted, in the situation provided for in Article 26 of the contract. A fee is paid which is determined as a percentage of the total income of the Company at 3.5%, with a minimum annual amount of € 1,82 million. Company`s Management in previous fiscal year examined whether the contract related to the granting of exclusive right of use and exploitation of lands and building facilities at Port of Thessaloniki falls within the provisions of IFRIC 12. IFRIC 12 (Service Concession Arrangements - Codified) was not applied in the recognition of the concession agreement in the year of measurement as the Company retains control over the pricing of its operations. The Company in previous fiscal year made a significant assessment to determine the "Incremental borrowing rate" used to recognize the lease agreement with the Greek State. It also conducted judgments and assessments regarding the leases that the Company is a lessor as to whether they relate to operating or financial leases. ➢ The useful life of depreciated assets and their residual value (Note 5.4, 8.2) The Group and Company`s Management examine the useful life of depreciated assets every fiscal year, to assess whether they continue to be suitable. To assess the useful life, Group and Company Management take account of the expected use of assets, the expected natural wear and legal or similar restrictions to the use of an asset. Group and Company Management consider that the useful life on 31.12.2025 reflects the expected utility period of assets. ➢ Impairment testing of tangible fixed assets and participations (Note 8.2, 8.27) By the end of each fiscal year, the Group’s and Company’s management assesses whether there are any indications of a possible impairment of the value of property, plant, and equipment and investments in subsidiaries. Regarding fixed assets, the following factors are considered when assessing such indications: economic obsolescence, physical condition, expected use, and the present value of the estimated future cash flows of the asset. With regard to investments, financial performance is examined for indications of impairment, and future cash flows are calculated to determine the recoverable amount. 305
➢ Income tax (Note 8.23, 8.26.3) The Group and company are liable to pay income tax to the Greek and Bulgarian tax authorities. Significant estimates are needed when making income tax provisions. There are many transactions and calculations for which the final level of tax is uncertain during normal business operations. The Group and company recognise liabilities for issues expected to arise during tax audits based on its estimates on the extent to which additional taxes will be owed. When the final result in those tax cases differs from the amounts initially computed, such differences shall have an impact on the income tax and the provisions for deferred taxation in the period in which those amounts become final. ➢ Impairment of receivables (Note 8.7) Bad debt accounts are recorded at the amounts expected to be recovered. Estimates of the amounts expected to be recovered are based on analysis and the Company’s experience regarding the likelihood of customer defaults. As soon as it becomes known that a specific account is subject to a risk greater than the usual credit risk (e.g., low creditworthiness of the customer, dispute regarding the existence of the receivable or its amount, etc.), then the account is analyzed and recorded if the circumstances indicate that the receivable is uncollectible. Provisions for bad debt accounts are based on historical collection data and take into account expected credit risk. The Group’s management applies a model to calculate expected credit losses over the entire life of its receivables. The model is based on past experience but is adjusted to reflect forecasts regarding the future financial condition of customers as well as the economic environment. The relationship between historical data, future financial conditions, and expected credit losses involves significant estimates. The amount of the provision is recognized as an expense in distribution expenses on the income statement. In addition, the Group’s and the Company’s management assess the recoverability of other receivables related to legal proceedings, taking into account the opinions and judgments of its legal advisors as well as historical data on the outcomes of similar legal proceedings. For a receivable arising from legal cases to be considered recoverable, it must be virtually certain that an inflow of economic benefits will result. ➢ Other provisions and Contingent Liabilities (Note 8.26.1) The Group and the Company, in association with the legal advisor who handles the cases, evaluate the outcome of the court decisions at the end of each year. Based on the judgment of the Management that is based on all available information, including the opinion of the legal advisors who manage its cases, the Company proceeds to the formation of the necessary provision or disclosure of any liabilities related to pending court cases. The above assessment is a complex process that involves judgments about the possible consequences as well as interpretations of laws and regulations. ➢ Defined benefit plans (Note 8.11) The cost of benefits for defined benefit plans is calculated using actuarial estimates, which utilize assumptions for the discounting factors, the rate of salary increases and mortality rates. Due to the long- term nature of the plans, such assumptions are subject to considerable uncertainty. 306
➢ Investment property (Note 8.2) The values of investment property are assessed annually by independent appraisers who have used reasonable assumptions and appropriate data to develop suitable models for determining the fair value of investment property. 5. Summary of significant accounting policies The basic accounting policies observed by the Group and the Company for the preparation of its financial statements are the following: 5.1 Consolidation i) Business combinations The Group accounts for the acquisition using the purchasing method when all of the activities and assets acquired meet the definition of a business and control is transferred to the Group. To determine whether a particular set of activities and assets constitutes a business, the Group assesses whether the set of assets and activities acquired includes at least one input and a substantive process and whether the acquired set has the potential to produce results. The Group has the option to apply a "concentration control" that allows a simplified assessment of whether an acquired set of activities and assets is not a business. This optional "concentration control" is met if substantially all the fair value of the assets acquired is aggregated into a single identifiable asset or a set of similar identifiable assets. In the event that, the full or part of the price is repaid in the long term and is made in cash, the amount payable should be discounted to the present value of the day on which the redemption took place. The discount rate to be used is the interest rate at which the Company could borrow from an independent source under corresponding terms and conditions. The price to be paid for the acquisition is generally measured at its fair value, as are the net assets acquired. Any goodwill arising is checked annually for impairment. Any gain from a bargain is recognized immediately in profit or loss. Transaction costs are expensed when incurred, unless related to the issuance of bonds or equity securities. The price does not include amounts related to any pre-existing relation vessel settlement. These amounts are generally recognized in the results. Any price payable by the Group is initially recognized at its fair value at the date of acquisition and is categorized either in equity or as a financial liability. Amounts that have been classified as a financial liability are reassessed at fair value and any changes are recognized in profit or loss. There is no subsequent measurement for amounts that have been recorded in equity. 307
ii) Subsidiaries Subsidiaries are entities controlled by the Group. The Group "controls" an entity when it is exposed to or entitled to variable returns from its involvement with the entity and has the ability to influence those returns through its power over the entity. The Financial Statements of the subsidiaries are included in the consolidated Financial Statements from the date of commencement of the audit until the date on which the audit ceases. Subsidiaries are fully consolidated (full consolidation) using the acquisition method from the date on which control is transferred to the Group and are deconsolidated from the date that such control ceases. iii) Non-controlling interests Non-controlling interests are initially measured at their proportionate share of the identifiable net assets of the acquired entity at the acquisition date. Changes in the percentage of the Group's participation in a subsidiary that do not lead to a cessation of "control" over the subsidiary are recorded in equity. iv) Eliminations Transactions between Group companies, balances and unrealized gains and losses (excluding foreign exchange gains and losses) related to transactions between Group companies are eliminated. Also unrealized losses and unrealized gains are eliminated, but only to the extent that there is no indication of impairment. 5.2 Foreign currency I. Foreign currency transactions and balances Foreign currency transactions are translated into the functional currency of the Group companies using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses arising from the settlement of such transactions during the period and the translation of monetary items denominated in foreign currencies at the exchange rates ruling at the balance sheet date are recognized in profit or loss. Non-monetary items denominated in foreign currencies and valued at historical cost are translated at the exchange rates ruling at that date. Non-monetary items denominated in foreign currencies and valued at fair value are translated at the exchange rates ruling at the dates of the fair values. In this case, the resulting exchange differences from the change in fair value are recorded in the income statement or directly in other comprehensive income, depending on the item. II. Business activities abroad The assets and liabilities of the companies participating in the consolidation and which are initially presented in a currency other than the presentation currency of the Group have been translated into EURO at the closing rate of the balance sheet. Income and expenses are translated into the Group's presentation currency at the average exchange rates during the reporting period (unless the average exchange rate is a reasonable approximation of the cumulative effect of the exchange rates prevailing at the dates of the transactions, in which case the income and expenses are converted. at the exchange rates prevailing on the dates of the transactions). Any differences arising from this procedure are recorded in the statement of comprehensive income and cumulatively in the foreign currency balance sheet reserve of the net position except for the portion of those differences allocated to non-controlling interests, when any. In the event 308
that a foreign business activity is sold in whole or in part so as to lose control of the Group in that business, the accumulated foreign exchange differences recorded in the foreign currency balance sheet of the net position are transferred to profit or loss. of profit or loss from the sale. 5.3 Property Investments The Group and the Company own four plots, located outside the Port Zone, which are held in order to generate rent or to increase the value of their capitals. Investments in Real Estate are initially valued in the acquisition cost, inclusive of transaction expenses. They are subsequently recognized at their fair value. Their fair value is determined by independent chartered surveyors. The book value recognized in the Group and Company’s corporate and consolidated financial statements reflects the market conditions at the date of the financial statements. Every profit or loss arising from a change of the fair value of the investment, is recognized in the income statement of the fiscal year in which the change occurs. 5.4 Tangible fixed assets utilized for own purposes Utilizing the provisions of IFRS 1: “First time adoption of IFRS”, the Company used the exception regarding st the valuation of tangible fixed assets, when preparing the IFRS transition Balance Sheet on January 1 2004. In this context, it considered the readjusted values of the tangible fixed assets, as they were determined by the committee of article 9 of Codified Law 2190/1920, in May 2000, when ThPA S.A. was converted to a public limited company and before it was listed on the Athens Stock Exchange, as the deemed cost for the purposes of compilation of the transition Balance Sheet on January 1, 2004. Subsequent to the transition date, the tangible fixed assets are evaluated at the deemed cost, less the accumulated depreciations and their impairments. The acquisition cost of the fixed assets consists of the purchase price, including the import tariffs, if applicable, and the non-rebate purchase taxes as well as any other cost needed in order to render the fixed asset functional and ready for future use. The repairs and maintenances are recorded among the expenses of the period when they are realized. Significant subsequent additions and improvements are capitalized in the cost of the relevant fixed assets. or are recorded as a separate asset only if they are expected to bring future financial benefits to the Group and Company. Fixed assets that are constructed by the Group and Company, are posted at own manufacture cost, which includes the cost of subcontractors, the material and expenses of payroll of the technicians regarding the constructions (including the relevant employer social security contributions) as well as a proportion of general administrative expenses. Assets under construction include fixed assets under construction and are presented at cost. Assets under construction are not depreciated until the fixed asset is complete and available for the productive use for which it was intended. The plots are not depreciated. The depreciations of the other tangible assets are computed by the straight- line method based on the following useful lives per category of fixed assets: 309

Fixed Asset Category / Useful lives in years | Buildings | Machinery & Mechanical Equipment | Vehicles | Furniture and other equipment
Buildings/Additions | 15 to 30 |  |  |
Technical works | 10 to 40 |  |  |
Mechanical installations |  | 8 to 10 |  |
Crane bridges - Mobile and electric cranes |  | 15 to 30 |  |
Loaders |  | 7 to 15 |  |
Machinery |  | 10 to 15 |  |
Loading tools |  | 15 |  |
Forklifts |  | 10 to 15 |  |
Transport equipment |  |  | 10 to 15 |
Watercraft |  |  | 15 |
Furniture and other equipment |  |  |  | 6 to 10
Computers and electronic assemblies-Office machines |  |  |  | 3 to 5

