VEON Ltd.

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 July 2026

Commission File Number 1-34694

(Translation of registrant’s name into English)

Index Tower (East Tower), Unit 1703, Dubai (DIFC), the United Arab Emirates

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F x Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T

Rule 101(b)(1): o.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T

Rule 101(b)(7): o.

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.

VEON LTD.

(Registrant)

Date: July 31, 2026

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND

RESULTS OF OPERATIONS

The following discussion and analysis is based on, and should be read in conjunction with, our unaudited interim condensed

consolidated financial statements as of and for thesix-month periods ended June 30, 2026 and 2025, and the related notes,

attached hereto.

References to “VEON” as well as references to “our company,” “the company,” “our group,” “the group,” “we,” “us,” “our” and

similar pronouns, are references to VEON Ltd. an exempted company limited by shares registered in Bermuda, and its

consolidated subsidiaries. References to VEON Ltd. are to VEON Ltd. alone. The unaudited interim condensed consolidated

financial statements as of June 30, 2026 and for thesix-month periods ended June 30, 2026 and 2025 attached hereto have

been prepared in accordance with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board

(“IASB”) and are presented in U.S. dollars.

The discussion of our business and the telecommunications industry included herein contains references to certain terms

specific to our business, including numerous technical and industry terms. Such terms are defined in Exhibit 99.1 to our Annual

Report on Form 20-F for the year ended December 31, 2025 filed on March 16, 2026 (our “2025 Annual Report”). For a

comprehensive discussion of our critical accounting estimates and assumptions, please refer to Note 27- Significant Accounting

Policies to our audited consolidated financial statements included in our 2025 Annual Report.

Certain amounts and percentages that appear in this document have been subject to rounding adjustments. As a result, certain

numerical figures shown as totals, including in tables, may not be exact arithmetic aggregations of the figures that precede or

follow them.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This document contains estimates and forward-looking statements within the meaning of Section 27A of the U.S. Securities Act

of 1933, as amended (the “Securities Act”), and Section 21E of the U.S. Securities Exchange Act of 1934, as amended (the

“Exchange Act”). Our estimates and forward-looking statements are mainly based on our current expectations and estimates of

future events and trends, which affect or may affect our businesses and operations. All statements other than statements of

historical fact are forward-looking statements. The words “may,” “might,” “will,” “could,” “would,” “should,” “expect,” “plan,”

“anticipate,” “intend,” “seek,” “believe,” “estimate,” “predict,” “potential,” “continue,” “contemplate,” “possible” and similar words

are intended to identify estimates and forward-looking statements. Although we believe that these estimates and forward-looking

statements are based upon reasonable assumptions, they are subject to numerous risks and uncertainties and are made in light

of information currently available to us. Many important factors, in addition to the factors described in this document, may

adversely affect our results as indicated in forward-looking statements. You should read this document completely and with the

understanding that our actual future results may be materially different and worse from what we expect.

Under no circumstances should the inclusion of such forward-looking statements in this document be regarded as a

representation or warranty by us or any other person with respect to the achievement of results set out in such statements or that

the underlying assumptions used will in fact be the case. Therefore, you are cautioned not to place undue reliance on these

forward-looking statements.

Our estimates and forward-looking statements may be influenced by various factors, including without limitation:

•the ongoing war in Ukraine, including: the adverse impact on the economic conditions and outlook of Ukraine; the effect of

sanctions on our supply chain, ability to transact with key counterparties and obtain financing; the risk of nationalization

affecting Kyivstar; the association of certain beneficial owners of our largest shareholder with sanctions; the resulting

volatility in the Ukrainian hryvnia and other local currencies; our ability to operate and maintain our infrastructure;

reputational harm we may suffer from as a result of the war; and its impact on our liquidity, financial condition, our strategic

partnerships and relationships with third parties, among numerous other consequences;

•developments in the international economic conditions (including inflationary pressures and rising interest rates) and the

geopolitical environment, including risks related to(i) U.S. import tariffs announced in April 2025 which have disrupted global

supply chains and heightened economic uncertainty worldwide, and (ii) the ongoing conflict between the United States,

Israel and Iran which created volatility in energy markets and disruptions in commercial and financial activity across the

Middle East;

•our ability to generate sufficient cash flow and raise additional capital to meet our debt service obligations, our expectations

regarding working capital and the servicing and repayment of our indebtedness, and our ability to satisfy our projected

capital requirements;

•our ability to develop new revenue streams and achieve portfolio and asset optimizations, improve customer experience and

optimize our capital structure;

•our goals regarding value, experience and service for our customers, as well as our ability to retain and attract customers

and to maintain and expand our market share positions;

•our ability to keep pace with technological changes, including changes in artificial intelligence which may lower barriers to

entry and heighten customer expectations in the telecommunications space, to implement and execute our strategic

priorities successfully and to achieve the expected benefits from our existing and future transactions;

•adverse global developments, including wars, civil unrest, terrorist attacks, natural disasters, trade and tariff uncertainty and

pandemics;

•environmental factors, including climate-related disasters such as floods, or the implementation of climate-related laws and

regulations that could impact our business and its operations and expenses;

•our plans regarding our dividend payments and policies, as well as our ability to receive dividends, distributions, loans,

transfers or other payments or guarantees from our subsidiaries;

•potential cyber-attacks or other cybersecurity threats, which may compromise confidential information or render our services

inaccessible, including risks arising from the integration of AI-powered capabilities across digital platforms, which may

introduce additional vulnerabilities such as adversarial attacks, model manipulation and data poisoning;

•our plans to develop, provide and expand our products and services, including operational and network development,

optimization and investment, such as expectations regarding the expansion or rollout and benefits of 4G and 5G networks,

broadband services and integrated products and services, such as fixed-mobile convergence, and digital services in the

areas of, for example, financial services, entertainment, digital advertising and healthcare;

