Annual report
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ANNUAL REPORT 2025
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2 • Annual Report 2025 • TF Bank AB (publ) 2 • Annual Report 2025 • TF Bank AB (publ) ANNUAL REPORT AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR 2025 The Board of Directors and the CEO hereby submit the Annual report and consolidated financial statements for TF Bank AB (publ), corporate identity number 556158-1041. TABLE OF CONTENTS About the Group 3 Group history 4 Year in brief 5 CEO’s comments 6 TF Bank as an investment 8 The share 11 Directors’ report 12 Financial information and notes - Group 25 Financial information and notes - Parent company 70 Definitions 107 Reconciliation tables 108 Regulatory key metrics 109 Assurance by the Board of Directors and the CEO 110 Auditor’s Report 111 Corporate Governance Report 116 Sustainability Report 128 Board of Directors 148 Executive Management 149 Auditor 149 Unless otherwise stated, all amounts are shown in thousands of Swedish kronor. The figures in brackets are for the previous year. This Financial Statements and Report by the Board of Directors 2025 in pdf format has been published voluntarily and is not an xHTML document compliant with the ESEF (European Single Electronic Format) regulation. TF Bank’s Financial Statements and Report by the Board of Directors 2025 in accordance with ESEF regulations are available at www.tfbankgroup.com.
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TF Bank AB (publ) • Annual Report 2025 • 3 Lending and/or deposit activities are conducted in the Nordics, the Baltics, Poland, Germany, Austria, Spain, Ireland, the Netherlands and Italy through subsidiary, branch, or cross-border banking with the support of the Swedish banking license. The business is divided into three segments: Credit Cards, Ecommerce Solutions and Consumer Lending. The target group for all services is creditworthy individuals and the loan amounts are relatively small with short repayment terms. We are a fast-growing provider of credit and payment services operating in 14 European countries. Through our proprietary IT infrastructure, we develop simple and flexible payment and financing solutions for millions of customers. Since our founding in 1987, we have consistently combined growth with profitability, and following the stock market listing in 2016, this development has continued with a strong focus on scalability and automation. The Company is listed on Nasdaq Stockholm. ABOUT THE GROUP See separate section with definitions and reconciliation tables, page 107-108. 23,678 Loans to the public, million SEK 16.1 % Total capital ratio 856 Operating profit, million SEK 471 Employees (FTE) Consumer LendingEcommerce SolutionsCredit Cards In the Credit Cards segment, TF Bank offers credit cards to creditworthy indi- viduals. Within this segment the Bank operates across five countries in Europe. In the Ecommerce Solutions segment, TF Bank offers digital payment solutions, primarily in e-commerce, to creditworthy individuals. Within this segment the Bank operates across nine countries in Europe. In the Consumer Lending segment, TF Bank offers unsecured consumer loans to creditworthy individuals. Within this segment the Bank operates across eleven countries in Europe. 50 % Share of TF Bank’s loan portfolio 12 % Share of TF Bank’s loan portfolio 38 % Share of TF Bank’s loan portfolio
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4 • Annual Report 2025 • TF Bank AB (publ) TF BANKS HISTORIAGROUP HISTORY The company, AB Time Finans, started with lending operations in Sweden Launch of lending operations in Finland Company name changes to Time Finans AB Launch of lending operations in Poland Time Finans receives a license from the Swedish Financial Supervisory Authority to conduct banking operations and changes its name to TF Bank AB TF Bank enters into a cooperation agree- ment with Intrum Justitia AB with the aim of developing and selling payment solutions for the Nordic e-commerce market through the joint company Avarda TF Bank acquires the Norwegian company BB Finans Launch of lending operations in Lithuania and Germany 1987 1989 AB Time Finans becomes an authorised credit market company and changes its name to Haléns Finans AB 2014 2008 2006 2004 1999 Launch of lending operations in Norway Launch of lending operations in Estonia 2012 2015 2016 TF Bank is listed on Nasdaq Stockholm Launch of lending operations in Latvia2017 2018 Avarda AB becomes a wholly owned subsidiary 2019 2022 Launch of lending operations in Austria Launch of lending operations in Denmark and Spain2024 Rediem Capital is estab- lished and acquires the ma- jority of TF Banks NPL-port- folio Launch of lending opera- tions in Italy TF Bank divests a majority stake in Rediem Capital 4 • Annual Report 2025 • TF Bank AB (publ) 2025 TF Bank resolves to change corporate name to Avarda Bank
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TF Bank AB (publ) • Annual Report 2025 • 5 FINANCIAL PERFORMANCE 2025 • Loans to the public amounted to SEK 23,678 million, compared to December 2024 the increase in local currencies was 23 % • Operating profit increased by 25 % to SEK 855.8 million • Earnings per share increased by 6 % to SEK 9.92 and is impacted by items affecting comparability in 2024 • Adjusted earnings per share increased by 29 % to SEK 9.95 • Cost/income ratio improved to 36.3 % (38.3) • Return on equity amounted to 23.1 % (27.2) • Adjusted return on equity amounted to 23.1 % (22.5) • Total capital ratio amounted to 16.1 % (16.7) • The Board of Directors proposes to the Annual General Meeting a dividend of SEK 5.00 per share for 2025 See separate section with definitions and reconciliation tables, page 107-108. FINANCIAL CALENDAR Interim report January-March 2026 14 April 2026 Annual General Meeting 2026 5 May 2026 Interim report January-June 2026 10 July 2026 Interim report January-September 2026 14 October 2026 For further information, see www.tfbankgroup.com or contact Investor Relations at ir@tfbank.se. For further information, please see www.tfbankgroup.com or contact Investor Relations at ir@tfbank.se. The 2026 Annual General Meeting will be held on Tuesday 5 May 2026 in Borås. Notice of the Annual General Meeting will be published no later than Tuesday 7 April 2026. GROUP KEY FIGURES SEK million 2025 2024 Income statement Operating income 2,905 2,439 Operating profit 856 685 Adjusted earnings per share, SEK 9.95 7.74 Loans to the public 23,678 20,265 New lending 35,618 27,149 Cost/Income ratio, % 36.3 38.3 Adjusted return on equity, % 23.1 22.5 Total capital ratio, % 16.1 16.7 Employees (FTE) 471 417 YEAR IN BRIEF SIGNIFICANT EVENTS 2025 • The credit card business had an organic loan book growth of 48 % over the past year and economies of scale in the business model have contributed to a significantly improved operating profit of 78 % compared to 2024. • In the Ecommerce Solutions segment, collaborations have been initiated with Brandsdal Group and Bagaren & Kocken. These partnerships are expected to generate an annual transaction volume of approximately SEK 2,700 million. • At an extraordinary general meeting held on 17 November, it was resolved to change the corporate name to Avarda Bank AB, which is expected to be implemented during 2026. ” During 2025, we continued to enhance our scalability and operational structure, creating a solid foundation for continued expansion.
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6 • Annual Report 2025 • TF Bank AB (publ) 2024, we launched credit card operations in Spain and Italy. Despite forecasts indicating strong long- term potential, volumes have initially been main- tained at moderate levels to ensure credit quality and profitability. The segment continues to benefit from economies of scale, both in Germany and across other European markets. Strengthened position and growing volumes in Ecommerce Solutions Ecommerce Solutions, operated under the Avarda brand, continued to perform well. During the year, we signed several agreements with major merchants, further strengthening our position in the Nordic region. Transaction volumes increased by 27 % compared to previous year, demonstrating the competitiveness and relevance of our offering. We expect this growth to translate progressively into higher income in the coming quarters. With a continued focus on innovation and, customer-centric solutions we see significant oppor- tunities to further strengthen our market position and create value for both customers and merchants. Our focus on developing flexible and scalable solutions supports sustainable long-term growth. During 2025, TF Bank further strength- ened its position as a pan-European provider of credit and payment services, with a clear focus on growth, profitabil - ity and operational efficiency. The loan portfolio increased by 23 % in local currencies and return on equity amounted to 23 %. Our performance during the year confirms the scalability of our business model, the strength of our risk culture and the effectiveness of the strategic priorities implemented in recent years. Since our IPO in 2016, the Bank has undergone a significant transformation in both business mix and geographic footprint. From a predominantly Nordic consumer lending business, we have evolved into a pan-European provider of credit and payment services operating in 14 countries. This shift has been executed gradually and with consistent financial discipline. During 2025, we continued to enhance our scalability and operational structure, creating a solid foundation for continued expansion. In the fourth quarter, an Extraordinary General Meeting resolved to change the corporate name to Avarda Bank AB. The proposed name change reflects our strategic transformation and the position we have established as a European provider of credit and payment services. The resolution is subject to the necessary regulatory approvals and is expected to take effect in 2026. Preparations are also underway for our first establish- ment outside the EU. During the year, we submitted an application to the British regulatory authorities to commence operations in the United Kingdom — a market with substantial potential and a natural next step in our European expansion. Continued strong growth in Credit Cards The Credit Cards segment remains the main driver of organic growth, with the loan portfolio increasing by 48 % over the past year. Germany continues to be our largest market, where the number of active credit cards reached approximately 401,000. Income grew faster than costs, resulting in a improvement in operating profit. Our experience from launching credit cards in Germany highlights the importance of local market insight and a long-term perspective. These experi- ences guide our expansion into new markets. During CEO’S COMMENTS
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TF Bank AB (publ) • Annual Report 2025 • 7 Stable profitability and disciplined growth in Consumer Lending Within Consumer Lending, growth remained balanced with continued emphasis on risk control and profita- bility. In local currencies, the portfolio grew by 6 % during the year. New lending has been deliberately maintained at controlled levels to preserve credit quality and margins, while capital has been allocated to other segments. To streamline the Group structure, the subsidiary TF Bank Nordic AB was established during the year. This enables a clearer focus on Nordic Consumer Lending operations as the Group’s growth increasingly stems from card and payment solutions outside the Nordics. The TF Bank brand will continue to be used within the segment. Strong financial performance and solid capital position The Bank delivered stable and profitable growth, achieving a return on equity of 23 %. Credit quality remains stable and capital ratios are comfortably above all regulatory requirements. Following the Swedish Financial Supervisory Authority’s decision during 2025 to set a Pillar 2 Guidance of 0 %, we have gained improved visibility in our long-term capital planning. This strengthens our ability to continue growing while maintaining a comfortable capital buffer. Based on our strong financial position, the Board of Directors adopted new financial targets: a loan portfolio of SEK 35 billion by the second half of 2027, while maintaining a return on equity exceeding 20 %, and a capital buffer of 2.5 percentage points above regulatory requirements. In accordance with the Bank’s dividend policy, the Board proposes a divi- dend of SEK 5.00 per share to the Annual General Meeting. Macroeconomic environment and outlook The external environment continues to be charac- terised by geopolitical tensions, trade barriers and uneven economic developments across Europe. We closely monitor changes in consumption patterns and credit demand to adjust risk levels and volumes when necessary. Despite ongoing uncertainties, the Bank is well positioned. Our scalable platform, diversified income streams and strong capital base enable us to continue growing in a disciplined and profitable manner. At the same time, we maintain the strategic flexibility to capture opportunities as market conditions evolve. We remain committed to combining financial discipline with long-term investments in growth markets and to being the provider of credit and payment services of the future. I would like to extend my sincere gratitude to our customers for their continued trust, to our employees for their dedication, and to our shareholders for their ongoing support as we continue our journey. Joakim Jansson CEO and President
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8 • Annual Report 2025 • TF Bank AB (publ) TF BANK AS AN INVESTMENT TF Bank’s strategy is based on driving profitable growth through a diversified geographical presence in selected European markets. To meet the increas- ing demand and maximise customer value, the Bank is continuously working to improve efficiency and strengthen its competitiveness, while accelerating the development of Credit Cards and Ecommerce Solutions. 28 % Compound annual growth rate in the loan portfolio 2016- 2025 22 % Compound annual growth rate in the operating profit 2016- 2025 14 Geographical markets 2025 62 % Share of loan portfolio compiled of the segments Credit Cards and Ecommerce Solutions 2025 Growth with profitability in focus TF Bank was founded in 1987 in Borås and has since managed to combine rapid growth with strong profitability, which is a central part of the Company’s long-term strategy. By expanding its geographical presence, the Bank has been able to ensure robust growth without compromising profitability. A key factor behind its success is the Bank’s ability to quickly put decisions into practice, without burdening the business with high costs or long waiting times. By maintaining high profitability, the Bank can continue to reinvest in the business and provide its shareholders with an attractive risk-adjusted return. SEK million SEK million 8 • Annual Report 2025 • TF Bank AB (publ) 0 5,000 10,000 15,000 20,000 25,000 0 200 400 600 800 1,000 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Loans to the public Operating profit
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TF Bank AB (publ) • Annual Report 2025 • 9 12 % Finland 4 % Estonia 5 % Lithuania 0 % Poland Ireland 1 5 % Latvia Netherlands 1 0 % Italy 0 % Spain 3 % Austria Germany 42 % Sweden 8 % Norway 19 % 2 % Denmark 1 Only deposit products in the market. European provider of credit and payment services with a diversified portfolio TF Bank is a pan-European provider of credit and payment services to private individuals, providing in- vestors with a unique opportunity to gain exposure to 14 European countries. Geographical diversification is a key component of the Bank’s strategy, both in lend- ing and deposits. By offering services in different markets, TF Bank can create new growth opportuni- ties, spread the risk and ensure lower financing costs. The Bank’s expansion takes place in carefully selected segments and markets. With short decision-making paths, TF Bank has the opportunity to quickly adapt and effectively influence where capital should be allocated. When TF Bank establishes itself in a new market, a low and grow strategy is applied where the Bank initially takes a relatively low risk to get to know the market. As knowledge of the market increases, more capital can be allocated to support continued growth. Share of lending to the public
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10 • Annual Report 2025 • TF Bank AB (publ) Strong risk-adjusted income margin Responsible lending has always been fundamental to TF Bank’s business strategy. By continuously improv- ing its credit assessment processes and avoiding unnecessary risk-taking, the Bank ensures controlled loan loss levels and contributes to a stable economy. The Bank has no ambition to become the market leader in any country, or in any product area. Instead, TF Bank strives to identify the customer segment where it is currently possible to find a good risk- adjusted income margin. Growth opportunities in Credit Cards and Ecommerce Solutions A majority of TF Bank’s combined operations are now conducted in the Credit Cards and Ecommerce Solutions segments, where the business flow is managed jointly across several countries. The growing credit card balance represents a signifi- cant driver of the Bank’s organic growth. The strong position in the Nordic market in the Ecommerce Solutions segment, in combination with the expansion into Germany in 2024, has further strengthened TF Bank’s offering. For our Nordic partners, this means both a valuable addition to the offering and an easier path for profitable expansion into new markets. 30 % Growth in the num- ber of active cards during 2025 27 % Growth in transaction volume during 2025 CREDIT CARDS ECOMMERCE SOLUTIONSRISK-ADJUSTED INCOME MARGIN (SEK million) 10 • Annual Report 2025 • TF Bank AB (publ) 8.3 % 8.4 % 8.2 % 8.3 % 8.5 % 8.7 % -1,000 0 1,000 2,000 3,000 2020 2021 2022 2023 2024 2025 Operating income Net loan losses Risk-adjusted income margin
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TF Bank AB (publ) • Annual Report 2025 • 11 The share TF Bank was listed at Nasdaq Stockholm in the Mid Cap segment on 14 June 2016. The listing price was SEK 77.00, corresponding to a market capitalisation of SEK 1,656 million. The closing price on the last trading day of 2025 was SEK 163.75 (following the 3:1 share split executed in July 2025), corresponding to a market capitalisation of SEK 10,586 million. Since the listing TF Bank has paid out a total of SEK 13.75 per share in dividend to shareholders. Turnover and volume The share trades under the ticker name TFBANK and the ISIN code is SE0025666969. As of the last trading day of the year 2025, the share price closed at SEK 163.75, an increase of 35 % during the year. In total, approximately 15.6 million shares in TF Bank were traded on Nasdaq Stockholm during the year, totalling approximately SEK 2,295 million in value. Share capital and number of shares At the end of the year TF Bank’s share capital amounted to SEK 107,750,000 and the number of ordinary shares to 64,650,000. According to the Articles of Association, the share capital must not be less than SEK 107,750,000 and must not exceed SEK 431,000,000. TF Bank has one class of share, and each share carries one vote at the Annual General Meeting. Dividend policy TF Bank’s dividend policy is to distribute surplus capital in relation to capital targets and the Bank’s capital planning. Institutions following TF Bank ABG Sundal Collier, DNB Carnegie and SEB are following the Company. All institutions had issued a buy recommendation for the TF Bank share at the end of 2025. Ownership of TF Bank AB as at 31 December 2025 Shareholder % TFB Holding AB 29.54 Tiberon AB 15.00 Erik Selin Fastigheter AB 12.53 Carnegie Fonder AB 4.41 Nordnet Pensionsförsäkring AB 4.38 Proventus Aktiebolag 4.17 Maud Umberg Weil 3.88 Goldman Sachs International 2.33 Försäkringsbolaget Avanza Pension 1.31 Amidak AB 1.24 Other shareholders 21.21 Total 100.00 Source: Euroclear (for more information see page 119) THE SHARE 23.1 % Adjusted return on equity 2025 5,607 Number of shareholders 31 December 2025 SEK 190.00 Highest closing price during 2025 0 100,000 200,000 300,000 400,000 500,000 600,000 700,000 100 150 200 250 300 350 400 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Number of shares SEK
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12 • Annual Report 2025 • TF Bank AB (publ) TF Bank AB (publ), corporate identity number 556158- 1041, is a bank domiciled in Borås, Sweden. The Com- pany has a license to provide banking services. About the business TF Bank is a fast-growing provider of credit and pay- ments services operating in 14 European countries. Through a proprietary IT infrastructure, the Company develops simple and flexible payment and financing solutions to millions of customers. Since 1987, TF Bank has combined growth with profitability, and following its IPO in 2016, this development has continued with a strong focus on scalability and automation. The Com- pany is listed on Nasdaq Stockholm. Lending and deposit operations are conducted in the Nordics, the Baltics, Poland, Germany, Austria, Spain, Ireland, the Netherlands, and Italy through subsidiary, branch, or cross-border banking with the support of the Swedish banking license. The business is divided into three segments: Credit Cards, focusing on credit card products; Ecommerce Solutions, offering digital payment solutions primarily for e-commerce; and Consumer Lending, focusing on unsecured consum- er loans. The target group for all services is credit- worthy individuals, with relatively small loan amounts and short repayment periods. Significant events during the year On 27 January, a directed share issue of 50,000 shares related to the share programme 2021 was carried out. The total number of shares thereafter amounted to 21,550,000 and the share capital to SEK 107,750,000. In February, management changes were announced, effective from 1 March. Claudia Wiese, formerly Head of Card Product and Operations, assumed the role as Chief Operating Officer (COO) succeeding Espen Johannesen, who was appointed CEO of the subsidiary TF Bank Nordic AB. Concurrently, Rasmus Rolén was appointed Chief Commercial Officer (CCO) and Execu- tive Director. On 19 March, the Swedish FSA announced the results of its review and evaluation of TF Bank. The Bank’s pre- viously internally calculated capital requirements have been confirmed and the Swedish FSA decided upon a Pillar 2 Guidance of 0 % of the total risk-weighted expo- sure amount and 0.5 % of the total leverage ratio-based requirement. TF Bank’s Board of Directors has decided on new financial targets. By the second half of 2027 the Bank will achieve a loan portfolio of SEK 35 billion while maintaining high profitability. In the Ecommerce Solutions segment, collabora- tions have been initiated with Brandsdal Group and Bagaren & Kocken. These partnerships are expected to generate an annual transaction volume of approxi- mately SEK 2,700 million. At the Annual General Meeting on 17 June, it was resolved to distribute an extraordinary dividend of SEK 5.00 per share to shareholders. John Brehmer was re-elected as Chairman of the Board, and all other board members were also re-elected. The meeting further resolved to carry out a share split, whereby each existing share was divided into three new shares (3:1 share split). The record date for the split was set to 21 July 2025, and the number of shares thereafter amounts to 64,650,000. During June the subsidiary TFBN Services Ltd applied to the supervisory authority in the United Kingdom to establish operations in the country. The liquidity enhancement agreement has been terminated since the current trade and liquidity in the share is good and there is no longer a benefit of having a liquidity enhancement agreement. The liquidity en- hancement agreement ceased at the end of August. On 19 September, the Company announced an inten- tion to change its corporate name and at an extraordi- nary general meeting on 17 November, it was resolved to change the corporate name to Avarda Bank AB (publ). The name change is expected to be imple- mented during 2026. On 3 November, the Company announced that Rasmus Rolén will step down as Executive Director. On 10 December, the Company announced that Vilma Sool will replace him as Executive Director as of 1 January 2026. In November, TF Bank’s Swedish subsidiary, Yieldloop AB, received authorisation from the Swedish Financial Supervisory Authority (Finansinspektionen) to operate as a deposit taking financial institution. The subsidiary’s purpose is the internal management of non-performing loans (NPL). In November, TF Bank issued Tier 2 bonds in an amount of SEK 150 million, and in December, an early redemption of Tier 2 bonds in the amount of SEK 100 million was executed. During December, TF Bank’s Swedish subsidiary, Credento Bank AB, received authorisation from Finansinspektionen to operate as a deposit taking fi- nancial institution. The subsidiary is intended to oper- ate within the Consumer Lending segment. Further- more, the subsidiary TF Bank Nordic AB has received authorisation to operate as a credit institution. The credit card business had an organic loan book growth of 48 % over the past year and economies of scale in the business model have contributed to a significantly improved operating profit of 78 % com- pared to 2024. DIRECTORS’ REPORT
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TF Bank AB (publ) • Annual Report 2025 • 13 GROUP SEK thousand 2025 2024 2023 2022 2021 Income statement Operating income 2,904,504 2,438,516 1,998,121 1,412,324 1,054,654 Operating expenses -1,052,892 -934,005 -831,671 -609,027 -439,219 Net loan losses -995,804 -819,606 -656,851 -367,569 -260,564 Operating profit 855,808 684,905 509,599 435,728 354,871 Profit for the year 667,046 632,349 396,700 342,459 279,403 Earnings per share, SEK 9.92 9.33 5.83 5.08 4.21 Balance sheet Loans to the public 23,678,282 20,265,458 17,870,633 14,654,373 10,872,285 Deposits from the public 24,692,150 21,197,981 20,652,997 16,108,130 11,504,749 New lending 35,618,347 27,149,250 22,046,078 16,318,310 11,186,800 Key figures Operating income margin, % 13.2 12.8 12.3 11.1 11.2 Net loan loss ratio, % 4.5 4.3 4.0 2.9 2.8 Cost/Income ratio, % 36.3 38.3 41.6 43.1 41.6 Return on equity, % 23.1 27.2 21.9 23.7 24.6 Return on loans to the public, % 2.9 3.2 2.3 2.6 2.9 Return on assets, % 2.4 2.5 1.8 2.1 2.3 CET1 capital ratio, % 1 13.0 13.3 12.0 12.3 12.3 Tier 1 capital ratio, % 1 14.2 14.7 13.6 13.9 14.3 Total capital ratio, % 1 16.1 16.7 15.9 15.6 16.2 Employees (FTE) 471 417 380 318 261 THE GROUP'S ADJUSTED KEY FIGURES Income statement Profit for the year 667,046 632,349 396,700 342,459 279,403 Items affecting comparability 2 2,251 -103,084 - - - Tax on items affecting comparability - -12,378 - - - Provision for tax surcharge - 11,723 - - - Adjusted profit for the year 669,297 528,610 396,700 342,459 279,403 Adjusted profit for the year attributable to the sharehol- ders of the Parent company 643,459 499,481 376,853 328,099 272,072 Adjusted earnings per share, SEK 9.95 7.74 5.83 5.08 4.21 Key figures Adjusted return on equity, % 23.1 22.5 21.9 23.7 24.6 Adjusted return on loans to the public, % 2.9 2.6 2.3 2.6 2.9 Adjusted return on assets, % 2.4 2.0 1.8 2.1 2.3 EXCHANGE RATES SEK 2025 2024 2023 2022 2021 EUR Income statement (average) 11.07 11.43 11.48 10.63 10.14 EUR Balance sheet (end of reporting period) 10.82 11.49 11.10 11.13 10.23 NOK Income statement (average) 0.94 0.98 1.01 1.05 1.00 NOK Balance sheet (end of reporting period) 0.91 0.97 0.99 1.06 1.03 PLN Income statement (average) 2.61 2.66 2.53 2.27 2.22 PLN Balance sheet (end of reporting period) 2.56 2.69 2.56 2.37 2.23 FIVE-YEAR OVERVIEW 1 Comparative figures for 2021-2022 refers to the Parent company due to the fact that the Bank didn’t have a consolidated situation between the frist quarter of 2020 and the third quarter of 2023. 2 Adjustments for items affecting comparability in 2024-2025 is related to transactions according to the Share Purchase Agreement with Alektum Holding AB and Erik Selin Fastigheter AB regarding the transfer of 80,1 percent of the shares in the former subsidiary Rediem Capital AB on 20 December 2024. See separate section with definitions and reconciliation tables, page 107-108.
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14 • Annual Report 2025 • TF Bank AB (publ) Operating profit Operating profit increased by 25 % to SEK 855.8 million (684.9). Higher operating income from the growing loan portfolio has contributed to the increased operat- ing profit. Adjusted earnings per share increased by 29 % to SEK 9.95 (7.74) and the adjusted return on equity amounted to 23.1 % (22.5). Operating income The operating income increased by 19 % to SEK 2,905 million (2,439). The increase is related to the growing loan portfolio and geographically it was primarily Germany that had higher operating income. The operating income comprises 92 % of net interest income and 8 % of net fee and commission income. The operating income margin improved to 13.2 % (12.8). Interest income Interest income increased by 12 % to SEK 3,488 million (3,101), which is primarily due to a growing loan port- folio. Interest expense The interest expenses decreased by 4 % to SEK 808.6 million (845.4) despite increased deposit balances. This is mainly explained by lower interest rates on newly received deposits. Net fee and commission income Net fee and commission income increased by 21 % to SEK 221.9 million (183.3). The increase is mainly attributable to higher insurance premiums in the Credit Cards segment, but also higher transaction volumes in the Ecommerce Solutions segment. During the year, 42 % of TF Bank’s fee and commission income originated from insurance premiums, 29 % from reminder fees and 29 % from other commission income. Operating expenses The operating expenses increased by 13 % to SEK 1,053 million (934.0). The increase is mainly explained by higher sales-related expenses due to an increase in new lending and more employees. How- ever, the C/I ratio improved to 36.3 % (38.3), mainly due to continued economies of scale in the Credit Cards segment. Net loan losses The net loan losses increased by 21 % to SEK 995.8 million (819.6) which is explained by a higher underly- ing loan loss level in the growing loan portfolio in the Credit Cards segment relative to other segments. The net loan loss ratio amounted to 4.5 % (4.3). Tax expense The tax expenses increased by 20 % to SEK 186.5 million (155.6). The increase in the tax expenses is related to a higher operating profit. OPERATING INCOME (SEK million) OPERATING PROFIT (SEK million) 0 600 1,200 1,800 2,400 3,000 2024 2025 0 200 400 600 800 1,000 2024 2025 RESULTS AND FINANCIAL POSITION
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TF Bank AB (publ) • Annual Report 2025 • 15 Loans to the public The loan portfolio amounted to SEK 23,678 million (20,265), an increase in local currencies of 23 % com- pared to December 2024. Negative currency effects impacted the loan portfolio growth by 6 %. New lending increased by 31 % to SEK 35,618 million (27,149) compared to 2024. The increase is mainly attributable to record volumes in all segments. TF Bank’s loan portfolio is well-diversified with rela- tively small exposures in several different geographic markets. At the end of the year, the exposure towards the three largest countries was Germany at 42 %, Norway at 19 % and Finland at 12 %. Deposits from the public Deposits from the public amounted to SEK 24,692 million (21,198), an increase of 24 % in local currencies compared to December 2024. Negative currency effects have impacted the deposit balance by 7 %. At the end of the year, deposits were geographically distributed between Germany 70 %, the Netherlands 20 % and other countries 10 %. The increased deposit balance over the past year is mainly attributable to the Netherlands and relates to savings accounts with both fixed and variable interest rates. At the end of the year, accounts with a fixed term comprised of 44 % (70) of TF Bank’s total deposits. Cash and cash equivalents Cash and cash equivalents increased to SEK 4,660 million (4,247) during the year. The increase is partly attributable to cash flows from operating activities. At the end of the year, the available liquidity reserve amounted to 18 % (19)1 of deposits from the public. Capital adequacy The capital ratios have decreased slightly during the year and at the end of 2025 the CET1 capital ratio was 13.0 % (13.3), the Tier 1 capital ratio was 14.2 % (14.7) and the total capital ratio was 16.1 % (16.7). The capital ratios are affected by deductions for a proposed divi- dend of SEK 323 million from the capital base. The Swedish FSA has carried out a review and evalu- ation of TF Bank AB and decided upon special capital requirements and Pillar 2 Guidance. The Bank’s pre- vious internally calculated capital requirements have been confirmed, and on 19 March, the Swedish FSA decided upon a Pillar 2 Guidance of 0 % of the total risk exposure amount. At the end of 2025, TF Bank’s statutory Common Equity Tier 1 capital requirement was 8.9 %, the Tier 1 capital requirement was 10.6 % and the total capital requirement was 12.9 %.. LOANS TO THE PUBLIC (SEK million) TOTAL CAPITAL RATIO (%) 1 Excluding restricted cash and cash equivalents that are not available the next day. 0 5,000 10,000 15,000 20,000 25,000 2024 2025 0 4 8 12 16 20 2024 2025
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16 • Annual Report 2025 • TF Bank AB (publ) CUSTOMER VALUE MANAGEMENT AT TF BANK: CONSIS- TENT CUSTOMER EXPERIENCE THAT BUILDS TRUST At TF Bank, customer service is more than just a support function. With operations in 14 countries, the Bank combines local market knowledge with a joint standard to ensure that every customer interaction strengthens trust, loyalty, and the brand. As Operations Knowledge Manager, Karolina plays a key role in ensuring that service quality is supported by robust internal structures. - My main responsibility is to ensure that the operational knowledge required is in place for processes to be carried out efficiently. This means helping our teams stay aligned with business needs, even in a dynamic and rapidly changing environment. One of the challenges is maintaining the right balance between flexibility and continuity. TF Bank’s customer service teams must adapt to regional customer preferences and cultural expectations while complying with the Bank’s overall service values. - A shared customer service strategy must be clearly defined and communicated across the organisation. At the same time, local teams should have the freedom to adapt interactions to meet customer expectations in each market. Technology is playing an increasingly important role in refining the customer experience. TF Bank leverages automation, AI, and other digital tools to increase efficiency, reduce response times, and support scalable service models. At the same time, the Bank is committed to maintaining the human touch as a complement to technology. - We believe technology should enhance, not replace, the human experience. That’s why we combine smart tools with committed employees who can engage customers on a personal level. At its core, Customer Value Management at TF Bank is about understanding customer needs and delivering solutions that are efficient and reliable. Customer feedback is actively used to refine service processes and influence product development, ensuring that the bank’s offerings remain relevant and value-creating. Looking ahead, customer service will continue to be central to TF Bank’s strategy — not only to meet immediate needs but also to support the bank’s growth and create long-term value across all markets. - Customer service impacts trust and customer satisfaction, which are crucial in a market where many products are very similar. It is how we engage with our customers that makes the difference. Karolina Demeszuk Operations Knowledge Manager 16 • Annual Report 2025 • TF Bank AB (publ)
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TF Bank AB (publ) • Annual Report 2025 • 17 CREDIT CARDS In the Credit Cards segment, TF Bank offers credit cards to creditworthy individuals in selected European markets. Operations are conducted in Germany, Norway, Austria, Spain, and Italy. The credit card offering was initially launched in Norway in 2015, followed by Germany in 2018 and Austria in 2022. In 2024, credit card operations were also established in Spain and Italy, marking an important step in the bank’s continued European expansion. The credit card is compatible with both Google Pay and Apple Pay across all markets and is built on a pan-European platform. The segment is characterised by scalability, data-driven credit assessment, and a clear focus on profitable growth. Credit Cards is one of TF Bank’s growth areas and forms a central part of the Bank’s long-term strategy. In the Ecommerce Solutions segment, TF Bank offers digital payment solutions, primarily aimed at e-commerce companies and their end customers. Operations are conducted under the Avarda brand and are active in the Nordics as well as Germany. The solutions cover the entire payment flow in e-commerce, from checkout to completed payment. The Avarda brand has existed since 2015 and has a clear focus on enabling e-merchants to strengthen and own their customer relationships throughout the purchase journey. The segment focuses on scalable, flexible, and brand-adapted payment solutions that meet both merchants’ and consumers’ requirements for simplicity, security, and choice. Platform and technology development within the segment also helps create growth opportunities in the Bank’s other segments. In the Consumer Lending segment, TF Bank offers unsecured consumer loans to creditworthy individ- uals. Operations are conducted in several European markets, with product offerings, terms, and distribu- tion channels adapted to local conditions and regu- lations. The segment grows in a controlled manner, with a focus on credit quality, risk management, and profitability. Through selective new lending and active portfolio management, Consumer Lending contributes stable income and cash flows, while complementing and strengthening the Bank’s other segments. The segment is a stable foundation for TF Bank’s business. ECOMMERCE SOLUTIONS CONSUMER LENDING GEOGRAPHIC DISTRIBUTION OF CREDIT CARDS GEOGRAPHIC DISTRIBUTION OF CONSUMER LENDING GEOGRAPHIC DISTRIBUTION OF ECOMMERCE SOLUTIONS 0 % 0 % 6 % 8 % 86 % Italy Spain Austria Norway Germany 0% 0% 0% 0% 1% 3% 16% 36% 44 % Germany Lithuania Denmark Latvia Estonia Poland Norway Finland Sweden 0 % 0 % 1 % 1 % 3 % 6 % 10 % 12 % 13 % 20 % 34 % Austria Poland Spain Germany Sweden Denmark Estonia Lithuania Latvia Finland Norway SEGMENTS
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18 • Annual Report 2025 • TF Bank AB (publ) CREDIT CARDS Within the segment, TF Bank offers fee-free credit cards to creditworthy private individuals. The German credit card was named the best credit card of 2025 with the rating “Very Good,” based on a customer survey conducted by the magazine, Focus Money, in Germany. In the Norwegian market, TF Bank Mastercard was considered one of the most comprehensive credit cards in 2025, by Finansplassen Norway. At the end of the year, the number of active credit cards in Germany amounted to approximately 401,000, making it the fastest-growing market within the segment. At year-end, the number of active credit cards in Norway was around 35,000, in Austria approximately 26,000, and in the newly established markets of Spain and Italy a total of about 4,000. With continued focus on attractive terms, user-friendliness, and locally adapted offers, the card segment has the potential to further strengthen its position and grow across the European markets. Loan portfolio The loan portfolio amounted to SEK 11,795 million (8,450), an increase in local currencies of 48 % compared to December 2024. Negative currency effects impacted the loan portfolio growth by 8 %. The new lending increased by 41 % to SEK 23,175 million (16,435). The increase is mainly related to the operations in Germany. The loan portfolio in Germany increased by 50 % to EUR 916 million (612) over the past year. The growth is mainly generated by an increased number of active credit cards. The loan portfolio in Norway increased by 23 % to NOK 1,034 million (844) over the past year. The loan portfolio in Austria increased by 73 % to EUR 65 million (38) during the same period. Growth in each loan portfolio has been driven by an increase in the number of cards issued. The loan portfolios in the new markets of Spain and Italy combined amounted to EUR 4 million (2). Results The operating profit has increased by 78 % to SEK 432.5 million (243.0). Higher income from the growing loan portfolio and economies of scale in the business model contributed to the considerable improvement in the operating profit. The operating income increased by 44 % to SEK 1,553 million (1,080). The increase is mainly related to the high growth in Germany. The operating income margin improved to 15.3 % (15.1), mainly as a result of higher income from insurance premiums. The operating expenses increased by 27 % to SEK 472.7 million (373.3) and the expenses have been partly affected by a greater focus on direct marketing, but also by higher sales-related costs associated with newly issued cards. However, the C/I ratio improved to 30.4 % (34.6) due to economies of scale in the business model. The net loan losses increased by 40 % to SEK 647.5 million (463.5). The increase was primarily affected by provisions for expected loan losses related to the growing loan portfolio in Germany. However, the net loan loss ratio slightly improved to 6.4 % (6.5). For further information about the loan portfolio and results of this segment, see Note G4 Segment reporting. OPERATING INCOME AND COST/INCOME RATIO SHARE OF THE BANK’S OPERATING INCOME 11,795 SEK million Loan portfolio 432.5 SEK million Operating profit 53 % -12 39 137 243 433 58 49 40 35 30 2021 2022 2023 2024 2025 Operating profit (SEK million) Cost/Income ratio (%)
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TF Bank AB (publ) • Annual Report 2025 • 19 The loan portfolio The loan portfolio amounted to SEK 2,761 million (2,742) compared to December 2024 the loan port- folio increased by 4 % in local currencies. Negative currency effects impacted the loan portfolio growth by 3 %. New lending increased by 15 % to SEK 6,907 million (5,994). The increase is mainly attributable to partnerships with new major retailers. Compared to December 2024, the loan portfolio in the Nordics increased by 9 % in local currencies and amounted to SEK 2,606 million (2,462). The Swedish loan portfolio increased by 17 % to SEK 1,194 million (1,023) following strong sales development during the past year. In Finland, the loan portfolio decreased by 2 % to EUR 90 million (93). In Norway the loan portfolio increased by 24 % to NOK 474 million (383). In Denmark, the loan portfolio decreased to DKK 1 million (3). The loan portfolio in the Baltics decreased by 58 % to EUR 3 million (8) and in Poland, the loan portfolio decreased by 45 % to PLN 29 million (54). ECOMMERCE SOLUTIONS Results The operating profit decreased by 21 % to SEK 85.2 million (107.3). The change is mainly explained to costs attributable to business development and the establishment of new partnerships. The operating income decreased slightly and amounted to SEK 494.1 million (496.3) mainly related to declining lending balances in the Baltics and Poland. However, the operating income margin improved to 18.0 % (17.3) primarily due to the Nordic operations, which carry stronger margins, accounting for a larger share of the segment, but is also attribut- able to slightly lower financing costs. The operating expenses increased by 6 % and amounted to SEK 304.3 million (286.0) primarily related to higher start-up costs for new partnerships. The C/I ratio amounted to 61.6 % (57.6). The net loan losses increased by 2 % to SEK 104.6 million (103.0) as a result of a slight weakening in credit quality. The net loan loss ratio amounted to 3.8 % (3.6). For further information about the loan portfolio and results of this segment, see Note G4 Segment reporting. OPERATING INCOME AND COST/INCOME RATIO Within the segment, TF Bank offers white-label-ba- sed credit and payment solutions primarily within e-commerce, where the merchant’s brand remains central throughout the entire customer journey. By enabling a seamless and brand-integrated customer experience, the solutions strengthen merchants’ customer relationships, while the Bank assumes responsibility for credit underwriting, risk manage- ment, and financing. The business has a clear Nordic focus. At year-end, the Nordic loan portfolio accounted for 96 % of the segment’s total portfolio, while other markets com- bined represented 4 %. During the year, efforts have been directed toward further concentrating opera- tions in markets with favourable conditions for long- term growth and stable profitability. At the same time, operations in Poland and the Baltics are being phased out. The Nordic portfolio thus constitutes a solid foun- dation for the segment’s continued development. In Germany, the expansion is being pursued selectively and in a controlled manner, with a focus on risk-adjusted returns and operational efficiency. 2,761 SEK million Loan portfolio 85.2 SEK million Operating profit 17 % SHARE OF THE BANK’S OPERATING INCOME 56 52 60 107 85 63 62 63 58 62 2021 2022 2023 2024 2025 Operating profit (SEK million) Cost/Income ratio (%)
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20 • Annual Report 2025 • TF Bank AB (publ) CONSUMER LENDING Within the segment, risk control is combined with disciplined growth, generating stable income and long-term profitable cash flows. The segment is established in the Nordic and Baltic markets, while the expansion the German market in 2025 broadens the portfolio and supports continued positive develop- ment. The Nordic loan portfolio represents 63 % of the seg- ment. The Nordic markets for consumer loans are char- acterised by credit information that is easy to access, a high share of credit intermediaries, and a well-function- ing system for collection of unpaid debts. During the autumn, new lending in Sweden resumed on a limited scale after having been paused since 2023. The loan portfolio outside the Nordics accounts for 37 % of the segment, with the majority located in the Baltics. The Baltic countries have fast-growing credit markets with several established Nordic players present. The average loan amount per customer within Consumer Lending amounted to approximately SEK 73 thousand at year-end. The loan portfolio The loan portfolio amounted to SEK 9,122 million (9,073), an increase in local currencies of 6 % com- pared to December 2024. Negative currency effects have impacted the loan portfolio’s growth of 6 %. New lending has increased by 17 % to SEK 5,536 million (4,720). The Nordic loan portfolio amounted to SEK 5,604 million (5,700) an increase of 4 % in local currencies compared to December 2024. The loan portfolio in Norway increased by 7 % and amounted to NOK 3,355 million (3,135). The loan portfolio in Finland decreased by 9 % to EUR 165 million (181). The Swedish loan portfolio decreased by 30 % to SEK 248 million (355). The loan portfolio in Denmark increased by 135 % to DKK 344 million (146) following a strong sales growth during the year. The loan portfolio in the Baltics increased by 11 % to EUR 296 million (266) over the past year. The growth is stable in all Baltic countries. The Polish loan portfolio decreased by 33 % to PLN 13 million (20) and the loan portfolio in Spain amounted to EUR 5 million (9). The German portfolio amounted to EUR 8 million (-). Results The operating profit increased by 1 % to SEK 338.1 million (334.5). The increase is explained by slightly lower loan losses. The operating income decreased by 1 % to SEK 857.7 million (862.4) and the operating income margin amounted to 9.4 % (9.5). The operating expenses increased slightly to SEK 275.9 million (274.7) and the C/I ratio amounted to 32.2 % (31.9). The net loan losses have decreased by 4 % to SEK 243.7 million (253.2) as a result of slightly improved credit quality in the Nordics. The net loan loss ratio improved slightly to 2.7 % (2.8). For further information about the loan portfolio and results of this segment, see Note G4 Segment reporting. OPERATING INCOME AND COST/INCOME RATIO 9,122 SEK million Loan portfolio 338.1 SEK million Operating profit 30 % SHARE OF THE BANK’S OPERATING INCOME 308 344 329 335 338 30 33 32 32 32 2021 2022 2023 2024 2025 Operating profit (SEK million) Cost/Income ratio
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TF Bank AB (publ) • Annual Report 2025 • 21 BUILDING THE FOUNDATION FOR SUSTAINABLE GROWTH At TF Bank, innovation is about creating smarter, more efficient ways to deliver value to customers. During the year, the Bank took a significant step in its digital transformation by modernising and expanding its card and payment platform. A shared platform is now being developed for both Credit Cards and Ecommerce Solutions. This enables scalable growth, more efficient processes and a clearer focus on creating and developing customer value. - Throughout my career, I’ve always been motivated by finding better ways of working, doing more with less. This modernisation project reflects that philosophy perfectly. We’re scaling and developing a platform that already performs exceptionally well within Ecommerce Solutions and extending it to support credit cards and future products across TF Bank’s markets. The new platform will enable faster product launches, an improved customer experience and a more efficient way of working. With new features such as instant card issuance, personalised PIN functionality, and seamless integration with digital wallets, the platform brings immediate customer benefits. At the same time, the platform creates opportunities for future product combinations, further enhancing customer value. - The platform gives us the flexibility to connect products and deliver relevant solutions throughout the entire customer journey. It strengthens our ability to proactively manage customer value and build long-term relationships. The initiative reflects strong collaboration across all of TF Banks departments, demonstrating the Group’s ability to deliver large-scale enhancements with focus and precision. Within a short timeframe, cross- functional teams have developed a modern, future- ready platform that supports TF Bank’s pan-European ambitions. - This is not just a technology upgrade, it’s proof of what can be achieved when the entire organisation works together toward a common goal. The colla- boration and commitment across teams has been exceptional. We’ve built a foundation that will support growth and innovation for years to come.” By consolidating its digital infrastructure and aligning operations, TF Bank is reinforcing its position as a technology-driven provide of credit and payment services. The new platform enhances efficiency, accelerates innovation, and strengthens the Group’s capacity to create and sustain customer value at scale. Suria Ribeiro Head of Credit Cards Product