Useful lives of fixed assets are subject annually to reassessment on the preparation of the financial consolidated statements. The Group and Company re-evaluate the useful lives of machinery, taking into account the expected use of assets and the expected natural wear. A review of the residual value of fixed assets is also carried out on an annual basis. 5.5 Intangible assets Intangible assets concern the cost of purchase of software as well as any expense realized to develop software in order for it to be commissioned. The depreciation of the software is calculated based on the fixed line method and within a period of 3-10 years. 5.6 Impairment of assets According to IAS 36, property, plant and equipment and intangible assets, as well as participations in associated enterprises, must be assessed for possible impairment when there are indications that the book value of the asset exceeds its recoverable amount. Whenever the book value of an asset exceeds its recoverable amount, the corresponding impairment loss is recorded in the profit and loss account. 310
The recoverable amount of an asset is the greater amount between the estimated fair value less disposal costs and the value in use. Net sale value is considered the possible income from the sale of an asset in the context of a mutually beneficial transaction in which the parties have full knowledge and voluntarily accede, after deducting any additional direct costs of disposal of the asset, while value in use is the present value of the estimated future cash flows expected to be realized from the continued use of an asset and from its disposal at the end of its estimated useful life. For the purposes of determining impairment, assets are grouped at the lowest level for which cash flows can be determined separately (cash-generating units). Impairments recognized in prior periods on non-financial assets are reviewed at each reporting date for any reversal. 5.7 Financial Instruments A financial instrument is every contract that creates a financial asset in a company and a financial liability or an equity security in another company. Financial assets Company`s financial assets include the following: • Trade and other receivables • Guarantees given, • Time deposits (over 6 months) • Cash and cash equivalents Initial recognition and measurement Upon initial recognition, financial assets are classified according to their nature and characteristics into one of the following three categories: • Market financial assets measured at amortized cost, • Financial assets measured at fair value through profit or loss, • Financial assets measured at fair value through other comprehensive income The classification of financial assets at initial recognition depends on the characteristics of their conventional cash flows and the Group and Company's business model for the management of financial assets. Refinancing of financial data is carried out in rare cases and is related to a decision of the Group and Company to modify the business model that applies for the management of these financial assets. All financial assets, besides trade receivables that do not contain a significant part of the financing, are initially recognized at their fair value which is usually the acquisition cost plus any direct transaction costs. Trade receivables that do not contain a significant funding component are measured at transaction value. Purchases and sales of financial assets are recognized upon the date of transaction which is the date that Group and Company commit to purchase or sell the asset. 311
Subsequent measurement i. Financial assets measured at amortized cost This category classifies the financial assets for which both of the following conditions are met: 1. the financial asset is held within a business model, the objective of which is to hold financial assets for the purpose of collecting contractual cash flow; and 2. under the contractual terms of the financial asset, cash flows are generated at specified dates consisting solely of repayment of principal and interest on the outstanding principal balance. This category includes all financial assets of the Group and the Company except for the Company's loan to its subsidiary ThPA Sofia EAD which is measured at fair value through profit and loss and reflected in long-term receivables. ii. Financial assets valuated at fair value through other comprehensive income A financial asset is measured at fair value through other comprehensive income if both of the following conditions are met: 1. the financial asset is retained within a business model the objective of which is achieved both by the collection of contractual cash flows and the sale of financial assets; and 2. On the basis of the contractual terms of the financial asset, cash flows that consist exclusively of capital repayment and interest on the outstanding capital are created at specific dates. This category includes all financial assets of the Group and the Company except for the Company's loan to the subsidiary ThPA Sofia EAD which is measured at fair value through profit or loss and is reflected in long-term receivables. iii. Financial assets measured at fair value through profit or loss A financial asset is measured at fair value through profit or loss unless it is measured at amortized cost in accordance with paragraph (i) or at fair value through other comprehensive income in accordance with paragraph (ii). However, during initial recognition, the Group and the Company may elect irrevocably for specific investments in equity instruments that would otherwise be measured at fair value through profit or loss, presenting other changes in fair value to other comprehensive income. Realized and unrealized gains or losses arising from changes in the fair value of financial assets measured at fair value through profit or loss are recognized in profit or loss in the period in which they arise. Financial asset cessation of recognition The Group and Company cease to recognize a financial asset when and only when the contractual rights to the cash flow of the financial asset expire or transfer the financial asset and the transfer meets the conditions for write-off. 312
Impairment of financial assets Under IFRS 9, impairment of financial assets measured at amortized cost or at fair value through other comprehensive income is recognized by recognizing the expected credit losses. At each reporting date, IFRS 9 requires measuring the provision for a financial instrument for an amount equal to the expected lifetime loss if the credit risk of the financial instrument has increased significantly since initial recognition. On the other hand, if at the reporting date the credit risk of a financial instrument has not increased significantly from the initial recognition, IFRS 9 requires the provision for a loss provision for that financial instrument to be equal to the expected 12-month credit losses. The risk parameters taken into account for the calculation of expected credit losses are the estimated default probability, the percentage of loss on the principal due to the fact that the client has failed to repay the amount due and the outstanding balance of the company in case of default the customer's. In certain cases, the Group and Company may assess for certain financial information that there is a credit event when there is internal or external information indicating that the collection of amounts determined under the relevant contract is unlikely to be collected as a whole. Regarding, Trade and Other Receivables, IFRS 9 requires the use of the simplified approach to calculate the expected credit losses. The Group and Company, using this approach, have calculated the expected credit losses over the life of the receivables. For this purpose, a maturity forecasting matrix was used to measure the projections in a way that reflects past experience and predictions of the future financial situation of customers and the economic environment. Financial liabilities Group and Company`s financial liabilities include the following: • Liabilities to suppliers • Other long-term liabilities Initial recognition Suppliers` balances and other liabilities are recognized at cost that is the fair value of the future payment for the purchases of goods and services provided. Commercial and other short-term liabilities are not interest-bearing accounts and are usually settled in 0-180 days. All loans are initially recorded at cost, which reflects the fair value of the receivables less the relevant direct acquisition costs where they are significant. Subsequent measurement After initial recognition, an entity measures all financial liabilities at amortized cost using the effective interest method except for: a. financial liabilities at fair value through profit or loss. 313
b. financial liabilities that arise when the transfer of a financial asset does not qualify for derecognition or when the continuing involvement approach is applied. c. financial guarantee contracts d. loan commitments at lower interest rates than those on the market. The unamortized cost of loans is calculated by taking into account issuing costs and the difference between the original amount and the maturity. Gains and losses are recognized in profit or loss when the liabilities are written off or impaired, and through the amortization process. Loans are classified as current liabilities unless the Group and Company have the right to postpone the repayment of the liability for at least 12 months from the date of the Financial Statements. Financial liabilities cessation of recognition An entity ceases to recognize a financial liability (or part thereof) in its financial statements when, and only when, it is repaid, that is, when the liability set out in the contract is fulfilled, canceled or expires. An exchange between an actual debtor and a borrower of debt securities in substantially different terms is accounted for as a repayment of the original financial liability and recognition of a new financial liability. Similarly, a material change in the terms of an existing financial liability (whether due to a borrower's financial difficulty or not) is accounted for as a repayment of the original financial liability and recognition of a new financial liability. The difference between the carrying amount of a financial liability (or a portion of a financial liability) payable or transferred to another party and the consideration paid, including the non-cash assets and the liabilities assumed, is recognized in the income statement. Reclassification of financial liabilities The Group and Company may not reclassify any financial liability. Financial instruments` offset The offsetting of financial assets with liabilities and the presentation of the net amount in the corporate and consolidated Financial Statements is made only if there is a legal right to set off and there is an intention to settle the net amount resulting from the offsetting or simultaneous settlement. 5.8 Income taxation (Current and Deferred) Current and deferred income tax are calculated based on the relevant financial statement accounts, in compliance with tax laws which apply in Greece. The current income tax concerns the tax on the taxable profits of the Group and Company, as adjusted in compliance with the requirements of tax law and calculated based on the current tax rate. The income tax in the income statement includes the tax for the current year, as estimated in the income tax return, as well as the estimated additional taxes that may be levied by the tax authorities on the clearance of the unaudited years. These assumptions take into account the experience of the past and 314
the analysis of current events and circumstances. Therefore, the final settlement of income tax may deviate from the income tax recorded in the corporate and consolidated financial statements. Deferred taxation is calculated using the liability method for all provisional tax differences on the balance sheet date and between the tax basis and the carrying value of assets and liabilities. Anticipated tax effects from provisional tax differences are determined and appear either as future (deferred) tax liabilities, or as deferred tax receivables. Deferred tax receivables are entered for all deductible provisional differences and transferred tax losses to the extend it is thought likely that there will be tax profits available, against which the deductible provisional difference may be utilized. Future taxable profits are determined by the reversal of temporary taxable differences. If the amount of taxable temporary differences is not adequate to recognize the deferred tax claim as a whole, then future taxable profits are taken into account, adjusted to the reversals of the existing temporary differences. Regarding deferred tax recognition, the Group and Company assessed the leased asset and the lease obligation together as a single or "complete" transaction and assessed the net temporary difference. Deferred tax receivables and liabilities are calculated using the tax rates expected to apply in the period when the receivable or liability will be settled, taking into account the tax rates adopted or substantively adopted, until the balance sheet date. Most changes to deferred tax assets or liabilities are recognized as tax expenses in the results. Only changes to deferred tax assets or liabilities which are related to a change in the value of the asset or liability which are recognized directly in equity, are debited or credited directly in equity by means of other comprehensive income. More information is cited in Note 8.23. 5.9 Inventories Consumables and spare parts used for the maintenance of the company’s mechanical equipment are valued at either cost price or net realisable value, whichever is lower, and their cost is calculated using the weighted average cost. Such consumables are posted as inventories when purchased and after they are placed in use they are posted to expenses or are capitalised. At the end of each fiscal year, the Group and Company re-examine the possibility of its inventories having become obsolete and make a corresponding provision or deletes them from the books. 5.10 Cash and equivalents Cash and equivalents include cash, sight deposits, short-term, up to 3 months or less from the date of acquisition, investments and time deposits, which are highly liquid and of minimal risk. The guarantees given from the Group and Company, concern frozen cash (deposits) in the context of the issuance of a letter of guarantee related to the port concession agreement by the state. As this amount is frozen for a period of more than one year, it is reflected in the corporate and consolidated financial statements financial statements of the Non-Current Assets at their fair value. Items in cash holdings and equivalents run minimal risk of changes to their value. Time deposits and Greek State Treasury Bills that exceed 3 months from the date of acquisition are entered in other financial assets in the financial position statement. 315
5.11 Share capital Share capital is calculated based on the face value of shares which have been issued. Capital Share increases by cash include every premium on the initial share capital issue. Every such transaction cost related to the issue of the shares as well as any relative income tax liability arising, are deducted from the share capital increase. 5.12 Provisions for risks and expenses and contingent liabilities/receivables: Provisions for risks and expenses are recognised when the company has a current legal or presumed commitment as a result of past events or when it is likely that there is a resource outflow which entails financial benefits and the relevant commitment can be reliably assessed. Provisions are valued on the balance sheet date and are adjusted in order to reflect the current value of the expense which is expected to be required to settle the liability. Contingent liabilities are not entered in the corporate and consolidated financial statements financial statements but are disclosed, unless the likelihood of a resource outflow incorporating financial benefits is minimal. Contingent receivables are not posted to the corporate and consolidated financial statements financial statements but are disclosed where the inflow of financial benefits is likely. 5.13 State subsidies The Group and Company are subsidized from Community programmes to acquire intangible and tangible fixed assets. Subsidies are recognised when there is a reasonable assurance that the subsidy will be collected, and all relevant terms and conditions will be complied with. Asset subsidies are recognised long-term liabilities, depreciated pursuant to the useful life of the subsidized fixed asset and appear in the “Other Income” account in the Comprehensive Income Statement. 5.14 Dividends Dividends are posted when the right to collect them is vested by shareholders, by means of a resolution by the General Meeting of Shareholders. 5.15 Income recognition The most important income categories for the Group and Company are: Container Terminal revenues from unitized cargo handling, that include: • Vessel services • Shore services • Adaptation and parable • Exploitation of Spaces 316
Conventional Terminal revenues, that include: • Vessel services • Shore services • Adaptation and parable • Exploitation of Spaces • Income from Other benefits Passenger Terminal revenues, that include: • Vessel services • Shore services • Adaptation and parable • Income from Other benefits Revenue from Exploitation of Spaces/New Activities, that include: • Exploitation of Spaces • Income from Other services (parking) Revenue from intermodal services including: • Income from Other services (railways) The Group and Company recognize income, excluding interest, dividend income and other related income from financial instruments recognized in accordance with IFRS 9, upon the transfer of promising goods or services to customers, in amounts that reflect the reward to which the Group and Company is expected to be entitled of these goods or services based on the following five-step approach: Step 1: To identify the Contract Step 2: To identify the separate performance obligations within a Contract Step 3: To determine the transaction price. Step 4: To allocate the transaction price to the performance obligations in the Contract Step 5: To recognize revenue when or as a performance obligation is satisfied. Revenue is recognized, in accordance with IFRS 15, at the amount to which the Group and the Company expect to be entitled in consideration for the transfer of vessel, shore (excluding storage services), stowage and handling services to a customer when the customer acquires the control of services, determining the time of the transfer of control - either at a given point in time or over time . 317
Revenue is defined as the amount to which a fiscal entity expects to be entitled in return for the services it has provided to a customer, excluding amounts collected on behalf of third parties (value added tax, other sales taxes). Variable amounts are included in the price and are calculated using either the "expected value" method or the "most likely amount" method. The Group and the Company recognize revenue when (or as) they satisfy the obligation to perform a contract by transferring the promised services to the customer. The customer takes over control of the good or service if it has the ability to direct the use of and derive substantially all of the economic benefits from that service. Control is transferred over a period or at a specific point in time. Contracts to customers mainly consist of a liability to perform or provide a service and the prices are fixed and derived from price lists. Revenues from the performance of liability and the provision of services are recognized at the time the services are provided and are measured according to fixed prices resulting from price lists. Regarding storage services, which are included in land and vessel services where the customer is charged a daily rate for each day that the cargo remains in the warehouse, for space exploitation services as well as for the income from other services that include re-invoiced costs to the customer, revenue from parking and revenue from intermodal services the Company has determined that there is a single performance obligation, which is to provide the customer with the relevant services. The Company has concluded that the revenue from the aforementioned services meets the criteria to be recognized over time, because the customer simultaneously receives and consumes the benefits of the Company's provision as the Company performs and is recognized according to the period in which the related services were provided services. Prices are based on price lists or contracts with customers. A receivable from a customer is recognized when there is an unconditional right for the entity to receive the consideration for the performed contractual obligations to the customer. The Group and the Company do not enter to contracts where the period between the transfer of the promised services to the customer and payment by the customer exceeds one year. Consequently, the Group and the Company do not adjust the transaction price for the time value of money. The Group and the Company provide customers with discounts on sales volume based on the limits specified in the contracts between them. Most rebates are settled within the financial year. Conventional liabilities In cases where the Group and the Company receive a price from the customer (prepayment) before the execution of the liabilities of the contract and the transfer of goods or services, a contractual liabilities recognized. The contractual obligation is derecognized when the liabilities of the contract are fulfilled and the income is recorded in the statement of comprehensive income. The Group and the Company have classified in this category the line "Customer Advances" Conventional asset At the end of the year, the Group and Company recognize a contractual asset for accrued revenue that has not yet been priced to Clients and which is included in the Advances and other receivables in the Statement of Financial Position. When the relevant invoice is issued to customers, the Group and Company recognizes a relevant claim, as the issue of the invoice is the moment when the Group and 318
Company's right in exchange becomes unconditional (if only the passage of time is required to make payment of the said consideration). The Company's right becomes unconditional once the relevant invoices are issued. The Group and Company evaluate the conventional assets for impairment in accordance with IFRS 9. 5.16 Earnings per Share Earnings per share are calculated by dividing the net profit for the year by the common shareholders with the number of common shares outstanding during the year. There were no bonds convertible into shares or other potential securities convertible into shares that are less profitable during the periods to which the accompanying financial statements refer to the consolidated financial statements and consolidated financial statements, and therefore no impairment earnings per share have been calculated. 5.17 Post service personnel benefits a) Benefits after termination of service The company pays compensation to retiring employees in accordance with the provisions of the applicable sectoral collective labour agreements in effect from time to time. Defined-contributions plan is a pension program, to which the Group and Company pay fixed contributions to a third legal person without other obligations. The Company has no legal or deemed obligation to pay additional contributions if the invested assets are inadequate to deal with the anticipated benefits for the employees’ service concerning the current and previous periods. A defined-benefits plan is a pension plan that is not a defined-contribution plan. Usually, the defined benefits programs define the amount of pension benefit that an employee will receive after his retirement, that depends on many factors as age, years of professional experience and compensation. The liability recognized in the Statement of Financial Position in respect of defined benefit plans is the present value of the defined benefit obligation less the fair value of the plan’s assets. The defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using discount rates of interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension plan. The current service cost of the defined benefits program is recognized at the Income Statement, excluding the case of being included at the cost of an asset. The current service cost reflects the increase in defined benefits obligation that derives from the employees’ occupation during the period, as well as changes due to curtails or settlements. The cost of previous work experience is recorded directly at the Income Statement. The net interests’ cost is calculated as the net amount between the liability of the defined benefits program and the fair value of the program’s assets by the discount rate. This cost is included in the Income Statement at the employee benefit. 319
Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to equity through credit or debit of other comprehensive income in the period in which they arise. For the defined contributions programs, the Group and Company pay contributions to public or private insurance funds either necessarily, or conventionally or voluntarily. After the contributions’ payment no further commitments arise for the Group and Company. The contributions are recognized as employee contributions’’ cost, when they are rendered payable. The prepaid contributions are recognized as assets at the depth that the prepayment will lead to decrease in future payments or cash refund. (b) Termination Benefits The employment termination benefits are paid when the employees leave before their retirement date. The Group and Company register these benefits either when it is committed, or when it terminates the employees’ employment according to a detailed program for which there is no chance of withdrawal, or when these benefits are offered as a motive for voluntary leaves. The employment termination benefits due 12 months after the Financial Statements reporting date are prepaid. (c) Short- term benefits Short term employee benefits both in money and kind are accounted for as expense when accrued. 5.18 Leases At the beginning of the contract date, the Group and Company estimate if the contract is or includes a lease. A contract is or includes a lease if the contact transfers the use right control of a recognized asset for a certain period and price. Group and Company as a lessor Leases to which the lessor does not transfer substantially all the economic risks and rewards arising from ownervessel of the leased asset are classified as operating leases. When the assets are leased on an operating lease, the asset is included in the statement of financial position on the basis of the nature of the asset. Rental income from operating leases is recognized under the terms of the lease using the straight line method. A lease that transfers substantially all the economic benefits and risks arising from ownervessel of the leased asset is classified as financial lease. Assets under finance lease are de-recognized and the lessor recognizes a receivable equal to the net investment in the lease. The lease receivable is discounted using the effective interest rate method and the book value is adjusted accordingly. Lease receivable increase on the basis of interest on the finance lease receivable and decrease with the collection of rent. Income from rentals of operating leases that refer to exploitation of sites are recognized equally to lease duration and classified in caption “Sales”. Group and Company as a lessee 320
The Company recognizes lease liabilities for the leases payments and assets with use rights that represent the right of use of the underlying assets. i. Assets with right of use The Group and Company recognize assets with right of use during the start date of the lease period (the date that the underlying asset is available for use). Concerning the subsequent measurement, the Group and Company applie the cost method for measurement of right of use assets. Consequently, the right of use assets will be measured at the cost after deducting the accumulated depreciations and accumulated impairment losses and will be adjusted due to re-measurement of the lease liability. The right of use assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. ii. Lease liabilities At the commencement date of the lease, the Group and Company recognize lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and Company and payments of penalties for terminating a lease, if the lease term reflects the Company exercising the option to terminate. The variable lease payments that do not depend on an index or a rate are recognized as expense in the period on which the event or condition that triggers the payment occurs. In calculating the present value of lease payments, the Group and Company use the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is re-measured if there is a modification, a change in the lease term, a change in the in- substance fixed lease payments or a change in the assessment to purchase the underlying asset. The Company accounts the concession agreement which has signed with the Greek State regarding the right of use of certain port areas and assets within the port of Thessaloniki, in compliance with IFRS 16. 5.19 Expenses Expenses are recognized in the income statement on an accrued basis. Interest expenses recognized at accrual basis. 5.20 Investments in subsidiaries The Company records investments in subsidiaries in the Financial Statements at acquisition cost less any impairments. 321
6. Risk Management Financial risk factors The Group and Company are not exposed significantly to financial risks, such as the market risk (changes in exchange rates, interest prices), the credit risk and liquidity risk. The financial instruments of the company comprise of bank deposits (sight, time), trade and other debtors and financial assets. The Group and Company’s risk management plan seek to limit any negative impacts on the financial results of the company arising from the inability to predict how financial markets will perform and from fluctuations in cost and sales variables. 6.1 Market Risk (i) Exchange rate risk: The Company does business with domestic and foreign clients and the transaction currency is Euro. BGN has a locked exchange rate to EURO which is the functional currency of the Group and the Company with an exchange rate of 1,95583 and therefore there is no foreign exchange risk. (ii) Price risk: The Group and Company are not exposed to price risk since it is a Service Provider and is not affected by fluctuations in raw materials prices. The services it renders are priced based on its published pricelist, the prices of which are increased or decreased when it is deemed necessary by the Group and Company. Regarding cost of services provided, since it mainly comprises of payroll costs, it is affected due to increases via inflationary trends. (iii) Interest rate risk: The Group and Company are not exposed to significant interest rate risk as it has no loan obligations. The Group holds time deposits that are interest bearing. As of 31 December 2025, if the interest rates on Euro deposits were 0.5% lower, with the other variables constant, Group's profits would be lower by € 685 thousand (2024: € 615 thousand reduced profits). 6.2 Credit risk The exposure of the Company and the Group to credit risk is limited to the financial assets as these are analyzed below: 322