•risks associated with barriers to 4G smartphone adoption in some of our markets, which may necessitate additional capex

investments beyond planned levels and could expose us to financial and operational penalties for non-compliance with

regulatory requirements;

•our expectations as to pricing for our products and services in the future, improving our ARPU and our future costs and

operating results;

•our ability to meet license requirements, to obtain, maintain, renew or extend licenses, frequency allocations and frequency

channels and to obtain related regulatory approvals;

•adverse legislative, regulatory and judicial developments which frustrate our profitability and ability to operate in our

geographies;

•risks related to our tax residency in the UAE, as no assurance can be given regarding the final determination and exclusivity

of our tax residency;

•our plans regarding marketing and distribution of our products and services, including customer loyalty programs;

•our expectations regarding our competitive strengths, customer demands, market trends and future developments in the

industry and markets in which we operate;

•our ability to retain key personnel; and

•other statements regarding matters that are not historical facts.

These statements are our management’s best assessment of our strategic and financial position and of future market conditions,

trends and other potential developments. While they are based on sources believed to be reliable and on our management’s

current knowledge and best belief, they are merely estimates or predictions and cannot be relied upon. We cannot assure you

that future results will be achieved. The risks and uncertainties that may cause our actual results to differ materially from the

results indicated, expressed or implied in the forward-looking statements used in this document include, without limitation:

•risks relating to foreign currency exchange loss and other fluctuation and translation-related risks;

•risks relating to the recognition of impairment charges in respect of our cash generating units (“CGUs”), some of which could

be substantial, including the potential impairment charge for our Bangladesh CGU following recent political unrest, which

may cause us to write-down the value of our non-current assets, including property and equipment and intangible assets

(e.g. goodwill);

•risks relating to the ongoing war in Ukraine, such as its adverse impact on the economic conditions and outlook of Ukraine;

physical damage to property, infrastructure and assets of JSC Kyivstar (“Kyivstar”); the effect of sanctions and export

controls on Kyivstar’s operations and counterparties, including limitations on cash movements, dividend distributions or other

upstream payments; volatility in the Ukrainian hryvnia and our other local currencies; our ability to operate and maintain our

infrastructure; reputational harm we may suffer as a result of the war, sanctions (including any reputational harm from certain

of the beneficial owners of our largest shareholder, LPE Middle East Limited (“LetterOne”), being subject to sanctions); the

risk of nationalization affecting Kyivstar; and its impact on our liquidity, financial condition;

•risks related to U.S. import tariffs which disrupted and continue to disrupt global supply chains and heighten economic

uncertainty worldwide, exacerbating inflationary pressures;

•risks related to adverse global developments, such as wars, conflicts(includingthe current conflict between the United

States, Israel and Iran) terrorist attacks, natural disasters and pandemics which negatively impact spending appetite,

increase operation costs and risk larger scale network outages;

•risks related to developments from competition, unforeseen or otherwise, in each of the countries in which we operate,

including our ability to keep pace with technological changes and evolving industry standards;

•risks associated with barriers to 4G smartphone adoption in some of our markets, and with additional capex investments

beyond planned levels in relation to 4G infrastructure and upgrades;

•risks that rapid technological changes, including AI adoption and evolving industry standards, render current technologies

obsolete, lower barriers to entry for digital-native and OTT competitors offering more personalized or lower-cost services,

require substantial capital investment for new technologies and spectrum and expose us to AI-related risks imposing

compliance burdens and operational risks, as well as risks of competitors developing similar or superior AI products;

•risks associated with our ability to successfully implement strategic initiatives and integrate acquired businesses;

•risks associated with cyber-attacks or systems and network disruptions, data protection and data breaches, or the

perception of such attacks or failures to protect against such attacks in each of the countries in which we operate, including

the costs associated with such events and the reputational harm that could arise therefrom;

•risks relating to changes in political, economic and social conditions in each of the countries in which we operate and where

laws are applicable to us, such as any harm, reputational or otherwise, that may arise due to changing social norms, our

business involvement in a particular jurisdiction or an otherwise unforeseen development in science or technology;

•risks related to our telecommunications infrastructure and other network assets being vulnerable to damage and disruption

from events including natural disasters, extreme environmental conditions, military conflicts, power outages, terrorist acts,

riots, government-ordered service restrictions, changes in government regulation, equipment or system failures (including

from wear and tear) or improper maintenance or an inability to access or operate such equipment or systems, human error

or intentional wrongdoings;

•risks related to our current indebtedness levels, including our ability to raise additional indebtedness on acceptable terms

and our ability to comply with the covenants in our financing agreements;

•risks due to the fact that we are a holding company with a number of operating subsidiaries, including our dependence on

our operating subsidiaries for cash dividends, distributions, loans and other transfers;

•risks related to the impact of export controls, international trade regulation, customs and technology regulation on the

macroeconomic environment, our operations, our ability, and the ability of key third-party suppliers to procure goods,

software or technology necessary to provide services to our customers, particularly services related to the production and

delivery of supplies, support services, software and equipment sourced from these suppliers;

•risks related to the loss of logos, trade names and similar intellectual property, including our rights to certain domain names;

•risks relating to Kyivstar Group's status as a separately listed public company on Nasdaq;

•in each of the countries in which we operate and where laws are applicable to us, risks relating to legislation, regulation,

taxation and currency, including costs of compliance, currency and exchange controls, currency fluctuations, and abrupt

changes to laws, regulations, decrees and decisions governing the telecommunications industry and taxation, laws on

foreign investment, anti-corruption and anti-terror laws, economic sanctions, import tariffs and restrictions, data privacy, anti-

money laundering, antitrust, national security and lawful interception and their official interpretation by governmental and

other regulatory bodies and courts;

