3A. Selected Financial Data The following tables set forth the selected financial information of Santander Brasil, as of December 31, 2025 and 2024 and for the years ended December 31, 2025, 2024 and 2023 prepared in accordance with IFRS as issued by the IASB. See “Item 18. Financial Statements.” This financial information should be read in conjunction “Item 5. Operating and Financial Review and Prospects,” as well as our audited consolidated financial statements and the related notes thereto included within this annual report. Income Statement Data For the Year Ended December 31, 2025 2025 2024 2023 (in millions of U.S.$)(1) (in millions of R$) Interest and similar income 29,532 162,495 137,183 128,283 Interest expense and similar expenses (19,057) (104,860) (80,505) (81,399) Net interest income 10,474 57,634 56,679 46,884 Equity instrument income 16 86 84 22 Equity method income (loss) 83 458 313 239 Fee and commission income 4,638 25,522 23,665 22,455 Fee and commission expense (1,459) (8,026) (6,460) (6,815) Gains (losses) on financial assets and liabilities (net) 1,989 10,945 (1,359) 2,730 Foreign exchange fluctuations (net) (1,965) (10,814) 1,488 1,065 Other operating expenses (net) (147) (808) (652) (716) Total income 13,630 74,997 73,757 65,864 Administrative expenses (3,805) (20,938) (20,417) (19,563) Depreciation and amortization (477) (2,626) (2,731) (2,741) Provisions (net)(2) (905) (4,979) (4,595) (4,424) 1 Table of Contents For the Year Ended December 31, 2025 2025 2024 2023 (in millions of U.S.$)(1) (in millions of R$) Impairment losses on financial assets (net)(3) (5,369) (29,540) (28,484) (28,008) Impairment losses on other assets (net) (72) (397) (252) (250) Gains (losses) on disposal of assets not classified as non-current assets held for sale 20 111 1,806 998 Gains (losses) on non-current assets held for sale not classified as discontinued operations 18 101 106 45 Operating income before tax 3,040 16,729 19,190 11,922 Income taxes (684) (3,764) (5,776) (2,423) Consolidated net income for the fiscal year 2,356 12,965 13,414 9,499 (1) Translated for convenience only using the selling rate as reported by the Brazilian Central Bank as of December 31, 2025 for reais into U.S. dollars of R$5.5024 per U.S.$1.00. (2) Mainly provisions for tax risks and legal obligations, and judicial and administrative proceedings of labor and civil lawsuits. For further discussion, see notes 21 and 22 to our audited consolidated financial statements included elsewhere in this annual report. (3) Credit loss allowance less recovery of loans previously written off. Earnings and Dividend per Share Information For the Year Ended December 31, 2025 2024 2023 Basic and Diluted Earnings per 1,000 shares From continuing and discontinued operations(1) Basic Profit per shares (reais) Common Shares 1,629.22 1,708.02 1,208.83 Preferred Shares 1,792.14 1,878.82 1,329.71 Diluted Profit per shares (reais) Common Shares 1,602.61 1,688.90 1,121.49 Preferred Shares 1,762.87 1,857.79 1,233.63 Basic Earnings per shares (U.S. dollars)(2) Common Shares 296.09 310.41 219.69 Preferred Shares 325.70 341.45 241.66 Diluted Earnings per shares (U.S. dollars)(2) Common Shares 296.09 310.41 219.69 Preferred Shares 325.70 341.45 241.66 From continuing operations Basic Profit per shares (reais) Common Shares 1,629.22 1,708.02 1,208.83 Preferred Shares 1,792.14 1,878.82 1,329.71 Diluted Earnings per shares (reais) Common Shares 1,602.61 1,688.90 1,121.49 Preferred Shares 1,762.87 1,857.79 1,233.63 Basic Earnings per shares (U.S. dollars)(2) Common Shares 296.09 310.41 219.69 2 Table of Contents For the Year Ended December 31, 2025 2024 2023 Preferred Shares 325.70 341.45 241.66 Diluted Earnings per shares (U.S. dollars)(2) Common Shares 296.09 310.41 219.69 Preferred Shares 325.70 341.45 241.66 Dividends and interest on capital per 1,000 shares (undiluted) Common Shares (reais) 972.53 766.78 794.11 Preferred Shares (reais) 1,069.78 853.45 873.51 Common Shares (U.S. dollars)(2) 176.75 139.35 144.32 Preferred Shares (U.S. dollars)(2) 194.42 155.11 158.75 Weighted average share outstanding (in thousands) - basic Common Shares 3,804,009 3,799,003 3,795,082 Preferred Shares 3,665,150 3,660,144 3,656,223 Weighted average shares outstanding (in thousands) - diluted Common Shares 3,934,128 3,887,558 4,403,869 Preferred Shares 3,665,150 3,660,144 3,656,223 (1) Per share amounts reflect the effects of the bonus share issue and reverse share split for each period presented. (2) Translated for convenience only using the selling rate as reported by the Brazilian Central Bank as of December 31, 2025 for reais into U.S. dollars of R$5.5024 per U.S.$1.00 Balance Sheet Data As of December 31, 2025 2025 2024 2023 (in millions of U.S.$)(1) (in millions of R$) Assets Cash 3,677 20,233 37,084 23,123 Financial Assets Measured At Fair Value Through Profit Or Loss 47,690 262,407 231,002 208,922 Financial Assets Measured At Fair Value Through Other Comprehensive Income 12,621 69,447 92,079 59,052 Financial Assets Measured At Amortized Cost 145,490 800,546 768,325 723,710 Derivatives used as hedge accounting 40 217 30 25 Non-current assets held for sale 257 1,413 1,042 914 Investments in associates and joint ventures 639 3,517 3,640 1,610 Tax assets 11,824 65,061 59,790 52,839 Other assets 1,620 8,916 6,955 5,997 Permanent assets 917 5,046 6,022 7,086 Intangible assets 6,039 33,227 32,827 32,376 Total assets 230,814 1,270,029 1,238,797 1,115,653 Average total assets(*) 227,345 1,250,941 1,185,228 1,059,806 Liabilities Financial liabilities measured at fair value through profit or loss 20,440 112,471 82,723 49,581 Financial liabilities at amortized cost 180,355 992,387 1,001,581 910,551 3 Table of Contents As of December 31, 2025 2025 2024 2023 (in millions of U.S.$)(1) (in millions of R$) Credit institutions deposits 26,692 146,868 158,565 118,512 Customer deposits 107,831 593,329 605,068 583,221 Liabilities arising from securities(2) 28,472 156,662 135,633 124,397 Debt instruments eligible as capital 5,109 28,114 23,138 19,627 Other financial liabilities 12,252 67,414 79,177 64,794 Derivatives Used as Hedge Accounting 33 184 130 1,177 Provisions (3) 2,145 11,804 10,977 11,474 Tax liabilities 1,706 9,389 10,175 9,000 Other liabilities 3,133 17,241 13,384 19,014 Total liabilities 207,814 1,143,476 1,118,970 1,000,796 Shareholders’ equity 23,677 130,282 126,199 118,421 Other Comprehensive Income (928) (5,108) (6,708) (3,968) Non-controlling interests 251 1,380 335 403 Total shareholders’ equity 23,000 126,553 119,827 114,856 Total liabilities and shareholders’ equity 230,814 1,270,029 1,238,797 1,115,653 Average interest-bearing liabilities(*) 161,553 888,931 849,299 758,913 Average total stockholders’ equity(*) 22,265 122,513 119,862 112,249 (*) The average annual balance sheet data has been calculated based upon the average of the monthly balances at 13 dates: as of December 31, of the prior year and for each of the month-end balances of the 12 subsequent months. (1) Translated for convenience only using the selling rate as reported by the Brazilian Central Bank as of December 31, 2025 for reais into U.S. dollars of R$5.5024 per U.S.$1.00. (2) In the year ended December 31, 2023, we revised the definition of marketable debt securities to include the line items “Financial liabilities measured at fair value in income held for trading” and “Financial liabilities at amortized cost,” instead of only including “Financial liabilities at amortized cost.” The amounts presented as of December 31, 2025, 2024 and 2023 reflect this change. (3) Mainly provisions for tax risks and legal obligations, and judicial and administrative proceedings of labor and civil lawsuits. Selected Consolidated Ratios As of and for the Year Ended December 31, 2025 2024 2023 (%) Profitability and performance Return on average total assets (*) 1.0 1.1 0.9 Asset quality Impaired assets as a percentage of loans and advances to customers (gross)(1) 8.1 7.0 7.2 Impaired assets as a percentage of total assets(1) 3.9 3.4 3.6 Impairment losses to customers as a percentage of impaired assets(1) 76.7 79.5 84.1 4 Table of Contents As of and for the Year Ended December 31, 2025 2024 2023 (%) Impairment losses, including the debt instruments accounted for as financial assets measured at amortized cost, to customers as a percentage of impaired assets(1) 83.2 84.4 88.1 Impairment losses to customers as a percentage of loans and advances to customers (gross) 6.2 5.6 6.1 Impairment losses, including the debt instruments accounted for as financial assets measured at amortized cost, to customers as a percentage of loans and advances to customers (gross) 6.8 5.9 6.4 Derecognized assets as a percentage of loans and advances to customers (gross) 3.9 4.6 5.4 Impaired assets as a percentage of stockholders’ equity(1) 38.6 35.3 34.7 Capital adequacy Basel capital adequacy ratio(2) 15.4 14.3 14.5 Efficiency Efficiency ratio(3) 27.9 27.7 29.7 (*) The average annual balance sheet data has been calculated based upon the average of the monthly balances at 13 dates: as of December 31 of the prior year and for each of the month-end balances of the 12 subsequent months. (1) Impaired assets include all loans and advances past due by more than 90 days and other doubtful credits. For further information, see “Item 4. Information on the Company—B. Business Overview—Selected Statistical Information—Allowance for Loan Losses.” (2) Basel capital adequacy ratio is measured pursuant to Brazilian Central Bank rules. (3) Efficiency ratio is determined by dividing administrative expenses by total income. See also “Item 4. Information on the Company—B. Business Overview—Selected Statistical Information—Selected Credit Ratios.” 5 Table of Contents Selected Consolidated Ratios, Including Non-GAAP Ratios 2025 2024 2023 (%) Profitability and performance Net interest margin(1) 5.2 5.3 4.9 Return on average stockholders’ equity(2) 10.6 11.2 8.5 Adjusted return on average stockholders’ equity(2) 13.7 14.6 11.3 Average stockholders’ equity as a percentage of average total assets(2)(*) 9.8 10.1 10.6 Average stockholders’ equity excluding goodwill as a percentage of average total assets excluding goodwill(2)(*) 7.7 7.9 8.2 Asset quality Impaired assets as a percentage of credit risk exposure(3) 6.3 5.6 5.5 Impaired assets as a percentage of stockholders’ equity excluding goodwill(2)(3) 49.5 45.9 45.8 Liquidity Loans and advances to customers, net as a percentage of total funding(4) 60.8 61.1 60.8 Efficiency ratio 27.9 27.7 29.7 (*) The average annual balance sheet data has been calculated based upon the average of the monthly balances at 13 dates: at December 31 of the prior year and for each of the month-end balances of the 12 subsequent months. (1) “Net interest margin” is defined as net interest income (including dividends on equity securities) divided by average interest earning assets. (2) “Adjusted return on average stockholders’ equity,” “Average stockholders’ equity excluding goodwill as a percentage of average total assets excluding goodwill” and “Impaired assets as a percentage of stockholders’ equity excluding goodwill” are non-GAAP financial measures which adjust “Return on average stockholders’ equity,” “Average stockholders’ equity as a percentage of average total assets” and “Impaired assets as a percentage of stockholders’ equity” to exclude goodwill arising from acquisitions made in previous reporting periods, as further discussed in note 13 to our audited consolidated financial statements included elsewhere in this annual report. Our calculation of these non-GAAP financial measures may differ from the calculation of similarly titled measures used by other companies. We believe that these non-GAAP financial measures supplement the GAAP information provided to investors regarding the substantial impact of the goodwill arising from acquisitions made in previous reporting periods. Accordingly, we believe that the non-GAAP financial measures presented are useful to investors. The limitation associated with the exclusion of goodwill from stockholders’ equity is that it has the effect of excluding a portion of the total investment in our assets. We compensate for this limitation by also considering stockholders’ equity including goodwill. For a reconciliation of our selected ratios, see “—Reconciliation of Non-GAAP Measures and Ratios to Their Most Directly Comparable IFRS Financial Measures.” (3) Credit risk exposure is the sum of the amortized cost amounts of loans and advances to customers (including impaired assets), guarantees and private securities (securities issued by nongovernmental entities). We include off-balance sheet information in this measure to better demonstrate our total managed credit risk. The reconciliation of credit risk exposure to the most comparable IFRS measure is disclosed in the table of non-GAAP financial measures presented immediately after these notes. (4) Total funding is the sum of financial liabilities at amortized cost and financial liabilities at fair value in income held for trading, excluding other financial liabilities. For a breakdown of the components of total funding, see “Item 5. Operating and Financial Review and Prospects—B. Liquidity and Capital Resources—Liquidity and Funding.” See also “Item 4. Information on the Company—B. Business Overview—Selected Statistical Information—Selected Credit Ratios.” 6 Table of Contents Reconciliation of Non-GAAP Measures and Ratios to Their Most Directly Comparable IFRS Financial Measures Reconciliation of Non-GAAP Ratios to Their Most Directly Comparable IFRS Financial Measures The information in the table below presents the calculation of specified non-GAAP financial measures to the most directly comparable IFRS financial measures. Our calculation of these non-GAAP financial measures may differ from the calculation of similarly titled measures used by other companies. We believe that these non-GAAP financial measures supplement the GAAP information provided to investors regarding the substantial impact of the goodwill arising from acquisitions made in previous reporting periods and the significance of other factors affecting stockholders’ equity and the related ratios, as further discussed in “Item 4. Information on the Company—A. History and Development of the Company—Important Events” and in note 13 to our audited consolidated financial statements included elsewhere in this annual report. The limitation associated with the exclusion of goodwill from stockholders’ equity is that it has the effect of excluding a portion of the total investment in our assets. We compensate for this limitation by also considering stockholders’ equity including goodwill, as set forth in the above tables. Accordingly, while we believe that the non-GAAP financial measures presented are useful to investors and support their analysis, the non-GAAP financial measures have important limitations as analytical tools, and investors should not consider them in isolation or as substitutes for analysis of our results as reported under GAAP measures including under IFRS. Reconciliation of Non-GAAP Ratios to Their Most As of and for the Year Ended December 31, Directly Comparable IFRS Financial Measures 2025 2024 2023 (in millions of R$, except as otherwise indicated) Return on average shareholders’ equity: Consolidated net income for the fiscal year 12,965 13,414 9,499 Average shareholders’ equity(*) 122,513 119,862 112,249 Return on average shareholders’ equity(*) 10.6 % 11.2 % 8.5 % Adjusted return on average shareholders’ equity(*): Consolidated net income for fiscal year 12,965 13,414 9,499 Average shareholders’ equity(*) 122,513 119,862 112,249 Average goodwill(*) 27,854 28,031 27,868 Average shareholders’ equity excluding goodwill(*) 94,659 91,831 84,381 Adjusted return on average shareholders’ equity(*) 13.7 % 14.6 % 11.3 % Average shareholders’ equity as a percentage of average total assets(*): Average shareholders’ equity(*) 122,513 119,862 112,249 Average total assets(*) 1,250,941 1,185,228 1,059,806 Average shareholders’ equity as a percentage of average total assets(*) 9.8 % 10.1 % 10.6 % Average shareholders’ equity excluding goodwill as a percentage of average total assets excluding goodwill(*): Average shareholders’ equity(*) 122,513 119,862 112,249 Average goodwill(*) 27,854 28,031 27,868 Average shareholders’ equity excluding goodwill(*) 94,659 91,831 84,381 Average total assets(*) 1,250,941 1,185,228 1,059,806 Average goodwill(*) 27,854 28,031 27,868 Average total assets excluding goodwill(*) 1,223,087 1,157,197 1,031,938 Average shareholders’ equity excluding goodwill as a percentage of average total assets excluding goodwill(*) 7.7 % 7.9 % 8.2 % Impaired assets as a percentage of shareholders’ equity: Impaired assets 48,900 42,242 39,887 Shareholders’ equity 126,553 119,827 114,856 Impaired assets as a percentage of shareholders’ equity 38.6 % 35.3 % 34.7 % 7 Table of Contents Reconciliation of Non-GAAP Ratios to Their Most As of and for the Year Ended December 31, Directly Comparable IFRS Financial Measures 2025 2024 2023 (in millions of R$, except as otherwise indicated) Impaired assets as a percentage of shareholders’ equity excluding goodwill: Impaired assets 48,900 42,242 39,887 Shareholders’ equity 126,553 119,827 114,856 Goodwill 27,845 27,893 27,853 Shareholders’ equity excluding goodwill 98,708 91,934 87,004 Impaired assets as a percentage of shareholders’ equity excluding goodwill 49.5 % 45.9 % 45.8 % Impaired assets as a percentage of loans and receivables: Loans and advances to customers, gross 602,040 599,688 551,536 Impaired assets 48,900 42,242 39,887 Impaired assets as a percentage of loans and receivables 8.1 % 7.0 % 7.2 % Credit risk exposure: Loans and advances to customers, gross 602,040 599,688 551,536 Guarantees 58,917 64,388 65,671 Private securities 117,924 86,281 102,673 Credit risk exposure(1) 778,881 750,357 719,881 Impaired assets as a percentage of credit risk exposure: Impaired assets 48,900 42,242 39,887 Credit risk exposure(1) 778,881 750,357 719,881 Impaired assets as a percentage of credit risk exposure 6.3 % 5.6 % 5.5 % Loans and advances to customers, net as a percentage of total funding: Loans and advances to customers, gross 602,040 599,688 551,536 Allowance for loan losses due to impairment(2) (37,491) (33,598) (33,559) Total funding(3) 928,236 926,450 851,743 Loans and advances to customers, net as a percentage of total funding(3) 60.8 % 61.1 % 60.8 % (*) The average annual balance sheet data has been calculated based upon the average of the monthly balances at 13 dates: as of December 31 of the prior year and for each of the month-end balances of the 12 subsequent months. (1) Credit risk exposure is the sum of the amortized cost amounts of loans and advances to customers (including impaired assets), guarantees and private securities (securities issued by nongovernmental entities). We include off-balance sheet information in this measure to better demonstrate our total managed credit risk. (2) Provision for impairment losses of loans and advances to customers. (3) Total funding is the sum of financial liabilities at amortized cost and financial liabilities at fair value in income held for trading, excluding other financial liabilities. 3B. Capitalization and Indebtedness Not applicable. 3C. Reasons for the Offer and Use of Proceeds Not applicable. 8 Table of Contents 3D. Risk Factors This section is intended to be a summary of more detailed discussions contained elsewhere in this annual report. You should carefully read and consider the following risks, along with the other information included in this annual report on Form 20-F. The risks described below are not the only ones we face. Additional risks that we do not presently consider material, or of which we are not currently aware, may also affect us. Our business, results of operations or financial condition could be impacted if any of these risks materialize and, as a result, the market price of our units and of our ADRs could be affected. Summary of Risk Factors Summary of Risks Relating to Brazil and Macroeconomic and Political Conditions in Brazil and Globally • The Brazilian government has exercised significant influence over the Brazilian economy. The Brazilian government’s macroeconomic management strategies, new rules as well as political and economic conditions, could adversely affect us and the trading price of our securities. • Inflation, government efforts to control inflation, and changes in interest rates may hinder the growth of the Brazilian economy and could have an adverse effect on us. • Exposure to Brazilian federal government debt could have a material adverse effect on us. • Fluctuations in interest rates and other factors may affect our obligations under legacy employee pension funds. • Exchange rate volatility may have a material adverse effect on the Brazilian economy and on us. • Infrastructure, labor force deficiency and other factors in Brazil may impact economic growth and have a material adverse effect on us. • Disruption or volatility in global financial and credit markets, including as a result of the ongoing war between Russia and Ukraine and uncertainties following the ceasefire agreement in the Middle East and tariff increases implemented by the United States of America, could adversely affect the financial and economic environment in Brazil, which could have a material adverse effect on us. Summary of Risks Relating to the Brazilian Financial Services Industry and Our Business • The highly competitive environment in the Brazilian financial services market may adversely affect us, including our business prospects. • We may not be able to detect or prevent money laundering and other criminal activities fully or on a timely basis, which could expose us to additional liability and could have a material adverse effect on us. • Social and environmental risks may have a material adverse effect on us. • In addition, climate change can create transition risks, physical risks and other risks that could adversely affect us. • We are subject to increasing scrutiny and regulation from data protection laws. Failure to protect personal information could adversely affect us. • We are exposed to risk of loss from legal and regulatory proceedings. • Disclosure controls and procedures over financial and nonfinancial reporting may not prevent or detect all errors or acts of fraud. • Changes in taxes and other fiscal assessments may have a negative effect on us. Furthermore, we are subject to review by tax authorities, and an incorrect interpretation by us of tax laws and regulations may have a material adverse effect on us. • Our loan and investment portfolios are subject to risk of prepayment, which could have a material adverse effect on us. 9 Table of Contents • Furthermore, the credit quality of our loan portfolio may deteriorate and our loan loss reserves could be insufficient to cover our loan losses, which could have a material adverse effect on us. • Liquidity and funding risks are inherent in our business, and since our main sources of funds are short-term deposits, a sudden shortage of funds could cause an increase in costs of funding and an adverse effect on our revenues and our liquidity levels. • The value of the collateral securing our loans may decline and become insufficient, and we may be unable to realize the full value of the collateral securing our loan portfolio. • We may face significant challenges in possessing and realizing value from collateral with respect to loans in default. • Failure to successfully implement and continue to improve our risk management policies, procedures and methods, including our credit risk management system, could materially and adversely affect us, and we may be exposed to unidentified or unanticipated risks. • Failure to adequately protect ourselves against risks relating to cybersecurity could materially and adversely affect us. • Our business is highly dependent on the proper functioning of information technology systems. We are also subject to increasing scrutiny and regulation governing cybersecurity risks. • We utilize artificial intelligence, which could expose us to liability or adversely affect our business. • We are subject to counterparty risk in our business. • Our financial results are constantly exposed to market risk. We are subject to fluctuations in interest rates and other market variables, which may materially and adversely affect us. • We engage in transactions with related parties that others may not consider to be on an arm’s-length basis. • The outbreak of public health emergencies could materially and adversely impact our business, financial condition, liquidity and results of operations. Summary of Risks Relating to Our Controlling Shareholder, Our Units and American Depositary Receipts (ADRs) • Our ultimate controlling shareholder has a great deal of influence over our business and its interests could conflict with ours. • Our status as a controlled company and a foreign private issuer exempts us from certain of the corporate governance standards of the NYSE, limiting the protections afforded to investors. Furthermore, our corporate disclosure may differ from disclosure regularly published by issuers of securities in other countries, including the United States. • The liquidity and market prices of the units and the ADRs may be adversely affected by the cancellation of units or substantial sale of units and shares in the market, or by the relative volatility and limited liquidity of the Brazilian securities markets. • The relative volatility and limited liquidity of the Brazilian securities markets may negatively affect the liquidity and market prices of the units and the ADRs. • Holders of our units and our ADRs may not receive any dividends or interest on stockholders’ equity. They may also be unable to exercise preemptive rights with respect to our units underlying the ADRs and find it difficult to exercise voting rights at our shareholders’ meetings. • Investors may find it difficult to enforce civil liabilities against us or our directors or officers. In addition, judgments of Brazilian courts with respect to our units or ADRs will be payable only in reais. 10 Table of Contents • Holders of ADRs could be subject to Brazilian income tax on capital gains from sales of ADRs. Furthermore, if you exchange your ADRs for their underlying units, you risk losing Brazilian tax advantages and the ability to remit foreign currency abroad. Risks Relating to Brazil and Macroeconomic and Political Conditions in Brazil and Globally The Brazilian government has exercised significant influence over the Brazilian economy. The Brazilian government’s macroeconomic management strategies, new rules as well as political and economic conditions, could adversely affect us and the trading price of our securities. We and the trading price of our securities may be adversely affected by changes in policy, laws or regulations at the federal, state and municipal levels involving or affecting factors such as: • interest rates; • currency volatility; • inflation; • reserve requirements; • capital requirements; • liquidity of capital and lending markets; • nonperforming loans; • tax policies; • the regulatory framework governing our industry; • exchange rate controls and restrictions on remittances abroad; and • other political, social and economic developments in or affecting Brazil. In the past, the Brazilian government has intervened in the economy and has on occasion made significant changes in policy and regulations, including, among others, changes in regulations, price controls, capital controls, changes in the exchange rate regime, and limitations on imports, which have affected Brazilian asset prices. Recently, the Brazilian government and the Brazilian Congress have adopted important measures, such as changes in tax policies, and constraints that have affected and could affect the price of our securities. Uncertainty over whether the Brazilian government will continue to implement changes in policy or regulation and over which of the proposed changes will be implemented creates instability in the Brazilian economy, increasing the volatility of the Brazilian securities markets, which may have an adverse effect on us and our securities. As a result, the prices of Brazilian financial assets have experienced a high level of volatility in 2024 and in 2025 through the date of this annual report. We cannot guarantee you that Brazilian financial markets will not experience significant volatility going forward. Economic and political developments in Brazil may also affect the business of the Brazilian financial industry. We are not able to fully estimate the impact of global and Brazilian political and macroeconomic developments and economic regulatory policy changes on our business and lending activity, nor are we able to predict how current or future measures implemented by regulatory policymakers may impact our business. Although the incumbent administration has presented its priority initiatives for 2026, there is a considerable level of uncertainty regarding future economic measures that may be implemented and how they could affect the economy or our business or financial performance, including as a result of the Brazilian presidential and other elections to be held in October 2026. Any changes in regulatory capital requirements for lending, reserve requirements, or product and service regulations, among others, may materially adversely affect our business. 11 Table of Contents The political environment in Brazil may adversely affect Brazil’s economy and investment levels and have a material adverse effect on us. Brazil’s political environment has historically influenced, and continues to influence, the performance of the country’s economy by affecting investor and consumer confidence. Periods of political uncertainty have been associated with slower economic activity and increased volatility in the securities of Brazilian issuers. As mentioned, there are uncertainties regarding the policies to be followed by the incumbent government, the ability of this administration to continue implementing policies and reforms, as well as the external perception of the Brazilian economy and political environment, all of which could have a negative impact on our business and the price of our securities. Furthermore, expenditures by the Brazilian federal government have historically led to fiscal deficits at the federal level, resulting in seven straight years of deficits between 2014 and 2020. However, the Brazilian federal government recorded a budget surplus in 2022, due in part to rising commodity prices and higher inflation. In 2023, as commodity prices stabilized, inflation receded and cyclical activities slowed down, government revenue also decreased, while expenditures continued to rise, resulting in a budget deficit. In 2024, although total fiscal revenues at the federal level increased 9.6% as compared to 2023 (in inflation-adjusted terms) as a result of ad hoc measures approved in the end of 2023, public expenditures continued to rise at a faster pace, and Brazil registered another budget deficit in the period. In 2025, the Brazilian government continued to face a challenging fiscal environment despite the approval of a new fiscal framework in 2023. Similarly, the governments of Brazil’s constituent states are grappling with fiscal challenges due to high debt burdens, declining revenues, and inflexible expenditures, extensive federal economic relief programs, and aid efforts to address the impacts of the early 2024 floods in Rio Grande do Sul. As Brazil approaches presidential and other elections scheduled for October 2026, uncertainty regarding the outcome of the elections and future economic and regulatory policies may further increase volatility in the market price of securities issued by Brazilian companies, including our securities, which may adversely affect our business. The uncertainties regarding the implementation of the Brazilian government’s agenda, considering the scenario for 2026 (implementation of the tax reform on consumption, assessment of changes to income tax rules, the relationship between the executive, legislative, and judiciary branches, interactions among leading political parties and the incumbent administration’s approval rating) and changes related to monetary, fiscal, and social security policies could affect the Brazilian economy. Any such developments may contribute to economic instability in Brazil and increase the volatility of securities issued by Brazilian companies, including our securities. Inflation, government efforts to control inflation, and changes in interest rates may hinder the growth of the Brazilian economy and could have an adverse effect on us. Inflation, government measures to curb inflation, and speculation related to possible measures regarding inflation may significantly contribute to uncertainty regarding the Brazilian economy and weaken investors’ confidence in Brazil. In particular, inflation adversely affects our personnel and other administrative expenses that are directly or indirectly tied to inflation indexes, such as the IPCA, and the IGP-M. For example, considering the amounts in 2025, each additional percentage point change in the IPCA rate would impact our personnel and other administrative expenses by approximately R$116 million and R$88 million, respectively. Inflation for the years ended December 31, 2025, 2024 and 2023, as measured by the IPCA, was 4.3%, 4.8%, and 4.6%, respectively. Increased inflation in the year ended December 31, 2023, resulted mainly from temporary supply shocks affecting the prices of foodstuffs. These inflationary pressures were compounded by additional factors, including events that hit electricity generation and led to an increase in energy prices, disruptions in supply chains, the depreciation of the real, the ongoing war between Ukraine and Russia, the war in the Middle East, and the COVID-19 pandemic (particularly in China), among others. The IPCA showed a declining trend in the beginning of 2024 in year-over-year terms, but adverse climatic conditions affecting energy and food prices, combined with the depreciation of the real and strong economic activity with a low unemployment rate, fueled renewed inflationary pressures. These factors contributed to inflation ending the year at 4.8%, above the upper limit set by the Brazilian Central Bank pursuant to applicable law. Inflation decelerated to 4.3% in 2025, reflecting a combination of monetary policy tightening and the gradual dissipation of prior supply-side shocks, although services inflation and exchange-rate volatility continued to exert upward pressure on consumer prices. 