1.1 Incorporation and Initial Public Offering

The Company was incorporated under Swiss law on 4 September 2025 by way of a cash incorporation. Under the pre-IPO restructuring completed prior to the first day of trading, all shareholders contributed their shares in SMG Swiss Marketplace Group AG to the Company as a contribution in kind. As a result, the Company became the sole shareholder of SMG Swiss Marketplace Group AG. Further information on the pre-IPO restructuring is provided in the Group’s Consolidated Financial Statements.

On 19 September 2025, the Company successfully completed its initial public offering on the SIX Swiss Exchange. The Company did not issue any new shares, nor did it receive proceeds from the sale of existing shares.