DISTANCE VOTING BALLOT

Extraordinary General Meeting (EGM) - B3 S.A. - BRASIL, BOLSA,

BALCÃO to be held on 04/25/2024

Name of Shareholder

CNPJ or CPF of shareholder Email address

Guidelines for completion

This form must be completed by shareholders who wish to exercise their right of remote voting as provided for in CVM Resolution No. 81 of March 29, 2022 ("CVM Resolution 81/22"). In this case it is essential that the above fields be completed with the full name (or company name, in the case of a legal entity) of the shareholder and the Individual Taxpayers Register - CPF number (or National Corporate Taxpayers Register - CNPJ, in the case of a legal entity, as well as an email address for contact if necessary. In addition, for this voting form to be considered valid and the votes cast to be included in the quorum of the Shareholders' Meeting: - All the fields below must be duly completed; - Each page must be initialed; - This form shall be signed by the shareholder or shareholder's legal representative, as the case may be and pursuant to the law, at the bottom; and - Signatures appended to the form need not be authenticated or consularized. Note: Alternatively, the Company will accept forms that have been digitally signed by means of the digital certificate issued by an entity qualified by the Brazilian Public Keys Infrastructure - ICP-Brazil or through a gold level Gov account, provided that all fields below are duly completed. Please note that the Management Proposal referred to in this form is available to shareholders on our Investor Relations website(https://ri.b3.com.br/en/)and of the Brazilian Securities Commission(www.cvm.gov.br).

Guidelines for delivery, indicating the option of sending directly to the Company or sending completion instructions to the bookkeeper or custodian

Shareholders who wish to exercise their right to remote voting may: (i) complete this form and send it direct to the Company, or (ii) transmit their instructions for completion to the appropriate service providers, as detailed below:

1. Voting through service providers - Remote voting system

Shareholders who wish to exercise their right to remote voting through a service provider must deliver their voting instructions to their custody agent or to the Company's bookkeeping agent, in accordance with the agent's rules. For this purpose, shareholders must contact their custody agent or the bookkeeping agent and find out the procedures for issuing voting instructions, and the documents and information required.

The custody agents will forward the voting instructions they receive to the B3 Central Depository, which in turn will prepare a list of votes to be sent to the Company share bookkeeping agent. Under CVM Resolution 81/22, shareholders must send their instructions for completing the voting form to their custody agent or to the bookkeeping agent not later than 7 days before the date of the Meeting, i.e. by April 18, 2024, unless the agent determines a different deadline. Please note that in accordance with CVM Resolution 81/22, the B3 Central Depository, on receiving voting instructions from shareholders through their custody agents, will ignore any different instructions for a specific vote issued by the same CPF or CNPJ number. In addition, the bookkeeping agent, also in accordance with CVM Resolution 81/22, will ignore any different instructions for a specific vote issued by the same CPF or CNPJ number.

2. Forwarding of the form by shareholders directly to the Company

Shareholders who wish to exercise their right to remote voting may also do so by sending the following documents to the attention of the Investor Relations Officer (ri@b3.com.br):

(i) a scanned copy of the Remote Voting Form disclosed on the websites of the Company and the Brazilian Securities Commission, duly completed and signed under item 4 "guidelines for completion" above, for participation in the EGM; and

(ii) a scanned copy of the documents described below, as the case may be: (a) for individuals:

  • identity document of the shareholder, with photo;

(b) for legal entities:

  • latest bylaws or articles of association and corporate documents appointing a legal representative; and

  • identity document of the legal representative, with photo.

(c) for investment funds:

  • latest bylaws of the fund;

  • bylaws or articles of association of the manager, subject to the voting policy of the fund, and corporate documents evidencing the representative's powers; and

  • identity document of the legal representative, with photo.

On receipt of the documents above, the Company will confirm receipt to the shareholders and give notice of acceptance or otherwise, pursuant to CVM Resolution 81/22.

If the voting form is sent direct to the Company is not fully completed, or not accompanied by the supporting documents referred to in item 2 above, it will be ignored and such information will be sent to the shareholder at the email address indicated in this voting form. The documents must be sent to the Company within seven (7) days before the date of the Shareholders' Meeting, i.e. by April 18, 2024. Any voting forms received by the Company after this date will be ignored in accordance with applicable regulations.

Postal and email address to send the distance voting ballot, if the shareholder wishes to deliver the document directly to the company / Guidelines on the electronic system for participation in meetings, if such form of participation is acceptable.

Shareholders will be able to participate in the Shareholders' Meeting remotely (via the Microsoft Teams electronic platform), and the guidelines and data for connecting such shareholders in the electronic environment will be sent to shareholders who express their interest via emailri@b3.com.brby April 23, 2024, also submitting the documents by email necessary for their participation in the Meeting as detailed in the Management Proposal available on the Company's Investor Relations websites(https://ri.b3.com.br/en/)and the Securities and Exchange Commission (www.cvm.gov.br).

Indication of the institution retained by the company to provide the securities bookkeeping service, with name, physical and email address, telephone number and contact person. Bookkeeping bank: Banco Bradesco S.A.

