Registration of an amendment to the Company's Articles of Association

Current report no. 39/2023

Drafting date: 20 September 2023.

Subject: Registration of an amendment to the Company's Articles of Association

Legal basis: Article 56(1)(2) of the Act on Offering - current information

The Management Board of Captor Therapeutics S.A. with its registered office in Wrocław (the "Company") announces that on 19 September 2023 the registry court having jurisdiction over the Company registered the amendment to the Company's Articles of Association made pursuant to Resolution No. 3 of the Extraordinary General Meeting of the Company of 5 September 2023 on amending Resolution No. 4 of the Extraordinary General Meeting of the Company of 3 April 2023 on the authorisation of the Company's Management Board to increase the Company's share capital within the framework of the authorised capital, on the exclusion by the Management Board of the pre-emptive right to subscribe for shares issued within the framework of the authorised capital in whole or in part with the consent of the Supervisory Board and on the amendment of the Company's Articles of Association in connection with the Company's authorised capital.

 The registered amendments to the Articles of Association consist of the addition or amendment of the following provisions:

1. Section 6b(8)(a) of the Company's Articles of Association is amended to read as follows:

"was a holder of shares in the Company on the date designated by the Board of Directors (the "Record Date") or is included in the list of persons entitled to attend the General Meeting of the Company dated 5 September 2023, prepared in accordance with Article 4063 of the Commercial Companies Code (the "List");"

2. Amend § 6b.8(d) of the Company's Articles of Association to read as follows:

"in the case of an offering of shares by way of a public offering within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market and repealing Directive 2003/71/EC (the "Prospectus Regulation"), which is exempted from the obligation to draw up a prospectus or other offering (information) document, the Management Board, with the approval of the Supervisory Board, will be entitled to determine additional conditions on the fulfilment of which the exercise of the Pre-emptive Right will depend, including the determination (i) that shareholders for the purposes of the exercise of the Pre-emptive Right should hold at least 0.20% of the Company's total shares on the Record Date (this requirement will not apply to shareholders on the List), with the holding being determined individually for each shareholder, and for shareholders that are investment funds and pension funds may be determined collectively for all funds managed by the same investment fund company or pension company, (ii) detailed rules for the exercise of the Pre-emptive Right, (iii) the minimum amount for which shares will be acquired by an investor or (iv) the restriction of the offer and the Pre-emptive Right to qualified investors only (this requirement will not apply to shareholders on the List), whereby these conditions will be defined in such a way as to ensure that existing shareholders with Pre-emptive Rights who have submitted Confirmation Documents and Declarations, and in particular qualified investors, maintain their participation in the Company's share capital, without depriving the Company of the possibility of conducting the share offering without the obligation to prepare a prospectus or other offering (information) document."

3. Addition of paragraph 8¹ in § 6b of the Articles of Association with the following wording:

"8¹ . Paragraph 6 above shall not apply in the case of an issue of up to 400,000 shares within the Investment Target Capital in exercise of pre-emptive or Priority Rights (whether or not any share issued is taken up in exercise of pre-emptive or Priority Rights). Paragraph 6 shall apply to any subsequent issue within the Investment Target Capital after the limit on the number of shares set out in the preceding sentence has been exhausted."

4. Amend §6b(9) of the Company's Articles of Association to read as follows:

"In exercising the Pre-emptive Right, the Board of Directors of the Company will first allocate to the Eligible Person the number of shares required to maintain his/her shareholding in the share capital of the Company at the level of the Record Date (but in no case greater than that indicated by him/her in the Declaration), this number being verified on the basis of the Confirmation Documents. In the event that the number of shares attributable to a given Eligible Person by virtue of the Pre-emptive Right is not a whole number, it will be rounded down to the nearest whole number."

§ 5(1) of the Regulation of the Minister of Finance of 29 March 2018 on current and periodic information provided by issuers of securities and the conditions for recognising as equivalent the information required by the laws of a non-member state (Journal of Laws of 2018, item 757, as amended).