OP Mortgage Bank plc

OP Mortgage Bank: Financial Statements Bulletin for 1 January‒31 December 2025

OP Mortgage Bank
Financial Statements Bulletin
Stock Exchange Release 11 February 2026 at 10.00 EET

OP Mortgage Bank: Financial Statements Bulletin for 1 January‒31 December 2025

OP Mortgage Bank is the covered bond issuing entity of OP Pohjola. Together with OP Corporate Bank plc, its role is to raise funding for OP Pohjola from money and capital markets.

Financial standing

Bonds issued by OP Mortgage Bank totalled EUR 14,800 million (14,800)* at the end of December. All funds received from the bonds have been intermediated in their entirety to 54 OP cooperative banks in the form of intermediary loans.

OP Mortgage Bank's covered bonds after 8 July 2022 are issued under the Euro Medium Term Covered Bond (Premium) programme (EMTCB), pursuant to the Finnish Act on Mortgage Credit Banks and Covered Bonds (151/2022). The collateral is added to the EMTCB cover pool from the member cooperative banks' balance sheets via the intermediary loan process on the issue date of a new covered bond.

In April, OP Mortgage Bank issued a covered bond in the international capital market. The fixed-rate covered bond of EUR 1 billion has a maturity of five years and three months. All proceeds of the bond were intermediated to 38 OP cooperative banks in the form of intermediary loans.

The terms of issue are available on the op.fi website, under Debt investors: https://www.op.fi/en/op-financial-group/debt-investors/issuers/op-mortgage-bank/emtcb-debt-programme-documentation

In September, a fixed-rate covered bond of EUR 1 billion issued by OP Mortgage Bank in June 2018 matured, together with OP cooperative banks' intermediary loans related to the bond, a total of EUR 1 billion.

Operating profit was EUR 4.8 million (4.4). The company's financial standing remained stable throughout the reporting period.

* The comparatives for 2024 are given in brackets. For income statement and other aggregated figures, January–December 2024 figures serve as comparatives. For balance-sheet and other cross-sectional figures, figures at the end of the previous financial year (31 December 2024) serve as comparatives.

Collateralisation of bonds issued to the public

The European covered bonds (premium) issued under the EMTCB programme of EUR 25 billion established on 11 October 2022, in accordance with the Act on Mortgage Credit Banks and Covered Bonds (151/2022), totalled EUR 7,250 million. The cover pool included a total of EUR 8,054 million in loans serving as collateral at the end of December. Overcollateralisation exceeded the minimum requirement under the Act (151/2022).

The covered bonds issued under the Euro Medium Term Covered Note programme (EMTCN) of EUR 20 billion, established on 12 November 2010 in accordance with the Act on Mortgage Credit Banks (Laki kiinnitysluottopankkitoiminnasta, 688/2010), totalled EUR 7,550 million. The cover pool included a total of EUR 8,243 million in loans serving as collateral at the end of December. Overcollateralisation exceeded the minimum requirement under the Act (688/2010).

Capital adequacy and capital base

OP Mortgage Bank's Common Equity Tier 1 (CET1) ratio stood at 378.0% (797.0) at the end of December. The ratio decreased due to an increase in total risk exposure amount based on a regulatory change. The changes in the EU Capital Requirements Regulation (CRR3), which entered into force on 1 January 2025, particularly affected the calculation of total risk exposure amount. The figures for the comparative period have been calculated based on the regulation in force in 2024. The minimum CET1 capital requirement is 4.5% and the requirement for the capital conservation buffer is 2.5%. The minimum total capital requirement is 8% (or 10.5% with the increased capital conservation buffer). OP Mortgage Bank fully covers its capital requirements with CET1 capital, which in practice means that it has a CET1 capital requirement of 10.5%. Estimated profit distribution has been subtracted from earnings for the reporting period.

The capital adequacy requirement for credit risk is measured using the Standardised Approach (SA).

