WF 6-K
Woori Financial Group Inc. (WF)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2026
Commission File Number: 001-31811
Woori Financial Group Inc.
(Translation of registrant’s name into English)
51, Sogong-ro, Jung-gu, Seoul, 04632, Korea
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
51, Sogong-ro,
Jung-gu, Seoul, 04632 Korea
February 27, 2026
Dear Valued Shareholders,
I would like to express my sincere gratitude to all shareholders for your continued interest in and support for Woori Financial Group (the “Group”).
In 2025, We delivered solid results, guided by our commitment to building trust as the foundation of our business. Despite continued internal and external uncertainties, we remained focused on principle-based ethical management and rigorous risk management to ensure stable and sustainable performance.
As a result, we recorded net profit attributable to controlling interests of KRW 3.124 trillion in 2025. We believe this strong performance reflects the consistent rebalancing strategy we have pursued, including actively managing risk-weighted assets and improving the quality of our asset portfolio. We also made meaningful progress in strengthening our capital adequacy. Our Common Equity Tier 1 (CET1) ratio improved to 12.90% as of December 31, 2025, exceeding the target level we committed to shareholders through our corporate value enhancement plan. This signifies that our financial foundation for pursuing both growth and shareholder returns has become considerably more robust.
Perhaps most notably, 2025 was a milestone year in which we completed our transformation into a comprehensive financial group. Following our entry into the securities business in 2024, we further expanded into the insurance business, establishing a full-service portfolio encompassing the key pillars of finance: banking, securities, and insurance.
In parallel to this external expansion, we continued to advance internal control reforms and governance enhancements essential for sustainable growth. We implemented all 87 internal control innovation initiatives without interruption, established an Ethics and Internal Control Committee within the Board of Directors, and created a dedicated Ethics Management Office. We also strengthened the independence and expertise of the Board of Directors through the recruitment of an external expert, and further enhanced our financial consumer protection frameworks, centered on a consumer protection control tower directly under the CEO.
These group-wide achievements and innovations were positively recognized by the capital market participants. Our share price demonstrated a strong upward trend, and foreign investors continued to expand steadily, further broadening our global investor base.
Building on this foundation, we have also strengthened our shareholder return policy and its implementation. In 2025, we resolved to pay an annual dividend of KRW 1,360 per share, including both quarterly and year-end dividends, with our total shareholder return ratio increasing to approximately 40% when accounting for the non-taxable dividends. In addition, we carried out KRW 150 billion in share buybacks and cancellations, consistently delivering on our commitment to enhancing shareholder value.
In 2026, we intend to continue to expand our shareholder return commitments. We plan to increase dividends per share by 10% or more and scale up share buybacks and cancellations, reinforcing a virtuous cycle in which our growth drives shareholder returns, and shareholder returns further strengthen our long-term growth.
Our strategic direction for this year remains clear. Under our vision of “Financial Group Leading Future Co-Growth”, we will continue to strengthen our competitiveness as a comprehensive financial group and deliver measurable results. With our strong foundation in corporate banking, we are committed to expanding productive finance, supporting industrial growth, fostering corporate innovation, and contributing to the long-term competitiveness of Korea. We will also enhance operational efficiency through company-wide AI transformation, integrate AI into our management framework, and maximize group synergies by further strengthening organic collaboration across our banking, securities, and insurance businesses.
Shareholders,
Woori Financial Group’s growth has been founded on the trust you have placed in us. We remain committed to earning that trust by delivering performance results, providing meaningful shareholder returns and continuing our sustainable growth.
At this Annual General Meeting, a number of agenda items will be presented, including an amendment to the Articles of Incorporation to reflect recent amendments to the Korean Commercial Act, including the expansion of directors’ duty of loyalty, the election of directors (including two re-appointments and one new appointment) and the election of an independent director to serve as a member of the Audit Committee. In reviewing the director nominees, the Board conducted a thorough evaluation of each candidate’s qualifications, independence and alignment with our medium-to-long-term strategic objectives. Through this process, we aim to further strengthen our governance structure and continue advancing shareholder value enhancement.
The Annual General Meeting of Woori Financial Group is scheduled to be held on Monday, March 23, 2026. For further details on the agenda items, please refer to the convocation notice and the supplementary materials. On behalf of Woori Financial Group and the Board of Directors, we respectfully ask for your vote in favor of all agenda items at the Annual General Meeting.
I once again express my sincere gratitude for your continued support, and wish all of our shareholders good health and happiness.
Thank you.
Yours Sincerely,
Jong-Yong Yim
Chairman and CEO
Woori Financial Group
Convocation Notice of the Annual General Meeting of Shareholders
Notice is hereby given that an Annual General Meeting of Shareholders of Woori Financial Group Inc. (the “Company” or the “Group”) will be held as described hereunder and your attendance is cordially requested.
Description
| 1. Date and Time | March 23, 2026; 10:00 A.M. (Korea Standard Time) |
|---|---|
| 2. Venue | Woori Bank Head Office Building, Synergy Hall, 5th floor, 51, Sogong-ro, Jung-gu, Seoul, Korea<br><br><br>(subject to change in the case of extraordinary circumstances) |
| 3. Agenda | 1. Approval of separate financial statements (including statements of appropriations of retained earnings) and consolidated financial<br>statements for the fiscal year 2025 (Jan. 1, 2025 – Dec. 31, 2025)<br> <br><br> <br>2.<br>Approval of amendments to the Articles of Incorporation<br> <br><br> <br>3. Election of directors (1<br>standing director and 2 independent directors)<br> <br><br> <br>-3-1 Candidate<br>for standing director : Jong Yong YIM<br> <br><br> <br>-3-2 Candidate for<br>independent director : In Sub YOON<br> <br><br> <br>-3-3 Candidate for<br>independent director : Jung Hye RYU<br> <br><br> <br>4. Election of independent director who will<br>serve as an audit committee member<br> <br><br> <br>- Candidate for independent<br>director who will serve as an audit committee member<br> <br><br> <br>: Yong Geon<br>JUNG<br> <br><br> <br>5. Approval of maximum limit on directors’<br>compensation |
| The Board of Directors recommends that<br>you vote<br> <br>IN FAVOR **** of all of the proposed agenda items | |
| --- | |
| Please refer to our website<br><br><br>https://www.woorifg.com/eng/investor/ir/proxy/list.do for additional details<br><br><br>related to the proposed agenda items | |
| --- |
Reference Document for the Exercise of Voting Rights
1. Approval of separate financial statements (including statements of appropriations of retained earnings) and consolidated financial statements for thefiscal year 2025 (Jan. 1, 2025 – Dec. 31, 2025)
Please refer to Appendix A.
The consolidated and separate financial statements in Appendix A have not yet been audited and are subject to change. For the audited financial statements, please refer to the Audit Reports to be furnished to the U.S. Securities and Exchange Commission as exhibits on or prior to March 4, 2026.
2. Approval of amendments to the Articles of Incorporation
Please refer to Appendix B.