•risks that the adjudications, administrative or judicial decisions in respect of legal challenges, license and regulatory

disputes, tax disputes or appeals may not result in a final resolution in our favor or that we are unsuccessful in our defense

of material litigation claims or are unable to settle such claims;

•risks relating to our operations in each country where we conduct business and where laws are applicable to us, including

regulatory uncertainty regarding our licenses, regulatory uncertainty regarding our product and service offerings and

approvals or consents required from governmental authorities in relation thereto, frequency allocations and numbering

capacity, constraints on our spectrum capacity, access to additional bands of spectrum required to meet demand for existing

products and service offerings or additional spectrum required from new products and services and new technologies,

intellectual property rights protection, labor issues, interconnection agreements, equipment failures and competitive product

and pricing pressures;

•risks related to losing our status as exclusive tax residents of the UAE, as certain tax authorities may treat us as being tax

resident elsewhere;

•risks related to the ownership of our American Depositary Shares (“ADSs”), including those associated with VEON Ltd.’s

status as a Bermuda company and a foreign private issuer; and

•other risks and uncertainties, including those set forth in “Item 3—Key Information—D. Risk Factors” in our 2025 Annual

Report.

These factors and the other risk factors are not necessarily all of the factors that could cause actual results to differ materially

from those expressed in any of our forward-looking statements. Other unknown or unpredictable factors also could harm our

future results. New risk factors and uncertainties emerge from time to time and it is not possible for our management to predict all

risk factors and uncertainties, nor can we assess the impact of all factors on our business or the extent to which any factor, or

combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

The forward-looking statements included in this document are made only as of the date of the filing of this document. We cannot

assure you that any projected results or events will be achieved. Except to the extent required by law, we disclaim any obligation

to update or revise any of these forward-looking statements, whether as a result of new information, future events or otherwise,

after the date on which the statements are made or to reflect the occurrence of unanticipated events. You should refer to our

periodic and current reports filed or furnished, as applicable, with the SEC for specific risks which could cause actual results to

be significantly different from those expressed or implied by these forward-looking statements.

OVERVIEW

VEON is a leading global provider of connectivity and digital services, currently headquartered in Dubai. Present in some of the

world’s most dynamic markets, VEON currently provides more than 151 million customers with voice, fixed broadband, data and

digital services. VEON, through its operating companies, offers services to customers in five countries: Pakistan, Ukraine,

Kazakhstan, Uzbekistan and Bangladesh. We provide services under the “Jazz,” “Kyivstar,” "Beeline" and “Banglalink” brands.

VEON generates revenue through the provision of comprehensive telecommunications and infrastructure services, including

voice communications, fixed broadband, and data services, as well as digital services encompassing digital financial services,

content streaming, ride-hailing platforms, digital healthcare solutions, cloud computing, and other value-added services. Products

and services may be sold separately or in bundled packages.

BASIS OF PRESENTATION OF FINANCIAL RESULTS

Our unaudited interim condensed consolidated financial statements attached hereto have been prepared in accordance with IAS

34 Interim Financial Reporting. The interim condensed consolidated financial statements attached hereto do not include all the

information and disclosures required in the annual consolidated financial statements and should be read in conjunction with the

Group’s audited annual consolidated financial statements as of and for the year ended December 31, 2025.

Certain amounts that appear in this document have been subject to rounding adjustments, however the percentage variances

wherever disclosed have been calculated using unrounded amounts.

REPORTABLE SEGMENTS

VEON Ltd. is the parent company of a number of operating subsidiaries and holding companies in various jurisdictions. We

organize the governance and management of our businesses on a geographical basis.

As of June 30, 2026, our reportable segments currently consist of the following five segments: Pakistan; Ukraine; Kazakhstan;

Bangladesh; and Uzbekistan. We present our results of operations for“HQ and eliminations”and “Others” separately,

although these are not reportable segments.“HQ, eliminations and Others” represents our operations in Kyrgyzstan, which

have been sold during the year 2025 and transactions related to management activities within the Group in Amsterdam and

Dubai and costs relating to centrally managed operations, and reconciles the results of our reportable segments and our total

revenue, Adjusted EBITDA and capital expenditures excluding certain costs such as those for telecommunication licenses and

right-of-use assets.

For more information on our reportable segments, refer to Note 2 - Segment Information in the unaudited interim condensed

consolidated financial statements attached hereto for further details.

KEY DEVELOPMENTS DURING THE FIRST HALF OF 2026

JazzWorld enters Interest Rate Swap Transactions

On January 2, 2026, JazzWorld Pakistan Limited ("JazzWorld"), formerly Pakistan Mobile Communications Limited entered into

two interest rate swaps (“IRS”) with United Bank Limited, to hedge against the risk from fluctuations in Pakistani Rupee ("PKR")

floating rate on its loans of PKR 75 billion (US$268 million). The interest rate swaps lock in a fixed interest rate by converting the

floating rate to a fixed rate at each payment date and provide certainty over future interest cash flows, reducing exposure to

interest fluctuations. These IRS were executed intwo tranches of PKR 37.5 billion (US$134 million) each for terms of 5 and 7

years with fixed interest rates of 12.55% and 12.85%, respectively. The IRS have been designated as cash flow hedges of the

variability in cash flows attributable to the PKR floating interest rate. Refer to Note 8 - Investments, debt and derivatives in the

unaudited interim condensed consolidated financial statements for further details.

Kyivstar Group Ltd. "KGL" secondary public offering of shares held by VEON

On January 29, 2026, VEON announced the pricing of a secondary public offering of 12,500,000 common shares of KGL, its

majority-owned subsidiary, comprising 12,100,000 shares held by VEON Amsterdam B.V., a wholly owned subsidiary of VEON

and 400,000 shares from other selling shareholders, at a public offering price of US$10.50 per share. The underwriters were

granted a 30-day option to purchase up to an additional 1,875,000 shares from the other selling shareholders at the public

offering price, less underwriting discounts and commissions.

