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Element List	Explanation
Introduction	Saudi Aramco announces the completion of its acquisition of 375,974,998 Class A ordinary shares in Petro Rabigh (the “Sale Shares”), representing approximately 22.5% of the share capital of Petro Rabigh, from Sumitomo.
Transaction Details	Following the satisfaction of all conditions precedent and receipt of all regulatory approvals required for the transaction, on 16/04/1447H (corresponding to 08/10/2025G) Saudi Aramco completed its acquisition of 375,974,998 Class A ordinary shares in Petro Rabigh, representing approximately 22.5% of the Class A ordinary shares in the share capital of Petro Rabigh, from Sumitomo. As a result of the transaction, Saudi Aramco’s ownership in Petro Rabigh has become approximately 60% of the Class A ordinary shares and Sumitomo’s ownership in Petro Rabigh has become 15% of the Class A ordinary shares. Other shareholders will continue to own the remaining of approximately 25% of the of the Class A ordinary shares of Petro Rabigh.
Transaction Amount	The purchase price paid by Saudi Aramco in cash for the acquisition of the Sale Shares in Petro Rabigh amounted to SAR 2,631,824,986. This equates to SAR 7 per share.
Transaction Conditions	The transaction is part of specific steps being taken by Saudi Aramco and Sumitomo, which aim to improve Petro Rabigh’s financial position and facilitate its turnaround strategy, which include, among other things: - In August 2024 and January 2025, Saudi Aramco and Sumitomo waived the then-existing revolving shareholder loans, which Saudi Aramco and Sumitomo made equally to Petro Rabigh. The aggregate amount of such waived loans amounted to US$1,500,000,000 (SAR 5,625,000,000). - Saudi Aramco and Sumitomo plan to jointly inject SAR 5,263,649,980 (or SAR 2,631,824,990 from each of Saudi Aramco and Sumitomo) into Petro Rabigh by subscribing for Class B ordinary shares, which Petro Rabigh intends to issue as part of the capital increase announced on 08/03/1447H (corresponding to 31/08/2025G). Moreover, Saudi Aramco, Sumitomo and Petro Rabigh have terminated a side letter they had entered into on 12/03/1427H (corresponding to 10/04/2006G) under which Saudi Aramco and Sumitomo reimbursed Petro Rabigh for the zakat and tax borne by Petro Rabigh on their shareholdings. As a result of such termination, Saudi Aramco and Sumitomo will cease to reimburse Petro Rabigh for the zakat and tax borne by Petro Rabigh on their shareholdings with effect from completion of the transaction, as further described in the Shareholder Circular published by Petro Rabigh on 16/03/1447H (corresponding to 08/09/2025G). The transaction also involves Sumitomo and its affiliates transferring its marketing rights of Petro Rabigh’s products to Saudi Aramco and its affiliates, further concentrating marketing rights over Petro Rabigh’s products with Saudi Aramco and its affiliates, as described in the Shareholder Circular published by Petro Rabigh on 16/03/1447H (corresponding to 08/09/2025G) and Petro Rabigh’s announcement on 16/04/1447H (corresponding to 08/10/2025G).
Parties of the Transaction	Saudi Aramco and Sumitomo.
Transaction Financing Method	Saudi Aramco has funded the transaction in cash using its own private resources.
Date of Entering Into The Transaction	2025-10-08 Corresponding to 1447-04-16
Description of Activity of The Asset Subject of The Transaction	Petro Rabigh owns and operates a world-scale, integrated refining and petrochemical facility located in Rabigh on the west coast of the Kingdom of Saudi Arabia. Petro Rabigh produces a wide scale of refined and petrochemical products.
Financial Statements for the Last Three Years of the Asset forming the Subject Matter of the Transaction	Petro Rabigh’s audited financial statements for the financial years 2022G – 2024G are available at https://www.petrorabigh.com/en
Transaction reasons	The transaction is primarily aimed to: - Strengthen Saudi Aramco’s downstream value chain, securing placement of its upstream crude oil with affiliated refineries, and converting more of its hydrocarbons into high-value products. - Reinforce Petro Rabigh’s balance sheet strength, and support delivery of Petro Rabigh’s strategy.
Expected Impact of the Transaction on the Company and Its Operations	The expected impact of the transaction on Petro Rabigh and its operations are as set out below: First: Petro Rabigh’s Governance - Petro Rabigh will continue to be a listed company on the Saudi Stock Exchange (Saudi Tadawul). - Petro Rabigh will continue to operate within its legal regulatory framework and will continue to exercise its robust governance practices. - Petro Rabigh’s Board of Directors will continue to represent all shareholders; perform its duty of care in managing Petro Rabigh’s affairs; and undertake all actions in the general interest of Petro Rabigh to develop it and maximize its value. - In satisfaction of one of the transaction conditions, the bylaws of Petro Rabigh have been recently amended during its extraordinary general assembly meeting as announced on 08/04/1447H (corresponding to 30/09/2025G). - Petro Rabigh has announced its intention to issue Class B ordinary shares which will constitute a new and separate equity class, as described in the Shareholder Circular published by Petro Rabigh on 16/03/1447H (corresponding to 08/09/2025G). The proceeds of such issuance, amounting to SAR 5,263,649,980, will be used by Petro Rabigh to partially prepay certain facilities and bring down its debt levels. Second: Petro Rabigh’s Strategy The transaction aligns with Saudi Aramco’s strategic Downstream expansion and aims to support delivery of Petro Rabigh’s future plans. Third: Employees The transaction is not expected to result in changes to Petro Rabigh’s employment affairs. Four: Financial impact arising from the completion of the transaction Except as otherwise discussed in this announcement, there is no expected financial impact on Petro Rabigh from the share sale transaction, as it is a private cash transaction to which Petro Rabigh is not a party.
Related Parties	N/A
Additional Information	Save as set out above, and the further details included in the Shareholders Circular published by Petro Rabigh on 16/03/1447H (corresponding to 08/09/2025G), the change in the ownership structure is not expected to have an impact on the operations of Petro Rabigh. This announcement is subsequent to Saudi Aramco’s announcement on the Saudi Exchange on 03/02/1446H (corresponding to 07/08/2024G) relating to the signing of a sale and purchase agreement on 03/02/1446H (corresponding to 07/08/2024G), and is made in accordance with Article (24/b) of the Merger and Acquisitions Regulations issued by the Capital Market Authority.