Announcement pursuant to Art. 5 (1) Regulation (EU) No 596/2014 and Art. 2 (1) of Commission Delegated Regulation (EU) 2016/1052

The share buyback resolved on Dezember 10, 2024 by the Executive Board of Bilfinger SE with the consent of the Supervisory Board and as announced on December 10 and 20, 2024 will commence on January 21, 2025 (earliest possible acquisition date) and ends no later than December 19, 2025 (last possible acquisition date). A maximum of up to 1,100,110 treasury shares of Bilfinger SE may be purchased on the stock exchange at a maximum purchase price (excluding incidental transaction costs) of 50 million euros. The treasury shares acquired may be cancelled or issued to employees and members of the Executive Board of Bilfinger SE and employees and board members of affiliated companies of Bilfinger SE in connection with share-based remuneration programs and employee stock programs (purpose of share buyback).

For the implementation of the share buyback, the Executive Board is making use of the authorization granted by the Annual General Meeting of Bilfinger SE on April 20, 2023. Under this authorization, the Executive Board of Bilfinger SE is authorized to acquire until April 19, 2028 treasury shares in an amount of up to 10% of the capital stock of Bilfinger SE at the time of the resolution on the authorization and subject to the proviso that the shares to be acquired under this authorization, together with other shares in the Company which the Company previously acquired and still holds or which are attributable to the Company pursuant to Sections 71d and 71e AktG, will at no time account for more than 10 % of the capital stock of Bilfinger SE.

The acquisition of treasury shares will be carried out by instructing a credit institution and in compliance with the principle of equal treatment (Section 53a AktG). The acquisition of treasury shares is carried out in accordance with Article 5 of Regulation (EU) No. 596/2014 and Delegated Regulation (EU) 2016/1052. In this respect, the credit institution has undertaken to carry out the share buyback exclusively via the stock exchange and in accordance with the authorization granted by the Annual General Meeting of Bilfinger SE held on April 20, 2023 and the requirements of Regulation (EU) No. 596/2014 and Delegated Regulation (EU) 2016/1052.

It is intended that the credit institution will make its trading decisions concerning the timing of the acquisition of shares of Bilfinger SE in accordance with Art. 4 (2) lit. b) of Delegated Regulation (EU) 2016/1052 independently of and without any influence from Bilfinger SE. In particular, the credit institution is obliged to purchase the shares at market prices in accordance with the trading conditions of Art. 3 of Delegated Regulation (EU) 2016/1052 and to carry out the buyback exclusively via the trading system XETRA (or a comparable successor system). The purchase price per share (excluding incidental transaction costs) shall not exceed by more than 10%, and not fall short of by more than 20%, the stock exchange price determined in the opening auction in the XETRA trading system of the Frankfurt Stock Exchange on the day of acquisition. In particular, the shares of Bilfinger SE will not be acquired at a price higher than the higher of the price of the last independent trade or (should this be higher) the highest current independent bid on the respective trading system. In addition, no more than 25% of the average daily share turnover on the respective trading system will be purchased on any trading day. The average daily volume is calculated based on the average daily volume traded during the 20 trading days prior to the date of the respective purchase date.

To the extent required and legally permissible, the share buyback program can be cancelled at any time.

Information on the transactions relating to the share buyback program will be adequately disclosed no later than by the end of the seventh daily market session following the respective date of execution in a detailed and aggregated form. In addition, in accordance with Art. 2 (3) of Delegate Regulation (EU) 2016/1052, Bilfinger SE will publish on its website www.bilfinger.com/en/investors/shares-bond-and-rating/share-buyback/ the transactions and ensure that the information remains publicly accessible for at least five years from the date of publication.

Mannheim, January 20, 2025

The Executive Board