A. [Reserved] B. CAPITALISATION AND INDEBTEDNESS Not applicable. C. REASONS FOR THE OFFER AND USE OF PROCEEDS Not applicable. D. RISK FACTORS In addition to the other information included in this annual report and the exhibits, you should also carefully consider the following factors related to our ordinary shares and American Depositary Shares ("ADSs"). There may be additional risks that we do not currently know of or that we currently deem immaterial based on information currently available to us. Although we have a formal risk policy framework in place, the maintenance and development of which is undertaken on an ongoing basis so as to help management address systematic categories of risk associated with our business operations, any of these risks could have a material adverse effect on our business, financial condition or results of operations, leading to a decline in the trading price of our ordinary shares or our ADSs. The risks described below may, in retrospect, turn out to be incomplete and therefore may not be the only risks to which we are exposed. Additional risks and uncertainties not presently known to us or that we now believe are immaterial (and have therefore not been included), could also adversely affect our business, results of operations or financial condition. The order of presentation of the risk factors below does not indicate the likelihood of their occurrence or the magnitude or the significance of the individual risks. Summary of Risk Factors Risks Related to Our Industry 1.We are exposed to the impact of any significant decreases in the commodity prices on our production 2.The impact from, and measures taken to address infectious and communicable diseases, such as HIV/AIDS, malaria and tuberculosis, pose risks to us in terms of productivity and costs and may adversely affect our people, and may impact our business continuity, operating results, cash flows and financial condition 3.The nature of our mining operations presents safety risks 4.Mining companies face strong competition and industry consolidation 5.Laws governing health and safety affect our business and could impose significant costs and burdens 6.Since our labour force has substantial trade union participation in South Africa, we face the risk of disruption from labour disputes and other industrial action resulting in loss of production and increased labour costs impacting negatively on production and financial results 7.Laws governing mineral rights affect our business and could impose significant costs and obligations; mineral rights in the countries in which we operate could be altered, suspended or cancelled for a variety of reasons, including breaches in our obligations in respect of such mining rights 8.Our financial flexibility could be constrained by the Exchange Control Regulations of the countries in which we operate Risks Related to Our Operations and Business 1.Risks associated with pumping water inflows from closed mines adjacent to our operations, including related closure liabilities, could adversely affect our operational results 2.Infrastructure constraints and ageing infrastructure could adversely affect our operations 3.Disruptions to electricity supply and rising power costs: Impact on operations and financial results 4.Illegal mining and other criminal activity at our operations, including theft of gold and gold-bearing material, could pose a threat to the safety of employees, result in damage to property and could expose us to losses, business disruption and liability 5.Actual and potential shortages of production inputs and supply chain disruptions may affect our operational results 6.Fluctuations in insurance cost and availability could adversely affect our operating results and our insurance coverage may prove inadequate to satisfy future claims 7.We compete with mining and other companies for key human resources with critical skills and our inability to retain key personnel could have an adverse effect on our business 8.The use of contractors at certain operations may expose us to delays or suspensions in mining activities and increases in mining costs 2 Table of contents 9.We are dependent on a number of highly-integrated communication and information and technology (''IT'') systems, any major disruption to which could have an adverse effect on our operations and financial results 10.Estimations of our reserves are based on a number of assumptions, at a specific point in time, including mining and recovery factors, future cash costs of production, exchange rates, and the relevant commodity prices; as a result, metals produced in future may differ from current estimates 11.Our operations have limited proved and probable reserves; exploration for additional resources and reserves is speculative in nature, may be unsuccessful and involves many risks 12.We are subject to the risk of litigation, the causes and costs of which are not always known 13.The risk of unforeseen difficulties, delays or cost in implementing our business strategy and projects may lead to us not delivering the anticipated benefits of our strategy and projects; in addition, actual cash costs, capital expenditure, production and economic returns may differ significantly from those anticipated by feasibility studies for new development projects 14.Certain of our operations are dependent