Amounts in thousands € | 2025 | 2024 | 2025 | 2024
| Group | Group | Company | Company
Financial assets categories |  |  |  |
Long-term receivables | 71 | 71 | 71 | 71
Receivables from customers | 2.152 | 5.309 | 2.171 | 5.261
Advances and other receivables | 4.315 | 4.187 | 4.381 | 5.300
Cash and cash equivalents | 77.099 | 46.617 | 77.013 | 45.508
Οther financial assets | 51.086 | 76.407 | 51.086 | 76.407
Total | 134.722 | 132.590 | 134.722 | 132.546

The credit risk to which the Company and the Group are exposed against their customers is limited, due to its large customer base, and since it obtains, as standard practice, advances or letters of credit before commencing work carried out. Furthermore, regarding the financial assets as well as the cash and cash equivalents, the Company’s Management applies a dispersion policy for the number of banks it has transactions with, as well as an evaluation policy for their creditworthiness. The Ageing analysis of customers is listed below: 323

| GROUP
Amounts in thousands € | Not past due and not impaired | 0-30 days | 31-60 days | 61-90 days | 91-300 days | >300 days | Total
Receivables from customers | 1.154 | 724 | 79 | 0 | 137 | 1.045 | 3.140
Contractual assets | 1.360 | 0 | 0 | 0 | 0 | 0 | 1.360
Less: Provision | 0 | 0 | 0 | 0 | 0 | -988 | -988
Total 31.12.2025 | 2.514 | 724 | 79 | 0 | 137 | 57 | 3.512
Receivables from customers | 1.842 | 2.832 | 216 | 164 | 286 | 882 | 6.222
Contractual assets | 1.851 | 0 | 0 | 0 | 0 | 0 | 1.851
Less: Provision | 0 | 0 | 0 | 0 | -30 | -882 | -913
Total 31.12.2024 | 3.692 | 2.832 | 216 | 164 | 255 | 0 | 7.160

| COMPANY
Amounts in thousands € | Not past due and not impaired | 0-30 days | 31-60 days | 61-90 days | 91-300 days | >300 days | Total
Receivables from customers | 1.172 | 724 | 79 | 0 | 137 | 1.045 | 3.159
Contractual assets | 1.360 | 0 | 0 | 0 | 0 | 0 | 1.360
Less: Provision | 0 | 0 | 0 | 0 | 0 | -988 | -988
Total 31.12.2025 | 2.533 | 724 | 79 | 0 | 137 | 57 | 3.531
Receivables from customers | 1.794 | 2.832 | 216 | 164 | 286 | 882 | 6.174
Contractual assets | 1.851 | 0 | 0 | 0 | 0 | 0 | 1.851
Less: Provision | 0 | 0 | 0 | 0 | -30 | -882 | -912
Total 31.12.2024 | 3.645 | 2.832 | 216 | 164 | 255 | 0 | 7.112

The Group does not accumulate credit risk in relation to trade receivables, as it has a wide range and a large number of customers. 6.3 Liquidity risk There is no significant liquidity risk for the Group and the Company, as its operating costs are covered by cash and cash equivalents and other financial assets, covering in total 90,13% (Group 90,19%) και 88,59% (Group 89,36%) of current assets for fiscal years 2025 and 2024 correspondingly. 324

GROUP |  |  |  |  |  |  |
Amounts in thousands € |  |  |  |  |  |  |
| 2025 |  |  |  |  |  |
| Balance 31/12/2025 | Within 2 months | 2 to 12 months | 1 to 2 years | 2 to 5 years | After 5 years | Total
Liabilities to suppliers | 6.098 | 6.098 |  |  |  |  | 6.098
Current liabilities from leases | 2.284 | 42 | 2.020 |  |  |  | 2.062
Long-term lease liabilities | 44.830 |  |  | 2.074 | 7.708 | 59.957 | 69.738
Other liabilities and accrued expenses | 9.517 | 2.376 | 7.142 |  |  |  | 9.517
Other long-term liabilities | 211 |  |  | 211 |  |  | 211
Total | 62.940 | 8.516 | 9.162 | 2.285 | 7.708 | 59.957 | 87.626

Amounts in thousands € |  |  |  |  |  |  |
| 2024 |  |  |  |  |  |
| Balance 31/12/2024 | Within 2 months | 2 to 12 months | 1 to 2 years | 2 to 5 years | After 5 years | Total
Liabilities to suppliers | 5.266 | 5.266 |  |  |  |  | 5.266
Current liabilities from leases | 2.048 | 37 | 2.003 |  |  |  | 2.040
Long-term lease liabilities | 45.392 |  |  | 2.031 | 7.164 | 62.491 | 71.687
Other liabilities and accrued expenses | 10.388 | 3.523 | 6.865 |  |  |  | 10.388
Other long-term liabilities | 196 |  |  | 196 |  |  | 196
Total | 63.289 | 8.826 | 8.868 | 2.228 | 7.164 | 62.491 | 89.576

325

COMPANY |  |  |  |  |  |  |
Amounts in thousands € | 2025 |  |  |  |  |  |
| Balance 31/12/2025 | Within 2 months | 2 to 12 months | 1 to 2 years | 2 to 5 years | After 5 years | Total
Liabilities to suppliers | 6.098 | 6.098 |  |  |  |  | 6.098
Current liabilities from leases | 2.284 | 42 | 2.020 |  |  |  | 2.062
Long-term lease liabilities | 44.830 |  |  | 2.074 | 7.708 | 59.957 | 69.738
Other liabilities and accrued expenses | 9.513 | 2.376 | 7.137 |  |  |  | 9.513
Other long-term liabilities | 211 |  |  | 211 |  |  | 211
Total | 62.936 | 8.516 | 9.157 | 2.285 | 7.708 | 59.957 | 87.622

Amounts in thousands € | 2024 |  |  |  |  |  |
| Balance 31/12/2024 | Within 2 months | 2 to 12 months | 1 to 2 years | 2 to 5 years | After 5 years | Total
Liabilities to suppliers | 5.243 | 5.243 |  |  |  |  | 5.243
Current liabilities from leases | 2.048 | 37 | 2.003 |  |  |  | 2.040
Long-term lease liabilities | 45.392 |  |  | 2.031 | 7.164 | 62.491 | 71.687
Other liabilities and accrued expenses | 10.367 | 3.523 | 6.844 |  |  |  | 10.367
Other long-term liabilities | 196 |  |  | 196 |  |  | 196
Total | 63.245 | 8.803 | 8.847 | 2.228 | 7.164 | 62.491 | 89.533

6.4 Capital risk management Capital risk management Group and Company`s objectives in relation to capital management are to ensure the potential of smooth operation in the future, in order to provide satisfactory returns to shareholders and other participants and to maintain an ideal distribution of capital and thus to reduce the cost of capital. The Group and Company may change the dividend to shareholders in order to maintain or adjust its capital structure, return capital to shareholders, issue new shares or sell assets to reduce its debt. The Group and company do not use loan capital and, consequently, the leverage factor is zero. 6.5 Fair value The fair value of a financial asset is the amount that is collected for the sale of a financial asset or paid for the settlement of a liability in a transaction under normal conditions between two commercial 326
counterparties on its valuation date. The fair value of the financial assets of the Financial Statements of December 31, 2024, was determined by the best possible estimate by the Management. In cases where there are no data available or these data are limited from active money markets, the valuations of the fair values have arisen by the Management’s estimate in compliance with the information available. The Company and the Group use the hierarchy below in order to establish and disclose the fair value of its financial instruments, per measurement technique: Level 1: Negotiable (not adjusted) values on active markets for the same assets or liabilities; Level 2: Other techniques where all inflows with a significant impact on the recorded fair value are observable, either directly or indirectly. Level 3: Financial assets are valued through valuation techniques in which the most significant inputs are unobservable. In collecting unobservable inputs, the best available information, including Company data, is used while reflecting the assumptions of market participants (e.g. assumptions about risk). Level 3 financial data includes non-traded equity securities or equity securities traded in markets that are not considered active and loans originated by the Company. The Company has valued a loan with a nominal amount of €1,470 thousand at a fair value of €0 thousand (2024: €0 thousand) to its subsidiary ThPA Sofia EAD, having recognized a total impairment loss in 2024. The valuation was performed using the cash flow method, and the decrease in fair value is attributable to the subsidiary’s loss-making operations and, ultimately, to the decision of the Board of Directors of ThPA SA to liquidate the subsidiary, which is expected to be completed by 2026. The movement of financial assets valued at fair value at level 3 for the Company is as follows:

Amounts in thousands € | 1/1-31/12/2025 | 1/1-31/12/2024
Balance January 1st | 0 | 67
Additions | 0 | 0
Losses from valuation of financial assets at fair value | 0 | -67
| 0 | 0

The amounts with which cash holdings, receivables and short-term liabilities are disclosed in the Financial Position Statement, approach their corresponding fair values due to their short-term maturity. Consequently, there are no differences between the fair values and the corresponding book values of the Financial Assets and Liabilities. 327
6.6 Economic conjuncture risk - Macroeconomic business environment in Greece Management closely monitors and continuously assesses the impact of the conflict in Ukraine and Gaza Strip, and its effects on the macroeconomic and financial environment, such as the energy crisis, the increase in energy costs and bank interest rates, but also inflationary pressures, so as to ensure that all necessary actions and measures will be taken in order to minimize their possible effects on the Company's activities. The Management is not able to fully and accurately predict the possible developments in the Greek economy, however, based on its assessment, it has come to the conclusion that no additional provisions for the impairment of the Company's financial and non-financial assets are required on December 31, 2025. More specifically, the Group constantly examines: • The recoverability of trade receivables given the strict credit policy it applies and the case-by-case credit security. • Ensuring the number of sales due to the diversity of its activities. Group's liquidity is quite significant, with cash and cash equivalents and other financial assets approximately € 128 million available and a zero-leverage ratio. It is estimated that due to its good financial situation, the position of the Group is strong enough to cope with the relatively difficult environment that has been formed for the next period. In addition, it is pointed out that there is no seasonality in the activities of the Group and the Company. 7. Segmental reporting The Group operates in Greece and Bulgaria, irrespective of the fact that its customer base includes international companies. Moreover, the Company does not engage in commercial or industrial activities other than the provision of services solely within the boundaries of the Port of Thessaloniki. Its business activities regard the provision of services to: • unitized cargoes (containers); • conventional cargoes (bulk, general, RO-RO); • coastal and cruise passengers; • vessels (anchoring, mooring, berthing and other services); • users of its Port and non-port facilities, including the operation of car parking stations (organized or not); • intermodal transports (dry-port) from the Company itself and its subsidiary ThPA Sofia EAD. ThPA S.A. Management assesses the results of these activities and takes business decisions based on the internal financial information system. This system is organized depending on both the type of service 328
rendered and the differences they generate during the production process, given they are provided to different types of cargoes (Containerized and Conventional), passengers and other users, as well as the organizational structure of the Company. Based on what is cited above, the Company has identified the following five (5) operating segments for disclosure: - Container Terminal, - Conventional Cargo, - Passenger Traffic, - Exploitation of Sites - Intermodal 7.1 Financial data per segment Group and Company activities per operating segment and of Assets and Liabilities for fiscal years 1.1- 31.12.2025 and 1.1-31.12.2025 can be broken down as follows:

| GROUP
| 2025
Results per Segment on 31.12.2025 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non-allocated items | Group Total
Sales by sector |  |  |  |  |  |  |
to external customers | 79.313 | 21.771 | 1.673 | 4.416 | 215 | 0 | 107.389
to other sectors | 0 | 0 | 0 | 0 | 0 | 0 | 0
Total sales by sector | 79.313 | 21.771 | 1.673 | 4.416 | 215 | 0 | 107.389
Cost of sales | -35.185 | -18.250 | -1.269 | -1.927 | -411 | 0 | -57.043
Gross profit by segment | 44.128 | 3.522 | 404 | 2.489 | -195 | 0 | 50.347
Other income | 1 | 53 | 0 | 334 | 0 | 1.414 | 1.802
Other expenses | -3.111 | -2.201 | -93 | -364 | -212 | -6.491 | -12.471
Operating result by segment | 41.018 | 1.374 | 311 | 2.459 | -407 | -5.077 | 39.678
Financial income/(expenses) net | 0 | 0 | 0 | 0 | 0 | 581 | 581
Profit before tax by segment | 41.018 | 1.374 | 311 | 2.459 | -407 | -4.496 | 40.259
Income tax | -9.637 | -323 | -73 | -578 | 83 | 1.068 | -9.460
Profit after tax by segment | 31.381 | 1.051 | 238 | 1.881 | -324 | -3.428 | 30.799
Total depreciation and amortisation of tangible and intangible assets | -4.819 | -2.810 | -282 | -264 | -22 | -363 | -8.560
Profit before tax, financial and amortisation | 45.837 | 4.184 | 593 | 2.723 | -385 | -4.714 | 48.238