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22 • Annual Report 2025 • TF Bank AB (publ) Annual General Meeting 2026 The 2026 Annual General Meeting will be held on Tuesday 5 May 2026 in Borås. Notice of the Annual General Meeting will be published no later than Tuesday 7 April 2026. Proposed dividend The Board of Directors and the Chief Executive Officer propose that the funds available to the Annual General Meeting, amounting to SEK 3,094,087,215, be appropriated as follows: A dividend of SEK 5 per share shall be distributed to the shareholders, corresponding to a total of SEK 323,250,000. SEK 2,770,837,215 shall be carried forward. The Board of Directors proposes that the record date for the dividend shall be 7 May 2026. If the Annual General Meeting resolves in accordance with the proposal, the dividend is expected to be paid on 12 May 2026. The Board of Directors’ statement pursuant to Chapter 18, Section 4 of the Swedish Companies Act In assessing the size of the proposed dividend, the Board of Directors has taken into account the require- ments that the nature, scope and risks of the oper- ations place on the size of the Company’s equity, as well as the Company’s need for consolidation, liquidity and financial position in general. In this assessment, the Board has considered the financial position, results and cash flow of the Company and the Group, as well as the Company’s future development and investment needs. The Board of Directors considers the proposed dividend to be justifiable in light of the requirements that the nature, scope and risks of the operations place on the equity of the Company and the Group, as well as the Company’s need for consolidation, liquidity and financial position in general. Financial targets The 13 April 2025 the Board of TF Bank has adopted the following financial targets: Growth TF Bank’s aim is to achieve a loan portfolio of SEK 35 billion by second half of 2027. Profitability TF Bank’s aim is to maintain a return on equity well above 20 %. Capital structure TF Bank’s aim is that all capital ratios should exceed the regulatory requirement (including Pillar 2 and buffer requirements) by at least 2.5 percentage points. Remuneration of senior executives In accordance with the disclosure requirements set out in FFFS 2011:1 regarding remuneration systems in credit institutions and investment firms, as most re- cently amended by FFFS 2021:17, information relating to, among other things, remuneration systems is pre- sented on the Bank’s website, www.tfbankgroup.com. The guidelines for remuneration of senior executives apply to the CEO, the CFO, and other members of executive management. The guidelines shall apply to remuneration agreed upon and to changes made to remuneration already agreed upon after the guide- lines have been adopted by the General Meeting. At the Annual General Meeting in 2023, the following guidelines regarding remuneration of TF Bank’s senior executives were adopted: Guidelines for promoting the Bank’s business strategy, long-term interests and sustainability TF Bank is a fast-growing provider of credit and payment services operating in 14 European countries. Through a proprietary IT infrastructure, the Company develops simple and flexible payment and financing solutions to millions of customers. Since 1987, TF Bank has combined growth with profitability, and following its IPO in 2016, this development has continued with a strong focus on scalability and automation. Lending and deposit operations are conducted in the Nordics, the Baltics, Poland, Germany, Austria, Spain, Ireland, the Netherlands, and Italy through subsidiary, branch, or cross-border banking with the support of the Swedish banking license. The business is divided into three segments: Credit Cards, Consumer Lending, and Ecommerce Solutions. Successful implementation of the Bank’s business strategy and the safeguarding of the Bank’s long-term interests, including sustainability, require the ability to recruit and retain qualified employees. This, in turn, requires the Bank to offer competitive remuneration. These guidelines enable the Bank to offer senior executives a competitive total remuneration package. Variable cash remuneration covered by these guide- lines shall aim to promote the Bank’s business strat- egy and long-term interests, including sustainability. The forms of remuneration etc. Remuneration shall be market-based and competitive and may consist of the following components: fixed cash salary, variable cash remuneration, pension bene- fits, and other benefits. In addition, the General Meeting may resolve on, for example, share-based or share price–related remuneration. Fixed cash salary Each senior executive shall receive a base salary, i.e. a fixed monthly salary. The base salary shall reflect the executive’s responsibilities and the nature of the posi- OTHER FINANCIAL INFORMATION
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TF Bank AB (publ) • Annual Report 2025 • 23 tion, individual performance, and market conditions. The fixed cash salary shall constitute a sufficiently large portion of the executive’s total remuneration to allow the variable components to be set to zero. The fixed cash salary constitutes pensionable income and forms the basis for the calculation of variable remuneration. Variable cash compensation Fulfilment of the criteria for payment of variable cash remuneration shall be measurable over a period of one or more years. Furthermore, the remuneration rules applicable to banks in force at any given time shall be complied with. Variable cash remuneration may amount to a maximum of 100 % of pensionable income. Pension benefits Pension benefits, including disability insurance, shall be defined contribution–based, unless the executive is covered by a defined benefit pension scheme pursuant to mandatory collective bargaining agreements. Pen- sion premiums for defined contribution pensions may amount to a maximum of 25 % of pensionable income. Other benefits Other benefits, such as company car benefits, may amount to a maximum of 20 % of pensionable income. For employment relationships governed by regulations other than Swedish law, appropriate adjustments may be made with regard to pension benefits and other benefits in order to comply with mandatory regulations or established local practice, while ensuring that the overall purpose of these guidelines is met to the great- est extent possible. Termination of employment In the event of termination by the Bank, the notice period shall not exceed twelve months. Fixed cash salary during the notice period and any severance pay shall, in total, not exceed an amount corresponding to six to twelve months of fixed cash salary. In the event of termination by the executive, the notice period shall not exceed six months, and no severance pay shall be payable. In addition, compensation may be paid for any non-compete undertaking. Such compensation shall compensate for any loss of income and shall only be paid to the extent that the former executive is not entitled to severance pay. The compensation shall be based on the fixed cash salary at the time of termination and shall be paid for the duration of the non-compete undertaking, which shall be no longer than six to twelve months following the termination of employment. Criteria for distributing variable remuneration Variable cash remuneration shall be linked to pre- determined and measurable criteria, which may be financial or non-financial in nature. The criteria may also consist of individually tailored quantitative or qualitative targets. The criteria shall be designed to promote the Bank’s business strategy and long- term interests, including sustainability, for example by having a clear link to the business strategy or by supporting the executive’s long-term development. Once the measurement period for the fulfilment of the criteria for the payment of variable cash remu- neration has ended, an assessment shall be made and the extent to which the criteria have been met shall be determined. The Board of Directors is responsible for such assessment with respect to variable cash remuneration for senior executives. Fulfilment of financial criteria shall be determined based on the Bank’s most recently published finan- cial information. Variable remuneration shall only be paid to the senior executive to the extent that it is justifiable in light of the TF Bank’s financial position and warranted by the performance of the Bank, the relevant business unit, and the individual. Variable remuneration may also be reduced to zero in its entirety. The Bank shall have the right, to the extent permitted by law or agreement and subject to any applicable limitations, to reclaim variable remuneration that has been paid on incorrect grounds. Salary and terms of employment for the employees In the preparation of these remuneration guidelines, the salary and employment conditions of the Bank’s employees have been taken into account by includ- ing information on employees’ total remuneration, the components of such remuneration, as well as changes in remuneration and the rate of increase over time, as part of the Board of Directors’ decision-mak- ing basis when assessing the reasonableness of the guidelines and the limitations arising therefrom. The decision-making process to establish, review and implement the guidelines The Board of Directors shall prepare proposals for new remuneration guidelines when there is a need for material changes and at least every four years. The proposal shall be submitted to the Annual General Meeting for resolution. The guidelines shall apply until new guidelines are adopted by the Gen- eral Meeting. The Board of Directors shall also moni- tor and evaluate variable remuneration programs for the executive management, the application of the guidelines for remuneration to senior executives, as well as the remuneration structures and remunera- tion levels within the Bank. The Remuneration Com- mittee shall prepare the Board’s work in accordance with the above. When the Board of Directors and the Remuneration Committee prepare, consider, and make decisions on remuneration-related matters, the
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24 • Annual Report 2025 • TF Bank AB (publ) CEO and other members of the executive manage- ment shall not be present insofar as they are affected by the matters. Deviations from the guidelines The Board of Directors may resolve to temporarily deviate from these guidelines, in whole or in part, if, in an individual case, there are special reasons for doing so and such deviation is necessary to safe- guard the Bank’s long-term interests, including sus- tainability, or to ensure the Bank’s financial viability. Period of notice and severance pay According to the agreement between TF Bank AB and the CEO, the notice period is six months (twelve months if the termination is initiated by the Bank). Salary during the notice period shall be offset against any salary the CEO receives from a new employer under a new agreement. Risks and uncertainties Various types of risks arise in the Group’s operations and these risks may materialise in different ways across the business. The following main risk catego- ries have been identified: • Credit risks (including credit risks related to the loan portfolio, credit-related concentration risks and coun- terparty risks ) • Market risks (interest rate, and currency exchange risks) • Liquidity risks • Operational risks (including process risks, IT and sys- temic risks and external risks) • Other business risks (including business risks, cyclical risks and reputational risks) The Bank assesses credit risks, liquidity risks and operational risks as the most significant risks. To limit and control risk-taking in the business, the Board of Directors, which holds ultimate responsibility for internal controls, has established policies and instructions governing lending and other activities. For a more detailed description of financial risks and the use of financial instruments, as well as capital adequacy, see notes G3 and G34. Banking operations are subject to extensive regu- lations concerning capital adequacy and liquidity requirements, which are primarily governed by the regulatory package that comprises Capital Require- ments Directive (CRD) and Capital Requirements Regulation (CRR), which jointly implement the Basel agreement within the European Union (collectively known as the “Basel regulatory framework”). The Basel regulatory framework includes certain capital requirements that are designed to be variable over time and that are dependent on the presence of cyclical and structural systemic risks. The Bank must, at all times, comply with the specified capital and liquidity requirements and maintain adequate capital and access to liquidity. TF Bank monitors changes related to capital and liquidity requirements and takes these into consideration regarding the financial targets. Geopolitical and macroeconomic uncertainty TF Bank is exposed to external factors linked to geo- politics and macroeconomic conditions. The geopo- litical situation remains uncertain in parts of Europe, which also affects the broader macroeconomic environment. TF Bank’s operations, new lending, or loan losses could potentially be adversely impacted by such events in the future. Sustainability TF Bank actively strives to conduct a responsible business with the aim of minimising negative impacts on the environment and people. Environmental re- sources are used responsibly and carefully through- out the Bank’s operations. TF Bank operates in an environmentally sustainable manner by, for example, improving efficiency and investing in sustainable products and services. The business model is as digital and automated as possible, which ensures accessibility and a limited environmental footprint. In November 2025, new Swedish legislation on sus- tainability reporting was adopted following the EU’s revised Corporate Sustainability Reporting Directive (CSRD). The legislation came into effect on 31 De- cember 2025, meaning that TF Bank will continue to apply the provisions of the Annual Accounts Act for sustainability reporting through the 2026 financial year. Reporting under CSRD will be carried out for the first time for the 2027 financial year, with publication in 2028. TF Bank will continue to develop its ongoing preparatory work in relation to CSRD but does not intend to implement the framework in full ahead of schedule. TF Bank’s sustainability report for 2025 has been pre- pared in accordance with the Annual Accounts Act’s requirements (Chapter 6, Section 12) for sustainability reporting. TF Bank has opted to present the statutory sustainability report as a separate report, distinct from the management report in the annual report. This has been submitted to the auditor alongside the annual report. The sustainability report can be found on pages 128-146. The results and financial position of the Bank are shown in the below income statement and statements of financial position, statements of equity and cash flow statements, as well as accompanying notes.
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TF Bank AB (publ) • Annual Report 2025 • 25 TF Bank AB (publ) • Annual Report 2025 • 25 FINANCIAL INFORMATION AND NOTES - GROUP
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26 • Annual Report 2025 • TF Bank AB (publ) INCOME STATEMENT - GROUP SEK thousand Note 2025 2024 G2,G3,G4 Operating income Interest income according to effective rate method 3,476,420 3,040,652 Other interest income 11,161 60,551 Interest income G6,G32 3,487,581 3,101,203 Interest expense G7 -808,621 -845,447 Net interest income 2,678,960 2,255,756 Fee and commission income 441,994 362,750 Fee and commission expense -220,139 -179,437 Net fee and commission income G8,G32 221,855 183,313 Net results from financial transactions G9 3,689 -553 Total operating income 2,904,504 2,438,516 Operating expenses General administrative expenses G10,G11,G12,G32 -917,765 -821,371 Depreciation and amortisation of tangible and intangible assets G13,G14,G15 -70,467 -68,402 Other operating expenses G16 -64,660 -44,232 Total operating expenses -1,052,892 -934,005 Profit before loan losses 1,851,612 1,504,511 Net loan losses G17 -995,804 -819,606 Operating profit 855,808 684,905 Items affecting comparability G18 -2,251 103,084 Tax on profit for the year G19 -186,511 -155,640 Profit for the year 667,046 632,349 Profit for the year attributable to: Shareholders of the Parent company 641,208 603,220 Parent company holders of additional tier 1 capital instruments 25,838 29,129 Basic earnings per share (SEK) 9.92 9.33 Diluted earnings per share (SEK) 9.92 9.33 STATEMENT OF OTHER COMPREHENSIVE INCOME - GROUP SEK thousand 2025 2024 Profit for the year 657,046 632,349 Other comprehensive income Items that may subsequently be reclassified to the income statement Gross exchange rate differences -6,296 222 Tax on exchange rate differences in the year -15,668 - Other comprehensive income for the year -21,964 222 Total comprehensive income for the year 645,082 632,571 Profit for the year attributable to: Shareholders of the Parent company 619,244 603,442 Parent company holders of additional tier 1 capital instruments 25,838 29,129
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TF Bank AB (publ) • Annual Report 2025 • 27 BALANCE SHEET - GROUP SEK thousand Note 31 Dec 2025 31 Dec 2024 G2,G3,G20,G21 ASSETS Cash and balances with central banks 17,576 18,563 Treasury bills eligible for refinancing, etc. G22 2,489,437 1,792,652 Loans to credit institutions G23,G32 2,236,407 2,447,869 Loans to the public G4,G24 23,678,282 20,265,458 Shares G25 117,267 117,309 Goodwill G13 20,011 20,011 Intangible assets G14 82,703 97,572 Tangible assets G15 75,182 71,370 Other assets G26,G32 180,591 145,196 Current tax assets 4,368 - Deferred tax assets G19 86,129 7,659 Prepaid expenses and accrued income 130,515 85,946 TOTAL ASSETS 29,118,468 25,069,605 LIABILITIES AND EQUITY Liabilities Deposits and borrowings from the public G27 24,692,150 21,197,981 Other liabilities G28,G32 273,103 232,528 Current tax liabilities 81,100 63,175 Accrued expenses and prepaid income G29 384,565 436,552 Deferred tax liabilities G19 1,120 19,606 Provisions 3,589 1,574 Subordinated liabilities G30 394,844 345,509 Total liabilities 25,830,471 22,296,925 Equity G33 Share capital 107,750 107,500 Foreign currency reserve -19,770 2,194 Retained earnings 2,950,017 2,412,986 Total equity attributable to parent company shareholders 3,037,997 2,522,680 Tier 1 capital instrument 250,000 250,000 Total equity attributable to the owners of the Parent Company 3,287,997 2,772,680 TOTAL LIABILITIES AND EQUITY 29,118,468 25,069,605
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28 • Annual Report 2025 • TF Bank AB (publ) STATEMENT OF CHANGES IN EQUITY - GROUP SEK thousand Restricted equity Non-restricted equity Share capital Foreign currency reserve Retained earnings Tier 1 capital instrument Total equity Equity as at 1 Jan 2024 107,500 1,972 1,801,442 250,000 2,160,914 Profit for the year 632,349 632,349 Other comprehensive income for the year 222 222 Total comprehensive income for the year 222 632,349 632,571 Transactions with owners of the Parent company Contributions from and value transfers to owners of the Parent company Interest Tier 1 capital -29,129 -29,129 Share based remunerations 8,324 8,324 Total contributions from and value transfers to owners of the Parent company -20,805 -20,805 Equity as at 31 Dec 2024 107,500 2,194 2,412,986 250,000 2,772,680 Equity as at 1 Jan 2025 107,500 2,194 2,412,986 250,000 2,772,680 Profit for the year 667,046 667,046 Other comprehensive income for the year -21,964 -21,964 Total comprehensive income for the year -21,964 667,046 645,082 Transactions with owners of the Parent company Contributions from and value transfers to owners of the Parent company Targeted share issue 250 250 Interest on additional Tier 1 capital instruments Total contributions from and distributions to owners -107,750 -107,750 Transaction costs, issue of Tier 1 capital Other transactions in equity Interest on additional Tier 1 capital instruments -25,838 -25,838 Total contributions from and distributions to owners 3,573 3,573 Total contributions from and value transfers to owners of the Parent company 250 -130,015 -129,765 Equity as at 31 Dec 2025 107,750 -19,770 2,950,017 250,000 3,287,997
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TF Bank AB (publ) • Annual Report 2025 • 29 CASH FLOW STATEMENT - GROUP SEK thousand 2025 2024 Operating activities Operating profit 855,808 684,905 Adjustment for items not included in cash flow Depreciation and amortisation of tangible and intangible assets 70,467 68,402 Accrued interest income and expense -76,630 134,635 Other non-cash items -2,043 5,973 Paid income tax -188,622 -187,972 Cash flows from used in operations before changes in working capital 658,980 705,943 Increase/decrease in loans to the public -3,412,824 -2,394,825 Increase/decrease in other short-term receivables 87,259 -271,355 Increase/decrease in deposits and borrowing from the public 3,494,169 544,984 Increase/decrease in other short-term liabilities 47,908 -134,524 Change in restricted bank deposits -71,549 723 Cash flow from operating activities 803,943 -1,549,054 Investing activities Investments in tangible assets -7,281 -30,999 Investments in intangible assets -34,566 -53,264 Sale of shares in subsidiaries -2,251 105,700 Cash flow from investing activities -44,098 21,437 Financing activities Paid interest on lease debt -1,345 -1,443 Amortisation of lease debt -17,619 -15,514 Share issue 250 - Redemption of Tier 2 capital -100,000 -100,000 Issue of Tier 2 capital 150,000 100,000 Interest on Tier 1 capital -25,838 -29,129 Dividend to shareholders -107,750 - Cash flow from financing activities -102,302 -46,086 Cash flow for the year 657,543 -1,573,703 Cash and cash equivalents at the beginning of the year 4,246,859 5,731,169 Exchange rate difference in cash and cash equivalents -244,756 89,393 Cash and cash equivalents at the end of the year 4,659,646 4,246,859 Cash flow from operating activities includes interest expenses paid and interest payments received Interest expenses paid -884,412 -713,452 Interest payments received 3,390,106 2,935,092 Components of cash and cash equivalents Cash and balances with central banks 17,576 18,563 Treasury bills eligible for refinancing 2,489,437 1,792,652 Loans to credit institutions 2,236,407 2,447,869 Restricted bank deposits -83,774 -12,225 Total cash and cash equivalents 4,659,646 4,246,859
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30 • Annual Report 2025 • TF Bank AB (publ) NOTE G1 General information The consolidated financial statements and annual report of TF Bank AB for the financial year 2025 were approved by the Board of Directors and the CEO for publication on 20 March 2026. The Parent company, TF Bank AB, has its registered office in Borås, Sweden and is a banking company licensed to conduct banking operations. The Bank conducts lending and/or deposit opera - tions to private individuals in Sweden, Finland, Norway, Denmark, Estonia, Latvia, Lithuania, Poland, Germany, Austria, Spain, Ireland, the Netherlands and Italy through subsidiaries, branches or cross-border operations with the support of the Swedish bank - ing licence. The Company’s shares are traded on Nasdaq OMX Nordic in Stockholm in the Mid Cap segment. General information Name TF Bank AB (publ) Residence Borås Legal form Limited company (publ) Legal domicile Sweden Address, company headquarter Box 947, 501 10 Borås Organisation number 556158-1041 LEI code 529900BGZZZTLLBR1X49 Website www.tfbankgroup.com Branches TF Bank AB, branch Finland 2594352-3 TF Bank AB, branch Poland PL9571076774 TF Bank AB, branch Estonia 14304235 TF Bank AB, branch Norway 923 194 592 TF Bank AB, branch Latvia 50203334311 TF Bank AB, branch Lithuania 306989111 TF Bank AB, branch Spain W0298854A Subsidiaries TF Bank Nordic AB 559476-6379 TF Bank Nordic AB NUF, filial Norge 935 301 734 TF Bank Nordic AB, filial Finland 3529515-2 TFB Service GmbH HRB 208869 B TFBN Services Ltd 15924773 TFB Holding Ltd C 112948 TFB Service UAB 304785170 Yieldloop AB 559526-1859 Avarda AS 931 481 169 Credento Bank AB 559530-1945 All subsidiaries are 100 % owned. The term “Bank/Group” refers to TF Bank AB together with its branches and subsidiaries. The Swedish krona (SEK) is the Group’s presentation currency, which is TF Bank AB’s functional currency and presentation currency. NOTE G2 Accounting Policies The most significant accounting policies applied in the prepara - tion of these consolidated financial statements are set out below. These accounting policies have been applied consistently to all reporting periods presented in these financial statements, unless otherwise stated. The consolidated financial statements of the TF Bank AB Group have been prepared in accordance with International Financial Reporting Standards (IFRS) and interpretations of these standards adopted by the European Union (EU). In addition, the supple - ments set out in the Annual Accounts for Credit Institutions and Securities Companies Act (1995:1559), RFR 1 Supplementary Accounting Rules for Groups, issued by the Swedish Sustainability and Financial Reporting Board, and of the Swedish FSA (FFFS 2008:25). Estimates and Judgements Preparation of the consolidated financial statements in compliance with IFRS requires the use of some critical estimates for accounting purposes. Estimates and judgements are reviewed on an ongoing basis and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The Bank makes estimates and assumptions about the future. The resulting estimates for accounting purposes by definition rarely correspond to the actual results. The area that involves a high degree of judgement, is complex, or where assumptions and estimates have a material impact on the financial statements primarily comprise provisions for expected loan losses. Provisions for expected loan losses TF Bank has a forward-looking model for impairments in accord - ance with IFRS 9, where expected loan losses on financial assets are calculated at initial recognition. A loan loss reserve is recog - nised for all financial assets that are valued at amortised cost. The calculation of the expected loan losses is done through methods and models developed by the Bank, all of which are character - ised by assumptions about the future, such as how historical ex - periences will develop in the future given assumptions about the development of various macro scenarios. Making provisions for expected loan losses requires careful analysis of available data to make reliable assessments about the future. The most important inputs used to assess expected loan losses are: • Probability of default (PD) • Loss given default (LGD) • Exposures at default (EAD) • Expected maturity Calculations are derived from developed statistical models. PD for 12 months and PD for the remaining maturity are based on the conditions on the balance sheet date. PD models are based on homogeneous groups of the total loan portfolio, i.e. geographic market and segment. Future economic conditions are considered through expert assessments for each homogeneous group. The Bank’s method for estimating the probability of default also takes into account unused limits for revolving credits. LGD corresponds to the expected loss in the event of default and takes into account assumptions about future discounted cash flows or the contractual terms that apply in the event of sale to debt collection agencies. The Company’s issued credits that have matured without being settled by the debtor are continuously sold to debt collection agencies on markets where the Board considers the price level to be favourable for the Bank’s performance and risk profile. During the year, the Bank has chosen to keep more of nonperforming loans in the balance sheet. EAD represents an estimated credit exposure at a future point in time in the event of default, taking into account expected changes in credit exposure on the balance NOTES
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TF Bank AB (publ) • Annual Report 2025 • 31 sheet date. The Bank’s method for calculating EAD corresponds to current contractual terms for repayment of capital, interest, and maturity date. For the calculation of future maturity, the Bank starts from the original contract period and then takes into account behaviour patterns for the Bank’s various segments and markets to determine the expected maturity. For more detailed information on impairment tests and credit risks, see the section Impairment of financial assets in this note, the section on Credit risks in Note G3 and Note G24. New standards and amendments and interpretations of existing standards that have been adopted by the Bank No changes or improvements to IFRS standards that have come into effect, or new IFRS IC Agenda Decisions published for the 2025 financial year had any material impact on TF Bank’s financial report. The same applies to corresponding changes in Swedish regulations. In April 2024, the IASB issued the new standard IFRS 18, “Pres - entation and Disclosure in Financial Statements”, which will replace IAS 1 “Presentation of Financial Statements”. IFRS 18 introduces new requirements regarding the presentation of, and disclosures about, financial performance in financial statements. IFRS 18 becomes effective for financial years beginning on or after 1 January 2027. Early adoption is permitted. The standard has not yet been endorsed by the EU. TF Bank does not intend to apply the amendments before they become effective. At present, it is not possible to determine exactly how IFRS 18 will affect the Company’s financial statements; however, it is currently not expected to have any significant impact. This preliminary assessment will be subject to further analysis. Foreign currency translation Functional currency and presentation currency Items included in the financial statements of the Bank’s various entities are measured in the currency of the primary economic environment in which the respective subsidiary or branch mainly operates (the functional currency). The financial statements are presented in Swedish kronor (SEK), which is the functional and presentation currency of TF Bank AB. Transactions and balances Transactions in foreign currencies are translated into the functional currency at the exchange rates prevailing on the transaction date. Foreign exchange gains and losses arising on the settlement of such transactions, and on the translation of monetary assets and liabilities denominated in foreign currencies at the exchange rates prevailing at the balance sheet date, are recognised in the income statement. An exception applies to transactions that constitute hedges and meet the requirements for hedge accounting of cash flows or net investments, in which case gains and losses are recognised in other comprehensive income. Foreign branches and subsidiaries For items that are considered to be dealings with the foreign branches, all translations are recorded in net profit or loss of finan- cial transactions. Goodwill and fair value adjustments arising on the acquisition of a foreign operation are recognised as assets and liabilities of the foreign entity and translated at the exchange rate at the balance sheet date. Foreign exchange differences arising on the acquisition are recognised in other comprehensive income. Segment reporting Operating segments are accounted for in a way that is compatible with the internal reports submitted to the function responsible for the allocation of resources and the evaluation of the results of the operating segments. In the Bank, this function has been identified as the CEO. Tangible assets The straight-line method of depreciation is used for all types of tangible assets. The following depreciation periods are used: IT equipment 36 months Other equipment 60 months Lease liabilities are measured at the present value of the remain - ing lease payments using the incremental borrowing rate at the date of first application. Leases with a term of twelve months or less are not included, nor are leases for which the underlying asset has a lesser value. Intangible assets The Group’s intangible assets consist entirely of development costs that are directly attributable to the development and testing of iden- tifiable and unique software products controlled by the Bank. The intangible assets are amortised on a straight-line basis over their useful lives, but not more than 60 months, from the time the asset is ready for use. Goodwill The goodwill recognised in the balance sheet is related to business acquisitions and mergers. An impairment test for goodwill is per- formed annually. The calculations are based on estimated future af- ter-tax cash flows derived from financial forecasts approved by the management, covering a three-year period, in line with the Bank’s business plan. Key assumptions regarding the forecasts include average credit portfolio, new lending, and margins. The average growth rate used is based on the Company’s own plans and as- sessments of future development. For the period after the forecast period, growth is estimated to align with the Swedish Central Bank’s inflation target. Estimated cash flows have been discounted using a rate based on the risk-free interest rate, along with a risk adjustment corresponding to the market’s average return requirement. The calculation of the recoverable amount is based on the value in use. Financial instruments – classification, recognition and meas - urement Note G20 “Classification of financial assets and liabilities” shows how TF Bank has categorised financial instruments. Fair value through other comprehensive income Financial assets and liabilities measured at amortised cost are initially recognised in the balance sheet at fair value, including transaction costs. After initial recognition, the instrument in this category is measured at amortised cost using the effective interest method less the credit loss provision for financial assets. This category includes the Bank’s loan receivables and custom - er receivables, eligible Treasury bills, as well as subordinated liabilitíes. Fair value through profit and loss Financial assets and liabilities valued at fair value through profit and loss if they are not to be valued in any of the other catego- ries. These assets and liabilities are valued at fair value excluding transaction costs. All changes in value of these items are reported directly in the income statement in “Net results from financial transactions”. The financial instruments that are valued at fair value through TF Bank’s profit and loss comprise derivative instruments held for trading purposes and shares whose cash flows do not meet the cash flow criteria. Accounting, cancellation and modification Financial assets and financial liabilities are reported in the balance sheet on the business day, which is the day on which the agree- ment is entered into, in addition to financial assets classified as amortised cost which are reported on the settlement date. Finan- cial assets are removed from the balance sheet when the right to receive cash flows from the instrument has expired or has been transferred and the Bank has transferred virtually all risks and ben- efits associated with ownership to another party. A financial asset and a financial liability are netting off and reported at the netting Note G2 cont.
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32 • Annual Report 2025 • TF Bank AB (publ) amount in the balance sheet, only when there is a legal right to net off the amounts, and the intention is there to settle the posts with a net amount or to simultaneously realise the asset and settle the liability. When a loan is modified, the Bank makes an assessment of whether the modification results in removal from the balance sheet. A loan is considered to be modified when the terms and conditions governing cash flows change compared to the original agreement, for example due to easing of loan terms, changes in market condi- tions, measures to retain the customer and other factors unrelated to a borrower’s deteriorating creditworthiness. Modified loans are removed from the balance sheet and a new loan is reported either when the existing loan is terminated and a new agreement is entered into with significantly different terms or if the terms of an existing agreement are significantly modified. Modifications solely due to the borrower’s financial difficulties, including the provision of relief in loan terms, are not considered significant on their own. If a loan has been modified and moved from Stage 1 to either Stage 2 or 3, it will not be moved back during the term of the loan. Financial liabilities are removed from the balance sheet when the debt is extinguished by the agreement being fulfilled, cancelled or terminated. Loan receivables classified as impaired are written off from the balance sheet when the Bank has no reasonable expec- tation of recovering a claim in its entirety or in part. The Bank has no reasonable expectation of recovering the claim and considers the loss to be determined when a customer has passed, complet- ed a debt restructuring program, or when it has been sold to a third party. After write-off, loan receivables are no longer reported on the balance sheet. Recovery of previously written-off amounts is reported as a reduction of loan losses in the net loan losses line of the income statement. Impairment of financial assets TF Bank has a portfolio-based model for calculating loan loss pro- visions based on the valuation of expected loan losses and com- plemented by risk parameters. The risk parameters are updated on a report-by-report basis to reflect forward-looking information. The Bank segments out each month’s loans issued in order to analyse current behaviour in relation to historical behaviour and, based on this, calibrate models to calculate expected credit losses. In cases where the effect of relevant factors is not captured by risk models, the Bank uses expert adjustments. The Group’s calculation of future expected loan losses includes forward-looking macroeconomic information based on three different scenarios, a base, a positive scenario and an adverse scenario. These scenarios have then been weighted into the model based on the Group’s assessment of the probability of each scenario occurring. The input data used comes from the European Central Bank’s (ECB) and the Organisation for Economic Co-oper- ating and Development (OECD) forecasts, which include estimates of macroeconomic variables such as GDP, inflation, unemployment rate, interest rates and households’ consumption. The base scenar- io is based on the ECB’s staff projections presented new interest rate decisions are announced. The positive scenario assumes favourable outcomes according to the confidence intervals in the ECB’s staff projections, which, based on the Company’s assess - ment, would lead to a reduction in the provision for expected loan losses by 6.1 %. The adverse scenario is also based on the ECB’s staff projections and would result in an increase in provisions by 1.8 %. The base scenario implies a decrease of 4.1 % in the Group’s provisions. The Group takes into account the macroeconomic effect on the reserve for expected loan losses only for loans where the credit risk has not significantly increased since origination (i.e., Stage 1). In addition to macroeconomic variables, the Group also considers credit variables. The Group uses assumptions about the probability of default (PD) ranging from 1-14 % for claims in Stage 1 and 38-86 % for claims in Stage 2. The Group’s assumptions for loss given default (LGD) range from 14-75 %. For table illustrations and sensitivity analysis, see note G24. The Group primarily uses quantitative data to determine whether a significant increase in credit risk has occurred in order to categorise the financial assets into the three different categories. Qualitative data is used in cases where the Bank receives external or internal information that a customer has payment difficulties. Provisions for loans in Stage 3 are made with the difference between the asset’s carrying amount and the present value of future cash flows, discounted at the original effective interest rate. The expected future cash flow is based on calculations that take into account historical repayment levels that are applied to each generation of loan receivables. The calculation of the lifetime for credit cards and other revolving credits as well as provisioning of unused credit limits is based on predictive models about the future limit use and statistical repayment plans. The models are based on internal historical data where different models are used for homogeneous groups of credits with similar explanatory variables. Definition of default and credit impaired assets According to the Bank, defaults and doubtful receivables are triggered if any of the following occurs; a borrower has past due unpaid amounts older than 90 days, has died or been declared bankrupt or similar; the loan has been identified as fraudulent or sold or sent to an external collection agency, In assessing whether a borrower is unlikely to pay its loan obligations, the Bank con- siders both qualitative and quantitative factors including, but not limited to, the status of defaults, defaults, expected easing of loan terms, expected bankruptcy or breach of loan terms. Determining a significant increase in credit risk since initial recognition The Bank assesses changes in credit risk using a combination of individual and collective information and reflects significant increases in credit risk at the individual financial instrument level. The forward-looking lifetime probability of default over the remaining term will incorporate the effects of past and current forecasted economic conditions. Quantitative indicators are the most important part in determining an increase in credit risk since initial recognition, and an increase in credit risk occurs when the loan has been past due for 30 days or more, which results in the asset being moved from Stage 1 to Stage 2. If the loan is past due for 90 days or more, the asset is moved to Stage 3. This process is done at the portfolio level. Qualitative indicators at the contract level are also taken into account when placing in the different stages, such as if the borrower is monitored on a watchlist or has been granted relief in loan terms, or if the Bank receives external information that the customer is experiencing pay - ment difficulties, such as debt restructuring cases and payment arrangements. The Bank assesses that financial assets with low credit risk on the reporting date are not considered to have been significantly exposed to an increased credit risk, which refers to financial assets classified as cash and balances with central banks, securities issued or guaranteed by the government that are eligible for repurchase agreements, and lending to other fi - nancial institutions. A financial instrument is no longer considered to have experienced a significant increase in credit risk when all indicators are no longer breached. Derivative instruments and hedge accounting Derivative instruments are recognised in the balance sheet on the contract date and are measured at fair value through profit or loss, both initially and in subsequent revaluations. The Bank’s derivative instruments are covered by framework agreements for set-offs, and Note K3 shows the net effect of this. The method of recognising the gain or loss arising from revaluation depends on whether the derivative has been identified as a hedging instru - ment and, if so, the nature of the item hedged. At the time of entering into the transaction, the Bank documents the relationship between the hedging instrument and the hedged item, as well as the Bank’s risk management objective and risk management strategy with respect to the hedge. TF Bank also Note G2 cont.
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TF Bank AB (publ) • Annual Report 2025 • 33 documents its assessment, both at the time of entering into the hedge and ongoing, of whether the derivative instruments used in hedging transactions are effective in offsetting changes in fair value or cash flows attributable to the hedged items. The Bank hedges the forward rate risk of net investments when derivatives are used as hedging instruments, and in other cases it is the spot risk of net investments that constitutes the hedged risk. For derivatives, this means that the entire change in market value is reported in the hedging reserve. The entire fair value of a derivative that is a hedging instrument is classified as other assets or other liabilities when the remaining maturity of the hedged item is less than 12 months. Derivative instruments held for trading are always classified as other assets or other liabilities. The effective portion of changes in the fair value of a derivative instrument that is identified as hedging the net investment in foreign operations and that meets the conditions for hedge ac - counting is recognised in other comprehensive income. The por - tion of the gain or loss on a hedging instrument that is deemed to be an effective hedge is recognised in other comprehensive income. The gain or loss attributable to the ineffective portion is recognised in the income statement. Accumulated gains and losses in equity are recognised in the income statement when the foreign operation is divested in whole or in part. Gains and losses arising from changes in the fair value of derivatives not used for hedge accounting are recognised in the income statement in net result from financial transactions. Issued debt and equity instruments A financial instrument issued by TF Bank are classified either as a financial liability or as equity. Issued financial instruments are classified as a financial liability if the contract terms and condi - tions mean that TF Bank has an obligation to pay using either cash or another financial asset. If this is not the case, the instru - ment is usually an equity instrument and classified as equity, less transaction costs. The issued financial instruments classified as financial liabilities are bonds over ten years with possible voluntary redemption af - ter five years. The interest terms are Stibor plus margin and inter - est is paid quarterly. The financial instruments classified as equity are perpetual bonds with possible voluntary redemption after five years from the date of issue. The interest terms are Stibor plus margin and interest is paid quarterly. For more detailed terms, see the prospectus on the Bank’s website www.tfbankgroup.com, as well as note G30 and note G33. Interest attributable to financial instruments that are classified as financial liabilities is reported as interest expense and interest for financial instruments that are classified as equity is reported in equity. Employee benefits Pension plans are funded through payments to insurance compa - nies. The Bank only has defined contribution plans. Share-based payments The Group has share-based incentive programs, under which equity instruments in TF Bank are allotted to the Group’s em - ployees. Share-based incentive programs that are settled with shares entitle the employees to receive equity instruments in TF Bank. The fair value of these rights is determined by using appropriate valuation models, taking into account the terms and conditions of the grant, and the Bank’s assessment of how many rights will ultimately be vested. This is re-evaluated at each reporting occasion. Social costs are recognised over the vesting period and the provision for social costs is remeasured at each reporting date to ensure that the provision is based on the fair value of the rights at the reporting date. The cost of share-based incentive programs that are settled with shares is valued based on the fair value of the equity instruments on the date they are granted and is expensed evenly over the vesting period. The vesting period is the period during which employees must remain employed by the Group in order for their rights to be earned. Interest income Interest income is recognised in the income statement over the ex- pected life using the effective interest method. Transaction costs related to loans payable and loans receivable are therefore rec- ognised as part of the loan. Transaction costs refer to commission. Transaction costs, arrangement fees and notification charges are recognised over the expected term of the loan. Invoicing charges are also included in interest income. The Bank regularly makes amortisation of assets and unappropri- ated funds for which the Bank has not been able to repay or locate counterparties. They are recognised as interest income as they are directly linked to the Bank’s loans to the public. Commission income and expense TF Bank recognises credit card commissions, transaction com - missions, insurance premium fees, reminder fees and other fees in commission income. Commission income is recognised in profit and loss in the period it is earned. Commission expense are expenses attributable to services and charges that relate to fees earned from insurance premiums. Net results from financial transactions This item relates to foreign currency translation of assets and liabilities in foreign currencies and changes in the fair value of derivatives in foreign currency. Cash flow statement The cash flow statement is prepared according to the indirect method. Recognised cash flow comprises only transactions that involve cash receipts or disbursements. Cash and cash equiva - lents include Cash and balances with central banks, Treasury bills eligible for refinancing, etc. and Loans to credit institutions net of restricted bank deposits. Deposit Requirement with the Riksbank As of 31 October 2025, the Riksbank has introduced a requirement for banks to hold non-interest-bearing deposits with the Riksbank. The requirement has been introduced to strengthen the Riksbank’s equity. The size of the deposit is reassessed annually after the Riksbank’s annual financial statements have been approved. TF Bank recognises the present value of the foregone interest income on the deposit as an interest expense in full when the Riksbank receives the non-interest-bearing deposit. As the deposit require- ment is revised annually by the Riksbank, the Bank has assumed a maturity of twelve months and recognises interest income over the term using the effective interest method. Note G2 cont.