On close of the offering on February 2, 2026, which was oversubscribed by five times,13,975,000 common shares were sold by

VEON Amsterdam B.V., a wholly owned subsidiary of VEON, including the full exercise of the underwriters' option of 1,875,000

common shares while 400,000 common shares were sold by other selling shareholders accumulating to a total of 14,375,000

common shares. Following completion of the offering, VEON's ownership in KGL decreased from 89.6% to 83.6% and VEON

received net proceeds of approximately US$140 million for general corporate purposes. Refer to Note 8 - Investments, debt and

derivatives in the unaudited interim condensed consolidated financial statements for further details.

VEON expands digital healthcare services with Acquisition of Tabletki.ua

On February 10, 2026, VEON announced its majority owned subsidiary Kyivstar Group Ltd., has signed a definitive agreement

and completed the acquisition of 100% of Tabletki.ua for US$161 million, payable in Ukrainian hryvnia in Ukraine. Tabletki.ua is

one of Ukraine’s most widely used digital platforms for finding, comparing and reserving medicines and other products available

at Ukrainian pharmacies. The transaction closed on February 10, 2026 and was accounted for under IFRS 3. Refer to Note 5 -

Significant transactions in the unaudited interim condensed consolidated financial statements for further details.

VEON’s Subsidiary JazzWorld Secures Largest Allocation with 190 MHz

On March 10, 2026, VEON announced that VEON’s subsidiary JazzWorld secured the allocation of 190 MHz after a successful

mobile spectrum auction held in Pakistan by the Pakistan Telecommunication Authority, with a license term of fifteen years and a

total cost of approximately US$240 million. Payment for the license may be made either as a lump sum twelve months after

license issuance or over a six‑year period, with 50% payable after twelve months and the remaining 50% payable over five years

at Karachi Interbank Offered Rate ("KIBOR") +3%. The license has been capitalized at the present value of future payments as

an intangible asset of US$209. A corresponding liability of the same amount has also been recognized with interest on the

liability to be recognized as a finance cost in the interim condensed consolidated income statement.

VEON Announces Agreement with the Dhabi Group regarding historical claims under a Shareholders Agreement

On March 12, 2026, VEON announced that it had entered into an agreement with the Dhabi Group regarding historical claims

under a Shareholders Agreement. As part of this agreement, VEON welcomed the Dhabi Group, whose principal is His Highness

Sheikh Nahyan bin Mubarak Al Nahyan, as a shareholder in the Company. Under the terms of the agreement, Dhabi Group fully

withdrew all its claims and VEON agreed to pay the Dhabi Group US$120 million in cash plus US$30 million equivalent in ADS

("ADS Payment"). Additionally, twenty-four months after the date of agreement, VEON will make further cash payment (if any)

equal to the difference of US$60 million and the market value of the ADS Payment at future date. Accordingly, VEON had

recognized a provision of US$170 million as of December 31, 2025, representing management’s estimate of the expected

outflow.

Following execution of the accelerated resolution agreement, the US$170 million provision recognized as of December 31, 2025

was reclassified to financial liabilities. Refer to Note 8 - Investments, debt and derivatives in the unaudited interim condensed

consolidated financial statements for further details.

VEON Boosts Accessibility for Investors by Waiving Depositary Service Fees on American Depositary Shares

On April 24, 2026, VEON announced that, effective January 1, 2026, BNY Mellon will not collect depositary service fees (“DSF”)

from investors that hold VEON’s American Depositary Shares (“ADSs”). The suspension of DSF charges for investors effectively

reduces the cost of ownership by US$0.05 per ADS per year and enhances accessibility for both existing and prospective

investors.

VEON Shareholders Re-elect Board at 2026 AGM

VEON held its 2026 Annual General Meeting of Shareholders (the “AGM”) on May 11, 2026, During the AGM, VEON's

shareholders approved the re-election of theseven directors who served on VEON's Board in the previous term. VEON

welcomed back its founder Augie K Fabela II, Andrei Gusev, Rt. Hon. Sir Brandon Lewis CBE, Duncan Perry, 70th U.S. Secretary

of State Michael R. Pompeo, Michiel Soeting and VEON Group CEO Kaan Terzioglu to the Board. Following the AGM, the new

Board held its inaugural meeting, and re-elected VEON’s Founder Augie K Fabela II as the Chairman for a third term.

VEON expands renewable energy portfolio with acquisition ofsix solar power plants

US$11 of reimbursable financial assistance to the target companies to refinance existing bank indebtedness. Refer to Note 5 -

Significant transactions in the unaudited interim condensed consolidated financial statements for further details.

VEON Closes US$1.4 billion Bond Offering, Refinancing 2027 Note

due June 1, 2031 and US$700 7.45% senior notes due June 1, 2033. The notes were admitted to trading on the Euro MTF

market of the Luxembourg Stock Exchange on June 1, 2026.

US$1 million unamortized transaction cost) of its 3.375% senior notes due in 2027 pursuant to the tender offer for cash amount

of US$877 (including US$2 million transaction costs), resulting in a net gain on extinguishment of US$8 included in finance

income on the income statement. Refer to Note 8 - Investments, debt and derivatives in the unaudited interim condensed

consolidated financial statements for further details.

KEY DEVELOPMENTS AFTER THE REPORTING PERIOD

Acquisition of controlling interest in TPL Insurance

On July 14, 2026, Jazz International Holding Limited (“JIHL”), a subsidiary of VEON, announced the completion of the acquisition

of a controlling interest in TPL Insurance Limited (“TPL Insurance”), a Pakistan-based general insurance company offering motor,

health, fire, property and other insurance products through its digital platform. Following the completion of the transaction, JIHL

now holds 76.33% of TPL Insurance’s issued share capital, including 6.67% acquired through mandatory tender offer. The total

consideration paid for shares acquired from TPL Corp Limited and through the mandatory tender offer was US$16. As of the date

of the interim condensed consolidated financial statements, the initial purchase price allocation under IFRS 3 has not yet been

completed and, accordingly, the estimated financial impact of the transaction is not yet available.