Phone number: 0800 701 1616

Website:http://bradescocustodia.com.br E-mail:4010.acecustodia@bradesco.com.br

Cidade de Deus, Prédio Amarelo, 2nd floor, Vila Yara, Osasco, SP, Brazil, CEP 06029-900.

1. Management Proposal: Resolve the adjusts to the Bylaws, as detailed in the Proposal, to: a. Block A - Corporate Purpose: A.1. Adapt the description of activities to current regulations (items II, V, IX and sole paragraph (f) of Art. 3). A.2. Adapt the scope of data services (section VIII of Article 3). A.3. Adapt the scope of auction services (section X of Art. 3). A.4. Extend the Company's list of regulators (section XIII of Article 3).

b. Block B - Capital Stock: B.1. Register the cancellation of shares approved by the

Board of Directors on December 7, 2023, changing the capital stock from 5,819,000,000 to 5,646,500,000 common shares ("heading" of Article 5).

[ ] For [ ] Against [ ] Abstain

  • c. Block C -Transfer of Powers from the Board of Directors to the President: C.1.

    Align the provision with the effective process of succession of members of the Board (Art. 29, (b)). C.2. Attributing to the Chairman the power to propose to the

    Corporate Governance and Nomination Committee the duties of all Directors, and not just those who report directly to him (amendment of Articles 35 (b) and 49, sole paragraph (e), and deletion of the former item (b) of Article 37 and the former item (f) of the sole paragraph of Article 49). C.3. Transfer to the President the power to inform the CVM about events that affect the markets managed by

    B3, as well as to submit reports relating to operations carried out and/or registered in the environments managed by the Company (transfer of old items

    (g) and (h) of §1 of Art. 37 for items (k) and (l) of Art. 35).

    [ ] For [ ] Against [ ] Abstain

  • d. Block D - Corporate Authorization Policy: D.1. Include a reference to the Corporate Authorization Policy to be approved by the Board of Directors related to certain powers of the Joint Board established in Article 37, so that they can be shared with Company Directors whose duties have technical relevance to the respective themes. The objective of the Policy is to promote greater speed in decision-making and more robustness to the Company's governance structure (change in items (e), (g), (h), (m), (n) and (q).

    [ ] For [ ] Against [ ] Abstain

  • e. Block E - Approval of Debenture Issue by the Joint Board: E.1. Authorize the Joint Board to approve the issue of non-convertible debentures at an amount lower than the Reference Value under the terms provided for in §1 of Article 59 of the Brazilian Corporation Law, amended by Law No. 14.711/2023 (inclusion of item (f) in Art. 37).

    [ ] For [ ] Against [ ] Abstain

f. Block F - Powers of the Board of Directors: F.1. Clarify that the duties of the Board of Directors include those established in current regulations and in the

Internal Regulations ("heading" of Art. 29).

[ ] For [ ] Against [ ] Abstain

  • g. Block G - Powers of the Joint Board: G.1. Include item (u) of Article 37 to reflect in the Bylaws the powers of the Collegiate Board within the scope of the Related Party Transactions Policy.

    [ ] For [ ] Against [ ] Abstain

  • h. Block H - Powers of the CEO: H.1. Adjust the provision to better qualify the organizational structure approved by the President (Art. 35, item (e)). H.2. Adapt to the concept of CVM Resolution No. 135/22 (Art. 35, itens (i) and (j)). H.3. Assign the President the authority to approve the Regulations of the Committees created to provide this person with advice (Art. 35, §3).

    [ ] For [ ] Against [ ] Abstain

  • i. Block I - Other Adjustments: I.1. Functioning of the Meeting. Adjust §6 of Article 12 to make it compatible with the wording of the Brazilian Corporation Law (art.

    125). I.2. Management Compensation. Adjust the sole paragraph of Article 17 to clarify that it is the responsibility of the Board of Directors to distribute the body's compensation approved at the Meeting among its members. I.3. Composition of Board (CA). Adjust §4 (d) of Art. 22 to clarify that the hypotheses provided for therein are exemplary; and §9 of Art. 22 to include a definition of "Related Board Member". I.4. Replacement/Vacancy in the Joint Board. Adjust Arts. 40, 41 and 42 to clarify that the replacement criteria extend to the functions performed by statutory employees as executives of the Company, as well as to functions as members of the Joint Board. I.5. Company Representation. Delete §1 of Article 43 to simplify the text; adjust the sole §, item (a), to include other corporate types; adjust the sole §, item (b), and Art. 44, to include "et extra" powers to the ad judicia clause; and adjust the sole §, item (c), to include private entities. I.6.

    Powers of the Pricing and Products Committee. Adjust Article 50, sole paragraph, to include the possibility of establishing other powers through the Internal Regulations. I.7. Formal adjustments. Other formal writing adjustments (including for better understanding of provisions), spelling, cross-reference, renumbering and gender adjustments, as detailed in the Management Proposal.

2. Management Proposal: To restate the Bylaws of the Company in order to reflect the changes above.

City: ______________________________________________________________________________

Date: ______________________________________________________________________________

Signature: ___________________________________________________________________________

Name of Shareholder: _________________________________________________________________

Phone Number: ______________________________________________________________________

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B3 SA Brasil Bolsa Balcao published this content on 25 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 March 2024 01:01:08 UTC.