12 Table of Contents Moreover, the measures to fight inflation, mainly carried out by the Brazilian Central Bank, have had significant effects on the Brazilian economy and our business, and could continue to do so. As a result of inflationary pressures that arose in Brazil in early 2021 and intensified globally throughout 2022, the Brazilian Central Bank began tightening its monetary policy, raising the SELIC rate starting in mid-March 2021, ultimately reaching 9.25% by the end of 2021. This cycle continued into 2022, with the SELIC rate peaking at 13.75% in August 2022, at which point the Brazilian Central Bank opted to maintain that level. The SELIC rate stayed at 13.75% for nearly a year, as inflation hovered near the upper limit of the Brazilian Central Bank’s target range pursuant to applicable law (3.25% for 2023 and 3.0% thereafter). In August 2023, as inflationary pressures eased, the Brazilian Central Bank began reducing the SELIC rate, which fell to 10.50% by May 2024. Nevertheless, renewed inflationary pressures—driven in part by fiscal concerns stemming from persistent budget deficits and increased government spending—prompted the Brazilian Central Bank to reverse course and resume hiking rates in September 2024, with the SELIC rate reaching 15.00% in mid-2025. As of the date of this annual report, the SELIC rate stands at 15.00% per annum, reflecting the challenges of controlling inflation amid a strong economy, historically low unemployment levels, and fiscal imbalances requiring tighter monetary policy to maintain economic stability. Our income, expenses, assets and liabilities are impacted by interest rates levels and volatility. Therefore, our results of operations and financial condition are affected by inflation, interest rate fluctuations and monetary policies. Changes in these variables may materially and adversely affect the growth of the Brazilian economy, our loan portfolios, our cost of funding and our income from credit operations. For more information about our risk management, see “Item 11. Quantitative and Qualitative Disclosures about Market Risk—Credit Risk.” Any changes in interest rates may negatively impact our business, financial condition and results of operations. In addition, increases in base interest rates may adversely affect us by reducing the demand for our credit and investment products, increasing funding costs, and increasing the risk of default by our customers in the short run. Moreover, tight monetary policies with high compulsory reserve requirements may restrict Brazil’s growth and the availability of credit, reduce our loan volumes and increase our loan loss provisions. Conversely, interest rate decreases may trigger increases in inflation and, consequently, growth volatility and the need for sudden and significant interest rate increases, which could negatively affect our spreads. Exposure to Brazilian federal government debt could have a material adverse effect on us. We invest in Brazilian federal government bonds. As of December 31, 2025, 14.3% of our total assets, and 65.2% of our securities portfolio, consisted of debt securities issued by the Brazilian federal government. Any failure by the Brazilian government to make timely payments under the terms of these securities, or a significant decrease in their market value, will have a material adverse effect on us. Fluctuations in interest rates and other factors may affect our obligations under legacy employee pension funds. We sponsor defined benefit pension plans and a healthcare plan for former and current employees, most of which were inherited from legacy plans and/or the acquisition of other banks (though we discontinued the use of defined benefit pension plans for our employees in 2005). In order to determine our current obligations, we use actuarial methods and assumptions that are inherently uncertain and involve the exercise of significant judgment, including with respect to interest rates, which are one of the most important variables used in determining our current pension obligations. Changes in the present value of our obligations under our legacy defined benefit pension plans could require us to increase contributions, which would divert resources from use in other areas of our business. Any such increase may be due to factors over which we have no or limited control. Increases in our pension liabilities and obligations could have a material adverse effect on our business, financial condition and results of operations. Decreases in interest rates can increase the present value of obligations under our legacy defined benefit pension plans and lifetime medical assistance plan. Increases in interest rates have the opposite effect. As of December 31, 2025 our obligations for pension funds and similar liabilities totaled R$1.4 billion (out of total provisions for legal and administrative proceedings, commitments, pensions and other matters of R$11.8 billion). For additional information, see note 21 to our audited consolidated financial statements included in this annual report. 13 Table of Contents Exchange rate volatility may have a material adverse effect on the Brazilian economy and on us. The Brazilian currency has experienced frequent and substantial variations in relation to the U.S. dollar and other foreign currencies. The Brazilian government has used various exchange rate policies, including sudden devaluations, periodic mini-devaluations (during which the frequency of adjustments has ranged from daily to monthly), exchange controls, dual exchange rate markets and a floating exchange rate system. Although long-term depreciation of the real is generally linked to the rate of inflation in Brazil, depreciation of the real occurring over shorter periods of time has resulted in significant variations in the exchange rate among the real, the U.S. dollar and other currencies. As a result of fluctuations in commodity prices, international developments and periods of progress and setbacks on the domestic front—such as during the presidential impeachment process in 2016, or the approval of the national pension system reform in 2019—the real has weakened over the last few years. In 2023, the volatility in the R$/U.S.$ exchange rate persisted as it ranged from R$4.7202 to R$5.4459 per U.S.$1.00 as a result of geopolitical issues, increases in interest rate and economic uncertainties abroad combined with uncertainty regarding Brazil’s fiscal and budgetary position. As a result, the exchange rate was R$4.8413 per U.S.$1.00 on December 31, 2023. In 2024, the real experienced a significant devaluation against the U.S. dollar, influenced in part by the outcome of the U.S. general election, which was expected to result in a stronger U.S. dollar relative to other currencies, as well as concerns surrounding the Brazilian economy and the Brazilian federal government’s fiscal situation. The exchange rate was R$6.1923 per U.S.$1.00 on December 31, 2024. In 2025, there was significant volatility in the R$/U.S.$ exchange rate, which fluctuated within a wide band that ranged from R$5.2729 to R$6.2086 per U.S. $1.00 as a result of ongoing economic and political uncertainty both globally and within Brazil. As of December 31, 2025 the exchange rate was R$5.5024 per U.S.$1.00. There can be no assurance that the real will not substantially depreciate or appreciate further against the U.S. dollar. In the year ended December 31, 2025, a variation of 1.0% in the exchange rate of reais to U.S. dollars would have resulted in a negative variation of income on our net foreign exchange position denominated in U.S. dollars of R$2.4 million. Past episodes of depreciation of the real relative to the U.S. dollar created additional inflationary pressures in Brazil, which led to increases in interest rates and limited Brazilian companies’ access to foreign financial markets and prompted the adoption of recessionary policies by the Brazilian government. Depreciation of the real may also, in the context of an economic slowdown, lead to decreased consumer spending, deflationary pressures and reduced growth of the Brazilian economy as a whole, and thereby harm our asset base, financial condition and results of operations. Additionally, depreciation of the real could make our foreign-currency-linked obligations and funding more expensive, negatively affect the market price of our securities portfolios, and have similar consequences for our borrowers. Conversely, appreciation of the real relative to the U.S. dollar and other foreign currencies could lead to a deterioration of the Brazilian balance of payments, as well as hinder export-driven growth. Depending on the circumstances, either a depreciation or appreciation of the real could materially and adversely affect the growth of the Brazilian economy and our business, financial condition and results of operations. Infrastructure, workforce deficiency and other factors in Brazil may impact economic growth and have a material adverse effect on us. Our performance depends on the overall health and growth of the Brazilian economy. Brazilian GDP growth has fluctuated over the past few years. In 2023, GDP growth reached 3.0%, driven in particular by strong agricultural output, including a record grain harvest. In 2024, Brazilian GDP grew 3.4%, supported by resilient domestic demand and historically low unemployment levels, while market forecasts as of the date of this annual report generally project more moderate GDP growth for 2025 (around 2.2%) as the effects of tighter monetary policy, reduced fiscal impulse, and a less favorable global environment are expected to weigh on economic activity. The growth and performance of the Brazilian economy may be impacted by other factors such as nationwide strikes, natural disasters, pandemics or other disruptive events. Any of these factors could lead to labor market volatility and generally impact income, purchasing power and consumption levels, which could limit growth, increase delinquency rates and ultimately have a material adverse effect on us. 14 Table of Contents Developments and the perception of risk in other countries may adversely affect the Brazilian economy and market price of Brazilian issuers’ securities. The market value of securities of Brazilian issuers is affected by economic and market conditions in other countries, including the United States, European countries (including Spain, where Santander Spain, our controlling shareholder, is based), and other Latin American and emerging market countries. Although economic conditions in Europe and in the United States may differ significantly from economic conditions in Brazil, investors’ reactions to developments in these countries may have an adverse effect on the market value of securities of Brazilian issuers. Investors’ perceptions of the risks associated with our securities may also be affected by allegations of fraud, accounting misstatements, corruption, bribery or other matters involving other Brazilian issuers. Investors’ perceptions of the risks associated with our securities may also be affected by perception of risk conditions in Spain. Additionally, crises in other emerging market countries may reduce investor interest in securities of Brazilian issuers, including our securities. This could adversely affect the market price of our securities, restrict our access to capital markets and compromise our ability to finance our operations in the future on favorable terms, or at all. In 2020 and 2021, the fallout of the COVID-19 pandemic significantly affected the performance of Brazilian markets, an effect that was less pronounced in 2022 in Brazil. These factors persisted in 2022 and have been compounded by the war between Russia and Ukraine, which has contributed to inflationary pressures worldwide and spurred central banks to increase interest rates, thereby spurring fears of a global economic slowdown. Continued COVID-19 outbreaks in China in 2022 and early 2023 and the response of the Chinese government to these outbreaks adversely affected the Chinese economy. During 2023 and 2024, the Chinese government resumed introducing monetary and fiscal stimuli in order to reverse that setback and meet its economic growth goals. The global economy was also adversely affected by the war in the Middle East, which started in October 2023 and has been ongoing since then. In addition, inflationary pressures in advanced economies proved to be more resilient than previously imagined, thus leading monetary authorities in these economies to extend their monetary tightening cycle and renewing fears of a global recession, which weighed on the market value of our securities. In response to the monetary tightening cycles launched in advanced economies and the extension of a subdued economic growth in China, global inflationary pressures started abating and opened room for the monetary authorities around the world to start reducing their base interest rates (e.g., the European Central Bank in June 2024 and the U.S. Federal Reserve in September 2024), which translated into favorable prospects for a recovery in the world economic growth in the near future. However, these developments may not necessarily be felt in Brazil, where inflationary pressures have persisted, and the Brazilian Central Bank has continued to raise interest rates in response to fiscal concerns and other domestic challenges. In 2025, inflation continued to run above the Brazilian Central Bank’s target range and monetary policy remained tight as authorities sought to contain price pressures amid moderating GDP growth. See “—Inflation, government efforts to control inflation, and changes in interest rates may hinder the growth of the Brazilian economy and could have an adverse effect on us.” In addition, we continue to be exposed to disruptions and volatility in the global financial markets due to their effects on the financial and economic environment, particularly in Brazil, which could include a slowdown in the economy, an increase in the unemployment rate, a decrease in the purchasing power of consumers and a lack of credit availability. We lend primarily to Brazilian borrowers, and these effects could materially and adversely affect our customers and increase our nonperforming loans, resulting in increased risk associated with our lending activity and requiring us to make corresponding revisions to our risk management and loan loss reserve models. A global economic downturn could have a material adverse effect on us. The global macroeconomic environment is facing challenges, including the ongoing war between Russia and Ukraine, the war in the Middle East, supply chain disruptions, high energy prices, resilient inflationary pressures, trade disruptions and an economic slowdown in China. Although most central banks around the world have started reducing their base interest rates, there is considerable uncertainty over the lagged effects of the prior tight monetary policies adopted by the central banks and financial authorities of some of the world’s leading economies, including the United States, which may result in GDP contractions across major economies in the short and medium term. In 2022, the war between Russia and Ukraine contributed to further increases in the prices of energy, oil and other commodities and to volatility in financial markets globally, as well as a new landscape in relation to international sanctions. There have also been concerns over conflicts, unrest and terrorist threats in the Middle East, Europe and Africa, which have resulted in volatility in oil and other markets. The United States and China are involved in controversies related to trade barriers in China that have threatened a trade war between the countries, which have implemented or proposed to implement tariffs on certain imported products. Sustained tensions between the United States and China could significantly undermine the stability of the global economy. This risk was heightened by the outcome of the U.S. presidential election in November 2024, with the new administration taking a more protectionist stance on trade, including the reimplementation or escalation of tariffs on Chinese goods, as well as measures aimed at reducing U.S. reliance on Chinese supply chains. 15 Table of Contents On October 7, 2023, Hamas launched an attack on Israel targeting Israeli civilians. In response, Israel declared war against Hamas, attacking Hamas targets in Gaza and the region. In 2024, in response to attacks from Lebanon and Iran, Israel attacked Lebanon targeting Hezbollah infrastructure and leaders and carried out airstrikes against Iranian military sites. In June 2025, the ongoing conflict between Israel and Iran escalated following a resolution adopted by the Board of Governors of the International Atomic Energy Agency, which found that Iran had not been in compliance with its nuclear non-proliferation obligations. Subsequently, the two nations exchanged missile and drone strikes, and according to public reporting, the US carried out attacks on Iranian nuclear facilities with the stated intent of preventing Iran from developing a nuclear weapon. Press reporting suggests these strikes caused substantial but not decisive damage, likely delaying Iran’s enrichment activities by months to a few years. A ceasefire agreement brokered by international mediators and signed in late 2025 has reduced hostilities between Israel, Iran, and Iran-aligned groups in Lebanon and Gaza, including Hamas and Hezbollah. While the ceasefire has halted large-scale military operations, its implementation is still uncertain, and geopolitical tensions continue to pose risks of renewed instability. Uncertainties around the sustainability of peace, reconstruction efforts, sanctions relief, and regional realignments could continue to affect energy markets, trade flows, and investor sentiment, potentially causing volatility in oil and gas prices, supply chain disruptions, inflationary pressures, and market uncertainty, among other potential consequences. Scenarios of political tensions and instability throughout the world stemming from a variety of factors such as heightened polarization and political interference, fragmentation and scandals, may lead to shifting and unpredictable outcomes in political elections, legislative and policy-making efforts, social conditions, government stability and the global economy and to a progressive erosion of the rule of law in certain long-standing democracies. Furthermore, increasing public debt levels together with high interest costs may not be sustainable and could lead certain countries to face higher sovereign risk premia and sovereign debt crises. A deterioration of the global economic, political, social and financial environment, particularly in Europe and the Americas, could have a material adverse impact on the financial sector, affecting our operating results, financial position and prospects. In particular, the risk of a return in Europe to a fragile and volatile environment, heightened political tensions or recession could be aggravated if, among others, (i) the German economy falls into recession due to reduced industrial competitiveness, (ii) European Union policies to increase defense spending, rearm Europe and support Ukraine prove unsuccessful, (iii) reforms to improve labor markets, productivity and competitiveness fail, (iv) the banking union and other measures of European integration do not progress, or (v) anti-European groups become more widespread. A deterioration of the economic and financial environment in Europe could have a material adverse impact on the global economy, affecting our operating results, financial position and prospects. In addition, growing protectionism and trade tensions could intensify and negatively impact the economies of the countries where we operate. The U.S. presidential administration has increased tariffs, and the possibility for new or higher trade tariffs remains. Certain U.S. trading partners have announced retaliatory actions, including tariffs, in response. The continuation, pause or escalation of tariffs and other trade restrictions, the continued depreciation of the U.S. dollar and other non-trade-related measures or policies of the U.S. presidential administration, including immigration reforms, foreign interventions and military actions, could further transform international trade relations, investment flows and supply chains significantly, resulting in continued market volatility and lower global growth, intensifying concerns over the global macroeconomic environment, inflation and the potential for a recession. Any of the foregoing could have a material adverse effect on our business, results of operations, financial condition and prospects. 16 Table of Contents Moreover, the shift in the global economy’s center of gravity from the Atlantic to the Pacific and, in particular, China’s increasing relevance as a key trading partner and source of financing for Latin American economies, could negatively impact U.S. and European banks, particularly those like Santander Spain with limited presence in Asia, reducing Santander Spain’s global market share and customer base and affecting our business, operating results, financial condition and prospects. An uncertain outlook for China, including weak economic growth and related policy actions, and tensions or conflicts involving China, Taiwan or the United States, could negatively affect the world economy and impact our operating results, financial condition, and prospects. Additionally, the United Kingdom ceased to be a member of the European Union in 2020. A limited trade deal was agreed between the United Kingdom and the European Union with the relevant new regulations coming into force on January 1, 2021. The trade deal, however, did not include agreements on certain areas such as financial services and data adequacy. Uncertainty remains around the terms of the UK’s relationship with the European Union and the lack of a fully comprehensive trade agreement may negatively impact the economic growth of both regions. Similarly, an adverse effect on the United Kingdom and the European Union may have an adverse effect on the wider global economy or market conditions and investor confidence. This could, in turn, have a material adverse effect on our operations, financial condition and prospects and/or the market value of our securities. Any material changes in the economy and the global capital market, including Brazil, may decrease the interest of investors in Brazilian assets, including our ADRs, which may adversely affect the market price of our securities, in addition to making it difficult for us to access the capital markets and finance our operations, including on acceptable terms. Any slowdown or instability in the global economy could impact income, purchasing power and consumption levels in Brazil, among other things, which could limit growth, increase delinquency rates and ultimately have a material adverse effect on us while also creating a more volatile economy, limiting potential access to capital and liquidity. In addition, any global economic slowdown or uncertainty may result in volatile conditions in the global financial markets, which could have a material adverse effect on us, including on our ability to access capital and liquidity on acceptable financial terms, if at all. Any such adverse effect on capital markets funding availability or costs or in deposit rates could have a material adverse effect on our interest margins and liquidity. Disruption or volatility in global financial and credit markets, including as a result of the ongoing war between Russia and Ukraine and uncertainties following the ceasefire agreement in the Middle East, could adversely affect the financial and economic environment in Brazil, which could have a material adverse effect on us. Volatility and uncertainty in global financial and credit markets have generally led to a decrease in liquidity and an increase in the cost of funding for Brazilian and international issuers and borrowers. Such conditions may adversely affect our ability to access capital and liquidity on financial terms acceptable to us, if at all. Part of our funding originates from repurchase agreements which are generally short term and volatile in terms of volume, as they are directly impacted by market liquidity. As these transactions are typically guaranteed by Brazilian government securities, the value and/or perception of value of the securities may significantly impact the availability of funds, as the cost of funding will increase if the quality of the Brazilian government securities used as collateral is adversely affected as a result of conditions in financial and credit markets, making this source of funding inefficient for us. If the size and/or liquidity of the Brazilian government bond and/or repurchase agreement markets decrease, if there is increased collateral credit risk or if we are unable to access capital and liquidity on financial terms acceptable to us or at all, our financial condition and the results of our operations may be adversely affected. Geopolitical conflicts and related uncertainties, such as the continuance or escalation of the war in Ukraine and the uncertainties following the ceasefire agreement in the Middle East, could materially affect our financial position and increase our operational risk. On February 24, 2022, Russia launched a large-scale military action against Ukraine. The war in Ukraine has caused an ongoing humanitarian crisis in Europe as well as volatility in financial markets globally, heightened inflation, shortages and increases in the prices of energy, oil, gas and other commodities. In response to the war in Ukraine, several countries, including the United States, the European Union member states, the United Kingdom and other UN member states, have imposed severe sanctions on Russia and Belarus. In addition, the sanctions imposed also include a ban on trading in sovereign debt and other securities. The war has exacerbated supply chain problems, particularly for those businesses most sensitive to rising energy prices. The war has led to, and continues to lead to, further increases in energy prices, supply chain problems and inflationary pressures. These factors contribute to an environment of higher interest rates, market volatility and a slowdown in the global economy. 17 Table of Contents The scale of sanctions is unprecedented, complex and rapidly evolving, and poses continuously increasing operational risk to us. Our corporate framework and policies are designed to ensure compliance with applicable laws, regulations and economic sanctions in the countries in which we operate, including U.S., European Union, United Kingdom and United Nations economic sanctions. We cannot predict whether Brazil or any of the jurisdictions whose sanctions frameworks we adhere to will enact additional economic sanctions or trade restrictions in response to the war in Ukraine or to other current or future geopolitical conflicts or tensions. While we do not knowingly engage in direct or indirect dealings with sanctioned parties according to applicable sanctions, or in direct dealings with the sanctioned countries/territories, we may on occasion have indirect dealings within the sanctioned countries/territories, but aim to operate in line with applicable U.S., European Union, United Kingdom and United Nations blocking and sectoral sanctions regulations. The Santander Group is committed to the ongoing enhancement of sanctions governance, list management and screening controls. However, evolving measures may increase the complexity of compliance and residual risk, including the risk of penalties if banks deal with blocked persons, even indirectly, or facilitate significant transactions involving Russia’s military industry. A ceasefire agreement brokered by international mediators and signed in late 2025 has reduced hostilities between Israel, Iran and Iran-aligned groups in Lebanon and Gaza, including Hamas and Hezbollah. While the ceasefire has halted large-scale military operations, its implementation is still uncertain. Geopolitical tensions continue to pose risks of renewed instability, which could affect other regions and, in turn, continue to affect energy markets, trade flows, and investor sentiment. This could cause volatility in oil and gas prices, supply chain disruptions, inflationary pressures, and market uncertainty, among other potential consequences. Furthermore, we believe that the risk of cyberattacks on companies and institutions has increased and could increase further as a result of the aforementioned conflicts and in response to the sanctions imposed, which could adversely affect our ability to maintain or enhance our cybersecurity and data protection measures. Although we actively monitor for cyberattacks, there can be no assurance that our cybersecurity and data protection measures and defenses will be effective at identifying, preventing, mitigating or remediating any such cyberattacks. We do not have a physical presence in Russia or Ukraine and our physical presence in the Middle East is very limited. Further, our direct exposure to Russian, Ukrainian or Middle Eastern markets is not material. However, the ability of certain of our customers to fulfill their obligations has been negatively impacted, particularly those with greater exposure to the Russian, Ukrainian or Middle Eastern markets. The impact of ongoing or increased geopolitical tensions and sanctions on global markets, macroeconomic conditions globally, and other potential future geopolitical developments remains uncertain and may exacerbate our operational risk. As a result, our businesses, results of operations and financial position could be adversely affected by any of these factors directly or indirectly arising from the war in Ukraine or from uncertainties following the ceasefire agreement in the Middle East or from other geopolitical conflicts or tensions. Ongoing or future investigations relating to corruption, diversion of public funds, money laundering fraud and other matters that are being conducted by the Brazilian federal police as well as other Brazilian and non-Brazilian regulators and law enforcement officials may adversely affect the growth of the Brazilian economy and could have a material adverse effect on us. Certain Brazilian companies have faced and continue to face investigations and prosecutions by the CVM, the U.S. Securities and Exchange Commission, or the “SEC,” the U.S. Department of Justice, the Brazilian Federal Police and the Brazilian Federal Prosecutor’s Office, the Comptroller General of Brazil, and other relevant governmental authorities, in connection with corruption, money laundering and other allegations of wrongdoing. Anticorruption or other investigations may lead to significant reputational harm, which may affect the investigated corporations’ images and revenues and result in downgrades from rating agencies or funding restrictions, among other negative effects. Allegations of bribery, corruption, fraud, money laundering improper accounting practices or other similar matters among certain large Brazilian companies may also adversely affect investors’ perceptions of the risks involved in investing in Brazilian companies and result in volatility in financial markets. Given the significance of the companies that historically have been subject to investigations in the Brazilian economy, the investigations and their fallout have had and may continue to have an adverse effect on Brazil’s economic growth prospects in the short to medium term. Furthermore, the negative effects on such companies and others may also impact the level of investments in infrastructure in Brazil, which may lead to lower economic growth or contraction in the near to medium term. Although we have reduced our exposure to companies involved in government investigations, we cannot assure that new investigations will not be launched or that additional persons will not become subject to investigation. To the extent that the repayment ability of these companies is hampered by any fines and/or other sanctions that may be imposed upon them or reputational or commercial damage as a result of investigations, we may also be materially adversely affected. In addition, investigations have involved members of the Brazilian executive and legislative branches, which caused considerable political tensions, and, as a result, persistently poor economic conditions in Brazil could have a material adverse effect on us. It is difficult to calculate the size and extension of the effects derived from such political tensions, which may further deteriorate Brazil’s economic conditions. 