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34 • Annual Report 2025 • TF Bank AB (publ) NOTE G3 Financial risks and financial risk management TF Bank’s activities are exposed to a variety of financial risks: credit risk, market risk (including currency risk and interest rate risk) and li - quidity risk. TF Bank has designed an operating structure to ensure good risk management. The overall risk policy constitutes the Board of Directors and the management’s fundamental policy documents regarding risk management which aims to minimise any potential adverse effects on the Bank’s financial results. The Board establishes written policies with regards to both the overall risk management and for the specific areas. Credit risk Credit risk is the risk that a counterparty causes the Bank a financial loss by not fulfilling its contractual obligations. The area includes credit risks attributable to the loan portfolio, credit-related concentration risks and counterparty risks. Credit risk arises primarily through lending to the public and is the most significant risk in the Bank. Credit risks may even arise through placement of liquidity and derivative instruments. Credit risk is monitored closely by the relevant functions and by the Board of Direc - tors, which has the ultimate responsibility for managing credit risk. The Board of Directors has issued a credit policy which establishes the framework for the Bank’s lending activities. A credit committee monitors the development of the level of credit risk in the loan port - folios on a continuous basis. It makes decisions on, and implements, changes to the Bank’s lending within the framework of the estab - lished credit policy and also proposes amendments to the policy to the Board of Directors. A report on performance is provided at every ordinary board meeting. The credit risk exposure also includes concentration risks related to the loan portfolio. Concentration risks are measured based on the size of exposures to individual counterparties, industries or regions. Concentration risks are also captured in the Bank’s calculation of capital requirements for credit risks and in the stress tests carried out in the internal capital evaluation and as part of the monitoring of the Bank’s risk tolerance. Before a loan is issued, a risk assessment is done for the customer’s creditworthiness, taking into account the customer’s financial position, such as external information, scoring, repayment capacity as well as past history with the Bank and other factors. Individual risk limits are defined based on internal and/or external credit assessments in accordance with the limits set by the Board of Directors. The Bank’s use of credit limits for loans to the public is strictly limited and is regularly monitored. TF Bank cannot enter into credit agree - ments with legal entities in which related parties have significant economic interest without the approval of the Board of Directors. The Bank’s credit approval process maintains high standards regarding ethics, quality and control. The share of past due receivables in Stage 3 is affected by the fact that past due receivables are continuously sold on the markets where the price level is such that the Board deems it favourable for the Bank’s development and risk profile. The Bank’s average loan amount per customer is relatively low and the loan portfolio is well diversified with a number of different products in several different geographic markets, resulting in the concentration risk for the Bank being relatively low. TF Bank works actively with existing customers who experience payment difficulties. There is a credit department that conducts assess - ments of prospective customers and performs ongoing evaluations of collateral and credit limits established by the Board of Directors. The Bank’s procedures for monitoring overdue payments and outstanding receivables are designed to minimise loan losses through early detection of payment problems among borrowers and prompt handling of collection matters. Monitoring is supported by a dedi - cated collection system that automatically tracks cases and issues reminders when collection actions are required. The Bank’s loans to the public consist primarily of unsecured consumer loans. As a result, TF Bank does not list credit risk exposures in a separate table as there are limited assets pledged as security. The Bank strives for a well-diversified loan portfolio with pricing based on risk exposure through a broad base of customers with relatively low exposure amounts per customer. In order to maintain a well-di - versified loan portfolio with a balanced risk profile and to have a favourable balance between risk and return, the Bank works actively to understand the borrowers’ circumstances and macroeconomic changes that may affect the risk profile. Credit quality of gross receivables in Stage 1 and Stage 2 (see note G24) that are neither past due nor impaired have been assessed on the basis of a model that classifies loans as low, moderate or high risk. The classification is primarily based on the number of reminders, if any, sent to individual customers, the number of months a customer has had an active loan with the Bank and the borrower’s individual credit status at the time of taking out the loan, calculated on the basis of both internal and external sources. The risk assessment also takes into account various parameters such as product type (segment) and country, including historical information retrieved from the Bank’s own database. SEK thousand 31 Dec 2025 31 Dec 2024 Household sector, gross Stage 1-2 Low risk 17,151,492 14,484,441 Moderate risk 3,783,553 3,880,696 High risk 2,234,100 1,929,949 Total 23,169,145 20,295,086
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TF Bank AB (publ) • Annual Report 2025 • 35 TF Bank uses the standardised method for calculating the capital requirement for credit risk and does not have its own internal model that calculates the capital requirement. To calculate expected credit losses in accounting, the Bank relies on historical data on risk of default (PD), loss given default (LGD) and exposure to default (EAD). Assumptions about future developments in macro parameters do not form part of the Bank’s credit risk management but are only applied in the financial statements. The age distribution of loans to the public is essentially consistent with the different categories, with Stage 1 loans being between 0-29 days past due, Stage 2 loans being between 30-89 days past due and Stage 3 loans being more than 90 days past due. SEK thousand 31 Dec 2025 31 Dec 2024 Household sector, gross Stage 1-3 Between 0-29 days 22,059,400 19,258,023 Between 30-89 days 1,109,745 1,037,063 90 days or more 1,637,391 282,577 Total 24,806,536 20,577,663 Credit risk may even arise through placement of liquidity and derivative instruments with a positive value. By setting limits for the maxi - mum exposure to each counterparty, the credit risk of liquidity placement becomes limited. According to the Bank’s financial policy, the maximum amount of Tier 1 capital that may be placed with the Bank’s permitted counterparties is 15 %, with the exception of institutions for which the permitted amount is 85 % of Tier 1 capital. Treasury bills, government bonds and balances with central banks, as well as exposure to subsidiaries, are exempted from both limits. The credit quality of other fully performing (neither past due nor impaired) financial assets in accordance with Standard & Poor’s ratings is shown below: SEK thousand 31 Dec 2025 31 Dec 2024 Cash and balances with central banks AA+ 7,456 7,916 A+ - 7 A 7 - A- 10,113 10,640 Total 17,576 18,563 Treasury bills eligible for refinancing AAA 1,467,694 934,334 AA+ 1,021,743 858,318 Total 2,489,437 1,792,652 Loans to credit institutions A-1+ 1,276,646 1,400,562 A-1 764,736 733,458 A-2 26,870 134,522 Unrated 168,155 179,327 Total 2,236,407 2,447,869 Credit risk exposures in financial instruments are referred to as counterparty risks and refer to the risk that a counterparty cannot fulfil its obligations according to an agreement, or that it chooses not to fulfil its obligations in the future on the same or similar terms. TF Bank includes currency derivatives in the form of swaps and futures as a result of lending in currencies other than SEK. Counterparty risks constitute the credit risk towards other banks that arises as a result of transactions. This counterparty risk is reduced by the exchange of collateral between the parties. Note G3 cont.
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36 • Annual Report 2025 • TF Bank AB (publ) Market risk Market risk refers to the risk that earnings, equity or the value of assets decrease due to changes in risk factors on the financial market. TF Bank’s market risks are primarily currency risk and interest rate risk. (i) Currency risk TF Bank is exposed to currency risk partly through the monetary assets and liabilities in foreign currencies held in the Swedish operations and partly in the form of the conversion effect that occurs when the net investments in the foreign branches are converted to Swedish kro- nor. Currency risk involves the following currencies: EUR, NOK, DKK, PLN and USD and TF Bank’s overall objective with the management of currency risk is to keep the currency exposure as low as possible with the objective of holding as much assets as liabilities in each currency. For 2025 the Board has decided that the Bank should strive to ensure that the total liabilities, including any derivatives, in each currency should not deviate by more than +/- 2 % of the total assets in the currency. The Bank exchanges the earnings in other currencies than the accounting currency to SEK on an ongoing basis and uses forward contracts for EUR, NOK, DKK, PLN and USD to balance the assets and liabilities in each currency. Forward contracts generally have a maturity of between 1-12 months. TF Bank assesses its future capital requirements under Pillar 2 for currency risk through stress tests involving the impact on net positions in foreign currencies on the closing date. As of 31 December 2025, TF Bank has chosen an exchange rate movement of 8.2 % (8.3). CURRENCY EXPOSURES AGAINST THE BANK’S TRANSACTION CURRENCIES SEK thousand 31 Dec 2025 31 Dec 2024 Monetary assets in EUR: Cash and balances with central banks 7,462 7,923 Treasury bills eligible for refinancing, etc. 1,451,950 858,319 Loans to credit institutions 1,323,041 1,530,939 Loans to the public 16,196,964 13,369,379 Other assets 82,253 74,706 Total monetary assets 19,061,670 15,841,266 Monetary liabilities in EUR: Deposits and borrowings from the public -24,406,671 -20,865,409 Other liabilities -334,687 -386,007 Total monetary liabilities -24,741,358 -21,251,416 Currency forward contracts 5,663,453 5,453,107 Net currency exposure -16,235 42,957 Impact on profit and equity (excl. tax) in the event of a depreciation of the Swedish krona by 8.2 % (8.3) -1,325 3,548 SEK thousand 31 Dec 2025 31 Dec 2024 Monetary assets in NOK: Treasury bills eligible for refinancing, etc. 764,682 527,901 Loans to credit institutions 274,955 428,294 Loans to the public 4,451,367 4,226,007 Other assets 22,073 6,113 Total monetary assets 5,513,077 5,188,315 Monetary liabilities in NOK: Deposits and borrowings from the public -114,814 -180,870 Other liabilities -96,619 -71,608 Total monetary liabilities -211,433 -252,478 Currency forward contracts -5,281,824 -4,930,874 Net currency exposure 19,820 4,963 Impact on profit and equity (excl. tax) in the event of a depreciation of the Swedish krona by 8.2 % (8.3) 1,617 410 Note G3 cont.
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TF Bank AB (publ) • Annual Report 2025 • 37 SEK thousand 31 Dec 2025 31 Dec 2024 Monetary assets in PLN: Cash and balances with central banks 10,113 10,640 Loans to credit institutions 7,384 13,972 Loans to the public 108,109 196,878 Other assets 2,165 2,459 Total monetary assets 127,771 223,949 Monetary liabilities in PLN: Other liabilities -9,188 -6,854 Total monetary liabilities -9,188 -6,854 Currency forward contracts -122,866 -220,818 Net currency exposure -4,283 -3,723 Impact on profit and equity (excl. tax) in the event of a depreciation of the Swedish krona by 8.2 % (8.3) -349 -308 SEK thousand 31 Dec 2025 31 Dec 2024 Monetary assets in DKK: Loans to credit institutions 35,418 29,262 Loans to the public 485,976 223,499 Other assets 4,921 371 Total monetary assets 526,315 253,132 Monetary liabilities in DKK: Other liabilities -11,923 -5,161 Total monetary liabilities -11,923 -5,161 Currency forward contracts -514,182 -246,368 Net currency exposure 210 1,603 Impact on profit and equity (excl. tax) in the event of a depreciation of the Swedish krona by 8.2 % (8.3) 17 132 SEK thousand 31 Dec 2025 31 Dec 2024 Monetary assets in USD: Loans to credit institutions 190,828 152,700 Total monetary assets 190,828 152,700 Currency forward contracts -188,627 -148,476 Net currency exposure 2,201 4,224 Impact on profit and equity (excl. tax) in the event of a depreciation of the Swedish krona by 8.2 % (8.3) 180 349 Note G3 cont.
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38 • Annual Report 2025 • TF Bank AB (publ) Note G3 cont. SEK thousand 31 Dec 2025 31 Dec 2024 Monetary assets in GBP: Loans to the public 16,069 - Other assets 8,749 - Total monetary assets 24,818 - Monetary liabilities in GBP: Other liabilities -3,594 - Total monetary liabilities -3,594 - Currency forward contracts -24,835 - Net currency exposure -3,611 - Impact on profit and equity (excl. tax) in the event of a depreciation of the Swedish krona by 8.2 % (8.3) -295 - With regards to the currency risks arising from the conversion of net investments in foreign branches, it is TF Bank’s strategy that the en - tire existing equity when the hedging relationship is established, and that is expected to remain at the end of the hedging period, is to be hedged in its entirety. This means that when a loss is expected for the upcoming hedging period, a deduction is made from the equity for the expected loss at this time so that the hedged item becomes a slightly smaller part of the equity at the start of the period. Con - versely, in cases where the foreign operation is expected to have a positive result during the hedging period, this result is not included in the equity until the beginning of the next hedging period. TF Bank has the following hedged net investments in foreign operations and hedging instruments as of the closing date: SEK thousand 31 Dec 2025 31 Dec 2024 Hedge net assets Net investments in branches in EUR 1,447,192 1,311,472 Net investments in branch in NOK 116,113 85,861 Net investments in branch in PLN -97,168 -96,213 Total 1,466,137 1,301,120 Hedging instruments Deposit from the public in EUR as hedge investments -1,468,789 -1,317,690 Other liability related to currency forward contracts in NOK for hedging purposes (nominal amount) -112,605 -82,253 Other asset in PLN as hedge investments 94,026 113,215 Total -1,487,368 -1,286,728
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TF Bank AB (publ) • Annual Report 2025 • 39 The effects of hedge accounting for the impact of currency risks on the Group’s financial position and results are shown below: SEK thousand 31 Dec 2025 31 Dec 2024 Derivative instrument NOK Carrying amount -92 494 Nominal amount NOK thousand -123,098 -84,824 Maturity date 2026-01-02 2025-01-02 Hedge ratio SEK 0,914014 : 1 NOK SEK 0,975517 : 1 NOK Forward rate 1:1 1:1 Hedging instrument deposit EUR Carrying amount -1,468,789 -1,317,690 Nominal amount EUR thousand -135,773 -114,716 Hedge ratio 1:1 1:1 Hedging instrument other asset PLN Carrying amount 94,026 113,215 Carrying amount PLN thousand 36,733 42,042 Hedge ratio 1:1 1:1 All derivatives used in hedge accounting mature within one month. The full market value of the hedging instrument is used to account for hedging inefficiencies. The source of inefficiency of hedging in foreign net investments is if losses are incurred in the branches during a month that are not captured in the hedge. There has been no hedging inefficiency over the years, if there is it is reported in net income from financial transactions. (ii) Interest rate risk Interest rate risk arises when TF Bank has different maturities or different fixed interest terms for assets and liabilities. According to the Bank’s financial policy, the interest rate risk should be low, and the majority of TF Bank’s assets and liabilities therefore have a short, fixed interest term. A small portion of the Bank’s lending carries a longer fixed interest term, which is matched by TF Bank offering deposits with longer fixed interest terms. A change in the market interest rate by 1 percentage point would increase/decrease the Bank’s net interest income and equity over the coming 12 months by SEK 18 million (58), calculated based on interest-bearing assets and liabilities as of the balance sheet date. Remaining interest term to maturity 31 Dec 2025 SEK thousand Up to 3 months More than 3 months but less than 1 year More than 1 year but less than 5 years More than 5 years Total Cash and balances with central banks 17,576 17,576 Treasury bills eligible for refinancing 1,483,135 1,006,302 2,489,437 Loans to credit institutions 2,236,407 2,236,407 Loans to the public 15,021,777 4,714,375 3,469,692 472,438 23,678,282 Other financial assets 12,547 12,547 Deposits and borrowings from the public -17,068,409 -4,886,372 -2,737,369 -24,692,150 Subordinated liabilities -394,844 -394,844 Other financial liabilities -6,361 -42,166 -48,527 Total remaining interest term to maturity 1,301,828 792,139 732,323 472,438 3,298,728 Note G3 cont.
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40 • Annual Report 2025 • TF Bank AB (publ) Remaining interest term to maturity 31 Dec 2024 SEK thousand Up to 3 months More than 3 months but less than 1 year More than 1 year but less than 5 years More than 5 years Total Cash and balances with central banks 18,563 18,563 Treasury bills eligible for refinancing 954,300 598,397 239,955 1,792,652 Loans to credit institutions 2,447,869 2,447,869 Loans to the public 14,718,071 2,416,767 3,102,532 28,088 20,265,458 Other financial assets 36,940 23,281 60,221 Deposits and borrowings from the public -9,530,069 -8,759,029 -2,908,883 -21,197,981 Subordinated liabilities -345,509 -345,509 Other financial liabilities -1,101 -20,853 -21,954 Total remaining interest term to maturity 8,299,064 -5,741,437 433,604 28,088 3,019,319 Liquidity risk Liquidity risk primarily arises from the need to meet repayments of deposits from households. The ability to disburse new loans is considered a business risk. To ensure that TF Bank does not face a liquidity crisis, the Bank’s finance policy sets a minimum level for the available liquidity reserve. Management monitors the liquidity position regularly through rolling forecasts of expected cash flows. According to the finance policy, liquidity and funding risk should remain low. All funding beyond deposits from the public is obtained through issued securities and equity. TF Bank also maintains a substantial liquidity reserve to manage uneven cash flows. As of the balance sheet date, the Bank’s available liquidity reserve amounted to SEK 4,330 million (4,053), corresponding to 18% (19) of deposits from the public. The amounts shown in the table below represent contractual, undiscounted cash flows and include both interest and principal, and therefore cannot be directly reconciled to the balance sheet. For further information on the Bank’s liquidity position, see note G35. Remaining maturity 31 Dec 2025 SEK thousand Payable on demand Up to 3 months More than 3 months but less than 1 year More than 1 year but less than 5 years More than 5 years Without maturity Total Cash and balances with central banks 6,096 11,480 17,576 Treasury bills eligible for refinancing 1,497,887 1,039,225 2,537,112 Loans to credit institutions 1,850,189 386,218 2,236,407 Loans to the public 12,415,945 542,674 9,282,407 6,055,918 28,296,944 Other financial assets 12,547 12,547 Deposits and borrowings from the public -13,964,307 -3,111,861 -4,923,020 -2,874,238 -24,873,426 Subordinated liabilities -642,651 -642,651 Other financial liabilities -6,361 -42,166 -48,527 Total cashflow before commitments -12,108,022 10,808,157 -3,383,287 6,408,169 5,413,267 397,698 7,535,982 Commitments -13,999,381 -13,999,381 Total cashflow -26,107,403 10,808,157 -3,383,287 6,408,169 5,413,267 397,698 -6,463,399 Note G3 cont.
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TF Bank AB (publ) • Annual Report 2025 • 41 Remaining maturity 31 Dec 2024 SEK thousand Payable on demand Up to 3 months More than 3 months but less than 1 year More than 1 year but less than 5 years More than 5 years Without maturity Total Cash and balances with central banks 6,338 12,225 18,563 Treasury bills eligible for refinancing 962,464 601,895 246,561 1,810,920 Loans to credit institutions 2,254,307 193,562 2,447,869 Loans to the public 9,127,396 372,128 7,968,704 7,368,018 24,836,246 Other financial assets 36,940 23,281 60,221 Deposits and borrowings from the public -6,413,170 -3,126,639 -8,841,145 -3,090,688 -21,471,642 Subordinated liabilities -571,089 -571,089 Other financial liabilities -1,101 -20,853 -21,954 Total cashflow before commitments -4,152,525 6,999,060 -7,864,694 5,124,577 6,796,929 205,787 7,109,134 Commitments -10,050,350 -10,050,350 Total cashflow -14,202,875 6,999,060 -7,864,694 5,124,577 6,796,929 205,787 -2,941,216 The amounts stated in the table are contractual, undiscounted cash flows and include both interest and amortisations and therefore the amounts cannot be directly linked to the balance sheet. TF Banks derivatives are covered by offsetting agreements. The Bank reports these derivatives with gross amounts in the balance sheet. In the table, the Bank shows how it would have appeared if the Bank had netted the derivatives in the balance sheet. SEK thousand 31 Dec 2025 31 Dec 2024 Financial assets Derivatives 12,547 60,221 Total financial assets for offsetting 12,547 60,221 Financial liabilities Derivatives -48,527 -21,954 Total financial liabilities for offsetting -48,527 -21,954 Net amount -35,980 38,267 Paid(-)/received(+) cash collateral -75,716 -14,160 Operational risk Operational risk is the risk of loss resulting from inadequate or failed internal processes, procedures and systems, human error, or external events. Operational risk includes information, communication, and security risks, legal risks, as well as compliance risks, and may result in a negative impact on the Bank’s assets and reputation and/or result in sanctions. Operational risks are found in all activities, and it is neither possible nor cost-effective to try to eliminate all operational risks. TF Bank works to minimise operational risks by creating effective processes, systems, and routines, as well as maintaining good internal control. The Bank regularly evaluates its operational risks and quantifies them based on a model of probability and consequences. To reduce the conse- quences of operational risks, TF Bank uses control points in business and support processes, incident reporting, as well as a process for approving new products, services, markets, IT systems, etc. TF Bank also has contingency, continuity- and recovery plans. Other operating risks Other operating risks identified by TF Bank are business risks, economic risks, and reputational risks. Business risk can arise from factors in the external business environment, such as changes in competitive situations or customer behaviour. Economic risk can arise when there are changes in the economic conditions in the market that affect customer demand for the Bank’s products. TF Bank continuously makes economic forecasts and follows up on any deviations to reduce the risks that may arise, and the Bank’s operations are well-diversified. Reputation risk is defined as losses that may be caused by customers, counterparties, shareholders, and authorities’ negative perception of TF Bank, and negative rumours can significantly damage a company’s brand and operations. All of the Bank’s lending takes place under controlled conditions where customers’ interests are taken into account. TF Bank also has high internal capital targets, in addition to legal ones, to ensure a strong capital situation and stable financing. Note G3 cont.
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42 • Annual Report 2025 • TF Bank AB (publ) NOTE G4 Segment reporting The CEO has ultimate responsibility for the decisions taken by the Bank. Management has defined the operating segments based on the information determined by the CEO and used as a basis for decisions on the allocation of resources and evaluation of results. Management evaluates the operating segments’ performance based on operating profit. The business is divided into three operating segments: Credit Cards, Ecommerce Solutions and Consumer Lending. In the Credit Cards segment, TF Bank offers credit cards, in Ecommerce Solutions, digital payment solutions are offered primarily in e-commerce, and in Consumer Lending, consumer loans is offered without collateral. The target group for all services is creditworthy private individuals. 2025 Income statement, SEK thousand Credit Cards Ecommerce Solutions Consumer Lending Group Net interest income 1,531,348 354,663 792,949 2,678,960 Net fee and commission income 19,657 139,031 63,167 221,855 Net results from financial transactions 1,721 419 1,549 3,689 Total operating income 1,552,726 494,113 857,665 2,904,504 General administrative expenses -397,866 -266,808 -253,091 -917,765 Depreciation and amortisation of tangible and intangible assets -23,368 -35,130 -11,969 -70,467 Other operating expenses -51,444 -2,391 -10,825 -64,660 Total operating expenses -472,678 -304,329 -275,885 -1,052,892 Profit before loan losses 1,080,048 189,784 581,780 1,851,612 Net loan losses -647,526 -104,564 -243,714 -995,804 Operating profit 432,522 85,220 338,066 855,808 Balance sheet, SEK thousand 31 Dec 2025 31 Dec 2025 31 Dec 2025 31 Dec 2025 Loans to the public Household sector 11,609,065 2,718,489 8,925,694 23,253,248 Corporate sector 1 186,194 42,670 196,170 425,034 Total loans to the public 11,795,259 2,761,159 9,121,864 23,678,282 Household sector Stage 1, net 10,911,632 2,418,900 8,281,790 21,612,322 Stage 2, net 271,289 166,046 429,732 867,067 Stage 3, net 2 426,144 133,543 214,172 773,859 Total household sector 11,609,065 2,718,489 8,925,694 23,253,248 Key figures 3 2025 2025 2025 2025 Operating income margin, % 15.3 18.0 9.4 13.2 Net loan loss ratio, % 6.4 3.8 2.7 4.5 Cost/Income ratio, % 30.4 61.6 32.2 36.3 Return on loans to the public, % 3.2 2.3 2.8 2.9 New lending, SEK thousand 23,175,054 6,907,067 5,536,226 35,618,347 Number of active credit cards 466,282 E/T E/T 466,282 Transaction volume, SEK thousand E/T 17,017,230 E/T 17,017,230 1 Lending to the corporate sector consists of loans in Stage 1 to counterparties regarding sale of past due receivables. 2 The Bank continuously sells past due receivables in markets where the price level is such that the Board deems it favourable for the Bank’s development and risk profile. 3 See separate section with definitions and reconciliation tables, page 107-108.
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TF Bank AB (publ) • Annual Report 2025 • 43 2024 Income statement, SEK thousand Credit Cards Ecommerce Solutions Consumer Lending Group Net interest income 1,085,019 372,426 798,311 2,255,756 Net fee and commission income -5,060 123,976 64,397 183,313 Net results from financial transactions -177 -94 -282 -553 Total operating income 1,079,782 496,308 862,426 2,438,516 General administrative expenses -321,120 -246,845 -253,406 -821,371 Depreciation and amortisation of tangible and intangible assets -19,194 -35,672 -13,536 -68,402 Other operating expenses -32,964 -3,495 -7,773 -44,232 Total operating expenses -373,278 -286,012 -274,715 -934,005 Profit before loan losses 706,504 210,296 587,711 1,504,511 Net loan losses -463,475 -102,968 -253,163 -819,606 Operating profit 243,029 107,328 334,548 684,905 Balance sheet, SEK thousand 31 Dec 2024 31 Dec 2024 31 Dec 2024 31 Dec 2024 Loans to the public Household sector 8,297,766 2,687,816 8,793,889 19,779,471 Corporate sector 1 152,709 53,820 279,459 485,987 Total loans to the public 8,450,475 2,741,636 9,073,348 20,265,458 Household sector Stage 1, net 8,062,411 2,538,800 8,288,633 18,889,844 Stage 2, net 232,897 134,291 444,127 811,315 Stage 3, net 2 2,458 14,725 61,129 78,312 Total household sector 8,297,766 2,687,816 8,793,889 19,779,471 Key figures 3 2024 2024 2024 2024 Operating income margin, % 15.1 17.3 9.5 12.8 Net loan loss ratio, % 6.5 3.6 2.8 4.3 Cost/Income ratio, % 34.6 57.6 31.9 38.3 Return on loans to the public, % 2.5 2.7 2.7 3.2 New lending, SEK thousand 16,435,047 5,994,495 4,719,708 27,149,250 Number of active credit cards 359,792 E/T E/T 359,792 Transaction volume, SEK thousand E/T 13,363,621 E/T 13,363,621 1 Lending to the corporate sector consists of loans in Stage 1 to counterparties regarding sale of past due receivables and loans in Stage 1 to a foreign partner within the Ecommerce Solution segment.. 2 The Bank continuously sells past due receivables in markets where the price level is such that the Board deems it favourable for the Bank’s development and risk profile. 3 See separate section with definitions and reconciliation tables, page 107-108. Note G4 cont.
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44 • Annual Report 2025 • TF Bank AB (publ) NOTE G5 Geographic information Below is a presentation of the Group’s revenuesand investments by country. The basis for allocating revenues and lending to the public is the location of the end customer, regardless of whether the business is conducted through a subsidiary, a branch, or on a cross-border basis under the Swedish banking licence. Investments are allocated by country based on where each asset is recorded. 2025 SEK thousand Interest income Fee and commission income Loans to the public Investments Group per country Germany 1,551,904 157,572 9,989,603 653 Norway 592,225 136,610 4,448,229 241 Finland 373,770 47,201 2,765,592 10,953 Sweden 263,748 77,276 1,834,039 142,522 Latvia 197,571 2,311 1,206,803 688 Estonia 165,504 3,761 962,077 175 Lithuania 130,808 856 1,067,036 720 Austria 106,023 2,456 705,694 - Denmark 46,327 9,713 499,540 - Poland 17,850 2,529 108,241 1,627 Spain 13,802 1,305 75,605 278 Netherlands 2,888 - - - Italy 1,988 404 15,823 - United Kingdom 35 - - 28 The rest of Europe 23,138 - - - Group 3,487,581 441,994 23,678,282 157,885 2024 SEK thousand Interest income Fee and commission income Loans to the public Investments Group per country Germany 1,120,187 103,597 7,030,609 388 Norway 562,961 123,172 4,229,526 264 Finland 469,574 50,883 3,142,408 24,472 Sweden 275,782 65,917 1,736,303 139,826 Lettland 178,987 3,111 1,131,108 157 Estland 182,898 4,991 968,250 850 Lithuania 120,527 458 1,044,378 471 Austria 69,532 610 433,274 - Denmark 27,676 6,569 230,049 - Poland 25,056 2,486 197,074 2,004 Spain 13,871 874 118,867 510 Netherlands 8,638 - - - Italy - 82 3,612 - The rest of Europe 45,514 - - - Group 3,101,203 362,750 20,265,458 168,942
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TF Bank AB (publ) • Annual Report 2025 • 45 NOTE G6 Interest income SEK thousand 2025 2024 Interest income according to the effective interest rate method Interest income from loans to the public 3,357,507 2,877,092 Interest income from treasury bills eligible for refinancing 53,412 107,917 Interest income from loans to credit institutions 42,741 53,439 Other interest income according to the effective interest rate method 22,760 2,204 Total interest income according to the effective interest rate method 3,476,420 3,040,652 Other interest income Interest income from non-performing loans 157 49,459 Other interest income 11,004 11,092 Total other interest income 11,161 60,551 Total interest income 3,487,581 3,101,203 NOTE G7 Interest expense SEK thousand 2025 2024 Interest expense, deposits from the public -627,142 -710,118 Interest expense, currency swaps -98,244 -54,009 Costs for deposit guarantee and resolution fee -47,871 -44,078 Interest expense, subordinated liabilities -29,980 -33,447 Deposit fees to credit institutions -1,345 -1,443 Interest expenses lease liabilities -11 -169 Other financial expenses -4,028 -2,183 Total interest expense -808,621 -845,447 - of which interest expenses according to the effective interest rate method -756,722 -801,369 NOTE G8 Net fee and commission income SEK thousand 2025 2024 Fee and commission income Insurance premiums 187,314 144,588 Reminder fees 128,349 126,534 Credit card commissions 88,710 65,337 Transaction fees 37,618 26,169 Other fee and commission income 3 122 Total fee and commission income 441,994 362,750 Fee and commission expense Credit card transaction costs -110,622 -98,795 Payment protection insurance expense -85,776 -58,443 Travel insurance expense -21,392 -19,556 Other fee and commission expense -2,349 -2,643 Total fee and commission expense -220,139 -179,437 Net fee and commission income 221,855 183,313
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46 • Annual Report 2025 • TF Bank AB (publ) NOTE G9 Net results from financial transactions SEK thousand 2025 2024 Changes in fair value 39 - Exchange rate fluctuations 3,650 -553 Total net results from financial transactions 3,689 -553 NOTE G10 General administrative expenses SEK thousand 2025 2024 Staff costs Salaries and fees -303,912 -251,848 Social security costs -82,449 -64,188 Pension costs -18,347 -16,088 Other staff costs -11,604 -10,033 Total staf f costs -416,312 -342,157 Other general administrative expenses Informations services and customer communication expenses -173,531 -174,379 IT-expenses -103,289 -91,390 Bank fees -52,051 -40,794 Postage and telephone expenses -42,160 -38,933 Card issuing expenses -30,853 -28,708 Debt collection expenses -28,310 -32,951 Consulting expenses -13,148 -15,634 Rent and property expenses -12,084 -11,094 Travel expenses -9,800 -7,156 Auditor's remuneration -7,715 -7,505 Consumables -5,816 -6,187 Lawyer fees -4,734 -4,267 Other expenses -17,962 -20,216 Total other general administrative expenses -501,453 -479,214 Total general administrative expenses -917,765 -821,371
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TF Bank AB (publ) • Annual Report 2025 • 47 NOTE G11 Auditors’ remuneration SEK thousand 2025 2024 PWC Audit assignment 4,187 - Audit services in addition to the audit assignment 425 - Tax advices 1,576 - Other services 100 - Total remuneration to PWC 6,288 - BDO Audit assignment 404 - Audit services in addition to the audit assignment - - Tax advices - - Other services - - Total remuneration to BDO 404 - KPMG Audit assignment 731 6,418 Audit services in addition to the audit assignment - 638 Tax advices - - Other services 292 449 Total remuneration to KPMG 1,023 7,505 Total auditors’ remuneration 7,715 7,505 The amount for 2025 includes audit fees to Öhrlings PricewaterHouse Coopers AB of SEK 4,749 thousand, comprising SEK 3,625 thousand for the audit assignment, SEK 425 thousand for the audit-related services beyond the audit assignment, SEK 1,484 thousand for tax advisory services of as well as SEK 100 thousand for other services. NOTE G12 Average number of employees, salaries, other remuneration and social security costs AVERAGE NUMBER OF EMPLOYEES, DISTRIBUTED BETWEEN WOMEN AND MEN, BY COUNTRY: 2025 2024 Women Men Total Women Men Total Sweden 61 88 149 58 74 132 Poland 70 69 139 66 59 125 Norway 19 20 39 22 16 38 Finland 17 14 31 18 12 30 Estonia 24 6 30 23 6 29 Spain 6 17 23 3 10 13 Lithuania 15 5 20 15 3 18 Latvia 11 8 19 11 6 17 Germany 6 9 15 7 7 14 United Kingdom 2 3 5 0 1 1 Austria 1 0 1 0 0 0 Total 232 239 471 223 194 417
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48 • Annual Report 2025 • TF Bank AB (publ) SALARIES AND REMUNERATION: SEK thousand 2025 2024 Board of Directors and CEO 18,611 16,709 Other staff 285,301 235,139 Total salaries and remuneration 303,912 251,848 Social costs pursual to legislation and agreements 82,449 64,188 Pension costs 18,347 16,088 Total salaries, remuneration, social security costs and pension costs 404,708 332,124 SALARIES AND REMUNERATION FOR BOARD MEMBERS AND SENIOR EXECUTIVES: SEK thousand 2025 2024 Chairman of the Board: John Brehmer Board fees 1 1,750 1,400 Other benefits - - Pension costs - - Total Chairman of the Board 1,750 1,400 Fees 1 other Board members: Arti Zeighami 650 475 Fredrik Oweson 750 575 Michael Lindengren 850 625 Niklas Johansson 850 625 Sara Mindus 650 475 Total 3,750 2,775 CEO: Joakim Jansson Basic salary 5,493 4,769 Variable remuneration 489 232 Other benefits 157 160 Pension costs 1,324 1,164 Total 7,463 6,325 Deputy CEO: Mikael Meomuttel Basic salary 3,462 3,185 Variable remuneration 489 406 Other benefits 153 165 Pension costs 767 808 Total 4,871 4,564 COO: Espen Johannesen Basic salary 2 388 3,032 Variable remuneration 59 361 Other benefits 26 223 Pension costs 19 133 Total 492 3,749 CCO: Rasmus Rolén Basic salary 3 2,021 - Variable remuneration 289 - Other benefits 85 - Pension costs 365 - Total 2,760 - 1 Remuneration in accordance with the resolution at the AGM’s in 2025 and 2024, and include remuneration that will be paid until the AGM during the subsequent year. 2 Espen Johannesen has been a senior executive up to and including 16 February 2025, and the reported remuneration relates to the period up to and including that date. 3 Rasmus Rolén has been a senior executive from 1 March 2025 up to and including 31 October 2025, and the reported remuneration relates to this period. Note G12 cont.
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TF Bank AB (publ) • Annual Report 2025 • 49 Remuneration of senior executives In accordance with the disclosure requirements in FFFS 2011:1, information about remuneration systems is presented on the Bank’s website www.tfbankgroup.com. Salaries and other remuneration to the CEO and other senior executives consist of fixed salary, variable remuneration, commission-based remuneration, other benefits and pension. Commission-based compensation Commission-based compensation during the year amounted to SEK 0 thousand (0). The size of the commission-based compensation is related to the achievement of individually determined financial targets for the financial year. TF Bank has ensured that all targets for variable compensation can be measured in a reliable manner. The commission-based compensation is paid to senior executives within the Bank and is not pensionable. Pensions The Company’s pension obligations are covered by payments to the ITP plan. The CEO and certain senior executives have the right to retire at the age of 65–67, depending on their geographical location. Pension benefits, including health insurance, shall be premium defined, to the extent that the executive is not covered by a defined benefit pension in accordance with mandatory collective agreement provisions. The pension premiums for premium defined pension may amount to a maximum of 25 % of the pensionable income. Pension costs refer to the cost that affected profit for the year. Period of notice and severance pay According to an agreement between TF Bank AB and the CEO, the period of notice is six months (12 months in the case of termination by the Company). If termination is initiated by the Company, basic salary is payable during the period of notice, however variable remunera - tion, if agreed before the notice was issued, is not payable. Severance pay is adjusted according to the salary that the CEO receives from a new employer. Compensation to the Board of Directors Compensation to the members of the Board of Directors, as indicated above, is determined by the Annual General Meetings and refers to annual fees from Annual General Meeting to Annual General Meeting for the years respectively. Board compensation consists of fixed compensation for board work as well as fixed compensation for any committee work. The Board of Directors have established three committees: the Audit Committee, the Remuneration Committee, and the Risk and Compliance Committee. The Bank does not have any pension entitlements for Board members. GENDER DISTRIBUTION BOARD MEMBERS AND SENIOR EXECUTIVES SEK thousand 2025 2024 Number on reporting date Of which women (%) Number on reporting date Of which women (%) Board members 6 17 6 17 CEO and other senior executives 2 0 3 0 Note G12 cont.
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50 • Annual Report 2025 • TF Bank AB (publ) NOTE G13 Goodwill SEK thousand 31 Dec 2025 31 Dec 2024 Cost, opening balance 20,011 12,753 Change during the year Additions - 7,258 Cost, closing balance 20,011 20,011 Depreciations, opening balance - - Change during the year Depreciations, closing balance - - Carrying amount 20,011 20,011 Goodwill partly stems from the acquisition of the Norwegian subsidiary BB Bank ASA which in early 2020 was transformed into a branch through a merger with TF Bank AB. In December 2024, the Group carried out a business acquisition of operations under the Paynova brand within the Ecommerce Solutions segment. An impairment test of goodwill was performed prior to the year-end, which resulted in no need for impairment. A change in the assumptions concerning growth rate and discount rate of +/- 1 percentage point would not result in a need to recognise impairment Losses. TF Bank’s judgement is that there is room for a reasonable change in both the growth rate assumption and the discount factor. NOTE G14 Intangible assets 2025 2024 SEK thousand Internally developed software Ongoing development Total Internally developed software Ongoing development Total Cost, opening balance 262,062 31,432 293,494 214,658 28,918 243,576 Additions 34,566 34,566 51,652 51,652 Reclassification 58,646 -58,646 49,416 -49,416 Sales and disposals Exchange rate differences -5,891 -252 -6,143 -2,012 278 -1,734 Cost, closing balance 314,817 7,100 321,917 262,062 31,432 293,494 Amortisations, opening balance -195,922 -195,922 -150,488 -150,488 Amortisations for the year -48,299 -48,299 -48,758 -48,758 Sales and disposals - Exchange rate differences 5,007 5,007 3,324 3,324 Amortisations, closing balance -239,214 -239,214 -195,922 -195,922 Carrying amount 75,603 7,100 82,703 66,140 31,432 97,572
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TF Bank AB (publ) • Annual Report 2025 • 51 NOTE G15 Tangible assets 2025 2024 SEK thousand Equipment Leases Total Equipment Leases Total Cost, opening balance 23,274 102,248 125,522 20,507 81,417 101,924 Additions 6,791 19,669 26,460 2,356 28,948 31,304 Sales and disposals -762 -19,461 -20,223 -8,117 -8,117 Exchange rate differences -668 -668 411 411 Cost, closing balance 28,635 102,456 131,091 23,274 102,248 125,522 Amortisations, opening balance -16,188 -37,964 -54,152 -12,737 -29,172 -41,909 Amortisations for the year -4,392 -17,776 -22,168 -3,276 -16,368 -19,644 Sales and disposals 451 19,461 19,912 7,576 7,576 Exchange rate differences 499 499 -175 -175 Amortisations, closing balance -19,630 -36,279 -55,909 -16,188 -37,964 -54,152 Carrying amount 9,005 66,177 75,182 7,086 64,284 71,370 NOTE G16 Other operating expenses SEK thousand 2025 2024 Marketing expenses -64,660 -44,232 Total -64,660 -44,232 NOTE G17 Net loan losses SEK thousand 2025 2024 Change in provision for sold non-performing loans -109,272 -1,019,868 Realised loan losses -28,404 -52,885 Recovered from previous write-offs 1,225 392 Change in provision for expected loan losses, Stage 1-3 -859,353 252,755 Net loan losses -995,804 -819,606 Loan losses are attributable to Loans to the public and classified as amortised cost. NOTE G18 Items affecting comparability SEK thousand 2025 2024 Profit/loss from sale of shares -2,251 146,989 Fair value effect of remaining shares - 28,096 Interest expenses - 15,657 Consultancy expenses - -7,569 Net loan losses - -80,089 Items affecting comparability -2,251 103,084 Items affecting comparability relate to the transfer agreement regarding the sale of 80.1 % of the shares in Rediem Capital AB, which was completed on 20 December 2024.
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52 • Annual Report 2025 • TF Bank AB (publ) NOTE G19 Tax for the year SEK thousand 2025 2024 Current tax on profit for the year -201,021 -89,417 Provision for tax surcharge - -11,723 Changed tax from previous years 83 - Other taxes -908 -747 Deferred tax 15,335 -53,753 Tax on profit for the year 1 -186,511 -155,640 Reconciliation of tax on profit for the year Profit before tax 853,557 787,989 Tax according to applicable tax rate -175,833 -162,326 Tax effect of non-deductible expenses -8,733 -28,579 Tax effect of non-taxable income 421 44,127 Tax effect of expenses that are not included in the recognised profit or loss - 3,933 Provision for tax surcharge - -11,723 Other taxes -908 -747 Changed tax from previous years 83 - Deviating tax rates in other countries -1,541 -325 Tax on profit for the year recognised in the income statement -186,511 -155,640 SEK thousand 31 Dec 2025 31 Dec 2024 Deferred tax assets Deferred taxes attributable to unrealised derivatives 8,521 - Deferred tax attributable to loss carryforwards 69,493 - Deferred tax attributable to acquisitions of shares in subsidiary 5,264 5,264 Deferred tax attributable to branches 2,851 2,395 Deferred tax assets 86,129 7,659 Deferred tax liabilities The difference between the income tax recognised in the income statement and income tax on operations comprises: Deferred taxes attributable to unrealised derivatives - 11,723 Deferred taxes attributable to taxes abroad 1,120 7,883 Deferred tax on temporary differences 1,120 19,606 The deferred tax liabilities are expected to be settled as follows: Within 12 months 1,120 7,883 Later than 12 months - 11,723 1,120 19,606 The gross change in deferred tax is as follows: Opening balance -11,947 54,277 Effect of changed branch taxation 405 2,259 Ongoing tax audit 81,216 - Recognised in the income statement 15,335 -68,483 Closing balance 85,009 -11,947 1 The weighted average tax rate was 21.9 % (19.8) .