3. Election ofdirectors
[ Candidates’ Information ]
| Name | Date of Birth | Director<br><br><br>Classification | Whether electedseparately asadirector who is a<br> <br>member of the AuditCommittee | RelationshipwiththeMajorityShareholder | Recommended by | |
|---|---|---|---|---|---|---|
| 3-1 | Jong Yong<br><br><br>YIM | Aug. 3, 1959 | Standing<br><br><br>Director | No | None | Committee for Recommending Executive Officer Candidates |
| 3-2 | In Sub<br><br><br>YOON | Jan. 20, 1956 | Independent Director | No | None | Committee for Recommending Executive Officer Candidates |
| 3-3 | Jung Hye<br><br><br>RYU | Mar. 23, 1976 | Independent Director | No | None | Committee for Recommending Executive Officer Candidates |
| 1) | The term of office of the standing director candidate Jong Yong YIM will be from the end of the 2026 Annual<br>General Meeting of Shareholders (“AGM”) to the end of the 2029 AGM. | |||||
| --- | --- | |||||
| 2) | The term of office of the independent director candidate In Sub YOON will be from the end of the 2026 AGM to<br>the end of the 2027 AGM, and the term of office of the independent director candidate Jung Hye RYU will be from the end of the 2026 AGM to the end of the 2028 AGM. | |||||
| --- | --- |
[ Experience ]
| Name | Career Background<br><br><br>(including current position) | Transactionswith theCompany withinthe past threeyears | ||
|---|---|---|---|---|
| 3-1 | Jong Yong<br> <br>YIM | 2023-Current<br><br><br>2015-2017<br> <br>2013-2015<br><br><br>2011-2013<br> <br>2010-2011<br><br><br>2009-2010 | -Chairman and CEO, Woori Financial Group<br> <br>- 5^th^ Chairman, Financial Services Commission<br> <br>- CEO, NongHyup Financial Group<br><br><br>-Deputy Minister, Prime Minister’s Office<br> <br>- First Vice<br>Minister, Ministry of Strategy and Finance<br> <br>- Secretary for Economic and Financial Affairs,<br><br><br>Office of the Senior Presidential Secretary for Economic Affairs | None |
| 3-2 | In Sub<br> <br>YOON | 2022-Current<br><br><br>2018-2021<br> <br>2010-2017<br><br><br>2008-2010<br> <br>2007-2008 | -Independent Director, Woori Financial Group<br> <br>-<br>Chairman of the Board of Directors, Fubon Hyundai Life Insurance<br> <br>-CEO, Korea Ratings<br><br><br>- CEO, Hana HSBC Life Insurance<br> <br>- CEO, Hana Life | None |
| 3-3 | Jung Hye<br> <br>RYU | 2025-Current<br> <br><br><br><br>2024-Current<br> <br><br><br><br>2021-2025<br> <br>2016-2021<br><br><br>2015-2016<br> <br>2013-2015<br><br><br>2003-2013 | -Member, Presidential Council on National Artificial<br><br><br>Intelligence Strategy (Industry AX & Ecosystem Division)<br><br><br>- Co-Chair, AI Future Forum,<br><br><br>Citizens’ Coalition for Scientific Society (CCSS)<br> <br>- Vice<br>President, Head of Future Strategy, Kakao Entertainment<br> <br>- CMO, Kakao Page<br><br><br>- Marketing Director, TOSS LAB<br> <br>-Marketing Insights, NHN<br>Entertainment<br> <br>-Lead, Marketing & Market/User Insights, NAVER | None |
| Name | Delinquent tax payments | Executive officer of anyinsolvent company | Grounds for potentialdisqualification bylaw | |
| --- | --- | --- | --- | --- |
| 3-1 | Jong Yong YIM | None | None | None |
| 3-2 | In Sub YOON | None | None | None |
| 3-3 | Jung Hye RYU | None | None | None |
[ Execution Plan of Candidates (for appointment of independent directors only) ]
| • | Candidate: In Sub YOON |
|---|
1) Expertise
- This candidate holds a master’s degree in accounting and is an experienced executive who has served as the Chief Executive Officer of multiple financial institutions, including life and non-life insurance companies. He possesses extensive knowledge of the Korean financial industry and a broad professional network. Based on his experience and expertise in finance and accounting, this candidate is expected to contribute to the development of Woori Financial Group.
2) Independence
- This candidate will perform his duties fairly and independently and in the interests of all shareholders and financial consumers.
3) Job performance
- This candidate will perform his duties diligently, including providing recommendations to support the Company’s development and overseeing internal control, based on his independence and professional expertise, in furtherance of Woori Financial Group’s vision.
| • | Candidate: Jung Hye RYU |
|---|
1) Expertise
- This candidate is an artificial intelligence (AI) expert, currently serving as a member of the Presidential Council on National Artificial Intelligence Strategy and as co-chair of the AI Future Forum of the Citizens’ Coalition for Scientific Society (CCSS). Based on this expertise, the candidate is expected to contribute to the development of Woori Financial Group.
2) Independence
- This candidate will perform her duties fairly and independently and in the interests of all shareholders and financial consumers.
3) Job performance
- This candidate will perform her duties diligently, including providing recommendations to support the Company’s development and overseeing internal control, based on her independence and professional expertise, in furtherance of Woori Financial Group’s vision.
[ Reasons for recommendation by the Board of Directors (the “Board”) ]
| • | Candidate: Jong Yong YIM |
|---|
- This candidate successfully led the Group’s entry into the securities industry and the acquisition of insurance companies, thereby completing a comprehensive financial group portfolio. He also improved financial stability by narrowing the gap in the common equity tier 1 capital ratio, which had previously been inferior to that of other peer groups. In addition, through an aggressive shareholder return policy, he more than doubled the market capitalization and enhanced the Group’s credibility through corporate culture innovation. These achievements during his three-year tenure were highly praised by the members of the Committee for Recommending Executive Officer Candidates.
Furthermore, the Committee for Recommending Executive Officer Candidates determined that the current key challenges facing Woori Financial Group include: achieving a stable leap forward to become a top-tier comprehensive financial group by intensively fostering its securities and insurance subsidiaries based on the completion of its portfolio; systematically preparing for the era of AI and stablecoins to secure a firm market-leading position; and enhancing corporate value through the creation of synergies between the Group’s strengths in corporate finance and its capital market affiliates amidst a major transition to productive finance.
The Committee highly evaluated the clarity and specificity of the candidate’s vision and strategic direction, his alignment with the leadership profile of Woori Financial Group as defined in the management succession plan, and the strong trust he has earned from both internal and external stakeholders, leading to his recommendation as the final candidate for CEO.
| • | Candidate: In Sub YOON |
|---|
- This candidate is a professional executive who had served as the CEO of numerous financial institutions, including life and non-life insurance companies, and possesses a high level of understanding and expertise across the capital markets and the financial industry. During his tenure, he has contributed to enhancing the professionalism of the Board of Directors by offering rational and effective opinions on key management issues.
In addition, during his tenure as an independent director, he has maintained independence in performing his duties and has carried out his responsibilities fairly and objectively, including participating in decision-making processes that balanced the interests of stakeholders such as the Company, shareholders, and financial consumers.
Furthermore, as Chairman of the Board, he has fostered an environment conducive to open discussion and has systematically led deliberations on key agenda items, thereby contributing to rational decision-making. As he is expected to continue contributing to enhancing the effectiveness of Board operations and strengthening its oversight functions, his reappointment is recommended.
| • | Candidate: Jung Hye RYU |
|---|
- This candidate is an artificial intelligence (AI) expert, having accumulated approximately 20 years of experience in platform business and future strategy at major domestic digital platform companies, including NAVER, NHN, and Kakao, where she gained extensive experience in AI- and data-driven services.
In addition, she serves as a member of the Presidential Council on National Artificial Intelligence Strategy (Industry AX & Ecosystem Division) and as Co-Chair of the AI Future Forum of the Citizens’ Coalition for Scientific Society (CCSS). Through her participation in the development of the AI industrial ecosystem and policy discussions, she possesses comprehensive understanding and advisory experience across AI policy and industry in both the private and public sectors.
Based on her hands-on business experience and her advisory experience in AI policy and ecosystem development, she is expected to provide professional insights into AI and digital strategy discussions from the Board’s perspective and contribute to strengthening the Group’s company-wide AX implementation foundation and future readiness. Accordingly, she is recommended as a candidate for independent director.
