Codere Online Luxembourg, S.A.

Codere Online Luxembourg, S.A. was incorporated under the laws of the Grand Duchy of Luxembourg by Codere Newco on June 4, 2021 as a limited liability company ( soci t anonyme ) having its registered office at 7 rue Robert St mper, L-2557 Luxembourg, Grand Duchy of Luxembourg, registered with the Luxembourg Trade and Companies Register ( Registre de Commerce et des Soci t s, Luxembourg ) under number B255798 and with telephone number +34 91354 28 19. Codere Online Luxembourg, S.A. was incorporated with an initial share capital of 30,000, represented by 30,000 Ordinary Shares with a nominal value of 1 per share. The Ordinary Shares and Codere Online Warrants began trading on the Nasdaq Capital Market on December 1, 2021, under the symbols CDRO and CDROW, respectively. Codere Online became the first online gaming operator in Latin America to become publicly listed in the United States. As of December 31, 2025, Codere Online’s share capital amounted to 45,640,814 represented by 45,640,814 Ordinary Shares issued. All issued shares are fully paid and subscribed for. The authorized capital, but unissued and unsubscribed, of Codere Online amounts to 499,481,142 divided into 499,481,142 Ordinary Shares with a nominal value of 1.00 each. At a general meeting held on March 3, 2025, Codere Online shareholders authorized the repurchase of up to 1,000,000 of the Company’s ordinary shares over a one-year period. The plan initially provided for a maximum aggregate amount of $5.0 million of repurchases, which was increased by the Board of Directors to $7.5 million in November 2025.