Pintec To Acquire 25% Stake In ZIITECH Through Share Transfer Agreement In Exchange For An Aggregate Of 83,726,789 Class A Ordinary Shares Of The Company

Pintec Technology Holdings Limited (NASDAQ:PT) ("PINTEC" or the "Company"), a leading independent technology platform enabling financial services in China, today announced that it entered into a share transfer agreement with ZIITECH PTY LTD ("ZIITECH") and certain shareholders of ZIITECH (the "Transferors") on September 3, 2025. Under the share transfer agreement, the Transferors agree to transfer an aggregate of 715,521 ordinary shares of ZIITECH to the Company (the "Transfer"), in exchange for an aggregate of 83,726,789 Class A ordinary shares of the Company. In connection with the Transfer, the Company has entered into a share purchase agreement with each of the Transferors on September 3, 2025, under which the Company agrees to sell and issue an aggregate of 83,726,789 Class A ordinary shares of the Company to such Transferors or persons designated by such Transferors (together with the Transfer, the "Exchange").

The closings of the transactions are subject to the satisfaction of customary closing conditions and are expected to take place in September 2025. Upon closing, PINTEC will hold 715,521 ordinary shares of ZIITECH, representing approximately 25% of ZIITECH's total issued and outstanding shares, and will consolidate ZIITECH's financial statements pursuant to a shareholders' agreement.

The foregoing description of the Exchange, the share transfer agreement and the share purchase agreement does not purport to be complete and is qualified in its entirety by the full text of the forms of share transfer agreement, share purchase agreement and shareholders' agreement attached as exhibits to a Current Report on Form 6-K to be filed with the U.S. Securities and Exchange Commission.