18 Table of Contents Risks Relating to the Brazilian Financial Services Industry and Our Business Our growth, asset quality and profitability, among others, may be adversely affected by a slowdown in Brazil and volatile macroeconomic and political conditions. A slowdown or recession in Brazil and other major world economies could lead major financial institutions, including some of the world’s largest global commercial banks, investment banks, mortgage lenders, mortgage guarantors and insurance companies, to experience significant difficulties, including runs on deposits, the need for government aid or assistance or the need to reduce or cease providing funding to borrowers (including to other financial institutions). The year 2021 was marked by an accelerated recovery in the level of activity in the main global economies, as a result of the expansionary monetary and fiscal policy, including reductions in interest rates. As a result, inflation rates in 2021 and 2022 have increased considerably in Brazil and globally, due to the strong increase in aggregate demand and bottlenecks in supply and production chains due to shortages of inputs. In 2023, inflation in Brazil was moderate compared to the levels observed at the end of 2022, reflecting tighter monetary policy, a stronger Brazilian real, and favorable supply-side factors, including a record grain harvest. However, the path toward achieving the 3.0% inflation target set by the Brazilian Central Bank under applicable law proved uncertain. This became evident in 2024, as inflationary pressures resurfaced, driven by a combination of adverse climatic conditions impacting energy and food prices, a significant depreciation of the real against the U.S. dollar—partly due to the outcome of the U.S. presidential election—and persistent fiscal concerns in Brazil, which compounded domestic economic challenges. In 2025, inflation remained above the Brazilian Central Bank’s target range and economic activity showed signs of slowing, leading the Brazilian Central Bank to maintain a restrictive monetary policy stance amid heightened uncertainty regarding the domestic fiscal outlook and a less supportive global environment. In Brazil, the generalized increase in prices was exacerbated by the depreciation of the real against the U.S. dollar and other major currencies, leading the Brazilian Central Bank to raise the SELIC rate from 2.0% at the end of 2020 to 13.75% at the end of 2022. The SELIC rate remained at this high level until August 2023, when the decrease in inflationary pressures and a more favorable economic outlook allowed the Brazilian Central Bank to begin loosening monetary policy. The SELIC rate at the end of 2023 stood at 11.75%. Rate cuts continued into 2024, with the SELIC rate reaching 10.50% in May 2024. However, renewed inflationary pressures in the second half of 2024—driven by adverse weather conditions, a significant devaluation of the real amid the global strength of the U.S. dollar following the U.S. presidential election, and Brazil’s persistent fiscal challenges—led the Brazilian Central Bank to reverse course, initiating a tightening cycle in September 2024. After sustained increases through 2024 and into 2025, the Brazilian Central Bank continued its tightening cycle, with the SELIC rate reaching 15.00% in mid-2025 and remaining at that near-two-decade high as of the date of this annual report, reflecting ongoing efforts to contain inflation amid persistent price pressures and a challenging macroeconomic backdrop. Volatile conditions in financial markets could also have a material adverse effect on us, including on our ability to access capital and liquidity on acceptable financial terms, if at all. If capital markets financing becomes unavailable or excessively expensive, we may be forced to raise the rates we pay on deposits to attract more customers and may be unable to maintain certain liability maturities. Any such adverse impact in capital markets funding availability or costs or in deposit rates could have a material adverse effect on our interest margins and liquidity. In particular, we face, among others, the following risks related to economic downturns and volatile conditions: • a reduction in demand for our products and services; • increased inflationary pressure, continued high unemployment and continued reductions in growth prospects could make the economic environment more unpredictable and adversely affect our results of operations; • polarization of the political scenario in Brazil amid the process of submission of key legislation to the Brazilian Congress’ approval. In addition, the run-up to the 2026 general elections could result in negotiations to form new political alliances that may result in a more complex political scenario; • government action in regulation (including banking regulation with respect to the Agenda BC#, such as regulations on social and environmental risks and prudential corporate capital, or CSLL, IOF and other tax reform), technological disruptions (including as a result of PIX and Open Finance) and the entry of new players (including large technology companies, fintech and marketplaces) have made and may continue to make our industry more competitive and potentially less profitable; 19 Table of Contents • an increase of, or changes in, the regulation of our industry and compliance with such regulation would likely continue to increase our costs and may affect the pricing for our products and services, increase our regulatory risks and limit our ability to pursue business opportunities; and • an inability of our borrowers to comply with their existing obligations on a timely basis, whether in part or at all. Macroeconomic shocks may adversely affect the income of our retail and corporate customers and may adversely affect the recoverability of our loans, resulting in increased loan losses. Any of the developments mentioned above may have a material adverse effect on our business, financial condition and results of operations, including without limitation as a result of a higher cost of capital and limitations on the availability of funding given the market’s requirement for a higher risk premium due to market conditions, expectations for the sector and availability of liquidity in the Brazilian and global economy. Each of these factors could also affect the credit quality of our counterparties, due to the slowdown in the Brazilian economy as a whole and reduction in purchasing power and operating margins. The process we use to estimate losses inherent in our credit exposure requires complex judgments, including forecasts of economic conditions and how these economic conditions might impair the ability of our borrowers to repay their loans. The degree of uncertainty concerning economic conditions may adversely affect the accuracy of our estimates, which may, in turn, impact the reliability of the process and the sufficiency of our loan loss allowances. The value and liquidity of the portfolio of investment securities that we hold may be adversely affected by the level of economic activity in Brazil. The recoverability of our loan portfolios, our capacity to increase lending, and our overall results of operations and financial condition depend significantly on the level of economic activity in Brazil. The quality of our loan portfolio may deteriorate as a result of these risks and our loan loss reserves could be insufficient to cover our loan losses, which could have a material adverse effect on us. See “—The credit quality of our loan portfolio may deteriorate and our loan loss reserves could be insufficient to cover our loan losses, which could have a material adverse effect on us.” In addition, we are exposed to sovereign debt in Brazil. Our net exposure to Brazilian sovereign debt as of December 31, 2025 was R$182.2 billion (or 14.3% of our total assets as of that date) and consisted principally of National Treasury Bills (LTN), Treasury Bills (LFT) and National Treasury Notes (NTN-A, NTN-B, NTN-C and NTN-F). Recessionary conditions in Brazil would likely have a significant adverse impact on our loan portfolio and sovereign debt holdings and, as a result, on our financial condition, cash flows and results of operations. The recoverability of our loan portfolios and our ability to increase the amount of loans outstanding and our results of operations and financial condition in general, are dependent to a significant extent on the level of economic activity in Brazil. See “—The credit quality of our loan portfolio may deteriorate and our loan loss reserves could be insufficient to cover our loan losses, which could have a material adverse effect on us.” Our revenues are also subject to deterioration due to unfavorable political and diplomatic developments, social instability, trade and travel restrictions, international conflicts, and changes in governmental policies, including expropriation, nationalization, international ownership legislation, sanctions and trade restrictions, interest rate caps and fiscal and monetary policies. The economy of Brazil faces long-standing structural challenges, including weaknesses in infrastructure, competitiveness and education, high levels of social inequality, rising inflation and increasing public debt levels and have experienced significant volatility in recent decades. This volatility resulted in fluctuations in deposits and in lending. In addition, Brazil is affected by commodities price fluctuations, which in turn may affect financial market conditions through exchange rate fluctuations, interest rate volatility and deposits volatility. Furthermore, fiscal and monetary policy measures enacted by the Brazilian government in response to the COVID-19 pandemic significantly increased governmental debt through 2021 and 2022. In 2023, 2024 and 2025, despite economic growth and positive developments from a revenue standpoint, the level of governmental debt (as a percentage of the GDP) has continued to increase. Among the risks that could negatively affect the Brazilian economy and financial markets and lead to a slowdown of the global economy, recession, inflationary pressures and/or stagflation are: (i) the depreciation of the U.S. dollar against other currencies that could lead to a widespread loss of confidence in the U.S. dollar; (ii) the continuance or escalation of the war in Ukraine and uncertainties following the ceasefire agreement in the Middle East; (iii) heightened geopolitical instability arising from recent developments in Venezuela, which may increase volatility in financial markets and global energy prices; (iv) other increases in the prices of energy and other commodities; (v) the breakdown of global supply chains; and (vi) the return to tighter monetary and fiscal policies, including higher interest costs. Negative and fluctuating economic conditions, such as slowing or negative growth and a changing interest rate environment, could impact our profitability by causing lending margins to decrease and credit quality to decline and leading to decreased demand for higher margin products and services. 20 Table of Contents The strong competitive environment in the Brazilian financial services market may adversely affect us, including our business prospects. The Brazilian financial markets, including the banking, insurance and asset management sectors, are highly competitive, with this competition increasing in recent years. We face significant competition in all of our main areas of operation from other Brazilian and international banks, as well as state-owned institutions, including through portability of loans. In particular, we face the challenge of competing in an ecosystem where the relationship with the consumer is based on access to digital data and interactions. This access is increasingly dominated by digital platforms, which are already eroding our results in very relevant markets such as payments. This privileged access to data can be used as leverage to compete with us in other adjacent markets and may reduce our operations and margins in core businesses such as lending or wealth management. This could be accelerated by the advent of open banking and open finance, which could result in our competitors gaining access to valuable data regarding our customers which may help them compete with us. In addition, the alliances that our competitors are starting to build with large technology firms can make it more difficult for us to successfully compete with them and could adversely affect us. Moreover, nontraditional providers of banking services, such as e-commerce providers, mobile telephone companies and internet search engines, as well as payment services for blockchain technologies, may offer and/or increase their offerings of financial products and services directly to customers. These nontraditional providers of banking services currently have an advantage over traditional providers because they are not subject to banking regulation. Several of these competitors may have long operating histories, large customer bases, strong brand recognition, and significant financial and marketing capabilities as well as other resources. They may adopt more aggressive prices and rates and devote more resources to technology, infrastructure and marketing. These new competitors, in addition to neobanks, have entered and may continue to enter the market or existing competitors may adjust their services with unique product or service offerings or approaches to providing banking services. If we are unable to successfully compete with current and new competitors, or if we are unable to anticipate and adapt our offerings to changing banking industry trends, including technological changes, our business may be adversely affected. In addition, our failure to effectively anticipate or adapt to emerging technologies or changes in customer behavior, including among younger customers, could delay or prevent our access to new digital-based markets, which would in turn have an adverse effect on our competitive position and business. Furthermore, the widespread adoption of new technologies, including distributed ledger technology, AI, quantum computing and/or biometrics, to provide services such as digital currencies, cryptocurrencies and payments, could require substantial expenditures to modify or adapt our existing products and services as we continue to grow our internet and mobile banking capabilities. Our customers may choose to conduct business or offer products in areas that may be considered speculative or risky. Further growth of such new technologies and mobile banking platforms could negatively impact the value of our investments in bank premises, equipment and personnel for our branch network. The persistence or acceleration of this shift in demand toward internet and mobile banking may necessitate changes to our retail distribution strategy. Our failure to implement changes to our distribution strategy swiftly and effectively could have an adverse effect on our competitive position. In addition, on November 16, 2020, the Brazilian Central Bank instituted PIX, as well as the Instant Payment System (Sistema de Pagamentos Instantâneos), or “SPI,” which enables participants to settle electronic transfers of funds in real time and is available for 24 hours a day, seven days a week, and every day in the year. This ecosystem promotes innovation of the existing payment infrastructure. Although the regulations relating to the PIX ecosystem are subject to further developments from time to time, such initiatives may promote greater competition in the industry, and could cause customers to move away from the solutions we offer towards PIX solutions. In particular, PIX has made processing payments faster and less expensive, has fostered and is expected to continue to foster additional competition and allow new entrants to join the market, while also serving as a significant source of data that will contribute to the ongoing transformation of the financial industry in Brazil. Such developments could therefore materially and adversely affect our business and results of operations. Increasing competition could also require that we increase the rates offered on our deposits or lower the rates we charge on loans, which could also have a material adverse effect on our profitability, as well as limit our ability to increase our customer base and expand our operations, further increasing competition for investment opportunities. 21 Table of Contents The success of our operations, our profitability and our ability to maintain our competitive position depends, in part, on the success of new products and services we offer our customers and our ability to offer products and services that meet the customers’ needs during their entire life cycle. However, we may not be able to manage emerging risks as we develop new products and services, which could have a material adverse effect on us. Moreover, our customers’ needs and/or desires may change over time, and such changes may render our products and services obsolete, outdated or unattractive and we may not be able to develop new products that meet our customers’ changing needs and/or desires. Our success is also dependent on our ability to anticipate and leverage new and existing technologies that may have an impact on products and services in the banking industry. Technological changes may further intensify and complicate the competitive landscape and influence customer behavior. If we cannot respond in a timely fashion to the changing needs and/or desires of our customers, including as a result of an aging population, we may lose existing or prospective customers, which could in turn materially and adversely affect us. In addition, the cost of developing and maintaining innovative products is likely to affect our results of operations. We face the challenge of simplifying the range of our products and services and, at the same time, being able to satisfy the needs of our clients by offering new products and services. The development of these new products and services exposes us to new and potentially increasingly complex risks, such as conduct risk in our relationships with customers, and increased development expenses. Our employees and risk management systems, as well as our experience and that of our partners, may not be adequate to enable us to properly manage such risks. Any or all of these factors, individually or collectively, could have a material adverse effect on us. Should our customer service levels ever be perceived by the market to be materially below those of our competitor financial institutions, we could lose existing and potential new business. If we are not successful in retaining and strengthening customer relationships, we may lose market share, incur losses on some or all of our activities or fail to attract new deposits or retain existing deposits. Additionally, reputational or operational incidents associated with new products could affect customer trust and brand perception, amplifying competitive pressures. Any of the conditions described above could have a material adverse effect on our operating results, financial condition and prospects. We are subject to extensive regulation and regulatory and governmental oversight, which could adversely affect our business, operations and financial condition. The Brazilian financial markets are subject to extensive and continuous regulatory control by the Brazilian government, principally by the Brazilian Central Bank, the CVM and the CMN, which, in each case, materially affects our business. We have no control over the issuance of new regulations that may affect our operations, including in respect of: • minimum capital requirements; • reserve and compulsory deposit requirements; • limits on investments in fixed assets; • lending limits and other credit restrictions, including compulsory allocations; • limits and other restrictions on interest rates and fees; • limits on the amount of interest banks can charge or the period for capitalizing interest; and • accounting and statistical requirements. The regulations governing Brazilian financial institutions are continuously evolving, and the Brazilian Central Bank has reacted actively and extensively to developments in our industry. Changes in regulations in Brazil and international markets may expose us to increased compliance costs and limit our ability to pursue certain business opportunities and provide certain products and services. Brazilian regulators are constantly updating prudential standards in accordance with the recommendations of the Basel Committee on Banking Supervision, in particular with respect to capital and liquidity, which could impose additional significant regulatory burdens on us. For example, future liquidity standards could require us to maintain a greater proportion of our assets in highly liquid but lower-yielding financial instruments, which would negatively affect our net interest margin. There can be no assurance that future changes in regulations or in their interpretation or application will not have a material adverse effect on us. 22 Table of Contents As some of the banking laws and regulations have been recently issued or become effective, the manner in which those laws and related regulations are applied to the operations of financial institutions is continuously evolving. Moreover, to the extent that these recently adopted regulations are implemented inconsistently in Brazil, we may face higher compliance costs. The measures of the Brazilian Central Bank and the amendment of existing laws and regulations, or the adoption of new laws or regulations, could adversely affect our ability to provide loans, make investments or render certain financial services. No assurance can be given generally that laws or regulations will be adopted, enforced or interpreted in a manner that will not have a material adverse effect on our business and results of operations. Furthermore, regulatory authorities have substantial discretion in how to regulate banks, and this discretion, and the regulatory mechanisms available to the regulators, have been increasing during recent years. Regulations may be unexpectedly and immediately imposed by governments and regulators in response to a crisis, and these may especially affect financial institutions such as those that may be deemed to be systemically important. In addition, the volume, granularity, frequency and scale of regulatory and other reporting requirements require a clear data strategy to enable consistent data aggregation, reporting and management. Inadequate management information systems or processes, including those relating to risk data aggregation and risk reporting, could lead to a failure to meet regulatory reporting requirements or other internal or external information demands, and we may face supervisory measures as a result. We may also be subject to potential impacts relating to regulatory changes affecting our controlling shareholder, Santander Spain, due to continued significant financial regulatory reform in jurisdictions outside Brazil that directly or indirectly affect Santander Spain’s businesses, including Spain, the European Union, the United States and other jurisdictions. In Spain and in other countries in which Santander Spain’s subsidiaries operate (including Brazil), there is continuing political, competitive and regulatory scrutiny of the banking industry. Political involvement in the regulatory process, in the behavior and governance of the banking sector and in the major financial institutions in which the local governments have a direct financial interest, and in their products and services and the prices and other terms applied to them, is likely to continue. Changes to current legislation and its implementation through regulation (including additional capital, leverage, funding, liquidity and tax requirements), policies (including fiscal and monetary policies established by central banks and financial regulators, and changes to global trade policies), and other legal and regulatory actions may impose additional regulatory burdens on Santander Group, including Santander Brasil, in these jurisdictions. In the European Union, these reforms could include changes relating to capital requirements, liquidity and funding, or other measures, implemented as a result of the unification of the European banking system under a European Banking Union. In the United States, financial regulatory statutes and rules are continually under review by the U.S. Congress and U.S. financial regulatory agencies. Changes in key personnel at the U.S. financial regulatory agencies may result in differing interpretations of existing rules and guidelines and potentially more stringent enforcement and more severe penalties than previously. For more information, see “Item 4. Information on the Company—B. Business Overview—Regulation and Supervision—Other Applicable Laws and Regulations—U.S. Financial Regulatory Reform.” We cannot predict the outcome of any financial regulatory reforms in the European Banking Union, the United States or other jurisdictions, and we cannot yet determine their effects on Santander Spain and, consequently, their effects on us, but regulatory changes may result in additional costs for us. We are subject to potential intervention by any of our regulators or supervisors. Our business and operations are subject to increasingly significant rules and regulations set by the Brazilian Central Bank, the CVM, the PREVIC, the SUSEP, the CNSP and the CMN, with which we are required to comply to conduct our banking and financial services business. These apply to business operations, affect our financial returns, and include reserve and reporting requirements and conduct-of-business regulations. In their supervisory roles, the Brazilian Central Bank and the CMN seek to maintain the safety and soundness of financial institutions with the aim of strengthening the protection of customers and the financial system. Their continuing supervision of financial institutions is conducted through a variety of regulatory tools, including the collection of information by way of prudential returns, reports obtained from skilled persons, visits to firms and regular meetings with management to discuss issues such as performance, risk management and strategy. As a result, we face high levels of supervisory scrutiny (resulting in increasing internal compliance costs and supervision fees), and in the event of a breach of our regulatory obligations we are likely to face more stringent regulatory fines. 23 Table of Contents We are subject to regulation on a consolidated basis and may be subject to liquidation or intervention on a consolidated basis. We operate in a number of credit- and financial services-related sectors through entities under our control. For certain purposes related to regulation and supervision, the Brazilian Central Bank treats us and our subsidiaries and affiliates as a single financial institution. While we believe that our consolidated capital base provides financial strength and flexibility to our subsidiaries and affiliates, their individual activities could indirectly put our capital base at risk. Any investigation or intervention by the Brazilian Central Bank, particularly in the activities carried out by any of our subsidiaries and affiliates, could have a material adverse impact on our other subsidiaries and affiliates and, ultimately, on us. If we or any of our financial subsidiaries become insolvent, the Brazilian Central Bank may carry out an intervention or liquidation process on a consolidated basis rather than conduct such procedures for each individual entity. In the event of an intervention or a liquidation process on a consolidated basis, our creditors would have claims to our assets and the assets of our consolidated financial subsidiaries. In this case, claims of creditors of the same nature held against us and our consolidated financial subsidiaries would rank equally in respect of payment. If the Brazilian Central Bank carries out a liquidation or intervention process with respect to us or any of our financial subsidiaries on an individual basis, our creditors would not have a direct claim on the assets of such financial subsidiaries, and the creditors of such financial subsidiaries would have priority in relation to our creditors in connection with such financial subsidiaries’ assets. The Brazilian Central Bank also has the authority to carry out other corporate reorganizations or transfers of control under an intervention or liquidation process. Increases in reserve, compulsory deposit and minimum capital requirements may have a material adverse effect on us. Compulsory deposit requirements in Brazil require banks to hold part of funding received from customers with the Brazilian Central Bank, which sets these requirements as a means of controlling liquidity in the financial markets and preserving the solvency of financial institutions. The Brazilian Central Bank has periodically changed the level of reserves and compulsory deposits that financial institutions in Brazil are required to maintain, as well as determined compulsory allocation requirements to finance government programs. These changes are a continuing source of risk, as new or an increase in existing reserve and compulsory deposit or allocation requirements, may adversely affect our liquidity and our ability to fund our loan portfolio and other investments and, as a result, may have a material adverse effect on us. Compulsory deposits and allocations generally do not yield the same return as other investments and deposits because a portion of compulsory deposits and allocations do not bear interest and must be used to finance government programs, including a federal housing program and rural sector subsidies. In recent years, the CMN and Brazilian Central Bank published several rules to implement Basel III in Brazil. This new set of regulations covers the revised definition of capital, capital requirements, capital buffers, credit valuation adjustments, exposures to central counterparties, leverage and liquidity coverage ratios, and treatment of systemically important financial institutions. For more information on the rules implementing Basel III, see “Item 4. Information on the Company—B. Business Overview—Regulation and Supervision—Capital Adequacy and Leverage – Basel—Basel III” and “Item 5. Operating and Financial Review and Prospects—B. Liquidity and Capital Resources—Liquidity and Funding—Capital Management.” We may not be able to detect or prevent money laundering and other criminal activities fully or on a timely basis, which could expose us to additional liability and could have a material adverse effect on us. We are required to comply with applicable anti-money laundering and anti-terrorism, or “AML/CFT,” antibribery and corruption, sanctions and other laws and regulations (collectively, financial crime and compliance (“FCC”) regulations) applicable to us. These laws and regulations require us, among other things, to conduct full customer due diligence (including sanctions and politically exposed person screening) and keep our customer, account and transaction information up to date. We have FCC policies and procedures in place detailing what is required from those responsible. We are also required to conduct FCC training for our employees and to report suspicious transactions and activity to appropriate law enforcement following full investigation by our special incidents area. Financial crime continues to be the subject of enhanced regulatory scrutiny and supervision by regulators globally. AML/CFT, antibribery, anticorruption and sanctions laws and regulations are increasingly complex and detailed. Key standard-setting and regulatory bodies continue to provide guidelines to strengthen the interaction and cooperation between prudential and AML/CFT supervisors. Compliance with these laws and regulations requires automated systems, sophisticated monitoring and skilled compliance personnel. We maintain updated policies and procedures aimed at detecting and preventing the use of our banking network for money laundering and other financial crime-related activities. However, emerging technologies, such as cryptocurrencies (which were recently regulated by statute in Brazil) and innovative payment methods, could limit our ability to track the movement of funds and, therefore, present a risk to us. Our ability to comply with the legal requirements depends on our ability to improve detection and reporting capabilities and reduce variation in control processes and oversight accountability. These require implementation and embedding within our business effective controls and monitoring, which in turn requires ongoing changes to systems and operational activities. Financial crime is continually evolving and is subject to increasingly stringent regulatory oversight and focus. This requires proactive and adaptable responses from us so that we are able to deter threats and criminality effectively. Even known threats can never be fully eliminated, and there have been, and may in the future continue to be, instances where we may be used by other parties to engage in money laundering and other illegal or improper activities. 