Repayment of US$210 Term Loan

On July 24, 2026, VEON repaid ahead of its scheduled maturity of March 2027 the principal amount of US$210, together with

accrued interest of US$1, outstanding under the facility agreement entered into on March 27, 2025, with a consortium of

international lenders, including Industrial and Commercial Bank of China ("ICBC") Standard Bank and leading Gulf Cooperation

Council ("GCC") banks.

RESULTS OF OPERATIONS

FINANCIAL PERFORMANCE FORSIX MONTHS ENDED JUNE 30, 2026

• Certain prior period comparatives have been reclassified to conform with the current year presentation.

REVENUE

Our consolidated revenues increased to US$2,472 million for thesix-month period ended June 30, 2026 compared to US$2,113

million for thesix-month period ended June 30, 2025. In US$ terms, our consolidated revenue increased by 17.0%, while in local

currency the growth was 16.9% for thesix-month period ended June 30, 2026 as compared to thesix-month period ended June

30, 2025.

The increase was primarily due to the improved performance in (i) Pakistan driven by effective repricing and increased financial

services usage, (ii)Uzbekistan from repricing, higher mobile financial services revenue, and higher sale of device, (iii) Ukraine

from higher data usage, and the impact of the Uklon & Tabletki acquisitions and (iv) Kazakhstan, driven by higher data usage,

increased device sales and higher mobile financial services usage, partially offset by the sale of Kyrgyzstan in the prior year. The

slightly higher growth in US$ terms compared to local currency growth reflects a modest favorable foreign exchange translation

impact resulting from the appreciation against the US$ during the period.

OPERATING PROFIT

Our consolidated operating profit decreased to US$655 million for thesix-month period ended June 30, 2026 compared to

US$1,059 million for thesix-month period ended June 30, 2025, primarily relating to the US$497 million gain on the disposal of

Deodar in the second quarter of 2025 in connection with the sale of the tower portfolio in Pakistan and higher service cost and

depreciation and amortization expense. Refer to Note 5 - Significant transactions in the unaudited interim condensed

consolidated financial statements attached hereto for further details.

NON-OPERATING PROFITS AND LOSSES

Finance costs

Our consolidated finance costs increased to US$317 million for thesix-month period ended June 30, 2026 compared to US$246

million for thesix-month period ended June 30, 2025. The increase was primarily attributable to interest unwinding on lease

liabilities resulting from Deodar transaction in 2025 and higher debt balances.

Finance income

Our consolidated finance income increased to US$48 million in thesix-month period ended June 30, 2026 compared to US$20

million in thesix-month period ended June 30, 2025, primarily due to higher cash deposits and income recognized on partial

extinguishment of senior notes that were due in 2027.

Other non-operating (loss) / gain, net

During thesix-month period ended June 30, 2026, we recognized another non-operating loss of US$16 million compared to an

other non-operating gain of US$31 million during thesix-month period ended June 30, 2025. The movement was primarily driven

by the fair value remeasurement of JSCKyivstar's outstanding warrants and remeasurement impact of derivative liability relating

to ADG resolution. In addition, the prior-year period included a positive impact from the reassessment of the license asset and

the related unpaid license liability in Kazakhstan, following the early termination of that license contract.

Net foreign exchange gain / (loss)

During thesix-month period ended June 30, 2026, we recognized a net foreign exchange gain of US$13 million, compared to net

foreign exchange loss of US$52 million during thesix-month period ended June 30, 2025. This was primarily driven by favorable

foreign exchange gains recognized in our Ukraine operations, as well as the appreciation of the Pakistani rupee (PKR),

Kazakhstani tenge (KZT), and Uzbekistani som (UZS) against the US$. Further, in the same period last year there was an

exchange loss impact arising from the RUB denominated bonds that were subsequently redeemed.

INCOME TAX EXPENSE

Our consolidated income tax expense was US$120 million for thesix-month period ended June 30, 2026 compared to US$86

million for thesix-month period ended June 30, 2025. The increase in tax charge in H1 2026 reflects both an increase in profit

before tax and the absence of one-off items that had reduced the tax charge in the comparative 2025 period.

For more information regarding income tax expenses, please refer to Note 4 - Income Taxes of the unaudited interim condensed

consolidated financial statements attached hereto.

PROFIT FOR THE PERIOD ATTRIBUTABLE TO THE OWNERS OF THE PARENT

Our profit for the period attributable to the owners of the parent decreased to US$221 million for thesix-month period ended

June 30, 2026 compared to US$694 million for the same period last year, mainly associated with a gain on sale of Deodar

recognized in 2025 period.

PROFIT FOR THE PERIOD ATTRIBUTABLE TO NON-CONTROLLING INTEREST

Our profit for the period attributable to non-controlling interest increased to US$42 million for thesix-month period ended

June 30, 2026 compared to US$32 million for thesix-month period ended June 30, 2025.

Our adjusted EBITDA increased to US$1,069 million for thesix-month period ended June 30, 2026 compared to US$959 million

for thesix-month period ended June 30, 2025. This was primarily due to higher revenues, partially offset by: the absence of prior-

year one-off items, including the BTRC revenue-sharing and minimum tax provision release in Bangladesh; higher energy prices

and personnel costs in Ukraine; weaker gross margin and higher personnel costs in Kazakhstan; higher energy prices and

marketing spend in Pakistan; and the prior-year sale of the Kyrgyzstan operation.