on trackless mobile machinery (“TMM”), which exposes us to interruptions, delays, and increased operational risk. 15.Our recent appointment of a new independent registered public accounting firm could result in additional costs, which could adversely impact our business. Risks Related to ESG 1.We may fail to meet ESG performance expectations and targets, which could result in reputational damage, loss of stakeholder confidence, and material adverse effects on our business and access to capital 2.Climate change may present physical and transition risks that could materially and adversely affect our operations, profitability, and long-term sustainability 3.We are subject to extensive environmental regulations in the countries in which we operate, and compliance costs, regulatory changes, and potential non-compliance could have a material adverse effect on our business, operating results and financial condition 4.The socio-economic landscape in the regions in which we operate may have an adverse effect on our operations and profits 5.Given the nature of mining and the type of mines we operate, we face a material risk of liability, delays and increased cash costs of production from environmental and industrial accidents and pollution compliance breaches 6.Mining companies are increasingly expected to provide benefits to affected communities; failure to comply with, and/or go beyond, our legal obligations could result in lawsuits, additional operational costs, investor divestment and impact our “social license to operate”, which could adversely impact our business, operating results and financial condition; we are finding increasing expectations on our business to provide social investment beyond our legal obligations especially as communities demand services and basic infrastructure from companies such as Harmony (where gaps in local government services are perceived or experienced) 7.Compliance with emerging climate change regulations could result in significant costs for us 8.The cost of occupational health care services and the potential liabilities related to occupational health diseases may increase in future and may be substantial 9.Our operations are subject to water use and other regulatory licenses, which may impose significant compliance costs and operational constraints 10.Compliance with tailings management requirements and standards, and potential liabilities in the event of a failure to timely comply or an incident involving a tailings storage facility ("TSF"), could adversely impact our financial condition, our operational results and our reputation 11.We may have exposure to rehabilitate potential groundwater and land pollution, which may include salination, and radiation contamination that may exist where we have operated or continue to operate; implementation of the financial provision regulations adopted in by the Minister of Environmental Affairs in November 2015, as they have subsequently been amended "Financial Regulations, 2015" may require us to include provision in our financial statements for rehabilitation 12.Compliance with new and changing corporate governance and public disclosure requirements adds uncertainty to our compliance policies and increases our costs of compliance Risks Related to Our Corporate and Financing Structure and Strategy 1.Our inability to maintain effective disclosure controls and procedures, and an effective system of internal control over financial reporting may have an adverse effect on investors’ confidence in the reliability of our financial statements and other disclosures 2.We may experience problems in identifying, financing and managing new acquisitions or other business combination transactions and integrating them with our existing operations; we may not have full management control over future joint venture projects 3.Certain factors may affect our ability to support the carrying value of our property, plant and equipment, and other assets on our balance sheet, resulting in impairments 4.Our ability to service our debt will depend on our future financial performance and other factors 3 Table of contents 5.We are subject to the imposition of various regulatory costs, such as mining taxes and royalties, changes to which may have a material adverse effect on our operations and profits; our operations and financial condition could also be adversely affected by policies and legislation related to greater state intervention in the mining sector and potentially the expropriation of mining assets without compensation 6.Sales of large quantities of our ordinary shares and ADSs, or the perception that these sales may occur, could adversely affect the prevailing market price of such securities 7.As we have a significant number of shares that may be issued in terms of the employee share schemes, our ordinary shares are subject to dilution 8.The continued status of South Africa’s credit rating as non-investment grade, as well as the grey-listing of South Africa by the Financial Action Task Force ("FATF"), may have an adverse effect on our ability to secure financing on favourable terms. 