24 Table of Contents In addition, we rely heavily on our employees to assist us by spotting such activities and reporting them, and our employees have varying degrees of experience in recognizing criminal tactics and understanding the level of sophistication of criminal organizations. Where we outsource any of our customer due diligence, customer screening or anti-financial crime operations, we remain responsible and accountable for full compliance and any breaches. While we expect relevant counterparties to maintain and apply their own appropriate compliance measures, procedures and internal policies, such measures may not be completely effective in preventing third parties from using our (and our relevant counterparties’) services as a conduit for illicit purposes (including illegal cash transactions) without our (or our relevant counterparties’) knowledge. If we are unable to apply the necessary scrutiny and oversight of third parties to whom we outsource certain tasks and processes, there remains a risk of regulatory breach, and if we are associated with, or even accused of being associated with, breaches of AML/CFT, antibribery and corruption or sanctions requirements, our reputation could suffer and/or we could become subject to fines, sanctions and/or legal enforcement (including being added to “watch lists” that would prohibit certain parties from engaging in transactions with us), any one of which could have a material adverse effect on our operating results, financial condition and prospects. We have been, and may in the future be, subject to negative coverage in the media about us or our clients, including with respect to alleged conduct such as failure to detect and/or prevent any financial crime activities or comply with FCC regulations. Negative media coverage of this type about us, whether it has merit or not, could materially and adversely affect our reputation and perception among current and potential clients, investors, vendors, partners, regulators and other third parties, which in turn could have a material adverse effect on our operating results, financial condition and prospects as well as damage our customers’ and investors’ confidence and the market price of our securities. The reputational damage to our business and global brand could be severe if we were found to have breached AML/CFT, antibribery, anticorruption or sanctions requirements. Our reputation could also suffer if we are unable to protect our customers’ data and bank products and services from being accessed or used for illegal or improper purposes. If we are unable to comply fully with applicable laws, regulations and expectations, our regulators and relevant law enforcement agencies have the ability and authority to impose significant fines and other penalties on us, including requiring a complete review of our business systems, day-to-day supervision by external consultants and ultimately the revocation of licenses. Additionally, we are required by Brazilian Central Bank regulations, which derive from resolutions from the UN Security Council, to comply with certain rules relating to the local enforcement of sanctions imposed by the UN Security Council. We believe we already have the control and compliance procedures in place to satisfy such additional compliance requirements. However, we continue to evaluate their impact on our control and compliance procedures and whether adjustments will need to be made to our control and compliance procedures as a result. We are subject to increasing scrutiny and regulation from data protection laws, including penalties in the event of noncompliance with the terms and conditions of certain new European and Brazilian regulations. We receive, maintain, transmit, store and otherwise process proprietary, confidential, sensitive and personal data, including public and non-public personal data of our customers, employees, counterparties and other third parties, including, but not limited to, personally identifiable information, including personal financial information. The collection, sharing, use, retention, disclosure, protection, transfer and other processing of this data is governed by stringent federal, state, local and foreign laws, rules, regulations and standards, and the legal and regulatory framework for privacy, data protection and cybersecurity is in considerable flux and evolving rapidly. As privacy, data protection and cybersecurity risks for banking organizations and the broader financial system have significantly increased in recent years, privacy, data protection and cybersecurity issues have become the subject of increasing legislative and regulatory focus. There has also been increasing regulatory scrutiny from the SEC with respect to adequately disclosing risks concerning cybersecurity and data privacy, which increases the risk of investigations into cybersecurity practices and related disclosures, of companies within its jurisdiction which, at a minimum, can result in distraction of management and diversion of resources for targeted businesses. 25 Table of Contents We are subject to regulations enacted by Brazilian authorities, which include the LGPD and data protection regulations issued by the Brazilian Data Protection Agency, or the “ANPD.” The LGPD came into effect in September 2020, with the exception of its articles 52, 53 and 54, which came into effect on August 1, 2021. The LGPD sets out several penalties, which include warnings, blocking and erasure of data, public disclosure of the offense, and fines of up to 2% of the economic group’s turnover in Brazil in the preceding year, capped at R$50 million per offense. In addition, we are subject to Regulation (EU) 2016/279 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (the “General Data Protection Regulation” or “GDPR”). Additionally, following the United Kingdom’s withdrawal from the EU, we also are subject to the UK General Data Protection Regulation (“UK GDPR”) (i.e., a version of the GDPR as implemented into United Kingdom law). The GDPR and UK GDPR have also imposed significant penalties and fines for noncompliance of up to the higher of 4% of annual worldwide turnover or €20 million (or £17.5 million under the UK GDPR), and, for other specified infringements, penalties and fines of up to the higher of 2% of annual worldwide turnover or €10 million (or £8.7 million under the UK GDPR). European data protection authorities have already imposed fines for GDPR violations up to, in some cases, hundreds of millions of euros. Compliance with the LGPD, the GDPR, the UK GDPR and other data protection regimes, as well as adaptation to their respective updates, has required and may in the future require substantial adjustments to our procedures and policies. These changes could adversely impact our business by increasing our operational and compliance costs. Further, there is a risk that the measures may not be implemented correctly or that there may be partial noncompliance with the new procedures. If there are breaches of our privacy, data protection and cybersecurity obligations, as the case may be, we could face significant civil administrative and monetary sanctions, as well as reputational damage, which could have a material adverse effect on our operating results, financial condition and prospects. Furthermore, following any such breach, we may be ordered to change our business practices, policies or systems in a manner that adversely impacts our operating results. For more information, see “Item 4. Information on the Company—B. Business Overview—Regulation and Supervision—Other Applicable Laws and Regulations—Data Protection Requirements.” The implementation of the “ECA Digital” framework in Brazil may impose new obligations and restrictions that could increase our compliance costs, disrupt our operations and expose us to enforcement or litigation risks. Brazil has advanced initiatives to strengthen protections for children and adolescents online through Law No. 15,211 enacted on September 17, 2025, known as “ECA Digital,” which will come into force in March 2026. As details are defined and implemented, ECA Digital may establish new duties for companies that offer products or services potentially accessed by children and adolescents, including governance, age-assurance, parental supervision, transparency, reporting and accountability measures. Depending on the final contours of ECA Digital and its implementing regulations, we may be required to adapt product features, user interfaces, content and advertising practices, age-assurance and parental authorization workflows, complaint-handling and incident-reporting procedures, and governance for users identified as, or reasonably likely to be, children or adolescents. The framework may require us to deploy or integrate age-assurance technologies, enhance content moderation and curation controls for minors, implement parental management tools, limit profiling or targeted advertising to minors, and increase disclosures and auditability regarding our handling of minors’ data and online interactions. It may also require technical and organizational controls demonstrably tailored to risks to children and adolescents. Compliance with ECA Digital may necessitate material investment in technology, processes, and personnel; the redesign or removal of features, changes to our relationships with third-party providers; new contractual controls; and periodic audits. Some obligations could be ambiguous or evolve over time, creating uncertainty in implementation, and divergent guidance among authorities could require jurisdiction-specific adaptations across Brazil. Actual or alleged noncompliance could lead to investigations, administrative proceedings, orders to modify or suspend features, fines or penalties, or mandatory corrective measures. We may also face civil claims, including consumer or collective actions, alleging violations of duties to protect children and adolescents online, as well as reputational harm arising from public scrutiny of our practices. Even good-faith efforts to comply may be challenged as insufficient or inconsistent with evolving expectations, and requirements may apply retroactively or be interpreted broadly. If ECA Digital is interpreted or applied in a manner inconsistent with our current practices, or if we are unable to timely implement measures deemed adequate to protect children and adolescents online, we could incur increased compliance costs, operational disruptions, product or feature limitations, loss of users or partners, regulatory scrutiny, fines or penalties, litigation, and reputational damage, any of which could adversely affect our business, financial condition and results of operations. 26 Table of Contents Uncertainties arising from the liquidation of Banco Master and increased demands on the Brazilian deposit-insurance system (Fundo Garantidor de Créditos - FGC) could adversely affect financial institutions In November 2025, the Brazilian Central Bank ordered the extrajudicial liquidation of Banco Master, following an administrative proceeding related to serious violations of financial regulations, liquidity issues and an ongoing criminal investigation involving alleged fraud schemes related to credit instruments. As a result, thousands of creditors became eligible for reimbursement through the Brazilian deposit-insurance system (Fundo Garantidor de Créditos) (“FGC”), representing one of the largest claims ever made on the FGC. Additional strain on the FGC may arise from related institutions, including Will Financeira (Will Bank), which was liquidated in January 2026 and may also require further FGC payouts. The scale of these payouts has prompted market discussions, including us, regarding potential changes to FGC coverage rules and contribution requirements applicable to financial institutions. These discussions include proposals to reduce coverage limits or impose higher contribution rates on institutions with riskier asset profiles. Any such regulatory or policy changes could increase contribution and funding costs, reduce credit availability, or impose additional capital levels compliance burdens on financial institutions, which could materially and adversely affect our business, financial condition, and results of operations. These developments may also increase perceptions of systemic risk and lead to higher costs or reduced liquidity in bank funding markets. If similar situations were to arise involving other financial institutions, or if the FGC’s capacity to meet future obligations were impaired, the broader financial system could experience increased volatility. Such conditions could adversely affect the Brazilian economy, the stability of financial markets, and the operating and funding costs of financial institutions, including ours. We utilize artificial intelligence, which could expose us to liability or adversely affect our business. We utilize, and continue to explore additional uses of, artificial intelligence, or AI, in connection with our business, products and services, including AI designed to enhance transaction monitoring and sanctions screening, improve customer experience and reduce operational risk. However, regulation of AI is rapidly evolving worldwide as legislators and regulators are increasingly focused on these powerful emerging technologies. The technologies underlying AI and its uses are subject to a variety of laws and regulations, including intellectual property, privacy, data protection, cybersecurity, consumer protection, competition, and equal opportunity laws, and are expected to be subject to increased regulation and new laws or new applications of existing laws and regulations. AI is the subject of ongoing review by various governmental and regulatory agencies around the world, and various jurisdictions are applying, or are considering applying, their platform moderation, cybersecurity and data protection laws and regulations to AI or are considering legal frameworks for AI. In particular, multiple jurisdictions have adopted or are considering AI-specific requirements, and U.S. federal and state agencies are assessing how existing laws apply to AI. Supervisory guidance in some jurisdictions also addresses AI-related privacy, data protection and cybersecurity and third-party risk management. In Brazil, AI regulation was approved by the Brazilian Senate in 2024 by means of the Bill of Law No. 2,338/23, which seeks to establish general national standards for the development, implementation, and responsible use of AI systems in Brazil. This bill, which is currently under discussion in the Brazilian House of Representatives and, if approved, will be submitted for presidential approval or veto, would seek to introduce potential compliance requirements, liability standards, or usage restrictions that could directly affect our operations. If approved by the Brazilian House of Representatives, by the Federal Senate and thereafter enacted into law, Bill of Law No. 2,338/23 may impose additional compliance burdens, establish liability frameworks, or mandate specific transparency and accountability measures for our use of AI systems. We may not be able to anticipate how to respond to these rapidly evolving laws and regulations, and we may need to expend resources to adjust our offerings in certain jurisdictions if the legal and regulatory frameworks are inconsistent across jurisdictions. Furthermore, because AI technology itself is highly complex and rapidly developing, it is not possible to predict all of the legal or regulatory risks that may arise relating to the use of AI. If laws and regulations relating to AI are implemented, interpreted or applied in a manner inconsistent with our current practices or policies, such laws and regulations may adversely affect our use of AI and our ability to provide and to improve our services, require additional compliance measures and changes to our operations and processes or result in increased compliance costs and potential increases in civil claims against us, any of which could adversely affect our operating results, financial condition and prospects. 27 Table of Contents Moreover, there are significant risks involved in utilizing AI and no assurance can be provided that our use will enhance our products or services or produce the intended results. For example, AI models may be flawed, trained on insufficient or poor-quality data, reflect unwanted forms of bias or contain other errors or inadequacies, any of which may not be easily detectable. AI solutions (including those supplied by third parties) may produce false, inaccurate, misleading, biased or otherwise deficient inferences or outputs, rely on data, technology or intellectual property to which we or any of our contractors, vendors or service providers lack rights, or be subject to new documentation, transparency, governance and validation expectations. Strengthening controls to address these risks—such as human oversight, testing, independent model validation and preparing public and internal documentation—may increase costs and affect time-to-market, and any errors or inadequacies in AI systems used for control functions (such as transaction monitoring or sanctions screening) could lead to operational disruptions, compliance failures, regulatory scrutiny, reputational harm, fines or penalties. AI may subject us to new or heightened legal, regulatory, ethical, operational, reputational or other challenges; AI may involve inappropriate or controversial data practices by developers and end-users, or other factors adversely affecting public opinion of AI, any of which could impair the acceptance of AI solutions, including those incorporated into our products and services. We also depend on third-party models, datasets and infrastructure; outages, changes in functionality or terms, or concentration in a limited number of providers could disrupt our operations or increase costs. If the AI solutions that we create or use are deficient, inaccurate or controversial, we could incur operational inefficiencies, competitive harm, legal liability, brand or reputational harm, or other adverse impacts on our business and financial results. There can be no assurance that our use of AI will be successful in reducing our operational risk or increasing our operational efficiencies or otherwise result in our intended outcomes. Additionally, the use of AI solutions by companies has resulted in and may continue to result in cyberattacks, data breaches, data losses and other security incidents that implicate the proprietary, confidential, sensitive and personal data of AI users. For example, if any of our employees, contractors, vendors, service providers or other third parties with which we do business use any third-party AI-powered solutions in connection with our business, it may lead to the inadvertent disclosure or incorporation of our proprietary, confidential, sensitive or personal data into third-party systems or publicly available or third-party training sets (including so-called “data leakage”) which may impact our ability to realize the benefit of our intellectual property or proprietary, confidential, sensitive or personal data, harming our competitive position and business. If we do not have sufficient rights to use the data or other material or content on which our AI solutions or other AI tools we use rely, we also may incur liability through the violation of applicable laws and regulations, third-party intellectual property, privacy or other rights, or contracts to which we are a party (including third-party claims of intellectual property infringement, misappropriation or other violation, has security vulnerabilities or other misuse of data, content or technology, regulatory enforcement actions and contractual remedies). Further, the use of AI solutions within products or services that we use or that are used by our contractors, vendors, service providers or other third parties with which we do business may pose similar risks, and we have limited ability to control the manner in which third-party products are developed or maintained or the manner in which third-party services are provided. We are exposed to risk of loss from legal and regulatory proceedings. We face risk of loss from legal and regulatory proceedings, including tax proceedings that could subject us to monetary judgments, fines and penalties. The current regulatory and tax enforcement environment in Brazil reflects an increased supervisory focus on enforcement. Combined with uncertainty about the evolution of the regulatory regime, this may lead to material operational and compliance costs. We are from time to time subject to regulatory investigations and civil and tax claims and party to certain legal proceedings incidental to the normal course of our business, including in connection with conflicts of interest, lending activities, relationships with our employees, economic plans, and other commercial, privacy, data protection, cybersecurity, tax or climate-related matters. In view of the inherent difficulty of predicting the outcome of legal matters, particularly where the claimants seek very large or indeterminate damages, or where the cases present novel legal theories, involve a large number of parties, are in the early stages of investigation or discovery, or have common elements but require assessment of circumstances on a case-by-case basis, we cannot state with certainty what the eventual outcome of these pending matters will be. The amount of our reserves in respect to these matters, which is calculated based on the probability of loss of each claim, is substantially less than the total amount of the claims asserted against us, and, in light of the uncertainties involved in such claims and proceedings, there is no assurance that the ultimate resolution of these matters will not significantly exceed the reserves currently accrued by us. As a result, the outcome of a highly uncertain matter may become material to our operating results. As of December 31, 2025, we had provisions for judicial and administrative proceedings, commitments and other provisions of R$10,447 million (compared to R$9,612 million as of December 31, 2024). For more information, see note 22 to our audited consolidated financial statements included in this annual report and in “Item 8. Financial Information—A. Consolidated Statements and Other Financial Information—Legal Proceedings.” 28 Table of Contents We may face operational difficulties under the Brazilian instant payment scheme. As a direct participant of the PIX, we may face operational issues, as well as difficulties in adapting to the requirements established by the PIX payment scheme regulations and by the other applicable rules, mainly related to the minimum level of service to be provided on a recurring basis to customers, as well as recent new security and fraud prevention requirements set forth by the Brazilian Central Bank. The Brazilian Central Bank has also set a limited amount of R$1,000 for PIX transactions carried out between 8:00 p.m. (or, at the user’s discretion, between 10:00 p.m.) and 6:00 a.m. As a result, we may be the target of administrative sanctions and/or judicial claims, either by the Brazilian Central Bank itself or as a result of complaints brought by our customers if we fail to adequately comply with this rule. Furthermore, as a consequence of potential administrative sanctions or judicial claims, we may face difficulties in retaining customers in relation to Santander SX, our solution for our customers to access PIX, which may have a material adverse effect on our financial results, as well as our reputation. In addition, the Brazilian Central Bank has already issued in 2025 (as a result of high-profile frauds involving the PIX scheme and its participants and infrastructure providers) and may issue in the future new and stricter rules applicable to PIX participants, including new operational capacity requirements. The imposition by the Brazilian Central Bank of new requirements may adversely affect our operations. For more information related to the PIX and the SPI, see “Item 4. Information on the Company—B. Business Overview—Regulation and Supervision—Other Applicable Laws and Regulations—Brazilian Payment and Settlement System.” Disclosure controls and procedures over financial and nonfinancial reporting may not prevent or detect all errors or acts of fraud. Disclosure controls and procedures, including internal controls over financial and nonfinancial reporting, (including any climate-related reporting), are designed to provide reasonable assurance that information required to be disclosed by us in reports filed or submitted under the U.S. Securities Exchange Act of 1934, as amended, or the “Exchange Act,” is accumulated and communicated to management, and recorded, processed, summarized and reported within the time periods specified in the U.S. Securities and Exchange Commission’s rules and forms. These disclosure controls and procedures have inherent limitations, which include the possibility that judgments in decision-making can be faulty and result in errors or mistakes. Additionally, controls can be circumvented by any unauthorized override of the controls. Consequently, our businesses are exposed to risk from potential non-compliance with policies, employee misconduct or negligence and fraud, as well as from deficiencies or delays in the preparation or submission of our financial or regulatory reports, which could result in regulatory sanctions, civil claims, increased regulatory scrutiny or reputational or financial harm. In recent years, a number of multinational financial institutions have suffered material losses due to the actions of “rogue traders” or other employees. It is not always possible to deter employee error or misconduct, and the precautions we take to prevent and detect this activity may not always be effective. Accordingly, because of the inherent limitations in our control systems, misstatements due to error or fraud may occur and not be detected. We are subject to review by tax authorities, and an incorrect interpretation by us of tax laws and regulations may have a material adverse effect on us. The preparation of our tax returns requires the use of estimates and interpretations of complex tax laws and regulations and is subject to review by tax authorities. We are subject to the income tax laws of Brazil. These tax laws are complex and subject to different interpretations by the taxpayer and relevant governmental tax authorities, leading to disputes, which are sometimes subject to prolonged evaluation periods until a final resolution is reached. In establishing a provision for income tax expense and filing returns, we must make judgments and interpretations about the application of these inherently complex tax laws. If the judgment, estimates and assumptions we use in preparing our tax returns are subsequently found to be incorrect, there could be a material adverse effect on us. The interpretations of Brazilian tax authorities are unpredictable and frequently involve litigation, which introduces further uncertainty and risk as to tax expense. 29 Table of Contents Changes in taxes and other fiscal assessments may have a negative effect on us. The Brazilian government regularly enacts reforms to the tax and other assessment regimes to which we and our customers are subject. Such reforms include changes in tax rates and, occasionally, enactment of temporary levies, the proceeds of which are earmarked for designated governmental purposes. The effects of these changes and any other changes that result from enactment of additional tax reforms cannot be quantified and there can be no assurance that any such reforms would not have an adverse effect upon our business. Furthermore, such changes may produce uncertainty in the financial system, increasing the cost of borrowing and contributing to the increase in our nonperforming credit portfolio. Changes in tax policy, including the creation of new taxes, may occur with relative frequency and such changes could have an adverse effect on our financial position or operating results. For example, the IOF rates have been frequently adjusted (both upwards and downwards) in recent years. Currently, since July 2025 the daily IOF tax rates applicable to local loans are approximately 0.0082% for individuals and for legal entities. We cannot estimate the impact that a change in tax laws or tax policy could have on our operations. For example, the IOF tax is a tool used by the Brazilian government to regulate economic activity, which does not directly impact our results of operations, though changes in the IOF tax can impact our business volumes generally. In this context, on December 21, 2023, Constitutional Amendment No. 132/2023 (resulting from the approval of Proposed Constitutional Amendment (Proposta de Emenda Constitucional) No. 45/2019 by the Brazilian Congress) was published. This Constitutional Amendment initiated a tax reform in Brazil, reorganizing the framework for consumption taxes. Its main feature is the replacement of five taxes (PIS, COFINS, ICMS, ISS and IPI) with a unified value-added tax, divided into: (i) the Contribution on Goods and Services (Contribuição sobre Bens e Serviços – “CBS”), to fund the federal government; and (ii) the Tax on Goods and Services (Imposto sobre Bens e Serviços – “IBS”), to fund states and municipalities. On January 16, 2025, Complementary Law 214/2025 was published with the specific purpose of regulating the levy of the IBS and the CBS from 2026 onwards. However, the law did not include the applicable tax rates, which will be regulated through future laws to be published in due course. With the enactment of Law No. 15,270, of November 26, 2025 (“Law 15,270/25”), as from January 2026, the payment, crediting, allocation or delivery of profits or dividends by the same legal entity to the same individual resident in Brazil, in a monthly amount exceeding R$50,000, becomes subject to withholding income tax (“WHT”) at a 10% rate on the total amount paid, credited, allocated or delivered, without any deduction. Profits and dividends related to results accrued up to the year 2025 remain exempt from WHT, provided that (i) their distribution has been approved by December 31, 2025 and (ii) the payment, crediting, allocation or delivery occurs by 2028 and complies with the terms set forth in the relevant approval act adopted by December 31, 2025. Article 10 of Law No. 9,249/95 provides that profits or dividends paid, credited, delivered, allocated or remitted abroad are subject to WHT at a 10% rate. Similarly to what is provided for individuals, the following situations are also exempt from WHT on the payment of dividends to nonresidents: • dividends related to results accrued up to the 2025 calendar year, provided that their distribution has been approved by December 31, 2025; • dividends paid to foreign governments that grant reciprocity in relation to the Brazilian government, as well as dividends paid to sovereign wealth funds; and • dividends paid to foreign entities whose main activity is the administration of pension and retirement benefit plans, pursuant to applicable regulations. A tax credit shall be granted when the sum of the effective IRPJ and CSL rates of the distributing company, when added to the 10% WHT rate, results in taxation exceeding the applicable nominal rate. This credit shall be calculated on the amount of profits and dividends effectively subject to the 10% WHT. The nonresident recipient should be allowed to claim the credit within 360 days after the end of each fiscal year. Dividends paid by a Brazilian legal entity to another Brazilian legal entity are not subject to the tax on dividends. Another recent relevant change in Brazilian tax legislation is Supplementary Law No. 224/2025 (“LC 224/25”), published on December 26, 2025, which established a new regime for the linear reduction of federal tax incentives and benefits, with the stated purpose of containing tax expenditures and restoring revenue levels. The rule was regulated by Decree No. 12,808/2025 and by Brazilian Federal Revenue Ruling No. 2,305/2025, which set out the technical application criteria, the calculation methodology and the timeline for its effectiveness. 