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TF Bank AB (publ) • Annual Report 2025 • 53 NOTE G20 Classification of financial assets and liabilities 31 Dec 2025 SEK thousand Financial instru - ments at fair value through profit or loss Fair value through other com- prehensive income Amortised cost Derivatives used for hedge accounting Non- financial assets and liabilities TotalCompulsory Assets Cash and balances with central banks 17,576 17,576 Treasury bills eligible for refinancing, etc. 2,489,437 2,489,437 Loans to credit institutions 2,236,407 2,236,407 Loans to the public 23,678,282 23,678,282 Shares 117,267 117,267 Derivatives 12,547 12,547 Non-financial assets 566,952 566,952 Total assets 129,814 28,421,702 566,952 29,118,468 Liabilities Deposits and borrowings from the public 24,692,150 24,692,150 Subordinated liabilities 394,844 394,844 Derivatives 48,435 92 48,527 Non-financial liabilities 694,950 694,950 Total liabilities 48,435 25,086,994 92 694,950 25,830,471 31 Dec 2024 SEK thousand Financial instru - ments at fair value through profit or loss Fair value through other com- prehensive income Amortised cost Derivatives used for hedge accounting Non- financial assets and liabilities TotalCompulsory Assets Cash and balances with central banks 18,563 18,563 Treasury bills eligible for refinancing, etc. 1,792,652 1,792,652 Loans to credit institutions 2,447,869 2,447,869 Loans to the public 20,265,458 20,265,458 Shares 117,309 117,309 Derivatives 59,435 786 60,221 Non-financial assets 367,533 367,533 Total assets 176,744 24,524,542 786 367,533 25,069,605 Liabilities Deposits and borrowings from the public 21,197,981 21,197,981 Subordinated liabilities 345,509 345,509 Derivatives 21,954 21,954 Non-financial liabilities 731,481 731,481 Total liabilities 21,954 21,543,490 731,481 22,296,925
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54 • Annual Report 2025 • TF Bank AB (publ) NOTE G21 Financial assets and liabilities at fair value For financial instruments measured at fair value in the balance sheet, disclosures are required on fair value measurement by level according to the fair value hierarchy below: • Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1). • Other observable inputs for assets or liabilities are quoted market prices included in Level 1, either directly, i.e. in the form of quoted prices, or indirectly, i.e. derived from quoted prices (Level 2). • Data for assets or liabilities which are not based on observable market data (non-observable inputs) (Level 3). The Bank also provides information regarding the fair value of certain assets for information purposes. 31 Dec 2025 SEK thousand Level 1 Level 2 Level 3 Total Assets Cash and balances with central banks 17,576 17,576 Treasury bills eligible for refinancing 2,489,169 2,489,169 Loans to credit institutions 2,236,407 2,236,407 Loans to the public 23,647,282 23,647,282 Shares 117,267 117,267 Derivatives 12,547 12,547 Total assets 2,489,169 2,383,797 23,647,282 28,520,248 Liabilities Deposits and borrowings from the public 24,692,150 24,692,150 Subordinated liabilities 394,844 394,844 Derivatives 48,527 48,527 Total liabilities 443,371 24,692,150 25,135,521 31 Dec 2024 SEK thousand Level 1 Level 2 Level 3 Total Assets Cash and balances with central banks 18,563 18,563 Treasury bills eligible for refinancing 1,785,666 1,785,666 Loans to credit institutions 2,447,869 2,447,869 Loans to the public 25,597,265 25,597,265 Shares 117,309 117,309 Derivatives 60,221 60,221 Total assets 1,785,666 2,643,962 25,597,265 30,026,893 Liabilities Deposits and borrowings from the public 21,197,981 21,197,981 Subordinated liabilities 345,509 345,509 Derivatives 21,954 21,954 Total liabilities 367,463 21,197,981 21,565,444
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TF Bank AB (publ) • Annual Report 2025 • 55 Financial instruments in Level 2 The fair value of financial instruments not traded in an active market (e.g. OTC derivatives) is determined using various valuation tech - niques. These valuation techniques use observable market data where available and rely as little as possible on entity-specific informa - tion. An instrument is classified as Level 2 if all significant inputs required for fair value measurement of an instrument are observable. Specific valuation techniques used to measure financial instruments include: • Quoted market prices or dealer quotes for similar instruments. • Fair value of currency swap contracts is determined using forward rates at the balance sheet date. Lending to the public primarily consists of loans with variable interest rates and relatively short maturities. Against this background, the reported value is considered a reasonable approximation of the assets’ fair value at the end of the reporting period. 31 Dec 2025 SEK thousand Carrying amount Fair value Fair value gain (+)/ Fair value loss (-) Assets Cash and balances with central banks 17,576 17,576 - Treasury bills eligible for refinancing, etc. 2,489,437 2,489,169 -268 Loans to credit institutions 2,236,407 2,236,407 Loans to the public 23,678,282 23,678,282 Shares 117,267 117,267 Derivatives 12,547 12,547 Total assets 28,551,516 28,551,248 -268 Liabilities Deposits and borrowings from the public 24,692,150 24,692,150 Subordinated liabilities 394,844 394,844 Derivatives 48,527 48,527 Total liabilities 25,135,521 25,135,521 31 Dec 2024 SEK thousand Carrying amount Fair value Fair value gain (+)/ Fair value loss (-) Assets Cash and balances with central banks 18,563 18,563 Treasury bills eligible for refinancing, etc. 1,792,652 1,785,666 -6,986 Loans to credit institutions 2,447,869 2,447,869 Loans to the public 20,265,458 20,265,458 Shares 117,309 117,309 Derivatives 60,221 60,221 Total assets 24,702,072 24,695,086 -6,986 Liabilities Deposits and borrowings from the public 21,197,981 21,197,981 Subordinated liabilities 345,509 345,509 Derivatives 21,954 21,954 Total liabilities 21,565,444 21,565,444 Note G21 cont.
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56 • Annual Report 2025 • TF Bank AB (publ) NOTE G22 Treasury bills eligible for refinancing SEK thousand 31 Dec 2025 31 Dec 2024 Treasury bills eligible for refinancing - EU-commission 806,639 858,318 Government securities eligible for refinancing - Norway 764,682 527,901 Treasury bills eligible for refinancing - Netherlands 430,208 - Treasury bills eligible for refinancing - Sweden 272,804 406,433 Treasury bills eligible for refinancing - Finland 215,104 - Total treasury bills eligible for refinancing, etc. 2,489,437 1,792,652 NOTE G23 Loans to credit institutions SEK thousand 31 Dec 2025 31 Dec 2024 Accounts receivable Swedish currency 425,360 948,593 Accounts receivable foreign currency 1,811,047 1,499,276 Total loans to credit institutions 2,236,407 2,447,869 NOTE G24 Loans to the public SEK thousand 31 Dec 2025 31 Dec 2024 Loans to the household sector 23,253,248 19,779,471 Loans to the corporate sector 1 425,034 485,987 Total loans to the public 23,678,282 20,265,458 Loans to the household sector Stage 1, gross 22,059,400 19,258,023 Stage 2, gross 1,109,745 1,037,063 Stage 3, gross 2 1,637,391 282,577 Total loans to the household sector, gross 24,806,536 20,577,663 Provisions for expected loan losses, household sector Stage 1 -447,078 -368,179 Stage 2 -242,678 -225,748 Stage 3 2 -863,532 -204,265 Total provisions for expected loan losses, household sector -1,553,288 -798,192 Loans to the household sector Stage 1, net 21,612,322 18,889,844 Stage 2, net 867,067 811,315 Stage 3, net 2 773,859 78,312 Total loans to the household sector, net 23,253,248 19,779,471 Loans to the corporate sector Loans, net 425,034 485,987 Total loans to the corporate sector, net 425,034 485,987 1 Lending to the corporate sector consists of loans in Stage 1 to counterparties regarding sale of past due loans and loans in Stage 1 to a foreign partner within Ecommerce Solutions. 2 The Bank regularly sells past due loans in markets where the Board of Directors considers the price level to be favourable for the Bank’s performance and risk profile.
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TF Bank AB (publ) • Annual Report 2025 • 57 MACROECONOMIC SCENARIOS 2025 2024 Scenario Probability of occuring Impact on provisions (stage 1) Probability weitghted outcome Probability of occuring Impact on provisions (stage 1) Probability weitghted outcome Adverse 17.7 % 1,8 % increase 15.9 % 10,2 % increase 97.5 %Positive 19.9 % 6,1 % decrease 97.3 % 19.5 % 9,4 % decrease Base 62.4 % 4,1 % decrease 64.6 % 3,5 % decrease Effect on provisions for each segment related to expected loan losses in Stage 1. SEK thousand 31 Dec 2025 31 Dec 2024 Credit Cards 13,300 11,910 Ecommerce Solutions 1,279 309 Consumer Lending 3,579 2,882 Total 18,158 15,101 Sensitivity analysis: The ECL macroeconomic component relies on ECB macroeconomic projections and EBA stress tests conducted by European banks in 2025.The primary factor influencing the impact on ECL is the HICP inflation rate. Significant deviations between the observed and pro - jected HICP inflation rates, upon realisation, will lead to changes in the likelihood of scenarios and the total weighted impact on ECL. Impact of 100 % weighting of scenarios: a. Positive scenario According to assumed impact on provisions, assigning 100 % probability to positive scenario would lead to multiplication of provisions in Stage 1 by 93.9 % (decrease of provisions by SEK 25.6 million). b. Base scenario According to assumed impact on provisions, assigning 100 % probability to baseline scenario would lead to multiplication of provisions in Stage 1 by 95.9 % (decrease of provisions by SEK 17.2 million). c. Adverse scenario According to assumed impact on provisions, assigning 100 % probability to adverse scenario would lead to multiplication of provisions in Stage 1 by 101.8 % (increase of provisions by SEK 7.4 million). Note G24 cont.
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58 • Annual Report 2025 • TF Bank AB (publ) PROVISIONS Provision of credit losses during the period were impacted by several different factors, as described below: - Transfers between Stage 1 and Stage 2 or Stage 3 depending on whether the loan has significantly increased (or decreased) in risk or if it has defaulted during the period and thus transferred between 12 month and full lifetime ECL. - New loans during the period and also loans removed from the portfolio in the same period. (Increases due to issue and purchase and decline due to derecognition from the statement of financial position). - Changes in risk factors as Probability of default (PD), Exposure at default (EAD) and Loss given default (LGD), arising because the model has been updated with new amounts. - Changes in macroeconomic scenarios based on macroeconomic factors. - Exchange rate differences. Non-doubtful receivables Doubtful receivables Stage 1 Stage 2 Stage 3 SEK thousand 12 month expected loan losses Lifetime expected loan losses Lifetime expected loan losses Total Loans to the public, gross, opening balance 1 January 2025 19,744,010 1,037,063 282,577 21,063,650 Financial assets added during the year 35,618,347 35,618,347 Repayments -28,337,099 -969,843 -259,790 -29,566,732 Financial assets sold during the year -506,916 -488,775 -995,691 Stage transfers -3,798,936 1,610,368 2,188,568 - from 1 to 2 -2,045,174 2,045,174 - from 1 to 3 -1,989,826 1,989,826 - from 2 to 1 236,064 -236,064 - from 2 to 3 -198,742 198,742 - from 3 to 2 Exchange rate differences -1,166,922 -60,927 -85,189 -1,313,038 Loans to the public, gross, closing balance 31 December 2025 22,059,400 1,109,745 1,637,391 24,806,536 Provision for expected loan losses, opening balance 1 January 2025 -368,179 -225,748 -204,265 -798,192 Changes reported as net loan losses Financial assets added during the year -402,312 -402,312 Repayments 260,519 81,353 20,528 362,400 Financial assets sold during the year 27,344 24,765 52,109 Stage transfers 41,761 -138,908 -747,606 -844,753 - from 1 to 2 18,891 -249,299 -230,408 - from 1 to 3 27,297 -623,456 -596,159 - from 2 to 1 -4,427 56,241 51,814 - from 2 to 3 54,150 -124,150 -70,000 - from 3 to 2 Exchange rate differences 21,133 13,281 43,046 77,460 Provision for expected loan losses, closing balance 31 December 2025 -447,078 -242,678 -863,532 -1,553,288 Note G24 cont.
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TF Bank AB (publ) • Annual Report 2025 • 59 Non-doubtful receivables Doubtful receivables Stage 1 Stage 2 Stage 3 SEK thousand 12 month expected loan losses Lifetime expected loan losses Lifetime expected loan losses Total Loans to the public, gross, opening balance 1 January 2024 16,609,580 711,192 1,604,568 18,925,340 Financial assets added during the year 27,149,250 27,149,250 Repayments -21,530,098 -217,656 -96,281 -21,844,035 Financial assets sold during the year -714,954 -2,969,495 -3,684,449 Stage transfers -2,901,454 1,226,894 1,674,560 - from 1 to 2 -1,518,637 1,518,637 - from 1 to 3 -1,565,754 1,565,754 - from 2 to 1 182,937 -182,937 - from 2 to 3 -108,806 108,806 - from 3 to 2 Exchange rate differences 416,732 31,587 69,225 517,544 Loans to the public, gross, closing balance 31 December 2024 19,744,010 1,037,063 282,577 21,063,650 Provision for expected loan losses, opening balance 1 January 2024 -261,935 -115,109 -677,663 -1,054,707 Changes reported as net loan losses Financial assets added during the year -391,652 -391,652 Repayments 295,829 104,180 208,889 608,898 Financial assets sold during the year 57,322 476,565 533,887 Stage transfers 20,838 -249,819 -164,700 -393,681 - from 1 to 2 21,296 -312,100 -290,804 - from 1 to 3 2,352 -90,468 -88,116 - from 2 to 1 -2,810 28,049 25,239 - from 2 to 3 34,232 -74,232 -40,000 - from 3 to 2 Exchange rate differences -31,259 -22,322 -47,356 -100,937 Provision for expected loan losses, closing balance 31 December 2024 -368,179 -225,748 -204,265 -798,192 NOTE G25 Shares SEK thousand 31 Dec 2025 31 Dec 2024 Opening balance of holdings in unlisted shares 117,309 144 Changes during the year Reclassification - 89,200 Change in fair value -39 28,096 Translation differences -3 -131 Closing balance of holdings in unlisted shares 117,267 117,309 Total shares 117,267 117,309 Note G24 cont.
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60 • Annual Report 2025 • TF Bank AB (publ) NOTE G26 Other assets SEK thousand 31 Dec 2025 31 Dec 2024 Tax account 84,555 67,556 Accounts receivable 67,443 4,115 Derivatives 12,547 60,221 Other assets 16,046 13,304 Total other assets 180,591 145,196 NOTE G27 Deposits and borrowings from the public SEK thousand 31 Dec 2025 31 Dec 2024 Germany 17,387,272 16,825,163 Netherlands 4,861,195 2,781,360 Spain 1,031,658 309,363 Ireland 840,053 614,673 Finland 286,491 334,850 Sweden 170,667 151,702 Norway 114,814 180,870 Total deposits and borrowings from the public 24,692,150 21,197,981 Deposits and borrowings from the public only occur in the household sector and 99 % (98) is covered by a deposit guarantee scheme. Deposits in Sweden, Norway and Germany are payable on demand and on maturity. Deposits in Finland are payable on demand. Deposits with maturity amounts to 44 % (70) of total deposits from the public. Maturities are shown in Note G3. CHANGES IN DEPOSITS AND BORROWINGS FROM THE PUBLIC SEK thousand 31 Dec 2025 31 Dec 2024 Opening balance 21,197,981 20,652,997 Change for the year 5,009,277 -161,118 Exchange rate differences -1,515,108 706,102 Closing balance 24,692,150 21,197,981
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TF Bank AB (publ) • Annual Report 2025 • 61 NOTE G28 Other liabilities SEK thousand 31 Dec 2025 31 Dec 2024 Debts to ecommerce partners 115,161 98,922 Lease liabilities 69,289 67,358 Derivatives 48,527 21,954 VAT debt 19,480 18,382 Accounts payable 9,057 9,540 Other liabilities 11,589 16,372 Total other liabilities 273,103 232,528 NOTE G29 Accrued expenses and prepaid income SEK thousand 31 Dec 2025 31 Dec 2024 Accrued interest on deposits from the public 163,905 240,244 Accrued broker fees 59,815 52,537 Accrued social security costs 31,624 24,375 Accrued salaries and holiday pay liability 27,360 21,760 Accrued interest on loans to the public 11,896 10,989 Other accrued expenses and prepaid income 89,965 86,647 Total accrued expenses and prepaid income 384,565 436,552 NOTE G30 Subordinated liabilities SEK thousand 31 Dec 2025 31 Dec 2024 Time-bound subordinated liabilities 394,844 345,509 Total 394,844 345,509 Subordinated loans are subordinated to other liabilities. The table below shows the terms for each bond. The prospectus are available on the Bank’s website, www.tfbankgroup.com. Issuing date Nominal amount (SEK thousand) Interest rate terms Maturity date 14 December 2020 (redeemed 15 December 2025) 100,000 STIBOR 3 months +5.50% N/A 28 February 2023 150,000 STIBOR 3 months +6.50% 28 February 2033 18 September 2024 100,000 STIBOR 3 months +4.00% 18 September 2034 27 November 2025 150,000 STIBOR 3 months +3.50% 27 February 2036
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62 • Annual Report 2025 • TF Bank AB (publ) NOTE G31 Leasing TSEK 31 Dec 2025 31 Dec 2024 Lease agreements Total minimum lease payments for non-cancellable agreements 69,288 67,358 Total 69,288 67,358 Maturity analysis of non-cancellable lease agreements Less than one year 16,777 16,987 More than one year but less than two years 14,677 13,415 More than two years but less than three years 14,103 9,053 More than three years but less than four years 9,116 9,024 More than four years but less than five years 5,775 7,327 More than five years 8,840 11,552 Total 69,288 67,358 Amounts reported in the income statement Depreciation of right-of-use assets -17,684 -16,368 Interest expenses on lease liabilities -1,635 -1,443 Expenses for leases of low-value assets -2,966 -2,764 The Group is a lessee, and lease agreements recognised as right -of-use assets primarily comprise office premises and office equipment. Lease agreements with a term of less than 12 months are classified as short -term leases and are therefore not included in recognised right -of-use assets/liabilities. The Group currently has no short -term leases. The Group has elected not to recognise leases of low-value assets as right -of-use assets. The marginal borrowing rate varies depending on the contractual terms and ranges between 1 % and 4 %. In cases where an implicit interest rate is available, that rate is used. Lease contracts entered into but not yet commenced as of the balance sheet date amount to 0 TSEK (0).
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TF Bank AB (publ) • Annual Report 2025 • 63 NOTE G32 Transactions with related parties Transactions between Group companies refer to invoicing of services rendered in subsidiaries. Transactions with other related parties in the table below refer to transactions between TF Bank and companies that largely have the same owner as TF Bank’s largest owner TFB Holding AB, corporate identity number 556705-2997, or where TF Bank owns a minor stake. All transactions are priced according to the market. SEK thousand 31 Dec 2025 31 Dec 2024 The following transactions took place between companies within the Group: General administrative expenses -7,112 -17,377 Total -7,112 -17,377 SEK thousand 31 Dec 2025 31 Dec 2024 The following transactions have been made with other related parties: Interest income (transaction costs) -34,615 -36,177 Commission icome 2,045 2,287 General administrative expenses -1,434 -1,729 Loan losses, net -23,552 -3,503 Total -57,556 -39,122 Acquisition of assets and liabilities from other related parties: Ecommerce Solutions 459,777 465,019 Total 459,777 465,019 Sale of assets and liabilities to other related parties: Non-performing loans 87,559 20,368 Total 87,559 20,368 SEK thousand 31 Dec 2025 31 Dec 2024 Assets and liabilities at the end of the period as a result of transactions with other related parties: Loans to credit institutions - 54,959 Other assets 405 496 Other liabilities 931 1,807 NOTE G33 Equity Shares The number of shares in the Parent Company amounted to 64,650,000 (21,500,000) shares at the balance sheet date, with a quota value of SEK 1.66 (5). The quota value represents share capital divided by the number of shares. During the year, on 27 January, the Company carried out a share issue of 50,000 shares at par value and also implemented a share split whereby one existing share was split into three new shares (share split 3:1) on 21 July. Translation Reserve This reserve includes translation differences arising from the consolidation of the Group’s foreign operations. Retained Earnings Retained earnings refer to the retained profit from the previous year, reduced by dividend payments and transactions related to the Group’s Tier 1 capital instruments, such as interest payments or issuance costs. During the year, the Company distributed SEK 21,550,000 to its shareholders. Proposed allocation of profits for the year 2025 can be found in Note P32. Primary Capital Instruments TF Bank has issued primary capital instruments. The instruments relate to subordinated loans with perpetual maturity, with the first possible redemption after five years. The amount and interest terms are shown in the table below. Issuing date Nominal amount (SEK thousand) Interest rate terms First possible redemption 1 December 2021 100,000 STIBOR 3 months +6.25% 1 December 2026 6 September 2023 150,000 STIBOR 3 months +8.75% 6 September 2028 A specification of changes in equity can be found in the Report on changes in equity on page 28.
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64 • Annual Report 2025 • TF Bank AB (publ) NOTE G34 Capital adequacy Background Information about the Bank’s capital adequacy includes information in accordance with Chapter 6, Sections 3-4 of the Swedish FSA’s regulations and general guidelines (FFFS 2008:25) on annual accounts of credit institutions and investment firms and related informa - tion contained in article 433bof Regulation (EU) No 575/2013 and Chapter 8, Section 1 of the Swedish FSA’s regulations and general guidelines on regulatory requirements and capital buffers (FFFS 2014:12). TF Bank AB is the responsible institution and is under the supervision of the Swedish FSA. As a result, the Bank is subject to the rules governing credit institutions in Sweden. TF Bank AB is a listed company which means that the stock exchange rules are also applicable. TF Bank is classified as a small and non-complex institute in accordance to article 4.1.145 of supervisory regulation (EU) No 575/2013. To determine the Company’s statutory capital requirements, the Special Supervision of Credit Institutions and Securities Companies Act (2014:968), Regulation (EU) No 575/2013, the Swedish Capital Buffers Act (2014:966), and the Swedish Financial Supervisory Authority’s regulations and general guidelines (FFFS 2014:12) regarding supervisory requirements and capital buffers. Own funds TF Bank’s capital base consists of equity attributable to shareholders and issued bonds. Shareholders’ equity after regulatory adjustments constitutes Additional Tier 1 capital. Issued bonds constitute of Additional Tier 1 or Tier 2 funds. The bonds are subordinated to the Bank’s other creditors and bonds that constitute other core capital could, under certain conditions, be converted into share capital. The Swedish FSA has approved TF Bank’s applications to include accrued earnings in its capital base. Risk exposure amount TF Bank’s risk exposure amount consists mainly of credit risk and operational risk. The risk exposure amount for credit risk is calculated using the Standardised Approach and the Bank’s exposures are weighted on the basis of different percentages set out in Regulation (EU) No 575/2013. The risk exposure amount for operational risk is calculated using the alternative standardised approach in accordance with article 4.314 of Regulation (EU) No 575/2013. Capital requirements and Pillar 2 Guidance The Pillar 1 regulatory capital requirement requires that total own funds amount to at least 8 % of the risk-weighted exposure amount for credit risk, credit valuation adjustment risk, market risk and operational risk. This is followed by additional capital requirements for the risks that are not covered by Pillar 1, such as concentration risk, exchange rate risk and interest rate risk. The capital requirements for these risks are covered through Pillar 2. In addition, capital is allocated for a capital conservation buffer of 2.5 % of the risk-weighted exposure amount and an institution-specific countercyclical capital buffer weighted on the basis of geographical exposures. As of 31 December 2025, TF Bank’s countercyclical capital buffer requirement of 1.2 % is related to 2.5 % for exposures in Norway and Denmark, 2.0 % for exposures in Sweden, 1.5 % for exposures in Estonia, 1.0 % for exposures in Latvia, Lithuania and Poland, 0.75 % for exposures in Germany and 0.5 % for exposures in Spain. The Swedish Financial Supervisory Authority has concluded its supervisory review and eval - uation of TF Bank AB and, on 19 March 2025, decided on specific own funds requirements and Pillar 2 guidance. The Bank’s previously internally assessed own funds requirement was confirmed, and the Authority resolved to set Pillar 2 guidance at 0 % of the total risk exposure amount and 0.5 % of the total exposure measure for the leverage ratio. Capital planning The strategies and methods used by TF Bank to measure and maintain capital requirements according to Regulation (EU) No 575/2013 are based on the Bank’s risk management. Risk management seeks to identify and analyse the risks inherent in TF Bank’s operations and to set appropriate limits for these risks and ensure that necessary controls are in place. Risks are monitored and controls are performed on an ongoing basis to ensure limits are not exceeded. TF Bank has a centralised function for independent risk control which reports directly to the CEO and whose task it is to analyse development of risks and, where required, suggest changes to governing documents and processes, both for overarching risk management and specific areas. To assess whether its internal capital is sufficient to support current and future operations and to ensure that the capital base has an appropriate size and composition, TF Bank AB has established its own Internal Capital and Liquidity Adequacy Assessment Process (ICLAAP). The process serves as a tool to ensure that the Bank clearly and accurately identifies, measures and manages all risks to which it is exposed, and assesses its internal capital needs in relation to these risks. This includes ensuring that TF Bank maintains appropriate governance and control functions as well as risk management systems. The Bank’s ICLAAP is conducted at least annually. In TF Bank, the starting point for ICAAP/ILAAP is risk identification and self-assessment workshops with senior executives. Against the background of this risk analysis, each individual risk is analysed and management of the risk is document. Reference is made to applica - ble governing documents and policies. The risks are then quantified on the basis of the method that The Bank deems to be appropriate for each type of risk. Each risk type is then assessed to establish if additional capital is required to cover the specific risk type according to Pillar 2. The assessment is based on Pillar 1 capital requirements according to Regulation (EU) No 575/2013 and additional capital is added where necessary for other risks. The ICAAP/ILAAP is then subjected to stress testing to ensure that bank’s capital adequacy and liquidity level can be maintained in stressed market conditions. TF Bank uses forward-looking scenarios based on the Company’s three- year business plan.
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TF Bank AB (publ) • Annual Report 2025 • 65 CAPITAL SITUATION SEK thousand 31 Dec 2025 31 Dec 2024 Common Equity Tier 1 capital (CET1) 2,670,000 2,354,631 Additional Tier 1 capital (AT1) 250,000 250,000 Tier 2 capital 394,844 345,509 Own funds 3,314,844 2,950,140 Risk exposure amount 20,601,319 17,700,941 - of which: credit risk 19,209,888 16,493,873 - of which: credit valuation adjustment 74,415 78,960 - of which: operational risk 1,317,016 1,128,108 Capital ratios CET1 capital ratio, % 13.0 13.3 Tier 1 capital ratio, % 14.2 14.7 Total capital ratio, % 16.1 16.7 CAPITAL REQUIREMENTS AND PILLAR 2 GUIDANCE 31 Dec 2025 31 Dec 2024 SEK thousand Amount Percent 1 Amount Percent 1 Capital requirement under Pillar 1 CET1 capital 927,059 4.5 796,542 4.5 Tier 1 capital 1,236,079 6.0 1,062,056 6.0 Total capital 1,648,106 8.0 1,416,075 8.0 Capital requirement under Pillar 2 CET1 capital 142,536 0.7 124,854 0.7 Tier 1 capital 190,048 0.9 166,472 0.9 Total capital 253,397 1.2 221,962 1.3 - of which, concentration risk 195,713 1.0 166,989 0.9 - of which, interest rate risk 57,684 0.3 54,973 0.3 Capital requirement under Pillar 1 and Pillar 2 CET1 capital 1,069,595 5.2 921,396 5.2 Tier 1 capital 1,426,127 6.9 1,228,528 6.9 Total capital 1,901,503 9.2 1,638,037 9.3 Institution-specific buffer requirement Total buffer requirement 758,129 3.7 646,085 3.7 - of which, capital conservation buffer requirement 515,033 2.5 442,524 2.5 - of which, countercyclical buffer requirement 243,096 1.2 203,561 1.2 Total capital requirement including buffer requirement CET1 capital 1,827,724 8.9 1,567,480 8.9 Tier 1 capital 2,184,256 10.6 1,874,612 10.6 Total capital 2,659,631 12.9 2,284,122 12.9 Pillar 2 Guidance CET1 capital 0 0.0 N/A N/A Total need for capital including Pillar 2 Guidance CET1 capital 1,827,724 8.9 1,567,480 8.9 Tier 1 capital 2,184,256 10.6 1,874,612 10.6 Total capital 2,659,631 12.9 2,284,122 12.9 1 Capital requirements expressed as a percentage of the risk exposure amount. Note G34 cont.
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66 • Annual Report 2025 • TF Bank AB (publ) OWN FUNDS SEK thousand 31 Dec 2025 31 Dec 2024 CET1 capital Share capital 107,750 107,500 Other reserves -19,770 2,194 Retained earnings including net profit for the period reviewed by the auditor 2,950,017 2,412,986 CET1 capital before regulatory adjustments 3,037,997 2,522,680 Adjustments to CET1 capital: - Deduction of foreseeable costs and dividends 1 -323,250 -107,500 - Intangible assets 2 -11,893 -35,101 - Goodwill -20,011 -20,011 - Insufficient coverage for non-performing exposures 3 -12,843 -5,437 Total regulatory adjustments to CET1 capital -367,997 -168,049 Total CET1 capital 2,670,000 2,354,631 Tier 1 capital instruments Perpetual subordinated loans 250,000 250,000 Tier 2 capital instruments Fixed term subordinated loans 394,844 345,509 Own funds 3,314,844 2,950,140 SPECIFICATION OF RISK EXPOSURE AMOUNT AND CAPITAL REQUIREMENT 31 Dec 2025 31 Dec 2024 SEK thousand Risk exposure amount Capital requirement 8 % Risk exposure amount Capital requirement 8 % Credit risk under the standardised approach Corporate exposures 420,843 33,667 485,987 38,879 Household exposures 16,839,859 1,347,189 14,745,870 1,179,670 Secured by collateral 6,087 487 13,999 1,120 Exposures in default 773,859 61,909 78,313 6,265 Exposures to institutions 492,305 39,384 571,818 45,745 Equity exposures 293,084 23,447 293,126 23,450 Other items 383,851 30,708 304,760 24,381 Total 19,209,888 1,536,791 16,493,873 1,319,510 Credit valuation adjustment Standardised method 74,415 5,953 78,960 6,317 Total 74,415 5,953 78,960 6,317 Market risk Foreign exchange risk - - - - Total - - - - Operational risk Alternative Standardised Approach 1,317,016 105,361 1,128,108 90,249 Total 1,317,016 105,361 1,128,108 90,249 Total risk exposure amount and total capital requirement 20,601,319 1,648,106 17,700,941 1,416,075 1 Deduction of dividends have been made in accordance with the Board of Directors’ proposal to the Annual General Meeting. 2 Deduction according to Commission Delegated Regulation (EU) 2020/2176. 3 Deduction according to Regulation (EU) No 2019/630. Note G34 cont.
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TF Bank AB (publ) • Annual Report 2025 • 67 NOTE G35 Liquidity coverage Background Information about the Bank’s liquidity coverage in this document includes information in accordance with Chapter 5, Section 9 of the Swedish FSA’s regulations and general guidelines (FFFS 2010:7) on publication of information on liquidity risk. Information on regulatory liquidity requirements in this document refers to information set out in Part Six of Regulation (EU) No 575/2013. Liquidity reserve In accordance with FFFS 2010:7, a responsible institution is required to keep a separate reserve of high-quality liquid assets that can be used to secure short-term solvency in the event of the loss or deterioration of access to normally available funding sources. TF Bank’s available liquidity reserve consists of treasury bills, government bonds, cash at central banks and loans to credit institutions. Only amounts that are available the following day are counted in the available liquidity reserve. During the fourth quarter of 2025, TF Bank deposited SEK 72 million with the Riksbank in accordance with a new deposit requirement that applies to all Swedish banks and credit institutions. Sources of financing TF Bank’s main source of financing is deposits from the public. Deposits are only from the household sector and 99 % (98) is covered by a government deposit guarantee scheme. The other sources of financing are subordinated debt, Additional Tier 1 capital instruments and equity attributable to the shareholders. LIQUIDITITY POSITION SEK thousand 31 Dec 2025 31 Dec 2024 Liquidity reserve 1 Treasury bills eligible for refinancing - EU-commission 2 806,639 858,318 Government securities eligible for refinancing - Norway 2 764,682 527,901 Treasury bills eligible for refinancing - Netherlands 2 430,208 - Treasury bills eligible for refinancing - Sweden 2 272,804 406,433 Treasury bills eligible for refinancing - Finland 2 215,104 - Total liquidity reserve 2,489,437 1,792,652 Other available liquidity reserve Cash and balances with central banks 3 6,096 6,338 Loans to credit institutions 3 1,834,953 2,254,307 Total other available liquidity reserve 1,841,049 2,260,645 Total available liquidity reserve 4,330,486 4,053,297 Sources of financing Deposits from the public 24,692,150 21,197,981 Subordinated liabilities 394,844 345,509 Tier 1 capital instrument 250,000 250,000 Equity attributable to shareholders 3,037,997 2,522,680 Total sources of financing 28,374,991 24,316,170 Key figures Available liquidity reserve / Deposits from the public 18 19 Liquidity coverage ratio, % 222 406 Net Stable Funding ratio, % 115 109 REGULATORY LIQUIDITY REQUIREMENTS 31 Dec 2024 31 Dec 2023 Key figures Liquidity coverage ratio, % 100 100 Net Stable Funding ratio, % 100 100 1 According to definition in FFFS 2010:7. 2 Remaining term to maturity is up to 12 months. 3 Excluding restricted cash and cash equivalents that are not available the next day.
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68 • Annual Report 2025 • TF Bank AB (publ) NOTE G36 Shares in subsidiaries TFB Service UAB TFB Service GmbH TFBN Services S.L.U.. TFBN Services Ltd TF Bank Nordic AB Yieldloop AB Credento Bank AB TFB Holding Ltd Avarda AS Country of registration and operation Lithuania Germany Spain United Kingdom Sweden Sweden Sweden Malta Norway Operations Administra- tion Administra- tion Administra- tion Administra- tion Financial Financial Financial Financial Administra- tion Number of shares 1 25,000 0 2,500,000 825,000,000 25,000 25,000 1,165 33,000 Percentage of shares owned by TF Bank, % 100 100 0 100 100 100 100 100 100 Carrying amount as at 31 December 2025 25 264 0 33,087 825,000 25 25 13 924 Operating income 2025 - 24,478 679 1,956 38,209 - - - - Profit before tax 2025 - 1,203 102 -16,539 21,351 - - - -47 Tax on profit 2025 - -382 - - -3,297 - - - - Employees (FTE) 2025 - 16 - 5 7 - - - - Parent Company TFB Service UAB TFB Service GmbH TFBN Services S.L.U. TFBN Services Ltd TF Bank Nordic AB Yieldloop AB Credento Bank AB TFB Holding Ltd Avarda AS Total Carrying amount as at 1 January 2024 25 264 31 320 Share issue 0 25 25 Impairment Sale of shares in subsidiaries Reclassification Acquisition 924 924 Carrying amount as at 31 December 2024 25 264 31 0 25 924 1,269 Carrying amount as at 1 January 2025 25 264 31 0 25 924 1,269 Share issue 33,088 824,975 25 25 14 858,127 Liquidation -31 -31 Carrying amount as at 31 December 2025 25 264 0 33,088 825,000 25 25 14 924 859,365
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TF Bank AB (publ) • Annual Report 2025 • 69 NOTE G37 Pledged assets, contingent liabilities and commitments SEK thousand 31 Dec 2025 31 Dec 2024 Pledged assets Restricted bank deposits 1 83,774 12,225 Total 83,774 12,225 SEK thousand 31 Dec 2025 31 Dec 2024 Commitments Unutilised credit limits 13,999,381 10,050,350 Total 13,999,381 10,050,350 According to the Board’s assessment, TF Bank has no contingent liabilities. NOTE G38 Events after 31 December 2025 No other significant events have occurred after the balance sheet date. 1 Restricted bank deposits refers to minimum reserve requirements at central banks in Sweden, Finland and Poland.
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70 • Annual Report 2025 • TF Bank AB (publ) FINANCIAL INFORMATION AND NOTES - PARENT COMPANY 70 • Annual Report 2025 • TF Bank AB (publ)
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TF Bank AB (publ) • Annual Report 2025 • 71 FIVE-YEAR OVERVIEW - PARENT COMPANY SEK thousand 2025 2024 2023 2022 2021 Income statement Operating income 2,862,766 3,822,223 1,887,910 1,412,801 1,055,287 Operating expenses -1,023,076 -746,320 -763,019 -611,229 -442,165 Net loan losses -983,410 -832,359 -631,231 -367,569 -260,564 Operating profit 856,280 792,044 493,660 434,003 352,558 Profit for the year 655,985 654,315 384,501 340,805 277,206 Balance sheet Loans to the public 18,074,416 20,265,458 15,424,259 14,654,373 10,872,285 Deposit from the public 24,137,407 21,197,981 20,652,996 16,108,130 11,504,749 Key figures CET1 capital ratio, % 15.1 13.4 12.2 12.3 12.3 Tier 1 capital ratio, % 16.5 14.8 13.9 13.9 14.3 Total capital ratio, % 18.8 16.7 16.2 15.6 16.2 Employees (FTE) 443 322 322 290 236 See separate section with definitions, page 107.