The following table provides the reconciliation of Profit for thesix-month period ended June 30 to total adjusted EBITDA:

RESULT OF REPORTABLE SEGMENTS

PAKISTAN

RESULTS OF OPERATIONS IN PKR

SELECTED PERFORMANCE INDICATORS FORMOBILE BUSINESS

REVENUE

In Pakistan, revenue increased by 23.5% in US$ reporting currency terms and 23.0% in local currency terms for thesix-month

period ended June 30, 2026 compared to thesix-month period ended June 30, 2025. The increase in local currency terms is

primarily due to higher data usage, repricing and higher JazzCash services usage. The larger increase in period-over-period

revenue in US$ terms, as compared to local currency growth, was impacted by the appreciation of the local currency against

US$ during the period.

In Pakistan, adjusted EBITDA increased by 30.5% in US$ reporting currency terms and increased by 29.9% in local currency

terms for thesix-month period ended June 30, 2026 compared to thesix-month period ended June 30, 2025. The increase in

[both US$ and] local currency terms is primarily due to higher revenues, as stated above, which were partially offset by higher

personnel costs, marketing spends and energy prices.

As of June 30, 2026, we had 75.4 million customers in Pakistan, representing an increase of 2.1% compared to June 30, 2025,

mainly due to focus on retaining high-value customers and continued expansion of 4G/5G data network.

In Pakistan, mobile ARPU increased by 22.4% in US$ reporting currency terms and by 21.9% in local currency terms for thesix-

month period ended June 30, 2026 compared to thesix-month period ended June 30, 2025. This increase in both US$ and local

currency terms was primarily due to effective pricing actions and continued monetization of data usage.

UKRAINE

RESULTS OF OPERATIONS IN UAH

REVENUE

In Ukraine, revenue increased by 22.9% in US$ reporting currency terms and 29.2% in local currency terms for thesix-month

period ended June 30, 2026 compared to thesix-month period ended June 30, 2025. The increase in[both US$ and] local

currency terms was primarily driven by repricing, increased usage of Uklon services (full six-month contribution in 2026), stronger

Kyivstar TV performance and the consolidation of Tabletki following its acquisition, compared to the prior period. The lower

period-over-period revenue growth rate in US$ terms, as compared to local currency growth, was impacted by depreciation of

the local currency against US$ during the period.

In Ukraine, adjusted EBITDA increased by 17.6% in US$ reporting currency terms and 23.6% in local currency terms for thesix-

month period ended June 30, 2026 compared to thesix months ended June 30, 2025. The increasein local currency terms is

primarily due to higher revenues partly offset by the impact of Roam-like-at-home regulatory obligations, higher tariffs for utilities

and higher network maintenance costs and higher personnel costs.

As of June 30, 2026, we had 21.8 million mobile customers in Ukraine, representing a decrease of 2.8% compared to June 30,

2025. This was primarily due to thefocus on retaining high-value customers.

In Ukraine, mobile ARPU increased by 26.4% in US$ reporting currency terms and 32.8% in local currency terms for thesix-

month period ended June 30, 2026 compared to the six-month period ended June 30, 2025, primarily due to an increase in

mobile data usage, andeffective pricing actions across a lower subscriber base.

KAZAKHSTAN

RESULTS OF OPERATIONS IN KZT

REVENUE

In Kazakhstan, revenue increased by 12.6% in US$ reporting currency terms, and increased by 6.9% in local currency terms for

thesix-month period ended June 30, 2026 compared to thesix-month period ended June 30, 2025. The increase in local

currency terms was primarily due to higher telecommunications and infrastructure revenues, alongside increased device sales,

partially offset by impact of the increase in the standard VAT rate from 12% to 16%, effective January 2026. Revenue growth in

US$ terms exceeded the local currency growth, reflecting the appreciation of the local currency against the US$ during the

period.

In Kazakhstan, adjusted EBITDA decreased by 7.5% in US$ reporting currency terms and by 12.3% in local currency terms for

thesix-month period ended June 30, 2026 compared to thesix-month period ended June 30, 2025. The decrease in local

currency terms is primarily due to higher services costs, commercial costs, higher personnel costs and marketing spend.

As of June 30, 2026, we had 11.7 million mobile customers in Kazakhstan, unchanged from the prior year.

In Kazakhstan, mobile ARPU increased by 3.3% in US$ reporting currency terms and decreased by 1.9% in local currency terms

for thesix-month period ended June 30, 2026 compared to thesix-month period ended June 30, 2025. The decline in local

currency ARPU was primarily driven by lower mobile service revenue usage. ARPU growth in US$ terms, despite the decrease in

local currency terms, was a result of the appreciation of the local currency against the US$during the period.

UZBEKISTAN

RESULTS OF OPERATIONS IN UZS

REVENUE

In Uzbekistan, revenue increased by 12.9% in US$ reporting currency terms and 6.0% in local currency terms forsix-month

period ended June 30, 2026 compared tosix-month period ended June 30, 2025. The increase in local currency terms is

primarily due to repricing, higher digital financial services revenue, and higher sale of devices. The increase in period-over-period

revenue in US$ terms, as compared to the local currency growth, was impacted by the appreciation of the local currency against

US$ during the period.

In Uzbekistan, adjusted EBITDA increased by 8.7% in US$ reporting currency terms and 2.0% in local currency terms for thesix-

month period ended June 30, 2026 compared to thesix-month period ended June 30, 2025. The increasein local currency terms

is primarily driven by higher revenue contribution, partly offset by higher personnel costs and service costs.

As of June 30, 2026, we had 7.7 million mobile customers in our Uzbekistan segment representing a decrease of 2.6%

compared to June 30, 2025. This was primarily due to the increased competition in the market and focus on high-value customer

retention.