4. Election of independent director who will serve as an audit committee member
[Candidates’ Information ]
| Name | Date of Birth | Director<br><br><br>Classification | WhetherDirectorswho are member ofthe Audit Committeeare elected separately | Relationship<br><br><br>with the<br><br><br>MajorityShareholder | Recommended by | |
|---|---|---|---|---|---|---|
| 4 | Yong Geon<br><br><br>JUNG | Jan. 9, 1964 | Independent Director | No | None | Committee for Recommending Executive Officer Candidates |
| 1) | The term of office of the independent director candidate who will serve as a member of the Audit Committee,<br>Yong Geon JUNG, will be from the end of the 2026 AGM to the end of the 2028 AGM. | |||||
| --- | --- |
[ Experience ]
| Name | Career Highlights | Transactionswith the<br><br><br>Company withinthe past three<br><br><br>years | ||
|---|---|---|---|---|
| 4 | Yong Geon JUNG | 2022-Current<br><br><br>2021-Current<br> <br>2020-2021<br><br><br>2018<br> <br><br><br><br>2009-2012<br> <br>1990-2017 | - Managing Director and Compliance Officer, K-Car Capital<br><br><br>-Non-executive Director, National Pension Philanthropic Foundation<br><br><br>- Executive Director, Financial Watchdog Center<br> <br>- Member, Special<br>Committee on National Pension Reform and Old Age<br> <br>Income Security (Economic, Social&Labor Council)<br><br><br>- Member, National Pension Fund Investment Committee<br> <br>- Shinhan<br>Securities Co., Ltd. | None |
| 2) | Yong Geon JUNG is currently serving as an unpaid, non-standing director<br>at the National Pension Philanthropic Foundation, a non-profit organization. He is expected to resign from his position as Managing Director and Compliance Officer of<br>K-Car Capital prior to the AGM. | |||
| --- | --- | |||
| Name | Delinquent tax payments | Executive officer of any insolventcompany | Grounds for potentialdisqualification bylaw | |
| --- | --- | --- | --- | --- |
| 4 | Yong Geon JUNG | None | None | None |
[ Execution Plan of Candidates (for appointment of independent directors only) ]
| • | Candidate: Yong Geon JUNG |
|---|
1) Expertise
- This candidate is an expert in internal control and consumer protection systems of financial institutions, having served as the executive director of the Financial Watchdog Center and as a member of the National Pension Fund Management Committee. Based on this expertise, this candidate will contribute to the development of Woori Financial Group.
2) Independence
- This candidate will perform his duties fairly and independently in the interests of all shareholders and financial consumers.
3) Job performance
- This candidate will perform his duties diligently, including providing recommendations to support the Company’s development and overseeing internal control, based on his independence and professional expertise, in furtherance of Woori Financial Group’s vision.
[ Reasons for recommendation by the Board ]
| • | Candidate: Yong Geon JUNG |
|---|
- This candidate has accumulated extensive experience in financial consumer protection, including financial market oversight, prevention of mis-selling, and support for financially vulnerable groups, through his activities as the executive director of Financial Watchdog Center, a financial consumer protection organization. In addition, as the Compliance Officer of K-Car Capital, he performed the duties of Chief Consumer Officer (CCO), demonstrating expertise in internal control and consumer protection systems of financial institutions.
Furthermore, through his career at Shinhan Securities Co., Ltd., he has acquired both an understanding of and practical experience in the capital markets and financial investment industry. He also possesses experience in financial system governance, having served as a member of the National Pension Fund Management Committee and the Special Committee on National Pension Reform and Old Age Income Security.
Based on this expertise and diverse practical experience, this candidate is expected to significantly strengthen the Board’s consumer protection expertise and role and enhance transparency, and thereby contributing to improving the Board’s diversity and independence. Accordingly, he is recommended as a candidate for independent director.
5. Approval of Maximum Limit on Directors’ Compensation
| Item | 2025 | 2024 |
|---|---|---|
| Number of Directors<br><br><br>(Number of Independent<br><br><br>Directors) | 8 (7) | 8 (7) |
| Compensation Limit | 3.0 billion Won^1)^ | 3.0 billion Won |
| Amount Paid | N/A | 1,771 million Won^2)^ |
| 1) | The allocation of compensation within the total compensation limit is delegated to the Board of Directors (the<br>Compensation Committee). Separately from such compensation limit, the Group will operate a performance-linked stock-based compensation plan in 2026 based on the Group’s stock, within a pool of 80,000 shares. The final payout amount will be<br>determined and distributed in 2030, based on the achievement rate of the Group’s long-term performance metrics over the next four years (including relative shareholder return, CET1, return on equity, net income, SG&A ratio and NPL ratio).<br> | |
| --- | --- | |
| 2) | Separately, a long-term performance-based compensation of KRW 262 million was paid for the standing<br>director’s tenure in 2021, under a previously approved performance-linked stock-based compensation plan approved during a previous general meeting of shareholders. | |
| --- | --- |
Appendix A. Financial Statements for FY2025
For further information, please refer to the Audit Reports to be furnished to the U.S. Securities and Exchange Commission as an exhibit to the Form 6-K on March 4, 2026. The Audit Reports will be available on the U.S. Securities and Exchange Commission website at www.sec.gov.
WOORI FINANCIAL GROUP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
AS OF DECEMBER 31, 2025 AND 2024
| December 31,<br>2025 | December 31,<br>2024 | |||
|---|---|---|---|---|
| (Korean Won in millions) | ||||
| ASSETS | ||||
| Cash and cash equivalents | 38,499,679 | 27,281,123 | ||
| Financial assets at fair value through profit or loss (“FVTPL”) | 34,245,475 | 25,202,672 | ||
| Financial assets at fair value through other comprehensive income (“FVTOCI”) | 83,499,522 | 43,797,745 | ||
| Securities at amortized cost | 18,707,459 | 19,203,177 | ||
| Loans and other financial assets at amortized cost | 412,495,783 | 398,471,816 | ||
| Investments in joint ventures and associates | 2,080,008 | 1,748,810 | ||
| Reinsurance contract assets | 620,207 | — | ||
| Investment properties | 998,854 | 450,788 | ||
| Premises and equipment | 3,780,817 | 3,370,585 | ||
| Intangible assets | 1,056,647 | 1,091,402 | ||
| Assets held for sale | 168,491 | 73,989 | ||
| Net defined benefit asset | 20,558 | 146,109 | ||
| Current tax assets | 228,229 | 61,613 | ||
| Deferred tax assets | 413,649 | 72,937 | ||
