Agfa Gevaert : Shareholder Meeting Document

Unofficial translation from Dutch

Agfa-Gevaert

Public Limited Company Septestraat 27

B-2640 MORTSEL

Company Registration Number 0404 021 727

MINUTES OF THE ANNUAL GENERAL MEETING HELD ON 13THMAY 2025 OFFICIALS

The meeting was opened at 11 a.m. under the chairmanship of Mr Frank Aranzana. The chairman appointed Mr Wilfried Van Lishout as secretary, and Messrs. Peter Couwenberg and Artur Bagaev as scrutineers.

COMPOSITION OF THE MEETING

The officials established that the calling for the meeting including the announcement of the agenda was in complete compliance with the legal requirements and the articles of incorporation of the company.

A copy of the announcement in the Official Gazette of April 11, 2025 and in the newspaper De Tijd of April 11, 2025 was presented to the officials, who initialled same.

The announcement has also been published on the website of the company.

The registered shareholders, as well as the auditor were invited by letter or, for those who individually expressed their approval, by email on April 11, 2025. The Board Members expressly waived their right to receive a personal invitation.

The shareholders who were either present or represented at the meeting are stated on the attendance list, which was signed by each shareholder or their representative.

From the attendance list that has already been signed by the officials, it was clear that there were 33 shareholders present or represented, whom together accounted for 22,168,286 shares in the company.

Since the meeting could legally deliberate and make decisions irrespective of the size of the shareholding held by those shareholders present or represented, the meeting could consequently legally deliberate and make resolutions regarding any item on the agenda.

AGENDA

The meeting has the following agenda:

1. Acknowledgement of the Annual Report of the Board of Directors and report of the Statutory Auditor regarding the statutory accounts and the consolidated accounts as per December 31, 2024.

2. Acknowledgement of the assurance report of the Statutory Auditor regarding the standalone and consolidated sustainability information.

3. Acknowledgement of the consolidated accounts as per December 31, 2024

4. Approval of the annual accounts as per December 31, 2024.

   Proposal for resolution: the General Meeting resolves to approve the statutory accounts of the financial year concluded on December 31, 2024, including the following allocation of the result:

   - imputation of the loss of 55,478,806.65 Euro to the result carried forward.

5. Rendering available of share premiums

   Proposal for resolution: the General Meeting decides to render available all share premiums that can be rendered available without specific formalities, in order to allow the Board of Directors to use these share premiums to offset losses incurred.

6. Approval of the Remuneration Report.

   Proposal for resolution: the General Meeting resolves to approve the Remuneration Report included in the Annual Report on the financial year concluded December 31, 2024.

7. Approval of the Remuneration Policy.

   Proposal for resolution: the General Meeting resolves to approve the 2025 Remuneration Policy as published on the website https://www.agfa.com/investorrelations.

8. Discharge of the Directors.

   Proposal for resolution: the General Meeting resolves to discharge the Directors with respect to the performance of their mandates during the past financial year.

9. Discharge of the Statutory Auditor.

   Proposal for resolution: the General Meeting resolves to discharge the Statutory Auditor with respect to the performance of his mandate during the past financial year.

10. Appointment of the Statutory Auditor charged with the assurance of the (stand-alone and consolidated) sustainability information of the Company.

    Proposal for resolution: the General Meeting resolves, at the proposal of the Audit Committee and the Board of Directors and upon recommendation of the Works Council, to appoint PwC Bedrijfsrevisoren BV/PwC Réviseurs d'Entreprises SRL, having its registered address at 1831 Diegem, Culliganlaan 5, as Statutory Auditor charged with the assurance of the (stand-alone and consolidated) sustainability information of the Company. The first mandate shall, in conformity with article 3:61§8 of the CCA, end immediately after the General Meeting called to approve the annual accounts for the year ending December 31, 2026. In compliance with article 3:60 of the CCA, PwC Bedrijfsrevisoren BV/PwC Réviseurs d'Entreprises designates Sofie Van Grieken BV (B00941), registered auditor, as permanent representative, to carry out the mandate, at its turn represented by Mrs. Sofie Van Grieken, registered auditor as well.