329

| 2024
Results per Segment on 31.12.2024 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermod al | Non- allocated items | Group Total
Sales by sector |  |  |  |  |  |  |
to external customers | 71.286 | 23.029 | 1.373 | 4.206 | 758 | 0 | 100.652
to other sectors | 0 | 0 | 0 | 0 | 0 | 0 | 0
Total sales by sector | 71.286 | 23.029 | 1.373 | 4.206 | 758 | 0 | 100.652
Cost of sales | -32.710 | -16.921 | -1.051 | -1.926 | -979 | 0 | -53.585
Gross profit by segment | 38.576 | 6.108 | 322 | 2.280 | -221 | 0 | 47.067
Other income | 137 | 349 | 2 | 281 | 7 | 85 | 861
Other expenses | -4.179 | -3.144 | -102 | -349 | -164 | -5.048 | -12.986
Operating result by segment | 34.534 | 3.313 | 223 | 2.212 | -378 | -4.963 | 34.941
Financial income/(expenses) net | 0 | 0 | 0 | 0 | 0 | 1.312 | 1.312
Profit before tax by segment | 34.534 | 3.313 | 223 | 2.212 | -378 | -3.651 | 36.253
Income tax | -7.841 | -752 | -51 | -502 | 64 | 853 | -8.229
Profit after tax by segment | 26.693 | 2.561 | 172 | 1.710 | -314 | -2.798 | 28.023
Total depreciation and amortisation of tangible and intangible assets | -4.495 | -2.506 | -230 | -179 | -31 | -254 | -7.695
Profit before tax, financial and amortisation | 39.029 | 5.819 | 453 | 2.391 | -347 | -4.709 | 42.636

330

| COMPANY
| 2025
Results per Segment on 31.12.2025 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non-allocated items | Company Total
Sales by sector |  |  |  |  |  |  |
to external customers | 79.313 | 21.771 | 1.673 | 4.416 | 213 | 0 | 107.386
to other sectors | 0 | 0 | 0 | 0 |  | 0 | 0
Total sales by sector | 79.313 | 21.771 | 1.673 | 4.416 | 213 | 0 | 107.386
Cost of sales | -35.185 | -18.250 | -1.269 | -1.927 | -393 | 0 | -57.022
Gross profit by segment | 44.128 | 3.522 | 404 | 2.489 | -181 | 0 | 50.364
Other income | 1 | 53 | 0 | 334 | 0 | 1.414 | 1.802
Other expenses | -3.111 | -2.201 | -93 | -364 | -172 | -6.581 | -12.522
Operating result by segment | 41.018 | 1.374 | 311 | 2.459 | -353 | -5.167 | 39.643
Financial income/(expenses) net | 0 | 0 | 0 | 0 | 0 | 622 | 622
Profit before tax by segment | 41.018 | 1.374 | 311 | 2.459 | -353 | -4.545 | 40.265
Income tax | -9.637 | -323 | -73 | -578 | 83 | 1.068 | -9.460
Profit after tax by segment | 31.381 | 1.051 | 238 | 1.881 | -270 | -3.478 | 30.805
Total depreciation and amortisation of tangible and intangible assets | -4.819 | -2.810 | -282 | -264 | -22 | -363 | -8.560
Profit before tax, financial and amortisation | 45.837 | 4.184 | 593 | 2.723 | -331 | -4.804 | 48.202

331

| 2024
Results per Segment on 31.12.2024 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non-allocated items | Company Total
Sales by sector |  |  |  |  |  |  |
to external customers | 71.286 | 23.029 | 1.373 | 4.206 | 629 | 0 | 100.523
to other sectors | 0 | 0 | 0 | 0 |  | 0 | 0
Total sales by sector | 71.286 | 23.029 | 1.373 | 4.206 | 629 | 0 | 100.523
Cost of sales | -32.710 | -16.921 | -1.051 | -1.926 | -835 | 0 | -53.441
Gross profit by segment | 38.576 | 6.108 | 322 | 2.280 | -205 | 0 | 47.082
Other income | 137 | 349 | 2 | 281 | 6 | 85 | 860
Other expenses | -4.179 | -3.144 | -102 | -349 | -81 | -5.196 | -13.051
Operating result by segment | 34.534 | 3.313 | 222 | 2.212 | -280 | -5.111 | 34.890
Financial income/(expenses) net | 0 | 0 | 0 | 0 | 0 | 1.354 | 1.354
Profit before tax by segment | 34.534 | 3.313 | 222 | 2.212 | -280 | -3.757 | 36.244
Income tax | -7.841 | -752 | -51 | -502 | 64 | 853 | -8.229
Profit after tax by segment | 26.693 | 2.561 | 171 | 1.710 | -216 | -2.904 | 28.015
Total depreciation and amortisation of tangible and intangible assets | -4.495 | -2.506 | -230 | -179 | -31 | -254 | -7.695
Profit before tax, financial and | 39.029 | 5.819 | 453 | 2.391 | -249 | -4.858 | 42.585

amortisation

| GROUP
| 2025
Results per Segment on 31.12.2025 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non-allocated items | Group Total
ASSETS |  |  |  |  |  |  |
Tangible fixed assets Proprietary | 59.568 | 431 | 4.789 | 1.855 | 0 | 24.263 | 90.905
investment property | 0 | 0 | 0 | 4.161 |  | 0 | 4.161
other non-current assets | 26.967 | 6.873 | 530 | 3.292 | 67 | 6.399 | 44.127
Current assets | 2.758 | 8.540 | 85 | 85 | 96 | 130.562 | 142.126
Total assets | 89.293 | 15.843 | 5.403 | 9.393 | 163 | 161.224 | 281.319
EQUITY & LIABILITIES |  |  |  |  |  |  |
Equity | 0 | 0 | 0 | 0 |  | 208.272 | 208.272
Long-term liabilities | 35.607 | 10.000 | 706 | 2.191 | 110 | 792 | 49.404
Short-term liabilities | 6.396 | 2.615 | 163 | 482 | 41 | 13.945 | 23.642
Total Equity & Liabilities | 42.002 | 12.615 | 869 | 2.673 | 151 | 223.009 | 281.319

332

| 2024
Results per Segment on 31.12.2024 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non-allocated items | Group Total
ASSETS |  |  |  |  |  |  |
Tangible fixed assets Proprietary | 62.599 | 1.137 | 4.471 | 1.166 | 18 | 16.552 | 85.943
investment property | 0 | 0 | 0 | 3.828 | 0 | 0 | 3.828
other non-current assets | 27.268 | 8.073 | 480 | 3.239 | 220 | 6.012 | 45.625
Current assets | 3.749 | 8.375 | 84 | 663 | 31 | 125.096 | 139.999
Total assets | 93.616 | 17.585 | 5.035 | 8.896 | 270 | 147.660 | 273.061
EQUITY & LIABILITIES |  |  |  |  |  |  |
Equity | 0 | 0 | 0 | 0 |  | 197.706 | 197.706
Long-term liabilities | 34.773 | 11.203 | 624 | 2.165 | 297 | 683 | 49.746
Short-term liabilities | 5.523 | 4.442 | 63 | 227 | 86 | 15.269 | 25.609
Total Equity & Liabilities | 40.296 | 15.645 | 687 | 2.392 | 383 | 213.658 | 273.061

| COMPANY
| 2025
Results per Segment on 31.12.2025 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non-allocated items | Group Total
ASSETS |  |  |  |  |  |  |
Tangible fixed assets Proprietary | 59.568 | 431 | 4.789 | 1.855 | 0 | 24.263 | 90.905
investment property | 0 | 0 | 0 | 4.161 |  | 0 | 4.161
other non-current assets | 26.967 | 6.873 | 530 | 3.292 | 67 | 6.399 | 44.127
Current assets | 2.758 | 8.540 | 85 | 85 | 11 | 130.647 | 142.125
Total assets | 89.293 | 15.843 | 5.403 | 9.393 | 78 | 161.309 | 281.319
EQUITY & LIABILITIES |  |  |  |  |  |  |
Equity | 0 | 0 | 0 | 0 |  | 208.276 | 208.276
Long-term liabilities | 35.607 | 10.000 | 706 | 2.191 | 110 | 792 | 49.404
Short-term liabilities | 6.396 | 2.615 | 163 | 482 | 41 | 13.940 | 23.638
Total Equity & Liabilities | 42.002 | 12.615 | 869 | 2.673 | 151 | 223.009 | 281.319

333

| 2024
Results per Segment on 31.12.2024 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non-allocated items | Group Total
ASSETS |  |  |  |  |  |  |
Tangible fixed assets Proprietary | 62.599 | 1.137 | 4.471 | 1.166 | 18 | 16.552 | 85.943
investment property | 0 | 0 | 0 | 3.828 |  | 0 | 3.828
other non-current assets | 27.268 | 8.073 | 480 | 3.239 | 220 | 6.345 | 45.625
Current assets | 3.749 | 8.375 | 84 | 663 | 31 | 124.719 | 137.621
Total assets | 93.616 | 17.585 | 5.035 | 8.896 | 269 | 147.616 | 273.017
EQUITY & LIABILITIES |  |  |  |  |  |  |
Equity | 0 | 0 | 0 | 0 | 0 | 197.706 | 197.706
Long-term liabilities | 34.773 | 11.203 | 624 | 2.165 | 297 | 684 | 49.746
Short-term liabilities | 5.523 | 4.442 | 63 | 227 | 42 | 15.269 | 25.565
Total Equity & Liabilities | 40.296 | 15.645 | 687 | 2.392 | 339 | 213.658 | 273.017

All accounts listed on the balance sheet by segment are derived from the corresponding entries in the individual profit centers of each segment. Non-allocated assets mainly regard cash holdings, financial instruments, deferred taxation, as well as tangible fixed assets utilized for own purposes which regard infrastructure works not directly relating to any Operating Segment, while non-allocated liabilities mainly regard all of equity, liabilities from suppliers, income taxes, fixed asset subsidies and other provisions. Major Customers: One customer active in the operating segment of the CONTAINER TERMINAL account for a percentage of more than 10% on the total revenue of the Group and the Company 19,32% (2024: 17,96 %). 7.2 Calculation of earnings before tax, financial results and total depreciations (EBITDA) The Group monitors the EBITDA index and cites the calculation thereof, as it is not precisely defined in the IFRS, as such have been adopted by the European Union: 334

| GROUP
Amounts in thousands € | 2025 | 2024
Profit before tax | 40.259 | 36.253
Plus:Depreciation and amortisation of tangible, intangible and right-of-use assets (Note 8.2, 8.3, 8.4,) | 8.563 | 7.763
Less: Depreciation of subsidised fixed assets | -2 | -68
Plus: Net financial income/expenses (Note 8.22) | -581 | -1.312
Operating profit (EBITDA) | 48.238 | 42.636

| COMPANY
Amounts in thousands € | 2025 | 2024
Profit before tax | 40.263 | 36.244
Plus:Depreciation and amortisation of tangible, intangible and right-of-use assets (Note 8.2, 8.3, 8.4) | 8.563 | 7.763
Less: Depreciation of subsidised fixed assets | -2 | -68
Plus: Net financial income/expenses (Note 8.22) | -622 | -1.354
Operating profit (EBITDA) | 48.202 | 42.585

8. Item analysis & other disclosures 8.1 Investment property GROUP/COMPANY

GROUP/COMPANY |  |
Amounts in thousands € | 31.12.2025 | 31.12.2024
Opening balance | 3.827 | 3.659
Profits upon revaluation adjusyments (Note 8.17) | 333 | 168
Balance at the end of period | 4.161 | 3.827

The Group and Company own four plots of land outside the Port Zone which are held to generate rent or increase the value of its capital and which are free of all liens. The Group and Company have selected the fair value method for book value calculation of its investment properties. Profits or losses arising from a change in fair value in investments in real estate are included in the net profit or loss for the period in which that change occurs. The fair value of investment properties in level 3 is measured at the Group and the Company by independent external valuers, using the residual method for the 2 properties with a fair value of € 4,06 million as at 31 December 2025 and the Comparables or Land Market Method for the remaining 2 properties with a fair value 335
of € 103 thousand as at 31 December 2025. The following assumptions have been made for the purpose of the valuation: - the soil of each property is not subject to specific conditions - the properties are free of mortgages - the properties are not affected by current or potential future planning regulations. The most important assumptions used for the valuation of the two investment properties using the residual method are as follows: - capitalisation rate of 7.5% -7.75% - Unit rental price per m2 from Euro 11,25 / sqm to Euro 22,5 / sqm depending on the part of the property - Construction costs per m2 from Euro 675 / m2 to Euro 1,050 / m2 depending on the part of the property. - Other construction costs 8% (consultants' fees, consultants' fees, contingencies). - Total development time 2 and 2.3 years. The most important assumption that has been used to value the properties using the comparables method is the estimated unit price per m2. The Group and the Company are also affected by changes in the fair value of investment properties. A change in the rate of return of + 10 % will result in a corresponding change of approximately € 628 thousand in the results for the year, while a change at -10 % will result in a corresponding change of approximately € 767 thousand. A change in construction costs at +/- 10 % would result in a corresponding change of approximately € 452 thousand in the result for the year, while a change in the market rent at +/-10 % would result in a corresponding change of approximately € 691 thousand. There are no collateral security interests and pledges on the investment properties. The Management estimates that the value of the properties is not affected by existing legislation and that they are free of encumbrances. Two of the four investment properties are leased to third parties for the use of parking spaces. Rental income from investment properties amounted to €31 thousand for the year ended 31 December 2025 (2024: €31 thousand) and is included in Other Income in the Statement of Comprehensive Income. 336
8.2 Tangible Assets

| GROUP
Amounts in thousands € | Buildings | Machinery | Vehicles | Furniture, fittings and equipment | Assets under construction & prepayments | Total of Tangible Assets
Cost |  |  |  |  |  |
1 January 2024 | 37.985 | 98.834 | 2.214 | 9.037 | 21.240 | 169.416
Additions | 2.942 | 1.086 | 43 | 313 | 1.539 | 5.923
Transfers | 453 | 275 | 0 | 453 | -1.181 | 0
Disposals/Write-offs | 0 | -8.547 | 0 | -2 | -34 | -8.583
31 December 2024 | 41.380 | 91.648 | 2.257 | 9.801 | 21.564 | 166.756
1 January 2025 | 41.380 | 91.648 | 2.257 | 9.801 | 21.564 | 166.756
Additions | 2.800 | 2.095 | 237 | 523 | 6.072 | 11.727
Transfers | 165 | 42 | 0 | 7 | -214 | 0
Disposals/Write-offs | 0 | -70 | -53 | -3 | -1 | -126
31 December 2025 | 44.344 | 93.716 | 2.441 | 10.328 | 27.422 | 178.358
Accumulated depreciation |  |  |  |  |  |
1 January 2024 | 15.951 | 59.580 | 1.881 | 5.958 | 0 | 83.371
Depreciation | 1.723 | 3.207 | 63 | 781 | 0 | 5.774
Disposals/Write-offs | 0 | -8.437 | 0 | 0 | 0 | -8.438
31 December 2024 | 17.674 | 54.350 | 1.944 | 6.739 | 0 | 80.707
1 January 2025 | 17.674 | 54.350 | 1.944 | 6.739 | 0 | 80.707
Depreciation | 2.391 | 3.532 | 66 | 708 | 0 | 6.696
Disposals/Write-offs | 0 | 0 | -53 | -5 | 0 | -58
31 December 2025 | 20.064 | 57.882 | 1.957 | 7.442 | 0 | 87.346
Net Present Value at 31 December 2024 | 23.706 | 37.298 | 313 | 3.062 | 21.564 | 85.943
Net Present Value at 31 December 2025 | 24.280 | 35.833 | 484 | 2.886 | 27.422 | 90.905

