To:
BUCHAREST STOCK EXCHANGE
FINANCIAL SUPERVISORY AUTHORITY
CURRENT REPORT 19/2026
Prepared in accordance with Law no. 24/2017 regarding issuers of financial instruments and market operations, FSA Regulation no. 5/2018 regarding issuers of financial instruments and market operations and/or the Bucharest Stock Exchange Code for the Multilateral Trading System.
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Report date
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16.04.2026
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Company name
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NOROFERT S.A.
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Registered office
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Bucharest, Lt. Av. Serban Petrescu Street, No. 20, Ground Floor, Rooms 1 and 2, District 1
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Phone
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0753 157 858
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Email
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investitori@norofert.ro
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Trade Register No.
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J40/4222/2000
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Sole Registration Code
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RO12972762
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Subscribed and paid-in share capital
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8,342,983.20 RON
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Number of shares
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20,857,458
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Trading market
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Shares: MTS AeRO Premium, symbol NRF
Bonds: Bonds-MTS, symbol NRF29
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Important events to report: Notification of major holdings, according to art. 74 paragraph (6) of Law no. 24/2017 and Annex no. 18 of ASF Regulation no. 5/2018
The management of Norofert S.A., hereinafter referred to as the Company, informs the market of the receipt, on 16.04.2026, of the notification of major holdings, drawn up in accordance with art. 74 paragraph (2) of Law no. 24/2017 on issuers of financial instruments and market operations and Annex no. 18 of ASF Regulation no. 5/2018, from Mr. Popescu Vlad-Andrei, Chairman of the Board of Directors and significant shareholder of the Company.
According to the notification received, following the completion of the share capital increase registered with the Central Depository on 12.03.2026 and with the National Trade Register Office on 26.03.2026, Mr. Popescu Vlad-Andrei's holdings fell below the 33% threshold that must be reported from the total voting rights, as a result of the passive dilution resulting from the corporate event.
According to the notification, as of 12.03.2026, Mr. Popescu Vlad-Andrei holds 6,544,078 voting rights, representing 31.3752% of the total voting rights in Norofert S.A.. Compared to the previous position of 5,842,473 voting rights, representing 33.6137% of the total voting rights, the change reflects an increase in the number of shares held by 701,605 shares subscribed within the share capital increase. The notification is attached to this current report.
PRESIDENT OF THE BOARD OF DIRECTORS
Popescu Vlad Andrei
Reporting holdings below 33% according to art. 74 par. (1) of Law no. 24/2017 and
ASF Regulation No. 5/2018
Annex No. 18
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Notification of major holdings (to be submitted to the relevant issuer and the competent authority)
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1. Identity of the issuer or the issuer of the existing underlying shares to which voting rights are attached:
Issuer Name: NOROFERT SA
Address: Bucharest, Str. Lt. Av. Serban Petrescu, No. 20, Ground Floor, Room 1 and 2, Sector 1, Romania
CUI: RO 12972762
ORC registration number: J40/4222/2000
Symbol: NRF
Securities Type: shares
LEI code: 254900JJHUFETMCL0552
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2. Reasons for notification (please tick the appropriate box or boxes):
[ ] An acquisition or disposal of voting rights
[ ] An acquisition or disposal of financial instruments
[ X ] An event that changes the distribution of voting rights
[ ] Other (please specify): ______________
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3. Details of the person subject to the notification obligation:
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Name/Name: Popescu Vlad-Andrei
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City and country of residence (if applicable):
Bucharest, Romania
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4. Full name/designation of the shareholder(s) (if different from point 3):
That's not the case.
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5. Date of falling below, reaching or exceeding the threshold (vote percentage): 12.03.2026
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6. Total positions of persons subject to the notification obligation:
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% of voting rights attached to shares (total in 7.A)
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% of voting rights through financial instruments (total of 7.B.1 + 7.B.2)
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Total of the two expressed as a percentage % (7.A + 7.B)
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Total number of voting rights of the issuer
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The resulting situation, on the date on which the threshold was dropped below, exceeded or reached
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31.3752
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-
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31.3752
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20,857,458
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Position at the date of previous notification (if applicable)
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33.6137
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-
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33.6137
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17,381,215
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7. Information to be notified regarding the resulting situation, the date on which the threshold was exceeded, fell below or reached
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A: Voting rights attached to shares
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Share class/type (ISIN code if applicable)
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Number of voting rights - Direct (Art. 69 para. (1)-(3) of Law no. 24/2017)
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Number of voting rights - Indirect (Art. 70 of Law no. 24/2017)
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% voting rights - Direct
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% voting rights - Indirect
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ROHQGW108MX2
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6,544,078
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-
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31.3752
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-
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SUBTOTAL A
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6,544,078
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-
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31.3752
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-
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B.1: Financial instruments in accordance with art. 73 par. (1) let. (a) of Law no. 24/2017
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Type of financial instrument
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Expiration date (due date)
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Conversion/exercise period
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Number of voting rights that can be purchased
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% of voting rights
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-
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-
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-
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-
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-
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SUBTOTAL B.1
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-
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-
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B.2: Financial instruments with a similar economic effect in accordance with art. 73 par. (1) let. (b) of Law no. 24/2017
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Type of financial instrument
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Expiration date (due date)
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Conversion/exercise period
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Physical or cash settlement
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Number of voting rights / % of voting rights
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-
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-
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-
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-
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-
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SUBTOTAL B.2
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-
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-
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-
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-
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8. Information regarding the person subject to the notification obligation (please mark/tick the appropriate box):
[ X ] The person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any entity(ies) that has (have) directly or indirectly an exposure to the issuer of the underlying shares.
[ ] The complete chain of controlled persons through whom voting rights and/or financial instruments are effectively held, starting with the ultimate controlling natural person or legal entity:
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9. In the case of voting by representative: Not applicable.
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10. Additional information:
The decrease below the 33% threshold of total voting rights occurred as a result of the passive dilution resulting from the completion of the share capital increase of Norofert SA, registered with the Central Depository on 12.03.2026 and with the National Trade Register Office on 26.03.2026, according to Resolution no. 255864/26.03.2026. The number of shares held by the undersigned increased by 701,605 shares, subscribed as part of the share capital increase, but the percentage held decreased from 33.6137% to 31.3752% as a result of the increase in the total number of shares issued from 17,381,215 to 20,857,458.
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Done in Bucharest, 16.04.2026.
Signature:
Popescu Vlad-Andrei
Shareholder Norofert S.A.