9.We may not pay dividends or make similar payments to our shareholders in the future Market Risks 1.The profitability of our operations, and cash flows generated by those operations, are affected by changes in the price of gold and other metals; a fall in the gold price below our cash cost of production and capital expenditure required to maintain production for any sustained period may lead to losses and require us to curtail or suspend certain operations 2.Fluctuations in input production prices linked to commodities may adversely affect our operational results and financial condition 3.Foreign exchange fluctuations could have a material adverse effect on our operational results and financial condition 4.Fluctuations in the exchange rate of currencies may reduce the market value of our securities, as well as the market value of any dividends or distributions paid by us 5.Rising inflation and geopolitical risks may have a material adverse effect on our business, operating results and financial condition 6.Investors may face liquidity risk in trading our ordinary shares on the JSE Limited 7.Shareholders outside South Africa may not be able to participate in future issues of securities (including ordinary shares) 8.Global, social, political and economic conditions could adversely affect the profitability of our operations Other Regulatory and Legal Risks 1.Failures of our IT security processes and violations of data protection laws may adversely impact our business activities and lead to public and private censure, regulatory penalties, fines and/or sanctions and may damage our reputation 2.Breaches in cybersecurity may adversely impact or disrupt our business. 3.Failure to comply with laws, regulations, codes and standards, policies and procedures or contractual obligations may lead to fines and penalties, loss of licenses or permits, may negatively affect our financial results, and adversely affect our reputation 4.Investors in the United States may have difficulty bringing actions, and enforcing judgments, against us, our directors and our executive officers based on the civil liabilities provisions of the federal securities laws or other laws of the United States or any state thereof 5.US securities laws do not require us to disclose as much information to investors as a US company is required to disclose, and investors may receive less information about us than they might otherwise receive from a comparable US company 4 Table of contents Risks Related to Our Industry We are exposed to the impact of any significant decreases in the commodity prices on our production As a rule, we sell our gold and silver at the prevailing market price. In order to manage commodity price risk, we maintain a commodity hedging program for a portion of our future production. Our remaining unhedged future production is not protected against decreases. If the gold or silver price should decrease significantly, our revenues may be materially adversely affected, which could in turn, materially adversely affect our operating results and financial condition. The impact from, and measures taken to address infectious and communicable diseases, such as HIV/AIDS, malaria and tuberculosis, pose risks to us in terms of productivity and costs and may adversely affect our people, and may impact our business continuity, operating results, cash flows and financial condition Many of our employees and contractors work in close proximity to each other in underground and surface mines, and live in close quarters in accommodation provided or supported by us. This renders them particularly vulnerable to the spread of communicable diseases. In South Africa, the prevalence of HIV in Harmony remains high due to historical migrant labour repercussions, as well as other factors. A high proportion of affected employees have been identified and placed in treatment, however, the status of a significant population remains unknown - potentially posing labour availability and cash flow uncertainty. Furthermore, tuberculosis ("TB") in Harmony (and in the gold-mining industry generally) remains high despite the progress made by Harmony's management program. Although there is a declining trend in the TB incident rate, it remains a factor and is still subject to close monitoring as it is influenced by HIV and the exposure to silica dust. In the Independent State of Papua New Guinea (“PNG”), communicable diseases similarly remain a threat. We are committed to allocating financial resources on preventative measures such as vaccine rollouts, promotion and education. Any new measures may result in additional costs incurred or interference with management's and/or employees’ productivity. Our property and business interruption insurance and liability may not cover or be sufficient to fully cover any of our losses resulting from public health emergencies and other events that could disrupt our operations. See “– Risks related to Our Operations and Business - Fluctuations in insurance cost and availability could adversely affect our operating results and our insurance coverage may prove inadequate to satisfy future claims”. The full extent to which infectious and communicable diseases will impact our operational and financial performance, whether directly or indirectly, will depend on future developments, which are highly uncertain and cannot be predicted. Any disruption to production or increased operational costs as a result of these diseases could have a material adverse effect on our business, operating results and financial condition. The nature of our