As part of OP Pohjola, OP Mortgage Bank is supervised by the European Central Bank (ECB). OP Pohjola presents capital adequacy information in its financial statements bulletins and interim and half-year financial reports in accordance with the Act on the Amalgamation of Deposit Banks. OP Pohjola also publishes Pillar 3 disclosures.

Own funds and capital adequacy

Total risk exposure amount

* Risks not otherwise covered.

Ratios

Capital requirement

Liabilities under the Resolution Act

Under regulation applied to the resolution of credit institutions and investment firms, the resolution authority is authorised to intervene in the terms and conditions of investment products issued by a bank in a way that affects an investor's position. The EU's Single Resolution Board (SRB) based in Brussels is OP Pohjola's resolution authority. The SRB has confirmed a resolution strategy for OP Pohjola whereby the resolution measures would focus on the OP amalgamation and on the new OP Corporate Bank that would be formed in case of resolution. According to the resolution strategy, OP Mortgage Bank would continue its operations as the new OP Corporate Bank's subsidiary.

The SRB has set a Minimum Requirement for Own Funds and Eligible Liabilities (MREL) for OP Mortgage Bank. From March 2025, the MREL is 15.96% of the total risk exposure amount and 18.46% of the total risk exposure amount including a combined buffer requirement, and 5.99% of leverage ratio exposures. The requirement includes a Combined Buffer Requirement (CBR) of 2.5%.

OP Mortgage Bank's buffer for the MREL requirement was EUR 347 million. The buffer consists of own funds only. OP Mortgage Bank clearly exceeds the MREL requirement. OP Mortgage Bank's MREL ratio was 378% of the total risk exposure amount.

Joint and several liability of amalgamation

Under the Act on the Amalgamation of Deposit Banks (599/2010), the amalgamation of cooperative banks comprises the organisation's central cooperative (OP Cooperative), the central cooperative's member credit institutions and the companies belonging to their consolidation groups, as well as credit and financial institutions and service companies in which the above together hold more than half of the total votes. This amalgamation is supervised on a consolidated basis. On 31 December 2025, OP Cooperative's member credit institutions comprised 54 OP cooperative banks, OP Corporate Bank plc, OP Mortgage Bank and OP Retail Customers plc.

The central cooperative is responsible for issuing instructions to its member credit institutions concerning their internal control and risk management, their procedures for securing liquidity and capital adequacy, and for compliance with harmonised accounting policies in the preparation of the amalgamation's consolidated financial statements.

As a support measure referred to in the Act on the Amalgamation of Deposit Banks, the central cooperative is liable to pay any of its member credit institutions the amount necessary to preventing the credit institution from being placed in liquidation. The central cooperative is also liable for the debts of a member credit institution which cannot be paid using the member credit institution's assets.

Each member bank is liable to pay a proportion of the amount which the central cooperative has paid to either another member bank as a support measure or to a creditor of such a member bank in payment of an overdue amount which the creditor has not received from the member bank. Furthermore, if the central cooperative defaults, a member bank has unlimited refinancing liability for the central cooperative's debts as referred to in the Co-operatives Act.

Each member bank's liability for the amount the central cooperative has paid to the creditor on behalf of a member bank is divided between the member banks in proportion to their last adopted balance sheets. OP Pohjola's insurance companies do not fall within the scope of joint and several liability.

The creditors of covered bonds issued prior to 8 July 2022 according to section 25 of the Act on Mortgage Credit Banks (688/2010), which was valid at that time, have the right to receive payment, before other claims, for the entire term of the bond, in accordance with the terms and conditions of the bond, out of the funds entered as collateral, without this being prevented by OP Mortgage Bank's liquidation or bankruptcy. A similar and equal priority also applies to derivative contracts entered in the register of bonds, and to marginal lending facilities referred to in section 26, subsection 4 of said Act. For mortgage-backed loans included in the total amount of collateral of covered bonds issued prior to 8 July 2022, the priority of the covered bond holders' payment right is limited to the amount of loan that, with respect to home loans, corresponds to 70% of the value of shares or property serving as security for the loan and entered in the bond register at the time of the issuer's liquidation or bankruptcy declaration.

