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Annual General Meeting 2024 ∗ Mercedes-Benz Group

Mercedes-Benz Group AG

Stuttgart

- ISIN DE 000 710 000 0 -

Invitation to the 2024 Annual General Meeting1

We herewith invite our shareholders to attend the

Annual General Meeting

of Mercedes-Benz Group AG

on Wednesday, 8 May 2024 at 10:00 a.m. (CEST).

The Annual General Meeting will be held as a virtual General Meeting pursuant to Section 118a, Subsection 1 Sentence 1 of the German Stock Corporation Act (Aktiengesetz) without the physical presence of shareholders or their proxies (with the exception of the proxies appointed by the Company) at the venue of the Annual General Meeting. The venue of the General Meeting for the purposes of the German Stock Corporation Act is Carl Benz-Arena, Mercedesstraße 73d, 70372 Stuttgart, Germany.

Duly registered shareholders or their proxies will be able to connect to the virtual General Meeting electronically via the InvestorPortal by visiting

group.mercedes-benz.com/investorportal.

Irrespective of registration and exercising shareholder rights electronically, the full length of the Annual General Meeting will be audio-visually broadcast live for Mercedes-Benz Group AG shareholders entered in the share register and their proxies on the InvestorPortal at group.mercedes-benz.com/investorportal.

The opening of the General Meeting, the introductory statement of the Chairman of the Supervisory Board and the speech by the Chairman of the Board of Management can also be followed by the interested public online at

group.mercedes-benz.com/am-2024.

Voting rights may only be exercised by shareholders or their proxies - including electronically - by absentee voting or by granting power of attorney to the proxies appointed by the Company.

1 Convenience translation; German version is legally binding.

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Annual General Meeting 2024 ∗ Mercedes-Benz Group

Contents

SECTION A

Agenda

1. Presentation of the adopted annual financial statements, the approved consolidated financial statements, the com- bined management report for Mercedes-Benz Group AG and the Group and the report of the Supervisory Board for financial year 2023 - without voting
2. Resolution on appropriation of distributable profit
3. Resolution on ratification of Board of Management members' actions in financial year 2023
4. Resolution on ratification of Supervisory Board members' actions in financial year 2023
5. Resolution on appointment of the auditor for interim financial reports
6. Rsolution on elections to the Supervisory Board
7. 1. Dr Doris Höpke
   2. Dr Martin Brudermüller
8. Resolution on approval of the remuneration report for financial year 2023

SECTION B

Information on the candidates proposed for election to the Supervisory Board (re Agenda Item 6)

SECTION C

Remuneration Report for financial year 2023 (re. Agenda Item 7)

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Annual General Meeting 2024 ∗ Mercedes-Benz Group

SECTION D

Additional Information

1. Total number of shares and voting rights
2. General Meeting held as a virtual meeting
3. Access to the InvestorPortal and electronic connection to the General Meeting
4. Registration
5. Procedure for absentee voting
6. Procedure for voting by proxies appointed by the Company
7. Procedure for voting by other proxies
8. Last possible time for casting, changing and revoking absentee ballots or powers of attorney and instructions issued
9. Additional information on exercising voting rights
10. Motions, election proposals, statements, right to speak, requests for information, objections (information on share- holders' rights pursuant to Section 122, Subsection 2, Section 126, Subsections 1 and 4, Section 127, Section 130a, Section 131, Subsection 1, Section 118a, Subsection 1 Sentence 2 no. 8 in conjunction with Section 245 of the German Stock Corporation Act (Aktiengesetz))
11. 1. Requests for additions to the Agenda pursuant to Section 122, Subsection 2 of the German Stock Corporation Act (Aktiengesetz)
    2. Countermotions and election proposals pursuant to Section 126, Subsections 1 and 4, Section 127, Section 130a, Subsection 5 Sentence 3, Section 118a, Subsection 1 Sentence 2 no. 3 of the German Stock Corporation Act (Aktiengesetz)
    3. Right to submit statements pursuant to Section 130a, Subsections 1 to 4 of the German Stock Corporation Act (Aktiengesetz)
    4. Right to speak pursuant to Section 118a, Subsection 1 Sentence 2 no. 7, Section 130a, Subsections 5 and 6 of the German Stock Corporation Act (Aktiengesetz)
    5. Right to obtain information pursuant to Section 118a, Subsection 1 Sentence 2 no. 4, Section 131, Subsection 1 of the German Stock Corporation Act (Aktiengesetz)
    6. Objection to be recorded to resolutions of the General Meeting pursuant to Section 118a, Subsection 1 Sentence 2 no. 8 in conjunction with Section 245 of the German Stock Corporation Act (Aktiengesetz)