mining operations presents safety risks Mining, and particularly the conduct of activities underground, is an inherently risky activity, presenting potential health, safety, industrial, environmental and other risks for our operations, employees and communities within which we operate. These and other risks identified elsewhere in this annual report also could lead to the suspension and potential closure of operations for indeterminate periods. Safety risks, even in situations where no injuries occur, can have a material adverse effect on our results of operations and financial condition. See Item 4: “Information on the Company - Business Overview - Regulation - Health and Safety - South Africa”, "Business Overview - Regulation - Health and Safety - Australia” and "Business Overview - Regulation - Health and Safety - PNG”. Also see “Integrated Annual Report for the 20-F 2025 – Social stewardship – Safety transformation towards zero harm" on pages 129 to 140 and “Social stewardship – Holistic health and wellness“ on pages 141 to 153. Mining companies face strong competition and industry consolidation The mining industry is competitive in all of its phases. We compete with other mining companies and individuals for specialised equipment, components and supplies necessary for exploration and development, for mining claims and leases on exploration properties and for the acquisition of mining assets. These competitors may have greater financial resources, operational experience and technical capabilities than us. Competition may increase our cost of acquiring suitable claims, properties and assets, which could have a material adverse effect on our financial condition. Further, industry consolidation may lead to increased competition due to lesser availability of mining and exploration assets. Similar consolidations in the form of acquisitions, business combinations, joint ventures, partnerships or other strategic relationships may continue in the future. The companies or alliances resulting from these transactions or any further consolidation involving our competitors may benefit from greater economies of scale as well as significantly larger and more diversified asset bases than us. Such developments could have a material adverse effect on our business, operating results and financial condition. Laws governing health and safety affect our business and could impose significant costs and burdens South Africa In South Africa, the Mine Health and Safety Act, 29 of 1996 (“MHSA”), requires that employers implement various measures to ensure the safety and health of persons working at a mine as far as reasonably practicable. This obligation may be extended by the employer in terms of an agreement with independent contractors who work at the mine. However, contractor employees are regarded as the employees of the employer for purposes of the MHSA. The obligations of the employer include the identification and assessment of risk, implementation of codes of practice and standards setting out safe work procedures, proper and appropriate training, supervision, medical surveillance and the provision of safe equipment, machinery and personal 5 Table of contents protective equipment. Further, pursuant to the MHSA we must ensure compliance with various licenses, permissions or consents that have been issued to it pursuant to the various provisions of applicable legislation. In June 2022, the Minister of Mineral Resources and Energy ("Minister") released a draft Mine Health and Safety Amendment Bill 2022 (the "MHSA Amendment Bill") for public comment which closed 29 July 2022. In October 2024, the Minister published an explanatory summary of an updated amendment bill ("MHSA Amendment Bill, 2024") was gazetted 14 October 2024. However, the MHSA Amendment Bill, 2024 has not yet been tabled in Parliament. In terms of the MHSA Amendment Bill certain provisions of the MHSA will be amended. The MHSA Amendment Bill contained a number of provisions which, if enacted in their present form, could have a material adverse effect on our business, operating results and financial condition. The MHSA Amendment Bill provided for (among other things) an increase in the monetary value of the fines that may be imposed in respect of instances of non-compliance, more direct involvement of executives (particularly chief executive officers (“CEOs”)), stricter liability in instances of non-compliance, and changes to the obligations relating to training and the formulation of training programs. The MHSA Amendment Bill also introduced a new offence of corporate manslaughter, being that the employer will contravene or fail to comply with the MHSA if it fails to comply with a duty in terms of the MHSA and if such conduct resulted in a person’s death or in serious injury or illness of a person. The effect of the provisions in the MHSA Amendment Bill are of that the defences on which the employer may rely to escape liability, are limited. See Item 4: “Information on the Company - Business Overview - Regulation - Health and Safety - South Africa” Australia In the State of Queensland, where our Eva Copper Project is situated, the safety of employees, contractors and third parties concerning mining operations is regulated by the Mining and Quarrying Safety and Health Act 1999 (Qld) (the "MQSH Act") and the Mining and