Under section 20 of the Act on Mortgage Credit Banks and Covered Bonds (151/2022), which entered into force on 8 July 2022, the creditors of bonds issued after 8 July 2022, including the related management and clearing costs, have the right to receive payment from the collateral included in the cover pool, before other creditors of OP Mortgage Bank or the OP cooperative bank which is the debtor of an intermediary loan. A similar priority also applies to creditors of derivative contracts related to covered bonds, including the related management and clearing costs. Interest and yield accruing on the collateral, and any substitute assets, fall within the scope of said priority.

Section 44, subsection 3 of the Act on Mortgage Credit Banks and Covered Bonds includes provisions on the creditor's priority claim regarding cover pool liquidity support. According to said subsection, the creditor has the right to receive payment against the funds contained in the cover pool after claims based on the principal and interest of covered bonds secured by the cover assets included in the cover pool, obligations based on derivatives contracts associated with covered bonds, as well as administration and liquidation costs.

Sustainability and corporate responsibility

OP Pohjola reports on its sustainability and corporate responsibility in accordance with the European Sustainability Reporting Standards (ESRS) under the EU's Corporate Sustainability Reporting Directive (CSRD).

OP Pohjola's sustainability report is prepared on a consolidated basis for the entire OP Pohjola, on the same grounds and restrictions as OP Pohjola's Financial Statements. OP Pohjola consists of OP cooperative banks and the central cooperative (OP Cooperative), as well as a number of subsidiaries and affiliates. OP Mortgage Bank is a member credit institution, under the Act on the Amalgamation of Deposit Banks, which is permanently affiliated to a central cooperative as provided for in the Act. According to the Accounting Act's rules on the scope of application of sustainability reporting, a member credit institution can determine that the rules in section 7 of the Act do not apply in its case. OP Mortgage Bank has decided that sustainability information regarding the company will be included in OP Pohjola's sustainability report, and will not be reported separately.

Sustainability and corporate responsibility is embedded in OP Pohjola's business and strategy. OP Pohjola's sustainability and corporate responsibility work is guided by the sustainability programme, which was updated at the end of 2025 and took effect at the beginning of 2026. It is based on three main themes: Climate and nature, People and communities and Corporate governance. The update to the programme included new, more precise metrics under each key theme. More information about the sustainability programme and its calculation principles is available on OP Pohjola's website at https://www.op.fi/en/op-financial-group/corporate-social-responsibility/corporate-social-responsibility-programme.

OP Pohjola is committed to complying not only with all applicable laws and regulations, but also with a number of international initiatives that guide operations. OP Pohjola is committed to complying with the ten principles of the UN Global Compact initiative in the areas of human rights, labour rights, the environment and anti-corruption. OP Pohjola is a Founding Signatory of the Principles for Responsible Banking under the United Nations Environment Programme Finance Initiative (UNEP FI). Furthermore, OP Pohjola is committed to complying with the Principles for Responsible Investment supported by the UN and the UN Principles for Sustainable Insurance.

OP Pohjola's biodiversity roadmap includes measures to promote biodiversity. OP Pohjola aims to grow its nature positive impact by 2030. 'Nature positive' means that OP Pohjola's operations will have a net positive impact (NPI) on nature.

OP Pohjola has drawn up a Human Rights Statement and Human Rights Policy. OP Pohjola respects all recognised human rights. The Human Rights Statement includes the requirements and expectations that OP Pohjola has set for itself and actors in its value chains. OP Pohjola is committed to perform remediation actions if its operations have adverse human rights impacts.

OP Mortgage Bank issued Finland's first green covered bonds in March 2021 and in April 2022. Under OP Mortgage Bank's Green Covered Bond Framework, proceeds from the bonds have been allocated to mortgages with energy-efficient residential buildings as collateral.

The annual Green Covered Bond report on the allocation and impact of green covered bonds is available in the debt investors section at op.fi: https://www.op.fi/en/op-financial-group/debt-investors/green-bonds/green-covered-bonds. The environmental impacts allocated to the green covered bonds in 2024 were 58,000 MWh of energy use avoided per year and 5,500 tonnes of CO2-equivalent emissions avoided per year.