    11. Futher explanations

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Annual General Meeting 2024 ∗ Mercedes-Benz Group

SECTION A

Agenda

1. Presentation of the adopted annual financial statements, the approved consolidated financial statements, the combined management report for Mercedes-Benz Group AG and the Group and the report of the Supervisory Board for financial year 2023

The above-mentioned documents also include the explanatory report on the information required pursuant to Section 289a and Section 315a of the German Commercial Code (Handelsgesetzbuch) for financial year 2023. They are con- tained in the 2023 annual report along with the non-financial statement for the Company and the Group and the dec- laration on corporate governance but excluding the annual financial statements of Mercedes-Benz Group AG. The an- nual report and the annual financial statements of Mercedes-Benz Group AG for financial year 2023 are available as from the date of the General Meeting notice at

group.mercedes-benz.com/am-2024.

These documents will also be available, and explained in more detail, at the General Meeting. The remuneration report is also available on the aforementioned website.

The Supervisory Board has approved the annual financial statements and the consolidated financial statements as of December 31, 2023 prepared by the Board of Management; the annual financial statements are thereby adopted. In accordance with the statutory provisions, the Agenda does therefore not provide for a shareholder resolution in relation to Item 1.

2. Resolution on the appropriation of distributable profit

The Board of Management and the Supervisory Board propose that the distributable profit for financial year 2023 in the amount of € 6,048,941,390.46 be appropriated as follows:

Dividend distribution of € 5.30
per no-par value share entitled to dividends	€	5,517,122,921.70
Transfer to retained earnings	€	531,818,468.76

Pursuant to Section 58, Subsection 4, Sentence 2 of the German Stock Corporation Act (Aktiengesetz), the claim to payment of dividends is due on the third business day following adoption of the resolution by the General Meeting, i.e., on 14 May 2024.

A portion of € 153,015,547.40 of the amount proposed for transfer to retained earnings accounts for 28,870,858 treasury shares that were directly or indirectly held by the Company on 31 December 2023 and are not entitled to dividends in accordance with Section 71b of the German Stock Corporation Act (Aktiengesetz). As, due to the ongoing share buyback program, the number of treasury shares directly or indirectly held by the Company will change by the time of the General

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Annual General Meeting 2024 ∗ Mercedes-Benz Group

Meeting, a correspondingly adjusted resolution proposal will be submitted to the General Meeting. For this purpose, the portion of the distributable profit intended for transfer to the retained earnings and the total distribution amount will be adjusted accordingly with the dividend of € 5.30 per no-par value share entitled to dividends remaining unchanged.