30 Table of Contents The scope of LC 224/25 is defined both by objective criteria (taxes and benefits covered) and by express exceptions and limits arising from the constitutional and infra-constitutional system itself. The 10% linear reduction applies exclusively to the taxes expressly listed in paragraph 1 of Article 4 of LC 224/25, namely: PIS, COFINS, PIS-Import, COFINS-Import, IRPJ, CSL, Import Tax, IPI and Social Security Contribution. Taxes not listed—such as WHT, IRPF, IOF and CIDE—remain outside the scope of the rule. In addition, only those tax incentives and benefits are covered that are (i) identified in the tax expenditure statement attached to the 2026 Annual Budget Law (“2026 LOA”) and/or (ii) expressly listed in LC 224/25 itself, which prevents the automatic application of the reduction to benefits that are not characterized as tax expenditures by the budget legislation or otherwise expressly mentioned in LC 224/25. LC 224/25 also amended paragraph 2 of Article 9 of Law No. 9,249/1995, increasing the WHT rate levied on Interest on Net equity payments from 15% to 17.5%. LC 224/25 adopted a hybrid reduction model, combining a general rule applicable to all tax expenditures listed in the 2026 LOA relating to the covered taxes, with a specific rule addressing certain regimes and benefits expressly identified in the statute, such as the presumed-profit regime, presumed IPI credits, presumed PIS/COFINS credits in specific agribusiness chains and zero-rate scenarios provided for in Law No. 10,925/2004. In all cases, the core rationale is the 10% reduction of the benefit, always measured against the so-called “standard system” of taxation. Tax reforms or any change in laws and regulations affecting taxes or tax incentives may directly or indirectly adversely affect our business and our results of operations. The effects of these changes, if enacted, and any other changes that could result from the enactment of additional tax reforms, cannot be quantified. Our loan and investment portfolios are subject to risk of prepayment, which could have a material adverse effect on us. Our fixed-rate loan and investment portfolios are subject to prepayment risk, which results from the ability of a borrower or issuer to pay a debt obligation prior to maturity. Prepayments would also require us to amortize net premiums or commissions into income over a shorter period of time, thereby reducing the corresponding asset yield and net interest income. Prepayment risk may lead to an adverse impact on mortgages and other loans, since prepayments could shorten the weighted average life of these assets, which may result in a mismatch in our funding obligations and reinvestment at lower yields. Prepayment risk is inherent to our commercial activity and could have a material adverse effect on our business, financial condition and results of operations. An increase in prepayments, in particular should the prevailing interest rates decrease from the rates in effect as of the date of this annual report, could have a material adverse effect on us. The credit quality of our loan portfolio may deteriorate and our loan loss reserves could be insufficient to cover our loan losses, which could have a material adverse effect on us. Risks arising from changes in credit quality and the recoverability of loans and amounts due from counterparties are inherent to a wide range of our businesses. Nonperforming or low credit quality loans can negatively impact our results of operations as the amount of our reported nonperforming loans may increase in the future as a result of growth in our total loan portfolio, including as a result of loan portfolios that we may acquire in the future (the credit quality of which may turn out to be worse than we had anticipated), or other factors, including factors beyond our control, such as adverse changes in the credit quality of our borrowers and counterparties or a general deterioration in economic conditions in Brazil and globally. In addition, the combined pressure of challenging macroeconomic conditions, high inflation and high interest rates may impact the ability of our customers to repay their debt. If we were unable to control the level of our credit impaired or poor credit quality loans, this could have a material adverse effect on us. Our provisions for impairment losses are based on our current assessment, as well as expectations, concerning various factors affecting the quality of our loan portfolio. These factors include, among other things, our borrowers’ financial condition, repayment abilities intentions, the realizable value of any collateral, the prospects for support from any guarantor, government macroeconomic policies, interest rates, and the legal and regulatory environment. Since many of these factors are beyond our control and there is no infallible method for predicting loan and credit losses, there is no assurance that our current or future provisions for impairment losses will be sufficient to cover actual losses. If our assessment of and expectations concerning the above mentioned factors differ from actual developments, if the quality of our total loan portfolio deteriorates, for any reason, or if the future actual losses exceed our estimates of incurred losses, we may be required to increase our provisions for impairment losses, which may adversely affect us. If we were unable to control or reduce the level of our nonperforming or poor credit quality loans, this could have a material adverse effect on us. 31 Table of Contents As of December 31, 2025, our credit risk exposure (which includes gross loans and advances to customers, guarantees and private securities (securities issued by nongovernmental entities) amounted to R$778,881 million (compared to R$750,357 million as of December 31, 2024). For further information, see “Item 3. Key Information—A. Selected Financial Data—Reconciliation of Non-GAAP Measures and Ratios to Their Most Directly Comparable IFRS Financial Measures.” Economic uncertainty may lead to a contraction in our loan portfolio. Brazil has historically experienced slower GDP growth rate compared to other emerging markets. The relatively high average GDP growth rate of 3.6% per annum between 2021 and 2023 was driven partly by fiscal stimulus and expansion in the agribusiness sector. However, growth has since slowed, and the GDP growth rate for the period between 2022 and 2024 is estimated at 3.2% per annum. Publicly available forecasts for 2025 generally point to a further moderation in GDP growth, reflecting the effects of tighter monetary conditions, ongoing fiscal uncertainties and a less supportive global environment. This deceleration, coupled with a slowdown in customer demand, increased market competition, regulatory changes, and recent hikes in the SELIC rate, has negatively impacted the growth of our loan portfolio in recent years. Persisting economic uncertainty could further harm the liquidity, businesses, and financial conditions of our customers, leading to reduced consumer spending, higher unemployment, and increased household indebtedness. These factors could, in turn, diminish demand for borrowing, materially and adversely affecting our business. Liquidity and funding risks are inherent in our business, and since our main sources of funds are short-term deposits, a sudden shortage of funds could cause an increase in costs of funding and an adverse effect on our revenues and our liquidity levels. Liquidity risk is the risk that we either do not have sufficient financial resources available to meet our obligations as they fall due, or that we can only secure such financial resources at excessive cost. This risk is inherent in any retail and wholesale banking business and can be heightened by a number of enterprise-specific factors, including overreliance on a particular source of funding, changes in credit ratings or market-wide phenomena such as market dislocation, including as a result of the continuation or escalation of the war in Ukraine and uncertainties following the ceasefire agreement in the Middle East, high energy prices, inflation or other disruptive events. Constraints in the supply of liquidity, including in interbank lending, can materially and adversely affect the cost of funding of our business, and extreme liquidity constraints may affect our current operations, our growth potential and our ability to fulfill regulatory liquidity requirements. Our cost of obtaining funds is directly influenced by prevailing interest rates and our credit spreads, and increases in these factors raise our funding costs. While certain global central banks began to lower interest rates in 2024, they remain elevated by historical standards. In Brazil, however, interest rates have risen significantly over the past year as the Brazilian Central Bank responded to persistent inflationary pressures. We cannot assure you that interest rates in Brazil will not remain elevated. A return to periods of relatively high inflation is likely to result in higher operating costs, a decrease in the purchasing power of families with the consequent increase in delinquencies in our credit portfolios, and lower economic growth derived from the tightening of monetary and fiscal policies aimed at containing inflation, among other risks, any of which could have a material adverse effect on our operations, financial condition and prospects. In addition, credit spread variations are market-driven and may be influenced by market perceptions of our creditworthiness. Changes to interest rates and our credit spreads occur continuously and may be unpredictable and highly volatile. Disruption and volatility in the global financial markets could have a material adverse effect on our ability to access capital and liquidity on financial terms acceptable to us. If wholesale markets financing ceases to become available, or becomes excessively expensive, we may be forced to raise the rates we pay on deposits, with a view to attracting more customers, and/or to sell assets, potentially at depressed prices. The persistence or worsening of these adverse market conditions or an increase in base interest rates could have a material adverse effect on our ability to access liquidity and cost of funding. We rely primarily on deposits as our main source of funding. As of December 31, 2025, 81% of our customer deposits had remaining maturities of one year or less, or were payable on demand, while 40% of our assets had maturities of one year or more, resulting in a mismatch between the maturities of liabilities and the maturities of assets. The ongoing availability of this type of funding is sensitive to a variety of factors beyond our control, including general economic conditions, the confidence of retail depositors in the economy and in the financial services industry, the availability and extent of deposit guarantees, as well as competition for deposits between banks or with other products. Any of these factors could significantly increase the amount of retail deposit withdrawals in a short period of time, thereby reducing our ability to access retail deposit funding on economically appropriate and reasonable terms, or at all, in the future. If these circumstances arise, this could have a material adverse effect on our operating results, financial condition and prospects. 32 Table of Contents Difficulties or liquidity issues faced by certain financial entities could cause withdrawals of deposits from these entities and volatility in international markets. The spread or potential spread of these or other issues to the broader financial sector could have a material adverse effect on our operating results, financial condition and prospects. Central banks around the world took extraordinary measures to increase liquidity in the financial markets as a response to the financial crisis and the COVID-19 pandemic. As a result of inflationary pressures beginning in 2021 and persisting through 2023, central banks have reduced or discontinued these measures. If any remaining credit facilities, which are progressively being reduced, were to be rapidly removed or significantly reduced, this could have a material adverse effect on our ability to access liquidity and on our funding costs. Additionally, our activities could be adversely impacted by liquidity tensions arising from generalized drawdowns of committed credit lines to our customers. Our ability to manage our funding base may also be affected by changes to the regulation on compulsory reserve requirements in Brazil. For more information on the rules on compulsory reserve requirements, see “Item 4. Information on the Company—B. Business Overview—Regulation and Supervision—Other Applicable Laws and Regulations—Compulsory Reserve Requirements.” We cannot assure that in the event of a sudden or unexpected shortage of funds in the banking system, we will be able to maintain levels of funding without incurring high funding costs, a reduction in the term of funding instruments or the liquidation of certain assets. If this were to happen, we could be materially adversely affected. Finally, the implementation of internationally accepted liquidity ratios might require changes in business practices that affect our profitability. The liquidity coverage ratio, or “LCR,” is a liquidity standard that measures if banks have sufficient high-quality liquid assets to cover expected net cash outflows over a 30-day liquidity stress period. For the observations in this disclosure (exercised with daily balances for October, November and December 2025), Santander Brasil had an LCR of 175.3%, above the 100% minimum requirement. The Net Stable Funding Ratio, or “NSFR,” provides a sustainable maturity structure of assets and liabilities so that banks maintain a stable funding profile in relation to their activities. Our NSFR, which must remain at a minimum of 100% beginning from October 1, 2018 according to CMN rules, was 115.0% as of December 31, 2025. We may be materially and adversely affected by protectionist trade policies and other measures adopted by the current U.S. administration, including the imposition of additional tariffs on Brazilian products and services. The current President of the United States was elected for a second term on November 5, 2024, and took office in January 2025. We have no control over and cannot predict the effect of his administration or policies. Since returning to office, the President’s administration has reinforced protectionist economic policies, including the expansion of tariffs on a range of goods from key trading partners such as China, the European Union and Brazil, including a baseline 10% tariff on most imports and higher, reciprocal country- and sector-specific rates. In relation to Brazil, for example, the U.S. government imposed an additional 40% tariff on certain Brazilian imports, including industrial goods, commodities and agricultural products, which took effect, subject to certain exceptions, on August 6, 2025, citing concerns over alleged restrictions on freedom of speech and the political prosecution of the former President of Brazil. These additional 40% tariffs were subsequently lifted in November 2025 although the 10% baseline tariffs remain in place. In February 2026, however, the U.S. Supreme Court held that certain tariffs imposed under the International Emergency Economic Powers Act (IEEPA) were beyond the President’s statutory authority, vacating significant components of the tariff regime and reinforcing that tariff-setting power resides with Congress. While the decision has limited the legal basis for the broad emergency tariffs originally imposed, legal and policy uncertainty remains as the U.S. administration has signaled intentions to pursue alternative statutory authorities to re-impose or adjust tariffs and may enact across-the-board levies under other provisions of U.S. trade law. The U.S. government has also publicly threatened further trade actions against Brazil and other “BRICS” countries based on their association with Russia and their efforts to reduce dependence on the U.S. dollar in international trade. Such measures may have a material adverse effect on both Brazil’s economy and the global economy. In addition, any additional tariffs or the development of a fully-fledged trade war could exacerbate economic tensions globally, disrupt global trade flows, add to economic uncertainty and have a material adverse effect on both Brazil’s economy and the global economy. Increased tariffs and the potential for further trade restrictions may lead to a slowdown in global trade and economic activity, with disproportionate effects on emerging markets like Brazil. Such developments could result in greater currency volatility, reduced foreign investment flows, higher inflation, and increased interest rates in affected jurisdictions, including Brazil, all of which can negatively impact credit availability, borrowing costs, and the demand for financial products and services. Given our operations in Brazil’s financial sector, these adverse macroeconomic impacts could result in lower demand for our financial products and increased funding costs. Additionally, any deterioration in U.S.-Brazil trade relations or regulatory shifts impacting cross-border capital flows could restrict our access to international funding sources or affect the value of assets and liabilities denominated in foreign currencies. As a result, ongoing or future policies implemented by the current U.S. administration may have a material adverse effect on our business, financial condition and results of operations. 33 Table of Contents Our cost of funding is affected by our credit ratings, and any risks may have an adverse effect on both variables. Any downgrade in Brazil’s, our controlling shareholder’s or our credit rating would likely increase our cost of funding, requiring us to post additional collateral under some of our derivative and other contracts and adversely affect our interest margins and results of operations. Credit ratings affect the cost and other terms upon which we are able to obtain funding. Rating agencies regularly evaluate us, and their ratings of our long-term debt are based on a number of factors, including our financial strength, conditions that affect the financial services industry and the economic environment in which we operate. In addition, due to the methodology of the main rating agencies, our credit rating is affected by the rating of Brazilian sovereign debt and the rating of our controlling shareholder. If Brazil’s sovereign debt or the debt of our controlling shareholder were to be downgraded, our credit rating would also likely be downgraded to a similar degree. On December 19, 2023, S&P upgraded Brazil's sovereign rating from BB- to BB with a stable outlook. On June 25, 2025, Fitch affirmed Brazil’s sovereign rating at BB with a stable outlook. On November 26, 2025, Moody’s affirmed Brazil’s sovereign rating at Ba1 with a stable outlook after an upgrade from Ba2 on October 1, 2024. Nonetheless, any future downgrade of Brazil’s credit rating could negatively impact the trading price of our units and ADRs. Similarly, downgrades of major Brazilian companies could worsen the economic conditions in Brazil, particularly for companies reliant on foreign investment, potentially having a material adverse effect on our business, financial condition, results of operations, and the price of our securities. Downgrades in Brazil’s sovereign credit ratings, those of our controlling shareholder, or in our own ratings, would likely increase our borrowing costs. A rating downgrade could also limit our ability to sell or trade certain products, such as subordinated securities, engage in longer-term or derivative transactions, and retain customers who require a minimum rating threshold to invest. Furthermore, under certain derivative contracts and financial commitments, we may be required to maintain a minimum credit rating or post collateral to avoid termination of such contracts. These outcomes could reduce our liquidity and adversely affect our operations, financial condition, and results. While certain potential impacts of these downgrades are contractual and quantifiable, the full consequences of a credit rating downgrade are inherently uncertain, as they depend on numerous dynamic, complex and interrelated factors and assumptions, including market conditions at the time of any downgrade, whether the downgrade of our long-term credit rating indirectly downgrades our short-term credit rating, and assumptions about the potential behaviors of various customers, investors and counterparties. Actual outflows could be higher or lower than any hypothetical examples, depending upon certain factors, including the credit rating agency issuing the downgrade, any management or restructuring actions that could be taken to reduce cash outflows, and the potential liquidity impact from loss of unsecured funding (such as from money market funds) or loss of secured funding capacity. Although unsecured and secured funding stresses are included in our stress-testing scenarios and a portion of our total liquid assets is held against these risks, a credit rating downgrade could still have a material adverse effect on us. Santander Spain’s long-term debt in foreign currency is currently rated investment grade by the major rating agencies: A1 stable outlook by Moody’s, A+ with a stable outlook by S&P and A with a stable outlook by Fitch. Santander Brasil’s long-term debt in foreign currency is currently rated BB with a stable outlook by S&P and Baa3 with a stable outlook by Moody’s and was affected as a result of the lowering of Brazil’s sovereign credit rating. Any further downgrade in our long-term debt in foreign currency, including as a result of adverse economic conditions in Brazil or globally (such as those caused by the ongoing war between Russia and Ukraine and the war in the Middle East), would likely increase our funding costs and adversely affect our interest margins and results of operations. We cannot assure that the rating agencies will maintain their current ratings or outlooks. In general, the future evolution of our ratings will be linked, to a large extent, to the impact of the general macroeconomic outlook (including as a result of the continuation or escalation of the wars in Ukraine and the war in the Middle East), inflation and interest rates on our asset quality, profitability and capital, as well as on the rating of Santander Spain. Our failure to maintain favorable ratings and outlooks would likely increase our cost of funding and adversely affect our interest margins and results of operations. The effectiveness of our credit risk management is affected by the quality and scope of information available in Brazil. In assessing customers’ creditworthiness, we rely largely on the credit information available from our own internal databases, certain publicly available customer credit information, information relating to credit contracted, which is provided by the Brazilian Central Bank, and other sources. Due to limitations in the availability of information and the developing information infrastructure in Brazil, our assessment of credit risk associated with a particular customer may not be based on complete, accurate or reliable information. In addition, we cannot assure that our credit scoring systems collect complete or accurate information reflecting the actual behavior of customers or that their credit risk can be assessed correctly. Without complete, accurate and reliable information, we have to rely on other publicly available resources and our internal resources, which may not be effective. As a result, our ability to effectively manage our credit risk and subsequently our allowances for impairment losses may be materially adversely affected. 34 Table of Contents Our hedging strategy may not be able to prevent losses. We use a range of strategies and instruments, including entering into derivative and other transactions, to hedge our exposure to market, credit and operational risks. Nevertheless, we may not be able to hedge all risks to which we are exposed, whether partially or in full. Furthermore, the hedging strategies and instruments on which we rely may not achieve their intended purpose. Any failure in our hedging strategy or in the hedging instruments on which we rely could result in losses to us and have a material adverse effect on our business, financial condition and results of operations. Inadequate pricing methodologies for insurance, pension plan and premium bond products may adversely affect us. We establish prices and make calculations in relation to our insurance and pension products based on actuarial or statistical estimates. The pricing of our insurance and pension plan products is based on models that include a number of assumptions and projections that may prove to be incorrect, since these assumptions and projections involve the exercise of judgment with respect to the levels and timing of receipt or payment of premiums, contributions, provisions, benefits, claims, expenses, interest, investment results, retirement, mortality, morbidity and persistence. We could suffer losses due to events that are contrary to our expectations as a result of, among others, incorrect biometric and economic assumptions or the use of incorrect actuarial bases in the calculation of contributions and provisions. Although the pricing of our insurance and pension plan products and the adequacy of the associated reserves are reassessed on a yearly basis, we cannot accurately determine whether our assets supporting our policy liabilities, together with future premiums and contributions, will be sufficient for the payment of benefits, claims and expenses. Accordingly, the occurrence of significant deviations from our pricing assumptions could have an adverse effect on the profitability of our insurance and pension products. In addition, if we conclude that our reserves and future premiums are insufficient to cover future policy benefits and claims, we will be required to increase our reserves and record these effects in our financial statements, which may have a material adverse effect on us. Social and environmental risks may have a material adverse effect on us. As part of the risk analysis we conduct with our clients, we consider several risk factors, including environmental issues (such as soil and groundwater contamination, deforestation, or lack of environmental permits), social issues (such as slavery-like working conditions or the impact of projects on indigenous people) and, more recently, climate issues, considering both physical and transition risks. Any failure or neglect on our part to identify and accurately assess these factors and potential risks before entering into proposed transactions with our customers could harm our image and reputation, and have a material adverse effect on our business, results of operations, and financial condition. Moreover, we are also exposed to the risk that our assessment of a product or service we provide, or an investment we have made, as socially or environmentally responsible may be challenged by customers, regulators, or third parties. There has been an increase in regulatory and investor demand for sustainability-linked financial instruments. This growing interest in sustainability factors, along with increased demand for and scrutiny of sustainability-related disclosures by financial institutions, has heightened the risk that we could be perceived as, or accused of, making inaccurate or misleading statements regarding the investment strategies of our self-managed investment funds or our sustainability efforts and initiatives, commonly referred to as “greenwashing.” Such perceptions or accusations could damage our reputation, result in litigation or regulatory enforcement actions, and adversely affect our business. Since 2021, the Brazilian Central Bank has expanded and enhanced the regulatory framework governing the management and disclosure of social, environmental and climate risks. The rules introduced by CMN Resolution No. 4,943/2021 and related regulations require financial institutions to adopt a Social, Environmental and Climate Responsibility Policy, integrate climate-related risks into their risk management processes, strengthen ESG governance and comply with enhanced disclosure and prudential reporting obligations. These requirements apply to risks arising from our activities as well as those of our counterparties, affiliates, suppliers and service providers. At the international level, the European Banking Authority issued ESG risk management guidelines in 2023, which reinforce global supervisory expectations. 35 Table of Contents Any failure to comply with these obligations or to adequately identify, assess or manage social, environmental or climate-related risks could result in supervisory actions or sanctions and could materially and adversely affect our business, financial condition and results of operations. For more information on the new regulatory requirements issued by the Brazilian Central Bank relating to sustainability requirements applicable to Brazilian financial institutions, see “Item 4. Information on the Company—B. Business Overview—Regulation and Supervision—Other Applicable Laws and Regulations—Sustainability Requirements Applicable to Financial Institutions.” The value of the collateral securing our loans may decline and become insufficient, and we may be unable to realize the full value of the collateral securing our loan portfolio. The value of the collateral securing our loan portfolio may fluctuate or decline due to factors beyond our control, including as a result of macroeconomic factors, especially those affecting Brazil. Such as natural disasters (including as a result of climate change). We may also lack sufficiently recent information on collateral values, which may result in an inaccurate assessment for impairment losses of our loans secured by such collateral. If any of the above were to occur, we may need to make additional provisions to cover actual impairment losses, which could materially and adversely affect our results of operations and financial condition. We may face significant challenges in possessing and realizing value from collateral with respect to loans in default. If we are unable to recover sums owed to us under secured loans in default through extrajudicial measures such as restructurings, our last recourse with respect to such loans may be to enforce the collateral secured in our favor by the applicable borrower. Depending on the type of collateral granted, we either have to enforce such collateral through the courts or through extrajudicial measures. However, even where the enforcement mechanism is duly established by applicable law, Brazilian law allows borrowers to challenge the enforcement in the courts, even if such challenge is unfounded, which can delay the realization of value from the collateral. In addition, our secured claims under Brazilian law will in certain cases rank below those of preferred creditors such as employees and tax authorities. As a result, we may not be able to realize value from the collateral or may only be able to do so to a limited extent or after a significant amount of time, thereby potentially adversely affecting our financial condition and results of operations. We are subject to market, operational and other related risks associated with our derivative transactions and our investment positions that could have a material adverse effect on us. We enter into derivative transactions for trading purposes, as well as for hedging purposes. We are subject to market, credit and operational risks associated with these transactions, including basis risk (the risk of loss associated with variations in the spread between the asset yield and the funding and/or hedge cost) and credit or default risk (the risk of insolvency or other inability of the counterparty to a particular transaction to perform its obligations thereunder, including providing sufficient collateral). We also hold securities in our own portfolio as part of our investment and hedging strategies. Financial instruments, including derivative instruments and securities, represented 89.2% of our total assets as of December 31, 2025. As of December 31, 2025, the notional value of derivatives in our books amounted to R$2,863 billion (with a market value of R$65,808 million of assets and R$60,012 million of liabilities). Any realized or unrealized future gains or losses from these investments or hedging strategies could have a significant impact on our income. These gains and losses, which we account for when we sell or mark to market investments in financial instruments, can vary considerably from one period to another. If, for example, we enter into derivatives transactions to protect ourselves against decreases in the value of the real or in interest rates and the real instead increases in value or interest rates increase, we may incur financial losses. We cannot forecast the amount of gains or losses in any future period, and the variations experienced from one period to another do not necessarily provide a meaningful forward-looking reference point. Gains or losses in our investment portfolio may create volatility in net revenue levels, and we may not earn a return on our consolidated investment portfolio or on a part of the portfolio in the future. Any losses on our securities and derivative financial instruments could materially and adversely affect our operating income and financial condition. In addition, any decrease in the value of these securities and derivatives portfolios may result in a decrease in our capital ratios, which could impair our ability to engage in lending activity at the levels we currently anticipate. The execution and performance of these transactions depend on our ability to maintain adequate control and administration systems. Our ability to adequately monitor, analyze and report derivative transactions continues to depend, largely, on our information technology systems. Any deficiencies in these controls or systems could heighten the risks associated with derivative transactions and have a material adverse effect on us. The use of derivative instruments may also give rise to other risks, including valuation risk, model risk and market liquidity risk, particularly during periods of volatility or market stress. In such circumstances, the fair value of derivative positions may fluctuate significantly, affecting our results and regulatory capital. 