11. Remuneration of the Statutory Auditor.

    Proposal for resolution: Proposal for resolution: the General Meeting resolves to fix the Statutory Auditor's fees for the assurance of the (stand-alone and consolidated) sustainability information, at maximum 296,275.00 euro per year (excluding VAT, out-of-pocket expenses and the IRE/IBR fee). The fees shall be adapted yearly, based on the consumer price index or the parties' agreement.

12. Miscellaneous.

WORKS COUNCIL

The chairman stated that in accordance with the provisions of the KB of 27thNovember 1973, the annual company information was provided to the works council on 28 April, 2025. This information was discussed by the works council in its meeting of 12 May, 2025. The report of this meeting is attached to these minutes.

QUESTIONS AND ANSWERS

The President and the CEO answer the questions of the shareholders which were asked either at the meeting or prior to the meeting, in writing.

RESOLUTIONS

After deliberation and having taken account of the reports included in the agenda and also taken into consideration the most important figures and the information regarding the company's progress given by the President and the CEO, the meeting RESOLVED the following:

1. RESOLVED by 22,168,286 votes in favour, 0 votes against, and 0 abstentions to approve the statutory accounts of the financial year concluded on December 31, 2024, including the following allocation of the result:

   - imputation of the loss of 55,478,806.65 Euro to the result carried forward.

2. DECIDED by 22,168,286 votes in favour, 0 votes against and 0 abstentions to render available all share premiums that can be rendered available without specific formalities, in order to allow the Board of Directors to use these share premiums to offset losses incurred.

3. RESOLVED by 19,151,310 votes in favour, 3,016,976 votes against and 0 abstentions to approve the Remuneration Report included in the Annual Report on the financial year concluded December 31, 2024.

4. RESOLVED by 19,219,680 votes in favour, 2,948,606 votes against and 0 abstentions to approve the 2025 Remuneration Policy as published on the website https://www.agfa.com/investorrelations.

5. RESOLVED by 22,168,286 votes in favour, 0 votes against and 0 abstentions to discharge the Directors with respect to the performance of their mandates during the past financial year..

6. RESOLVED by 22,168,286 votes in favour, 0 votes against and 0 abstentions, to discharge the Statutory Auditor with respect to the performance of his mandate during the past financial year.

7. RESOLVED by 22,168,286 votes in favour, 0 votes against and 0 abstentions, to appoint PwC Bedrijfsrevisoren BV/PwC Réviseurs d'Entreprises SRL, having its registered address at 1831 Diegem, Culliganlaan 5, as Statutory Auditor charged with the assurance of the (stand-alone and consolidated) sustainability information of the Company. The first mandate shall, in conformity with article 3:61§8 of the CCA, end immediately after the General Meeting called to approve the annual accounts of the year ending December 31, 2026. In compliance with article 3:60 of the CCA, PwC Bedrijfsrevisoren BV/PwC Réviseurs d'Entreprises designates Sofie Van Grieken BV (B00941), registered auditor, as permanent representative, to carry out the mandate, at its turn represented by Mrs. Sofie Van Grieken, registered auditor as well.

8. RESOLVED by 22,168,286 votes in favour, 0 votes against and 0 abstentions, to fix the Statutory Auditor's fees for the assurance of the (stand-alone and consolidated) sustainability information, at maximum 296,275.00 euro per year (excluding VAT, out-of-pocket expenses and the IRE/IBR fee). The fees shall be adapted yearly, based on the consumer price index or the parties' agreement.

There being no other items on the agenda and no further questions arising from those present, the meeting was closed. The secretary drew up the minutes of the meeting, which were signed by the officials and by those shareholders wishing to do so.

executed by executed by

F. Aranzana W. Van Lishout

Chairman Secretary

executed by executed by

P. Couwenberg A. Bagaev

Scrutineer Scrutineer