Quarrying Safety and Health Regulation 2017 (the "MQSH Regulations"). The MQSH Act and the MQSH Regulations contain provisions that place certain obligations on Harmony to protect the safety and health of persons at mines and persons who may be affected by its operations. The MQSH Act was amended by the Resources Safety and Health Legislation Amendment Act 2024 (Qld) ("RSHLA Act"), with key amendments expanding safety obligations for mine operators including the requirement to implement critical controls within safety and health management systems. Resources Safety and Health Queensland (“RSHQ”) is the independent regulator responsible for administering, monitoring and enforcing compliance with the MQSH Act in Queensland. Responsibility for prosecution of “serious offences” under the MQSH Act fall with the independent Office of the Work Health and Safety Prosecutor of Queensland (the "WHS Prosecutor"). A “serious offence” is committed where a person who has a safety and health obligation breaches it in circumstances where the breach: •causes death, or grievous bodily harm, or bodily harm; •involves exposure of a person to a substance likely to cause death or grievous bodily harm; •is an offence under the Industrial Manslaughter provisions of the MQSH Act; or •amounts to an offence prescribed by the MQSH Regulations. Other offences (i.e., non-serious offences) may be prosecuted by either the WHS Prosecutor or the chief executive officer of RSHQ. Queensland legislation also allows any person to request that the WHS Prosecutor commence a prosecution against another person in certain circumstances, i.e., when the person reasonably considers the other person has committed a “serious offence” and no prosecution has been brought in relation to the act, in which instance the WHS Prosecutor has three months to investigate and respond. Breaches of these obligations may result in prosecutions leading to material fines and other penalties including imprisonment; they may also result in a direction to suspend operations. Any such penalties could have a material adverse effect on our business, operating results and financial condition. See Item 4: “Information on the Company – Business Overview – Regulation – Health and Safety – Australia”. Papua New Guinea In PNG, the safety of employees, contractors and third parties at our mining operations is regulated by the PNG Mining (Safety) Act 1977 (the "PNG Mining (Safety) Act") and the Regulations issued thereunder. Pursuant to section 6(1)(e)(i) of the PNG Mining (Safety) Act, an inspector has the power to order the cessation of operations on any part of a mine for such unlimited time as he or she considers may be necessary to satisfy the safety provisions of the PNG Mining (Safety) Act. Such order for cessation can often result in lower or a total stoppage of production resulting in significant financial losses during and following the cessation. The mining regime in PNG, including the PNG Mining (Safety) Act and related Regulations, is currently the subject of comprehensive ongoing review, which may result in changes which will affect our operations and projects in PNG. In 2021, the PNG Ministry of Mining’s Department of Mineral Policy and Geohazards Management (“DMPGM”) released a draft Mine and Works (Safety and Health) Bill 2021 (the "MWSH Bill") and has subsequently proposed various other amendments to the PNG Mining (Safety) Act, however has not enacted the MWSH Bill or other amendments. New laws, if enacted, could increase the overall regulatory burden on our operations and projects in PNG. See Item 4: “Information on the Company – Business Overview - Regulation - Health and Safety – Papua New Guinea”. General - Fines, Penalties and Costs of Compliance An employer may be subjected to significant penalties and/or administrative fines for non-compliance under applicable health and safety laws and regulations in the jurisdictions in which we operate. 6 Table of contents Depending on the particular circumstances, litigation (criminal and/or civil) may be instituted against an employer in respect of an accident or incident which has resulted in the injury, death or occupational disease contracted by an employee (or contractor employee). In some of the jurisdictions in which we operate, the regulatory authority is also empowered to issue closure notices for the operation or parts thereof, following the threat of potential occurrence of an injury or death. In the past, certain of our operations have also been temporarily suspended for safety reasons. Such closure notices or suspensions, if of sufficient magnitude, could have a material adverse effect on our business, operating results or financial condition. Any further changes to the health and safety laws and regulations in the jurisdictions in which we operate which increase the burden of compliance on us and impose higher penalties for non-compliance may result in us incurring further significant costs, which could have a material adverse effect on our business, operating results and financial condition. In addition, our reputation could be damaged by any significant governmental investigation or enforcement of health and safety laws, regulations, codes or standards, which could also have a material adverse effect on our business, operating results and financial condition. Since