36 Table of Contents Failure to successfully implement and continue to improve our risk management policies, procedures and methods, including our credit risk management systems, could materially and adversely affect us, and we may be exposed to unidentified or unanticipated risks. Risk management is a central part of our activities. We seek to manage and control our risk exposure through a forward-looking management model, based on our governance and advanced risk management tools, supported by our risk culture. While our management model uses a broad and diversified set of risk monitoring, control and mitigation techniques, such management model may not be fully effective at mitigating all types of risks in all economic or market environments, including risks that we may fail to identify or anticipate. We use certain qualitative tools and metrics for managing market risk, including our use of value at risk, or “VaR,” and statistical modeling tools, which are based on observed historical market behavior. We apply statistical and other tools to these observations to arrive at quantifications of our risk exposures. These tools and metrics may fail to predict future risk exposures. These risk exposures could, for example, arise from factors we did not anticipate or correctly evaluate in our statistical models. As a result, our losses could be significantly higher than historical measures indicate. In addition, our statistical models may not take all risks into account or measure emerging risks correctly. Our approach to managing risks could prove insufficient, exposing us to material unanticipated losses. We could face adverse consequences (i) if our decisions are based on models that are poorly developed, implemented or used, (ii) if the modelled outcome is misunderstood or used for purposes for which it was not designed, or (iii) if the data and inputs used in the models are incorrect or insufficient. If existing or potential customers or counterparties believe our risk management is inadequate, they could take their business elsewhere or seek to limit their transactions with us. Any of these factors could have a material adverse effect on our reputation business, financial condition and results of operations. We also face risks from operational losses that may occur due to inadequate processes, people and systems failures or even from external events like natural disasters, terrorism, robbery and vandalism. Despite the operational risk management process supported by the Board of Directors and the internal audit tests, the internal controls and procedures effectiveness may not be fully adequate or sufficient to avoid all the known and unknown operational risks. We have suffered losses from operational risk in the past, including losses related to the migration of customer accounts in connection with acquisitions, phishing scams perpetuated by third parties and information system platform upgrades. There can be no assurance that we will not suffer material losses from operational risk in the future, including losses related to security breaches. As a retail bank, one of the main types of risks inherent in our business is credit risk. For example, an important feature of our credit risk management system is the use of an internal credit rating to assess the particular risk profile of individual customers and SMEs. As this process involves detailed analyses of the customer, taking into account both quantitative and qualitative factors, it is subject to human or information technology systems errors. In exercising their judgement regarding our customers’ current or future credit risk behavior, our management models may not always be able to assign an accurate credit rating, which may result in a higher exposure to credit risks than indicated by our risk rating system. Some of the models and other analytical and judgement-based estimations we use in managing risks are subject to review by, and require the approval of, our regulators. If models do not comply with all their expectations, our regulators may require us to make changes to such models, may approve them with additional capital requirements or may restrict or preclude their use. Any of these possible situations could have a material impact on our business, financial condition and results of operations. We set concentration limits according to risk appetite, we develop risk policies and reviews to manage credit risk concentration, and we are subject to regulatory limits on large exposures. However, if we fail to anticipate deteriorating sectors or regions, do not comply with internal or regulatory concentration limits, or if one or more of our largest borrowers fail to service their loans, our operating results, financial condition and prospects could be adversely affected. Failure to effectively implement, consistently monitor or continuously improve our credit risk management system may result in an increase in the level of nonperforming loans and a higher risk exposure for us, which could have a material adverse effect on us. In addition, failure to successfully execute any of our decisions and actions affecting or changing our practices, operations, priorities, strategies, policies, procedures, or frameworks, could have a material adverse effect on us. 37 Table of Contents Failure to adequately protect ourselves against risks relating to cybersecurity could materially and adversely affect us. We are also subject to increasing scrutiny and regulation governing cybersecurity risks. We face various cybersecurity risks, including but not limited to the intrusion into our information technology systems and platforms by ill-intentioned third parties, infiltration of malware (such as computer viruses) into our systems, contamination (whether intentional or accidental) of our networks and systems by third parties with whom we exchange data, unauthorized access to confidential customer and/or proprietary data by persons inside or outside our organization, ransomware affecting our services and end-user technology, social engineering and phishing attacks, information leaks and cyberattacks causing systems degradation or service unavailability that may result in business losses. We may not be able to successfully protect our information technology systems and platforms against such threats. In recent years, we have seen increased targeting of the computer systems of companies and organizations, and the techniques used to obtain unauthorized, improper or illegal access to information technology systems have become increasingly complex and sophisticated. Furthermore, such techniques change frequently and are often not recognized or detected until after they have been launched and can originate from a wide variety of sources, including not only cybercriminals, but also activists and rogue states. Cyberattacks, data breaches, data losses and other security incidents, including fraudulent withdrawal of money, can result from, among other things, inadequate personnel, inadequate or failed internal control processes and systems, or external events or actors that interrupt normal business operations and may include disruptions, failures, service outages, unauthorized access or misuse, software bugs, server malfunctions, software and hardware failure, defective software or hardware updates, malware and ransomware, social engineering and phishing attacks, denial-of-service attacks, misconduct, fraud and other events that could have a serious impact on us. Cyberattacks could give rise to the loss of significant amounts of customer data and other sensitive information, as well as significant levels of liquid assets (including cash). In addition, cyberattacks could disrupt our electronic systems used to service our customers. The professionalization of cybercriminals has produced a worsening threat landscape increasing the frequency and severity of cyberattacks that are impacting businesses, third parties, critical infrastructure and even governments. This situation has made cybersecurity a top risk concern for all industries, including the financial sector. Our greater reliance on digital systems also makes cybersecurity one of the main nonfinancial risks of the business. Our goal is to make Santander Brasil a cyber-resilient organization that can quickly prevent, detect and respond to cyberattacks by constantly improving our defenses. This aligns with the objectives of the European Union’s Digital Operational Resilience Act, which aims to strengthen the IT security of financial entities and ensure resilience in the event of severe operational disruptions, and with the Brazilian Bill of Law No. 4,752/2025, which creates the National Digital Security and Resilience Program to implement the Cybersecurity Legal Framework in Brazil. If we fall victim to successful cyberattacks or experience cybersecurity, operational or data breaches and other security incidents, including the fraudulent withdrawal of money, in the future, we may incur substantial costs and suffer other negative consequences, such as remediation costs (liabilities for stolen assets or information, or repairs of system damage, among others), increased cybersecurity protection costs, lost revenues arising from the unauthorized use of proprietary information or the failure to retain or attract customers following an attack, as already mentioned, litigation and legal risks, increased insurance premiums, reputational damage affecting our customers’ and investors’ confidence, as well as damages to our competitiveness, stock price and long-term shareholder value. We are also subject to increasing scrutiny and regulation governing cybersecurity risks. Such regulation is fragmented and constantly evolving, and includes CMN Resolution No. 4,893/2021 and proposed new regulation. See “Item 4. Information on the Company—B. Business Overview—Regulation and Supervision—Other Applicable Laws and Regulations—Regulations on Cybersecurity” and “Item 16K. Cybersecurity.” We could be adversely affected if new legislation or regulations are adopted or if existing legislation or regulations are modified such that we are required to alter our systems or require changes to our business practices or policies. A failure to implement all or some of these new global and local regulations, which in some cases have severe sanctions regimes, could also have a material adverse effect on us. If we fail to effectively manage our cybersecurity risk, for example, by failing to update our systems and processes in response to emerging technologies and to new threats, this could harm our reputation and adversely affect our operating results, financial condition and prospects through the payment of customer compensation or other damages, litigation expenses, regulatory penalties and fines and/or the loss of assets. Furthermore, upon a failure to comply with applicable law and regulations, we may be ordered to change our business practices, policies or systems in a manner that adversely impacts our operating results. 38 Table of Contents In addition, we may also be subject to cyberattacks against critical infrastructure in Brazil. Our information technology systems are dependent on such critical infrastructure, and any cyberattack against such critical infrastructure could negatively affect our ability to service our customers. As we do not operate such critical infrastructure, we have limited ability to protect our information technology systems from the adverse effects of such a cyberattack. See “Item 4. Information on the Company—B. Business Overview” and “Item 16K. Cybersecurity.” It is important to highlight that even when a failure of or interruption in our systems or facilities is resolved in a timely manner or an attempted cyber incident or other security breach is successfully avoided or thwarted, normally substantial resources are expended in doing so, and we may be required to take actions that could adversely affect customer satisfaction or behavior, as well as represent a threat to our reputation. For additional information, see also “—We are subject to increasing scrutiny and regulation from data protection laws, including penalties in the event of noncompliance with the terms and conditions of certain new European and Brazilian regulations” and “—Failure to protect personal information could adversely affect us.” We are subject to counterparty risk in our business. We are exposed to counterparty risk in addition to credit risks associated with lending activities. Counterparty risk may arise from, for example, investing in securities of third parties, entering into derivative contracts under which counterparties have obligations to make payments to us, or executing securities, futures, currency or commodity trades from proprietary trading activities that fail to settle at the required time due to non-delivery by the counterparty or systems failure by clearing agents, clearinghouses or other financial intermediaries. We routinely transact with counterparties in the financial services industry, including brokers and dealers, commercial banks, investment banks, mutual funds, hedge funds and other institutional customers, as well as counterparties in various other industries. Defaults by, and even rumors or questions about the solvency of, certain of our counterparties, including financial institutions and the financial services industry generally, have led to market-wide liquidity problems and losses or defaults by other counterparties. Many of the routine transactions we enter into expose us to significant credit risk in the event of default by one of our major counterparties. We or certain of our counterparties may incur losses or defaults for a wide variety of reasons, including defaults by certain of our counterparties, by business with which our counterparties transact, rumors or questions about the solvency of our counterparties or significant market participants, as well as evidence or rumors of fraud or improper accounting practices among certain of our counterparties or significant market participants, including both financial and nonfinancial institutions. If any of these problems were to materialize, as they have in past among large Brazilian corporations, the otherwise routine transactions that we have entered into with our counterparties could have a material adverse effect on our business, financial condition and results of operations. If these risks give rise to losses, this could materially and adversely affect us. Our loan portfolio does not have any specific concentration exceeding 10% of our total loans. As of December 31, 2025, 1.0% of our loan portfolio is allocated to our largest debtor and 3.3% to our next 10 largest debtors. However, we cannot assure this will continue to be the case or that we will not incur significant losses from counterparty defaults despite the concentration levels described above. If these counterparty risks give or continue to give rise to losses, our business, financial condition and results of operations could materially and adversely be affected. Our financial results are constantly exposed to market risk. We are subject to fluctuations in interest rates and other market variables, which may materially and adversely affect us and our profitability. Our financial results are constantly exposed to market risk, including trading risks and structural risks. Market risk affects (i) our interest income/(charges), (ii) the market value of our assets and liabilities, in particular of our securities holdings, loans and deposits and derivatives transactions, and (iii) other areas of our business such as the volume of loans originated or credit spreads. Market risk could also include unforeseen risks arising during periods of market disruption or when market prices do not reflect fundamental values. Economic activities exposed to market risk include (a) transactions where risk is assumed as a consequence of potential changes in interest rates, inflation rates, exchange rates, stock prices, credit spreads, commodity prices, volatility and other market factors, (b) the liquidity risk from our products and markets; and (c) balance sheet-related liquidity risk. Interest rate risk arises from movements in interest rates that reduce the value of a financial instrument, a portfolio or Santander Brasil. It can affect loans, deposits, debt securities, most assets and liabilities held for trading, and derivatives. Interest rates are sensitive to many factors beyond our control, including monetary policies, regulatory actions affecting the financial sector and domestic and international economic and political conditions. Variations in interest rates could affect the interest earned on our assets and the interest paid on our borrowings, thereby affecting our interest income/(charges), which constitutes the majority of our revenue, and could reduce our growth rate or result in losses. In addition, costs we incur as we implement strategies to reduce interest rate exposure could increase in the future, which could in turn affect our results. 39 Table of Contents Increases in interest rates may reduce the volume of loans we originate. Sustained high interest rates have historically discouraged customers from borrowing and have resulted in increased or fluctuations in delinquencies in outstanding loans and deterioration in the quality of assets. Increases in interest rates may reduce the value of our financial assets and may reduce gains or require us to record losses on sales of our loans or securities. In particular, certain assets are constantly marked-to-market and are therefore affected by changes in prevailing interest rates. This process may result in significant reductions in book values and to impairment losses. Additionally, a flattening or inversion of the yield curve, combined with persistent inflationary pressures, could adversely affect our business and results of operations. Conversely, a decrease in interest rates may reduce the rates on many of our interest-bearing deposit products. However, even with a possible reduction of the rates on our interest-bearing deposit products as a result of a decrease in the SELIC rate, the total impact on our interest margin will depend, among other factors, on the difference between medium and long-term interest rates compared to overnight rates. In particular, an inverted yield curve in a high interest rate environment may adversely impact our interest-bearing products, and if such a scenario were to persist, may adversely affect our results of operations. Exchange rate risk, in turn, is the possibility of loss because the currency of a long or open position will depreciate against the base currency. We are exposed to foreign exchange rate risk as a result of mismatches between assets and liabilities denominated in different currencies. Fluctuations in the exchange rate between currencies may negatively affect our earnings and value of our assets and securities. Equity risk is the possibility of loss from open positions in securities if their market price or expected future dividends fall. It affects shares, stock market indices, convertible bonds and derivatives with shares as the underlying asset (put, call, equity swaps, etc.). We are exposed to equity price risk in our investments in equity securities in the banking book and in the trading portfolio. The performance of financial markets may cause changes in the value of our investment and trading portfolios. Prolonged volatility in global equity and fixed-income markets —driven by geopolitical uncertainty, monetary tightening cycles, and investor risk aversion—has had a significant impact on the financial sector. Continued volatility may affect the value of our investments in equity securities and, depending on their fair value and future recovery expectations, could result in a permanent impairment requiring write-offs against our results. Additionally, we are also exposed to more complex market risks such as correlation risk, market liquidity risk, prepayment or cancellation risk and subscription risk. In addition, we are also exposed to balance sheet liquidity risk, which is different from market liquidity risk and refers to the possibility of loss caused by forced disposal of assets or cash flow imbalance if the bank meets its payment obligations late or at excessive cost. Such situations may cause losses through forced asset sales or margin compression resulting from mismatches between expected inflows and outflows. If any of these risks were to materialize, our net interest income or the market value of our assets and liabilities could suffer a material adverse impact. Market conditions have resulted and could result in material changes to the estimated fair values of our financial assets. Negative fair value adjustments could have a material adverse effect on our operating results, financial condition and prospects. In the past, financial markets have been subject to significant stress resulting in steep falls in perceived or actual financial asset values, particularly due to volatility in global financial markets and the resulting widening of credit spreads, including as a result of the war in Ukraine and uncertainties following the ceasefire agreement in the Middle East, high inflation (including high energy prices) and other disruptive events. We hold significant exposures to securities, loans and other investments recorded at fair value which exposes us to potential negative fair value adjustments. Asset valuations in future periods, reflecting then-prevailing market conditions, may result in negative changes in the fair values of our financial assets and these may also translate into increased impairments, including as a result of more stringent regulatory or reputation requirements. In addition, the value ultimately realized by us on disposal may be lower than the current fair value. Any of these factors could require us to record negative fair value adjustments, which may have a material adverse effect on our operating results, financial condition or prospects. 40 Table of Contents In addition, to the extent that fair values are determined using financial valuation models, such values may be inaccurate or subject to change, as the data used by such models may not be available or may become unavailable due to changes in market conditions, particularly for illiquid assets, and particularly in times of economic instability. In such circumstances, our valuation methodologies require us to make assumptions, judgements and estimates in order to establish fair value. Reliable assumptions are difficult to make and are inherently uncertain while valuation models are inherently complex and imperfect predictors of actual results. Any consequential impairments or write-downs could have a material adverse effect on our operating results, financial condition and prospects. We face risks related to market concentration. Concentration risk is the risk associated with potential high financial losses triggered by significant exposure to a particular component of risk, whether it be related to a particular counterparty, industry or geographic concentration. Examples of such risks include significant exposure to a single counterparty, to counterparties operating in the same economic sector or geographical region, or to financial instruments that depend on the same index or currency. We believe that an excessive concentration with respect to a particular risk factor could generate a relevant financial loss for us, especially if the risk is one described in the “Item 3. Key Information—D. Risk Factors” section of this annual report. We recognize the importance of this risk and the potential impacts that may affect our portfolio and results of operations. The financial problems faced by our customers could adversely affect us. Potential market turmoil and economic recession could materially and adversely affect the liquidity, credit ratings, businesses and/or financial condition of our customers, which could in turn increase our non-performing loans ratio, impair our loans and other financial assets and result in decreased demand for borrowings and deposits in general. In addition, our customers may significantly decrease their risk tolerance for non-deposit investments such as stocks, bonds and mutual funds, which would adversely affect our fee and commission income. Any of the conditions described above could have a material adverse effect on our business, financial condition and results of operations. In addition, our customers may further significantly decrease their risk tolerance to non-deposit investments such as stocks, bonds and mutual funds, which would adversely affect our fee and commission income. Any of the conditions described above could have a material adverse effect on us. We engage in transactions with related parties that others may not consider to be on an arm’s-length basis. We and our affiliates have entered into a number of services agreements pursuant to which we render and/or receive services, such as administrative, accounting, consulting, finance, treasury, legal services and others from (or provide such services to) related parties. We are likely to continue to engage in transactions with such related parties (including our controlling shareholder) that others may not consider to be on an arm’s-length basis. Future conflicts of interests may arise between us and any of our affiliates, or among our affiliates, which may not be resolved in our favor. See “Item 7. Major Shareholders and Related Party Transactions—B. Related Party Transactions.” Changes in accounting standards could impact reported earnings. Accounting standard setters and other regulatory bodies periodically change the financial accounting and reporting standards that govern the preparation of our consolidated financial statements. These changes can materially impact how we record and report our financial condition and results of operations. In some cases, we could be required to apply a new or revised standard retroactively, resulting in the restatement of prior period financial statements. For further information about developments in financial accounting and reporting standards, see note 1 to our audited consolidated financial statements included elsewhere in this annual report. 41 Table of Contents Our financial statements are based in part on assumptions and estimates that impact the results of our operations. The preparation of financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses. Due to the inherent uncertainty in making estimates, actual results reported in future periods may be based upon amounts that differ from those estimates. Estimates, judgments and assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Revisions to accounting estimates are recognized in the period in which the estimate is revised and in any future periods affected. The accounting policies deemed critical to our results and financial position, based upon materiality and significant judgments and estimates, include impairment of financial assets measured at amortized cost, goodwill impairment, valuation of financial instruments, impairment of financial assets measured at fair value through other comprehensive income, deferred tax assets provision and pension obligation for liabilities. If the judgment, estimates and assumptions we use in preparing our consolidated financial statements are subsequently found to be incorrect or misstated, there could be a material effect on our results of operations and a corresponding effect on our funding requirements and capital ratios. For further information about our accounting estimates, see note 1 to our audited consolidated financial statements included elsewhere in this annual report, and for further information about our provisions for judicial and administrative proceedings, see note 22 to our audited consolidated financial statements included elsewhere in this annual report. Our business is highly dependent on the proper functioning of our information technology systems. Our business is highly dependent on the ability of our information technology systems to accurately process a large number of transactions across numerous and diverse markets and products in a timely manner, and on our ability to rely on our digital technologies, computer and email services, software, and networks, as well as on the secure processing, storage and transmission of confidential data and other information in our computer systems and networks. The proper functioning of our financial control, risk management, accounting, customer service and other data processing systems is critical to our business and our ability to compete effectively. We do not operate all of our redundant systems on a real-time basis and cannot assure that our business activities would not be materially disrupted if there were a partial or complete failure of any of these primary information technology systems or communication networks. Such failures could be caused by, among other things, major natural catastrophes, software bugs, computer virus attacks, conversion errors due to system upgrading, security breaches caused by unauthorized access to information or systems, or intentional malfunctions or loss or corruption of data, software, hardware or other computer equipment. We have experienced interruptions in our information technology systems in the past and we cannot assure that we will not suffer any such interruptions in the future, or that we will be able to identify and rectify these within a window of time that prevents any disruption. Any such events or failures could disrupt our business and impair our ability to provide our services and products effectively to our customers, which could adversely affect our reputation as well as our business, results of operations and financial condition. Our ability to remain competitive and achieve further growth will depend in part on our ability to upgrade our information technology systems and increase our capacity on a timely and cost-effective basis. We must continually make significant investments in, and improvements to, our information technology infrastructure and information management systems and networks in order to meet the needs of our customers and to comply with evolving regulatory requirements, and operational and resilience expectations. While we expect to continue investing, there is no assurance we will achieve or sustain the level of capital expenditures necessary to support the continuous improvement and upgrading of our information technology infrastructure and information management systems and networks. There is also no assurance that our investment strategy will be successful. To the extent we are dependent on any particular technology or technological solution, we may face adverse consequences if such technology or technological solution becomes noncompliant with existing industry standards or applicable laws, rules or regulations, fails to meet or exceed the capabilities of our competitors’ equivalent technologies or technological solutions, becomes increasingly expensive to service, retain and update, becomes subject to third-party claims of intellectual property infringement, misappropriation or other violation, has security vulnerabilities or malfunctions or functions in a way we did not anticipate or are unable to rectify. 