| Derivative assets (Designated for hedging) | 217,180 | 175,191 | ||
| Other assets | 4,424,728 | 4,605,363 | ||
| Total assets | 601,457,286 | 525,753,320 | ||
| LIABILITIES | ||||
| Financial liabilities at fair value through profit or loss (“FVTPL”) | 6,356,934 | 9,896,597 | ||
| Deposits due to customers | 376,580,845 | 366,821,156 | ||
| Borrowings | 34,183,267 | 30,117,031 | ||
| Debentures | 55,583,392 | 48,207,103 | ||
| Insurance contract liabilities | 45,573,864 | — | ||
| Reinsurance contract liabilities | 184,792 | — | ||
| Investment contract liabilities | 3,433,611 | — | ||
| Provisions | 790,733 | 611,428 | ||
| Net defined benefit liability | 115,091 | 5,424 | ||
| Current tax liabilities | 723,368 | 127,126 | ||
| Deferred tax liabilities | 504,828 | 858,822 | ||
| Derivative liabilities (Designated for hedging) | 615,361 | 102,815 | ||
| Other financial liabilities | 38,118,058 | 32,314,051 | ||
| Other liabilities | 833,894 | 796,498 | ||
| Total liabilities | 563,598,038 | 489,858,051 |
(Continued)
WOORI FINANCIAL GROUP INC.AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
AS OF DECEMBER 31, 2025 AND 2024 (CONTINUED)
| December 31,<br>2025 | December 31,<br>2024 | |||||
|---|---|---|---|---|---|---|
| (Korean Won in millions) | ||||||
| EQUITY | ||||||
| Owners’ equity | ||||||
| Capital stock | 3,802,676 | 3,802,676 | ||||
| Hybrid securities | 3,710,498 | 3,810,435 | ||||
| Capital surplus | 933,436 | 934,100 | ||||
| Other equity | (1,219,327 | ) | (1,400,885 | ) | ||
| Retained earnings | 28,790,056 | 26,950,510 | ||||
| 36,017,339 | 34,096,836 | |||||
| Non-controlling interests | 1,841,909 | 1,798,433 | ||||
| Total equity | 37,859,248 | 35,895,269 | ||||
| Total liabilities and equity | 601,457,286 | 525,753,320 |
WOORI FINANCIAL GROUP INC.AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
| 2025 | 2024 | |||||
|---|---|---|---|---|---|---|
| (Korean Won in millions) | ||||||
| Interest income | 21,188,743 | 22,013,341 | ||||
| Financial assets at FVTPL | 303,458 | 236,793 | ||||
| Financial assets at FVTOCI | 1,866,114 | 1,281,642 | ||||
| Financial assets at amortized cost | 19,009,985 | 20,494,906 | ||||
| Insurance finance | 9,186 | — | ||||
| Interest expense | (12,157,974 | ) | (13,127,005 | ) | ||
| Financial liabilities at amortized cost | (11,401,953 | ) | (13,127,005 | ) | ||
| Insurance finance | (756,021 | ) | — | |||
| Net interest income | **** | 9,030,769 | **** | **** | 8,886,336 | **** |
| Fees and commissions income | 3,017,771 | 2,874,216 | ||||
| Fees and commissions expense | (857,367 | ) | (788,046 | ) | ||
| Net fees and commissions income | **** | 2,160,404 | **** | **** | 2,086,170 | **** |
| Dividend income | 484,465 | 310,320 | ||||
| Insurance income | 1,042,497 | — | ||||
| Insurance | 1,005,778 | — | ||||
| Reinsurance | 36,719 | — | ||||
| Insurance service expense | (938,626 | ) | — | |||
| Insurance service | (901,614 | ) | — | |||
| Reinsurance service | (37,012 | ) | — | |||
| Net insurance income | **** | (103,871 | ) | **** | — | **** |
| Other insurance finance income and expenses | (378,130 | ) | — | |||
| Net gain on financial instruments at FVTPL | 725,939 | 1,492,783 | ||||
| Net gain on financial assets at FVTOCI | 130,620 | 96,620 | ||||
| Net gain arising on financial assets at amortized cost | 107,667 | 286,885 | ||||
| Impairment losses due to credit loss | (2,102,814 | ) | (1,716,295 | ) | ||
| General and administrative expense | (5,179,621 | ) | (4,468,973 | ) | ||
| Other net operating expense | (1,408,362 | ) | (2,718,656 | ) | ||
| Operating income | **** | 3,674,808 | **** | **** | 4,255,190 | **** |
| Share of gain of joint ventures and associates | 98,660 | 76,265 | ||||
| Other non-operating income(expense) | 316,698 | (108,608 | ) | |||
| Non-operating income(expense) | **** | 415,358 | **** | **** | (32,343 | ) |
| Net income before income tax expense | **** | 4,090,166 | **** | **** | 4,222,847 | **** |
| Income tax expense | (862,658 | ) | (1,051,378 | ) | ||
| Net income | **** | 3,227,508 | **** | **** | 3,171,469 | **** |
| Net gain(loss) on valuation of equity securities at FVTOCI | 100,259 | (138,097 | ) | |||
| Net gain (loss) on credit risk fluctuation of financial liabilities designated to be measured at<br>FVTPL | (74 | ) | 1,348 | |||
| Changes in capital due to equity method | (957 | ) | (1,663 | ) | ||
| Remeasurement loss related to defined benefit plan | (8,681 | ) | (61,929 | ) | ||
| Items that will not be reclassified to profit or loss: | **** | 90,547 | **** | **** | (200,341 | ) |
| Net gain(loss) on valuation of debt securities at FVTOCI | (1,421,826 | ) | 172,155 | |||
| Changes in capital due to equity method | (1,378 | ) | (3,704 | ) | ||
| Net gain (loss) on foreign currency translation of foreign operations | (116,405 | ) | 522,845 | |||
| Net gain (loss) on valuation of hedges of net investments in foreign operations | 22,319 | (114,827 | ) | |||
| Net gain (loss) on valuation of cash flow hedge | (167,670 | ) | 6,591 | |||
| Net financial gain on insurance contract assets (liabilities) | 1,786,814 | — | ||||
| Net financial loss on reinsurance contract assets (liabilities) | (15,631 | ) | — | |||
| Items that may be reclassified to profit or loss: | **** | 86,223 | **** | **** | 583,060 | **** |
| Other comprehensive income, net of tax | **** | 176,770 | **** | **** | 382,719 | **** |
| Total comprehensive income | **** | 3,404,278 | **** | **** | 3,554,188 | **** |
(Continued)
WOORI FINANCIAL GROUP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (CONTINUED)
| 2025 | 2024 | |||
|---|---|---|---|---|
| (Korean Won in millions) | ||||
| Net income attributable to: | **** | 3,227,508 | **** | 3,171,469 |
| Net income attributable to owners | 3,124,346 | 3,085,995 | ||
| Net income attributable to non-controlling<br>interests | 103,162 | 85,474 | ||
| Total comprehensive income attributable to: | **** | 3,404,278 | **** | 3,554,188 |
| Comprehensive income attributable to owners | 3,251,616 | 3,454,620 | ||
| Comprehensive income attributable to non-controlling<br>interests | 152,662 | 99,568 | ||
| Earnings per share | ||||
| Basic and diluted earnings per share (Unit: In Korean Won) | 4,052 | 3,950 |
WOORI FINANCIAL GROUP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
| Capital<br>Stock | Hybridsecurities | Capital<br>surplus | Other<br>equity | Retainedearnings | Owners’equity intotal | Non-<br>controllinginterests | Total<br>equity | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Korean Won in millions) | |||||||||||||||||||||||
| January 1, 2024 | 3,802,676 | 3,611,129 | 935,563 | (1,668,957 | ) | 24,986,470 | 31,666,881 | 1,730,609 | 33,397,490 | ||||||||||||||
| Total comprehensive income | |||||||||||||||||||||||
| Net income | — | — | — | — | 3,085,995 | 3,085,995 | 85,474 | 3,171,469 | |||||||||||||||
