Proposed re-sale of Core Capital Deferred Shares

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF UNITED KINGDOM DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED (THE "EUWA").

THIS ANNOUNCEMENT CONTAINS ONLY LIMITED SUMMARY INFORMATION REGARDING THE PROPOSED RE-SALE TRANSACTION. BEFORE MAKING ANY INVESTMENT DECISION AND ENTERING INTO ANY TRANSACTION IN RELATION TO THE CCDS, POTENTIAL INVESTORS SHOULD TAKE STEPS TO ENSURE THAT THEY UNDERSTAND THE FULL TERMS OF THE CCDS AND THE RE-SALE TRANSACTION AND HAVE MADE AN INDEPENDENT ASSESSMENT OF THE APPROPRIATENESS OF THE RE-SALE TRANSACTION IN THE LIGHT OF THEIR OBJECTIVES. POTENTIAL INVESTORS SHOULD MAKE SURE THAT THEY HAVE SUFFICIENT INFORMATION AVAILABLE IN RELATION TO THE SOCIETY AND THE CCDS BEFORE MAKING AN INVESTMENT IN THE CCDS.

UK MIFIR PROFESSIONALS / ELIGIBLE COUNTERPARTIES-ONLY / NO EEA PRIIPS KID OR CCI PRODUCT SUMMARY / NO SALES TO RETAIL INVESTORS IN THE EEA AND THE UK / COBS 22.2 RESTRICTIONS APPLY.

Nationwide Building Society announces proposed re-sale of Core Capital Deferred Shares

17 August 2026. Nationwide Building Society ("Nationwide" or the "Society") today announces the proposed re-sale of Core Capital Deferred Shares of £1 nominal amount each (ISIN: GB00BBQ33664) ("CCDS") previously repurchased by Nationwide pursuant to its open market repurchase facility (the "OMR Facility"), subject to market conditions (the "Re-sale Transaction").

On 20 February 2023, Nationwide announced the establishment of an OMR Facility under which it may, from time to time and in its sole discretion, seek to repurchase limited numbers of the CCDS pursuant to discrete open market repurchase exercises. The objective of the OMR Facility is to enable management of Nationwide's common equity tier 1 ("CET1") position prudently and flexibly over time in the interests of its members. Nationwide conducted two repurchase exercises under its OMR Facility in 2023, repurchasing a total of 1,433,155 CCDS. All such repurchased CCDS remain in issue and are held by Nationwide on its balance sheet.

Nationwide today announces that it has mandated BofA Securities, Citi, Jefferies and UBS Investment Bank as joint lead managers (together, the "Joint Lead Managers") in connection with the Re-sale Transaction with aggregate re-sale proceeds of up to £100 million, which is c.778,000 shares (based on a secondary mid-market price of £128.5 per share on 14 August 2026, being the last trading day prior to this announcement). This excludes any amount attributable to potential future distributions (periodic investment returns).

The Re-sale Transaction will be conducted by way of a bookbuilding process managed by the Joint Lead Managers. Allocations will be made in accordance with customary allocation processes and procedures and in accordance with applicable law and regulation. Nationwide, together with the Joint Lead Managers, will consider a range of factors in determining the allocations and evaluating the outcome of the transaction, including the level and nature of demand for the CCDS and the objective of supporting an orderly secondary market in the CCDS.

If the Re-sale Transaction completes, the total number of CCDS in issue will remain unchanged, and Nationwide's holding of CCDS on its balance sheet will reduce.

The Re-sale Transaction is expected to come to market in the coming days, subject to market conditions. If the Re-sale Transaction proceeds, Nationwide intends to announce the results of the Re-sale Transaction via the Regulatory News Service provided by the London Stock Exchange plc as soon as reasonably practicable following pricing, with settlement expected to follow on the seventh London business day after pricing.

The net proceeds of any re-sale of CCDS pursuant to the Re-sale Transaction will be used to strengthen the Society's regulatory capital base and for general business purposes consistent with the Society's principal purpose as a UK building society.

LEI of Nationwide Building Society: 549300XFX12G42QIKN82

The OMR Facility provides Nationwide with the option, from time to time and in its sole discretion, to launch discrete transactions in order to repurchase or re-sell limited numbers of CCDS, with the objective of enabling management of Nationwide's CET1 position prudently and flexibly over time in the interests of its members. The facility does not remain in continual operation. Any transaction under the OMR Facility will be time-limited and will be announced by Nationwide in its sole discretion. Nationwide does not act as a market maker in CCDS or any other securities.