42 Table of Contents Additionally, new technologies and technological solutions, such as AI, distributed ledger technology, or DLT, and quantum computing, are continually being released. As such, it is difficult to predict the problems we may encounter in improving our technologies' functionality. There is no assurance that we will be able to successfully adopt new technology as critical systems and applications become obsolete and better ones become available. Large-scale programs to modernize technology, data and reporting — including compliance with evolving prudential reporting frameworks — are complex and time-consuming (often requiring many years to execute). Delays in execution, data-quality issues, or control weaknesses may lead to supervisory actions, fines, remediation costs or constraints on strategic initiatives. DLT, including blockchain and related infrastructures, is increasingly being explored and adopted across financial markets and payment systems. While these technologies may offer greater efficiency, transparency and traceability, they also introduce specific technological and operational risks and challenges that may affect the integrity and resilience of financial systems. DLT relies on cryptographic consensus mechanisms, distributed governance and, in some cases, open-source protocols, all of which may be vulnerable to design flaws, governance disputes and security vulnerabilities. Limitations in scalability, latency and interoperability across networks may also hinder performance and reliability. Moreover, divergent regulatory approaches across jurisdictions and potential fragmentation of market infrastructures and compliance tools could amplify operational and compliance risks. A growing reliance on DLT-based platforms could disrupt traditional payment, custody and settlement processes, creating dependencies on new technological frameworks and third-party providers. Financial institutions that fail to adapt to such developments may face increased competitive and operational risks. As legacy systems migrate toward hybrid or fully distributed environments, we may encounter transitional, technological and integration challenges affecting system resilience, data integrity and cybersecurity. These factors, individually or in combination, could adversely affect our ability to deliver critical services without disruption, to comply with evolving regulatory and supervisory expectations, and to maintain secure and continuous operations. Quantum computing poses a significant emerging risk to existing encryption standards by potentially creating new security vulnerabilities, enabling data breaches, authentication bypasses and other new types of cyber threats. As regulatory and supervisory scrutiny of post-quantum readiness increases, financial institutions face growing compliance and implementation pressures. The transition to post-quantum cryptography is complex due to legacy systems, interdependent banking infrastructures and evolving international standards. Uneven or delayed adoption across the financial ecosystem could prolong reliance on quantum-vulnerable encryption, thereby increasing systemic exposure and delaying a coordinated and secure transition. Any failure to effectively improve or upgrade our information technology infrastructure and information management systems and networks, or to timely adapt to emerging technologies, evolving cybersecurity threats or changing regulatory standards, could have a material adverse effect on us. Failure to protect personal information could adversely affect us. Like other financial institutions, in conducting our banking operations, we receive, manage, hold, transmit and otherwise process certain proprietary, confidential, sensitive and personal data, including personal data of customers and employees, as well as a large number of assets. The sharing, use, disclosure and protection of this information are governed by various Brazilian and foreign laws and regulations. Although we have procedures and controls in place to safeguard personal and other confidential or sensitive information in our possession, unauthorized access or disclosures could subject us to legal actions and administrative sanctions, as well as damages and reputational harm that could materially and adversely affect our operating results, financial condition and prospects. Furthermore, our business is exposed to risk from employees’ potential noncompliance with policies, misconduct, negligence or fraud, which could result in regulatory sanctions and serious reputational and financial harm. We also face the risk that the design of our controls and procedures prove to be inadequate or are circumvented such that the data we hold is incomplete, not recoverable or not securely stored. Moreover, it is not always possible to deter or prevent employee misconduct, and the precautions we take to detect and prevent this activity may not always be effective. In addition, we may be required to report events related to information security issues, events where customer information may be compromised, unauthorized access to our systems and other security breaches, to the relevant regulatory authorities. Any material disruption or slowdown of our systems could cause information, including data related to customer requests, to be lost or delivered to our customers with delays or errors, which could adversely affect our reputation, reduce demand for our services and products and could materially and adversely affect us. If we cannot maintain effective and secure electronic data and information, management and processing systems or if we fail to maintain complete physical and electronic records, this could result in disruptions to our operations, claims from customers, regulators, employees and other parties, violations of applicable privacy and other laws, regulatory sanctions and serious reputational and financial harm to us. 43 Table of Contents Moreover, during the heights of the COVID-19 pandemic, we permitted or required a majority of our employees to work remotely, which led to increased vulnerability of our systems and the risk of cyber-attacks. Though the majority of our employees are now working in person at our offices, work-from-home policies may lead to continued vulnerability to the extent certain of our employees elect to work away from our premises and access our networks remotely. This trend, combined with our customers’ increased reliance on digital banking products and other digital services, including mobile payment products, has increased the risk of cyberattacks, frauds, data breaches, data losses and other security incidents. Furthermore, any failure or disruption of our operational processes or systems, or any cyberattack, frauds, data breach, data loss or other security incident affecting our systems or those of our third-party vendors, could adversely affect our business, financial condition or reputation, and could result in significant legal or regulatory exposure. We prioritize early identification, monitoring and mitigation of risks (including those resulting from our interactions with third parties) in our goal to provide a resilient and secure operational environment. In this regard, although (i) we have policies, procedures and controls in place designed to safeguard proprietary, confidential, sensitive and personal data, (ii) we take protective technical measures and monitor and develop our systems and networks to protect our technology infrastructure, data and information from misappropriation, frauds or corruption, and (iii) we work with our clients, vendors, service providers, counterparties and other third parties to develop secure data and information processing, collection, authentication, management, usage, storage and transmission capabilities and to ensure the eventual destruction of proprietary, confidential, sensitive and personal data, we, our third-party vendors or other third parties with which we do business have been and may continue to be subject to cyberattacks, data breaches, data losses and other security incidents. For example, on May 14, 2024, Santander Spain announced that they had become aware of an unauthorized access to a database that included certain customer and employee information hosted by a third-party provider. The implementation of our cybersecurity policies, procedures, controls and technical measures is designed to reduce the risk of such cyberattacks, data breaches, data losses and other security incidents but does not guarantee full protection or a risk-free environment. This is especially applicable in the current global environment, with the war in Ukraine and uncertainties following the ceasefire agreement in the Middle East resulting in an increased risk of cyberattacks, data breaches, data losses and other security incidents, and other disruptions in response to, or retaliation for, the sanctions and costs imposed on Russia and certain other countries directly or indirectly involved in these wars. While we generally perform cybersecurity due diligence on our key vendors, because we do not control our vendors and our ability to monitor their cybersecurity is limited, we cannot ensure the cybersecurity measures they take will be sufficient to protect any information we share with them. Due to applicable laws and regulations or contractual obligations, we may be held responsible for cyberattacks, data breaches, data losses and other incidents attributed to our vendors as they relate to the information we share with them. We have seen in recent years the information technology systems and networks of companies and organizations being increasingly targeted, and the techniques used to obtain unauthorized, improper or illegal access to such information technology systems and networks have become increasingly complex and sophisticated, including through the use of AI. Furthermore, such techniques change frequently and are often not recognized or detected until after they have been launched and can originate from a wide variety of sources, including organized crime, hackers, activists, terrorists, nation-states, nation-state supported actors and others, any of which may see their effectiveness enhanced by the use of AI. As attempted attacks continue to evolve in scope and sophistication, we may incur significant costs in order to modify, adapt or enhance our protective measures against such attacks, or to investigate or remediate any vulnerability or resulting breach, or in communicating cyberattacks, data breaches, data losses or other security incidents to our customers, affected individuals or regulators, as applicable. If we cannot maintain effective and secure proprietary, confidential, sensitive and personal data, or if we or our third-party vendors fall victim to successful cyberattacks, penetrations, compromises, breaches or circumventions of our information technology systems or networks or experience other data breaches, data losses or other security incidents in the future, we may incur substantial costs and suffer other negative consequences, such as disruption to our operations, misappropriation of proprietary, confidential, sensitive or personal data, remediation costs (including liabilities for stolen assets or information, repairs of system damage, among others), increased cybersecurity protection costs, lost revenues arising from the unauthorized use of proprietary, confidential, sensitive or personal data or the failure to retain or attract our customers following an operational or security incident, litigation and legal risks (including claims from customers, employees or other third parties, regulatory action, reporting obligations, investigation, fines and penalties), increased insurance premiums, reputational damage affecting our customers’ and our investors’ confidence, as well as damages to our competitiveness, stock price and long-term shareholder value. In addition, our remediation efforts may not be successful, and we may not have adequate insurance to cover these losses. While we maintain insurance coverage, we cannot assure you that such coverage will be adequate or otherwise protect us from liabilities or damages with respect to claims alleging compromises of proprietary, confidential, sensitive or personal data or otherwise relating to privacy, data protection and cybersecurity matters. In addition, we cannot be sure that our existing insurance coverage will continue to be available on acceptable terms or at all, or that our insurers will not deny coverage to any future claim. Moreover, even when a failure of or interruption in our or our third-party vendors’ systems or facilities is resolved in a timely manner or an attempted cyberattack, data breach, data loss or other security incident is successfully avoided or thwarted, substantial resources and management attention are expended in doing so, and to successfully avoid or resolve any such incidents, we may be required to take actions that could adversely affect customer satisfaction or retention, as well as harm our reputation. 44 Table of Contents Any of such cyberattacks, frauds, data breaches, data losses and other security incidents described above could have a material adverse effect on our business, financial condition and results of operations. For additional information, see also “—We are subject to increasing scrutiny and regulation from data protection laws, including penalties in the event of noncompliance with the terms and conditions of certain new European and Brazilian regulations” and “—Failure to adequately protect ourselves against risks relating to cybersecurity could materially and adversely affect us. We are also subject to increasing scrutiny and regulation governing cybersecurity risks.” Damage to our reputation could cause harm to us. Maintaining a robust risk management framework based on sound ethical principles and corporate values is critical to protect our reputation and our brand, attract and retain customers, investors and employees and conduct business transactions with counterparties. Damage to our reputation could materially and adversely affect how we are perceived by current and potential clients, investors, vendors, partners, regulators and other third parties, which in turn could have a material adverse effect on our operating results, financial condition, and prospects as well as damage our customers’ and investors’ confidence and the market price of our securities. Harm to our reputation could arise from numerous sources, including, among others, employee misconduct(such as fraud or unethical behavior), litigation or regulatory enforcement, failure to deliver minimum standards of service and quality, negative perceptions regarding our ability to maintain the security of our technology systems and protect customer data (including as a result of a cyberattack, data breach, data loss or other security incident), dealing with sectors that are not well perceived by the public (such as weapons industries or embargoed countries), dealing with customers in sanctions lists, rating downgrades, significant variations in our share price over time, compliance failures, unethical behavior, actual or alleged improper conduct in areas such as lending, sales, marketing, corporate governance or culture, and the activities of customers and counterparties, including activities that negatively affect the environment. Our reputation could also suffer if we are the subject of negative coverage in the media, whether it has merit or not. Actions by the financial services industry generally or by certain members of, or individuals in, the industry can also affect our reputation. For example, the role played by financial services firms in the financial crisis and the resulting shift toward increasing regulatory supervision and enforcement have led to a decline in public perception of us and others in the financial services industry. Additionally, we could suffer significant reputational harm from negative perceptions regarding our approach to environmental, social and corporate governance policies. There has been increased focus by customers, shareholders, investor advocacy groups, employees, regulators and other stakeholders on these topics, and our policies, practices and disclosures in these areas could come under scrutiny. Governments may implement new or additional regulations and standards or investors, customers and other stakeholders may impose new expectations or focus investments in ways that cause significant shifts in disclosure, consumption and behaviors that may have negative impacts on our reputation and business. If regulators or stakeholders consider our efforts ineffective, inadequate or unsatisfactory, whether real or perceived, it could harm our reputation, business and prospects and we could be subject to enforcement or other supervisory actions. We could also suffer significant reputational harm if we fail to identify and manage potential conflicts of interest properly, including conflicts of interests involving our directors and executive officers. The failure, or perceived failure, to adequately address conflicts of interest could affect the willingness of clients to deal with us, or could result in litigation or enforcement actions against us, which could have an adverse effect on our operating results, financial condition and prospects. We may be the subject of misinformation and misrepresentations deliberately propagated in media or social media to harm our reputation or for other deceitful purposes, including by short sellers seeking to profit by spreading false or misleading information about us. There can be no assurance that we will effectively neutralize and contain any false information that may be propagated regarding us, which could have an adverse effect on our operating results, financial condition and prospects. We plan to continue to expand our operations and we may not be able to manage such growth effectively, or to execute successfully any of our strategic actions, which could have an adverse impact on us, including on our profitability. We may also not be successful in any reorganizations, dispositions or spin-offs we undertake. We allocate management and planning resources to develop strategic plans, priorities, policies and targets, including for organic growth and to identify potential acquisitions, divestitures and areas for restructuring our businesses. The execution of these initiatives is subject not only to external factors but also to our own decisions, including those that alter or redefine our business practices, operational frameworks, strategic objectives, corporate priorities, internal policies, and procedural guidelines. 45 Table of Contents We cannot provide assurance that we will, in all cases, be able to deliver our strategic plans, priorities, policies and targets. Furthermore, in order to grow and remain competitive, we will need to adapt to changes to meet the demands and expectations of regulators, our clients, shareholders and other stakeholders, including in relation to matters of public policy, regardless of whether there is a legal requirement to do so. We cannot guarantee that we will be able to implement changes to any of our strategic plans, priorities, policies and targets, in a timely and appropriate manner, or that we will be able to accurately predict trends, initiatives and business practices of financial institutions. It is also possible that regulators, our clients, shareholders and other stakeholders might not be satisfied or even disagree with our strategic plans, priorities, policies and targets, or the speed of their adoption, implementation, evolution and consequences. From time to time, we evaluate acquisition, partnership, divestiture and other strategic opportunities that we believe offer additional value to our shareholders and are consistent with our business strategy. However, we may not be able to identify suitable acquisition, partnership, divestiture or other strategic candidates. Additionally, we may be unable to complete ongoing or future acquisitions, partnerships, divestitures or other strategic transactions in a timely or cost-effective manner, on the originally announced terms, or at all. Even if we successfully complete any such transactions, we may not be able to successfully realize the expected results, benefits or synergies in a timely manner or at all. These results, benefits or synergies could also be adversely affected by acquisition- or divestiture-related charges and contingencies. In particular, our ability to benefit from any acquisitions and partnerships will depend in part on our successful integration of those businesses. Any such integration entails significant risks such as unforeseen difficulties in integrating operations and systems, unexpected liabilities or contingencies relating to the acquired businesses, including legal claims and delivery and execution risks. We can give no assurance that our expectations with regards to integration and synergies will materialize. In addition, any acquisition or venture could result in inconsistencies in standards, controls, procedures and policies. Moreover, the success of any acquisition or venture will, at least in part, be subject to a number of political, economic and other factors that are beyond our control. Any of these factors, individually or collectively, could have a material adverse effect on us. We may also be subject to litigation in connection with, or as a result of, any such transactions, including claims from terminated employees, customers, suppliers or third parties. For example, we may be held responsible for the activities of an acquired business in the case of an acquisition. This includes liability for actions or non-compliance of an acquired business prior to its acquisition or in connection with its acquisition or integration. In the case of a divestiture, we may be required to indemnify the buyer for certain liabilities, including for uncapped amounts, in connection with claims against the divested entity or business. Completion and integration of any such transactions may also divert management attention from other matters, result in additional costs and expenses or adversely affect our relationships with our customers, suppliers, employees and any other third parties, any of which may adversely affect our business or results of operations. The challenges that may arise from our decisions include: • managing efficiently the operations and employees of expanding businesses; • maintaining or growing our existing customer base; • assessing the value, strengths and weaknesses of investment or acquisition candidates, including local regulations that could reduce or eliminate expected synergies; • financing strategic investments or acquisitions; • aligning our current information technology systems adequately with those of an enlarged group; • applying our risk management policy effectively to an enlarged group; • managing a growing number of entities without over-committing management or losing key personnel; and • meeting the expectations of regulators and our clients, shareholders and other stakeholders. 46 Table of Contents Any failure to manage growth effectively, an inability to successfully adapt to changing conditions or to execute successfully any of our strategic actions, or any changes in our business practices, operational framework, strategic objectives, corporate priorities, internal policies and procedural guidelines could have a material adverse effect on our operating results, financial condition and prospects. Goodwill impairments may be required in relation to acquired businesses. We have made business acquisitions in recent years and may make further acquisitions in the future. It is possible that the goodwill that has been attributed, or may be attributed, to these businesses may have to be written down if our valuation assumptions are reassessed as a result of any deterioration in their underlying profitability, asset quality or other relevant matters. Impairment testing of goodwill is performed annually, or more frequently if there are impairment indicators present, and involves a comparison of the carrying amount of the cash-generating unit with its recoverable amount. Goodwill impairment does not, however, affect our regulatory capital. There can be no assurances that we will not have to write down the value attributed to goodwill in the future, which would adversely affect our results and net assets. We rely on recruiting, retaining and developing appropriate senior management and skilled personnel. The continuity of our success depends partly on the retention of key members of our senior executive team and other employees who are critical to the business. The ability to attract, develop, motivate, and retain highly qualified professionals is essential to the execution of our strategy. The successful implementation of our strategy and culture depends on the availability of skilled and appropriate management, both at our head office and in each of our business units. If we or one of our business units or other functions do not adequately staff operations or do not retain one or more key senior executives or other key employees and fail to replace them promptly and effectively, our business, financial condition and results of operations, including control and operational risks, may be adversely affected. Our ability to attract and retain qualified employees depends on perceptions of our culture, social and corporate governance policies and management, our profile in the markets in which we operate and the professional opportunities we offer. In addition, the financial industry faces, and may continue to face, more stringent regulation of employee compensation, which could have an adverse effect on our ability to hire or retain the most qualified employees. If we do not attract and appropriately train, motivate and retain qualified professionals, our business may be adversely affected. We rely on third parties and affiliates for important products and services. Third-party vendors and certain affiliated companies provide key components of our business infrastructure such as loan and deposit servicing systems, back office and business process support, information technology production and support, internet connections, and network access (including cloud-based services). Relying on these third parties and affiliated companies can be a source of operational and regulatory risk to us, including with respect to security breaches, service outages and other disruptions or failures affecting such parties. We are also subject to risk with respect to security breaches, service outages and other disruptions or failures affecting the vendors and other parties that interact with these service providers. As our interconnectivity with these third parties and affiliated companies increases, we face the risk of operational failure with respect to their systems. We may be required to take steps to protect the integrity of our operational systems, thereby increasing our operational costs. In addition, certain problems caused by these third parties or affiliated companies could affect our ability to deliver products and services to customers. While we have diversified providers for the main services and keep strict and close monitoring on them, in some instances, replacing these third-party vendors could also entail delays and expense. Further, the operational and regulatory risk we face as a result of these arrangements may be increased to the extent that we restructure such arrangements. Restructurings could involve significant expense to us and entail significant delivery and execution risk, which could have a material adverse effect on our business, operations and financial condition. Past performance of our loan portfolio may not be indicative of future performance; changes in the profile of our business may adversely affect our loan portfolio. In addition, the value of any collateral securing our loans may not be sufficient, and we may be unable to realize the full value of the collateral securing our loan portfolio. Our historical loan loss experience may not be indicative of our future loan losses. While the quality of our loan portfolio is associated with the default risk in the sectors in which we operate, changes in our business profile may occur due to, among other factors, our organic growth, merger and acquisition activity, changes in local economic and political conditions, a slowdown in customer demand, an increase in market competition, changes in regulation and in the tax regimes applicable to the sectors in which we operate and, to a lesser extent, other related changes in countries in which we operate and in the international economic environment. In addition, the market value of any collateral related to our loan portfolio may fluctuate, from the time we evaluate it at the beginning of the trade to the time such collateral can be executed upon, due to the factors related to changes in economic, political or sectorial factors beyond our control, and we may be unable to realize the full value of the collateral securing our loan portfolio. 47 Table of Contents We rely on models for many of our decisions. Their inaccurate or incorrect use could have a material adverse effect on us. We use models for (i) admission (scoring and rating) and behavioral credit processes, (ii) the definition of credit limits, and (iii) the calculation of capital and provisions, and of market and structural, operational, compliance and liquidity risks, among others. A model is a system, approach or quantitative method that applies statistical, economic, financial or mathematical theories, techniques or hypotheses to transform input data into quantitative estimates and forecasts. It involves simplified representations of real-world relationships between characteristics, values and observed assumptions that allow us to focus on specific aspects. Model risk is the negative consequence of decisions based on inaccurate, improper or incorrect use of models. Sources of model risk include (i) incorrect or incomplete data in the model itself or the modelling method used in systems and (ii) incorrect use or implementation of the model. We manage model risk on a consolidated basis with the Santander Group, which includes internal model risk policies and a tiering mechanism to categorize the levels of importance of non-regulatory models and model risk management. Nonetheless, model risk can cause financial loss, erroneous commercial and strategic decision-making or damage to our transactions, any of which could have a material adverse effect on our operating results, financial condition and prospects. In addition, our regulatory models and the underlying methodologies are subject to scrutiny from our supervisors, who could identify potential weaknesses or deficiencies that may result in enforcement actions, including sanctions, fines and/or the imposition of stricter capital requirements, as well as mandates and recommendations with respect to the methodologies underlying our models, which could also lead to more onerous or inefficient capital consumption. Additionally, changes in economic and market drivers impact the performance of financial models, including credit loss and provisions models, capital models, traded risk models and models used in the asset/liability management process. This requires additional monitoring and adjustments to comply with the guidance and recommendations of standard setters, regulators and supervisors, particularly for credit loss models. It also results in the use of mitigants for model limitations, such as adjustments to model outputs to reflect consideration of management judgment. The performance and usage of models has been and may continue to be impacted by the consequences of changes in economic and market drivers, such as geopolitical events, financial crises, social and political upheaval and other events. While it is too early to be entirely certain of the magnitude of change required for our models, it is likely that capital, credit risk and other models will need to be adjusted. In addition, the fair value of our financial assets, determined using financial valuation models, may be inaccurate or subject to change and, as a consequence, we may have to register impairments or write-downs that could have a material adverse effect on our operating results, financial condition and prospects. See “—Market conditions have resulted and could result in material changes to the estimated fair values of our financial assets. Negative fair value adjustments could have a material adverse effect on our operating results, financial condition and prospects.” Climate change can create transition risks, physical risks and other risks that could adversely affect us. Risks associated with climate change are gaining increasing social, regulatory, economic and political relevance in Brazil and globally. New climate-related regulations may affect our operations and business strategy and lead us to incorporate financial costs resulting from the following risk drivers: • Transition risks associated with the shift to a low-carbon economy may arise from changes in legislation, regulatory and supervisory expectations, public policies, technological developments and evolving market and consumer preferences. These developments may increase our operating costs, affect the viability of certain activities and require adjustments to our business practices and risk-management processes, which could adversely affect our business, financial condition and results of operations. As a result, we expect greater scrutiny of our business and of the customers with whom we transact. Our operational decision-making in industries or projects associated with causing or exacerbating climate change may also be affected as we seek to adapt our practices to avoid reputational or client-relationship impacts, which may influence customer demand, returns on certain activities and the value of certain assets and trading positions. Recent regulatory developments that may affect our operations and those of our customers include EU Regulation 2023/1115 on deforestation-free products and Brazil’s Law No. 15,042/2024, which created the Brazilian Greenhouse Gas Emissions Trading System. In addition, the expanding global regulatory agenda—including the EU’s Corporate Sustainability Reporting Directive and ongoing updates to Brazilian regulatory expectations on climate-risk management and disclosure—is increasing compliance requirements and data-quality demands. These changes may raise operational costs for clients, alter market-access conditions and require enhanced due-diligence and risk-management processes across our portfolios. 48 Table of Contents • Physical risks related to events such as flooding and wildfires, and to long-term shifts in climate patterns such as extreme heat, sea-level rise and prolonged droughts, may result in financial losses that impair asset values and the creditworthiness of our customers. Brazil, for example, experienced severe weather events in 2024 and 2025, such events can disrupt our operations or those of our customers or third parties on which we rely, through direct damage to assets and indirect effects stemming from supply-chain disruptions and market volatility. We may not be able to fully anticipate or mitigate all potential impacts arising from climate-related events. To the extent we are unable to effectively embed climate-related risks into our risk and operational frameworks, or to adequately adjust our strategy and business model in response to evolving regulatory, market and environmental conditions, we may face limitations in our ability to appropriately identify, measure, manage and disclose such risks. Any such limitations could adversely affect our business, financial condition and results of operations and might increase our susceptibility to the risks described below. These primary drivers could materialize, among others, in the following risks: • Credit risks: Physical climate change could lower corporate revenues, increase operating costs and lead to increased credit exposure. Severe weather could also affect collateral values. Companies whose business models are not aligned with the transition to a low-carbon economy may also face a higher risk of reduced earnings and business disruption due to regulatory or market shifts. • Market risks: Market changes in carbon-intensive sectors could affect energy and commodity prices, corporate bonds, equities and derivatives. The increasing frequency of severe weather events could weaken macroeconomic fundamentals such as growth, employment and inflation, and lead to higher volatility. • Liquidity risks: Companies may face liquidity pressures due to cash outflows required to address climate-related challenges or reputational concerns. Extreme weather events may also affect the value of our high-quality liquid assets or increase sovereign debt levels, potentially limiting our access to capital markets. • Operational risks: Severe weather events could damage assets and disrupt the business continuity of our customers or our own operations. Climate-related financial risks could also give rise to litigation, for example if we are perceived to misrepresent sustainability-related practices, achievements, metrics, goals or targets. • Regulatory compliance risks: Climate-related regulatory compliance risks may increase due to the rising pace and breadth of new requirements across multiple jurisdictions and shifts in public policy, laws and regulations related to climate-change and environmental-sustainability matters. • Reputational risks: Our reputation and client relationships may be harmed as a result of our practices, disclosures or decisions related to climate-change or social and environmental issues, or due to the practices of our clients, vendors or suppliers. We could also face conduct risks arising from misrepresentations in sustainability-related disclosures, including our practices, achievements, metrics, goals or targets, or those of our products or customers. • Strategic risks: Our strategy could be adversely affected if we fail to achieve our targets, including those related to the activities that we finance and those concerning our own operations. As a financial institution, we are subject to regulatory sustainability requirements, as detailed under “Item 4. Information on the Company—B. Business Overview—Regulation and Supervision—Other Applicable Laws and Regulations—Sustainability Requirements Applicable to Financial Institutions.” These requirements may increase as sustainability matters gain prominence. Such changes may raise compliance costs and limit our ability to pursue certain business opportunities or provide certain products and services, which could adversely affect our business, financial condition and results of operations. 