1. Resolution on ratification of Board of Management members' actions in financial year 2023
   The Board of Management and the Supervisory Board propose that the actions of the Board of Management members who were in office in the 2023 financial year be ratified for that period.
2. Resolution on ratification of Supervisory Board members' actions in financial year 2023
   The Board of Management and the Supervisory Board propose that the actions of the Supervisory Board members who were in office in the 2023 financial year be ratified for that period.
3. Resolution on the appointment of the auditor for interim financial reports
   As provided for by the resolution proposal on the basis of a selection procedure performed pursuant to Art. 16 of the EU Audit Regulation that was submitted to the 2023 Annual General Meeting by the Supervisory Board, the Annual General Meeting held on May 3, 2023 already appointed PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesell- schaft, Frankfurt am Main, as the auditor for the annual financial statements, the auditor for the consolidated financial statements and the auditor for the review of the interim financial reports for financial year 2024.
   Based on the recommendation of the Audit Committee, the Supervisory Board proposes that PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft, Frankfurt am Main, be appointed as the auditor for the review of interim finan- cial reports for financial year 2025 in the period until the next Annual General Meeting in financial year 2025.
   The Audit Committee declared that its recommendations to the Supervisory Board are free from undue influence by third parties and that no clause has been imposed upon it of the kind referred to in Art. 16, Subsection 6 of the EU Audit Regulation (Regulation (EU) No. 537/2014 of the European Parliament and of the Council of 16 April 2014 on specific requirements regarding statutory audit of public-interest entities and repealing Commission Decision 2005/909/EC).
4. Resolution on elections to the Supervisory Board
   At the end of the Annual General Meeting 2024, the period of office of Dr Bernd Pischetsrieder as shareholders‹ repre- sentative on the Supervisory Board will end.
   For this reason, a Supervisory Board member representing the shareholders must be elected. Pursuant to Section 96, Subsection 1 and Section 101, Subsection 1 of the German Stock Corporation Act (Aktiengesetz) and Section 7, Subsec- tion 1, Sentence 1, No. 3 of the German Co-determination Act (Mitbestimmungsgesetz), the Supervisory Board is com- posed of ten members representing the shareholders and ten members representing the employees, and pursuant to Section 96, Subsection 2, Sentence 1 of the German Stock Corporation Act (Aktiengesetz) is composed of not less than 30% of women (i.e., not less than six) and of not less than 30% of men (i.e., not less than six). The gender quota is to be fulfilled by the Supervisory Board as a whole, unless the members representing the shareholders or those repre- senting the employees object to the fulfillment of this ratio by the Supervisory Board as a whole pursuant to Section 96, Subsection 2, Sentence 3 of the German Stock Corporation Act (Aktiengesetz). There was no objection to fulfilment of the ratio by the Supervisory Board as a whole with regard to election by the 2024 Annual General Meeting. At the

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Annual General Meeting 2024 ∗ Mercedes-Benz Group

time of publication of this notice, a total of six women are members of the Supervisory Board, of whom three are shareholder representatives and three are employee representatives. If the candidate proposed by the Supervisory Board, Dr Doris Höpke, is elected, the number of women represented on the shareholder side will increase to four. Accordingly, the minimum quota is fulfilled at present and following election of the candidates proposed by the Supervisory Board.

With the end of Dr Bernd Pischetsrieder‹s term of office as shareholder representative on the Supervisory Board, his appointment as Chairman of the Supervisory Board will also end at the end of the 2024 Annual General Meeting. It is planned that the Supervisory Board will resolve on the election of Dr Martin Brudermüller as Chairman of the Supervisory Board following the 2024 Annual General Meeting. The current mandate of Dr Martin Brudermüller as shareholder representative on the Supervisory Board will end at the end of the 2025 Annual General Meeting. In order to ensure stability in the Supervisory Board chairmanship and in view of the succession plan, it is intended that the re-election of Dr Martin Brudermüller as shareholder representative on the Supervisory Board be proposed to the 2024 Annual General Meeting already, but with effect from the end of the 2025 Annual General Meeting until the end of the 2028 Annual General Meeting.

Also when taking into account the remaining term of the current mandate of Dr Martin Brudermüller until the end of the 2025 Annual General Meeting, the proposed new term of office corresponds to Mercedes-Benz Group AG‹s practice of proposing shareholder representatives for election for a shorter term than the statutory maximum of five years. In the event of his election by the General Meeting and his subsequent election as Chairman of the Supervisory Board, it would be ensured that Dr Martin Brudermüller would be available to the Supervisory Board as Chairman for a term of office of four years.