our labour force has substantial trade union participation in South Africa, we face the risk of disruption from labour disputes and other industrial action resulting in loss of production and increased labour costs impacting negatively on production and financial results South Africa In South Africa, our labour force has substantial trade union participation. There are periods when various stakeholders are unable to resolve disputes through resolution processes. Dispute resolution processes are governed by legislative regulations. Due to the high level of unionisation and union membership, which is about 95% among our employees, there is always risks of production stoppages for indefinite periods due to strike action, especially in the form of wildcat strike action. Preemptive issue identification and preemptive dialogue, together with existing early warning systems enhances the ability to timeously intervene. Inter-union rivalry also contribute to the risk of labour relations instability. In addition, in South Africa, a variety of legacy issues such as housing, migrant labour, education, poor service delivery and youth unemployment can lead to communities and unions working together to create instability in and around mining operations. On 4 April 2024, Harmony announced the acceptance of a five-year wage agreement by the unions, effective from 1 July 2024. However, we are not able to predict whether we will experience significant labour disputes in the future, nor what the financial impact of any such disputes may be. Any labour unrest and disruptions caused by labour disputes could have a material adverse effect on our results of operations and financial condition. See Item 4: “Information on the Company – Business Overview – Regulation – Labour Relations”, “Integrated Annual Report for the 20-F 2025 – Social stewardship – An engaged workforce” on pages 154 to 165. South African employment law sets out minimum terms and conditions of employment for employees. Although these may be improved by agreements between us and the trade unions, prescribed minimum terms and conditions form the benchmark for all employment contracts. See “Integrated Annual Report for the 20-F 2025 – Harmony – Material matters” on pages 35 to 38. We are required to submit a report under South African employment law detailing the progress made towards achieving employment equity in the workplace. If this report is not submitted, we could incur substantial penalties. Developments in South African employment law may increase our cash costs of production or alter our relationship with our employees and trade unions, which may have an adverse effect on our business, operating results and financial condition. Australia In Queensland, there are a number of well-established mining unions, particularly in the coal and energy sectors. At present, our Australian workforce is not unionised. However, as the Eva Copper Project moves into the development and operational phases, there is a risk that unionisation may occur and participation could be significant; moreover, unions could initiate enterprise bargaining under the Fair Work Act 2009 (Cth), which is a formal process in which an employer and a group of employees (usually represented by unions) negotiate a legally-binding enterprise agreement. Increased unionisation may give rise to increased costs or labour disruptions, which could have a material adverse effect on our results of operations and financial condition. Papua New Guinea In PNG, the workforce in our mining operations is not unionised, and attempts to unionise have had little employee support to date, however, as the labour environment in PNG continues to evolve, there is a risk that unionisation may occur. General In the event that we experience industrial relations related interruptions at any of our operations or in other industries that impact our operations, or increased employment-related costs due to union or employee activity, these may have a material adverse effect on our business, production levels, operating costs, production targets, operating results, financial condition, reputation and future prospects. In addition, mining conditions can deteriorate during extended periods without production, such as during and after strikes; lower levels of mining activity can have a longer term impact on production levels and operating costs, which may affect our mines’ operating life, which could have a material adverse effect on our business, operating results and financial condition. 7 Table of contents Laws governing mineral rights affect our business and could impose significant costs and obligations; mineral rights in the countries in which we operate could be altered, suspended or cancelled for a variety of reasons, including breaches in our obligations in respect of such mining rights Our operations in South Africa, Australia and PNG are subject to legislation regulating mineral rights. Certain of the Company’s properties may be subject to the rights or the asserted rights of various community stakeholders, including indigenous peoples. The presence of those stakeholders may therefore have an impact on our ability to develop or operate our mining interests. South Africa In South Africa, we are governed by the Mineral and Petroleum Resources Development Act, 28 of 2002 (“MPRDA”). See