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72 • Annual Report 2025 • TF Bank AB (publ) INCOME STATEMENT - PARENT COMPANY SEK thousand Note 2025 2024 P1,P2 Operating income Interest income according to the effective interest rate method 3,441,802 2,830,390 Other interest income 11,024 29,526 Interest income P4,P31 3,452,826 2,859,916 Interest expense P5 -808,084 -804,374 Net interest income 2,644,742 2,055,542 Fee and commission income 435,984 281,456 Fee and commission expense -218,663 -177,684 Net fee and commission income P6 217,321 103,772 Dividends received P7 - 1,451,500 Net results from financial transactions P8 703 41,885 Other operation income P9 - 169,524 Total operating income 2,862,766 3,822,223 Operating expenses General administrative expenses P10,P11,P12,P31 -900,867 -669,710 Depreciation and amortisation of tangible and intangible assets P13,P14,P15 -57,549 -34,671 Other operating expenses P16 -64,660 -41,939 Total operating expenses -1,023,076 -746,320 Profit before loan losses 1,839,690 3,075,903 Net loan losses P17 -983,410 -832,359 Impairment of financial non-current assets P18 - -1,451,500 Operating profit 856,280 792,044 Appropreaction P32 -18,500 - Tax on profit for the year P19 -181,795 -137,729 Profit for the year 655,985 654,315 STATEMENT OF OTHER COMPREHENSIVE INCOME - PARENT COMPANY SEK thousand 2025 2024 Profit for the year 655,985 654,315 Other comprehensive income Items that may subsequently be reclassified to the income statement Gross exchange rate differences -4,385 50 Tax on exchange rate differences in the period -15,668 - Other comprehensive income for the year -20,053 50 Total comprehensive income for the year 635,932 654,365
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TF Bank AB (publ) • Annual Report 2025 • 73 BALANCE SHEET - PARENT COMPANY SEK thousand Note 31 Dec 2025 31 Dec 2024 P1,P2,P20,P21 ASSETS Cash and balances with central banks 17,576 18,563 Treasury bills eligible for refinancing, etc. P22 2,177,053 1,792,652 Loans to credit institutions P23,P31 6,720,692 2,442,923 Loans to the public P24 18,074,416 20,265,458 Shares P25 117,267 117,309 Shares in subsidiaries G36 859,365 1,244 Goodwill P13 20,465 26,593 Intangible assets P14 82,703 97,572 Tangible assets P15 7,219 5,784 Other assets P26,P31 173,782 145,736 Deferred tax assets P19 80,451 2,395 Prepaid expenses and accrued income 119,894 85,668 TOTAL ASSETS 28,450,883 25,001,897 LIABILITIES AND EQUITY Liabilities Deposits and borrowings from the public P27 24,137,407 21,197,981 Other liabilities P28,P31 199,537 163,030 Current tax liabilities 78,544 61,917 Accrued expenses and prepaid income P29 351,422 432,908 Deferred tax liabilities P19 - 19,606 Provisions 3,589 1,574 Subordinated liabilities P30 394,844 345,509 Total liabilities 25,165,343 22,222,525 Equity P32 Restricted equity Share capital 107,750 107,500 Statutory reserve 1,000 1,000 Development costs fund 82,703 97,572 Total restricted equity 191,453 206,072 Non-restricted equity Tier 1 capital instrument 250,000 250,000 Foreign currency reserve -21,280 -1,227 Retained earnings 2,209,382 1,670,212 Profit for the year 655,985 654,315 Total non-restricted equity 3,094,087 2,573,300 Total equity 3,285,540 2,779,372 TOTAL LIABILITIES AND EQUITY 28,450,883 25,001,897
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74 • Annual Report 2025 • TF Bank AB (publ) STATEMENT OF CHANGES IN EQUITY - PARENT COMPANY SEK thousand Restricted equity Non-restricted equity Share capital Statutory reserve Develop- ment costs fund Tier 1 capital in - strument Foreign currency reserve Retained earnings Profit for the year Total equity Equity as at 1 Jan 2024 107,500 1,000 39,215 250,000 -1,277 1,365,060 384,501 2,145,999 Profit for the year 654,315 654,315 Other comprehensive income for the year 50 50 Transfer of previous year's profit 384,501 -384,501 Capitalisation of development costs 95,043 -95,043 Amortisation of capitalised develop - ment costs -36,686 36,686 Interest Tier 1 capital -29,129 -29,129 Share-based remunerations 8,137 8,137 Equity as at 31 Dec 2024 107,500 1,000 97,572 250,000 -1,227 1,670,212 654,315 2,779,372 Equity as at 1 Jan 2025 107,500 1,000 97,572 250,000 -1,227 1,670,212 654,315 2,779,372 Profit for the year 655,985 655,985 Other comprehensive income for the year -20,053 -20,053 Transfer of previous year's profit 654,315 -654,315 Capitalisation of development costs 8,019 -8,019 Amortisation of capitalised develop- ment costs -22,888 22,888 Interest Tier 1 capital -25,838 -25,838 Share issue 250 250 Total contributions from and distributions to owners -107,750 -107,750 Share-based remunerations 3,574 3,574 Equity as at 31 Dec 2025 107,750 1,000 82,703 250,000 -21,280 2,209,382 655,985 3,285,540
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TF Bank AB (publ) • Annual Report 2025 • 75 CASH FLOW STATEMENT - PARENT COMPANY SEK thousand 2025 2024 Operating activities Operating profit 837,780 792,044 Adjustment for items not included in cash flow Depreciation and amortisation of tangible and intangible assets 57,549 34,671 Accrued interest income and expense -77,495 132,709 Other non-cash items -1,456 -1,343 Paid income tax -180,856 -169,887 Cash flows from operations before changes in working capital 635,522 788,194 Increase/decrease in loans to the public 2,191,042 -4,828,458 Increase/decrease in other short-term receivables 55,756 -51,827 Increase/decrease in deposits and borrowing from the public 2,939,426 544,985 Increase/decrease in other short-term liabilities 11,346 -28,970 Change in restricted bank deposits -71,549 723 Cash flow from operating activities 5,753,988 -3,575,353 Investing activities Investments in tangible assets -6,129 -2,054 Investments in intangible assets -34,566 -95,043 Sales of tangible assets 759 - Business acquisitions - -34,013 Investments in subsidiaries -858,121 -213,000 Sale of shares in subsidiaries -2,251 105,700 Cash flow from investing activities -900,308 -238,410 Financing activities Share issue 250 - Redemption of Tier 2 capital -100,000 -100,000 Issue of Tier 2 capital 150,000 100,000 Interest on Tier 1 capital -25,838 -29,129 Dividends received - 1,451,500 Dividend to shareholders -107,750 - Cash flow from financing activities -83,338 1,422,371 Cash flow for the year 4,777,897 -2,391,392 Cash and cash equivalents at the beginning of the year 4,241,913 6,536,579 Exchange rate difference in cash and cash equivalents -188,263 96,726 Cash and cash equivalents at the end of the year 8,831,547 4,241,913 Cash flow from operating activities includes interest expenses paid and interest payments received Interest expenses paid -882,000 -674,255 Interest payments received 3,349,783 2,622,446 Components of cash and cash equivalents Cash and balances with central banks 17,576 18,563 Treasury bills eligible for refinancing 2,177,053 1,792,652 Loans to credit institutions 6,720,692 2,442,923 Restricted bank deposits -83,774 -12,225 Total cash and cash equivalents 8,831,547 4,241,913
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76 • Annual Report 2025 • TF Bank AB (publ) NOTE P1 Accounting Policies The Parent company prepares financial reports in accordance with the Annual Accounts for Credit Institutions and Securities Companies Act (1995:1559) and of the Swedish FSA ‘s accounting regulation FFFS 2008:25. So-called statutory IFRS means that IFRS, as approved by the EU, are applicable to the preparation of the financial statements, with the limitations and additions that follow from RFR 2 Accounting for Legal Entities, issued by the Swedish Sustainability and Financial Reporting Board, and FFFS 2008:25. This means that the Parent company, with the exception of what is stated below, has applied the same accounting principles as the Group as shown in Note G2 Shares in subsidiaries Shares and participations in subsidiaries are recognised at cost plus transaction costs after deduction of any impairment losses. Where there is an indication that shares have become impaired, an estimate is made of the recoverable amount. If this is lower than the carrying amount, an impairment loss is recognised. Impairment losses are recognised under the items Gains/losses on participations in subsidiaries. Godwill Goodwill has an indefinite useful life and RFR 2 states that such intangible assets are to be amortised in accordance with Chapter 4. Sec - tion 4 of the Annual Accounts Act in legal entities. If the useful life cannot be determined with a reasonable degree of certainty, it shall be deemed to be five years. The Bank’s assessment is that, in the light of the impairment test carried out in connection with the merger, it can be demonstrated that the useful life is significantly longer than five years. Based on this, TF Bank applies a depreciation period of ten years in the Parent company. Tangible assets The Parent company has made use of the exemption in RFR 2 regarding IFRS 16 Leases and only reports it at Group level. Leasing fees are recognised as an expense on a straight-line basis over the lease term, even if the payments are distributed differently. Lease agreements that include one or more lease components are accounted for as a single lease component. The Parent company’s leasing fees are related to rental agreements. Information about leasing fees can be found in Note P35. Business combinations Intra-group business acquisitions are made at book values, as far as possible, in accordance with the applicable tax legislation at the time. Dividend Dividends paid to TF Bank’s shareholders are reported as liabilities in the Company’s financial statements in the period when the dividend is approved by TF Bank’s shareholders. NOTE P2 Financial risks and financial risk management The Parent company has applied the same principles for risks and risk management as the Group, as outlined in Note G3. Below is specific information regarding the Parent company’s tables related to the various risks; otherwise, the same principles apply as for the Group. Credit Risk The credit quality of fully performing gross receivables in Stages 1 and 2 (see Note P23), classified according to low, medium, or high risk, is presented in the table below. Credit quality of fully performing loan receivables SEK thousand 31 Dec 2025 31 Dec 2024 Household sector, gross Stage 1-2 Low risk 13,684,593 14,484,441 Moderate risk 2,411,772 3,880,696 High risk 1,540,377 1,929,949 Total 17,636,742 20,295,086 Age analysis of loans to the public SEK thousand 31 Dec 2025 31 Dec 2024 Household sector, gross Stage 1-3 Between 0-29 days 16,900,698 19,258,023 Between 30-89 days 736,044 1,037,063 90 days or more 1,379,408 282,577 Total 19,016,150 20,577,663 NOTES
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TF Bank AB (publ) • Annual Report 2025 • 77 The credit quality of cash and cash equivalents according to Standard & Poor’s rating is specified below: SEK thousand 31 Dec 2025 31 Dec 2024 Cash and balances with central banks AA+ 7,456 7,916 A+ - 7 A 7 - A- 10,113 10,640 Total 17,576 18,563 Treasury bills eligible for refinancing AAA 1,368,080 934,334 AA+ 808,973 858,318 Total 2,177,053 1,792,652 Loans to credit institutions A-1+ 1,196,103 1,400,562 A-1 715,490 731,182 A-2 25,019 134,185 Unrated 1 4,784,080 176,994 Total 6,720,692 2,442,923 Market risk TF Bank AB assesses the additional capital requirement for Pillar 2 for currency risk by stressing its net positions in foreign currency as of the balance sheet date. As of 31 December 2025, TF Bank has chosen a currency movement of 8.2 % (8.3). CURRENCY EXPOSURES AGAINST THE BANK’S TRANSACTION CURRENCIES SEK thousand 31 Dec 2025 31 Dec 2024 Monetary assets in EUR: Cash and balances with central banks 7,462 7,923 Treasury bills eligible for refinancing, etc. 1,239,180 858,319 Loans to credit institutions 2,753,152 1,527,411 Loans to the public 14,408,889 13,369,379 Other assets 79,469 68,434 Total monetary assets 18,488,152 15,831,466 Monetary liabilities in EUR: Deposits and borrowings from the public -23,851,928 -20,865,409 Other liabilities -322,183 -386,007 Total monetary liabilities -24,174,111 -21,251,416 Currency forward contracts 5,663,453 5,453,107 Net currency exposure -22,506 33,157 Impact on profit and equity (excl. tax) in the event of a weakening of the Swedish krona of 8.2 % (8.3) -1,836 2,739 1 The amount for the parent company include loans to the subsidiary TF Bank Nordic AB of 4 628 MSEK (-). Note P2 cont.
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78 • Annual Report 2025 • TF Bank AB (publ) SEK thousand 31 Dec 2025 31 Dec 2024 Monetary assets in NOK: Treasury bills eligible for refinancing, etc. 764,682 527,901 Loans to credit institutions 3,312,879 426,876 Loans to the public 1,382,352 4,226,007 Other assets 21,108 6,587 Total monetary assets 5,481,021 5,187,371 Monetary liabilities in NOK: Deposits and borrowings from the public -114,814 -180,870 Other liabilities -78,572 -71,407 Total monetary liabilities -193,386 -252,277 Currency forward contracts -5,281,824 -4,930,874 Net currency exposure 5,811 4,220 Impact on profit and equity (excl. tax) in the event of a weakening of the Swedish krona of 8.2 % (8.3) 474 349 SEK thousand 31 Dec 2025 31 Dec 2024 Monetary assets in PLN: Cash and balances with central banks 10,113 10,640 Loans to credit institutions 7,384 13,972 Loans to the public 108,109 196,878 Other assets 2,165 2,462 Total monetary assets 127,771 223,952 Monetaru liabilities in PLN: Other liabilities -9,188 -6,854 Total monetary liabilities -9,188 -6,854 Currency forward contracts -122,866 -220,818 Net currency exposure -4,283 -3,720 Impact on profit and equity (excl. tax) in the event of a weakening of the Swedish krona of 8.2 % (8.3) -349 -307 SEK thousand 31 Dec 2025 31 Dec 2024 Monetary assets in DKK: Loans to credit institutions 17,207 29,262 Loans to the public 1,850 223,499 Other assets 4,921 322 Total monetary assets 23,978 253,083 Monetary liabilities in DKK: Other liabilities -10,312 -5,161 Total monetary liabilities -10,312 -5,161 Currency forward contracts - -246,368 Net currency exposure 13,666 1,554 Impact on profit and equity (excl. tax) in the event of a weakening of the Swedish krona of 8.2 % (8.3) 1,115 128 Note P2 cont.
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TF Bank AB (publ) • Annual Report 2025 • 79 SEK thousand 31 Dec 2025 31 Dec 2024 Monetary assets in USD: Loans to credit institutions 190,828 152,700 Total monetary assets 190,828 152,700 Currency forward contracts -188,627 -148,476 Net currency exposure 2,201 4,224 Impact on profit and equity (excl. tax) in the event of a weakening of the Swedish krona of 8.2 % (8.3) 180 349 SEK thousand 31 Dec 2025 31 Dec 2024 Monetary assets in GBP: Loans to credit institutions 5,841 - Other assets 187 - Total monetary assets 6,028 - Currency forward contracts -24,835 - Net currency exposure -18,807 - Impact on profit and equity (excl. tax) in the event of a weakening of the Swedish krona of 8.2 % (8.3) -1,535 - TF Bank has the following hedged net investments in foreign operations and hedging instruments as of the balance sheet date: SEK thousand 31 Dec 2025 31 Dec 2024 Hedge net assets Net investments in branches in EUR 1,447,192 1,311,472 Net investments in branch in NOK 116,113 85,861 Net investments in branch in PLN -97,168 -96,213 Total 1,466,137 1,301,120 Hedging instruments Deposit from the public in EUR as hedge investments -1,468,789 -1,317,690 Other liability related to currency forward contracts in NOK for hedging purposes (nominal amount) -112,605 -82,253 Other asset in PLN as hedge investments 94,026 113,215 Total -1,487,368 -1,286,728 Note P2 cont.
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80 • Annual Report 2025 • TF Bank AB (publ) The effects of hedge accounting for the impact of currency risks on the financial position and results are shown below: SEK thousand 31 Dec 2025 31 Dec 2024 Derivative instrument NOK Carrying amount -92 494 Nominal amount NOK thousand -123,098 -84,824 Maturity date 02/01/2026 02/01/2025 Hedge ratio SEK 0,914014 : 1 NOK SEK 0,975517 : 1 NOK Forward rate 1:1 1:1 Hedging instrument deposit EUR Carrying amount -1,468,789 -1,317,690 Nominal amount EUR thousand -135,773 -114,716 Hedge ratio 1:1 1:1 Hedging instrument other asset PLN Carrying amount 94,026 113,215 Carrying amount PLN thousand 36,733 42,042 Hedge ratio 1:1 1:1 All derivatives used in hedge accounting mature within one month. The full market value of the hedging instrument is used to account for hedge ineffectiveness. The source of inefficiency concerning hedging foreign net investments occurs if losses are made in the branches within a month that are not captured by the hedge. No hedge ineffectiveness has occurred during the years, and if it does, it is reported in the net result of financial transactions. Remaining interest term to maturity 31 Dec 2025 SEK thousand Up to 3 months More than 3 months but less than 1 year More than 1 year but less than 5 years More than 5 years Total Cash and balances with central banks 17,576 17,576 Treasury bills eligible for refinancing 1,383,521 793,532 2,177,053 Loans to credit institutions 6,720,692 6,720,692 Loans to the public 11,468,345 2,753,658 3,396,523 455,890 18,074,416 Other financial assets 7,166 7,166 Deposits and borrowings from the public -17,013,626 -4,386,412 -2,737,369 -24,137,407 Subordinated liabilities -394,844 -394,844 Other financial liabilities -6,361 -42,166 -48,527 Total remaining interest term to maturity 2,182,469 -881,388 659,154 455,890 2,416,125 Remaining interest term to maturity 31 Dec 2024 SEK thousand Up to 3 months More than 3 months but less than 1 year More than 1 year but less than 5 years More than 5 years Total Cash and balances with central banks 18,563 18,563 Treasury bills eligible for refinancing 954,300 598,397 239,955 1,792,652 Loans to credit institutions 2,442,923 2,442,923 Loans to the public 14,718,071 2,416,767 3,102,532 28,088 20,265,458 Other financial assets 36,940 23,281 60,221 Deposits and borrowings from the public -9,530,069 -8,759,029 -2,908,883 -21,197,981 Subordinated liabilities -345,509 -345,509 Other financial liabilities -1,101 -20,853 -21,954 Total remaining interest term to maturity 8,294,118 -5,741,437 433,604 28,088 3,014,373 Note P2 cont.
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TF Bank AB (publ) • Annual Report 2025 • 81 Liquidity risk TF Bank also maintains a substantial liquidity reserve to manage uneven liquidity flows. As of the balance sheet date, TF Bank’s available liquidity reserve amounted to SEK 3,877 million (4,048), corresponding to 16 % (19) of deposits from the public. The amounts shown in the table represent contractual, undiscounted liquidity flows and include both interest and principal, and therefore cannot be directly recon- ciled to the balance sheet. For more information about the Parent company’s liquidity situation, see Note P34. Remaining maturity 31 Dec 2025 SEK thousand Payable on demand Up to 3 months More than 3 months but less than 1 year More than 1 year but less than 5 years More than 5 years Without maturity Total Cash and balances with central banks 6,096 11,480 17,576 Treasury bills eligible for refinancing 1,397,506 1,039,225 2,436,731 Loans to credit institutions 1,709,382 4,795,312 383,218 6,887,912 Loans to the public 12,223,097 356,656 5,780,048 2,603,371 20,963,172 Other financial assets 7,166 7,166 Deposits and borrowings from the public -13,964,308 -3,056,942 -4,419,310 -2,874,238 -24,314,798 Subordinated liabilities -642,651 -642,651 Other financial liabilities -6,361 -42,166 -48,527 Total cashflow before commitments -12,248,830 10,564,466 -3,065,595 7,701,122 1,960,720 394,698 5,306,581 Commitments 1 -14,432,133 -14,432,133 Total cashflow -26,680,963 10,564,466 -3,065,595 7,701,122 1,960,720 394,698 -9,125,552 Remaining maturity 31 Dec 2024 SEK thousand Payable on demand Up to 3 months More than 3 months but less than 1 year More than 1 year but less than 5 years More than 5 years Without maturity Total Cash and balances with central banks 6,338 12,225 18,563 Treasury bills eligible for refinancing 962,464 601,895 246,561 1,810,920 Loans to credit institutions 2,249,361 193,562 2,442,923 Loans to the public 9,127,396 372,128 7,968,704 7,368,018 24,836,246 Other financial assets 36,940 23,281 60,221 Deposits and borrowings from the public -6,413,170 -3,126,639 -8,841,145 -3,090,688 -21,471,642 Subordinated liabilities -571,089 -571,089 Other financial liabilities -1,101 -20,853 -21,954 Total cashflow before commitments -4,157,471 6,999,060 -7,864,694 5,124,577 6,796,929 205,787 7,104,188 Commitments -10,050,350 -10,050,350 Total cashflow -14,207,821 6,999,060 -7,864,694 5,124,577 6,796,929 205,787 -2,946,162 1 The amount includes unutilised credit limit to the subsidiary TF Bank Nordic AB of SEK 372 million (-). Note P2 cont.
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82 • Annual Report 2025 • TF Bank AB (publ) TF Banks derivatives are covered by offsetting agreements. The Bank reports these derivatives with gross amounts in the balance sheet. In the table, the Bank shows how it would have appeared if the Bank had netted the derivatives in the balance sheet. SEK thousand 31 Dec 2025 31 Dec 2024 Financial assets Derivatives 7,166 60,221 Total financial assets for offsetting 7,166 60,221 Financial liabilities Derivatives -48,527 -21,954 Total financial liabilities for offsetting -48,527 -21,954 Net amount -41,361 38,267 Paid(-)/received(+) cash collateral -72,716 -14,160 NOTE P3 Geographic information Below is a presentation of the Parent company’s revenues and investments by country. The basis for allocating revenues and lending to the public is the location of the end customer, regardless of whether the business is conducted through a branch or on a cross -border basis under the Swedish banking licence. Investments are allocated by country based on where each asset is recorded. 2025 SEK thousand Interest income Fee and com- mission income Other income Loans to the public Investments Parent company per country Germany 1,551,904 157,572 - 9,989,603 - Norway 563,534 132,207 - 1,379,213 58 Finland 359,112 46,483 - 977,026 10,761 Sweden 278,453 76,926 - 1,585,473 75,999 Latvia 197,571 2,311 - 1,206,803 688 Estonia 165,504 3,761 - 962,077 175 Lithuania 130,808 856 - 1,067,036 338 Austria 106,023 2,456 - 705,694 - Denmark 40,919 9,174 - 1,822 - Poland 17,850 2,529 - 108,241 1,626 Spain 13,802 1,305 - 75,605 278 Netherlands 2,888 - - - - Italy 1,988 404 - 15,823 - The rest of Europe 22,470 - - - Parent company 3,452,826 435,984 - 18,074,416 89,923 Note P2 cont.
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TF Bank AB (publ) • Annual Report 2025 • 83 2024 SEK thousand Interest income Fee and com- mission income Other income Loans to the public Investments Parent company per country Germany 1,116,041 103,586 - 7,030,609 - Norway 545,806 109,828 - 4,229,526 265 Finland 320,160 24,776 - 3,142,408 24,472 Sweden 221,622 27,289 169,524 1,736,303 75,543 Latvia 178,810 3,093 - 1,131,108 157 Estonia 181,821 4,965 - 968,250 850 Lithuania 120,527 457 - 1,044,378 65 Austria 69,445 576 - 433,274 - Denmark 26,474 3,485 - 230,049 - Poland 25,056 2,446 - 197,074 2,004 Spain 13,871 873 - 118,867 - Netherlands 8,638 - - - - Italy - 82 - 3,612 - The rest of Europe 31,645 - - - Parent company 2,859,916 281,456 169,524 20,265,458 103,356 NOTE P4 Interest income SEK thousand 2025 2024 Interest income according to the effective interest rate method Interest income from loans to the public 3,305,278 2,611,284 Interest income from treasury bills eligible for refinancing 51,843 89,297 Interest income from loans to credit institutions 61,923 127,679 Other interest income according to the effective interest rate method 22,758 2,130 Total interest income according to effective interest rate method 3,441,802 2,830,390 Other interest income Interest income from non-performing loans 156 25,085 Other interest income 10,868 4,441 Total other interest income 11,024 29,526 Total interest income 3,452,826 2,859,916 NOTE P5 Interest expense SEK thousand 2025 2024 Interest expense, deposits from the public -626,800 -682,901 Costs for deposit guarantee and resolution fee -47,871 -44,067 Interest expense, subordinated liabilities -29,980 -33,447 Deposit fees to credit institutions -8 -172 Other financial expenses -103,425 -43,787 Total interest expense -808,084 -804,374 - of which interest expenses according to the effective interest rate method -756,186 -775,964 Note P3 cont.
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84 • Annual Report 2025 • TF Bank AB (publ) NOTE P6 Net fee and commission income SEK thousand 2025 2024 Fee and commission income Insurance premiums 181,974 144,588 Reminder fees 127,680 60,330 Credit card commissions 88,709 65,337 Transaction fees 37,618 11,079 Other fee and commission income 3 122 Total fee and commission income 435,984 281,456 Fee and commission expense Credit card transaction costs -110,622 -98,795 Payment protection insurance expense -84,300 -58,443 Travel insurance expense -21,392 -19,556 Other fee and commission expense -2,349 -890 Total fee and commission expense -218,663 -177,684 Net fee and commission income 217,321 103,772 NOTE P7 Received dividends TSEK 2025 2024 Dividend received from shares in subsidiaries - 1,451,500 Total dividends received - 1,451,500 NOTE P8 Net results from financial transactions SEK thousand 2025 2024 Changes in fair value 39 - Exchange rate fluctuations 2,915 -639 Results from investments in shares -2,251 42,524 Total net results from financial transactions 703 41,885 NOTE P9 Other operating income TSEK 2025 2024 Gain on sale of shares in subsidiaries - 169,524 Other operating income - 169,524
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TF Bank AB (publ) • Annual Report 2025 • 85 NOTE P10 General administrative expenses SEK thousand 2025 2024 Staff costs Salaries and fees -270,745 -185,195 Social security costs -75,908 -47,625 Pension costs -17,752 -12,633 Other staff costs -10,835 -7,080 Total staf f costs -375,240 -252,533 Other general administrative expenses Informations services and customer communication expenses -168,181 -147,151 IT-expenses -98,735 -71,121 Bank fees -51,757 -25,884 Postage and telephone expenses -41,912 -26,399 Card issuing costs -30,853 -28,708 Debt collection expenses -27,958 -20,273 Rent and property expenses -27,458 -18,387 Consulting costs -11,951 -11,064 Travel expenses -7,819 -5,387 Auditor's remuneration -7,027 -5,878 Consumables -5,657 -5,367 Lawyer fees -3,866 -3,237 Other expenses -42,453 -48,321 Total other general administrative expenses -525,627 -417,177 Total general administrative expenses -900,867 -669,710
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86 • Annual Report 2025 • TF Bank AB (publ) NOTE P11 Auditors’ remuneration SEK thousand 2025 2024 PWC Audit assignment 3,562 - Audit services in addition to the audit assignment 425 - Tax advices 1,576 - Other services 100 - Total remuneration to PWC 5,663 - BDO Audit assignment 404 - Audit services in addition to the audit assignment - - Tax advices - - Other services - - Total remuneration to BDO 404 - KPMG Audit assignment 668 4,791 Audit services in addition to the audit assignment - 638 Tax advices - - Other services 292 449 Total remuneration to KPMG 960 5,878 Total auditors’ remuneration 7,027 5,878 The amount for 2025 includes audit fees to Öhrlings PricewaterHouse Coopers AB of SEK 4,374 thousand, comprising SEK 3,250 thousand for the audit assignment, SEK 425 thousand for the audit-related services beyond the audit assignment, SEK 1,484 thousand for tax advisory services of as well as SEK 100 thousand for other services. NOTE P12 Average number of employees, salaries, other remuneration and social security costs AVERAGE NUMBER OF EMPLOYEES, DISTRIBUTED BETWEEN WOMEN AND MEN, BY COUNTRY: 2025 2024 Women Men Total Women Men Total Sverige 59 86 145 43 53 96 Polen 70 69 139 66 59 125 Norge 18 19 37 21 14 35 Estland 24 6 30 23 6 29 Finland 16 14 30 10 5 15 Spanien 6 17 23 0 0 0 Litauen 15 5 20 4 1 5 Lettland 11 8 19 11 6 17 Total 219 224 443 178 144 322 SALARIES AND REMUNERATION: SEK thousand 2025 2024 Board of Directors and CEO 18,611 16,709 Other staff 252,134 168,486 Total salaries and remuneration 270,745 185,195 Social costs pursual to legislation and agreements 75,908 47,625 Pension costs 17,752 12,633 Total salaries, remuneration, social security costs and pension costs 364,405 245,453
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TF Bank AB (publ) • Annual Report 2025 • 87 SALARIES AND REMUNERATION FOR BOARD MEMBERS AND SENIOR EXECUTIVES: SEK thousand 2025 2024 Chairman of the Board: John Brehmer Board fees 1 1,750 1,400 Other benefits - - Pension costs - - Total Chairman of the Board 1,750 1,400 Fees 1 other Board members: Arti Zeighami 650 475 Fredrik Oweson 750 575 Michael Lindengren 850 625 Niklas Johansson 850 625 Sara Mindus 650 475 Total 3,750 2,775 CEO: Joakim Jansson Basic salary 5,493 4,769 Variable remuneration 489 232 Other benefits 157 160 Pension costs 1,324 1,164 Total 7,463 6,325 Deputy CEO: Mikael Meomuttel Basic salary 3,462 3,185 Variable remuneration 489 406 Other benefits 153 165 Pension costs 767 808 Total 4,871 4,564 COO: Espen Johannesen Basic salary 2 388 3,032 Variable remuneration 59 361 Other benefits 26 223 Pension costs 19 133 Total 492 3,749 CCO: Rasmus Rolén Basic salary 3 2,021 - Variable remuneration 289 - Other benefits 85 - Pension costs 365 - Total 2,760 - 1 Remuneration in accordance with the resolution at the AGM’s in 2025 and 2024, and include renumeration that will be paid until the AGM during the subsequent year. 2 Espen Johannesen has been a senior executive up to and including 16 February 2025, and the reported remuneration relates to the period up to and including that date. 3 Rasmus Rolén has been a senior executive from 1 March 2025 up to and including 31 October 2025, and the reported remuneration relates to this period. Note P12 cont.
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88 • Annual Report 2025 • TF Bank AB (publ) Remuneration of senior executives In accordance with the disclosure requirements in FFFS 2011:1, information about remuneration systems is presented on the Bank’s website www.tfbankgroup.com. Salaries and other remuneration to the CEO and other senior executives consist of fixed salary, variable remuneration, commission-based remuneration, other benefits and pension. Commission-based compensation Commission-based compensation during the year amounted to SEK 0 thousand (0). The size of the commission-based compensation is related to the achievement of individually determined financial targets for the financial year. TF Bank has ensured that all targets for variable compensation can be measured in a reliable manner. The commission-based compensation is paid to senior executives within the Bank and is not pensionable. Pensions The Company’s pension obligations are covered by payments to the ITP plan. The CEO and certain senior executives have the right to retire at the age of 65–67, depending on their geographical location. Pension benefits, including health insurance, shall be premium defined, to the extent that the executive is not covered by a defined benefit pension in accordance with mandatory collective agreement provisions. The pension premiums for premium defined pension may amount to a maximum of 25 % of the pensionable income. Pension costs refer to the cost that affected profit for the yearr. Period of notice and severance pay According to an agreement between TF Bank AB and the CEO, the period of notice is six months (12 months in the case of termination by the Company). If termination is initiated by the Company, basic salary is payable during the period of notice, however variable remuneration, if agreed before the notice was issued, is not payable. Severance pay is adjusted according to the salary that the CEO receives from a new employer. Compensation to the Board of Directors Compensation to the members of the Board of Directors, as indicated above, is determined by the Annual General Meetings and refers to annual fees from Annual General Meeting to Annual General Meeting for the years respectively. Board compensation consists of fixed compensation for board work as well as fixed compensation for any committee work. The Board of Directors have established three committees: the Audit Committee, the Remuneration Committee, and the Risk and Compliance Committee. The Bank does not have any pension entitlements for Board members. GENDER DISTRIBUTION BOARD MEMBERS AND SENIOR EXECUTIVES SEK thousand 2025 2024 Number on reporting date Of which women (%) Number on reporting date Of which women (%) Board members 6 17 6 17 CEO and other senior executives 2 0 3 0 Note P12 cont.
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TF Bank AB (publ) • Annual Report 2025 • 89 NOTE P13 Goodwill SEK thousand 31 Dec 2025 31 Dec 2024 Cost, opening balance 34,025 12,753 Change during the year Additions - 21,272 Exchange rate differences -816 - Cost, closing balance 33,209 34,025 Amortisations and depreciations, opening balance -7,432 -5,101 Change during the year Amortisations according to plan -5,427 -2,326 Exchange rate differences 115 -5 Amortisations and depreciations, closing balance -12,744 -7,432 Carrying amount 20,465 26,593 Goodwill partly stems from the acquisition of the Norwegian subsidiary BB Bank ASA which was transformed into a branch through a merger with TF Bank AB in early 2020. On September 1, 2024, a corporate restructuring was implemented within the Group, in which TF Bank AB acquired the Nordic e-commerce business operated under the brand Avarda from the former subsidiary Rediem Capital AB (formerly Avarda AB). The resulting goodwill is attributable to the Finnish operations. In December 2024, TF Bank AB carried out a business acquisition of operations under the brand Paynova within the Ecommerce Solutions segment. An impairment test of goodwill was performed prior to the year-end, which resulted in no need for impairment. A change in the assump - tions concerning growth rate and discount rate of +/- 1 percentage point would not result in any impairment. Therefore, it is TF Bank’s assessment that there is room for a reasonable adjustment to both the growth rate assumption and the discount factor. NOTE P14 Intangible assets 2025 2024 SEK thousand Internally developed software Ongoing development Total Internally developed software Ongoing development Total Cost, opening balance 180,686 31,432 212,118 109,933 12,001 121,934 Additions 34,566 34,566 34,593 54,769 89,362 Reclassification 58,646 -58,646 - 35,371 -35,371 Sales and disposals -20,440 -20,440 Exchange rate differences -5,855 -252 -6,107 789 33 822 Cost, closing balance 213,037 7,100 220,137 180,686 31,432 212,118 Amortisations, opening balance -114,546 -114,546 -82,718 -82,718 Amortisations for the year -48,299 -48,299 -29,562 -29,562 Sales and disposals 20,440 20,440 Exchange rate differences 4,971 4,971 -2,266 -2,266 Amortisations, closing balance -137,434 -137,434 -114,546 -114,546 Carrying amount 75,603 7,100 82,703 66,140 31,432 97,572
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90 • Annual Report 2025 • TF Bank AB (publ) NOTE P15 Tangible assets 2025 2024 SEK thousand Equipment Total Equipment Total Cost, opening balance 20,221 20,221 17,986 17,986 Additions 6,129 6,129 1,957 1,957 Sales and disposals -1,410 -1,410 Exchange rate differences -1133 -1,133 278 278 Cost, closing balance 23,807 23,807 20,221 20,221 Amortisations, opening balance -14,437 -14,437 -11,472 -11,472 Amortisations for the year -3,823 -3,823 -2,784 -2,784 Sales and disposals 657 657 Exchange rate differences 1015 1,015 -181 -181 Amortisations, closing balance -16,588 -16,588 -14,437 -14,437 Carrying amount 7,219 7,219 5,784 5,784 NOTE P16 Other operating expenses SEK thousand 2025 2024 Marketing expenses -64,660 -41,939 Total -64,660 -41,939 NOTE P17 Net loan losses SEK thousand 2025 2024 Change in provision for sold non-performing loans -104,861 -1,035,743 Realised loan losses -24,897 -47,537 Recovered from previous write-offs 1,213 360 Change in provision for expected loan losses, Stage 1-3 -854,865 250,561 Net loan losses -983,410 -832,359 Loan losses are attributable to Loans to the public and classified as amortised cost. NOTE P18 Impairment of financial non-current assets TSEK 2025 2024 Impairment of shares in subsidiaries - -1,451,500 Impairment of financial non-current assets - -1,451,500
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TF Bank AB (publ) • Annual Report 2025 • 91 NOTE P19 Tax for the year SEK thousand 2025 2024 Current tax on profit for the year -193,531 -62,229 Tax effect of group contribution paid -3,811 - Provision for tax surcharge - -11,723 Other taxes -909 -747 Deferred tax 16,456 -63,030 Tax on profit for the year 1 -181,795 -137,729 Reconciliation of tax on profit for the year Profit before tax 837,779 792,044 Tax according to applicable tax rate -172,582 -163,161 Tax effect of non-deductible expenses -8,725 -10,044 Tax effect of non-taxable income 421 44,013 Tax effect of expenses that are not included in the recognised profit or loss - 3,933 Provision for tax surcharge - -11,723 Other taxes -909 -747 Tax on profit for the year recognised in the income statement -181,795 -137,729 SEK thousand 31 Dec 2025 31 Dec 2024 Deferred tax assets Deferred taxes attributable to unrealised derivatives 8,520 - Deferred tax attributable to ongoing tax audit 69,493 - Deferred tax attributable to acquisitions of shares in subsidiary - - Deferred tax attributable to branches 2,438 2,395 Deferred tax assets 80,451 2,395 Deferred tax liabilities The difference between the income tax recognised in the income statement and income tax on operations comprises: Deferred tax attributable to ongoing tax audit - 11,723 Deferred taxes attributable to unrealised derivatives - 7,883 Deferred tax on temporary differences - 19,606 The deferred tax liabilities are expected to be settled as follows: Within 12 months - 7,883 Later than 12 months - 11,723 - 19,606 The gross change in deferred tax is as follows: Opening balance -17,211 55,285 Effect of changed branch taxation -10 2,259 Ongoing tax audit 81,216 - Recognised in the income statement 16,456 -74,755 Closing balance 80,451 -17,211 1 The weighted average tax rate was 21.7 % (17.4) .
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92 • Annual Report 2025 • TF Bank AB (publ) NOTE P20 Classification of financial assets and liabilities 31 Dec 2025 SEK thousand Financial instru - ments at fair value through profit or loss Fair value through other com- prehensive income Amortised cost Derivatives used for hedge accounting Non- financial assets and liabilities TotalCompulsory Assets Cash and balances with central banks 17,576 17,576 Treasury bills eligible for refinancing, etc. 2,177,053 2,177,053 Loans to credit institutions 6,720,692 6,720,692 Loans to the public 18,074,416 18,074,416 Shares 117,267 117,267 Derivatives 7,166 7,166 Non-financial assets 1,336,713 1,336,713 Total assets 124,433 26,989,737 1,336,713 28,450,883 Liabilities Deposits and borrowings from the public 24,137,407 24,137,407 Subordinated liabilities 394,844 394,844 Derivatives 48,435 92 48,527 Non-financial liabilities 584,565 584,565 Total liabilities 48,435 24,532,251 92 584,565 25,165,343 31 Dec 2024 SEK thousand Financial instru - ments at fair value through profit or loss Fair value through other com- prehensive income Amortised cost Derivatives used for hedge accounting Non- financial assets and liabilities TotalCompulsory Assets Cash and balances with central banks 18,563 18,563 Treasury bills eligible for refinancing, etc. 1,792,652 1,792,652 Loans to credit institutions 2,442,923 2,442,923 Loans to the public 20,265,458 20,265,458 Shares 117,309 117,309 Derivatives 59,435 786 60,221 Non-financial assets 304,771 304,771 Total assets 176,744 24,519,596 786 304,771 25,001,897 Liabilities Deposits and borrowings from the public 21,197,981 21,197,981 Subordinated liabilities 345,509 345,509 Derivatives 21,954 21,954 Non-financial liabilities 657,081 657,081 Total liabilities 21,954 21,543,490 657,081 22,222,525
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TF Bank AB (publ) • Annual Report 2025 • 93 NOTE P21 Financial assets and liabilities at fair value For financial instruments measured at fair value in the balance sheet, disclosures are required on fair value measurement by level according to the fair value hierarchy below: • Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1). • Other observable inputs for assets or liabilities are quoted market prices included in Level 1, either directly, i.e. in the form of quoted prices, or indirectly, i.e. derived from quoted prices (Level 2). • Data for assets or liabilities which are not based on observable market data (non-observable inputs) (Level 3). The Bank also provides information regarding the fair value of certain assets for information purposes. 31 Dec 2025 SEK thousand Level 1 Level 2 Level 3 Total Assets Cash and balances with central banks 17,576 17,576 Treasury bills eligible for refinancing 2,178,345 2,178,345 Loans to credit institutions 6,720,692 6,720,692 Loans to the public 18,074,416 18,074,416 Shares 117,267 117,267 Derivatives 7,166 7,166 Total assets 2,178,345 6,862,701 18,074,416 27,115,462 Liabilities Deposits and borrowings from the public 24,137,407 24,137,407 Subordinated liabilities 394,844 394,844 Derivatives 48,527 48,527 Total liabilities 443,371 24,137,407 24,580,778 31 Dec 2024 SEK thousand Level 1 Level 2 Level 3 Total Assets Cash and balances with central banks 18,563 18,563 Treasury bills eligible for refinancing 1,785,666 1,785,666 Loans to credit institutions 2,442,923 2,442,923 Loans to the public 20,265,458 20,265,458 Shares 117,309 117,309 Derivatives 60,221 60,221 Total assets 1,785,666 2,639,016 20,265,458 24,690,140 Liabilities Deposits and borrowings from the public 21,197,981 21,197,981 Subordinated liabilities 345,509 345,509 Derivatives 21,954 21,954 Total liabilities 367,463 21,197,981 21,565,444
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94 • Annual Report 2025 • TF Bank AB (publ) Financial instruments in Level 2 The fair value of financial instruments not traded in an active market (e.g. OTC derivatives) is determined using various valuation tech - niques. These valuation techniques use observable market data where available and rely as little as possible on entity-specific informa - tion. An instrument is classified as Level 2 if all significant inputs required for fair value measurement of an instrument are observable. Specific valuation techniques used to measure financial instruments include: • Quoted market prices or dealer quotes for similar instruments. • Fair value of currency swap contracts is determined using forward rates at the balance sheet date. Lending to the public primarily consists of loans with variable interest rates and relatively short maturities. Against this background, the reported value is considered a reasonable approximation of the assets’ fair value at the end of the reporting period. 31 Dec 2025 SEK thousand Carrying amount Fair value Fair value gain (+)/ Fair value loss (-) Assets Cash and balances with central banks 17,576 17,576 Treasury bills eligible for refinancing, etc. 2,177,053 2,178,345 1,292 Loans to credit institutions 6,720,692 6,720,692 Loans to the public 18,074,416 18,074,416 Shares 117,267 117,267 Derivatives 7,166 7,166 Total assets 27,114,170 27,115,462 1,292 Liabilities Deposits and borrowings from the public 24,137,407 24,137,407 Subordinated liabilities 394,844 394,844 Derivatives 48,527 48,527 Total liabilities 24,580,778 24,580,778 31 Dec 2024 SEK thousand Carrying amount Fair value Fair value gain (+)/ Fair value loss (-) Assets Cash and balances with central banks 18,563 18,563 Treasury bills eligible for refinancing, etc. 1,792,652 1,785,666 -6,986 Loans to credit institutions 2,442,923 2,442,923 Loans to the public 20,265,458 20,265,458 Shares 117,309 117,309 Derivatives 60,221 60,221 Total assets 24,697,126 24,690,140 -6,986 Liabilities Deposits and borrowings from the public 21,197,981 21,197,981 Subordinated liabilities 345,509 345,509 Derivatives 21,954 21,954 Total liabilities 21,565,444 21,565,444 Note P21 cont.
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TF Bank AB (publ) • Annual Report 2025 • 95 NOTE P22 Treasury bills eligible for refinancing SEK thousand 31 Dec 2025 31 Dec 2024 Government securities eligible for refinancing - Norway 764,682 527,901 Treasury bills eligible for refinancing - EU-commission 593,869 858,318 Treasury bills eligible for refinancing - Netherlands 430,208 - Treasury bills eligible for refinancing - Finland 215,104 - Treasury bills eligible for refinancing - Sweden 173,190 406,433 Total treasury bills eligible for refinancing, etc. 2,177,053 1,792,652 NOTE P23 Loans to credit institutions SEK thousand 31 Dec 2025 31 Dec 2024 Accounts receivable Swedish currency 477,386 948,593 Accounts receivable foreign currency 6,243,306 1,494,330 Total loans to credit institutions 6,720,692 2,442,923 NOTE P24 Loans to the public SEK thousand 31 Dec 2025 31 Dec 2024 Loans to the household sector 17,687,431 19,779,471 Loans to the corporate sector 1 386,985 485,987 Total loans to the public 18,074,416 20,265,458 Loans to the household sector Stage 1, gross 16,900,698 19,258,023 Stage 2, gross 736,044 1,037,063 Stage 3, gross 2 1,379,408 282,577 Total loans to the household sector, gross 19,016,150 20,577,663 Provisions for expected loan losses, household sector Stage 1 -382,012 -368,179 Stage 2 -190,756 -225,748 Stage 3 2 -755,951 -204,265 Total provisions for expected loan losses, household sector -1,328,719 -798,192 Loans to the household sector Stage 1, net 16,518,686 18,889,844 Stage 2, net 545,288 811,315 Stage 3, net 2 623,457 78,312 Total loans to the household sector, net 17,687,431 19,779,471 Loans to the corporate sector Loans, net 386,985 485,987 Total loans loans to the corporate sector, net 386,985 485,987 1 Lending to the corporate sector consists of loans in Stage 1 to counterparties regarding sale of past due loans and loans in Stage 1 to a foreign partner within Ecommerce Solutions. 2 The Bank regularly sells past due loans in markets where the Board of Directors considers the price level to be favourable for the Bank’s performance and risk profile.
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96 • Annual Report 2025 • TF Bank AB (publ) MACROECONOMIC SCENARIOS 2025 2024 Scenario Probability of occuring Impact on provisions (stage 1) Probability weitghted outcome Probability of occuring Impact on provisions (stage 1) Probability weitghted out- come Adverse 17.7 % 0.1 % increase 15.9 % 10.2 % increase 97.5 %Positive 19.9 % 5.8 % decrease 97.3 % 19.5 % 9.4 % decrease Base 62.4 % 4.4 % decrease 64.6 % 3.5 % decrease Effect on provisions for each segment related to expected loan losses in Stage 1 . SEK thousand 31 Dec 2025 31 Dec 2024 Credit Cards 13,300 11,910 Ecommerce Solutions 1,279 309 Consumer Lending 1,828 2,882 Total 16,407 15,101 Sensitivity analysis: The ECL macroeconomic component relies on ECB macroeconomic projections and EBA stress tests conducted by European banks in 2025. The primary factor influencing the impact on ECL is the HICP inflation rate. Significant deviations between the observed and pro - jected HICP inflation rates, upon realisation, will lead to changes in the likelihood of scenarios and the total weighted impact on ECL. Impact of 100 % weighting of scenarios: a. Positive scenario According to assumed impact on provisions, assigning 100 % probability to positive scenario would lead to multiplication of provisions in Stage 1 by 94.2 % (decrease of provisions by SEK 21.1 million). b. Base scenario According to assumed impact on provisions, assigning 100 % probability to baseline scenario would lead to multiplication of provisions in Stage 1 by 95.6 % (decrease of provisions by SEK 16.0 million). c. Adverse scenario According to assumed impact on provisions, assigning 100 % probability to adverse scenario would lead to multiplication of provisions in Stage 1 by 100.1 % (increase of provisions by SEK 0.5 million). Note P24 cont.