The following election proposal is based on the recommendation of the Supervisory Board's Nomination Committee and seeks to meet the requirements profile for the entire board with a profile of skills and expertise and a diversity concept defined by the Supervisory Board. The requirements profile and the status of its implementation as of 31 De- cember 2023 are published in the declaration on corporate governance, which is available online at group.mercedes- benz.com/company/corporate-governance/declarations-reports/ as a separate document and at group.mercedes- benz.com/am-2024 as part of the annual report.

The Supervisory Board proposes that

1. Dr Doris Höpke, Bad Tölz, Germany, C-Suite/Senior Advisor and Mediator (independent and partnering with Reck- henrich Advisors)
   be elected as shareholder representative on the Supervisory Board with effect from the end of the 2024 Annual General Meeting until the end of the General Meeting that resolves on the ratification of the Supervisory Board members' actions for the third financial year following the beginning of the term of office.
2. Dr Martin Brudermüller, Mannheim, Germany, Chairman of the Management Board of BASF SE (listed)
   be re-elected as shareholder representative on the Supervisory Board with effect from the end of the 2025 Annual General Meeting until the end of the General Meeting that resolves on the ratification of the Supervisory Board members' actions for the second financial year following the beginning of the term of office.

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Annual General Meeting 2024 ∗ Mercedes-Benz Group

The financial year in which the respective term of office begins is not counted.

Further information on the candidates proposed for election, including information on memberships in other statutory supervisory boards or similar supervisory bodies, is set out at the end of this Agenda in Section B and is available on the Company's website at group.mercedes-benz.com/am-2024 and will also be available there during the General Meeting.

It is intended to have the General Meeting decide on the candidates by separate votes.

7. Resolution on the approval of the remuneration report for financial year 2023

Pursuant to Section 162 of the German Stock Corporation Act (Aktiengesetz), the Board of Management and the Super- visory Board have prepared a report on the remuneration granted and owed to the members of the Board of Manage- ment and of the Supervisory Board in financial year 2023 which shall be submitted to the General Meeting for approval in accordance with Section 120a Subsection 4 of the German Stock Corporation Act (Aktiengesetz).

In accordance with Section 162 Subsection 3 of the German Stock Corporation Act (Aktiengesetz), the remuneration report was audited by the financial year 2023 auditor, KPMG AG Wirtschaftsprüfungsgesellschaft, Berlin, as to whether the disclosures required pursuant to Section 162 Subsections 1 and 2 of the German Stock Corporation Act (Aktieng- esetz) have been made. Beyond statutory requirements, the auditor also applied substantive criteria in its audit. The audit opinion is attached to the remuneration report.

The Board of Management and the Supervisory Board propose to approve the remuneration report prepared for finan- cial year 2023 pursuant to Section 162 of the German Stock Corporation Act (Aktiengesetz).

The remuneration report is set out at the end of the Agenda in Section C. It is also available at group.mercedes- benz.com/am-2024 and will also be available there during the General Meeting.

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Annual General Meeting 2024 ∗ Mercedes-Benz Group

SECTION B

Information on the candidates proposed for election to the Supervisory Board

(re. Agenda Item 6)

Dr Doris Höpke, Bad Tölz, Germany

C-Suite/Senior Advisor and Mediator (independent and partnering with Reckhenrich Advisors) Nationality: German

Dr Doris Höpke was born in Georgsmarienhütte (Germany) in 1966.

After studying law at the universities of Osnabrück, Hanover and Leiden (Netherlands), she completed her legal education by passing the first and second state examination as well as earning a doctoral degree. Additionally, she obtained a master's degree in Mediation.