| Net gain (loss) on valuation of financial instruments at FVTOCI | — | — | — | 34,203 | — | 34,203 | (145 | ) | 34,058 | ||||||||||||||
| Net gain(loss) due to disposal of equity securities at FVTOCI | — | — | — | (53,460 | ) | 53,460 | — | — | — | ||||||||||||||
| Net gain on credit risk fluctuation of financial liabilities designated to be measured at<br>FVTPL | — | — | — | 1,348 | — | 1,348 | — | 1,348 | |||||||||||||||
| Changes in capital due to equity method | — | — | — | (5,357 | ) | (10 | ) | (5,367 | ) | — | (5,367 | ) | |||||||||||
| Gain on foreign currency translation of foreign operations | — | — | — | 508,631 | — | 508,631 | 14,214 | 522,845 | |||||||||||||||
| Loss on valuation of hedges of net investments in foreign operations | — | — | — | (114,827 | ) | — | (114,827 | ) | — | (114,827 | ) | ||||||||||||
| Gain on valuation of cash flow hedge | — | — | — | 6,591 | — | 6,591 | — | 6,591 | |||||||||||||||
| Remeasurement gain related to defined benefit plan | — | — | — | (61,954 | ) | — | (61,954 | ) | 25 | (61,929 | ) | ||||||||||||
| Transactions with owners | |||||||||||||||||||||||
| Dividends to common stocks | — | — | — | — | (878,330 | ) | (878,330 | ) | (3,829 | ) | (882,159 | ) | |||||||||||
| Changes in treasury stocks | — | — | 733 | 3,832 | (136,688 | ) | (132,123 | ) | — | (132,123 | ) | ||||||||||||
| Issuance of hybrid securities | — | 1,196,850 | — | — | — | 1,196,850 | 757,970 | 1,954,820 | |||||||||||||||
| Dividends to hybrid securities | — | — | — | — | (158,682 | ) | (158,682 | ) | (76,249 | ) | (234,931 | ) | |||||||||||
| Redemption of hybrid securities | — | (997,544 | ) | — | (52,199 | ) | — | (1,049,743 | ) | (658,470 | ) | (1,708,213 | ) | ||||||||||
| Changes in subsidiaries’ capital | — | — | 12,256 | 1,264 | (1,693 | ) | 11,827 | (9,709 | ) | 2,118 | |||||||||||||
| Changes in non-controlling interests related to business<br>combinations | — | — | (1,148 | ) | — | — | (1,148 | ) | 5,599 | 4,451 | |||||||||||||
| Others | — | — | (13,304 | ) | — | (12 | ) | (13,316 | ) | (47,056 | ) | (60,372 | ) | ||||||||||
| December 31, 2024 | 3,802,676 | 3,810,435 | 934,100 | (1,400,885 | ) | 26,950,510 | 34,096,836 | 1,798,433 | 35,895,269 | ||||||||||||||
| January 1, 2025 | 3,802,676 | 3,810,435 | 934,100 | (1,400,885 | ) | 26,950,510 | 34,096,836 | 1,798,433 | 35,895,269 | ||||||||||||||
| Total comprehensive income | |||||||||||||||||||||||
| Net income | — | — | — | — | 3,124,346 | 3,124,346 | 103,162 | 3,227,508 | |||||||||||||||
| Net loss on valuation of financial instruments at FVTOCI | — | — | — | (1,168,408 | ) | — | (1,168,408 | ) | (153,159 | ) | (1,321,567 | ) | |||||||||||
| Net gain(loss) due to disposal of equity securities at FVTOCI | — | — | — | 1,319 | (1,319 | ) | — | — | — | ||||||||||||||
| Net loss on credit risk fluctuation of financial liabilities designated to be measured at<br>FVTPL | — | — | — | (74 | ) | — | (74 | ) | — | (74 | ) | ||||||||||||
| Changes in capital due to equity method | — | — | — | (2,335 | ) | — | (2,335 | ) | — | (2,335 | ) | ||||||||||||
| Loss on foreign currency translation of foreign operations | — | — | — | (107,013 | ) | — | (107,013 | ) | (9,392 | ) | (116,405 | ) | |||||||||||
| Gain on valuation of hedges of net investments in foreign operations | — | — | — | 22,319 | — | 22,319 | — | 22,319 | |||||||||||||||
| Loss on valuation of cash flow hedge | — | — | — | (130,513 | ) | — | (130,513 | ) | (37,157 | ) | (167,670 | ) | |||||||||||
| Remeasurement gain related to defined benefit plan | — | — | — | (10,774 | ) | — | (10,774 | ) | 2,093 | (8,681 | ) | ||||||||||||
| Net financial gain on insurance contract assets (liabilities) | — | — | — | 1,534,529 | — | 1,534,529 | 252,285 | 1,786,814 | |||||||||||||||
| Net financial loss on reinsurance contract assets (liabilities) | — | — | — | (10,461 | ) | — | (10,461 | ) | (5,170 | ) | (15,631 | ) | |||||||||||
| Transactions with owners | |||||||||||||||||||||||
| Dividends to common stocks | — | — | — | — | (927,296 | ) | (927,296 | ) | (1,414 | ) | (928,710 | ) | |||||||||||
| Changes in treasury stocks | — | — | 2 | — | (150,000 | ) | (149,998 | ) | — | (149,998 | ) | ||||||||||||
| Issuance of hybrid securities | — | 797,841 | — | — | — | 797,841 | — | 797,841 | |||||||||||||||
| Dividends to hybrid securities | — | — | — | — | (150,059 | ) | (150,059 | ) | (100,129 | ) | (250,188 | ) | |||||||||||
| Redemption of hybrid securities | — | (897,778 | ) | — | 771 | — | (897,007 | ) | (644,777 | ) | (1,541,784 | ) | |||||||||||
| Transfer of redemption loss of hybrid securities to retained earnings | — | — | — | 2,456 | (2,456 | ) | — | — | — | ||||||||||||||
| Changes in subsidiaries’ capital | — | — | 225 | 49,742 | (49,742 | ) | 225 | (225 | ) | — | |||||||||||||
| Changes in non-controlling interests related to business<br>combinations | — | — | — | — | — | — | 643,304 | 643,304 | |||||||||||||||
| Others | — | — | (891 | ) | — | (3,928 | ) | (4,819 | ) | (5,945 | ) | (10,764 | ) | ||||||||||
| December 31, 2025 | 3,802,676 | 3,710,498 | 933,436 | (1,219,327 | ) | 28,790,056 | 36,017,339 | 1,841,909 | 37,859,248 |
WOORI FINANCIAL GROUP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
| 2025 | 2024 | |||||
|---|---|---|---|---|---|---|
| (Korean Won in millions) | ||||||
| Cash flows from operating activities : | ||||||
| Net income | 3,227,508 | 3,171,469 | ||||
| Adjustments to net income: | ||||||
| Income tax expense | 862,658 | 1,051,378 | ||||
| Interest income | (21,188,743 | ) | (22,013,341 | ) | ||
| Interest expense | 12,157,974 | 13,127,005 | ||||
| Dividend income | (484,465 | ) | (310,320 | ) | ||
| (8,652,576 | ) | (8,145,278 | ) | |||
| Additions of expenses not involving cash outflows: | ||||||
| Insurance service expense | 938,626 | — | ||||
| Other insurance finance expense | 378,535 | — | ||||
| Loss on financial assets at FVTOCI | 30,357 | 4,611 | ||||
| Impairment loss due to credit loss | 2,102,814 | 1,716,295 | ||||
| Loss on other provisions | 132,442 | 41,938 | ||||
| Retirement benefit | 187,514 | 129,029 | ||||
| Depreciation and amortization | 1,250,606 | 1,163,799 | ||||
| Loss on foreign currency translation | — | 1,177,859 | ||||
| Loss on derivatives (designated for hedge) | 624,781 | 24,252 | ||||
| Loss on fair value hedge | 92,138 | 64,571 | ||||
| Loss on valuation of investments in joint ventures and associates | 24,035 | 19,911 | ||||
| Loss on disposal of investments in joint ventures and associates | 1,874 | 532 | ||||
| Loss on disposal of premises and equipment, intangible assets and other assets | 3,475 | 2,233 | ||||
| Impairment loss on premises and equipment, intangible assets and other assets | 86,354 | 3,627 | ||||
| Other loss | — | 10,887 | ||||
| Other operating expenses | 1,015 | 9,509 | ||||
| 5,854,566 | 4,369,053 | |||||
| Deductions of income not involving cash inflows: | ||||||