In Uzbekistan, mobile ARPU increased by 14.4% in US$ reporting currency terms and 7.4% in local currency terms for thesix-

month period ended June 30, 2026 compared to thesix-month period ended June 30, 2025, primarily due to growth in mobile

data usage and a focus on retaining high-value customers. Revenue growth in US$ terms exceeded local currency growth,

reflecting the appreciation of the local currency against the US$ during the period.

BANGLADESH

RESULTS OF OPERATIONS IN BDT

REVENUE

In Bangladesh, revenue increased by 3.7% in US$ reporting currency terms and by 4.5% in local currency terms for thesix-

month period ended June 30, 2026 compared to thesix-month period ended June 30, 2025. The increase in local currency terms

was primarily driven by significantly higher contribution from digital services partly offset by lower data and voice usage. U.S.

dollar terms growth was slightly impacted by the depreciation of the local currency against US$ during the period.

In Bangladesh, adjusted EBITDA decreased by 24.0% in US$ reporting currency terms and by 23.4% in local currency terms for

thesix-month period ended June 30, 2026 compared to thesix-month period ended June 30, 2025. This local currency decrease

was primarily driven by the release of a minimum tax provision due to change in local tax law and release of a one-time provision

related to fees payable to the Bangladesh Telecommunication Regulatory Commission in the same period last year which was

partially offset by higher revenues.

As of June 30, 2026, we had 35 million mobile customers in our Bangladesh segment representing a slight increase of 0.4%

compared to June 30, 2025.

In Bangladesh, mobile ARPU is consistent in US$ reporting currency terms and increased by 6% in local currency terms for the

six-month period ended June 30, 2026 compared to thesix-month period ended June 30, 2025. This increase in local currency

terms is due to an emphasis on the data-focused user base after shedding low-usage subscribers.

LIQUIDITY AND CAPITAL RESOURCES

WORKING CAPITAL

As of June 30, 2026, we hadnegative working capital of US$124 million, compared to negative working capital of US$319 million

as of December 31, 2025. Working capital is defined as current assets less current liabilities.

The change of net working capital compared to December 31, 2025 was primarily due to an increase in our current asset base of

US$592 million along with the increase in our current liabilities base amounting to US$397 million as of June 30, 2026. The

change in working capital is primarily driven by the proceeds from the 2026 bond issuance.

Our working capital is monitored on a regular basis by our management. Our management expects to repay our debt as it

becomes due from our operating cash flows, cash on our balance sheet or through additional borrowings. Although we have

negative working capital, our management believes that our cash balances and available undrawn credit facilities are sufficient to

meet our short-term cash requirements.

BORROWINGS

As of June 30, 2026, borrowings amounted to US$3,506 million (December 31, 2025: US$3,143 million), of which the principal

amounts of our external indebtedness represented by bank loans and bonds amounted to US$3,429 million, compared to

US$3,049 million as of December 31, 2025. In addition, we had US$77 million (December 31, 2025: US$94 million) outstanding

related to long-term capex accounts payable.

As of June 30, 2026, VEON had the following principal amounts outstanding for interest-bearing loans and bonds as well as

overdrawn bank accounts:

• The table does not include long-term capex accounts payable of US$77 million.

VEON's contractual obligations primarily relate to capital commitments for property, plant, and equipment and intangible assets,

bank loans and bonds, as well as lease liabilities. We did not have any off-balance sheet arrangements that had or are

reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenue or expenses,

results of operations, liquidity, capital expenditures or capital resources, in each case that are material to investors.

INTERIM CONSOLIDATED CASH FLOW SUMMARY

For more details, see the interim condensed consolidated statement of cash flows in the unaudited interim condensed

consolidated financial statements attached hereto.

OPERATING ACTIVITIES

During thesix-month period ended June 30, 2026, net cash flows from operating activities increased to US$860 million from

US$569 million during thesix-month period ended June 30, 2025. The movement in operating activities mainly relates to the

positive movement in working capital changes increased net profit before tax after non-cash adjustments and lower tax outflows.

INVESTING ACTIVITIES

During thesix-month period ended June 30, 2026, net cash outflows for investing activities were US$654 million, compared to

US$318 million for thesix-month period ended June 30, 2025. The prior comparative period benefited from proceeds from the

sale of Deodar, which were partially offset by the acquisition of Uklon. In the current period, net outflows increased primarily due

to the absence of proceeds from the Sale of Deodar, combined with acquisition related cash outflows for Tabletki, Shtorm, and

six solar power plants.

Acquisitions and Disposals

For information regarding our acquisitions and disposals, see Note 5 - Significant transactions, Note 6 - Property and Equipment

and Note 7 - Intangible Assets to the unaudited interim condensed consolidated financial statements attached hereto.

FINANCING ACTIVITIES

During thesix-month period ended June 30, 2026, net cash inflows from financing activities were US$246 million compared to

net cash outflows of US$667 million during thesix-month period ended June 30, 2025. We raised US$1,606 million, net of fees

(2025: US$562 million) and repaid US$1,318 million (2025: US$1,055 million) under various debt facilities and leases.

For information regarding changes to our debt portfolio during thesix-month period ended June 30, 2026, see Note 8 -

Investments, debt and derivatives to the unaudited interim condensed consolidated financial statements attached hereto.

FUTURE LIQUIDITY AND CAPITAL REQUIREMENTS

During thesix-month period ended June 30, 2026, our capital expenditures excluding licenses and right-of-use assets (“CAPEX

exc. licenses and ROU”) were US$336 million compared to US$365 million in thesix-month period ended June 30, 2025. The

decrease was primarily due to phasing of capex spend. Our capex spend continues to focus on network modernization and new

investments in high-speed networks and acceleration in the network deployment program.