337

| COMPANY
Amounts in thousands € | Buildings | Machinery | Vehicles | Furniture, fittings and equipment | Assets under construction & prepayments | Total of Tangible Assets
Cost |  |  |  |  |  |
1 January 2024 | 38.088 | 98.834 | 3.481 | 6.754 | 21.240 | 169.406
Additions | 2.942 | 1.086 | 43 | 313 | 1.539 | 5.923
Transfers | 453 | 275 | 0 | 453 | -1.181 | 0
Disposals/Write-offs | 0 | -8.547 | 0 | -2 | -34 | -8.583
31 December 2024 | 41.483 | 91.648 | 3.175 | 8.172 | 21.564 | 166.746
1 January 2025 | 41.483 | 91.648 | 3.175 | 8.172 | 21.564 | 166.746
Additions | 2.800 | 2.095 | 237 | 523 | 6.072 | 11.727
Transfers | 165 | 42 | 0 | 7 | -214 | 0
Disposals/Write-offs | 0 | -70 | -53 | -3 | -1 | -126
31 December 2025 | 44.448 | 93.716 | 2.211 | 9.033 | 27.422 | 178.348
Accumulated depreciation |  |  |  |  |  |
1 January 2024 | 16.054 | 59.580 | 1.879 | 5.954 | 0 | 83.468
Depreciation | 1.723 | 3.207 | 63 | 781 | 0 | 5.774
Disposals/Write-offs | 0 | -8.437 | 0 | 0 | 0 | -8.438
31 December 2024 | 17.777 | 54.350 | 1.942 | 6.735 | 0 | 80.804
1 January 2025 | 17.777 | 54.350 | 1.942 | 6.735 | 0 | 80.804
Depreciation | 2.391 | 3.532 | 63 | 734 | 0 | 6.696
Disposals/Write-offs | 0 | 0 | -53 | -5 | 0 | -58
31 December 2025 | 20.168 | 57.882 | 1.879 | 5.954 | 0 | 87.442
Net Present Value at 31 December 2024 | 23.706 | 37.298 | 388 | 2.947 | 21.564 | 85.943
Net Present Value at 31 December 2025 | 24.280 | 35.833 | 484 | 2.886 | 27.422 | 90.905

Group`s assets are free of all liens. The Group has concluded insurance contracts covering possible risks of earthquake, fire and other risks, from acts of god and also covering general civil liability for electromechanical equipment and buildings which have been conceded to it by the Greek State, and employer’s civil liability for machinery, vehicles, electric gantry cranes and ordinary gantry cranes. An impairment assessment about fixed assets takes place when events and conditions suggest that their residual value may no longer be recoverable. Should the residual value of fixed assets exceed their recoverable 338
value, the accessory sum regards an impairment loss, which is recorded directly as an expense in the income statement. During 2025, no conditions or events were identified to indicate that the carrying amount value may no longer be recoverable. In addition, the current environmental legislation does not have a negative impact on the Company's activities, nor does it create conditions that the amortized value of fixed assets may no longer be recoverable. Management has concluded that future cash costs regarding compliance to environmental legislation are not material to the company's financial statements for the current year given that there are already environmental approvals for the Company's operations and projects. Total capital expenditures in 2025 amounted to €12,0 million and mainly consisted of a €3,5 million down payment for the purchase of eight new container handling vehicles, €2,1 million for the purchase of new machinery, and €2,5 million for fixed assets related to infrastructure projects in progress. “Fixed assets under construction and advance payments” account includes projects in progress, the most significant of which is the expansion of Pier 6 (€17,3 million), and various infrastructure projects at port facilities (€7 million) in view of the mandatory investments arising from the concession agreement. The decreases in "Assets under construction and advance payments" relate to the capitalization of prior investments by 2025. 339
8.3 Intangible Assets

GROUP |
Amounts in thousands € |
Intangible assets costs as of 01.01.2024 | 6.856
Additions | 348
Intangible assets costs as of 31.12.2024 | 7.203
Accumulated depreciations as of 01.01.2024 | 3.986
Depreciations 2024 | 396
Total depreciation until 31.12.2024 | 4.382
Net Present Value as of 31.12.2024 | 2.821
Intangible assets costs as of 01.01.2025 | 7.203
Additions | 308
Write off | -5
Intangible assets costs as of 31.12.2025 | 7.507
Accumulated depreciations as of 01.01.2025 | 4.382
Depreciations 2025 | 241
Total depreciation until 31.12.2025 | 4.623
Net Present Value as of 31.12.2025 | 2.884

COMPANY |
Amounts in thousands € |
Intangible assets costs as of 01.01.2024 | 6.849
Additions | 348
Intangible assets costs as of 31.12.2024 | 7.196
Accumulated depreciations as of 01.01.2024 | 3.980
Depreciations 2024 | 396
Total depreciation until 31.12.2024 | 4.375
Net Present Value as of 31.12.2024 | 2.821
Intangible assets costs as of 01.01.2025 | 7.196
Additions | 308
Write off | -5
Intangible assets costs as of 31.12.2025 | 7.500
Accumulated depreciations as of 01.01.2025 | 4.375
Depreciations 2025 | 241
Total depreciation until 31.12.2025 | 4.616
Net Present Value as of 31.12.2025 | 2.884

Intangible assets are mainly related to software programmes and are free from all encumbrances. 340
8.4 Right of use asset Right to use assets transactions from 1 January 2025 to 31 December 2025 along with the corresponding last year are analyzed as follows:

GROUP
Concession Fee (TOTAL) |
Amounts in thousands € |
Concession Fee as of 01.01.2024 | 47.985
Additions | 218
Write-off | -142
Concession Fee as of 31.12.2024 | 48.036
Accumulated depreciations as of 01.01.2024 | 8.988
Depreciations 2024 | 1.594
Write-off | -122
Total depreciation until 31.12.2024 | 10.433
Net Present Value as of 31.12.2024 | 37.601
Concession Fee as of 01.01.2025 | 48.036
Additions | 128
Write-off | -91
Concession Fee as of 31.12.2025 | 48.073
Accumulated depreciations as of 01.01.2025 | 10.435
Depreciations 2025 | 1.625
Write-off | -91
Total depreciation until 31.12.2025 | 11.967
Net Present Value as of 31.12.2025 | 36.103

341

COMPANY
Concession Fee (TOTAL) |
Amounts in thousands € |
Concession Fee as of 01.01.2024 | 47.350
Additions | 218
Write-off | -142
Concession Fee as of 31.12.2024 | 47.401
Accumulated depreciations as of 01.01.2024 | 8.353
Depreciations 2024 | 1.594
Write-off | -122
Concession Fee as of 01.01.2025 | 47.401
Additions | 128
Write-off | -91
Concession Fee as of 31.12.2025 | 47.438
Accumulated depreciations as of 01.01.2025 | 9.800
Depreciations 2025 | 1.625
Write-off | -91
Total depreciation until 31.12.2025 | 11.334
Net Present Value as of 31.12.2025 | 36.103

GROUP
Concession Fee (Office plants) |
Amounts in thousands € |
Concession Fee as of 01.01.2024 | 1.116
Additions | 0
Concession Fee as of 31.12.2024 | 1.116
Accumulated depreciations as of 01.01.2024 | 677
Depreciations 2024 | 72
Total depreciation until 31.12.2024 | 749
Net Present Value as of 31.12.2024 | 367
Concession Fee as of 01.01.2025 | 1.116
Additions | 0
Concession Fee as of 31.12.2025 | 1.116
Accumulated depreciations as of 01.01.2025 | 749
Depreciations 2025 | 72
Total depreciation until 31.12.2025 | 821
Net Present Value as of 31.12.2025 | 295

342

COMPANY
Concession Fee (Office plants) |
Amounts in thousands € |
Concession Fee as of 01.01.2024 | 481
Additions | 0
Concession Fee as of 31.12.2024 | 481
Accumulated depreciations as of 01.01.2024 | 42
Depreciations 2024 | 72
Total depreciation until 31.12.2024 | 114
Net Present Value as of 31.12.2024 | 367
Concession Fee as of 01.01.2025 | 481
Additions | 0
Concession Fee as of 31.12.2025 | 481
Accumulated depreciations as of 01.01.2025 | 114
Depreciations 2025 | 72
Total depreciation until 31.12.2025 | 186
Net Present Value as of 31.12.2025 | 295

GROUP/COMPANY | GROUP/COMPANY
Concession Fee (Greek State Concession) |  | Concession Fee (Land Use) |
Amounts in thousands € |  | Amounts in thousands € |
Concession Fee as of 01.01.2024 | 44.284 | Concession Fee as of 01.01.2024 | 1.950
Additions | 0 | Additions | 0
Concession Fee as of 31.12.2024 | 44.284 | Concession Fee as of 31.12.2024 | 1.950
Accumulated depreciations as of 01.01.2024 | 7.716 | Accumulated depreciations as of 01.01.2024 | 271
Depreciations 2024 | 1.342 | Depreciations 2024 | 69
Total depreciation until 31.12.2024 | 9.058 | Total depreciation until 31.12.2024 | 340
Net Present Value as of 31.12.2024 | 35.226 | Net Present Value as of 31.12.2024 | 1.610
Concession Fee as of 01.01.2025 | 44.284 | Concession Fee as of 01.01.2025 | 1.950
Additions | 0 | Additions | 0
Concession Fee as of 31.12.2025 | 44.284 | Concession Fee as of 31.12.2025 | 1.950
Accumulated depreciations as of 01.01.2025 | 9.058 | Accumulated depreciations as of 01.01.2021 | 340
Depreciations 2025 | 1.342 | Depreciations 2025 | 69
Total depreciation until 31.12.2025 | 10.400 | Total depreciation until 31.12.2025 | 409
Net Present Value as of 31.12.2025 | 33.884 | Net Present Value as of 31.12.2025 | 1.541

343

GROUP/COMPANY | GROUP/COMPANY
Concession Fee (Vehicles) |  | Concession Fee (Photocopiers/Printers) |
Amounts in thousands € |  | Amounts in thousands € |
Concession Fee as of 01.01.2024 | 589 | Concession Fee as of 01.01.2024 | 45
Additions | 205 | Additions | 13
Write-off | -142 | Write-off | -26
Concession Fee as of 31.12.2024 | 652 | Concession Fee as of 31.12.2024 | 32
Accumulated depreciations as of 01.01.2024 | 290 | Accumulated depreciations as of 01.01.2024 | 34
Depreciations 2024 | 101 | Depreciations 2024 | 9
Write-off | -122 | Write-off | -26
Concession Fee as of 01.01.2025 | 652 | Concession Fee as of 01.01.2025 | 32
Additions | 128 | Additions | 0
Write-off | -91 | Write-off | 0
Concession Fee as of 31.12.2025 | 689 | Concession Fee as of 31.12.2025 | 32
Accumulated depreciations as of 01.01.2025 | 269 | Accumulated depreciations as of 01.01.2025 | 17
Depreciations 2025 | 134 | Depreciations 2025 | 8
Write-off | -91 | Write-off | 0
Total depreciation until 31.12.2025 | 312 | Total depreciation until 31.12.2025 | 25
Net Present Value as of 31.12.2025 | 377 | Net Present Value as of 31.12.2025 | 7

The right of use concerns the concession contract to the Greek State along with leases of offices, vehicles, office mechanical equipment and land use (8.27.2.). 8.5 Long-term and other receivables Long-term receivables are analyzed as follows:

| GROUP/COMPANY
Amounts in thousands € | 1/1-31/12/2025 | 1/1-31/12/2024
Electricity (PPC) guarantees | 58 | 58
Water Supply (EYATH) guarantees | 1 | 1
Natural Gas guarantees | 5 | 5
Other guarantees | 8 | 8
Total | 71 | 71

These receivables relate to guarantees which are not stipulated in the contract to be collected until the end of the next financial year and which have been valued at cost. 344
8.6 Inventories Inventories are analyzed as follows:

GROUP/COMPANY
Amounts in thousands € | 1/1-31/12/2025 | 1/1-31/12/2024
Consumables |  |
At cost | 6.943 | 5.110
minus: Impairment provsion | -462 | -462
At net realizable value | 6.481 | 4.648
Spare parts |  |
At cost | 992 | 499
At net realizable value | 992 | 499
Total inventories at the lowest of cost and net realizable value | 7.473 | 5.146

The increase in the value of remaining inventory is due to a change in the Company’s policy, which now provides for the implementation of a safety stock practice, in order to avoid potential shortages across all inventory categories. It is also related to the increase in sales, through the increase in cost of goods sold. At the end of each fiscal year, Company BoD reassesses the case of impairment in the valuation of inventories at their liquidation value. Every change in the impairment provision and the cost of inventories entered as an expense is included in the cost of sales (note 8.16). There are no pledged inventories. 8.7 Trade receivables Trade receivables are analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1-31/12/2025 | 1/1-31/12/2024 | 1/1-31/12/2025 | 1/1-31/12/2024
Trade receivables | 3.140 | 6.222 | 3.159 | 6.174
Less: provisions for bad debt | -988 | -913 | -988 | -913
Total | 2.152 | 5.309 | 2.171 | 5.261

As a matter of policy, the Group receives advances (deposits) on operations, which are settled at regular intervals. Customer advances amount to € 749 thousand and € 3.132 thousand as of 31 December 2025 and 31 December 2024, respectively, and represent contractual liabilities of the Group and the Company under contracts with customers (note 8.13). 345
Each customer's account is debited upon receipt of the advances and payment of the specific invoices to which the specific advance corresponds. This balance at the end of each financial year is shown under liabilities in the 'Customer advances' account (Note 8.13). Customer balances (6 months and over) for which no provision has been made are largely covered by deposits. In some cases and for important customers with whom contracts have been signed where a discount is provided for, a letter of guarantee is also required. The amount of these letters of guarantee as at 31.12.2025 amounts to € 2.285 thousand (€ 2.913 thousand as at 31.12.2024) (note 8.26.3). For all liabilities under the contract, invoices issued are settled within 30 days of their issue. For these receivables, management has set a minimum loss rate for default risk. For all balances outstanding for more than 30 days, the Group and the Company have considered default risk, days past due and historical credit losses adjusted to reflect current and future information on a customer-by-customer basis to determine the expected credit losses for each individual trade receivable balance. Realised revenue that has not been invoiced relates to contractual receivables from customers. Customer advances that are pre-collected represent a contractual liability to their customers, and are recorded within Current liabilities as "Contractual Obligations. These are not linked to trade receivables as they relate to different contractual obligations. Contractual obligations are settled upon completion of the service and recognition of revenue at the beginning of the financial year following the closed financial year. The decrease in accounts receivable compared to the previous year is attributed to the Company’s more effective collection of trade receivables in 2025, as well as to the increased offsetting of customer prepayments against invoiced trade receivables as of December 31, 2025. The movement in the provision for doubtful accounts receivable from customers for the years ended December 31, 2025 and 2024 is as follows:

| GROUP/COMPANY
Amounts in thousands € |
Balance on January 1, 2024 | 882
Additional provision for the fiscal year (note 8.19) | 151
Utilized provision (note 8.17) | 0
Non-utilized provision (note 8.17) | -120
Balance on December 31, 2024 | 913
Additional provision for the fiscal year (note 8.19) | 99
Utilized provision (note 8.17) | 0
Non-utilized provision (note 8.17) | -24
Balance on December 31, 2025 | 988