| Insurance income | 1,042,497 | — | ||||
| Other insurance finance income | 405 | — | ||||
| Gain on financial assets at FVTPL | 924,792 | 1,299,919 | ||||
| Gain on financial assets at FVTOCI | 160,977 | 101,231 | ||||
| Gain on other provisions | 691 | 10,026 | ||||
| Gain on foreign currency translation | 784,525 | — | ||||
| Gain on derivatives (designated for hedge) | 251,270 | 192,000 | ||||
| Gain on fair value hedge | 16,141 | 25,469 | ||||
| Gain on valuation of investments in joint ventures and associates | 122,695 | 96,176 | ||||
| Gain on disposal of investments in joint ventures and associates | 7,507 | 19,642 | ||||
| Gain on disposal of premises and equipment, intangible assets and other assets | 45,823 | 7,064 | ||||
| Reversal of impairment loss on premises and equipment, intangible assets and other<br><br><br>assets | 971 | 147 | ||||
| Bargain purchase gain | 581,010 | — | ||||
| 3,939,304 | 1,751,674 | |||||
| Changes in operating assets and liabilities: | ||||||
| --- | --- | --- | --- | --- | ||
| Reinsurance contract assets | 33,600 | — | ||||
| Financial instruments at FVTPL | 988,108 | 1,594,646 | ||||
| Loans and other financial assets at amortized cost | (8,369,230 | ) | (21,703,969 | ) | ||
| Other assets | (680,841 | ) | (1,254,513 | ) | ||
| Insurance contract liabilities | (130,431 | ) | — | |||
| Reinsurance contract liabilities | (32,097 | ) | — | |||
| Investment contract liabilities | (104,735 | ) | — | |||
| Deposits due to customers | 13,839,807 | 3,411,535 | ||||
| Provisions | 1,666 | (203,770 | ) | |||
| Net defined benefit liability | 14,200 | (120,782 | ) | |||
| Other financial liabilities | 3,640,406 | 4,806,822 | ||||
| Other liabilities | 24,815 | (9,173 | ) | |||
| 9,225,268 | (13,479,204 | ) | ||||
| Interest income received | 20,564,072 | 22,304,745 | ||||
| Interest expense paid | (12,410,911 | ) | (12,483,982 | ) | ||
| Dividends received | 482,764 | 310,341 | ||||
| Income tax paid | (708,996 | ) | (424,770 | ) | ||
| 7,926,929 | 9,706,334 | |||||
| Net cash inflow(outflow) from operating activities | 13,642,391 | (6,129,300 | ) |
(Continued)
WOORI FINANCIAL GROUP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (CONTINUED)
| 2025 | 2024 | |||||
|---|---|---|---|---|---|---|
| (Korean Won in millions) | ||||||
| Cash flows from investing activities | ||||||
| Net cash out-flows from hedging activities | (34,199 | ) | — | |||
| Net cash in-flows<br>(out-flows) from obtaining control | (778,468 | ) | 2,008 | |||
| Disposal of financial instruments at FVTPL | 19,103,867 | 11,659,750 | ||||
| Acquisition of financial instruments at FVTPL | (20,087,654 | ) | (11,111,809 | ) | ||
| Disposal of financial assets at FVTOCI | 35,153,473 | 26,921,313 | ||||
| Acquisition of financial assets at FVTOCI | (43,073,556 | ) | (31,718,677 | ) | ||
| Redemption of securities at amortized cost | 5,900,990 | 7,634,677 | ||||
| Acquisition of securities at amortized cost | (5,312,962 | ) | (2,586,171 | ) | ||
| Cash outflows from changes in subsidiaries | (120,121 | ) | (674,625 | ) | ||
| Disposal of investments in joint ventures and associates | 431,389 | 1,253,301 | ||||
| Acquisition of investments in joint ventures and associates | (757,496 | ) | (979,480 | ) | ||
| Disposal of investment properties | 4,750 | 64,926 | ||||
| Acquisition of investment properties | (736 | ) | — | |||
| Disposal of premises and equipment | 37,626 | 10,730 | ||||
| Acquisition of premises and equipment | (325,952 | ) | (221,856 | ) | ||
| Disposal of intangible assets | 3,344 | 4,596 | ||||
| Acquisition of intangible assets | (180,481 | ) | (190,126 | ) | ||
| Disposal of assets held for sale | 115,094 | 23,909 | ||||
| Net decrease of other assets | 40,489 | (126,765 | ) | |||
| Net cash outflow from investing activities | (9,880,603 | ) | (34,299 | ) | ||
| Cash flows from financing activities: | ||||||
| Net cash out-flows from hedging activities | 17,231 | (25,442 | ) | |||
| Net increase (decrease) in borrowings | 4,392,369 | (3,011,120 | ) | |||
| Issuance of debentures | 37,210,706 | 41,067,565 | ||||
| Redemption of debentures | (31,611,225 | ) | (35,473,345 | ) | ||
| Redemption of lease liabilities | (251,559 | ) | (238,770 | ) | ||
| Net increase (decrease) of other liabilities | (41 | ) | (17,690 | ) | ||
| Acquisition of treasury stocks | (150,000 | ) | (136,699 | ) | ||
| Disposal of treasury stocks | — | 4,834 | ||||
| Dividends paid | (927,296 | ) | (878,330 | ) | ||
| Issuance of hybrid securities | 797,841 | 1,954,820 | ||||
| Redemption of hybrid securities | (1,541,088 | ) | (1,726,936 | ) | ||
| Dividends paid to hybrid securities | (250,188 | ) | (234,931 | ) | ||
| Dividends paid to non-controlling interest | (1,414 | ) | (3,829 | ) | ||
| Changes in non-controlling interests | — | (41,375 | ) | |||
| Net increase in non-controlling equity<br>liabilities | — | 6,589 | ||||
| Net cash inflow from financing activities | 7,685,336 | 1,245,341 | ||||
| Effects of exchange rate changes on cash and cash equivalents | (228,568 | ) | 1,642,763 | |||
| Net increase (decrease) in cash and cash equivalents | 11,218,556 | (3,275,495 | ) | |||
| Cash and cash equivalents, beginning of the period | 27,281,123 | 30,556,618 | ||||
| Cash and cash equivalents, end of the Period | 38,499,679 | 27,281,123 |
WOORI FINANCIAL GROUP INC.
SEPARATE STATEMENTS OF FINANCIAL POSITION
AS OF DECEMBER 31, 2025 AND 2024
| December 31,<br>2025 | December 31,<br>2024 | ||||
|---|---|---|---|---|---|
| (Korean Won in millions) | |||||
| ASSETS | |||||
| Cash and cash equivalents | 489,321 | 1,185,912 | |||
| Financial assets at fair value through other comprehensive income (“FVTOCI”) | 558,162 | 553,518 | |||
| Loans and other financial assets at amortized cost | 707,142 | 204,431 | |||
| Investments in subsidiaries | 25,597,495 | 24,206,017 | |||
| Premises and equipment | 4,763 | 5,304 | |||
| Intangible assets | 2,961 | 3,308 | |||
| Net defined benefit asset | 2,108 | 1,378 | |||
| Current tax assets | 26,295 | 33,120 | |||
| Deferred tax assets | 5,810 | 4,379 | |||
| Other assets | 315 | 155,670 | |||
| Total assets | 27,394,372 | 26,353,037 | |||
| LIABILITIES | |||||
| Debentures | 2,667,525 | 2,037,567 | |||
| Provisions | 1,897 | 1,252 | |||
| Current tax liabilities | 673,217 | 84,701 | |||
| Other financial liabilities | 95,822 | 76,382 | |||
| Other liabilities | 5,967 | 404 | |||
| Total liabilities | 3,444,428 | 2,200,306 | |||
| EQUITY | |||||
| Capital stock | 3,802,676 | 3,802,676 | |||
| Hybrid securities | 3,710,228 | 3,810,225 | |||
| Capital surplus | 8,120,236 | 11,120,236 | |||
| Other equity | 2,607 | (1,189 | ) | ||
| Retained earnings | 8,314,197 | 5,420,783 | |||
| Total equity | 23,949,944 | 24,152,731 | |||
| Total liabilities and equity | 27,394,372 | 26,353,037 |
WOORI FINANCIAL GROUP INC.