Personnel

At the end of the reporting period, OP Mortgage Bank had six employees. OP Mortgage Bank has been digitising its operations and purchases all key support services from OP Cooperative and its subsidiaries, reducing the need for its own personnel.

Governing body members

The Board composition is as follows:

OP Mortgage Bank's Managing Director is Sanna Eriksson. The Deputy Managing Director is Tuomas Ruotsalainen, Senior Covered Bonds Manager at OP Mortgage Bank.

Risk profile

OP Mortgage Bank has a strong capital base, capital buffers and risk-bearing capacity.

OP Mortgage Bank's most significant risks are related to the quality of collateral and to structural liquidity and interest rate risks on the balance sheet, for which limits have been set in the Banking Risk Policy. The key credit risk indicators in use show that OP Mortgage Bank's credit risk exposure is stable. OP Mortgage Bank uses interest rate swaps to hedge against its interest rate risk. Interest rate swaps have been used to swap intermediary loan interest and interest on issued bonds onto the same basis rate. OP Mortgage Bank has concluded all derivative contracts for hedging purposes, applying fair value hedges which have OP Corporate Bank plc as their counterparty. OP Mortgage Bank's interest risk exposure is under control and has been within the set limit.

The liquidity buffer for OP Pohjola is centrally managed by OP Corporate Bank and therefore exploitable by OP Mortgage Bank. At the end of the reporting period, OP Pohjola's Liquidity Coverage Ratio (LCR) was 186% and the Net Stable Funding Ratio (NSFR) was 131%. OP Mortgage Bank monitors its cash flows on a daily basis to secure funding liquidity and its structural funding risk on a regular basis as part of the company's internal capital adequacy assessment process (ICAAP).

An analysis of OP Mortgage Bank's risk exposure should always take account of OP Pohjola's risk exposure, which is based on the joint and several liability of all its member credit institutions. The member credit institutions are jointly liable for each other's debts. All member banks must participate in support measures, as referred to in the Act on the Amalgamation of Deposit Banks, to support each other's capital adequacy.

OP Pohjola analyses the business environment as part of its ongoing risk assessment activities and strategy process. Megatrends and worldviews behind OP Pohjola's strategy reflect driving forces that affect the daily activities, conditions and future of OP Pohjola, its customers and other stakeholders. At present, global factors identified as particularly shaping the business environment include geopolitics and trade policy, threats to corporate security, climate, biodiversity loss, and scientific and technological innovations. In addition to these, significant change drivers in Finland include the demographic and regional development and growing public debt. OP Pohjola provides customers with advice and tailored services that promote their sustainable financial success and security, while managing its own risk profile on a longer-term basis. The use of data plays an important role in OP Pohjola's operations because advice for customers, risk-based service sizing and pricing and contract lifecycle management are based on correct and comprehensive information about the customer. Reporting for management purposes is also based on accurate and comprehensive data.

Outlook

Exceptional risks are still present in the business environment. Despite geopolitical tensions, the basic forecast for the global economy for the next few years is stable, and the Finnish economy is expected to recover gradually. However, escalation of geopolitical crises or an increase in trade barriers may weaken confidence in the economy in Finland and affect capital markets and the business environment of OP Pohjola and its customers.

A full-year earnings estimate for 2026 will only be provided for OP Pohjola, in OP Pohjola's financial statements bulletin and in its interim and half-year financial reports.

OP Mortgage Bank's capital adequacy is expected to remain strong and its risk exposure favourable. This enables issuance of new covered bonds.

Helsinki, 11 February 2026

OP Mortgage Bank
Board of Directors

Additional information:
Sanna Eriksson, Managing Director, tel. +358 10 252 2517

Distribution:
LSE London Stock Exchange
Euronext Dublin (Irish Stock Exchange)
OAM (Officially Appointed Mechanism)
Major media
www.op.fi

Attachment

• OP Mortgage Bank Financial Statements Bulletin 2025