346
8.8 Advances and other receivables Advances and other receivables are analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1-31/12/2025 | 1/1-31/12/2024 | 1/1-31/12/2025 | 1/1-31/12/2024
Advances to personnel | 30 | 37 | 30 | 37
Loans to personnel | 461 | 410 | 461 | 410
Current Fiscal Year Receivables | 510 | 43 | 510 | 43
Other debtors | 1.452 | 1.036 | 1.452 | 1.032
Loans to afilliated companies | 0 | 0 | 1.470 | 1.470
Less: provision for bad debts | 0 | 0 | -1.470 | -1.470
Receivables from afilliated companies | 0 | 0 | 238 | 1.198
VAT receivables | 170 | 243 | 170 | 243
Other receivables from the Greek State | 3.538 | 3.538 | 3.538 | 3.538
Next Fiscal Year's expenses | 319 | 556 | 319 | 556
Less: provision for receivables from duties and taxes | -3.526 | -3.526 | -3.526 | -3.526
Less: provision for bad debts | 0 | 0 | -171 | -81
Contractual assets | 1.360 | 1.851 | 1.360 | 1.851
Total | 4.315 | 4.187 | 4.381 | 5.300

Contractual assets transactions are as follow:

| GROUP/COMPANY
Amounts in thousands € | 1/1/-31/12/2025 | 1/1/-31/12/2024
Balance 1/1/2025 | 1.851 | 2.092
Reclassifications to trade receivables | -1.851 | -2.092
Contractual assets | 1.360 | 1.851
Balance 31/12/2025 | 1.360 | 1.851

The transactions in the provision for bad debts for the years ended 31 December 2025 and 2024 was as follows:

Amounts in thousands € | GROUP/COMPANY
Balance on January 1, 2024 | 255
Receivable write-off | -255
Balance on December 31, 2024 | 0
Balance on December 31, 2025 | 0

347
Loans to personnel: The Group provides interest loans to employees which are subject to a 2,4% stamp duty upon receipt. The amount of the loan per employee is at the discretion of the Management and instalments are deducted from the employee salaries. Loans are stated at their nominal value and are similar to their fair value. Loans to affiliated companies (less impairment accrual): Loans to the subsidiary are measured at fair value of €0 as of December 31, 2025, and €67 thousand as of December 31, 2024, while the nominal value of the loans amounts to €1,470 thousand. Receivables from affiliated companies: Concern financial facilities from parent company to subsidiary, to cover short-term liabilities. Operating revenue Receivable: The operating revenue receivable becomes from: a) interest income earned € 502 thousand (2024: € 27 thousand), b) other income € 8 thousand (2024: € 16 thousand). Other receivables from the Greek State: An amount of € 3.526 thousand relates to imposed duties and taxes which were paid by the Company in previous years in order to claim its return through legal actions against which an equal provision has been formed. Contractual assets Concern revenue recognized in 2025 and invoiced in 2026. Assets amounted € 1.360 thousand (2024: € 1.851 thousand), which relate to services that had been provided by the end of the year but not invoiced. This decrease is due to the more systematic monitoring of the Company's pricing policy. 8.9 Cash and cash equivalents – Other financial assets Cash and cash equivalents are broken down as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1-31/12/2025 | 1/1-31/12/2024 | 1/1-31/12/2025 | 1/1-31/12/2024
Petty Cash | 62 | 55 | 62 | 55
Sight deposits | 2.668 | 15.061 | 2.582 | 13.953
Time deposits up to 3 months | 74.369 | 31.500 | 74.369 | 31.500
Total | 77.099 | 46.617 | 77.013 | 45.508

As at 31.12.2025, the Group hold sight term deposits with a maturity of more than three months valued € 51,09 million disclosed under "Other financial assets" (2024: € 76,41 million). 348
Interest rates on term deposits ranged from 1,83% to 2,08% in fiscal 2025 (2,30% to 3.70% in fiscal year 2024). The current value of these demand deposits approximates their carrying value due to the fluctuating interest rates and their short-term maturities. As of 31 December 2025, the Group's and the Company's cash and cash equivalents held in demand accounts and guarantees given in respect of blocked deposits were held with Greek banking institutions. As at 31 December 2025, according to Moody`s, all cash and cash equivalents, as well as other financial assets, have credit ratings ranging from Baa1 to Baa3. Interest income from bank deposits is recognized on an accrual basis, amounting to € 2.702 thousand for the Group and € 2.738 thousand for the Company, for the year ended December 31, 2025 (€ 3.512 thousand for the year ended December 31, 2024 for the Group and € 3.549 thousand for the Company). (note 8.22). The comparative amounts in the cash flow statement under the line item “Release from the sale of other financial assets” include the release of €7,000 thousand in escrowed deposits that served as collateral under the concession agreement between the Greek State and ThPA S.A. In addition, the comparative amounts in the “purchase of other financial assets” and “sale of other financial assets” line items in the cash flow statement have been restated from € -76,407 thousand to € -253,637 thousand and € 177,231 thousand, respectively, to reflect the amount of new time deposits with a maturity of more than three months (as a purchase of other financial assets) as well as the corresponding deposits with a maturity of more than 3 months that have matured (as a sale of other financial assets), instead of the net amount of movements in these deposits. 8.10 Equity 8.10.1 Share capital The Group’s share capital stands at thirty million two hundred and forty thousand Euros (€30,240,000) and is divided into ten million eighty thousand (10,080,000) ordinary registered shares with a face value of three Euros (€ 3,00) each. The share capital was fully paid-in on 31.12.2025. There was no change during the period. 349
8.10.2 Reserves

| GROUP/COMPANY
Amounts in thousands € | Statutory Reserve | Tax Free Reserves Reserves | Total
Balance (1.1.2024) | 10.596 | 57.436 | 68.031
Balance (31.12.2024) | 10.596 | 57.436 | 68.031
Balance (1.1.2025) | 10.596 | 57.436 | 68.031
Balance (31.12.2025) | 10.596 | 57.436 | 68.031

The statutory reserve has been formed in compliance with the provisions in force and may not be distributed while the company is in operation. Untaxed reserves include reserves from income under special taxation, from financial income exempt from taxation, which have not been taxed based on special provisions in the law, as well as the Special untaxed reserve of Law 2881/2001, amounting to €57,4 million. In 2025, the Company did not form an ordinary reserve because it has exceeded the statutory limit of 1/3 of its share capital. The above Special Tax-Free Reserve is taxed under the conditions and to the extent provided for in the general provisions, i.e. in the event of its distribution or capitalization. The tax on any goodwill to be distributed or capitalized will be calculated based on the tax rate applicable to the taxation of the profits of the year in which the distribution or capitalization will take place. 350
8.11 Provisions for liabilities to employees Provision for liabilities to employees for Group and the Company is analyzed as follows (amounts in thousands €):

Amounts in thousands € | 31.12.2025 | 31.12.2024
Liability`s present value | 4.364 | 4.358
Amounts recognized in comprehensive income statement |  |
Cost of current employment | 404 | 381
Past service cost or plan change or curtailment | 10 | -47
Interest on liability | 115 | 115
Normal expense in comprehensive income statement | 529 | 449
Cost of curtailment/settlement/service termination | 50 | 86
Other adjustments | 136 | 156
Total expense in the statement of comprehensive income | 444 | 380
Varition in Liability`s Present value: |  |
Present value of liability at the beginning of fiscal year | 4.358 | 4.435
Cost of current employment | 404 | 381
Interest cost | 115 | 115
Benefits paid by employer | -667 | -634
Cost of curtailments/adjustments/termination of service | 61 | 39
Actuarial loss - financial assumptions | 17 | -34
Actuarial loss-period experience | 76 | 55
Present value of liability at the end of fiscal year | 4.364 | 4.358

Variations in Net liability recognized in Financial Position Statement | 1.1-31.12.2025 | 1.1-31.12.2024
Amounts in € |  |
Net liability at the beginning of fiscal year | 4.358 | 4.435
Compensation paid | -667 | -634
(Profits)/losses in profit and loss statement | 579 | 536
Total profit/losses in other comprehensive income | 93 | 21
Net liability at the end of fiscal year | 4.364 | 4.358

The principal actuarial assumptions employed for the calculation of the relevant provisions are as follows: 351

| 31.12.2025 | 31.12.2024
Discount rate | 3,00% | 2,93%
Expected remaining working life | 16,59 | 15,51

In case of change of the average annual increase or reduction of the discount rate by + 0.1% then the liability will amount to € 4.336 thousand and by -0.1% the liability will amount to € 4.392 thousand. The Company calculates the reserve for personnel`s compensation due to retirement in compliance with the provisions of the sectoral collective labor agreement (E.S.S.E.). Personnel compensation liabilities for fiscal years 2025 and 2024 were calculated using an actuarial study. 8.12 Other long-term liabilities Other long-term liabilities are analyzed as follows:

| GROUP/COMPANY
Amounts in thousands € | 31.12.2024 | 31.12.2023
Leasehold deposits | 196 | 220
Subsidies for fixed assets | 0 | 68
Total | 196 | 288

8.13 Short-term liabilities Short-term liabilities, except for income tax and short-term lease liability, are analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 31.12.2025 | 31.12.2024 | 31.12.2025 | 31.12.2024
Liabilities to suppliers | 6.098 | 5.266 | 6.098 | 5.243
Contractual Liabilities | 749 | 3.132 | 749 | 3.132
Other liabilities and accrued expenses | 9.517 | 10.388 | 9.513 | 10.367
Total | 16.365 | 18.786 | 16.360 | 18.742

The above liabilities do not involve interest and are usually settled within 6 months. Contractual Liabilities: Prior to initiating the service, the Group and Company shall receive advanced payments from Contractual Sector customers. These advanced payments constitute for the Group and 352
Company a contractual obligation to their customers and are settled on completion of the service provision and the recognition of revenue at the beginning of the next financial year (Note 8.7). Other liabilities and accrued expenses: Other liabilities and accrued expenses are analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 31.12.2025 | 31.12.2024 | 31.12.2025 | 31.12.2024
Taxes-Duties on personnel and third party remuneration | 1.165 | 1.138 | 1.165 | 1.138
Other taxes duties | 10 | 10 | 10 | 10
Social insurance and pension fund liabilities | 1.504 | 1.605 | 1.504 | 1.605
Personnel remunaration payable | 1.555 | 1.564 | 1.555 | 1.564
Fees due to BoD members (note 8.25) | 13 | 6 | 13 | 6
Accrued expenses | 3.933 | 4.511 | 3.933 | 4.511
Post year Revenue | 0 | 0 | 0 | 0
Other-short term liabilities | 1.338 | 1.554 | 1.334 | 1.533
Total | 9.517 | 10.388 | 9.513 | 10.367

Taxes – Duties on Salaries: This figure primarily regards withholding tax applied to personnel salaries, which are usually paid in the month following the withholding, in compliance with the provisions in tax law. Social insurance and pension fund liabilities:

| GROUP/COMPANY
Amounts in thousands € | 31.12.2024 | 31.12.2023
Social Security Institute (EFKA)- Other principal insurance funds | 1.605 | 1.364
Total | 1.605 | 1.364

The Group and Company have no outstanding debts to social security Funds. Despite the personnel increase in 2025, the reduction in the liability is due to the decrease in the social security contribution rate. Personnel remuneration payable: This amount includes the remuneration of personnel for December 2025, which has been paid during January 2026. Other short-term liabilities: The change compared to the previous year is mainly due to customer guarantees. Accrued expenses: This account is analyzed as follows: 353

Amounts in thousands € | 31.12.2025 | 31.12.2024
Third-party fees | 757 | 1.612
Third-party benefits | 988 | 1.160
Taxes-Duties | 5 | 6
Concession Fee,amount in excess of considered amount (8.27.2) | 2.096 | 1.703
Personnel remuneration | 3 | 1
Other expenses | 81 | 0
Discounts on Fiscal Year`s sales | 3 | 29
Total | 3.933 | 4.511

Third-party fees: This decrease is due to the fact that no administrative support fees were charged to the parent company of ThPA SA Concession fee: refers to the excessive part, in addition to the mandatory minimum liability payable to the Greek State under the Concession Agreement of the Port and is increased by sales increase. Discounts on sales refers to the Group and Company's obligations to their customers under the terms of the agreements signed between the two parties in relation of achieving of the objectives described in the above contracts. 8.14 Income taxes payable The income taxes payable amount is analyzed as follows:

| GROUP/COMPANY
Amounts in thousands € | 1/1-31/12/2025 | 1/1-31/12/2024
Income Tax (Note 8.23) | 9.460 | 8.229
Advances/Tax Withold | -4.467 | -3.654
Total | 4.994 | 4.576

8.15 Sales Sales have increased in most sectors due to a 9.6% rise in the number of containers (TEUs) handled through the Port of Thessaloniki compared to the previous fiscal year. Sales of intermodal services decreased by 66.22% due to the ongoing restructuring efforts in this sector. Furthermore, the decline in dry port services to near-zero levels is due to the transfer of pricing from the subsidiary to the parent company in April 2025. 354

Amounts in thousands € | GROUP | GROUP | COMPANY | COMPANY
| 1.1-31.12.2025 | 1.1-31.12.2024 | 1.1-31.12.2025 | 1.1-31.12.2024
Container Terminal |  |  |  |
Vessel services | 47.050 | 43.282 | 47.050 | 43.282
Land services | 30.397 | 26.088 | 30.397 | 26.088
Mooring and berthing | 1.731 | 1.756 | 1.731 | 1.756
Exploitation of premises | 134 | 138 | 134 | 138
Income from other services | 0 | 22 | 0 | 22
Total | 79.313 | 71.286 | 79.313 | 71.286
Conventional Terminal |  |  |  |
Vessel services | 14.877 | 15.624 | 14.877 | 15.624
Land services | 1.696 | 1.898 | 1.696 | 1.898
Mooring and berthing | 1.638 | 1.797 | 1.638 | 1.797
Exploitation of premises | 2.936 | 2.630 | 2.936 | 2.630
Income from other services | 624 | 1.079 | 624 | 1.079
Total | 21.771 | 23.029 | 21.771 | 23.029
Passenger Terminal |  |  |  |
Vessel services | 311 | 138 | 311 | 138
Land services | 34 | 45 | 34 | 45
Mooring and berthing | 993 | 751 | 993 | 751
Exploitation of premises | 37 | 38 | 37 | 38
Income from other services | 299 | 400 | 299 | 400
Total | 1.673 | 1.373 | 1.673 | 1.373
Exploitation of premises and other |  |  |  |
Exploitation of premises | 986 | 1.083 | 986 | 1.083
Income from other services | 3.430 | 3.123 | 3.430 | 3.123
Total | 4.416 | 4.206 | 4.416 | 4.206
INTERMODAL |  |  |  |
Income from other services | 213 | 629 | 213 | 629
Total | 213 | 629 | 213 | 629
Thpa Sofia EAD |  |  |  |
Services dry port | 3 | 129 | 0 | 0
TOTAL REVENUE | 107.389 | 100.652 | 107.386 | 100.523

sales recognized over time for 2025 are € 17.563 thousand (2024: € 15.661 thousand) for the Group, and € 17.560 thousand (2024: € 15.533 thousand) for the Company, and consist of income from other services, exploitation of premises, intermodal and storage of € 9.878 thousand (2024 € 7.858 thousand), the latter of which are included in berthing and paralleling services. 355
8.16 Cost of sales Cost of sales is analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1-31/12/2025 | 1/1-31/12/2024 | 1/1-31/12/2025 | 1/1-31/12/2024
Personnel remuneration and expenses | 27.104 | 25.741 | 27.096 | 25.739
Third parties remuneration and expenses | 1.613 | 1.269 | 1.613 | 1.127
Third parties benefits | 13.393 | 12.836 | 13.383 | 12.836
Taxes-Duties | 415 | 123 | 415 | 123
Miscellaneous expenses | 1.155 | 1.411 | 1.155 | 1.411
Depreciation | 7.949 | 7.219 | 7.949 | 7.219
Consumpion of materials and spare parts | 5.413 | 4.986 | 5.413 | 4.986
Total | 57.041 | 53.585 | 57.024 | 53.441