49 Table of Contents As climate risk is interconnected with all key risk types, we have developed and continue to enhance processes to embed climate risk considerations into our risk management strategies; however, because the timing and severity of climate change remain uncertain and continue to evolve rapidly, our risk management strategies may not be effective in mitigating climate risk exposure. We periodically disclose information such as emissions and other climate-related performance data, statistics, metrics and targets. If we lack robust and high-quality procedures, controls or data, we may be unable to disclose reliable climate-related information. In addition, because such climate-related information is based on current expectations and future estimates about our and third-parties’ operations and businesses and addresses matters that are uncertain to varying degrees, we may not be able to meet our estimates and targets or we may not be able to achieve them within the timelines we announce. Actual or perceived shortcomings with respect to these emissions and other climate-related initiatives and reporting could result in litigation or regulatory enforcement and impact our ability to hire and retain employees, increase our customer base, and attract and retain certain types of investors. Our exposure to sectors most affected by climate factors—identified through market consensus and the materiality analysis we conduct—primarily involves corporate and investment banking portfolios. The management of these clients incorporates, where appropriate and permissible, climate considerations during initial analysis, credit granting, and the preparation and review of credit ratings. These ratings influence parameters used to calculate credit losses, such as probability of default. Consequently, if climate factors are significant, they are integrated with other analytical elements into credit loss calculations, informing capital and provisioning requirements. Initiatives and business practices of financial institutions with respect to climate matters and other matters of public policy, including ESG matters, have recently become the subject of significant scrutiny by regulatory agencies and government officials. In particular, there are a growing number of regulatory initiatives in certain jurisdictions aimed at discouraging or limiting the consideration of ESG factors by financial institutions, as well as proceedings asserting that consideration of ESG factors by financial institutions conflict with certain regulatory requirements or the expectations of their clients, shareholders and other stakeholders. Such differing, sometimes conflicting, views and regulations on sustainability and ESG-related matters increase the risk that certain of our actions, or lack of action, on such matters will be perceived negatively or result in scrutiny by regulators or legal proceedings. Additionally, the overall expectations of regulators and our clients, shareholders and other stakeholders in certain jurisdictions, particularly in Europe, with respect to certain of these issues may differ significantly from those in other jurisdictions, such as the United States. Furthermore, our relationships or ability to transact with clients and customers, and with governmental or regulatory bodies in certain jurisdictions could be adversely affected if our decisions with respect to doing business with companies in certain sensitive industries are perceived to harm those companies, result in violations of law or breaches of fiduciary duty or to align with particular ideological, political or social views. We are also exposed to associated risks of non-compliance with relevant legal requirements, including fines, penalties, litigation, regulatory sanctions, difficulties in obtaining governmental approvals, restrictions on our business activities or reputational damage, any of which could be material. Additionally, our participation in, or association with, certain groups or initiatives and our business practices or positions with respect to matters of public policy, including ESG matters, could be criticized by activists, governmental authorities and our clients, shareholders and other stakeholders. Any of the conditions described above, or our failure to identify other climate-related risks, could have a material adverse effect on our business, financial condition and results of operations. Structural demographic shifts in Brazil could adversely affect our business, financial condition and results of operations. Structural demographic shifts in Brazil — including the rapid aging of the population, internal migration and urbanization patterns, and external migration flows (whether driven by geopolitical, economic or climate-related events), as well as changing household formation patterns — may alter local customer bases and labor markets, dampen demand for certain products (e.g., long-tenor mortgages), shift savings toward lower-margin solutions and require incremental service adaptations for senior or otherwise vulnerable customers. If we fail to adapt our products and channels accordingly, our revenues, costs and conduct and operational risk profile could be adversely affected. The sustainability of Brazil’s public and private pension systems — including reforms to retirement ages, contribution rates, benefits or tax treatment under Brazilian law — can materially influence our customers’ disposable income, savings flows and creditworthiness. In addition, our own long-term employee benefit obligations are sensitive to financial and demographic assumptions (including longevity and discount rates). Generally, changes in assumptions could increase expenses or capital needs. Any of these factors could have a material adverse effect on our business, financial condition and results of operations. 50 Table of Contents The outbreak of public health emergencies could materially and adversely impact our business, financial condition, liquidity and results of operations. The outbreak of public health emergencies may force countries to adopt measures, similar to those adopted in response to the Covid-19 pandemic, that restrict economic activity, which may deteriorate the macroeconomic environment and adversely impact our business and results of operations, including, among others (i) decreased demand for our products and services; (ii) further material impairment of our loans and other assets including goodwill; (iii) decline in the value of collateral; (iv) constraints on our liquidity due to market conditions, exchange rates and customer withdrawal of deposits and continued draws on lines of credit; (v) downgrades of our credit ratings; and (vi) operational disruptions, technology infrastructure failures, increased cybersecurity risks or governmental restrictions affecting our operations. Situations of this nature may require expanded remote-work arrangements or limit in-person activities. If, in connection with any future public health emergencies, we become unable to successfully operate our business from remote locations including, for example, due to failures of our technology infrastructure, increased cybersecurity risks, or governmental restrictions that affect our operations, this could result in business disruptions that could have a material and adverse effect on our business. Any such events could materially and adversely affect our business, financial condition, liquidity and results of operations. Risks Relating to Our Controlling Shareholder, Our Units and American Depositary Receipts (ADRs) Our ultimate controlling shareholder has a great deal of influence over our business, and its interests could conflict with ours. As of January 31, 2026, Santander Spain, our ultimate controlling shareholder, currently owns, directly and indirectly, approximately 89.53% of our total capital. Due to its share ownership, our controlling shareholder has the power to control us and our subsidiaries, including the power to: • elect a majority of our directors that appoint our executive officers, set our management policies and exercise overall control over our Company and subsidiaries; • influence the appointment of our principal officers; • declare the payment of any dividends; • agree to sell or otherwise transfer its controlling stake in our Company; and • determine the outcome of substantially all actions requiring shareholder approval, including amendments of our bylaws, transactions with related parties, corporate reorganizations, acquisitions and dispositions of assets, and dividends. We operate as a standalone subsidiary within the Santander Group. Our controlling shareholder has no liability for our banking operations, except for the amount of its holdings of our capital stock and for other specific limited circumstances under Brazilian law. The interests of Santander Spain may differ from the interests of our other shareholders, and the concentration of control in Santander Spain will limit other shareholders’ ability to influence corporate matters. As a result, we may take actions that our other shareholders do not view as beneficial. Our status as a controlled company and a foreign private issuer exempts us from certain of the corporate governance standards of the New York Stock Exchange, or “NYSE,” limiting the protections afforded to investors. We are a “controlled company” and a “foreign private issuer” within the meaning of the NYSE corporate governance standards. Under the NYSE rules, a controlled company is exempt from certain NYSE corporate governance requirements. In addition, a foreign private issuer may elect to comply with the practice of its home country and not to comply with certain NYSE corporate governance requirements, including the requirements that (i) a majority of the board of directors consists of independent directors, (ii) a nominating and corporate governance committee be established that is composed entirely of independent directors and has a written charter addressing the committee’s purpose and responsibilities, (iii) a compensation committee be established that is composed entirely of independent directors and has a written charter addressing the committee’s purpose and responsibilities and (iv) an annual performance evaluation of the nominating and corporate governance and compensation committees be undertaken. Although we have similar practices, they do not entirely conform to the NYSE requirements; therefore, we currently use these exemptions and intend to continue using them. Accordingly, you will not have the same protections provided to shareholders of companies that are subject to all NYSE corporate governance requirements. 51 Table of Contents The liquidity and market prices of the units and the ADRs may be adversely affected by the cancellation of units or substantial sale of units and shares in the market, or by the relative volatility and limited liquidity of the Brazilian securities markets. Holders of units may present these units or some of these units for cancellation in Brazil in exchange for the common shares and preferred shares underlying these units. If unit holders present a significant number of units for cancellation in exchange for the underlying common shares and preferred shares, the liquidity and price of the units and ADRs may be materially and adversely affected. Also, sales of a substantial number of our units, common shares or preferred shares in the future, or the anticipation of such sales, could negatively affect the market prices of our units and ADRs. If, in the future, substantial sales of units, common shares or preferred shares are made by existing or future holders, the market prices of the ADRs may decrease significantly. As a result, holders of ADRs may not be able to sell their ADRs at or above the price they paid for them. The relative volatility and limited liquidity of the Brazilian securities markets may negatively affect the liquidity and market prices of the units and the ADRs. The B3 is significantly less liquid than the NYSE or other major exchanges in the world. As of December 31, 2025, the aggregate market capitalization of the B3 was equivalent to approximately R$4.8 trillion (U.S.$0.9 trillion), and the top 10 stocks in terms of trading volume accounted for approximately 45% of all shares traded on B3 in the year ended December 31, 2025. In contrast, as of December 31, 2025, the aggregate market capitalization of the NYSE was approximately U.S.$44.7 trillion. Although any of the outstanding shares of a listed company may trade on the B3, in most cases fewer than half of the listed shares are actually available for trading by the public, the remainder being held by small groups of controlling persons, government entities or a principal shareholder. In 2024 and 2025, volatility was driven by extreme weather events in Brazil, including droughts and floods linked to the El Niño phenomenon, which impacted key sectors of the economy, as well as renewed geopolitical tensions and the effects of persistent inflationary pressures. The resulting disruptions to agricultural output, energy generation and transportation infrastructure contributed to increased price volatility, pressured supply chains and heightened uncertainty regarding Brazil’s short-term growth prospects. These factors, along with uncertainty surrounding Brazil’s fiscal policies and global monetary tightening cycles, have contributed to fluctuations in the prices of our securities traded on the NYSE and the B3. We cannot assure you that the price of our securities will not fall below the lowest levels at which they traded in the past as a result of these or other factors. The relative volatility and limited liquidity of the Brazilian securities markets may substantially limit your ability to sell the units or ADRs at the time and price you desire and, as a result, could negatively impact the market price of these securities. If securities analysts do not publish research or reports about our business or if they downgrade our ADRs or securities issued by other companies in our sector, the price and trading volume of our ADRs and/or our shares could decline. The trading market for our ADRs and our shares has been affected in part by the research and reports that industry and financial analysts publish about us or our business. We do not control these analysts' reports and opinions. Furthermore, if one or more of the analysts downgrade our ADRs, our shares or our industry, change their views regarding the shares of any of our competitors, or other companies in our sector, or publish inaccurate or unfavorable research about our business, the market price of our ADRs and/or shares could decline. If one or more of these analysts stops providing reports or fails to publish reports on us regularly, we could lose visibility in the market, which in turn could cause our ADR and/or share price or trading volume to decline. 52 Table of Contents The economic value of your investment may be diluted. We may, from time to time, need additional funds, and we may issue additional units or shares. Any additional funds obtained by such a capital increase may dilute your interest in our Company or decrease the market price of our shares, units or ADRs. Discontinuation of the current corporate governance practices may negatively affect the price of our ADRs and units. After completion of the voluntary exchange offers by Santander Spain in Brazil and in the United States for the acquisition of up to all of our shares that were not held by the Santander Group at that time, we are no longer subject to the obligations of the special listing segment of B3 known as the Level 2 corporate governance segment (the “Level 2 Segment”). For more information, see “Item 9. The Offer and Listing—C. Markets—Corporate Governance Practices.” Currently, we voluntarily comply with certain of the corporate governance requirements for companies listed on the Level 2 Segment. Discontinuation, in whole or in part, of our existing corporate governance practices or minimum protections may adversely affect your rights as a security holder and may result in a decrease in the price of our shares, units and ADRs. Holders of our units and our ADRs may not receive any dividends or interest on stockholders’ equity. According to our By-Laws, we must generally pay our shareholders at least 25% of our annual net income as dividends or interest on stockholders’ equity, as calculated and adjusted under Brazilian Corporate Law, or “adjusted net income,” which may differ significantly from our net income as determined under IFRS. This adjusted net income may be used to increase capital or to absorb losses, or otherwise retained as allowed under Brazilian Corporate Law, and may not be available to be paid as dividends or interest on stockholders’ equity. Additionally, Brazilian Corporate Law allows a publicly traded company, like ours, to suspend the mandatory distribution of dividends and interest on stockholders’ equity in any particular year if our board of directors informs our shareholders that such distributions would be inadvisable in view of our financial condition or cash availability. We paid R$7.6 billion, R$6.0 billion and R$6.2 billion (R$2.04, R$1.61 and R$1.67 per unit, respectively) as dividends and interest on stockholders’ equity (considering gross value) in 2025, 2024 and 2023, respectively, in accordance with our dividend policy, but there can be no assurance that dividends and interest on stockholders’ equity will be paid in the future. In the future, we may also become subject to Brazilian banking regulations that may limit the payment of dividends or interest on stockholders’ equity, such as a temporary restriction in 2020 on dividend distributions and other payments as a result of measures taken by the Brazilian Central Bank to combat the COVID-19 pandemic’s effect on the Brazilian financial sector. Although this restriction was not reinstated in the years that followed, we cannot assure you that this or other restrictions will not be reinstated in the future. Holders of ADRs may find it difficult to exercise voting rights at our shareholders’ meetings. Holders of ADRs are not our direct shareholders and are unable to enforce directly the rights of shareholders under our By-Laws and Brazilian Corporate Law. Holders of ADRs may exercise voting rights with respect to the units represented by ADRs only in accordance with the deposit agreement governing the ADRs. Holders of ADRs face practical limitations in exercising their voting rights because of the additional steps involved in our communications with ADR holders. For example, we are required to publish a notice of our shareholders’ meetings in specified newspapers in Brazil. Holders of our units will be able to exercise their voting rights by attending a shareholders’ meeting in person or voting by proxy. By contrast, holders of ADRs will receive notice of a shareholders’ meeting by mail from the ADRs depositary following our notice to the depositary requesting the depositary to do so. To exercise their voting rights, holders of ADRs must instruct the ADR depositary on a timely basis on how they wish to vote. This voting process necessarily will take longer for holders of ADRs than for holders of our units or shares. If the ADR depositary fails to receive timely voting instructions for all or part of the ADRs, the depositary will assume that the holders of those ADRs are instructing it to give a discretionary proxy to a person designated by us to vote their ADRs, except in limited circumstances. Holders of ADRs also may not receive the voting materials in time to instruct the depositary to vote the units underlying their ADRs. In addition, the depositary and its agents are not responsible for failing to carry out voting instructions of the holders of ADRs or for the manner of carrying out those voting instructions. Accordingly, holders of ADRs may not be able to exercise voting rights, and they will have little, if any, recourse if the units underlying their ADRs are not voted as requested. 53 Table of Contents Holders of ADRs could be subject to Brazilian income tax on capital gains from sales of ADRs. Law No. 10,833 of December 29, 2003 provides that the disposal of assets located in Brazil by a nonresident to either a Brazilian resident or a nonresident is subject to taxation in Brazil, regardless of whether the disposal occurs outside or within Brazil. This provision results in the imposition of income tax on the gains arising from a disposal of our units by a nonresident of Brazil to another nonresident of Brazil. It is unclear whether ADRs representing our units, which are issued by the ADR depositary outside Brazil, will be deemed to be “property located in Brazil” for purposes of this law. We believe that ADRs do not qualify as property located in Brazil and, thus, should not be subject to Brazilian income tax. Nevertheless, there is no judicial guidance as to the application of Law No. 10,833 of December 29, 2003 and, accordingly, we are unable to predict whether Brazilian courts may decide that it applies to dispositions of our ADRs between nonresidents of Brazil. However, in the event that the disposition of assets is interpreted to include a disposition of our ADRs, this tax law would accordingly impose withholding taxes on the disposition of our ADRs by a nonresident of Brazil to another nonresident of Brazil. See “Item 10. Additional Information—E. Taxation—Brazilian Tax Considerations.” Any gain or loss recognized by a U.S. taxpayer will generally be treated as U.S. source gain or loss. A U.S. taxpayer would generally not be able to credit any Brazilian tax imposed on the disposition of our units or ADRs against such person’s U.S. federal income tax liability. See “Item 10. Additional Information—E. Taxation—Material U.S. Federal Income Tax Considerations for U.S. Holders. Our corporate disclosure may differ from disclosure regularly published by issuers of securities in other countries, including the United States. Issuers of securities in Brazil are required to make public disclosures that are different from, and that may be reported under presentations that are not consistent with, disclosures required in other countries, including the United States. In particular, for regulatory purposes, we currently prepare and will continue to prepare and make available to our shareholders statutory financial statements in accordance with IFRS as issued by the IASB and Brazilian GAAP, both of which differ from U.S. GAAP in a number of respects. In addition, as a foreign private issuer, we are not subject to the same disclosure requirements in the United States as a domestic U.S. registrant under the Exchange Act, including the requirements to prepare and issue quarterly reports, the proxy rules applicable to domestic U.S. registrants under Section 14 of the Exchange Act or the insider reporting and short-swing profit rules under Section 16 of the Exchange Act. Accordingly, the information about us available to investors will not be the same as the information available to shareholders of a U.S. company and may be reported in a manner with which some investors may not be familiar. Investors may find it difficult to enforce civil liabilities against us or our directors and officers. The majority of our directors and officers reside outside the United States. In addition, all or a substantial portion of our assets and the assets of our directors and officers are located outside the United States. Although we have appointed an agent for service of process in any action against us in the United States with respect to our ADRs, none of our directors or officers has consented to service of process in the United States or to the jurisdiction of any U.S. court. As a result, it may not be possible for holders of our shares, units and/or ADRs to effect service of process against these other persons within the United States or other jurisdictions outside Brazil or to enforce against these other persons judgments obtained in the United States or other jurisdictions outside Brazil. Holders of our ADRs may face greater difficulties in protecting their interests due to actions by us or our directors or executive officers than would shareholders of a U.S. corporation, because judgments of U.S. courts for civil liabilities based upon the U.S. federal securities laws may only be enforced in Brazil if the judgment meets the following conditions: (i) it must comply with the formalities necessary for enforcement under the laws of the jurisdiction in which it was rendered; (ii) it must have been issued by a competent jurisdiction/court after proper service of process on the parties, which service must comply with Brazilian law if made in Brazil, or after sufficient evidence of the parties’ absence (revelia) has been given, as required by applicable law; (iii) it must be final, binding and therefore not subject to appeal (res judicata) in the jurisdiction in which it was issued; (iv) it must be apostilled by a competent authority of the country from which the document emanates according to the Hague Convention of 5 October 1961 Abolishing the Requirement of Legalization for Foreign Public Documents or, if such country is not signatory of the Hague Convention, it must be duly authenticated by a competent Brazilian consulate in the country where the foreign judgment is issued; (v) it must be accompanied by a translation thereof into Portuguese made by a certified translator in Brazil, unless an exemption is provided by an international treaty to which Brazil is a signatory; (vi) it must not be contrary to Brazilian national sovereignty, good morals or public policy or violate the dignity of the human person (as set forth in Brazilian law); (vii) it must not relate to a matter which is also subject to a similar proceeding in Brazil involving the same parties, based on the same grounds and with the same object, which has already been judged by a Brazilian court (res judicata); and (viii) it must not violate the exclusive jurisdiction of Brazilian courts pursuant to the provision of Article 23 of the Brazilian Code of Civil Procedure (Law No. 13,105/2015). Judgments which meet these criteria are not subject to an analysis of the merits or a retrial by Brazilian courts. 54 Table of Contents Judgments of Brazilian courts with respect to our units or ADRs will be payable only in reais. Our By-Laws provide that we, our shareholders, our directors and officers and the members of our fiscal council (if installed) shall submit to arbitration any and all disputes or controversies that may arise among ourselves relating to, or originating from, the application, validity, effectiveness, interpretation, violations and effects of violations of the provisions of Brazilian Corporate Law, our By-Laws, the rules and regulations of the CMN, the Brazilian Central Bank and the CVM, as well as other rules and regulations applicable to the Brazilian capital markets and the rules and regulations of the Arbitration Regulation of the Market Arbitration Chamber. However, in specific situations, including whenever precautionary motions are needed for protection of rights, the dispute or controversy may have to be brought to a Brazilian court. If proceedings are brought in the courts of Brazil seeking to enforce our obligations in respect of the units or ADRs, we will not be required to discharge our obligations in a currency other than reais. Under Brazilian exchange control limitations and according to Brazilian laws, an obligation in Brazil to pay amounts denominated in a currency other than reais may be satisfied in Brazilian currency only at the exchange rate, as determined by the Brazilian Central Bank or competent court, in effect on the date the judgment is obtained, and such amounts are then adjusted to reflect exchange rate variations through the effective payment date. The then-prevailing exchange rate may not afford non-Brazilian investors with full compensation for any claim arising out of or related to our obligations under the units or ADRs. Holders of ADRs may be unable to exercise preemptive rights with respect to our units underlying the ADRs. Holders of ADRs will be unable to exercise the preemptive rights relating to our units underlying ADRs unless a registration statement under the Securities Act is effective with respect to the shares for which those rights are exercisable or an exemption from the registration requirements of the Securities Act is available. We are not obligated to file a registration statement with respect to the shares relating to these preemptive rights or to take any other action to make preemptive rights available to holders of units or ADRs. We may decide, at our discretion, not to file any such registration statement. If we do not file a registration statement or if we and the ADR depositary decide not to make preemptive rights available to holders of units or ADRs, those holders may receive only the net proceeds from the sale of their preemptive rights by the depositary, or if they are not sold, their preemptive rights will be allowed to lapse. Holders of ADRs have different shareholders’ rights than do shareholders of companies incorporated in the United States and certain other jurisdictions. Our corporate affairs are governed by our By-Laws and by Brazilian Corporate Law, which may differ from the legal principles that would apply if we were incorporated in a jurisdiction in the United States or in certain other jurisdictions outside Brazil. Under Brazilian Corporate Law, holders of the ADRs are not our direct shareholders and have to exercise their voting rights through the depositary. Therefore, holders of ADRs may have fewer and less well-defined rights to protect their interests relative to actions taken by our board of directors or the holders of our common shares under Brazilian law than under the laws of other jurisdictions outside Brazil. Although Brazilian Corporate Law imposes restrictions on insider trading and price manipulation, the form of these regulations and the manner of their enforcement may differ from that in the U.S. securities markets or markets in certain other jurisdictions. In addition, in Brazil, self-dealing and the preservation of shareholder interests may be regulated differently, which could potentially disadvantage you as a holder of the preferred shares underlying ADRs. Holders of ADRs who exchange ADRs for their underlying units may risk losing Brazilian tax advantages and the ability to remit foreign currency abroad. Brazilian law requires that parties obtain registration with the Brazilian Central Bank in order to remit foreign currencies, including U.S. dollars, abroad. The Brazilian custodian for the units must obtain the necessary registration with the Brazilian Central Bank for payment of dividends or other cash distributions relating to the units or after disposal of the units. If you exchange your ADRs for the underlying units, however, you may only rely on the custodian’s certificate for five business days from the date of exchange. Thereafter, you must obtain your own registration in accordance with the rules of the Brazilian Central Bank and the CVM, in order to obtain and remit U.S. dollars abroad after the disposal of the units or the receipt of distributions relating to the units. If you do not obtain a certificate of registration, you may not be able to remit U.S. dollars or other currencies abroad and may be subject to less favorable tax treatment on gains with respect to the units. For more information, see “Item 10. Additional Information—D. Exchange Controls.” If you attempt to obtain your own registration, you may incur expenses or suffer delays in the application process, which could delay your receipt of dividends or distributions relating to the units or the return of your capital in a timely manner. The custodian’s registration and any certificate of foreign capital registration you may obtain may be affected by future legislative changes. Additional restrictions applicable to you, to the disposal of the underlying units or to the repatriation of the proceeds from disposal may be imposed in the future. 55 Table of Contents Holders of the ADRs may not be entitled to a jury trial with respect to claims arising under the deposit agreement, which could be less favorable or less desirable to the plaintiff(s) in any such action. The deposit agreement provides that, to the extent permitted by law, holders of the ADRs waive the right to a jury trial of any claim they may have against us or the depositary arising out of or relating to our shares, the ADRs or the deposit agreement. The deposit agreement, including the waiver of the right to jury trial, governs the rights of the initial holders of the ADRs as well as the rights of subsequent holders that acquire holders of the ADRs in the secondary market. If any holders or beneficial owners of the holders of the ADRs bring a claim against us or the depositary in connection with matters arising under the deposit agreement or the ADRs, such holder or beneficial owner may not be entitled to a jury trial with respect to such claims, which may have the effect of limiting and discouraging lawsuits against us and/or the depositary. Any plaintiff(s) in such an action may believe that a nonjury trial would be less favorable to the plaintiff(s) or otherwise less desirable.