We expect 2026 CAPEX, exc. licenses and ROU, to be primarily allocated to investments in high-speed data networks to support

mobile data growth, including the continued rollout of 4G/LTE networks in Bangladesh, Pakistan, Kazakhstan, and Ukraine. We

expect these expenditures to continue to be significant throughout the remainder of 2026. While our medium-term plan for

CAPEX, exc. licenses and ROU is to invest in new 5G preparations in Pakistan and high-speed data networks to continue to

capture mobile data growth, including the continued roll-out of 4G/LTE networks in Pakistan, Ukraine and Bangladesh.

Management anticipates that the funds necessary to meet our current and expected capital requirements in the foreseeable

future (including with respect to any possible acquisitions) will continue to come from:

•Cash we currently hold;

•Operating cash flows;

•Borrowings under syndicated bank financings, including credit lines currently available to us; and

•Issuances of debt securities on local and international capital markets, with international capital markets expected to be

reestablished as a viable funding source.

VEON’s principal sources of liquidity include cash generated from operations, cash and cash equivalents on hand, access to

local and international debt capital markets and bank financing arrangements. The Group has continued to demonstrate access

to both local banking markets and international capital markets, including through its recent debt issuances. Syndicated and

bilateral bank facilities also provide an important and complementary source of liquidity.

Despite the impact of the war in Ukraine, the Group’s ability to generate cash flows and service its indebtedness has not been

materially affected to date, supported by the strong performance and cash generation of its other operating markets. VEON Ltd.

relies principally on dividends, distributions, intercompany loan repayments and other transfers from its subsidiaries to meet its

obligations. The ability of its subsidiaries to transfer funds may be affected by their operating performance, local liquidity

requirements, foreign exchange controls, regulatory and contractual restrictions, sanctions-related considerations and other legal

or economic factors.

The availability and cost of external financing depend on a number of factors, including the Group’s operating and financial

performance, prevailing market conditions, contractual restrictions, the financial position and risk appetite of international and

local lenders, applicable sanctions and compliance considerations, and the overall liquidity and stability of capital markets. VEON

has maintained access to the international debt capital markets. On June 1, 2026, the Group issued US$700 million aggregate

principal amount of 6.95% senior notes due 2031 and US$700 million aggregate principal amount of 7.45% senior notes due

2033. The coupons on these issuances were below the 9.00% coupon on the Group’s US$200 million private placement

completed on July 15, 2025, although the respective instruments have different maturities, structures and market conditions.

Recent geopolitical developments in the Middle East have contributed to longer execution timelines for certain prospective bank

financing arrangements. The availability, timing, size and pricing of any such financing remain subject to market conditions,

lender approvals, satisfactory documentation and other customary conditions, and there can be no assurance that such financing

will be completed on the terms currently contemplated or at all. However, current indications suggest that funding costs should

nevertheless remain more attractive than those of the Group’s existing facilities.

The Group’s ability to raise additional capital, and the cost of such capital, may also be influenced by its credit ratings. VEON’s

ratings take into account both its standalone credit characteristics and the sovereign and transfer-and-convertibility risks

associated with the markets in which it operates. The Group’s operating performance, cash generation, financial policies and

liquidity position are among the factors considered by the rating agencies in their assessments.

While VEON's ratings remain constrained by the sovereign rating ceilings of the markets in which it operates, the Group has

consistently delivered strong operational performance, enabling it to achieve ratings that are two notches above the relevant

sovereign ratings, the highest uplift typically attainable under the applicable rating methodologies. This provides external

validation of the strength of VEON’s standalone credit profile.

The Group continues to review its capital structure, liquidity position and debt maturity profile and may, subject to market

conditions, seek to raise additional financing, refinance or repay existing indebtedness, or undertake debt repurchases or other

liability-management transactions.

As of June 30, 2026, VEON had approximately US$968 millionof cash held at the level of its headquarters (“HQ”), which was

deposited with international banks and invested in money market funds, and which is fully accessible at HQ. In addition, VEON’s

operating companies had a total cash position equivalent to US$1,225 million of which US$509 million related to banking

operations in Pakistan.

Below is the reconciliation of capital expenditures (excluding licenses and right-of-use assets) to cash flows used for purchases

of property, plant and equipment and intangible assets:

*Refer to Note 2 - Segment information of the unaudited interim condensed consolidated financial statements.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to market risk from adverse movements in foreign currency exchange rates and changes in interest rateson our

obligations.

As of June 30, 2026, the currency exposure risks for our Group were in relation to the Pakistani rupee, the Bangladeshi taka, the

Ukrainian hryvnia, the Kazakh tenge and the Uzbekistani som, because the majority of our cash flows from operating activities in

Pakistan, Bangladesh, Ukraine, Kazakhstan and Uzbekistan are denominated in each of these functional currencies,

respectively, while our debt, if not incurred in or hedged to the functional currencies, is primarily denominated in US$.

As of June 30, 2026, we held approximately 56% of our cash and bank deposits in US$, compared to 48% as of June 30, 2025,

in order to hedge against the risk of functional currency devaluation. To reduce balance sheet currency mismatches, we hold part

of our debt in Pakistani rupee, Bangladeshi taka and other currencies, as well as selectively enter into foreign exchange

derivatives. Nonetheless, if the US$ value of the Bangladeshi taka, Pakistani rupee, Uzbekistani som, Ukrainian hryvnia or the

Kazakh tenge were to dramatically decline, it could negatively impact our ability to repay or refinanceour US$denominated

indebtedness and could adversely affect our financial condition and results of operations.

In accordance with our policies, we do not enter into any treasury transactions of a speculative nature. Our treasury function has

developed risk management policies that establish guidelines for limiting foreign currency exchange rate risk.

As of June 30, 2026, 70% of our Group’s total debt was fixed rate debt.

Unaudited interim condensed

consolidated financial statements

As of and for thesix and three-month periods

ended June 30, 2026

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