8.17 Other revenue and profits Other revenue and profits are analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1-31/12/2025 | 1/1-31/12/2024 | 1/1-31/12/2025 | 1/1-31/12/2024
Profits from investment property valuation (note 8.1) | 333 | 168 | 333 | 168
Depreciation of subsidized fixed assets | 2 | 68 | 2 | 68
Income from insurance claims | 7 | 1 | 7 | 1
Revenue from unused provisions (Note 8.7,8.8,8.11) | 1.340 | 151 | 1.340 | 151
Revenue from fixed assets sales | 45 | 420 | 45 | 420
Other revenue/previous years revenue | 75 | 52 | 75 | 52
Total | 1.802 | 860 | 1.802 | 860

8.18 Administrative Expenses Administrative expenses are analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1-31/12/2025 | 1/1-31/12/2024 | 1/1-31/12/2025 | 1/1-31/12/2024
Personnel remuneration and expenses | 5.672 | 5.548 | 5.672 | 5.548
Other remuneration and third parties expenses | 1.562 | 1.405 | 1.523 | 1.321
Management services | 349 | 385 | 349 | 385
Third party benefits | 1.690 | 1.680 | 1.690 | 1.680
Taxes/Duties | 23 | 290 | 23 | 290
Miscellaneous expenses | 1.089 | 2.141 | 1.089 | 2.141
Depreciation | 587 | 524 | 587 | 524
Consumpion of materials and spare parts | 49 | 47 | 49 | 47
Total | 11.021 | 12.019 | 10.981 | 11.935

Third party fees and expenses: the amount includes mainly the cost of management fees and fees for management incurred after the Concession Agreement has been signed (note 8.25) for amount €193 356
thousand. Also includes fees to statutory auditors of KPMG Chartered Accountants S.A. which for the financial year 2025 amounted to €114 thousand for both Group and Company (2024: €143 thousand)

The total fees charged by the statutory audit firm in the financial years 2025 and 2024 are broken down as follows: | GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 2025 | 2024 | 2025 | 2024
Fees for mandatory audit of financial statements | 72 | 67 | 72 | 67
Fees for tax certificate | 21 | 20 | 21 | 20
Fees for other services | 21 | 6 | 21 | 6
Total | 114 | 93 | 114 | 93

8.19 Distribution Expenses Distribution expenses are analyzed as follows:

| GROUP/COMPANY
Amounts in thousands € | 1/1-31/12/2025 | 1/1-31/12/2024
Personnel remuneration and expenses | 496 | 504
Third parties remuneration and expenses | 22 | 19
Third parties benefits | 31 | 26
Tax/Duties | 0 | 1
Miscellaneous expenses | 31 | 42
Depreciation | 27 | 20
Provision for bad debt | 99 | 151
Consumpion of materials and spare parts | 1 | 2
Total | 708 | 765

8.20 Number of personnel and payroll cost The number of personnel employed in the Group and Company and the payroll cost are analyzed as follows: 357

| GROUP | GROUP | COMPANY | COMPANY
| 31/12/2025 | 31/12/2024 | 31/12/2025 | 31/12/2024
Salaried Employees * | 458 | 439 | 457 | 438
Day Laborers ** | 109 | 120 | 109 | 120
Total | 567 | 559 | 566 | 558

On 31/12/2025 there were also 12 Technological Education Institute (TEI) students (2024: 5) and 8 Hellenic Manpower Organization (OAED) students (2024: 9)

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1-31/12/2025 | 1/1-31/12/2024 | 1/1-31/12/2025 | 1/1-31/12/2024
Full-time personnel salaries | 21.342 | 19.683 | 21.335 | 19.681
Employer contributions to social security funds | 4.568 | 4.448 | 4.568 | 4.448
Side Benefits | 722 | 629 | 722 | 629
Personnel indemnity provision (note 8.11) | 491 | 447 | 491 | 447
Subtotal | 27.123 | 25.207 | 27.115 | 25.205
Wages | 4.753 | 5.024 | 4.753 | 5.024
Wages to Greek Manpower Employment Organization (OAED) | 7 | 3 | 7 | 3
Employer contributions to social security funds | 1.102 | 1.282 | 1.102 | 1.282
Side Benefits | 188 | 188 | 188 | 188
Personnel indemnity provision (note 8.11) | 89 | 89 | 89 | 89
Subtotal | 6.139 | 6.586 | 6.139 | 6.586
General total | 33.261 | 31.793 | 33.254 | 31.791

8.21 Other expenses and losses Other expenses are analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1.1- 31.12.2025 | 1.1- 31.12.2024 | 1.1- 31.12.2025 | 1.1- 31.12.2024
Transfer from Capitalized to Operational expenses (note 8.2) | 0 | 108 | 0 | 108
Provision for impairment from ThpaSofia receivables | 0 | 0 | 90 | 148
Expenditure from previous years | 699 | 82 | 699 | 82
Tax penalties | 23 | 10 | 23 | 10
Exchange rate differences/debit differences | 1 | 2 | 1 | 2
Other | 20 | 2 | 20 | 2
Total | 743 | 203 | 833 | 351

Expenses from prior years mainly include an amount of 655 thousand euros for an additional concession fee that was retroactively charged for the fiscal years 2018–2024 by the Greek State and paid in August 2025. 8.22 Financial income (expenses) Financial income/(expenses) are analyzed as follows: 358

GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1- 31/12/2025 | 1/1- 31/12/2024 | 1/1- 31/12/2025 | 1/1- 31/12/2024
Financial income |  |  |  |
Interest on loans (Note 8.9) | 2.702 | 2.701 | 2.738 | 3.549
Total | 2.702 | 2.701 | 2.738 | 3.549
Financial expenses |  |  |  |
Bank charges and related costs | 421 | 493 | 417 | 487
Financial costs from right of use | 1.700 | 1.708 | 1.700 | 1.708
Total | 2.121 | 2.201 | 2.117 | 2.195

Financial income decline is due to lower deposit interest rates compared to 2024 fiscal year. 8.23 Income tax (current and deferred) The income tax presented in the Comprehensive Income Statement is analyzed as follows:

Amounts in thousands € | GROUP/COMPANY
| 31.12.2025 | 31.12.2024
Current income tax (Note 8.14) | 9.228 | 8.357
Deferred income tax | 83 | -197
Previous years taxes | 148 | 69
Income tax expense | 9.460 | 8.229

Pursuant to tax law 4172/2013, the tax rate for fiscal year 2025 is 22% (2024: 22%). Tax statements are submitted each year, readjusting the book profits with the tax adjustment returns, but the profits or losses referred to in them are considered to be provisional until a tax audit is carried out by the taxation authorities and the relevant report is issued, by which tax liabilities are finalized. In the table below we cite the agreement between the nominal and effective tax rate: 359

GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 31.12.2025 | 31.12.2024 | 31.12.2025 | 31.12.2024
Profit before income tax | 40.259 | 40.263 | 36.253 | 36.244
Applicable tax rate | 22% | 22% | 22% | 22%
Income tax calculated at the applicable tax rate | 8.857 | 8.858 | 7.976 | 7.974
Tax effect of non-deductible expenses | 434 | 454 | 154 | 187
Effect of foreign tax rates | 11 | 0 | 17 | 0
Tax losses for which no deferred tax asset has been recognised | 9 | 0 | 14 | 0
Change in tax for the year 2024 | 148 | 148 | 69 | 69
Tax expense in the statement of comprehensive income | 9.460 | 9.460 | 8.229 | 8.229
Effective tax rate | 23,50% | 23,50% | 22,70% | 22,71%

Charges for deferred income tax (deferred tax liability) at the attached income statements contains the provisional tax differences principally ensuing from written income-gains which will be taxed at a future date. Credit for deferred taxes (deferred tax receivables) mainly contains provisional tax differences which ensue from specific provisions, which are tax deductible at their realization. Deferred tax credit and debit balances are offset, when there is a legal right to the offset of current tax assets against current tax liabilities and where deferred income taxes relate to the same tax authority. The subsidiary ThPA Sofia during the year 2025 recorded a loss of approximately € 90 thousand for which no deferred tax benefit was recognized, as the possibility of offsetting tax profits is not considered certain. Deferred income tax assets and liabilities originate from the following items: 360

Amounts in thousands €

Balance 1/1/2025 | (Debit)/Credit in assets-other income | Balance 31/12/2025
Investment property | -353 | -73 | -426
Tangible fixed assets utilized for own purposes | 2.115 | 34 | 2.149
Right of use | -8.185 | 326 | -7.858
Lease commitments | 9.986 | -124 | 9.863
Intangible assets | 50 | -2 | 48
Inventories | 102 | 0 | 102
Trade and other receivables | 113 | 17 | 130
Provisions for liabilities towards employees | 944 | 1 | 960
Other liabilities and provisions | 360 | -243 | 102
Total | 5.132 | -63 | 5.069
Recognized as: |  |  |
Net Deferred Tax receivable | 5.132 |  | 5.069

Balance (Debit)/Credit Balance in assets-other Amounts in thousands € 1/1/2024 31/12/2024 income Investment property -315 -37 -353 Tangible fixed assets utilized for own purposes 2.374 -259 2.115 Right of use -8.511 326 -8.185 Lease commitments 10.044 -58 9.986 Intangible assets 56 -6 50 Inventories 102 0 102 Trade and other receivables 162 -49 113 Provisions for liabilities towards employees 961 -17 944 Other liabilities and provisions 58 302 360 Total 4.931 202 5.132 Recognized as: Net Deferred Tax receivable 4.931 5.132 The balance of the deferred income tax is shown in the table below: 361

Amounts in thousands € | GROUP/COMPANY
| 31.12.2025 | 31.12.2024
Opening balance | 5.132 | 4.931
Deferred tax in profit or loss | -83 | 197
Deferred tax in on other income | 20 | 5
Closing balance | 5.069 | 5.132

8.24 Dividends Pursuant to Greek legislation, the companies have the potential, every fiscal year, to distribute to their shareholders 35% of the net profits (after tax) and after the deduction for statutory reserves. The Annual General Meeting of 14/05/2025 decided to distribute dividends for amount of € 20.160 thousand responding to 2,00 €/share. As per article 64 of Law 4172/2013 implementation, the tax rated 5% upon the dividend, was withheld only for rest shareholders than the wider public sector and main shareholder (SEGT) for amount € 225 thousand. Consequently, the net dividend payable amount was assessed to € 19.935 thousand and was paid in May 2025. The Annual General Meeting of 10/05/2024 decided to distribute dividends for amount of € 13.104 thousand responding to 1,30 €/share. As per article 64 of Law 4172/2013 implementation, the tax rated 5% upon the dividend, was withheld only for rest shareholders than the wider public sector and main shareholder (SEGT) for amount € 148 thousand. Consequently, the net dividend payable amount was assessed to € 12.956 thousand and was paid in May 2024. On 15.04.2026 the Board of Directors of the Company proposed the distribution dividends becoming from 2025 profits of € 22.176 thousand which responds to 2,20 €/share. The proposal is subject to approval by the Annual Regular General Meeting of Shareholders. 8.25 Transactions with related parties Directors and Managing Fees The remuneration and attendance expenses paid to the members of the Board of Directors and the remuneration paid to the Company Executives are analyzed per fiscal year as follows:

Amounts in thousands € | 31/12/2025 | 31/12/2024
Short term Liabilities |  |
BoD members remuneration | 210 | 106
Salaries to executive staff | 1.708 | 1.944
Total (a) | 1.918 | 2.049
Post-retirement benefits related to: |  |
Post-working allowances | 26 | 24
Total (b) | 26 | 24