Dr Doris Höpke commenced her professional career in 1996 at "HDI Haftpflichtverband der Deutschen Industrie V.a.G." as an assistant to the Board Member responsible for Industrial Liability Insurance. Subsequently, at HDI, she served as in-house legal counsel, responsible for the negotiation and settlement of large industrial liability claims against German corporate clients worldwide. In 1999, Dr Doris Höpke joined the Münchener Rückversicherungs-Gesellschaft Aktiengesellschaft in Mün- chen (Munich Re), where she worked as an in-house legal counsel in the Corporate Risk business. From 2001 onwards, she took on various leadership positions in project management roles, as Head of the Aerospace & Special Services business unit and as Presidenta Ejecutiva of Munich Re Sucursal en España, Madrid. From 2014 to 2022, Dr Doris Höpke was a member of the Board of Management of Munich Re with responsibility for various global specialized sectors such as healthcare and aerospace, agricultural and credit risks and, from 2018, the Europe and Latin America division. Additionally, since 2017, she assumed responsibility for global Human Resources of Munich Re's re-insurance business segment and held the role of Labour Director.

Since May 2022, Dr Doris Höpke has been working as an independent advisor, focusing on providing personal consulting to members of Boards of Management and Supervisory Boards as well as resolving conflicts within and between governance bodies.

Dr Doris Höpke is not a member of any other legally mandatory supervisory boards or any other comparable supervisory bodies.

Dr Martin Brudermüller, Mannheim, Germany

Chairman of the Management Board of BASF SE (listed) until the end of the annual general meeting of BASF SE on April 25, 2024

Nationality: German

Dr Brudermüller was born in Stuttgart (Germany) in 1961. From 1980 onwards he studied Chemistry at the University of Karls- ruhe (Germany) and received his degree there in 1985. After earning his doctorate in Karlsruhe in 1987, he did a postdoc at the University of California, Berkeley, United States.

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Annual General Meeting 2024 ∗ Mercedes-Benz Group

Dr Brudermüller started his career with BASF in 1988 in the Ammonia Laboratory. From 1993 to 1995 he worked in New Business Development/Marketing in the Intermediates division. In 1995, he transferred to BASF Italia Spa, Milan, Italy, as Head of Sales Intermediates, Pharma Chemicals. Following this assignment, he became Staff to the Vice Chairman of the Board of Executive Directors and, from 1999 onwards, Director Production fat-soluble vitamins in the Fine Chemicals operating division.

From 2001 to 2003 he was Senior Vice President Strategic Planning and from 2003 to 2006 President of the Functional Polymers division. From May 2011, he was Vice Chairman of the Board of Executive Directors of BASF SE and from May 2015 until January 2021 Chief Technology Officer (CTO) of BASF SE. Dr Brudermüller has been a Member of the Board of Executive Directors since 2006, and during this time he was also responsible for the Asia Pacific region headquartered in Hong Kong, as well as the Performance Materials division. Since 2018, he is Chairman of the Board of Executive Directors of BASF SE and currently responsible for the divisions Corporate Legal, Compliance, Tax & Insurance, Corporate Development, Corporate Communications & Government Relations, Corporate Human Resources and Corporate Investor Relations. He drives forward the implementation of the company's sustainability strategy. His contract will expire with the Annual General Meeting of BASF SE on April 25, 2024.

Dr Martin Brudermüller is a member of the following other legally mandatory supervisory boards and comparable supervisory bodies:

• Mercedes-BenzAG
• Accenture Plc, Dublin, Ireland (listed)

The candidates' résumés are also available online at group.mercedes-benz.com/am-2024.

In the opinion of the shareholder representatives on the Supervisory Board, the proposed candidates are independent within the meaning of the German Corporate Governance Code (Deutscher Corporate Governance Kodex) and have no further personal or business relationship with Mercedes-Benz Group AG or any of its Group companies, the corporate bodies of Mer- cedes-Benz Group AG or any shareholder with a substantial interest in Mercedes-Benz Group AG, the disclosure of which is recommended by the German Corporate Governance Code (Deutscher Corporate Governance Kodex).

The Supervisory Board has also satisfied itself that the proposed candidates will be able to perform the duties expected of them in the time required for the office.

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