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TF Bank AB (publ) • Annual Report 2025 • 97 PROVISIONS Provision of credit losses during the period were impacted by several different factors, as described below: - Transfers between Stage 1 and Stage 2 or Stage 3 depending on whether the loan has significantly increased (or decreased) in risk or if it has defaulted during the period and thus transferred between 12 month and full lifetime ECL. - New loans during the period and also loans removed from the portfolio in the same period. (Increases due to issue and purchase and decline due to derecognition from the statement of financial position). - Changes in risk factors as Probability of default (PD), Exposure at default (EAD) and Loss given default (LGD), arising because the model has been updated with new amounts. - Changes in macroeconomic scenarios based on macroeconomic factors. - Exchange rate differences. Non-doubtful receivables Doubtful receivables Stage 1 Stage 2 Stage 3 SEK thousand 12 month expected loan losses Lifetime expected loan losses Lifetime expected loan losses Total Loans to the public, gross, opening balance 1 January 2025 19,258,023 1,037,063 282,577 20,577,663 Financial assets added during the year 35,321,891 35,321,891 Repayments -28,199,067 -742,903 -214,397 -29,156,367 Financial assets sold during the year -5,492,276 -770,392 -487,776 -6,750,444 Stage transfers -3,122,392 1,251,256 1,871,136 - from 1 to 2 -1,549,969 1,549,969 - from 1 to 3 -1,723,799 1,723,799 - from 2 to 1 151,376 -151,376 - from 2 to 3 -147,337 147,337 - from 3 to 2 Exchange rate differences -865,481 -38,980 -72,132 -976,593 Loans to the public, gross, closing balance 31 December 2025 16,900,698 736,044 1,379,408 19,016,150 Provision for expected loan losses, opening balance 1 January 2025 -368,179 -225,748 -204,265 -798,192 Changes reported as net loan losses Financial assets added during the year -283,282 -283,282 Repayments 151,814 57,865 32,185 241,864 Financial assets sold during the year 68,781 52,731 87,676 209,188 Stage transfers 31,510 -85,896 -709,091 -763,477 - from 1 to 2 10,799 -174,704 -163,905 - from 1 to 3 23,923 -621,238 -597,315 - from 2 to 1 -3,212 40,955 37,743 - from 2 to 3 47,853 -87,853 -40,000 - from 3 to 2 Exchange rate differences 17,344 10,292 37,544 65,180 Provision for expected loan losses, closing balance 31 December 2025 -382,012 -190,756 -755,951 -1,328,719 Note P24 cont.
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98 • Annual Report 2025 • TF Bank AB (publ) Non-doubtful receivables Doubtful receivables Stage 1 Stage 2 Stage 3 SEK thousand 12 month expected loan losses Lifetime expected loan losses Lifetime expected loan losses Total Loans to the public, gross, opening balance 1 January 2024 14,372,314 548,807 1,466,518 16,387,639 Financial assets added during the year 27,149,250 27,149,250 Repayments -19,292,891 -55,271 -26,281 -19,374,443 Financial assets sold during the year -714,954 -2,901,387 -3,616,341 Stage transfers -2,901,395 1,226,894 1,674,501 - from 1 to 2 -1,518,637 1,518,637 - from 1 to 3 -1,565,695 1,565,695 - from 2 to 1 182,937 -182,937 - from 2 to 3 -108,806 108,806 - from 3 to 2 Exchange rate differences 416,732 31,587 69,226 517,545 Loans to the public, gross, closing balance 31 December 2024 19,744,010 1,037,063 282,577 21,063,650 Provision for expected loan losses, opening balance 1 January 2024 -235,988 -104,259 -623,133 -963,380 Changes reported as net loan losses Financial assets added during the year -340,224 -340,224 Repayments 218,454 93,330 19,022 330,806 Financial assets sold during the year 57,322 611,902 669,224 Stage transfers 20,839 -249,819 -164,700 -393,680 - from 1 to 2 21,297 -312,100 -290,803 - from 1 to 3 2,352 -90,468 -88,116 - from 2 to 1 -2,810 28,049 25,239 - from 2 to 3 34,232 -74,232 -40,000 - from 3 to 2 Exchange rate differences -31,260 -22,322 -47,356 -100,938 Provision for expected loan losses, closing balance 31 December 2024 -368,179 -225,748 -204,265 -798,192 NOTE P25 Shares TSEK 31 Dec 2025 31 Dec 2024 Opening balance of holdings in unlisted shares 117,309 144 Changes during the year Reclassification - 74,772 Change in fair value -39 42,524 Translation differences -3 -131 Closing balance of holdings in unlisted shares 117,267 117,309 Total shares 117,267 117,309 Note P24 cont.
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TF Bank AB (publ) • Annual Report 2025 • 99 NOTE P26 Other assets SEK thousand 31 Dec 2025 31 Dec 2024 Tax account 84,408 67,556 Accounts receivable 67,255 4,115 Derivatives 7,166 60,221 Other assets 14,953 13,844 Total other assets 173,782 145,736 NOTE P27 Deposits and borrowings from the public SEK thousand 31 Dec 2025 31 Dec 2024 Germany 16,832,529 16,825,163 Netherlands 4,861,195 2,781,360 Spain 1,031,658 309,363 Ireland 840,053 614,673 Finland 286,491 334,850 Sweden 170,667 151,702 Norway 114,814 180,870 Total deposits and borrowings from the public 24,137,407 21,197,981 Deposits and borrowings from the public only occur in the household sector and 99 % (98) is covered by a deposit guarantee scheme. Deposits in Sweden, Norway and Germany are payable on demand and on maturity. Deposits in Finland are payable on demand. Deposits with maturity amounts to 43 % (70) of total deposits from the public. Maturities are shown in Note P2. CHANGES IN DEPOSITS AND BORROWINGS FROM THE PUBLIC SEK thousand 31 Dec 2025 31 Dec 2024 Opening balance 21,197,981 20,652,996 Change for the year 4,420,254 -161,117 Exchange rate differences -1,480,828 706,102 Closing balance 24,137,407 21,197,981 NOTE P28 Other liabilities SEK thousand 31 Dec 2025 31 Dec 2024 Debts to ecommerce partners 114,775 98,922 Derivatives 48,527 21,954 VAT debt 18,905 18,382 Accounts payable 7,873 9,494 Other liabilities 9,457 14,278 Total other liabilities 199,537 163,030
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100 • Annual Report 2025 • TF Bank AB (publ) NOTE P29 Accrued expenses and prepaid income SEK thousand 31 Dec 2025 31 Dec 2024 Accrued interest on deposits from the public 163,905 238,368 Accrued broker fees 45,296 52,537 Accrued social security costs 28,859 24,085 Accrued salaries and holiday pay liability 21,766 21,173 Accrued interest on loans to the public 7,410 10,989 Other accrued expenses and prepaid income 84,186 85,756 Total accrued expenses and prepaid income 351,422 432,908 NOTE P30 Subordinated liabilities SEK thousand 31 Dec 2025 31 Dec 2024 Time-bound subordinated liabilities 394,844 345,509 Total 394,844 345,509 Subordinated loans are subordinated to other liabilities. The table below shows the terms for each bond. The prospectus are available on the Bank’s website, www.tfbankgroup.com. Issuing date Nominal amount (SEK thousand) Interest rate terms Maturity date 14 December 2020 (redeemed 15 December 2025) 100,000 STIBOR 3 months +5.50% N/A 28 February 2023 150,000 STIBOR 3 months +6.50% 28 February 2033 18 September 2024 100,000 STIBOR 3 months +4.00% 18 September 2034 27 November 2025 150,000 STIBOR 3 months +3.50% 27 February 2036 NOTE P31 Transactions with related parties Transactions between Group companies refer to invoicing of services rendered in subsidiaries and interest income linked to intra-group loans to subsidiaries. Transactions with other related parties in the table below refer to transactions between TF Bank and companies that largely have the same owner as TF Bank’s largest owner TFB Holding AB, corporate identity number 556705-2997, or where TF Bank owns a minor stake. All transactions are priced according to the market. SEK thousand 31 Dec 2025 31 Dec 2024 The following transactions took place between companies within the Group: Interest income 19,400 - Interest expenses -1,165 - General administrative expenses -33,678 -37,937 Total -15,443 -37,937 Sale of assets and liabilities to Group companies Assets and liabilites, net 5,738,496 - Total 5,738,496 -
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TF Bank AB (publ) • Annual Report 2025 • 101 SEK thousand 31 Dec 2025 31 Dec 2024 The following transactions have been made with other related parties: Interest income (transaction costs) -34,615 -10,633 Interest income (loans to credit institutions) - 74,388 Interest expenses - -3,970 Commission income 2,045 578 General administrative expenses -1,434 -472 Net loan losses -23,552 - Total -57,556 59,891 Acquisition of assets and liabilities from other related parties: Ecommerce Solutions 459,777 115,679 Total 459,777 115,679 Sale of assets and liabilities to other related parties: Non-performing loans 87,559 20,368 Total 87,559 20,368 SEK thousand 31 Dec 2025 31 Dec 2024 Assets and liabilities at the end of the period as a result of transactions with group companies: Loans to credit institutions 4,628,093 - Other liabilities - 201 SEK thousand 31 Dec 2025 31 Dec 2024 Assets and liabilities at the end of the period as a result of transactions with other related parties: Loans to credit institutions - 54,959 Other assets 405 496 Other liabilities 931 1,807 Note P31 cont.
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102 • Annual Report 2025 • TF Bank AB (publ) NOTE P32 Equity Shares The number of shares in the Parent Company amounted to 64,650,000 (21,500,000) shares at the balance sheet date, with a quota value of SEK 1.66 (5). The quota value represents share capital divided by the number of shares. During the year, on 27 January, the Company carried out a share issue of 50,000 shares at par value and also implemented a share split whereby one existing share was split into three new shares (share split 3:1) on 21 July. Restricted Equity Restricted equity includes, in addition to share capital, reserve funds and development expenditure funds. Due to the new share issue that took place on 27 January 2025, the share capital at the time of the annual report’s publication amounts to SEK 107,750,000. Unrestricted Equity Unrestricted equity includes primary capital instruments, translation reserve, retained earnings, and profit for the year. For more informa- tion about the Bank’s Tier 1 capital instruments, see Note G33. A specification of changes in equity can be found in the parent company’s Statement of Changes in Equity on page 74. Proposal for appropriation of profits The following earnings are at the disposal of the Annual General Meeting in the Parent company SEK 31 Dec 2025 Tier 1 capital instrument 250,000,000 Fair value fund -21,279,962 Retained earnings 2,209,382,555 Profit for the year 655,984,622 3,094,087,215 The Board of Directors proposes that the earnings be allocated in the following manner: SEK 31 Dec 2025 to distribute a dividend of SEK 5 per share (64,650,000 shares) 323,250,000 to be transferred to new account 2,770,837,215 Total 3,094,087,215
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TF Bank AB (publ) • Annual Report 2025 • 103 NOTE P33 Capital adequacy 1 CAPITAL SITUATION SEK thousand 31 Dec 2025 31 Dec 2024 Common Equity Tier 1 capital (CET1) 2,667,594 2,354,741 Additional Tier 1 capital (AT1) 250,000 250,000 Tier 2 capital 394,844 345,509 Own funds 3,312,438 2,950,250 Risk exposure amount 17,651,029 17,635,872 - of which: credit risk 16,630,664 16,428,804 - of which: credit valuation adjustment 67,149 78,960 - of which: operational risk 953,216 1,128,108 Capital ratios CET1 capital ratio, % 15.1 13.4 Tier 1 capital ratio, % 16.5 14.8 Total capital ratio, % 18.8 16.7 REGULATORY CAPITAL REQUIREMENTS 31 Dec 2025 31 Dec 2024 SEK thousand Amount Percent 2 Amount Percent 2 Capital requirement under pillar 1 CET1 capital 794,296 4.5 793,614 4.5 Tier 1 capital 1,059,062 6.0 1,058,152 6.0 Total capital 1,412,082 8.0 1,410,870 8.0 Capital requirement under pillar 2 CET1 capital 122,123 0.7 124,247 0.7 Tier 1 capital 162,831 0.9 165,662 0.9 Total capital 217,108 1.2 220,883 1.3 - of which, concentration risk 167,685 1.0 166,377 0.9 - of which, interest rate risk 49,423 0.3 54,506 0.3 Total capital requirement under pillar 1 and pillar 2 CET1 capital 916,420 5.2 917,861 5.2 Tier 1 capital 1,221,893 6.9 1,223,815 6.9 Total capital 1,629,190 9.2 1,631,753 9.3 Institution-specific buffer requirement Total buffer requirement 642,498 3.6 643,710 3.7 - of which, capital conservation buffer requirement 441,276 2.5 440,897 2.5 - of which, countercyclical buffer requirement 201,222 1.1 202,813 1.2 Total capital requirement including buffer requirement CET1 capital 1,558,917 8.8 1,561,571 8.9 Tier 1 capital 1,864,390 10.6 1,867,524 10.6 Total capital 2,271,688 12.9 2,275,463 12.9 Pillar 2 Guidance CET1 capital 0 0.0 N/A N/A Total need for capital including Pillar 2 Guidance CET1 capital 1,558,917 8.8 1,561,571 8.9 Tier 1 capital 1,864,390 10.6 1,867,524 10.6 Total capital 2,271,688 12.9 2,275,463 12.9 1 For information on the principles for the Bank’s capital adequacy analysis, see Note G34. 2 Capital requirements expressed as a percentage of the risk exposure amount.
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104 • Annual Report 2025 • TF Bank AB (publ) OWN FUNDS SEK thousand 31 Dec 2025 31 Dec 2024 CET1 capital Share capital 107,750 107,500 Other reserves 68,393 97,345 Retained earnings including net profit for the period reviewed by the auditor 2,859,397 2,324,527 CET1 capital before regulatory adjustments 3,035,540 2,529,372 Adjustments to CET1 capital: - Deduction of foreseeable costs and dividends 1 -323,250 -107,500 - Intangible assets 2 -11,893 -35,101 - Goodwill -20,465 -26,593 - Insufficient coverage for non-performing exposures 3 -12,338 -5,437 Total regulatory adjustments to CET1 capital -367,946 -174,631 Total CET1 capital 2,667,594 2,354,741 Additional Tier 1 capital Perpetual subordinated loans 250,000 250,000 Tier 2 capital Fixed term subordinated loans 394,844 345,509 Own funds 3,312,438 2,950,250 SPECIFICATION OF RISK EXPOSURE AMOUNT AND CAPITAL REQUIREMENT 31 Dec 2025 31 Dec 2024 SEK thousand Risk exposure amount Capital requirement 8 % Risk exposure amount Capital requirement 8 % Credit risk under the standardised approach Corporate exposures 387,549 31,004 485,987 38,879 Household exposures 12,774,563 1,021,965 14,745,870 1,179,670 Secured by collateral 6,087 487 13,999 1,120 Exposures in default 623,681 49,894 78,313 6,265 Exposures to institutions 1,382,497 110,600 570,829 45,666 Equity exposures 1,152,447 92,196 294,370 23,550 Other items 303,840 24,307 239,436 19,155 Total 16,630,664 1,330,453 16,428,804 1,314,304 Credit valuation adjustment Standardised method 67,149 5,372 78,960 6,317 Total 67,149 5,372 78,960 6,317 Market risk Foreign exchange risk - - - - Total - - - - Operational risk Alternative Standardised Approach 953,216 76,257 1,128,108 90,249 Total 953,216 76,257 1,128,108 90,249 Total risk exposure amount and total capital requirement 17,651,029 1,412,082 17,635,872 1,410,870 1 Deduction of dividends have been made in accordance with the Board of Directors’ proposal to the Annual General Meeting. 2 Deduction according to Commission Delegated Regulation (EU) 2020/2176. 3 Deduction according to Regulation (EU) No 2019/630. Note P33 cont.
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TF Bank AB (publ) • Annual Report 2025 • 105 NOTE P34 Liquidity coverage For information on the principles for the Bank’s liquidity coverage analysis, see Note G35. LIQUIDITITY POSITION SEK thousand 31 Dec 2025 31 Dec 2024 Liquidity reserve 1 Government securities eligible for refinancing - Norway 2 764,682 527,901 Treasury bills eligible for refinancing - EU-commission 2 593,869 858,318 Treasury bills eligible for refinancing - Netherlands 2 430,208 - Treasury bills eligible for refinancing - Finland 2 215,104 - Treasury bills eligible for refinancing - Sweden 2 173,190 406,433 Total liquidity reserve 2 2,177,053 1,792,652 Other available liquidity reserve Cash and balances with central banks 3 6,096 6,338 Loans to credit institutions 3 1,694,047 2,249,324 Total other available liquidity reserve 1,700,143 2,255,662 Total available liquidity reserve 3,877,196 4,048,314 Sources of financing Deposits from the public 24,137,407 21,197,981 Subordinated liabilities 394,844 345,509 Tier 1 capital instrument 250,000 250,000 Equity attributable to shareholders 3,035,540 2,529,372 Total sources of financing 27,817,791 24,322,862 Key figures Available liquidity reserve / Deposits from the public 16 19 Liquidity coverage ratio, % 152 406 Net Stable Funding ratio, % 112 109 REGULATORY LIQUIDITY REQUIREMENTS 31 Dec 2025 31 Dec 2024 Key figures Liquidity coverage ratio, % 100 100 Net Stable Funding ratio, % 100 100 1 According to definition in FFFS 2010:7. 2 Remaining term to maturity is up to 12 month. 3 Excluding restricted cash and cash equivalents that are not available the next day.
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106 • Annual Report 2025 • TF Bank AB (publ) NOTE P35 Leasing SEK thousand 31 Dec 2025 31 Dec 2024 Paid lease payments Lease payments 22,491 15,242 Total 22,491 15,242 SEK thousand 31 Dec 2025 31 Dec 2024 Lease agreements Total minimum lease payments for non-cancellable agreements 59,137 46,274 Total 59,137 46,274 SEK thousand 31 Dec 2025 31 Dec 2024 Maturity analysis of non-cancellable lease agreements Less than one year 11,871 9,730 More than one year but less than two years 12,799 8,121 More than two years but less than three years 11,921 5,746 More than three years but less than four years 7,571 5,433 More than four years but less than five years 5,984 5,393 More than five years 8,991 11,851 Total 59,137 46,274 NOTE P36 Pledged assets, contingent liabilities and commitments SEK thousand 31 Dec 2025 31 Dec 2024 Pledged assets Restricted bank deposits 1 83,774 12,225 Total 83,774 12,225 SEK thousand 31 Dec 2025 31 Dec 2024 Commitments Unutilised credit limits 13,999,381 10,050,350 Future total minimum lease payments for non-cancellable operating leases 59,137 46,274 Total 14,058,518 10,096,624 According to the Board’s assessment, TF Bank has no contingent liabilities. 1 Restricted bank deposits refers to minimum reserve requirements at central banks in Sweden, Finland and Poland.
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TF Bank AB (publ) • Annual Report 2025 • 107 TF Bank uses Alternative Performance Measures that are not defined in the applicable financial reporting framework (IFRS). The Alternative Performance Measures are used to increase understanding of the Bank’s financial performance among users of the financial statements. Alternative Performance Measures may be calculated in different ways and do not need to be comparable with similar key ratios used by other companies. TF Bank definitions of Alternative Perfor- mance Measures are shown below. ACTIVE CREDIT CARDS, QUANTITY All cards issued as of the last day of the year with a balance above 0 or transaction in the last twelve months prior to the reporting date. ADJUSTED EARNINGS PER SHARE Adjusted earnings for the year attributable to the Parent company shareholders divided by average number of outstanding shares. ADJUSTED RETURN ON EQUITY Adjusted earnings for the year attributable to parent company shareholders divided by average equity attributable to parent company shareholders. ADJUSTED RETURN ON ASSETS Adjusted earnings for the year attributable to parent company shareholders divided by average assets. ADJUSTED RETURN ON LOANS TO THE PUBLIC Adjusted earnings for the year attributable to parent company shareholders divided by average lending to the public. CET1 CAPITAL RATIO CET1 capital as a percentage of total risk exposure amount. COST/INCOME RATIO (C/I) Operating expenses divided by operating income. EARNINGS PER SHARE Net profit for the year attributable to the sharehold- ers of the Parent company divided by the average number of outstanding shares. EMPLOYEES (FTE) Average number of full-time employees, including employees on parental leave. LIQUIDITY COVERAGE RATIO Total net liquidity outflows divided by total high-qual- ity liquid assets. NET LOAN LOSS RATIO Net loan losses for the year divided by average loans to the public. NEW LENDING New loans (the cash flow) in the year, the amounts have been reduced by returns. OPERATING INCOME MARGIN Total operating income for the year divided by aver- age loans to the public. RETURN ON ASSETS Profit for the year attributable to the Parent compa- ny’s shareholders divided by average assets. RETURN ON EQUITY Net profit for the year attributable to the share- holders of the Parent company as a percentage of equity attributable to the shareholders of the Parent company. RETURN ON LOANS TO THE PUBLIC Net profit for the year attributable to the sharehold- ers of the Parent company divided by average loans to the public. For the segments, net profit is calcu- lated using a standard deduction for interest on tier 1 capital instruments and a standard tax rate. STABLE NET FINANCING RATIO Total available stable funding divided by total stable funding needs. TIER 1 CAPITAL RATIO Tier 1 capital, i.e. CET1 capital and Additional Tier 1 capital, as a percentage of total risk exposure amount. TRANSACTION VOLUME The sum of all purchases that go through TF Bank’s payment solutions. TOTAL CAPITAL RATIO The capital base divided by the risk exposure amount. DEFINITIONS
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108 • Annual Report 2025 • TF Bank AB (publ) KEY FIGURES SEK thousand 2025 2024 2023 2022 2021 Income statement Earnings per share, SEK 9.92 9.33 5.83 5.08 4.21 Net profit for the year attributable to the shareholder's of the Parent company 641,208 603,220 376,853 328,099 272,072 Average number of outstanding shares, thousands 64,638 64,638 64,638 64,638 64,638 Key figures 1 Operating income margin, % 13.2 12.8 12.3 11.1 11.2 Total operating income 2,904,504 2,438,516 1,998,121 1,412,324 1,054,654 Average loans to the public 2 21,971,870 19,068,046 16,262,503 12,763,329 9,397,367 Net loan loss ratio, % 4.5 4.3 4.0 2.9 2.8 Net loan losses 995,804 819,606 656,851 367,569 260,564 Average loans to the public 2 21,971,870 19,068,046 16,262,503 12,763,329 9,397,367 Cost/Income ratio, % 36.3 38.3 41.6 43.1 41.6 Total operating expenses 1,052,892 934,005 831,671 609,026 439,219 Total operating income 2,904,504 2,438,516 1,998,121 1,412,324 1,054,654 Return on equity, % 23.1 27.2 21.9 23.7 24.6 Net profit for the year attributable to the shareholder's of the Parent company 641,208 603,220 376,853 328,099 272,072 Average equity attributable to the shareholder's of the Parent company 2 2,780,339 2,216,797 1,724,757 1,385,668 1,108,140 Return on loans to the public, % 2.9 3.2 2.3 2.6 2.9 Net profit for the year attributable to the shareholder's of the Parent company 641,208 603,220 376,853 328,099 272,072 Average loans to the public 2 21,971,870 19,068,046 16,262,503 12,763,329 9,397,367 Return on assets, % 2.4 2.5 1.8 2.1 2.3 Net profit for the year attributable to the shareholder's of the Parent company 641,208 603,220 376,853 328,099 272,072 Average total assets 2 27,094,037 24,508,182 21,161,608 15,895,316 11,815,570 Adjusted income statement 3 Adjusted earnings per share, SEK 9.95 7.73 5.83 5.08 4.21 Adjusted profit for the period attributable to the share- holders of the Parent company 643,459 499,481 376,853 328,099 272,072 Average number of outstanding shares, thousands 64,638 64,638 64,638 64,638 64,638 Adjusted key figures 3 Adjusted return on equity, % 23.1 22.5 21.9 23.7 24.6 Adjusted profit for the period attributable to the share- holders of the Parent company, annualised 643,459 499,481 376,853 328,099 272,072 Average equity attributable to the shareholder’s of the Parent company 2 2,780,339 2,216,797 1,724,757 1,385,668 1,108,140 Adjusted return on loans to the public, % 2.9 2.6 2.3 2.6 2.9 Adjusted profit for the period attributable to the share- holders of the Parent company, annualised 643,459 499,481 376,853 328,099 272,072 Average loans to the public 2 21,971,870 19,068,046 16,262,503 12,763,329 9,397,367 Adjusted return on assets. % 2.4 2.0 1.8 2.1 2.3 Adjusted profit for the period attributable to the share- holders of the Parent company, annualised 643,459 499,481 376,853 328,099 272,072 Average total assets 2 27,094,037 24,508,182 21,161,608 15,895,316 11,815,570 1 Calculation of capital and liquidity ratios is shown in Note G34 and G35. 2 The average has been calculated as opening balance plus closing balance, divided by two. 3 Adjusted for items affecting comparability during 2024-2025 related to transactions according to the Share Purchase Agreement with Alektum Holding AB and Erik Selin Fastigheter AB regarding the transfer of 80.1 percent of the shares in the subsidiary Rediem Capital AB. RECONCILIATION TABLES
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TF Bank AB (publ) • Annual Report 2025 • 109 TEMPLATE ”EU KM1 – KEY METRICS TEMPLATE” IS DISCLOSED BELOW AS PER THE TECHNICAL STANDARDS IN THE COMMISSION IMPLEMENTING REGULATION 2021/637. Group Parent Company SEK thousand 31 Dec 2025 31 Dec 2024 31 Dec 2025 31 Dec 2024 Available own funds 1 Common Equity Tier 1 capital (CET1) 2,670,000 2,354,631 2,667,594 2,354,741 2 Tier 1 capital 2,920,000 2,604,631 2,917,594 2,604,741 3 Total capital 3,314,844 2,950,140 3,312,438 2,950,250 Risk-weighted exposure amount 4 Total risk exposure amount 20,601,319 17,700,941 17,651,029 17,635,872 Capital ratios (% of risk-weighted exposure amount) 5 Common Equity Tier 1 ratio, % 13.0 13.3 15.1 13.4 6 Tier 1 ratio, % 14.2 14.7 16.5 14.8 7 Total capital ratio, % 16.1 16.7 18.8 16.7 Additional own funds requirements to address risks other than the risk of excessive leverage (% of risk-weighted expo- sure amount) EU 7a Additional own funds requirements to address risks other than the risk of excessive leverage, % 1.2 1.3 1.2 1.3 EU 7b - of which, to be made up of CET1 capital, % 0.7 0.7 0.7 0.7 EU 7c - of which, to be made up of Tier 1 capital, % 0.9 0.9 0.9 0.9 EU 7d Total SREP own funds requirements, % 9.2 9.3 9.2 9.3 Combined buffer and overall capital requirement (% of risk-weighted exposure amount) 8 Capital conservation buffer, % 2.5 2.5 2.5 2.5 EU 8a Conservation buffer due to macro-prudential or systemic risk identified at the level of a Member State, % N/A N/A N/A N/A 9 Institution specific countercyclical capital buffer, % 1.2 1.2 1.1 1.2 EU 9a Systemic risk buffer, % N/A N/A N/A N/A 10 Global Systemically Important Institution buffer, % N/A N/A N/A N/A EU 10a Other Systemically Important Institution buffer, % N/A N/A N/A N/A 11 Combined buffer requirement, % 3.7 3.7 3.6 3.7 EU 11a Overall capital requirements, % 12.9 12.9 12.9 12.9 12 CET1 available after meeting the total SREP own funds require- ments, % 6.9 8.1 9.5 8.2 Leverage ratio 13 Total exposure measure 30,447,061 26,262,931 29,757,160 26,188,735 14 Leverage ratio, % 9.6 9.9 9.8 9.9 Additional own funds requirements to address risks of exces- sive leverage (% of leverage ratio total exposure amount) EU 14a Additional own funds requirements to address the risk of exces- sive leverage, % N/A N/A N/A N/A EU 14b - of which, to be made up of CET1 capital, % N/A N/A N/A N/A EU 14c Total SREP leverage ratio requirements, % 3.0 3.0 3.0 3.0 Leverage ratio buffer and overall leverage ratio requirement (% of total exposure measure) EU 14d Total SREP leverage ratio requirements, % N/A N/A N/A N/A EU 14e Overall leverage ratio requirements, % 3.0 3.0 3.0 3.0 Liquidity Coverage Ratio 15 Total high-quality liquid assets (Weighted value – average) 2,495,533 1,798,991 2,183,148 1,798,991 EU 16a Cash outflows – Total weighted value 3,307,619 1,771,891 3,480,533 1,771,891 EU 16b Cash inflows – Total weighted value 2,184,023 1,328,918 2,047,043 1,328,918 16 Total net cash outflows (adjusted value) 1,123,596 442,973 1,433,490 442,973 17 Liquidity coverage ratio, % 222 406 152 406 Net Stable Funding Ratio 18 Total available stable funding 21,045,436 17,626,638 20,765,686 17,626,751 19 Total required stable funding 18,340,719 16,206,901 18,587,838 16,140,406 20 NSFR ratio, % 115 109 112 109 REGULATORY KEY METRICS
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110 • Annual Report 2025 • TF Bank AB (publ) The Board of Directors and the Managing Director certify that the annual accounts have been prepared in accordance with generally accepted accounting principles in Sweden and the consolidated financial statements have been prepared in accordance with the international accounting standards referred to in Regulation (EC) No 1606/2002 of the European Parliament and of the Council of 19 July 2002 on the application of international accounting standards. The annual accounts and consolidated accounts, respectively, give a true and fair view of the financial position and results of operations of the Parent company and the Group. The Directors’ Report for the Parent company and the Group, respectively, gives a true and fair view of the development of the Parent company’s and the Group’s operations, financial position and results and describes the significant risks and uncertainties faced by the Parent company and the companies included in the Group. The annual report and the consolidated financial statements were approved for issue by the Board of Directors on 20 March 2026. The Group’s income statement and balance sheet, as well as the Parent company’s income statement and balance sheet, will be subject to adoption at the Annual General Meeting on 5 May 2026. Borås, 20 March 2026 John Brehmer Chairman Niklas Johansson Michael Lindengren Sara Mindus Fredrik Oweson Arti Zeighami Joakim Jansson CEO and President We submitted our Auditor’s Report on 20 March 2026. Öhrlings PricewaterhouseCoopers AB (PWC) Frida Main Authorised Public Accountant ASSURANCE BY THE BOARD OF DIRECTORS AND THE CEO
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TF Bank AB (publ) • Annual Report 2025 • 111 NOTE: this is an unofficial translation of the report originally issued in Swedish. In case of discrepancies between the original report and this translation the original Swedish version shall prevail. To the general meeting of the shareholders of TF Bank AB (publ), corp. id 556158-1041 REPORT ON THE ANNUAL ACCOUNTS AND CONSOLIDATED ACCOUNTS Opinions We have performed an audit of the annual report and consolidated accounts of TF Bank AB (publ) for the year 2025. The company’s annual report and consolidated accounts are included on pages 12-110 of this document. In our opinion, the annual report have been prepared in accordance with the Act on Annual Accounts for Credit Institutions and Securities Companies and give a true and fair view, in all material respects, of the financial position of the parent company as of 31 December 2025 and of its financial performance and cash flow for the year then ended in accordance with the Act on Annual Accounts for Credit Institutions and Securities Companies. The consolidated accounts have been prepared in accordance with the Act on Annual Accounts for Credit Institutions and Securities Companies and give a true and fair view, in all material respects, of the financial position of the group as of 31 December 2025 and of its financial performance and cash flow for the year then ended in accordance with IFRS Accounting Standards, as adopted by the EU, and the Act on Annual Accounts for Credit Institu- tions and Securities Companies. The administration report is consistent with the other parts of the annual accounts and consolidated accounts. We therefore recommend that the Annual General Meeting adopt the income statement and balance sheet for the parent company and the group. Our opinions in this report on the annual report and consolidated accounts are consistent with the content of the supplementary report that has been submitted to the parent company’s audit committee in accordance with Article 11 of the Auditors Regula- tion (537/2014/EU). Basis for Opinions We have conducted the audit in accordance with International Standards on Auditing (ISA) and gene- rally accepted auditing standards in Sweden. Our responsibilities under these standards are further described in the Auditor’s responsibilities section. We are independent of the parent company and the group in accordance with generally accepted auditing standards in Sweden and have otherwise fulfilled our ethical responsibilities in accordance with these requirements. This includes that, based on the best of our knowledge and belief, no prohibi- ted services referred to in Article 5(1) of the Auditors Regulation (537/2014/EU) have been provided to the audited company or, where applicable, its parent company or its controlled companies within the EU. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinions. Other Matter The audit of the annual accounts for year 2024 was performed by another auditor who submitted an auditor´s report dated 21 March 2025, with unmodi- fied opinions in the Report on the annual accounts. AUDITOR’S REPORT
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112 • Annual Report 2025 • TF Bank AB (publ) Key audit matters Key audit matters are those matters that, in our pro- fessional judgment, were of most significance in the audit of the annual report and consolidated accounts of the current period. These matters were addressed in the context of our audit of, and in our opinion on, the annual report and consolidated accounts as a whole, but we do not provide a separate opinion on these matters. Key audit matter How our audit considered the area of particular importance Provisions for expected credit losses The assessment of the provi - sions for expected credit losses involved critical judgments and estimates. Estimates include, among other things, the assessment of the probability of default, whether a credit event has occurred, and the size of the provision. Expected credit losses are calculated as a function of the probability of default, exposure at default, loss given default, and the timing of default. Loans are divided into three categories depending on the level of credit risk or changes in credit risk for each individual loan. For loans without a significant increase in credit risk, stage 1, credit losses are calculated for expected defaults within 12 months. For loans with a significant increase in credit risk, stage 2, or loans in default, stage 3, credit losses are calculated for defaults that have occurred and are expected to occur over the estimated lifetime of the loan. The Group has the ability to adjust model-driven credit losses to address market trends. The valuation of the provision for expected credit losses has been assessed as a key audit matter due to the complexity of the calculation and because it requires the company to make significant assumptions and judgments, which can have a material impact on the financial statements. See the Annual Report, note K2 – Accounting principles, note K3 – Risk and risk management, and note K24 – Loans to the public. Our audit of the provisions for expected credit losses has been performed through a com- bination of testing of internal controls and substantive testing, which, among other things, included: • obtaining an understanding of the credit process including on - going monitoring of credits and credit provisions and review of key controls in the process. • evaluating the company’s methodology documentation for calculating credit losses and whether the calculation follows the company’s methodology documentation. • reviewing model-calculated reserves through involvement of our model experts where we assessed the company’s calculation model by evaluating underlying assumptions. • reviewing a sample of credit agreements to verify whether the input data that forms the basis for the calculation of the loss reserve is complete and correct. • recalculation of a selection of the model-calculated reserve to assess the accuracy of the provisions for expected credit losses. • evaluating the company’s assessment of adjustments to model-driven expected credit losses. We have also reviewed the disclosures relating to the provisions for expected credit losses. Other information than the annual report and consolidated financial statements This document also contains information other than the annual report and consolidated financial statements and is found on pages 1-11, 128-146 and 148-150. The remuneration report for the financial year 2025 also constitutes other information. The Board of Directors and the CEO are responsible for this other information. Our opinion on the annual report and consolidated accounts does not cover this information and we do not express an opinion with assurance regarding this other information. In connection with our audit of the annual report and consolidated accounts, it is our responsibility to read the information identified above and consider whether the information is materially inconsistent with the annual report and consolidated accounts. In this review, we also consider the knowledge we otherwise obtained during the audit and assess whether the information otherwise appears to be materially misstated. If, based on the work performed on this information, we conclude that the other information contains a material misstatement, we are required to report that fact. We have nothing to report in that regard. Responsibilities of the Board of Directors and the CEO The Board of Directors and the CEO are responsible for the preparation of the annual report and consolidated accounts and for their fair presentation in accordance with the Act on Annual Accounts of Credit Institutions and Securities Companies and, in the case of conso- lidated accounts, in accordance with IFRS Accoun- ting Standards as adopted by the EU. The Board of Directors and the CEO are also responsible for such internal control as they determine is necessary to enable the preparation of annual report and consolida- ted accounts that are free from material misstatement, whether due to fraud or error. In preparing the annual report and consolidated ac- counts, the Board of Directors and the CEO are responsible for assessing the company’s and the group’s ability to continue as a going concern. They disclose, as applicable, any conditions that may affect the company’s ability to continue as a going concern and use the going concern basis of accounting. However, the going concern basis of accounting is not used if the Board of Directors and the CEO either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so. The Board’s Audit Committee shall, without prejudice to the Board’s other responsibilities and duties, among other things, monitor the company’s financial reporting.
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TF Bank AB (publ) • Annual Report 2025 • 113 Auditor’s responsibility Our objectives are to obtain reasonable assurance about whether the annual report and consolidated accounts as a whole are free from material misstate- ment, whether due to fraud or error, and to issue an auditor’s report that includes our opinions. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs and generally accepted auditing standards in Sweden will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the annual report and consolidated accounts. As part of an audit in accordance with ISAs, we exer- cise professional judgment and maintain professional skepticism throughout the audit. In addition: • We identify and assess the risks of material misstatement of the annual report and conso- lidated accounts, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinions. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepre- sentations, or the override of internal control. • We obtain an understanding of the company’s in- ternal control that is relevant to our audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of internal control. • We evaluate the appropriateness of the accoun- ting principles used and the reasonableness of the estimates made by the Board of Directors and the CEO in the financial statements and related disclosures. • We conclude on the appropriateness of the Board of Directors and the Managing Director’s use of the going concern basis of accounting in preparing the annual report and consolidated accounts. We also conclude, based on the audit evidence obtained, whether a material uncer- tainty exists related to events or conditions that may cast significant doubt on the company’s and the group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the disclosures in the annual report and the consolidated accounts related to the material uncertainty or, if such disclosures are inadequate, to modify our opinion on the annual report and the consolidated accounts. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause a company and the group to cease to continue as a going concern. • We evaluate the overall presentation, structure and content of the annual report and consolidated accounts, including the disclosures, and whether the annual report and consolidated accounts re- present the underlying transactions and events in a manner that gives a fair view. • We plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of companies or business units within the group as a basis for expressing an opinion on the consolidated financial statements. We are responsible for directing, supervising and reviewing the audit work performed for the pur- pose of the group audit. We are solely responsible for our opinions. We are required to communicate with the Board of Directors, including the planned scope, direction and timing of the audit. We are also required to communi- cate significant audit findings, including any significant deficiencies in internal control that we identify. We must also provide the board with a statement that we have complied with relevant ethical requirements regarding independence, and address all relationships and other conditions that may reasonably bear on our independence, and, where applicable, actions taken to eliminate the threats or countermeasures taken. From the matters communicated with the Board of Directors, we determine those matters that were of most significance to the audit of the annual report and consolidated accounts, including the most significant assessed risks of material misstatement, and which therefore constitute the key audit matters. We describe these matters in the auditor’s report unless laws or regulations prevent disclosure of the matter. REPORT ON OTHER REQUIREMENTS UNDER LAWS AND REGULATIONS The auditor’s review of management and proposal for the allocation of the company’s profit or loss Opinions In addition to our audit of the annual report and consolidated accounts, we have also performed an audit of the Board of Directors’ and CEO’s administra- tion of TF Bank AB (publ) for the year 2025 and of the proposed appropriations of the company’s profit or loss.
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114 • Annual Report 2025 • TF Bank AB (publ) We recommend that the Annual General Meeting allocate the profit in accordance with the proposal in the administration report and grant the members of the Board of Directors and the CEO discharge from liability for the financial year. Basis for opinions We conducted our audit in accordance with generally accepted auditing standards in Sweden. Our responsi- bilities under these standards are further described in the Auditor’s responsibilities section. We are indepen- dent of the parent company and the group in accor- dance with generally accepted auditing standards in Sweden and have otherwise fulfilled our ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinions. Responsibilities of the Board of Directors and the CEO The Board of Directors is responsible for the propo- sal for appropriations of the company’s profit or loss. In the case of a proposal for a dividend, this includes, among other things, an assessment of whether the dividend is justifiable, taking into account the requi- rements that the company’s and the group’s nature of business, scope and risks place on the size of the parent company’s and the group’s equity, consolida- tion needs, liquidity and general position. The Board of Directors is responsible for the company’s organization and the management of the company’s affairs. This includes, among other things, continuous- ly assessing the company’s and the group’s financial situation, and ensuring that the company’s organization is designed so that the accounting, asset management and the company’s financial affairs are otherwise con- trolled in a satisfactory manner. The CEO shall manage the day-to-day administration in accordance with the Board’s guidelines and instructions and, among other things, take the measures necessary to ensure that the company’s accounting is carried out in accordance with the law and that the asset management is carried out in a satisfactory manner. Auditor’s responsibility Our objective regarding the audit of the administration, and thereby our opinion on discharge from liability, is to obtain audit evidence to be able to assess with a reaso- nable degree of certainty whether any member of the Board of Directors or the CEO in any material respect: • has taken any action or been guilty of any negligence that may give rise to liability to the company, or • has in any other way acted in violation of the Companies Act, the Banking and Financing Business Act, the Annual Accounts Act for Credit Institutions and Securities Companies or the articles of association. Our objective regarding the audit of the proposal for appropriations of the company’s profit or loss, and thereby our opinion thereon, is to assess with a reasonable degree of assurance whether the proposal is in accordance with the Act on Annual Accounts for Credit Institutions and Securities Companies. Reasonable assurance is a high degree of assuran- ce, but is not a guarantee that an audit conducted in accordance with generally accepted auditing standards in Sweden will always detect actions or omissions that may give rise to liability to the compa- ny, or that a proposal for the allocation of the compa- ny’s profit or loss is not in accordance with the Act on Annual Accounts for Credit Institutions and Securities Companies. As part of an audit in accordance with generally accep- ted auditing standards in Sweden, we exercise profes- sional judgment and maintain professional skepticism throughout the audit. The review of the administration and the proposal for appropriations of the company’s profit or loss is primarily based on the audit of the accounts. What additional audit procedures are perfor- med are based on our professional assessment based on risk and materiality. This means that we focus the audit on such measures, areas and conditions that are material to the operations and where deviations and violations would have particular significance for the company’s situation. We review and test decisions made, decision bases, measures taken and other conditions that are relevant to our opinion on discharge from liability. As a basis for our opinion on the board of directors’ proposal for appropriations regarding the company’s profit or loss, we have reviewed the board of directors’ reasoned statement and a selection of the supporting documents for this in order to assess whether the proposal is compatible with theCompanies Act. The auditor’s review of the ESEF report Opinion In addition to our audit of the annual report and conso- lidated accounts, we have also performed a review of whether the Board of Directors and the CEO have pre- pared the annual report and consolidated accounts in a format that enables uniform electronic reporting (the ESEF report) in accordance with Chapter 16, Section 4 a of the Securities Market Act (2007:528) for TF Bank AB (publ) for the year 2025. Our review and opinion relate only to the statutory requirement.