SEPARATE STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
| 2025 | 2024 | |||||
|---|---|---|---|---|---|---|
| (Korean Won in millions) | ||||||
| Interest income | 28,296 | 51,778 | ||||
| Interest expense | (72,822 | ) | (49,650 | ) | ||
| Net interest income(loss) | **** | (44,526 | ) | **** | 2,128 | **** |
| Fees and commissions income | 1,816 | 1,625 | ||||
| Fees and commissions expense | (28,695 | ) | (21,944 | ) | ||
| Net fees and commissions loss | **** | (26,879 | ) | **** | (20,319 | ) |
| Dividend income | 1,448,486 | 1,208,522 | ||||
| Reversal(Provision) of impairment losses due to credit loss | 56 | 608 | ||||
| General and administrative expenses | (82,422 | ) | (67,638 | ) | ||
| Operating income | **** | 1,294,715 | **** | **** | 1,123,301 | **** |
| Non-operating expense | **** | (170,511 | ) | **** | (147 | ) |
| Net income before income tax expense | **** | 1,124,204 | **** | **** | 1,123,154 | **** |
| Income tax income | 2,836 | 178 | ||||
| Net income | **** | 1,127,040 | **** | **** | 1,123,332 | **** |
| Net gain on valuation of equity securities at FVTOCI | 3,328 | 10,164 | ||||
| Remeasurement loss related to defined benefit plan | 234 | (1,026 | ) | |||
| Items that will not be reclassified to profit or loss: | **** | 3,562 | **** | **** | 9,138 | **** |
| Other comprehensive income, net of tax | **** | 3,562 | **** | **** | 9,138 | **** |
| Total comprehensive income | **** | 1,130,602 | **** | **** | 1,132,470 | **** |
| Earnings per share | ||||||
| Basic and diluted earnings per share (Unit: In Korean Won) | 1,326 | 1,296 |
WOORI FINANCIAL GROUP INC.
SEPARATE STATEMENTS OF CHANGES IN EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
| Capitalstock | Capitalsurplus | Hybridsecurities | Otherequity | Retainedearnings | Total<br>equity | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Korean Won in millions) | |||||||||||||||||
| January 1, 2024 | 3,802,676 | 11,120,236 | 3,610,953 | (7,871 | ) | 5,475,004 | 24,000,998 | ||||||||||
| Total comprehensive income | |||||||||||||||||
| Net income | — | — | — | — | 1,123,332 | 1,123,332 | |||||||||||
| Net gain on valuation of equity securities at FVTOCI | — | — | — | 10,164 | — | 10,164 | |||||||||||
| Remeasurement loss related to defined benefit plan | — | — | — | (1,026 | ) | — | (1,026 | ) | |||||||||
| Transactions with owners | |||||||||||||||||
| Dividends to common stocks | — | — | — | — | (882,183 | ) | (882,183 | ) | |||||||||
| Issuance of hybrid securities | — | — | 1,196,816 | — | — | 1,196,816 | |||||||||||
| Dividends to hybrid securities | — | — | — | — | (158,682 | ) | (158,682 | ) | |||||||||
| Redemption of hybrid securities | — | — | (997,544 | ) | (2,456 | ) | — | (1,000,000 | ) | ||||||||
| Acquisition of treasury stock | — | — | — | (136,688 | ) | — | (136,688 | ) | |||||||||
| Retirement of treasury stock | — | — | — | 136,688 | (136,688 | ) | — | ||||||||||
| December 31, 2024 | 3,802,676 | 11,120,236 | 3,810,225 | (1,189 | ) | 5,420,783 | 24,152,731 | ||||||||||
| January 1, 2025 | 3,802,676 | 11,120,236 | 3,810,225 | (1,189 | ) | 5,420,783 | 24,152,731 | ||||||||||
| Total comprehensive income | |||||||||||||||||
| Net income | — | — | — | — | 1,127,040 | 1,127,040 | |||||||||||
| Net gain on valuation of equity securities at FVTOCI | — | — | — | 3,328 | — | 3,328 | |||||||||||
| Remeasurement loss related to defined benefit plan | — | — | — | 234 | — | 234 | |||||||||||
| Transactions with owners | |||||||||||||||||
| Dividends to common stocks | — | — | — | — | (931,111 | ) | (931,111 | ) | |||||||||
| Issuance of hybrid securities | — | — | 797,781 | — | — | 797,781 | |||||||||||
| Dividends to hybrid securities | — | — | — | — | (150,059 | ) | (150,059 | ) | |||||||||
| Redemption of hybrid securities | — | — | (897,778 | ) | (2,222 | ) | — | (900,000 | ) | ||||||||
| Transfer of redemption loss of hybrid securities to retained earnings | — | — | — | 2,456 | (2,456 | ) | — | ||||||||||
| Acquisition of treasury stock | — | — | — | (150,000 | ) | — | (150,000 | ) | |||||||||
| Retirement of treasury stock | — | — | — | 150,000 | (150,000 | ) | — | ||||||||||
| Transfer to retained earnings | — | (3,000,000 | ) | — | — | 3,000,000 | — | ||||||||||
| December 31, 2025 | 3,802,676 | 8,120,236 | 3,710,228 | 2,607 | 8,314,197 | 23,949,944 |
WOORI FINANCIAL GROUP INC.
SEPARATE STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
| 2025 | 2024 | |||||
|---|---|---|---|---|---|---|
| (Korean Won in millions) | ||||||
| Cash flows from operating activities: | ||||||
| Net income | 1,127,040 | 1,123,332 | ||||
| Adjustments to net income: | ||||||
| Income tax income | (2,836 | ) | (178 | ) | ||
| Interest income | (28,296 | ) | (51,778 | ) | ||
| Interest expense | 72,822 | 49,650 | ||||
| Dividend income | (1,448,486 | ) | (1,208,522 | ) | ||
| (1,406,796 | ) | (1,210,828 | ) | |||
| Adjustments for profit/loss items not involving cash flows: | ||||||
| Reversal of impairment losses due to credit loss | (56 | ) | (608 | ) | ||
| Retirement benefit | 6,033 | 3,311 | ||||
| Depreciation and amortization | 5,475 | 5,728 | ||||
| Gain on disposal of premises and equipment, intangible assets and other assets | (4 | ) | (7 | ) | ||
| Impairment loss on investments in subsidiaries | 169,414 | — | ||||
| 180,862 | 8,424 | |||||
| Changes in operating assets and liabilities: | ||||||
| Loans and other financial assets at amortized cost | (17,416 | ) | (33,742 | ) | ||
| Other Assets | (34 | ) | 204 | |||
| Net defined benefit liability | (6,440 | ) | (2,143 | ) | ||
| Other financial liabilities | 26,631 | 38,028 | ||||
| Other liabilities | 5,565 | 11 | ||||
| 8,306 | 2,358 | |||||
| Interest income received | 31,288 | 64,991 | ||||
| Interest expense paid | (69,461 | ) | (46,054 | ) | ||
| Dividends received | 1,448,708 | 1,208,517 | ||||
| Income tax paid | (2,187 | ) | (2,145 | ) | ||
| 1,408,348 | 1,225,309 | |||||
| Net cash inflow from operating activities | 1,317,760 | 1,148,595 | ||||
| Cash flows from investing activities: | ||||||
| Net decrease on other investment assets | 100,000 | 974,000 | ||||
| Acquisition of investments in subsidiaries | (1,405,504 | ) | (535,541 | ) | ||
| Increase in advance payments related to investments in subsidiaries | — | (155,388 | ) | |||
| Acquisition of financial assets at FVTOCI | (150,000 | ) | — | |||
| Disposal of financial assets at FVTOCI | 150,000 | — | ||||
| Acquisition of premises and equipment | (248 | ) | (258 | ) | ||
| Acquisition of intangible assets | (410 | ) | (303 | ) | ||
| Net decrease on guarantee deposits for leases | — | 37 | ||||
| Net cash inflow (outflow) from investing activities | (1,306,162 | ) | 282,547 |
(Continued)
WOORI FINANCIAL GROUP INC.
SEPARATE STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
| 2025 | 2024 | |||||
|---|---|---|---|---|---|---|
| (Korean Won in millions) | ||||||
| Cash flows from financing activities: | ||||||
| Issuance of debentures | 938,401 | 599,000 | ||||
| Redemption of debentures | (310,000 | ) | (150,000 | ) | ||
| Issuance of hybrid securities | 797,781 | 1,196,816 | ||||
| Redemption of hybrid securities | (900,000 | ) | (1,000,000 | ) | ||
| Acquisition of treasury stock | (150,000 | ) | (136,688 | ) | ||
| Redemption of lease liabilities | (3,201 | ) | (3,000 | ) | ||
| Dividends paid to hybrid securities | (150,059 | ) | (158,682 | ) | ||
| Dividends paid | (931,111 | ) | (882,183 | ) | ||
| Net cash outflow from financing activities | (708,189 | ) | (534,737 | ) | ||
| Net increase (decrease) in cash and cash equivalents | (696,591 | ) | 896,405 | |||
| Cash and cash equivalents, beginning of the period | 1,185,912 | 289,507 | ||||
| Cash and cash equivalents, end of the period | 489,321 | 1,185,912 |
WOORI FINANCIAL GROUP INC.