362
Note: Salaries to executive staff (managerial staff) and other executives were subject to employer contributions of € 248 thousand (31.12.2024: € 268 thousand) Apart from the fees-transactions, no other business relationship or transaction took place from 1/1/2025 to 31/12/2025 and no other benefits during the current financial year between the Company and the persons who are members of its Management Bodies, as well as their close relatives. In addition to the above, as at 31/12/2025, directors' fees of € 13 thousand (31/12/2024: € 6 thousand) are due for the month of December (note 8.13). Finally, the accumulated provision for staff compensation includes an amount of € 25 thousand (31.12.2024: € 24 thousand) relating to the Company's managers and other executives. Transactions with affiliated companies The Group and the Company have entered into a contract (a new one is expected to be signed) with CMA INTERNATIONAL MOBILITY SERVICE (CIMS), under which CIMS provides services through specialized personnel. Transactions with CIMS in 2025 totaled €280 thousand of which €174 thousand is payable to CIMS and €106 thousand is receivable from CIMS. For 2025, the Company was invoiced by DIMERA LTD. (affiliate) for rent totaling €80 thousand, while it invoiced DIMERA for rent amounting to €7 thousand. Participations to affiliated companies In November 2020, ThPA Sofia EAD, a 100% subsidiary of ThPA. S.A., was established with a share capital of BGN 50 thousand (€ 26 thousand). In August 2021, the Company carried out a share capital increase of BGN 1 million (€ 513 thousand) and in November 2022, the Company carried out a further increase of BGN 2.16 million (€ 1.1 million). The Company consolidated its subsidiary for the first time for the 2021 financial year, and for 2022 there were now comparable figures at both Group and Company level. The amount of transactions for the 2025 financial year amounted to € 37 thousand (2023: € 64 thousand). The amount of receivables from the above company as at 31.12.2025 was: € 1.708 thousand (2024: € 2.668 thousand), of which € 1.470 thousand (2024: € 1.470 thousand) relates to loan receivables, for which the fair value was fully impaired. The remaining amount of € 238 thousand relates to other trade receivables (2024: € 1.198 thousand), of which €171 thousand has been written off. In 2025, the Company recorded an additional impairment loss of €90 thousand (2024: €149 thousand) on other receivables. In 2024, the Board of Directors decided to dissolve and liquidate the subsidiary.The liquidation is expected to be completed in 2026. Final controlling entity The Parent company of the Company is South Europe Gateway Thessaloniki, which directly owns 67% of the Company, the ultimate parent company is BELTERRA HOLDINGS LIMITED while the ultimate controller is Mr. Nickos Savvidis. Αll transactions to related parties are carried out on purchase terms. 363
8.26 Commitments, Contingent receivables – liabilities and Guarantees 8.26.1 Pending cases Third party claims As at 31.12.2025, there were pending claims against the Group and the Company amounting to €10.63 million (31.12.2024: €12.02 million). The decrease is mainly attributable to cases amounting to €3.8 million that were finally adjudicated in favor of the Company during 2025, as well as new cases amounting to €2.5 million arising during 2025. Out of the total pending claims: (a) an amount of €3.1 million relates to four lawsuits filed by employees of ThPA S.A. concerning claims for salary reductions imposed under Laws 3833/2010, 3845/2010 and 4024/2011. One of these lawsuits was heard as a pilot case and was dismissed at first instance in January 2021. The plaintiffs filed an appeal on 07.01.2022, the hearing of which was adjourned and no new hearing date has been notified to date. The other three lawsuits had been previously adjourned and were reintroduced for hearing during 2024; however, their hearing was again adjourned. A new hearing date has been set for June 2026. (b) an amount of €3.9 million relates to (i) nine lawsuits filed by employees of ThPA S.A. concerning claims for salary differences for the period 2018–2019, which were heard in 2024 and dismissed at first instance during 2025 as legally unfounded, with cassation appeals currently pending, and (ii) one lawsuit concerning salary differences for the period 2018–2023 (amounting to €15 thousand), which was heard in 2024 and partially upheld for approximately €4 thousand, which was paid during 2025. (c) an amount of €1.0 million relates to a claim by the Company’s customs broker, N.T.P. RINIA, for compensation for moral damages allegedly suffered due to an infringement of personality rights, in connection with a related dispute between the Company and N.T.P. RINIA (criminal complaint and civil action filed by the Company against N.T.P. RINIA concerning a case involving the loss of a cargo of cigarette cartons). The case was heard on 22.09.2021 and was dismissed. An appeal was filed by the claimant, which was heard on 03.02.2023 before the Thessaloniki Court of Appeal and was dismissed. Subsequently, the claimant filed a cassation appeal before the Supreme Court (Areios Pagos), the hearing of which has not yet been scheduled. (d) the remaining amount of €2.63 million relates to other cases. Group and Company Management, following the opinion of its legal consultant, decided not to form a relevant provision for the cases above, since it is anticipated that their outcome will be positive for the Company and no burden is expected for the Group and Company. Group and Company claims The Group and Company’s claims before Courts against third parties’ amount to € 1,15 mil. (31.12.2024: € 1,15 mil.). The claims include a) an amount of € 166 thousand from compensations (€ 31.12.2024: 166 thousand) and b) an amount of € 984 thousand from other pending claims (31.12.2024: € 984 thousand). All above cases are disclosed in capital amounts without taking into account any interest. 364
8.26.2 Guarantees The Group and the Company at 31.12.2025 held letters of guarantee from suppliers - customers in the amount of € 18 million compared to € 11,02 million at 31.12.2024. Out of this amount, € 15,71 million relates to suppliers and € 2,29 million relates to customers for 2025 compared to € 8,11 million relating to suppliers and € 2,91 million relating to customers for 2024 respectively. As stipulated in the deferral clauses included in the contract signed between the Greek State and ThPA S.A. on 02.02.2018 and entitled "Concession Contract Regarding the Use and Exploitation of Certain Sites and Assets within the Port of Thessaloniki", the Company has issued two letters of guarantee for a total amount of € 30 million. 8.27.3 Open tax years For fiscal years 2011-2024, the Company, which is subject to tax audit by Chartered Auditors-Accountants in compliance with the provisions of article 82 par. 5 of Law 2238/1994 and the provisions of article 65a of Law 4174/2013, has received a Tax Compliance Certificate, without any ensuing of additional tax liabilities. For fiscal year 2025 the Company is subject to tax audit by the Chartered Auditors- Accountants provided for by the provisions of article 65a of Law 4174/2013. This audit is in progress and the relevant tax certificate is going to be issued after the publication of the annual financial statements for fiscal year 2025. If additional tax liabilities should arise until the conclusion of the tax audit, we estimate that they will not have any significant effect to the corporate and consolidated financial statements financial statements. According to current legislation, tax years subject to re-audit by Tax Audit Authorities, are subject to five- year limitation period as well. Consequently, tax years up to 2019 are considered definitively terminated. The Management considers that for the opened tax years 2020-2025 no tax liability is expected to arise by any future tax audit. Regarding the subsidiary, the fiscal years from 2020 to 2025 are unaudited by the tax authorities and the Management estimates that in case of audit, no additional tax liabilities are expected to arise. 8.26.4 Capital expense commitments Mandatory Enhancements: Within 2025, and during the First Investment Period, THPA. S.A. (or the ‘Company’) continues to make Mandatory Investments within the framework of the €180 million commitments undertaken under the Concession Agreement. Under this Concession Agreement, which was codified in February 2018 and ratified by Law 4522/07.03.2018 (Government Gazette 39), the Company must proceed to Mandatory Investments for port improvements - which form part of the Development Program and the Port Management Study (Master Plan) - corresponding to the First Period, until 3/2025, with a total budget of €180 million. With the 24.05.2024 amendment of the concession agreement between ThPA and the 365
Greek State, the First Investment Period was extended until 22.03.2030 since the Greek State has not completed the New Railway and Road Connections of Pier 6. These concern: I. Expansion of Port Infrastructure of the 6th Pier: € 130 million. Under No. 7840/17.04.2024 Decision of the Board of Directors of ThPA SA, the selection of the Candidate "Joint Venture METKA SA - TEKAL SA" as the Preferred Contractor for the construction of the project "6th Pier, Port Infrastructure Extension" was approved. In addition, by Presidential Decree 12/10.02.2025 (Government Gazette 18A), the Development Program and Management Study (Master Plan) of the Port of Thessaloniki, as well as the Strategic Environmental Impact Study (SEIS) were approved. Finally, the document of ThPA S.A. No. 313/10.03.2025 has been submitted to the Ministry of Maritime Affairs & Island Policy for the approval of the execution of the project for the approval of the project’s implementation, and the relevant construction permit was issued by the said Ministry. Finally, on November 19, 2025, the Contract was signed between ThPA S.A. and the “METKA S.A. – TEKAL S.A. Joint Venture” for the Project “6th Pier, Port Infrastructure Expansion,” and the “METKA ATE – TEKAL S.A. Joint Venture” became the definitive contractor for the construction of the Project. II. Equipment of the Container Stations & Conventional Port: € 30 million. III. Restoration Projects of the Old Customs Station Building and General Development of the Port: € 20 million. Regarding the completion of the Mandatory Investments, it is stated that the deadline of the First Investment Period (March 2025) was extended until 22.03.2030 based on the amendment of the concession agreement between ThPA and the Greek State. The Compulsory Investments carried out from 3/2018 until 31/12/2025, approach € 22,5 million, for which the certification of the Independent Engineer is expected (in terms of Basic Reference Cost) and mainly concern mechanical equipment, specifically supply: i. two (2) STS Crane Bridges, ii. one (1) Mobile Crane iii. five (5) Straddle Carriers, which are in operation at the Port, and also iv. studies for the general development of the port, including the rehabilitation works of the Old Customs Station building. Therefore, the backlog is a total of € 157,5 million. Non-Mandatory Enhancements: At the same time, the Company has made significant additional investments totaling over €67,1 million, including, for example, infrastructure upgrades (building upgrades, offices, substations, infrastructure, quays, installation of fenders & mooring lines, road surface restoration, and road markings), and the purchase of equipment (8 new container handling vehicles, lifting machinery, loader tractors, bucket 366
loaders, crane accessories, and similar loading and unloading equipment), and various other works; the purchase of IT equipment and the installation of new software (new TOS Terminal Operating System), during the same period (from March 2018 to December 31, 2025). Consequently, the Company’s total investments from March 2018 through December 31, 2025 exceed €89,6 million. 8.27 Leasing 8.27.1. Group and Company as lessor The Group has signed various operating lease agreements which concern a concession of spaces until December 2040. The future minimum rents to be collected in future fiscal years, as such ensue from existing operating lease contracts are as follows (amounts in thousands €):

Amounts in thousands € | GROUP/COMPANY
Contracts up to: | 31/12/2025 | 31/12/2024
1 year | 699 | 507
1 – 5 years | 2.567 | 2.027
Over 5 years | 1.862 | 1.107
Total | 5.127 | 3.641

8.27.2. Group and Company as lessee Under the concession agreement signed with the Greek State, the Group is comiited to pay an annual fee equal to 3.5% of its consolidated revenues, with a minimum annual fee of € 1,82 million for the financial year ended 31.12.2025, this liability is equal to the amount of € 3,92 million and is reflected in the Statement of Financial Position as a current liability for an amount of € 1,82 million under current lease liabilities and for an amount of € 2,10 million under other liabilities and accrued expenses (Note 8.13). The non-current liability of € 42,89 million (€ 43,30 million as of December 2024) is reflected in non-current lease liabilities. Furthermore, the Group, has signed concession (rental) contracts for the right to use cars for its operational needs. The current liability of € 132 thousand (€ 108 thousand as at December 2024) is reflected in the Statement of Financial Position under Current lease liabilities and an amount of € 238 thousand (€ 265 thousand as at December 2024) is reflected under Non-current lease liabilities. Since, January 2020, the Company has signed a long-term rental agreement for the use of land to serve its business needs (cargo storage) at a fixed monthly rent of € 8,5 thousand. The current liability of € 44 thousand (€ 42 thousand in December 2024) is reflected in the Statement of Financial Position under current liabilities from leases and an amount of € 1,47 million (€ 1,52 million in December 2024) is reflected in non-current liabilities from leases. 367
During 2021, the Group signed long-term lease agreements for photocopiers and printing machines to serve its operational needs. The short-term liability of € 5,9 thousand (€ 8,6 thousand as of December 2024) is reflected in the Statement of Financial Position under Current lease liabilities, and € 1 thousand (€ 6,7 thousand as of December 2024) is reflected in Long-term lease liabilities. Finally, in February 2021, the Company signed a contract for the rental of an office in Athens, A current liability of € 72 thousand (€ 70 thousand in December 2024) is reflected in the Statement of Financial Position under Current lease liabilities, and an amount of € 235 thousand (€ 307 thousand in December 2024) is reflected under non-current lease liabilities.

GROUP
| Right to use assets |  |  |  |  |  |
Amounts in thousands € | Concession of the Greek State | Vehicles | Land use | Photocopier s/Printers | Offices ThpaSofia | Total | Lease commitments
Balance at 1.1.2024 | 36.568 | 299 | 1.679 | 12 | 402 | 38.997 | 47.652
Additions |  | 205 |  | 13 |  | 218 | 218
Write-off |  | -20 |  |  |  | -20 | -20
Depreciation (Note 8.4) | -1.342 | -101 | -69 | -9 | -72 | -1.593 |
Financial costs |  |  |  |  |  |  | 1.708
Interest repayments |  |  |  |  |  |  | -1.708
Repayments |  |  |  |  |  |  | -410
Balance at 31.12.2024 | 35.226 | 383 | 1.610 | 16 | 330 | 37.602 | 47.440
Balance at 1.1.2025 | 35.226 | 383 | 1.610 | 16 | 330 | 37.602 | 47.440
Additions |  | 128 |  |  |  | 128 | 128
Write-off |  |  |  |  |  |  |
Depreciation (Note 8.4) | -1.342 | -134 | -69 | -8 | -72 | -1.625 |
Financial costs |  |  |  |  |  |  | 1.700
Interest repayments |  |  |  |  |  |  | -1.700
Repayments |  |  |  |  |  |  | -454
Balance at 31.12.2024 | 33.884 | 377 | 1.541 | 8 | 258 | 36.104 | 47.115

368

COMPANY
Amounts in thousands € | Right to use assets Concession of the Greek State | Vehicles | Land use | Photocopier s/Printers | Offices | Total | Lease commitments
Balance at 1.1.2024 | 36.568 | 299 | 1.679 | 11 | 439 | 38.997 | 47.652
Additions |  | 205 |  | 13 |  | 218 | 218
Write-off |  | -20 |  |  |  | -20 | -20
Depreciation (Note 8.4) | -1.342 | -101 | -69 | -9 | -72 | -1.593 |
Financial costs |  |  |  |  |  |  | 1.708
Interest repayments |  |  |  |  |  |  | -1.708
Repayments |  |  |  |  |  |  | -410
Balance at 31.12.2024 | 35.226 | 383 | 1.610 | 15 | 367 | 37.602 | 47.440
Balance at 1.1.2025 | 35.226 | 383 | 1.610 | 15 | 367 | 37.602 | 47.440
Additions |  | 128 |  |  |  | 128 | 128
Write-off |  |  |  |  |  | 0 | 0
Depreciation (Note 8.4) | -1.342 | -134 | -69 | -8 | -72 | -1.625 |
Financial costs |  |  |  |  |  |  | 1.700
Interest repayments |  |  |  |  |  |  | -1.700
Repayments |  |  |  |  |  |  | -454
Balance at 31.12.2025 | 33.884 | 377 | 1.541 | 7 | 295 | 36.104 | 47.114

8.28 Earnings per share The basic earnings per share are calculated by dividing the profit or loss corresponding to the holders of common shares of the parent economic entity with the average weighted number of common shares in circulation during the fiscal year. Diluted earnings per share are calculated by dividing the net profit attributable to the shareholders (after the deduction in the income statement of the impact from the conversion of conditional assets convertible to shares) with the average weighted number of shares in circulation during the fiscal year (adjusted for the impact of the conditional assets convertible to shares). There were no bonds convertible to shares or other conditional titles convertible to shares which could decrease the profits during the fiscal years to which the corporate and consolidated financial statements financial statements attached refer, and consequently, no diluted earnings per share have been separately calculated. The calculation of the basic and diluted earnings per share for the fiscal years that ended on December 31, 2025 and 2024 is as follows: 369

| GROUP | GROUP | COMPANY | COMPANY
| 01.01-31.12.2025 | 01.01-31.12.2024 | 01.01-31.12.2025 | 01.01-31.12.2024
Net profits corresponding to the company's shareholders (amount in thousands) | 30.799 | 28.023 | 30.803 | 28.015
Average weighted number of common shares | 10.080.000 | 10.080.000 | 10.080.000 | 10.080.000
Basic abd diluted earnings per share (€/share) | 3,06 | 2,78 | 3,06 | 2,78

8.29 Events after the date of the financial statements Since February 2026, an armed conflict has been ongoing in Iran and the wider Middle East region. The Group has no operations in the affected markets, nor are there significant trade flows with these regions. As a result, no material impact on its financial performance has been identified, and, based on currently available information, no significant effect on its operations is expected in the near term. However, as the situation remains ongoing, Management continuously monitors developments and assesses the related risks through internal monitoring mechanisms, including potential indirect impacts on energy costs, trade flows, and the broader macroeconomic and financial environment, and stands ready to take appropriate actions should this become necessary. Besides above, there have been no other events subsequent to the consolidated financial statements for the year ended 31 December 2025 that materially affect the understanding of these consolidated financial statements and should either be disclosed or differentiate the disclosures in the published consolidated financial statements. THESSALONIKI, 15/04/2026 THOSE RESPONSIBLE FOR THE PREPARATION OF THE FINANCIAL STATEMENTS THE BoD CHAIRWOMAN THE CHIEF EXECUTIVE THE CHIEF FINANCIAL THE HEAD OF THE OFFICER OF ThPA S.A. OFFICER OF ThPA S.A. ACCOUNTING DEPARTMENT ANGELIKI SAMARA IOANNIS TSARAS NARKISOS GEORGIADIS PANAGIOTIS NYDRIOTIS ID Card No S 492406 ID Card No Α03001660 ID Card no. Α0 1891191 ID Card No. ΑI 147478 LICENSE NO 0100227 A CLASS 370