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TF Bank AB (publ) • Annual Report 2025 • 115 In our opinion, the ESEF report has been prepared in a format that essentially enables uniform electronic reporting. Basis for opinion We have conducted our review in accordance with FAR’s recommendation RevR 18 Auditor’s Review of the ESEF Report. Our responsibilities under this recommendation are described in more detail in the Auditor’s Responsibilities section. We are indepen- dent of TF Bank AB (publ) in accordance with gene- rally accepted accounting principles in Sweden and have otherwise fulfilled our ethical responsibilities in accordance with these requirements. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Responsibilities of the Board of Directors and the CEO The Board of Directors and the CEO are responsible for ensuring that the ESEF report has been prepared in accordance with Chapter 16, Section 4 a of the Securities Market Act (2007:528), and for ensuring that there is such internal control as the Board of Directors and the CEO deem necessary to prepare the ESEF report without material misstatement, whether due to fraud or error. Auditor’s responsibility Our task is to express a reasonable assurance as to whether the ESEF report is, in all material respects, prepared in a format that meets the requirements of Chapter 16, Section 4 a of the Securities Market Act (2007:528), based on our review. RevR 18 requires that we plan and perform our audit procedures to obtain reasonable assurance that the ESEF report is prepared in a format that meets these requirements. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with RevR 18 and generally accepted auditing standards in Sweden will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the eco- nomic decisions of users taken on the basis of the ESEF report. The audit firm applies International Standard on Quality Management 1, which requires the firm to design, implement and maintain a system of quality management including guidelines or procedures regarding compliance with professional ethical requirements, standards of professional practice and applicable requirements in laws and regulations. The audit involves obtaining evidence through various procedures that the ESEF report has been prepared in a format that enables uniform electro- nic reporting of the annual report and consolidated accounts. The auditor selects the procedures to be performed, including by assessing the risks of material misstatement of the reporting, whether due to fraud or error. In making this risk assessment, the auditor considers those parts of the internal control that are relevant to how the board of directors and the CEO prepare the evidence in order to design audit procedures that are appropriate in the circum- stances, but not for the purpose of expressing an opinion on the effectiveness of the internal control. The audit also includes an evaluation of the appro- priateness and reasonableness of the assumptions made by the board of directors and the CEO. The audit measures mainly include validation that the ESEF report has been prepared in a valid XHT- ML format and a reconciliation of the ESEF report to the audited annual report and consolidated financial statements. Furthermore, the review also includes an assessment of whether the group’s income statement, balance sheet and equity statements, cash flow statement and notes in the ESEF report have been marked with iXBRL in accordance with the ESEF Regulation. Öhrlings PricewaterhouseCoopers AB, 113 97 Stockholm, was appointed as TF Bank AB’s auditor by the Annual General Meeting on June 17, 2025 and has been the company’s auditor since June 17, 2025. Stockholm 20 March 2026 Öhrlings PricewaterhouseCoopers AB (PWC) Frida Main Authorised Public Accountant
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116 • Annual Report 2025 • TF Bank AB (publ) 116 • Annual Report 2024 • TF Bank AB (publ) CORPORATE GOVERNANCE REPORT
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TF Bank AB (publ) • Annual Report 2025 • 117 INTRODUCTION TF Bank AB (publ) (TF Bank or the Bank) is a Swedish public limited company whose shares have been listed on Nasdaq Stockholm’s main list since 14 June 2016. All shares carry equal voting rights. TF Bank is authorised by the Swedish Financial Supervisory Authority (Finansinspektionen) to conduct banking operations and is subject to its supervision. TF Bank is domiciled in Borås, Sweden. The Bank conducts lending and/or deposit-taking operations in Sweden, Finland, Norway, Denmark, Estonia, Latvia, Lithuania, Poland, Germany, Austria, Spain, Ireland, the Nether- lands, and Italy via subsidiaries, branches, or cross- border activities under the Swedish Banking and Financing Business Act (LBF). TF Bank has eight wholly-owned subsidiaries: TF Bank Nordic AB, Yieldloop AB, Credento Bank AB, Avarda AS, TFB Service UAB, TFB Service GmbH, TFBN Services Limited, and TFB Holding Ltd. TF Bank complies with applicable laws and regu- lations for good corporate governance and opera- tional control, including: LBF, the Consumer Credit Act (2010:1846), the Companies Act (2005:551), the Annual Accounts Act (1995:1554), the Act (1995:1559) on annual accounts in credit institutions and securi- ties companies, the Swedish Corporate Governance Code (“the Code”), Nasdaq’s rules for issuers, and International Financial Reporting Standards (IFRS). In addition, TF Bank is subject to various regulations and general guidelines issued by Finansinspektionen and the European Banking Authority (EBA). This corporate governance report has been prepared in accordance with the Annual Accounts Act and the Code. OWNERSHIP Ownership structure 31 December 2025: Owner Number of shares Share of equity, % 1 TFB Holding AB 19,095,698 29.54 2 Tiberon AB 9,700,000 15.00 3 Erik Selin Fastigheter AB 8,102,154 12.53 4 Carnegie Fonder AB 2,850,917 4.41 5 Nordnet Pensionsförsäkring AB 2,833,179 4.38 6 Proventus Aktiebolag 2,699,113 4.17 7 Maud Umberg Weil 2,506,430 3.88 8 Goldman Sachs International 1,508,373 2.33 9 Försäkringsbolaget Avanza Pension 849,816 1.31 10 Amidak AB 800,000 1.24 11 Anders Klein 690,000 1.07 12 The Bank of New York Mellon 672,632 1.04 13 Nordea Funds AB 621,978 0.96 14 State Street Bank and Trust CO, W9 567,816 0.88 15 Livförsäkringsbolaget Skandia, ömsesidigt 518,956 0.80 16 Ålandsbanken Abp (Finland), svensk filial 484,336 0.75 17 AB Monarda 468,000 0.72 18 Skandia Fonder AB 467,922 0.72 19 SEB Investment Management AB 433,405 0.67 20 Bank Julius Baer & CO Ltd 432,000 0.67 Other shareholders 8,347,275 12.93 Total 64,650,000 100.00 Source: Euroclear The largest shareholder, TFB Holding AB, with a total holding of 29.54 % as of 31 December 2025, is represented in the Nomination Committee by Paul Källenius. CORPORATE GOVERNANCE REPORT TF Bank AB (publ), corporate identity number 556158-1041 Good corporate governance forms the foundation for a well-functioning company where shareholders, employees, and other stakeholders in the Bank’s environment can have confidence in the Bank. Good corporate governance means that the Bank’s strategies and values are managed as effectively and responsibly as possible, with strong internal controls and tools for sound risk management.
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118 • Annual Report 2025 • TF Bank AB (publ) Internal Audit CEO 3rd line of defense 2nd line of defense 1st line of defense Shareholders and General MeetingExternal Audit Nomination Committee Audit committee Risk and compliance committee Remuneration Committee Board of Directors Chief Compliance Officer Chief Risk Officer Executive Management CORPORATE GOVERNANCE AND RISK MANAGEMENT IN TF BANK
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TF Bank AB (publ) • Annual Report 2025 • 119 COMPANY STRUCTURE List of companies included in consolidation for accounting and supervisory purposes: Parent Company Subsidiaries Corporate identity number Interest Consolidation (supervisory/consolidation) TF Bank AB 556158-1041 TF Bank Nordic AB 559476-6379 100% Full/Full Yieldloop AB 559526-1859 100% Full/Full Credento Bank AB 559530-1945 100% Full/Full Avarda AS 931481169 100% Full/Full TFB Service UAB 304785170 100% Full/Full TFB Service GmbH HRB 208869 B 100% Full/Full TFBN Services Ltd 15924773 100% Full/Full TFB Holding Ltd C112948 100% Full/Full ARTICLES OF ASSOCIATION The Articles of Association are adopted by the General Meeting and a number of mandatory details that are fundamental for TF Bank. The Articles are available on TF Bank’s website, www.tfbankgroup.com, and specify, among other things, the business the Bank shall conduct, limits on share capital, the voting rights of share classes, and the number of permitted board members. The Articles do not include provisions regarding appointment and dismissal of board mem- bers or amendments to the Articles. GENERAL MEETING OF SHAREHOLDERS TF Bank’s shareholders exercise their decision-making rights at the General Meeting. According to the Com- panies Act, the General Meeting is the Bank’s high- est decision-making body and decides on matters such as amendments to the Articles of Association, discharge from liability, approval of balance sheets and income statements, dividends, election of board members and auditors, and remuneration of board members and auditors. The regulations governing the General Meeting, including its required procedures, are set out inter alia in the Companies Act and the Articles of Association. TF Bank AB, Branch Norway TF Bank AB (publ) 556158-1041 Sverige TF Bank AB, Branch Finland TF Bank AB, Branch Estonia TF Bank AB, Branch Latvia TF Bank AB, Branch Poland TF Bank AB, Branch Lithuania TF Bank AB, Branch Spain TF Bank Nordic AB 559476-6379 Sweden Yieldloop AB 559526-1859 Sweden Credento Bank AB 559530-1945 Sweden Avarda AS 931 481 169 Norway TFB Service UAB 304785170 Lithuania (under liquidation) TFB Holding Ltd C112948 Malta TFBN Services Ltd 15924773 United Kingdom TFB Service GmbH HRB208869B Germany 100 % of capital and votes 100 % of capital and votes 100 % of capital and votes 100 % of capital and votes 100 % of capital and votes 100 % of capital and votes 100 % of capital and votes 100 %of capital and votes
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120 • Annual Report 2025 • TF Bank AB (publ) Tiberon AB, the second-largest shareholder in TF Bank, declined its own representation on the Nomination Committee. However, Tiberon AB’s board member John Brehmer serves on the Nomination Committee in his capacity as Chairman of TF Bank. The committee composition was announced through a press release and on the Bank’s website on 1 December 2025. BOARD OF DIRECTORS The Board of Directors holds the ultimate responsi- bility for TF Bank’s organisation and management. In addition, the Board shall exercise oversight of the CEO and monitor that TF Bank’s financial conditions are audited in a reliable manner. The Board’s decisions shall aim to promote the owners’ interest in value development and return. The Board’s duties and working methods are governed by the Companies Act, the Articles of Association, and the Board’s internal rules of procedure. The responsibilities and work of the Board of TF Bank, as a regulated company, are furthermore governed by the Banking and Financing Business Act. The Board’s responsibilities and tasks include, among other things, establishing goals and strate- gies for TF Bank’s operations and striving to ensure that the organisation and operation of the Bank are characterised by sound internal governance and control. This is done by establishing internal rules regarding risk management and risk control and reg- ularly monitoring compliance, ensuring the presence of an internal audit function, and overseeing the Bank’s financial position. Furthermore, it is the Board’s responsibility to appoint the CEO, adopt instructions for the CEO’s work, and monitor the results of that work. The Board receives regular reports from internal and external auditors as well as from the CEO, CFO, and control functions. The Board is responsible for balancing TF Bank’s risk-taking and has established rules for decision-making procedures, financial reporting, and financing. Guidelines also exist for work in other areas such as environment, ethics, quality, information, personnel, IT and security, and communication. The Board’s work follows an annually approved set of rules of procedure covering the matters to be addressed at each ordinary meeting and the division of work within the Board, with specific responsibil- ities for the Chairperson. The rules of procedure also specify regulations for financial reporting to the Board and more detailed rules regarding the CEO’s responsibilities and authority. Annual General Meeting 2025 The AGM was held on 17 June 2025 in Borås, with voting possible on-site or by post. The AGM voted in accordance with the proposals submitted in all matters. The AGM granted discharge from liability for the board members and CEO for the 2024 financial year. The AGM decided that the Board should consist of six members. John Brehmer, Sara Mindus, Michael Lindengren, Niklas Johansson, Fredrik Oweson, and Arti Zeighami were re-elected as board members. John Brehmer was re-elected as chairman. Öhrlings PricewaterhouseCoopers AB (PWC) was elected auditor until the end of the AGM 2026, with author- ised auditor Frida Main as the principal responsible auditor. The Annual General Meeting resolved, in accordance with the Board’s proposal, to authorise the Board to, on one or more occasions before the next Annual General Meeting, decide on a new issue of shares. Full Articles of Association, minutes, and information on the 2025 AGM are available at www.tfbankgroup.com. NOMINATION COMMITTEE According to the decision at the 2021 AGM, the three largest shareholders who wish to participate in the Nomination Committee have the right to appoint one member each. The member representing the largest shareholder is appointed chairman of the Nomina- tion Committee. Members were appointed based on ownership as of 31 August 2025. The Nomination Committee prepares proposals for the AGM regarding: • Chairperson of the meeting; • Board members; • Board chairman; • Board fees, including division between chairman and members, as well as renumeration for com- mittee assignments; • Auditors; • Auditor remuneration The Nomination Committee must follow Rule 4.1 of the Code when preparing proposals to ensure a well-functioning board in terms of diversity and breadth. Nomination Committee for AGM 2026: • Paul Källenius, representing TFB Holding AB • Erik Selin, representing Erik Selin Fastigheter AB • Jonas Weil, representing Proventus Aktiebolag • John Brehmer, Chairman of TF Bank AB Paul Källenius has been appointed Chairman of the Nomination Committee.
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TF Bank AB (publ) • Annual Report 2025 • 121 Board attendance was as follows: Board member Independent of major shareholders Attendance John Brehmer (Chairman) No 23 of 23 Sara Mindus Yes 23 of 23 Michael Lindengren Yes 23 of 23 Niklas Johansson Yes 23 of 23 Fredrik Oweson Yes 23 of 23 Arti Zeighami Yes 23 of 23 The Bank’s CEO, Joakim Jansson, has participated in all meetings. CFO Mikael Meomuttel has participated in all ordinary meetings and certain extraordinary meetings. Reporting to the Board of Directors and Board committees The Board receives a monthly financial report, includ- ing the balance sheet, income statement, and the Bank’s capital and liquidity positions. When the Board of Directors meets, the CEO, CFO, and heads of Risk Control, Compliance, and Credit Risk functions also report regularly. The Board’s overall responsibility cannot be dele- gated, but it is supported by three committees: the Remuneration Committee, the Audit Committee, and the Risk and Compliance Committee. Remuneration Committee The Remuneration Committee’s main task is to support the Board in ensuring that risks associated with TF Bank’s remuneration systems are measured, managed, and reported. The Committee is also responsible for assisting the Board in establishing standards and principles for decisions on remuneration to TF Bank’s employees and management team, and for ensuring that the remuneration systems comply with appli- cable laws and regulations. The Board decides on remuneration for the CEO, Deputy CEO, Chief Compli- ance Officer, and Chief Risk Officer based on the work of the Remuneration Committee. The Remuneration Committee is tasked with de- veloping a remuneration policy for the Bank and presenting it to the Board for approval. The Board adopts a remuneration policy at least once a year in accordance with the Swedish Financial Supervisory Authority’s regulations on remuneration systems in credit institutions and securities companies, cover- ing all TF Bank employees. Adoption of the policy is based on an annual analysis to identify employees whose work has a material impact on TF Bank’s risk profile. According to the Articles of Association, the Board shall consist of at least three and no more than ten ordinary members. Information about the Board members can be found at www.tfbankgroup.com and on page 148. Board Meetings 2025 The Board held 23 meetings in 2025: 13 ordinary meetings and 10 extraordinary meetings; 5 were held in-person and 18 were held remotely. Date Significant matters addressed at the Board Meeting 13 Jan 2025 Extraordinary: Strategic decisions 19 Jan 2025 Ordinary: Approval of interim report for October– December 2024 and Internal Audit annual plan for 2025 27 Jan 2025 Extraordinary: Decision on directed share issue 12 Feb 2025 Ordinary: Follow-up from Risk and Compliance Committee 17 Feb 2025 Extraordinary: Decisions on organisational changes 14 Mar 2025 Ordinary: Decisions on annual and consolidated financial statements, Pillar 3 report, Board annual plan, strategic decisions, and policy changes 20 Mar 2025 Extraordinary: Strategic decisions 13 Apr 2025 Ordinary: Approval of interim report for January– March 2025 28 Apr 2025 Ordinary: Follow-up from Risk and Compliance Committee 6 May 2025 Extraordinary: Decision on notice to Annual General Meeting and strategic decisions 14 May 2025 Extraordinary: Strategic decisions 16 Jun 2025 Ordinary: Decisions on NPL strategy, updated remuneration policy, organisational changes, and strategic decisions 17 Jun 2025 Constitutive: Adoption of policies, election of committee members, election of Board secretary, decisions on signatory rights, and dates for upcom- ing board meetings 18 Jun 2025 Extraordinary: Decision to revoke resolution on record date for share split 10 Jul 2025 Ordinary: Approval of interim report for April–June 2025 13 Jul 2025 Extraordinary: Decision on record date for share split 31 Jul 2025 Extraordinary: Strategic decisions 18 Aug 2025 Ordinary: Follow-up from Risk and Compliance Committee 18 Sep 2025 Ordinary: Decisions on name change, organisational changes and strategic decisions 13 Oct 2025 Ordinary: Approval of interim report for July– September 2025, notice to extraordinary general meeting due to corporate name change, new Board secretary, confirmation of signatory rights for branches, and dates for next year’s board meetings 14 Oct 2025 Ordinary: Follow-up from Risk and Compliance Committee 6 Nov 2025 Extraordinary: Strategic decisions 10 Dec 2025 Ordinary: Decisions on annual plans for control functions. Decisions on adjustments to the Credit Policy and the Sustainability Policy. Decisions on the Board’s annual plan, including training. Deci- sions on the revised incentive program
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122 • Annual Report 2025 • TF Bank AB (publ) The remuneration policy stipulates, among other things, that salaries and other benefits should be competitive to promote TF Bank’s long-term interests and prevent excessive risk-taking. Further details and remuneration paid in 2025 are available on TF Bank’s website: www.tfbankgroup.com. The Remuneration Committee shall meet at least twice a year and oth- erwise as needed. Minutes shall be prepared at each meeting and circulated to all Board members. At the Board meeting on 17 May, the Board appointed the Remuneration Committee by re-electing John Brehmer and Fredrik Oweson. All members of the Remuneration Committee have been Board mebers during the year. Board member Fredrik Oweson was re-elected Chair of the Remuneration Committee. In 2025, the Remuneration Committee held two recorded meetings. Participation was as follows: Board member Attendence Fredrik Oweson (Chairman) 2 of 2 John Brehmer 2 of 2 Audit Committee The Audit Committee is responsible for preparing the Board’s work on ensuring the quality of the Bank’s financial reporting, internal control, and risk manage- ment. This includes addressing critical accounting issues and reviewing the financial reports issued by the Bank. The Committee shall also regularly meet with the Bank’s auditors to discuss accounting principles, receive information on changes in regulations, review the scope and focus of audits, and coordi- nate between external and internal audits and the assessment of the Bank’s risks. The Committee shall also review and monitor the auditor’s independence, paying particular attention to whether the auditor provides services other than auditing to the Bank. The Audit Committee shall evaluate the audit and inform the Bank’s Nomination Committee of the results, and assist the Nomination Committee in preparing proposals for auditor appointments and audit fees. The Audit Committee shall meet at least four times per financial year and otherwise as need- ed. Minutes shall be prepared at each meeting and circulated to all Board members. At the Board meeting on 17 June 2025, the Board appointed the Audit Committee by re-electing John Brehmer, Michael Lindengren and Niklas Johansson. All members of the Audit Committee have been Board members during the year. Board member Michael Lindengren was re-elected Chair of the Audit Committee. In 2025, the Audit Committee held seven recorded meetings. Participation was as follows: Board member Attendance Michael Lindengren (Chairman) 7 of 7 John Brehmer 7 of 7 Niklas Johansson 7 of 7 The Bank’s CEO, CFO, and Head of Group Accounting were present at all meetings. The Head of Group Controlling and the lead auditor from PWC participated in several meetings. Risk and Compliance Committee The Risk and Compliance Committee is responsible for preparing and monitoring matters relating to risk management, compliance, capitalisation, and liquid- ity management. The Committee reviews the Bank’s overall current and future risk appetite and risk strat- egy and assists the Board in overseeing the Executive Management’s implementation of the strategy. The Committee ensures that the products TF Bank offers its customers take into account the Bank’s business model and risk strategy. If pricing does not appropriately reflect the risks in accordance with the business model and risk strategy, the Committee shall develop an action plan for the Board. The Committee shall meet at least four times per financial year and otherwise as needed. Minutes shall be prepared at each meeting and circulated to all Board members. At the Board meeting on 17 June 2025, it was decided that all Board members would serve on the Risk and Compliance Committee, with Niklas Johansson appointed as Committee Chair. In 2025, the Risk and Compliance Committee held four recorded meetings. Attendance was as follows: Board member Attendance Niklas Johansson (Chairman) 4 of 4 John Brehmer 4 of 4 Sara Mindus 4 of 4 Fredrik Oweson 4 of 4 Michael Lindengren 4 of 4 Arti Zeighami 4 of 4 The Bank’s CEO, CFO, Chief Compliance Officer, and Chief Risk Officer were present at all meetings.
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TF Bank AB (publ) • Annual Report 2025 • 123 Remuneration of Board members The 2025 Annual General Meeting resolved on the following remuneration for the members of the Board: • Chairman of the Board SEK 1,500,000, • Other members of the Board SEK 550,000, • Chairman of the Audit Committee SEK 200,000, • Other members of the Audit Committee SEK 100,000, • Chairman of the Remuneration Committee SEK 100,000, • Other members of the Remuneration Committee SEK 50,000, • Chairman of the Risk and Compliance Committee SEK 200,000, • Other members of the Risk and Compliance Committee SEK 100,000. Evaluation of the Board’s work The Board regularly conducts a systematic evaluation in which members are given the opportunity to pro- vide their views on working methods, board materials, and both their own and other members’ contributions to the Board’s work. The purpose is to develop the Board’s work and provide the Nomination Committee with relevant decision-making material ahead of the Annual General Meeting. The results of the evaluation conducted in preparation for the 2026 Annual General Meeting have been presented to both the Board and the Nomination Committee. CEO AND EXECUTIVE MANAGEMENT The CEO is responsible for the ongoing management of the Bank in accordance with the Swedish Com- panies Act and the Board’s instructions. The CEO is responsible for keeping the Board informed about the Bank’s operations and for ensuring that the Board has as accurate and correct a basis for decision-making as possible. As of 31 December 2025, TF Bank’s Executive Manage- ment consisted of Joakim Jansson (CEO) and Mikael Meomuttel (CFO). Further information about the Executive Management is available at www.tfbankgroup.com and on page 149. Remuneration of senior executives The guidelines for remuneration to senior executives include the CEO, CFO, and other members of Executive Management. The guidelines shall apply to remuner- ation agreed, and changes made to already agreed remuneration, after the guidelines have been adopted by the General Meeting. At the 2023 Annual General Meeting, the following guidelines regarding remunera- tion to TF Bank’s senior executives were adopted: The Guidelines’ Promotion of the Bank’s Business Strategy, Long-Term Interests and Sustainability TF Bank is a fast-growing provider of credit and payment services operating in 14 European countries. Through a proprietary IT infrastructure, TF Bank develops simple and flexible payment and financing solutions for millions of customers. Since its foun- dation in 1987, TF Bank has consistently combined growth with profitability, and following the stock market listing in 2016, this development has contin- ued with a strong focus on scalability and automation. Lending and/or deposit activities are conducted in the Nordics, the Baltic countries, Poland, Germany, Austria, Spain, Ireland, the Netherlands and Italy through subsidiary, branch, or cross-border banking with the support of the Swedish banking license. The business is divided into three segments: Credit Cards, Ecommerce Solutions and Consumer Lending. Successful implementation of TF Bank’s business strategy and safeguarding of the Bank’s long-term interests, including its sustainability, require that the Bank can recruit and retain qualified employees. This requires that the Bank can offer competitive remuner- ation. These guidelines enable senior executives to be offered a competitive total remuneration. Variable cash remuneration covered by these guide- lines shall aim to promote TF Bank’s business strategy and long-term interests, including sustainability. Forms of Remuneration, etc. Remuneration shall be market-based and compet- itive and may consist of the following components: fixed cash salary, variable cash remuneration, pension benefits, and other benefits. The General Meeting may additionally resolve on, for example, share-based and share price-related remuneration. Fixed Cash Salary Each senior executive shall receive a base salary, i.e., fixed monthly salary. The base salary shall reflect the executive’s responsibilities, the nature of the position, and individual performance, and shall be market-based. The fixed cash salary shall constitute a sufficiently large part of the employee’s total remu- neration to enable the variable components to be set to zero. The fixed cash salary constitutes pensionable income and forms the basis for calculating variable remuneration. Variable Cash Remuneration Fulfilment of criteria for payment of variable cash re- muneration shall be measurable over a period of one or several years. Furthermore, the rules applicable to banks regarding remuneration at any given time shall be complied with. Variable cash remuneration may amount to a maximum of 100 % of pensionable income.
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124 • Annual Report 2025 • TF Bank AB (publ) Pension Benefits Pension benefits, including health insurance, shall be defined contribution, unless the executive is covered by defined benefit pension under mandatory collec- tive agreement provisions. Pension premiums for de- fined contribution pension may amount to a maximum of 25 % of pensionable income. Other Benefits Other benefits, such as company car benefit, may amount to a maximum of 20 % of pensionable income. With regard to employment relationships governed by rules other than Swedish rules, appropriate adjust- ments may be made concerning pension and other benefits to comply with mandatory rules or estab- lished local practice, whereby the overall purpose of these guidelines shall be met as far as possible. T ermination of employment In the event of termination by the Bank, the notice period may be a maximum of twelve months. Fixed cash salary during the notice period and severance pay may not together exceed an amount correspond- ing to the fixed cash salary for six to twelve months. In the event of termination by the executive, the notice period may be a maximum of six months, without entitlement to severance pay. In addition, remuneration for any non-compete undertaking may be paid. Such remuneration shall compensate for any loss of income and shall only be paid to the extent that the former executive is not entitled to severance pay. The remuneration shall be based on the fixed cash salary at the time of termina- tion and be paid during the period the non-compete undertaking applies, which shall be a maximum of six to twelve months following termination of employ- ment. Criteria for distributing variable remuneration Variable cash remuneration shall be linked to pre- determined and measurable criteria, which may be financial or non-financial. They may also consist of individually adapted quantitative or qualitative targets. The criteria shall be designed to promote the Company’s business strategy and long-term interests, including sustainability, for example by having a clear connection to the business strategy or promoting the executive’s long-term development. When the measurement period for fulfilment of criteria for payment of variable cash remuneration has ended, it shall be assessed and determined to what extent the criteria have been fulfilled. The Board is responsible for such assessment with regard to variable cash remuner- ation to senior executives. Fulfilment of financial criteria shall be determined based on the Bank’s most recently published financial information. Variable remuneration shall only be paid to the extent that it is justifiable considering the Bank’s financial situation and warranted based on the Bank’s, the rele- vant business unit’s, and the employee’s performance. Variable remuneration may also be forfeited in full. The Bank shall have the possibility, in accordance with law or agreement and subject to any limitations therein, to reclaim variable remuneration paid on incorrect grounds. Salary and Employment Conditions for Employees In preparing these remuneration guidelines, salary and employment conditions for the Bank’s employees have been taken into account by including information on employees’ total remuneration, the components of remuneration, and the increase and rate of increase over time as part of the Board’s decision-making basis when evaluating the reasonableness of the guidelines and the limitations resulting from them. Decision-Making Process for Establishing, Reviewing and Implementing the Guidelines The Board shall prepare proposals for new guidelines when there is a need for material changes and at least every four years. The proposal shall be submitted for resolution at the Annual General Meeting. The guide- lines shall apply until new guidelines are adopted by the General Meeting. The Board shall also monitor and evaluate variable re- muneration programs for Executive Management, the application of the remuneration guidelines for sen- ior executives, and the Bank’s current remuneration structures and levels. The Remuneration Committee shall prepare the Board’s work as described above. When the Board and the Remuneration Committee prepare, address, and resolve remuneration-related matters, the CEO or other members of Executive Management shall not be present to the extent that they are affected by the matters. Deviations from the Guidelines The Board may resolve to temporarily deviate from the guidelines, in whole or in part, if in an individual case there are special reasons for doing so and a deviation is necessary to safeguard the Bank’s long- term interests, including sustainability, or to ensure the Bank’s financial viability. Notice Period and Severance Pay According to the agreement between TF Bank AB and the CEO, the notice period amounts to six months (twelve months if termination is initiated by the Bank). Salary during the notice period shall be deducted against new salary received by the CEO from a new agreed employer.
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TF Bank AB (publ) • Annual Report 2025 • 125 DIVERSITY POLICY TF Bank applies a diversity policy aimed at promoting a well-composed Board of Directors and organisation with regard to competence, experience, background and gender. In the recruitment and nomination of Board members and senior executives, diversity is considered an important factor to ensure effective governance and long-term sustainable decision- making. The policy is applied by considering diversity aspects in nomination and recruitment processes within the Bank. The Bank has established procedures for collecting, quality-assuring and reporting data related to diversity at management level. The Bank also ensures equal pay and equal conditions for equal work. INTERNAL GOVERNING DOCUMENTS In addition to laws, regulations, and other rules, TF Bank has a number of internal governing docu- ments relating to day-to-day management. These have been adopted by the Board, the CEO, or other function managers and include, among other things, the Board’s rules of procedure, instructions for the Board’s three committees, instructions for the CEO and financial reporting to the Board, insider policy, risk management, lending, remuneration, handling of ethical matters and conflicts of interest (Code of Conduct), processing of personal data, outsourcing, business continuity planning, liquidity management, finance policy, capital policy, governing documents for risk control, compliance and internal audit, complaints handling, and policy regarding measures against money laundering and terrorist financing. All governing documents are available via the Bank’s intranet. EXTERNAL AUDITORS The Company’s external auditors are appointed by the General Meeting. The task of the external audi- tors is to audit the annual report and financial state- ments as well as the administration of the Board and the CEO. The 2025 Annual General Meeting elected PWC as the Bank’s auditor, with authorised public accountant Frida Main as auditor in charge. Information regarding fees and expense reimburse- ments to the auditors is available in notes G11 and P11. INTERNAL CONTROL AND RISK MANAGEMENT First Line of Defence Group Management sets the framework for how operations shall be organised to be as efficient as possible from both a risk management and profitability perspective. Based on the needs of the Group’s three business areas – Credit Cards, Ecommerce Solutions, and Consumer Lending – Group Management appoints functions and controls to ensure data quality and support decision-making. Risk management is based on the business areas and includes all employees. Unit/function managers in the first line of defence are responsible for daily risk management and compliance, as well as for taking appropriate measures in case of deviations. Reporting is made to the immediate manager, the Compliance function, the Risk Control function, or the CEO. Second Line of Defence – Compliance and Risk Control The independent control functions Compliance and Risk Control review, evaluate, and report to manage- ment and the Board regarding risks and compliance. The work of the two functions is governed by gov- erning documents adopted by the Board. The control functions in the second line of defence are responsi- ble for reviewing risk management and compliance in the first line of defence and shall also function as support to it. Independent review of compliance with external and internal rules is carried out by the Compliance function in accordance with applicable laws and regulations in the countries where TF Bank operates, as well as the regulations and general guidelines of the Swedish Financial Supervisory Authority (or equivalent) regarding governance and control in credit institutions. The Compliance function reports to the CEO and directly to the Board and is regularly reviewed by Internal Audit. TF Bank’s Chief Compli- ance Officer is Magnus Wahlkvist. The Compliance function operates independently of all business units and support functions. Independent risk control and monitoring of risk management in TF Bank are carried out by the inter- nal independent Risk Control function in accordance with prevailing risk practices, the regulations and general guidelines of the Swedish Financial Super- visory Authority on governance, risk management and control in credit institutions, as well as applicable guidelines and recommendations issued by the EBA. The Risk Control function also reports to the CEO and directly to the Board and is regularly reviewed by Internal Audit. Reporting to the Board includes the Bank’s capital position, liquidity risk, credit risk, mar- ket risk, and operational risk, including incidents. TF Bank’s Chief Risk Officer is Jonas Danielsson. The Risk Control function works to ensure that all risks in the operations are identified and clarified. The function’s responsibility includes independently monitoring and analysing how risks at an aggregated level develop over time and reporting these to the Board and management. The function is also respon- sible for contributing to the further development of
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126 • Annual Report 2025 • TF Bank AB (publ) risk management processes, including by providing methods for identifying, measuring, analysing, and reporting risks. The Risk Control function operates independently of all business units and support functions. Third Line of Defence – Internal Audit TF Bank’s Internal Audit is an independent review function directly subordinated to the Board. Internal Audit is primarily responsible for providing the Board with reliable and objective evaluation of risk manage- ment, financial reporting, and control and governance processes in order to reduce risks and improve the control structure. TF Bank’s Internal Audit is carried out by Advisense AB, with Tomas Munkby as auditor in charge. Reviews are conducted in accordance with an audit plan adopted by the Board. The Internal Audit function reviews and assesses whether systems, internal controls, and procedures are appropriate and effective, issues recommenda- tions, and follows up that recommendations are im- plemented. In 2025, Internal Audit’s review, in addition to mandatory areas, included TF Bank’s implemen- tation of the Digital Resilience Act (DORA), deposit systems, and measures against money laundering and terrorist financing. The Board issues and revises all policies forming the framework for the operations at least once per year. INFORMATION IN ACCORDANCE WITH CHAPTER 6, SECTION 2 OF THE ACT (2014:968) ON SPECIAL SUPERVISION OF CREDIT INSTITUTIONS AND SECU- RITIES COMPANIES AND CHAPTER 8, SECTION 2 OF THE SWEDISH FINANCIAL SUPERVISORY AUTHOR- ITY’S REGULATIONS ON SUPERVISORY REQUIRE- MENTS AND CAPITAL BUFFERS (FFFS 2014:12) TF Bank Nordic AB, Yieldloop AB, Credento Bank AB, Avarda AS, TFB Service UAB, TFB Service GmbH, TFBN Services Ltd and TFB Holding Ltd Malta are wholly owned by TF Bank. All companies are wholly owned subsidiaries and, as sole shareholder, TF Bank has the ability to govern the companies by exercis- ing its voting rights at general meetings. Through its shareholding, TF Bank may also determine the Board elected at each company’s general meeting. THE BOARD’S DESCRIPTION OF INTERNAL CON- TROL AND RISK MANAGEMENT IN RELATION TO FINANCIAL REPORTING The Board is responsible, pursuant to the Swedish Companies Act and the Annual Accounts Act, for in- ternal control in both TF Bank AB and its subsidiaries. Internal control regarding financial reporting is a process designed to provide reasonable assurance regarding the reliability of external financial report- ing and whether the financial statements have been prepared in accordance with generally accepted accounting principles, applicable laws and regula- tions, and other requirements for companies whose transferable debt securities are admitted to trading on a regulated market. The internal regulatory framework of policies, instructions, and routine and process descriptions constitutes the primary tool for ensuring financial reporting. The effectiveness and appropriateness of the control mechanisms are reviewed annually by the control functions and Internal Audit. Internal control activities are part of TF Bank’s adminis- trative procedures. Internal control at TF Bank is based on a control environment that includes values and management culture, follow-up, a clear and transpar- ent organisational structure, segregation of duties, the dual control principle, and quality and efficiency of internal communication. The basis for internal control regarding financial reporting also consists of a con- trol environment with organisation, decision-making paths, authorities, and responsibilities documented and communicated in governing documents and job descriptions for control functions. TF Bank works with proactive and follow-up risk management, with primary focus on ongoing con- trols and training initiatives. Risk management is an integrated part of business operations. Control activities include both general and detailed controls intended to prevent and detect errors and deviations so that these can be corrected. Control activities are developed and documented at company and de- partment level, based on a reasonable level relative to the risk of error and the impact of such errors. The respective function manager is primarily responsible for managing the risks associated with the depart- ment’s operations and financial reporting processes (the “first line of defence”). Procedures and processes relating, among other things, to financial reporting are also reviewed by TF Bank’s Risk Unit (the “second line of defence”). The review consists of an assessment of whether existing procedures and processes are adequate, as well as sample testing. Monthly financial reports are submitted to the Board, and the Bank’s financial situation is addressed at each Board meeting. The Board of Directors receives regular reports from the Risk Control function and the Compliance function. FURTHER INFORMATION Further information about TF Bank’s corporate govern- ance is available a www.tfbankgroup.com.