SEPARATE STATEMENTS OF APPROPRIATIONS OF RETAINED EARNINGS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
| For the year ended<br>December 31, 2025<br>(Expected date of disposal<br>March 23, 2026) | For the year ended<br>December 31, 2024<br>(Confirmed date of<br>disposal March 26, 2025) | |||||
|---|---|---|---|---|---|---|
| Unappropriated retained earnings: | ||||||
| Unappropriated retained earnings carried over from prior years | 4,371,972 | 4,551,003 | ||||
| Transfer to capital surplus | 3,000,000 | — | ||||
| Interim dividend (dividend per share (%))<br><br><br>(2025: 600 Won (12.0 %))<br><br><br>(2024: 540 Won (10.8 %)) | (441,036 | ) | (400,970 | ) | ||
| Dividend to hybrid equity securities | (150,059 | ) | (158,682 | ) | ||
| Retirement of treasury stock | (150,000 | ) | (136,688 | ) | ||
| Net income | 1,127,040 | 1,123,332 | ||||
| 7,757,917 | 4,977,995 | |||||
| Appropriation of retained earnings: | ||||||
| Earned profit reserves | 112,710 | 112,340 | ||||
| Regulatory reserve for credit loss | 2,236 | 1,152 | ||||
| Amortization of redemption loss on hybrid securities | 2,222 | 2,456 | ||||
| Cash dividend (dividend per share (%))<br><br><br>(2025: 760 Won (15.2 %))<br><br><br>(2024: 660 Won (13.2 %)) | 557,431 | 490,075 | ||||
| 674,599 | 606,023 | |||||
| Unappropriated retained earnings to be carried forward | 7,083,318 | 4,371,972 |
The appropriation of retained earnings for the year ended December 31, 2025, is expected to be appropriated at the shareholders’ meeting on March 23, 2026. The appropriation date for the year ended December 31, 2024, was March 26, 2025.
Appendix B. Approval of amendments to the Articles of Incorporation (the“AOI”)
| Before Amendment | After Amendment | Reasons for Amendment |
|---|---|---|
| Article 26. (Place of Meeting)<br> <br><br><br><br>A General Meeting of Shareholders shall be held at the location of the Company’s head office but, if necessary, may also be held in another place in the<br>vicinity.<br> <br>(New) | Article 26. (Place of Meeting and Way of Holding)<br> <br><br><br><br>① A General Meeting of Shareholders shall be held at the location of the Company’s head office but, if necessary, may also be held in another place<br>in the vicinity.<br> <br><br> <br>② In accordance with Article 542-14, Paragraph (1) of the Commercial Act, the Company shall hold General Meetings of Shareholders in a manner that allows some shareholders to participate in resolutions by electronic means from remotelocations without attending the meeting in person. | Incorporating Article 542-14 of the Commercial Act |
| Article 31. (Voting by Proxy)<br> <br><br><br><br>① (Omitted)<br> <br><br><br><br>② A proxy holder under Paragraph (1) above shall file with the Company documents (power of attorney) evidencing the authority to act as a proxy<br>prior to the commencement of the General Meeting of Shareholders. | Article 31. (Voting by Proxy)<br> <br><br><br><br>① (Same as the left)<br> <br><br><br><br>② A proxy holder under Paragraph (1) above shall submit a written document or electronic document to the Company evidencing the authority to<br>act as a proxy prior to the commencement of the General Meeting of Shareholders. | Incorporating Article 542-14 of the Commercial Act |
| Article 35. (Number of Directors)<br> <br><br><br><br>① (Omitted)<br> <br><br><br><br>② Directors shall be classified as inside Directors, Independent Directors and other Directors who are not engaged in the regular business of the Company<br>(“non-standing Directors”); provided that the number of Independent Directors shall be at least three (3), forming a majority of the total number of Directors. | Article 35. (Number of Directors)<br> <br><br><br><br>① (Same as the left)<br> <br><br><br><br>② Directors shall be classified as inside Directors, Independent Directors (which shall be deemed to include Independent Directors under Article 542-8 of the Commercial Act; the same shall apply hereinafter in this Articles of Incorporation), and other Directors who are not engaged in the regular business of the Company<br>(“non-standing Directors”); provided that the number of Independent Directors shall be at least three (3), forming a majority of the total number of Directors. | Incorporating Article 542-8 of the Commercial Act |
| --- | --- | --- |
| Article 40. (Appointment of the Representative Director) The Company shall appoint one (1) Representative Director of the Company by a resolution of the Board of Directors. (New) | Article 40. (Appointment of the Representative Director)<br> <br><br><br><br>① The Company shall appoint one (1) Representative Director of the Company by a resolution of the General Meeting of Shareholder.<br><br><br><br> <br>② If a Representative Director serves more than two(2) consecutive terms, a special resolution pursuant to Article 434 of the Commercial Act shall be required for the appointment. | Change in the procedure for appointing the Representative Director<br><br><br><br> <br>Specifying the special resolution requirement for a third consecutive term of theRepresentative Director and thereafter |
| Article 42. (Duties of the Director)<br> <br><br><br><br>① A Director shall faithfully perform his/her duties in accordance with applicable laws and regulations as well as these Articles of Incorporation and<br>shall not, either during the term of his/her office or thereafter, disclose business secrets of the Company that have come to his/her knowledge in the course of performing his/her duties.<br><br><br><br> <br><br> <br>②<br>(Omitted)<br> <br><br> <br>(New) | Article 42. (Duties of the Director)<br> <br><br><br><br>① A Director shall faithfully perform his/her duties for the Company and its shareholders in accordance with applicable laws and regulations as<br>well as these Articles of Incorporation and shall not, either during the term of his/her office or thereafter, disclose business secrets of the Company that have come to his/her knowledge in the course of performing his/her duties.<br><br><br><br> <br>② (Same as the left)<br><br><br><br> <br>③ In performing his/her duties, a Director shall protect theinterests of all shareholders and treat the interests of all shareholders fairly and equally. | Incorporating Article 382-3 of the Commercial Act<br><br><br><br> <br><br> <br>IncorporatingArticle 382-3 of the Commercial Act |
| --- | --- | --- |
| Article 51. (Composition of Audit Committee)<br> <br><br><br><br>① ~ ③ (Omitted)<br> <br><br><br><br>(New)<br> <br><br><br><br>④ ~ ⑤ (Omitted) | Article 51. (Composition of Audit Committee)<br><br><br>① ~ ③ (Same as the left)<br> <br><br><br><br>④ Two (2) of the Audit Committee members under Paragraph (3) shall be appointed separately from other Directors as Directorsto be the Audit Committee members, and at least one (1) of the separately appointed Audit Committee members shall be an Independent Director.<br> <br><br><br><br>⑤ ~ ⑥ (Same as the left) | Incorporating Article 542-12 of the Commercial Act<br><br><br><br> <br>Adjustment of Paragraph numbers |
| Addenda<br> <br><br><br><br>(New) | Addenda (6:March 23, 2026) These Articles of Incorporation shall become effective as of March 23, 2026. However, the amended provisions of Article 26 and Article 31, Paragraph (2) shall become effective as ofJanuary 1, 2027, and the amended provisions of Article 35, Paragraph (2) and Article 40, Paragraph (1) shall become effective as of July 23, 2026. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Woori Financial Group Inc. | |
|---|---|
| (Registrant) | |
| Date: February 27, 2026 | By: /s/ Seong Min Kwak |
| (Signature) | |
| Name: Seong Min Kwak | |
| Title: Deputy President |