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TF Bank AB (publ) • Annual Report 2025 • 127 AUDITOR’S REPORT ON THE CORPORATE GOVERNANCE STATEMENT To the Annual General Meeting of TF Bank AB (publ), corporate identity number 556158-1041. The Board of Directors is responsible for that the corporate governance statement on pages 116-126 has been prepared in accordance with the Annual Accounts Act. Our examination of the corporate governance statement is conducted in accordance with FAR´s standard RevR 16 The auditor´s examination of the corporate governance statement. This means that our examination of the corporate governance statement is different and substantially less in scope than an audit conducted in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. We believe that the examination has provided us with sufficient basis for our opinions. A corporate governance statement has been prepared. Disclosures in accordance with chapter 6 section 6 the second paragraph points 2-6 of the Annual Accounts Act and chapter 7 section 31 the second paragraph the same law are consistent with the other parts of the annual accounts and consolidated accounts and are in accordance with the Annual Accounts Act for Credit Institutions and Securities Companies. Stockholm 20 March 2026 Öhrlings PricewaterhouseCoopers AB (PWC) Frida Main Authorised Public Accountant
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128 • Annual Report 2025 • TF Bank AB (publ) 128 • Annual Report 2025 • TF Bank AB (publ) SUSTAINABILITY REPORT TABLE OF CONTENTS Sustainability at TF Bank 130 General disclosures 132 Environment 140 Social 141 Governance 146
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TF Bank AB (publ) • Annual Report 2025 • 129 This is TF Bank’s statutory Sustainability Report for the financial year 2025. The Report comprises the Parent company TF Bank AB (publ) org.no 556158-1041 including subsidiaries and branches (hereinafter to be referred as TF Bank and/or the Bank). Disclaimer This Sustainability Report (the ”Report”) has been prepared by TF Bank AB (publ) for applicable reporting and information purposes only and is intended to provide transparency regarding TF Bank’s sustainability related activities, impacts, risks, and opportunities (IROs). This Report may contain forward-looking statements, including statements regarding future sustainability objectives, targets, strategies, plans, expectations, or ambitions. Such statements are based on assumptions and assessments made at the time of preparation and are subject to risks, uncertainties, and changes in circumstances. Actual outcomes may differ materially from those expressed or implied in such statements. Measurement approaches, calculation methods, and data sources used for data collection in this Report may evolve over time as regulatory requirements, best practices, and data availability develop. As a result, previously reported information may be updated or restated to improve accuracy and comparability. The scope of disclosures in this Report reflects TF Bank’s current reporting maturity, the principle of propor - tionality, and the availability of reliable data. The principle of proportionality means that the extent and level of detail of disclosures are aligned with the size, nature, and complexity of the Bank’s operations, as well as the relevance and materiality of the information. Accordingly, TF Bank seeks to ensure that its reporting is appropriate and balanced, without going beyond what is necessary to meet regulatory requirements and stakeholder needs. This Report has been prepared in accordance with applicable European Union legal acts and Swedish legisla- tion. Certain disclosures are provided on a phased basis, considering transitional provisions and evolving regula- tory guidance. SUSTAINABILITY REPORT
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130 • Annual Report 2025 • TF Bank AB (publ) Our approach to sustainability As part of our ongoing commitment to transparency and responsible business practices TF Bank has published sustainability-related information since 2019. Our objective is to contribute to financial inclusion by offering responsible lending solutions that support the everyday needs of our customers. In a well-functioning economy, responsible lending plays an important role by providing individuals with access to essential financial services in a secure, transparent, and sustainable manner. Our ambition is to ensure that all customers can access the products and services they need in a way that is fair, responsible, and aligned with long-term societal and regulatory expectations. We integrate environmental, social, and governance (ESG) considerations into our business model, risk management processes, and decision-making to ensure that sustainability is embedded in our operations. This is achieved through responsible lending practices, transparent customer engagement, and a long-term perspective on value creation. Over recent years, TF Bank has taken steps to strengthen its sustainability framework, with the aim of meeting evolving regulatory requirements and contributing positively to societal needs. We are committed to supporting the United Nations Sustainable Development Goals (UN SDGs). In 2022 we joined the United Nations (UN) Global Compact, a voluntary initiative that encourages businesses to align their operations and strategies with universal principles on human rights, labour, environment, and anti-corruption. Based on our impact, stakeholder expectations, and applicable regulatory requirements, we have identified priority areas to guide our sustainability efforts and focus our actions where we can have the greatest effect. The timeline below presents main sustainability related initiatives. SUSTAINABILITY AT TF BANK 2019 First Sustainability Report prepared (covering the year 2018) 2020 Sustainability Program adopted by the Board of Directors 2021 TF Bank AB began assessing its operational CO2 emissions 2022 TF Bank AB became a signatory to the UN Gobal Compact 2023 First version of the Sustainability Policy was adopted 2024 Sustainability Strategy approved by the Board of Directors The first double materiality assessment was conducted 2025 Updated Sustainability Policy introduced a formal sustainability governance structure Full Scope 1-3 emissions assessment launched
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TF Bank AB (publ) • Annual Report 2025 • 131 Based on our business model and sustainability priorities, we have identified a number of UN SDGs where TF Bank can have the greatest impact. The table below outlines our related focus areas. UN SDG How TF Bank contributes TF Banks focus area Promotes employee physical, mental and social well-being by providing a healthy and supportive work environment. Applies responsible lending and customer protection practi- ces to safeguard financial well-being. • Employee well-being • Responsible lending Ensures equal opportunities in employment, implements diversity policies, and fosters a safe and inclusive workplace culture. • Diversity and equality • Safe work environment • Competence development • Employee well-being Indirectly contributes through digital processes that reduce reliance on physical infrastructure and lower resource consumption. • Reduce own climate impact • Digital processes • Contribute to energy transition Applies fair employment practices, invests in employee competence development, and provides a healthy and developing workplace. Ensures responsible lending through a continuously tested and improved credit assessment process. • Responsible lending • Diversity and equality • Safe work environment • Competence development Promotes financial inclusion by providing access to respon- sible financial services. • Access to financial service • Financial literacy promotion Works to reduce its own environmental footprint and inte- grates climate considerations into operations and services. • Reduce own climate impact • Digital processes • Contribute to energy transition Maintains strong corporate governance, high ethical stan- dards, AML/CTF compliance, and adherence to regulatory requirements. Ensures high risk awareness and protection of customer data. • Anti-corruption • AML and prevention of terrorist financing • Data security and customer integrity • Sound corporate governance • Efficient risk management
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132 • Annual Report 2025 • TF Bank AB (publ) GENERAL DISCLOSURES The following section of this Sustainability Report presents all sustainability aspects required under the Swedish Annual Accounts Act—environment, social sustainability, employees, anti-corruption, and human rights—and describes our work and governance related to sustainability. This approach provides a clear and consistent structure for presenting sustainability matters and aligns with European best practices in corporate sustainability reporting. As of the date of preparation of this report, TF Bank is not obliged to comply fully with European Union legal acts; therefore, the report constitutes a voluntarily prepared disclosure. Each disclosure requirement outlines the types of information expected in European sustainability reporting practices. Following this structure helps stakeholders navigate the Bank’s sustainability information and under- stand its key IROs. General Basis for Preparation of Sustainability Report and Disclosures in Relation to Specific Circumstances This Sustainability Report has been prepared in accordance with the Swedish Annual Accounts Act. In preparing this Report, relevant European regulatory practices, broader European Union sustainability-related legal deve- lopments, as well as applicable industry standards, supervisory expectations and national regulatory guidance have been taken into account. TF Bank aims to be as transparent as possible based on current reporting capabilities. In 2024, TF Bank conducted its first Double Materiality Assessment (DMA) in line with European Union sustai- nability-related legal principles. The assessment identified material sustainability matters based on TF Bank’s actual and potential impacts on the environment and society as well as sustainability-related risks and oppor- tunities that may affect the Bank’s financial position, performance, and future prospects. Due to the current maturity of internal systems and data processes, the scope of disclosure is primarily focused on TF Bank’s own operations. The Bank expects to gradually expand the scope of its assessments and disclo- sures over time. For the 2025 Sustainability Report, the structure has been adjusted compared to previous reporting cycles to closer align with the sustainability reporting practices. The disclosures in the DMA and the performance indica- tors assessing TF Bank’s IROs are based on the best available data at the time of reporting. However, TF Bank notes that certain measurement inaccuracies may occur due to differences in methodologies and data quality across the value chain. Since initiating sustainability reporting, TF Bank has applied different calculation approaches for certain indica- tors. As additional and improved data becomes available, methodologies are continuously refined to enhance accuracy, reliability and comparability. Where necessary, historical data and calculations are reviewed and upda- ted to improve consistency across reporting periods. All sustainability information in this Report is disclosed within the limits of intellectual property protection and the safeguarding of commercially sensitive information. The Report has been prepared on a consolidated basis, with a scope of consolidation consistent with TF Bank Group’s financial statements and covers the same reporting period, from 1 January to 31 December 2025. The Sustainability Report is approved by the Board of Directors and published on the TF Bank website www.tfbankgroup.com. The Report applies the principle of proportionality, taking into account TF Bank’s business model, size, geographic footprint, and risk profile. TF Bank aims to provide sustainability information that is relevant, reliable, and decision-useful, with the goal to progressively increase alignment with sustainability-related legal requirements over time. The Sustainability Report comprises the following sections: • General disclosures • Environment • Social matters • Governance
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TF Bank AB (publ) • Annual Report 2025 • 133 The Role of the Administrative, Management and Supervisory Bodies Sustainability at TF Bank is governed through clearly defined roles and responsibilities included in the Bank’s governance framework. The Board of Directors is responsible for setting the overall strategic direction for sustainability. The Board approves the Sustainability Policy, sustainability strategy, the Sustainability Report, and other key sustainabi- lity-related frameworks and documents. The Chief Executive Officer is responsible for implementing the sustainability strategy and translating the Board’s strategic direction into operational plans. The CEO also ensures that progress and material develop- ments are regularly reported to the Board. Operational responsibility for sustainability is assigned to the Legal function. Sustainability activities are coor- dinated by the Head of ESG, who reports directly to the Head of Legal. The Compliance function oversees the implementation and effectiveness of sustainability management across the Bank, ensuring alignment with applicable regulatory requirements and internal policies. The Finance function supports sustainability re- porting by preparing reporting materials based on sustainability-related data and disclosures. Although TF Bank has established a clear governance framework for sustainability, effective and compre- hensive implementation requires active engagement across the organisation. All departments contribute to sustainability management through the integration of sustainability considerations into their respective areas of responsibility. This includes continuous training and the timely collection and reporting of relevant data. The governing bodies collectively possess experience relevant to TF Bank business model, regulatory environment and geographic footprint. Sustainability-related expertise is supported through internal functions, access to external specialists and ongoing training initiatives. TF Bank continuously reviews and develops its sustainability governance framework to ensure alignment with evolving regulatory requirements and emerging best practices under applicable legal acts. TF Bank’s Sustainability Governance Head of ESG Finance Board of Directors CEO Compliance Head of Legal
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134 • Annual Report 2025 • TF Bank AB (publ) Information Provided to the Bank’s Governing Bodies and Sustainability Matters Under Their Oversight Sustainability matters are addressed by the Board of Directors and Executive Management as part of strategic decision-making. In 2024, the Board of Directors was presented with the results of TF Bank’s first DMA, which identified material sustainability IROs. Based on the DMA findings, the Board confirmed TF Bank’s sustainability strategy and sustainability priority areas. In 2025, the Board approved an updated Sustainability Policy, reflecting the adopted strategy and clarifying governance responsibilities and implementation principles. In the same year, TF Bank also conducted a review and update of the DMA, evaluating progress in addressing previously identified gaps and emerging sustainability matters. The Board and Executive Management receive regular updates on sustainability matters through structured reporting, including information on regulatory developments relevant to sustainability, implementation progress of the sustainability strategy and material sustainability-related risks and opportunities. Integration of Sustainability-related Performance in Incentive Schemes TF Bank has adopted a Remuneration Policy designed to ensure a sound, balanced and differentiated remu- neration structure that reflects business needs, market conditions and regulatory requirements. The remune- ration framework promotes compliance, risk awareness and long-term value creation. Performance-related remuneration for employees and management is based on a combination of financial performance, risk management, compliance and behavioural criteria. Sustainability-related considerations are currently reflected indirectly through requirements related to responsible business conduct, compliance with internal policies, and adherence to regulatory obligations. At present, TF Bank does not apply explicit sustainability or climate-related performance targets in variable remuneration or incentive schemes. Individual performance targets and detailed remuneration criteria are considered confidential by the Bank and are therefore not publicly disclosed. TF Bank regularly reviews its remuneration framework to ensure alignment with evolving regulatory require- ments, sound governance practices and the gradual integration of sustainability considerations into incentive schemes. Risk Management and Internal Controls over Sustainability Reporting TF Bank’s risk management framework covers sustainability-related risks, which are managed and controlled through the Bank’s established structures, processes and internal control mechanisms. The Bank applies the three lines of defense model, with the Board of Directors holding ultimate responsibility for internal controls and overseeing the accuracy and completeness of sustainability-related information. Sustainability related reporting risks, including data availability, data quality and methodological consistency, are assessed using TF Bank’s standard risk assessment and prioritisation methodology. Identified risks are addressed through established reporting procedures, second line review, and ongoing improvements to sustainability data processes. As reflected in the Credit policy, TF Bank recognises that ESG factors may impact credit risk. These factors are considered, where relevant, within the Bank’s credit risk management framework. The identification of sustai- nability-related risks is informed, among other inputs, by the results of TF Bank’s DMA, which identifies material sustainability IROs relevant to TF Bank’s activities. Findings related to sustainability reporting risks are periodically reported to Executive Management and the Board of Directors through existing governance reporting channels, ensuring oversight and informed deci- sion-making.
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TF Bank AB (publ) • Annual Report 2025 • 135 Strategy, Business Model and Value Chain Sustainability Strategy TF Bank’s Sustainability strategy, approved in 2024, aligns with the Bank’s strategic time horizons to guide sustainability efforts. Detailed implementation measures are still under development. Time Horizon Strategic Focus Short-Term (0-3 Years) Strengthen ESG-related policies, enhance data protection, and initiate low-carbon transition projects Medium-Term (4-10 Years) Deepen ESG integration into operations, transition logistics and operations to low-carbon solutions Long-Term (11-30 Years) Follow regulatory targets to achieve net-zero emissions by 2050, expand stakeholder colla- borations, and create lasting positive environmental and social impacts Business model TF Bank is a fast-growing provider of credit and payment services operating in 14 European countries. Through a proprietary IT infrastructure, TF Bank develops simple and flexible payment and financing solu- tions for millions of customers. Since its foundation in 1987, TF Bank has consistently combined growth with profitability, and following the stock market listing in 2016, this development has continued with a strong focus on scalability and automation. Lending and/or deposit activities are conducted in the Nordics, the Baltic countries, Poland, Germany, Austria, Spain, Ireland, the Netherlands and Italy through subsidiary, branch, or cross-border banking with the support of the Swedish banking license. The business is divided into three segments: Credit Cards, Ecommerce Solutions and Consumer Lending. The target group for all services is creditworthy individuals, and the loan amounts are relatively small with short repayment terms. Sources of financing TF Bank’s primary source of funding is deposits from the public. Deposits stem only from the household sector, which are protected under a government deposit guarantee scheme. Economic value creation TF Bank generates economic value for its key stakeholders according to the table below: Stakeholder Economic Value Customers Interest payments Employees Salaries and benefits Suppliers and business partners Purchases Shareholders Dividends Society Taxes and fees As a bank, employer, and listed company, TF Bank is committed to addressing sustainability topics most relevant to its business model, stakeholders, and regulatory environment. Responsible lending Responsible lending is central to TF Bank’s business model, ensuring long term value creation and safeguarding customer trust. The table below presents selected key performance indicators that TF Bank monitors in relation to responsible lending. KPIs 2025 2024 Loan loss ratio (%) 4.5 4.3 Income from late payments (%) 4.4 5.2 Number of loan applications 12,421,002 11,409,505 - Of which denied 6,522,346 5,809,566 Average loan amount (SEK) 15,826 15,194 Share of markets with local customer service (%) 75 75
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136 • Annual Report 2025 • TF Bank AB (publ) In 2025, TF Bank continued to demonstrate its commitment to responsible lending while managing a growing volume of loan applications. The Bank received over 12.4 million loan applications, an increase compared with 11.4 million in 2024, reflecting an increasing demand for TF Bank’s services. At the same time, the number of declined applications also increased, indicating a selective and careful credit assessment process to ensure responsible lending practices are maintained. The net loan loss ratio increased slightly to 4.5 % from 4.3 % in 2024, reflecting the growth of the loan portfolio in the Credit Cards segment, which carries a higher loan loss ratio compared with the Bank’s other segments. Revenue from late payments decreased to 4.4 % from 5.2 % in 2024, reflecting improvements in repayment behaviour and proactive debt management. The average loan amount increased modestly to SEK 15,826, compared with SEK 15,194 in the previous year. The share of markets with local customer service remained stable at 75 %, demonstrating TF Bank’s continued commitment to accessibility and responsiveness across its operating regions. Overall, the indicators illustrate the Bank’s focus on balancing growth with prudent credit assessment, risk management, and the ongoing pursuit of responsible lending. Value chain The diagram below illustrates the core elements of TF Bank’s value chain. Support activities (back-office functions) ensure the smooth functioning of the Bank by leveraging internal resources and external service providers to maintain systems, deliver projects and safeguard technological continuity, system stability and regulatory compliance. Primary activities (front-office functions) represent the Bank’s core services and products provided to customers and merchants. These activities rely on support functions and, where relevant, external service providers to ensure efficient and secure operations. Together, support and primary activities enable TF Bank to deliver appropriate, secure and reliable financial products and services to downstream stakeholders, including customers and merchants. TF Bank’s value chain Operating across multiple European markets, TF Bank relies on employees working across different countries to support both primary and support activities. This structure creates a multicultural workforce that reflects the international scope of the Bank’s operations and the diversity of its customer base. Suppliers Primary activities Support activitives CustomersLoans Deposits Upstream Downstream TF Bank’s own operations Payments Procurement
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TF Bank AB (publ) • Annual Report 2025 • 137 Interests and Views of Stakeholders TF Bank engages with a broad range of stakeholders whose interests are directly linked to TF Bank business model, value chain and sustainability IROs. Stakeholders are identified and categorised based on their position in the value chain, and their relevance to TF Bank operations, regulatory obligations and long-term strategy. TF Bank’s stakeholders are grouped into upstream and downstream categories: Upstream stakeholders support the development and delivery of TF Bank products and services: • Employees - all personnel within TF Bank • Suppliers and business partners - providers of administrative, financial, legal, logistics, marketing, ope- rational and IT services, as well as brokers. Engagement with these stakeholders is managed through partnership, service and other contractual agreements. Downstream stakeholders are recipients or users of TF Bank products and services: • Customers - private individuals with a loans, credit cards or deposit agreements with TF Bank, as well as those using the Bank’s payment services • Merchants - entities with commercial agreements with TF Bank • Shareholders - individuals or entities that invest in TF Bank and have a financial interest in its performance Stakeholder engagement is conducted through both formal and informal channels including: • Employee surveys, internal communication and dialogue with management • Ongoing cooperation and contractual follow-up with suppliers, partners and merchants • Customer and merchant interaction via service channels, complaints handling, and feedback mechanisms In TF Bank’s DMA sustainability-related IROs across operations, value chain and stakeholder relationships are identified and assessed. Impact materiality (effect of TF Bank on people and the environment) and financial materiality (effects of sustainability matters on TF Bank’s financial position, performance and future prospects) were considered. List of identified IROs: Section IRO type IRO description Environment R Climate-related physical and transition risks may reduce customers’ ability to repay loans, negatively affec- ting the Bank’s credit risk profile. Environment O Integrating climate-related risks into credit risk management may improve portfolio resilience and risk awareness. Social matters I Inadequate working conditions, including physical office conditions and organisational culture, may negatively affect employee wellbeing. Social matters R High employee turnover may increase operational, recruitment and training costs for the Bank. Social matters R Data protection breaches may result in regulatory fines and negatively affect customers’ personal data rights. Social matters O Responsible lending practices may strengthen customer trust and long-term customer relationships. Governance R Corruption or unethical conduct may lead to regulatory sanctions, financial losses and reputational damage. Identified IROs were evaluated using a structured scoring process, incorporating stakeholder input collected through surveys of both internal stakeholders and external stakeholders. Based on the DMA results, the identi- fied IROs were ranked according to their financial and impact significance as follows:
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138 • Annual Report 2025 • TF Bank AB (publ) Double Materiality Matrix The DMA results indicate that TF Bank’s sustainability profile is primarily driven by governance and ethical conduct, responsible lending, data protection and workforce-related matters, rather than by direct environmental impacts. This reflects the nature of TF Bank business model, which is focused on financial services and has a limited direct environmental footprint. Material Impacts, Risks and Opportunities and Their Interaction with Strategy and Business Model TF Bank has identified and assessed its IROs through DMA. The assessment considers both material impacts on society and the environment, and material impacts on TF Bank financial position, performance and future prospects. The results provide the foundation for integrating sustainability into TF Bank strategy, governance and risk management. Based on these assessment, the following material matters have been prioritised as those with the strongest interaction with TF Bank’s strategy, business model and long term value creation. • Corruption and unethical conduct. Corruption and unethical conduct were identified as a material risk with high impact and financial signi- ficance. Stakeholders clearly perceive that even a single serious incident could have a disproportionate negative effect on TF Bank reputation, regulatory standing and financial performance. • Own workforce. Workforce-related matters were identified as both a material impact and a material risk. Stakeholders view employees as one of TF Bank key assets and expect not only legal compliance, but also effective implementation of employee rights related to working conditions, equal treatment, health and safety, social dialogue and privacy. The results indicate that employee wellbeing and turnover have a direct financial effect to the organisation. • Consumers and end-users. Consumer-related matters were identified as both a material risk and a material opportunity. Data protection breaches were assessed as a material risk, with high impact and financial significance. This highlights data protection as a core element of customer trust. Responsible lending and access to clear information were identified as a material opportunity, with high impact significance but medium financi- al significance. Stakeholders primarily associate responsible lending with trust, fairness and long-term customer relationships. 5.33 5 7.92 8.04 8.42 7.42 8.33 5.38 5.17 8.21 8.48 8.61 7.9 8.55 4.5 5 5.5 6 6.5 7 7.5 8 8.5 9 9.5 10 Climate change (Risk) Climate change (Opportunity) Own workforce (Impact) Own workforce (Risk) Consumers and end- users (Risk) Consumers and end- users (Opportunity) Business conduct (Risk) Score (1–10) AVERAGE FINANCIAL IMPACT AVERAGE MATERIAL IMPACT
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TF Bank AB (publ) • Annual Report 2025 • 139 • Climate change. Climate-related IROs were assessed as having low impact and low financial significance from the stake- holder perspective. These results reflect stakeholder perception rather than the TF Bank long-term expo- sure to climate-related financial and regulatory risks. The identified IROs are closely connected to TF Bank digital, consumer-focused banking model and are addressed through policies, controls and strategic initiatives. High-priority topics are managed through gover- nance structures and risk management processes, while medium and lower priority topics are incorporated into ongoing monitoring and continuous improvement initiatives. The relevance of IROs is regularly reviewed to reflect changes in regulation, stakeholder expectations and business activities. Description of the Processes to Identify and Assess Material Impacts, Risks and Opportunities TF Bank applies a structured DMA process to identify and assess sustainability-related IROs. DMA is designed to become an ongoing process, iterative process, fully integrated into TF Bank’s risk management framework and strategic planning. The DMA began with the identification of topics relevant to TF Bank business model, operations, value chain, stakeholder context and regulatory environment. This assessment was supported by stakeholder engage- ment activities. Internal and external stakeholders were consulted through surveys to assess the significance of identified topics using a 10-point scale for both material (impact) and financial perspectives. Stakeholder groups included employees, management and customers. Survey responses were aggregated to calculate average scores for Material Impact and Financial Impact. Pre- defined thresholds were applied to classify topics as having high, medium or low significance. The findings were analysed to prioritise sustainability topics and to support materiality conclusions. Stakeholder engagement and internal expert input were integrated throughout the process to validate findings. Topics that met the materiality thresholds were designated as material and formed the basis for sustainability disclosures, strategic priorities, policies, actions, and targets. Sustainability Disclosure Requirements Covered by the Report The findings of DMA were mapped to the relevant sustainability topics. Based on the assessment, TF Bank’s Sustainability Report focuses on the following material sustainability areas: • Environment – Climate change • Social matters – Own workforce • Social matters – Consumers and end-users • Governance – Business conduct These topics reflect the areas where TF Bank has identified the most significant sustainability-related IROs and demonstrate the integration of sustainability considerations into the Bank’s strategy, business model, governance arrangements, and risk profile. Other sustainability-related topics were considered as part of the DMA but were not identified as material at this stage and are therefore not subject to detailed disclosure in this Report. TF Bank applies a phased approach to the development of its sustainability reporting, with the scope of disclo- sures, methodologies, and data quality being further enhanced over time. Topics currently assessed as not material are continuously monitored and may be reassessed in future reports in response to regulatory develop- ments, stakeholder expectations and changes in TF Bank’s activities. The selected material topics are discussed in detail in the ESG sections of this report, highlighting TF Bank’s approach to managing and integrating sustainability risks and opportunities into its operations and long-term strategy.
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140 • Annual Report 2025 • TF Bank AB (publ) Climate change TF Bank’s Sustainability Policy provides an overarching framework for TF Bank’s environmental and climate- related initiatives, including commitments to reducing emissions, improving resource efficiency and promoting sustainable operations. The Policy ensures compliance with applicable legal and regulatory disclosure requi- rements. TF Bank maintains transparency in calculating its carbon footprint, collaborating with external consultants and following the Greenhouse Gas (GHG) Protocol reporting standards, including the Corporate Accounting and Reporting Standard (2004) and the Corporate Value Chain (Scope 3) Accounting and Reporting Standard (2011). Emissions are classified into three scopes: • Scope 1 – Direct GHG emissions from sources that are owned or controlled by TF Bank. • Scope 2 – Indirect GHG emissions from the generation of purchased electricity, heating, cooling, or other energy carriers consumed by TF Bank. • Scope 3 - all other indirect emissions across the value chain, both upstream and downstream TF Bank’s indirect environmental impact primarily arises from Scope 3 emissions, particularly those associated with suppliers’ energy use. TF Bank employs a cloud-based server solution that is considered more secure and more energy-efficient than operating its own servers. The data centre used is powered entirely by renewable electricity and is environmentally certified under ISO 14001. KPIs - Climate change 2025 2024 Climate impact (t CO2e) 6,316.4 4,648.8 Climate impact per employee (t CO2e / FTE) 12.92 11.15 Climate impact per net sales (t CO2e / MSEK) 2.17 1.91 Climate impact per office space (t CO2e / m2) 1.00 0.82 Energy consumption per office space (kWh / m2) 157.06 119.17 A full Scope 1-3 assessment was conducted for 2025 and 2024. As shown in the table above, there was an overall increase in emissions year-on-year from 4,648.8 t CO2e in 2024 to 6,316.4 t CO2e in 2025. This increase is primarily driven by the expansion of TF Bank’s operations during 2025, including offices in more countries, growth in the number of employees, and the resulting rise in commuting-related emissions. Increased office space consumption and business travel also contributed to the upward trend, reflecting the Bank’s internatio- nal footprint and continued organisational growth. While TF Bank prioritises video conferencing across all offices to reduce travel-related emissions and facilitate collaboration, business travel remains necessary in certain cases to support customer relationships, operational coordination, and regulatory compliance across multiple countries. TF Bank applies standard environmental practices across its offices, including structured recycling procedures, responsible waste handling, and the use of environmentally certified and eco-labelled office supplies wherever feasible. These measures form part of the Bank’s commitment to maintaining responsible day-to-day operations and reducing operational environmental impacts. While office-related environmental impacts remain limited in scale, TF Bank seeks to contribute to reduced emissions in its value chain. Within the Ecommerce Solutions segment, digital optimisation tools such as Avarda Return Optimiser support partners in lowering return rates and associated transport emissions. TF Bank also considers it essential that its suppliers maintain high ethical standards and act responsibly. To support this, the Bank has adopted a Code of Conduct for Suppliers. Suppliers are required either to formally approve the Code or demonstrate that they have an equivalent internal code of conduct in place. At this stage, TF Bank has not yet established a formal, quantified CO₂ emissions reduction plan with defined targets. However, the Bank continuously monitors emissions across Scopes 1–3 and is actively strengthening its carbon accounting practices by refining data collection processes, improving calculation methodologies, and enhancing internal reporting structures. This work supports the environmental time horizon and strategic focus outlined earlier in the report. In the short term, efforts concentrate on strengthening ESG-related policies and initiating low-carbon transition measures while improving emissions data quality. Over the medium to long term, enhanced measurement and monitoring will provide the foundation for deeper ESG integration, operational tran- sition initiatives, and alignment with evolving regulatory expectations, including longer-term net-zero ambitions. ENVIRONMENT
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TF Bank AB (publ) • Annual Report 2025 • 141 Own workforce Well-being, Diversity and Equality TF Bank recognises that social responsibility is fundamental to building trust, ensuring long-term value creation and maintaining a sustainable banking business. TF Bank’s social approach focuses on employees, customers, and society, and is embedded in its governance framework, internal policies and daily operations. TF Bank strives to provide all employees with a safe, healthy and inspiring work environment – physically, mentally and socially. Employees are treated with respect and dignity in accordance with the TF Bank business principles and Code of Conduct. Diversity in terms of backgrounds, experiences and perspectives is recognised as a key driver of innovation, resilience and long-term business success. Flexible working arrangements and employee benefits further support work–life balance and overall well-being. As shown in the table below, TF Bank maintains a balanced gender distribution, with women representing 49 % of employees in 2025. Female representation is also present at both Board and Executive Management levels, supporting organisational diversity. The number of employees grew by approximately 13 % during the year, while employee turnover decreased from 25 % to 16 %, indicating a more stable employee base and suggesting that TF Bank continues to offer an attractive and safe working environment. Attractive employer KPIs 2025 2024 Number of employees 471 417 - Of which women 231 223 - Share of women (%) 49 53 Share of female members of Board of Directors and executive management (%) 29 21 - In Board of Directors (%) 17 17 - In operational management (%) 38 25 Number of nationalities in Board of Directors 1 1 Average age of employees 35 35 Sick absence (%) 4 3 Staff turnover rate (%) 16 25 Number of part-time employed students 18 16 As an pan-European organisation operating across multiple countries, TF Bank brings together employees with diverse cultural, linguistic and professional backgrounds. This diversity strengthens collaboration and broadens perspectives, while also requiring a workplace culture based on tolerance, mutual respect and the ability to adapt to different ways of working. Average number of employees by country is shown in the table below: 2025 2024 Women Men Total Women Men Total Sweden 61 88 149 58 74 132 Poland 70 69 139 66 59 125 Norway 19 20 39 22 16 38 Finland 17 14 31 18 12 30 Estonia 24 6 30 23 6 29 Lithuania 15 5 20 15 3 18 Latvia 11 8 19 11 6 17 Germany 6 9 15 7 7 14 Spain 6 17 23 3 10 13 United Kingdom 2 3 5 0 1 1 Austria 1 0 1 0 0 0 Total 232 239 471 223 194 417 SOCIAL MATTERS
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142 • Annual Report 2025 • TF Bank AB (publ) TF Bank is committed to equal rights, obligations and opportunities for all employees, with a particular focus on: • equal pay and conditions for equal work • non-discrimination in recruitment, employment and career development • gender balance across roles and management levels • reconciliation of work and parenthood through flexible and hybrid working arrangements Recruitment and career development decisions are based on competence, experience and role requirements. Inclusive employment practices are promoted in the organisation, including opportunities for part-time work in several markets as well as supporting students and individuals entering the workforce. Safe and Healthy Work Environment TF Bank aims to ensure a safe and supportive work environment, both physically and psychosocially. Work- places are designed with ergonomics, health and safety in mind, and in regards legal requirements. TF Bank continuously assesses work environment risks and improvement opportunities to ensure that employees feel safe, supported and have the conditions necessary to perform at their best. Competence Development and Training Competence development is a key enabler of employee engagement and business performance. All employees are offered opportunities for training and professional development through: • mandatory and role-specific training (e.g. AML/CTF, information security, data protection); • leadership and management development programmes; and • individual development plans agreed during annual performance and development reviews. These processes ensure that employees understand their role, contribute meaningfully to the TF Bank values and are supported in their professional growth. TF Bank has an integrated training system that enables employees to complete mandatory and developmental training at a time that best suits their schedules. TF Bank aims to provide training that is directly relevant to employees’ roles, supports effective execution of their responsibilities and contributes to the achievement of organisational goals, while also encouraging sustainable practices both within and beyond the workplace. During the year TF Bank achieved high completion rates across essential training modules, demonstrating strong employee engagement and commitment to continuous learning: Training module Completion rate (%) ESG Training 96 Personal Data Privacy Training: Basics 93 Anti Bribery and Corruption 91 Artificial Intelligence (AI) Basics 90 How to Work Smarter with AI 83 Personal Data Privacy Training: Data Breaches 78 Security Awareness 72 Artificial Intelligence (AI) – EU AI Act 63 ICT & Security Incident Management 52 These results reflect TF Bank’s ongoing ambition to develop digital and ethical competencies, particularly in areas critical to responsible banking, such as data protection, cybersecurity, anti-corruption and the integration of sustainability matters. The high level of participation in AI-related areas also highlights TF Bank’s focus on preparing employees for the secure and compliant use of new technologies, including the regulatory require- ments arising from the EU AI Act.
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TF Bank AB (publ) • Annual Report 2025 • 143 Employee Engagement TF Bank conducts regular employee surveys to measure engagement, satisfaction and organisational climate. Survey results are discussed at executive management level and used to identify improvement actions related to leadership, communication and collaboration. The high participation rate demonstrates that employees are actively involved and maintain a strong relationship with the organisation. Employee engagement Survey results 2025 2024 Participation rate, % 85 83 Collective Bargaining and Employee Representation Collective bargaining rights are respected in accordance with applicable national legislation. In the Nordic countries and Spain, employee terms and conditions are covered by collective bargaining agreements where required by law. In other markets, collective bargaining arrangements are not legally mandated or are less commonly applied. In these cases, employment conditions are governed by national labour laws, individual employment contracts and internal policies. TF Bank respects employees’ freedom of association and their right to representation in line with local legal requirements. Human Rights TF Bank respects internationally recognised human rights in all markets where it operates. TF Bank supports the UN Universal Declaration of Human Rights and related conventions and has been a signatory to the UN Global Compact since 2023. Human rights considerations are integrated into employment practices, labour conditions, supplier and partner relationships, and customer interactions. Potential risks are assessed through internal processes and in coopera- tion with suppliers, supported by the Code of Conduct for Suppliers. Respect for human dignity, fair labour condi- tions and ethical conduct is fundamental to all TF Bank operations. Within the reporting period, no human rights incidents were recorded. Five employee complaints were submitted through the internal reporting system to the responsible TF Bank HR department and were handled in accor- dance with established procedures. Social Partnerships TF Bank contributes to society through selected social partnerships and community initiatives aligned with its values. The Bank cooperates with organisations such as PlayOnside, supporting displaced children and youth through education and sports initiatives. PlayOnside operates in Mae Sot, Thailand, where it empowers refugee and migrant children from Myanmar through football-based education programmes, reaching approximately 700 children from 22 schools. The current partnership with PlayOnside will expire at the end of 2025. Following the partnership’s conclusion, TF Bank will evaluate future social engagement opportunities to ensure that upcoming partnerships continue to align with the Bank’s values, strategic priorities, and commitment to creating positive social impact. Employee Involvement In 2025, TF Bank implemented several initiatives that combined sustainability, employee engagement, and community support. These included: • A global walking challenge promoting health and good well-being • The reuse of IT equipment through donations to organisations supporting children and families • A Christmas donation initiatives where employees selected diverse non-profits addressing animal welfare, healthcare, and emotional support for children
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144 • Annual Report 2025 • TF Bank AB (publ) Customers and End Users TF Bank places strong emphasis on customer protection, data security and transparent communication. As a digital bank, trust, information security and responsible conduct are essential to the business. Key focus areas include: • protection of customer data and privacy in accordance with GDPR and applicable national regulations • information security and cyber resilience, including compliance with DORA • clear, accurate and accessible customer information • responsible lending and fair treatment of customers TF Bank applies responsible lending principles to ensure that credit products are suitable for customers’ needs and proportionate to their ability to repay. Credit is granted only when there is a well-founded assessment that the customer can meet their financial obligations over the term of the agreement. To prevent excessive indebtedness, TF Bank conducts creditworthiness assessments before entering into any credit agreement. Assessments are based on sufficient, reliable, and verifiable information. Lending practices are designed to support customers’ long-term financial stability and to avoid unsustainable debt burdens. Cre- ditworthiness assessments are proportionate to the type, amount, and risk of the credit and combine auto- mated decision-making with manual controls where appropriate. This approach supports efficient processing while ensuring accuracy, fairness, and compliance with applicable regulatory requirements. Customers are provided with clear, transparent, and understandable information to enable informed decision-making. TF Bank continuously monitors credit performance to identify early signs of financial difficulty. Where risks arise, customers are contacted proactively and offered guidance, support and, where appropriate, flexible repayment solutions or restructuring. Specially trained customer support staff engage with customers at an early stage to minimise financial strain and support sustainable repayment outcomes. Transparency is a core principle throughout the customer journey. Customers receive clear and understandable information on credit terms, costs, fees, risks and consequences of non-payment. Marketing, onboarding and contractual communications are designed to be fair, clear and not misleading, enabling informed decision- making. Risk warnings, APRs and repayment examples are disclosed in line with regulatory requirements, and accessible customer service is available throughout the lending process. TF Bank pays particular attention to vulnerable customers and provides support in accordance with internal policies. Accessibility requirements for key consumer products and services are followed to ensure inclusion of customers with disabilities. Marketing of consumer credit and related products is conducted responsibly and in line with applicable laws and ethical standards. Marketing materials are designed to support informed choices and avoid misleading claims or exploitation of customers’ financial situations. TF Bank continuously works to improve service quality, customer experience and product design, with the aim of building long-term trust and supporting responsible financial inclusion.
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TF Bank AB (publ) • Annual Report 2025 • 145 Responsible lending at TF Bank begins with the Board of Directors holding ultimate responsibility for managing credit risk. Credit risk is the Bank’s most significant risk and is closely monitored across all lending activities. The Board establishes the credit policy, which sets the framework for all lending, and receives regular updates on portfolio performance. A dedicated credit committee tracks risk developments, implements necessary adjustments, proposes policy updates and ensures that exposures remain within defined limits, including concentration risks across counterparties, industries and regions. This structured oversight ensures a well-diversified loan portfolio with a balanced risk profile while supporting sustaina- ble growth. Within this framework, Jana Reimal, an Underwriter at TF Bank, plays a key role in translating policy into practical, responsible lending decisions. – My role is to evaluate a customer’s financial be- haviour and overall standard of living based on the information they provide. When the assessment con- firms the customer’s ability to borrow responsibly, the application is approved with the aim of establishing a stable and manageable repayment plan. The goal is not only to approve loans but to ensure they are sustainable for the customer and the Bank. Each application is assessed against the Bank’s risk appetite, using a consistent methodology and verified data. Detailed creditworthiness assessments consider the customer’s financial position, repayment capacity, creditworthiness assessment models, external infor- mation and past history with the Bank. Internal limits are strictly monitored to avoid excessive exposure and maintain portfolio diversification. – We document and review information for every customer without exception. We rely on registered data, bank statements and official sources to guide our decisions, not assumptions or verbal assurances. This reduces uncertainty and improves the accuracy of our assessments. Monitoring a customer’s ability to repay is central to responsible lending. The Bank’s tools and sys- tems support consistent and reliable underwriting. Underwriters pay close attention to the customer’s existing obligations and financial patterns, identify- ing potential repayment difficulties early. Tools such as secure identification programs, creditworthiness assessment models, and internal databases support these assessments, making the process consistent and thorough. The Bank also has safeguards to prevent over- lending. Only one application can be submitted at a time, and if there are signs that a customer’s financial stability could weaken, underwriters will refuse the application or offer refinancing. – In borderline cases, we request additional documen- tation or, if necessary, suggest a smaller loan so that the customer retains a financial buffer. Collaboration across departments strengthens this process further. Credit risk, compliance, and analytics teams provide broader insights, helping underwriters identify early warning signs and make well-informed decisions. Looking forward, the core principles of responsible underwriting will remain unchanged: careful evalu- ation, thorough monitoring, and reliance on verified data. – It is essential to assess not just the number of a customer’s obligations, but also the quality of their creditors. Whenever doubts arise, it is always better to request additional documentation. Through this disciplined approach, TF Bank ensures that underwriting is robust, fair, and fully aligned with its commitment to responsible lending, safeguarding both the Bank and its customers over the long term. Jana Reimal Underwriter, Estonia RESPONSIBLE LENDING AT TF BANK
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146 • Annual Report 2025 • TF Bank AB (publ) Business Conduct and Governance TF Bank is committed to high standards of business ethics, integrity and responsible conduct across all opera- tions. TF Bank governance practices are designed to support regulatory compliance, effective risk management and long-term value creation, while maintaining trust among customers, employees, suppliers and other stake- holders. TF Bank corporate culture is founded on its Code of Conduct, which applies to all employees, management and members of the Board. The Code sets clear expectations regarding ethical behaviour, compliance with laws and regulations, prevention of conflicts of interest, equal treatment and respect for human rights. Based on the DMA, business ethics, anti-corruption, prevention of money laundering and terrorist financing, and information security have been identified as material governance topics. TF Bank applies a zero-tolerance app- roach to corruption and bribery. Anti-corruption, anti-bribery and anti-financial crime measures are embedded in TF Bank governance and risk management systems and include: • Risk-based anti-money laundering (AML) and counter-terrorist financing (CTF) controls • Strict Know Your Customer (KYC) procedures during onboarding and throughout the customer relationship • Continuous transaction monitoring and reporting of suspicious activities to relevant authorities • Mandatory and regularly updated training for employees in relevant roles These measures aim to prevent, detect and address financial crime risks and are continuously enhanced to reflect regulatory changes and emerging risks. TF Bank has an independent whistleblower function available to employees and external stakeholders. Suspec- ted breaches of the Code of Conduct, violations of internal or external regulations, or concerns related to corrup- tion, money laundering or terrorist financing can be reported anonymously. Reports are handled confidentially and in accordance with applicable whistleblower protection legislation. TF Bank expects suppliers and business partners to comply with high ethical, legal and sustainability standards. These expectations are set out in the Code of Conduct for Suppliers, covering areas such as anti-corruption, AML, data protection, human rights and environmental responsibility. Suppliers are expected to adhere to TF Bank’s Code of Conduct or demonstrate that they apply equivalent standards. Information security and data protection are critical to TF Bank’s digital business model. The Board of Directors has approved IT, information security and privacy policies aligned with GDPR, DORA and other applicable regula- tions. Controls include access management, encryption, incident response procedures, business continuity and disaster recovery planning, and mandatory employee training. Compliance is monitored through internal controls and independent internal audit. Governance oversight is exercised through the Bank’s three-lines-of-defence model, internal controls and independent internal audit. During the reporting period, TF Bank did not record incidents of corruption, bribery or serious breaches of business conduct that had a significant impact on TF Bank or its stakeholders. The table below reflects that the operational governance indicators remained stable within reporting period, with an increase in customer complaints and reported GDPR breaches compared to 2024, no whistleblowing reports, and a higher amount of taxes paid, reflecting TF Bank’s expanding operations. These developments should also be understood in the context of growing business volumes, an increasing customer base and TF Bank’s broader international footprint. KPIs 2025 2024 Number of customer complaints 517 452 Number of reported GDPR breaches 10 7 Number of reports to whistle-blower function 0 0 Tax payments (SEK thousand) 268,960 219,828 GOVERNANCE
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TF Bank AB (publ) • Annual Report 2025 • 147 AUDITOR’S OPINION REGARDING THE STATUTORY SUSTAINABILITY REPORT To the Annual General Meeting of TF Bank AB (publ), corporate identity number 556158-1041. The Board of Directors is responsible for the sustainability report on pages 128-146, and that it is prepared in accordance with the Annual Accounts Act in accordance with the older wording that applied before 1 July 2024. Our examination has been conducted in accordance with FAR´s standard RevR 12 The auditor’s opinion regarding the statutory sustainability report. This means that our examination of the statutory sustainability report is different and substantially less in scope than an audit conducted in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. We believe that the examination has provided us with sufficient basis for our opinion. A statutory sustainability report has been prepared. Stockholm 20 March 2026 Öhrlings PricewaterhouseCoopers AB (PWC) Frida Main Authorised Public Accountant
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148 • Annual Report 2025 • TF Bank AB (publ) John Brehmer Chairman of the Board since 2020. Board member since 2010. Born: 1965 Education: MSc in Business and Economics, industrial marketing, Stockholm School of Economics. Current directorships: Chairman: Mederion AB, Tibe - ron AB and Zebware AB. Board member: Consortio Invest AB, Consortio Business Center AB and Consortio CS Holding AB. Holdings in Company: 10,100,000 shares 1 Independent of the Company and its management. Affilia - tion with major shareholders. Arti Zeighami Board member since 2023. Born: 1970 Education: Studied Electrical Engineering, the Royal institute of Technology in Stockholm and Business Administration, Stockholm University. Current directorships: No current directorships. Holdings in Company: 5,376 shares 1 Independent of the Company, its management and major shareholders. Fredrik Oweson Board member since 2022. Born: 1968 Education: M.Sc. Business and Administration, Stock - holm School of Economics. Current directorships: Chairman: Scope Capital SA and Woffel SA. Board member: Klättermusen Aktiebolag. Holdings in Company: 0 shares 1 Independent of the Company, its management and major shareholders. Niklas Johansson Board member since 2022. Born: 1961 Education: B.A., Linköping university, MBA, Uppsala uni - versity and CEFA, Stockholm School of Economics. Current directorships: Chairman: Nordisk Renting AB. Board member: Livförsäk - ringsbolaget Skandia, Trustly AB, Cienaga AB, Euroclear Sweden AB and Verdane Fund Management AB. Holdings in Company: 1,317 shares 1 Independent of the Company, its management and major shareholders. Sara Mindus Board member since 2020. Born: 1972 Education: Master of Laws and BSc in Business Adminis - tration at Stockholm Univer - sity. Current directorships: Board member: Besqab AB (publ), K-Fast Holding AB (publ), Dreams AB, Colibri Ventures AB, Faboss Invest AB and Duco Förvaltning AB. Board member and CEO: Sara Mindus AB Holdings in Company: 75,000 shares 1 Independent of the Company, its management and major shareholders. 1 Refers to directly or indirectly holdings as of December 31, 2025. Michael Lindengren Board member since 2021. Born: 1956 Education: MSc in Business and Economics, Gothenburg University. Current directorships: Chairman: Acrap Aktiebolag and Simplicity Stiftelsetjänst AB. Board member: Simplicity AB, Sparbanksstiftelsen Sjuhärad and Sparbanken Sjuhärad AB (publ). Holdings in Company: 15,000 shares 1 Independent of the Company, its management and major shareholders. BOARD OF DIRECTORS
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TF Bank AB (publ) • Annual Report 2025 • 149 Auditor Frida Main Authorised Public Accountant Öhrlings Pricewaterhouse - Coopers AB Joakim Jansson CEO Born: 1976 Education: PhD in Economics, Uppsala University. At TF Bank since 2023 as CEO. Has previously held leading positions within Swedbank and Handelsbanken. Current directorships: Board member: Yieldloop AB. Holdings in Company: 32,800 shares 1, Mikael Meomuttel CFO and Deputy CEO Born: 1976 Education: MSc in Business/ Economics and Finance at Borås University/Gothenburg University. At TF Bank since 2009, 2014 Deputy CEO and from 2018 also Head of IR. Previous ex - perience: Financial controller at Consortio Fashion Group AB (CFG). Current directorships: Chairman: TF Bank Nordic AB and Yieldloop AB. Board member: Torhamnsskär Holding AB Holdings in Company: 72,000 shares 1,2 1 Refers to directly or indirectly holdings as of December 31, 2025. 2 TF Bank´s principal owners TFB Holding AB, Erik Selin Fastigheter AB, Tiberon AB and Merizole Holding Ltd have agreed on market terms with CFO Mikael Meomuttel on an incentive program consisting of call options regarding shares in TF Bank. The incentive program has a term of approximately five years. The call options have been acquired on market terms and no compensation cost has been reported by the company and will not be reported during the remaining part of the five-year period. EXECUTIVE MANAGEMENT AUDITOR CONTACT DETAILS Investor Relations Mikael Meomuttel Tel: +46 706 26 95 33 ir@tfbank.se www.tfbankgroup.com
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TF Bank AB (publ) PO Box 947, 501 10 Borås, Sweden Tel.: +46 33 722 35 00 Email: ir@tfbank.se www.tfbankgroup.com