Dassault Systemes : Shareholders’ Meeting brochure

Meeting Convening brochure

COMBINED

GENERAL MEETING OF SHAREHOLDERS 2023

May 24, 2023 at 3:00 p.m. at the registered office: 10, rue Marcel Dassault 78140 Velizy-Villacoublay



Contents

1.	Dassault Systèmes' Vision, Strategy and Performance	2
2.	The Company's performances	4
3.	Agenda	18
4.	Presentation of the Resolutions Proposed by the Board of Directors	19
5.	Text of the draft resolutions	29
6.	How to participate in the General Meeting?	41
7.	Document request form	47

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Dassault Systèmes' Vision, Strategy and Performance

1. DASSAULT SYSTÈMES' VISION, STRATEGY AND PERFORMANCE

"Imagine New Frontiers"

Charles Edelstenne, Founder & Honorary Chairman Bernard Charlès, Chairman & Chief Executive Officer

Our valued customers and partners see reinventing a sustainable economy as both a challenge and a significant opportunity to differentiate. They rely on Dassault Systèmes to imagine new solutions, create differentiated offerings and create new operating models in a world where sustainability is paramount, resiliency is crucial, and the importance of sovereignty and trust is a factor of differentiation.

Two generations of innovators at Dassault Systèmes have revealed the power of virtual worlds to imagine and create disruptive innovations, and to empower businesses to realize their greatest ambitions. Our purpose to harmonize product, nature and life is deeply rooted in our heritage and drives our strategy. It is important to keep in mind that 3D technology was born for sustainability, since it was first used in the industry for virtual prototyping, for doing things right the first time while saving time, materials and energy. We enable companies to measure and optimize their eco-bill, to use virtual worlds to improve footprint - what we take from the planet - while unleashing the imagination and growing their handprint - what we give back to the planet and to society.

For 40 years, we have been a trusted partner, leveraging science, transforming the processes of creation and production with a holistic approach to circularity, incorporating frugality and lifecycle into design. After 3D design, 3D digital mock-up and 3D product lifecycle management, we launched the 3DEXPERIENCE in 2012 with the idea that the use, i.e. experience, of the product has now more value than the product itself, with new categories of expectations from citizens, patients, learners and consumers. Today, our clients and partners have embraced the Experience Economy: they use our 3DEXPERIENCE platform to create virtual twin experiences allowing them to imagine new methods and test new products.

In 2020, we extended virtualization from things to life. Having started with virtual twins of things - planes, cars, factories, cities -, we now extend this capability to living organisms including human beings. This also means that life sciences will be an important inspiration for sustainable innovation in the coming decades.

Today, a complete metamorphosis - a radical shift in our perspective on the world - is indeed required. This can only be achieved by leveraging the virtual worlds to improve the real world. Our foundation in science is truly a differentiator. Our science-based virtual twin experiences rely on a range of multiscale disciplines - biology, chemistry, materials science, mechanics and electromagnetism - allowing our AI engines to transform gigantic, unorganized data, into structured knowledge and know-how. These virtual assets are becoming the enabler of new products and services to the end consumer, which is what customers are expecting: not just the virtualization of the product, but the virtualization of the product in the context of its usage. And our goal is to make the power of virtual twin experiences accessible to everyone on the planet.

We have laid a solid foundation to support our long-term strategy by establishing our next generation of leaders and evolving our governance. We measure the distance travelled during those four decades, developing Dassault Systèmes from a startup to a global player, and transforming many industries, from Aerospace to the future of mobility and now Life Sciences. Our journey together has been an incredibly enjoyable time. This successful tandem we formed, as Chairman and CEO, will now continue with Pascal Daloz, to develop Dassault Systèmes, helping our customers to create practical sustainable solutions in the Experience Economy. We have the right governance and team in place to enable Dassault Systèmes' growth well into the future.

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Dassault Systèmes' Vision, Strategy and Performance

"Focused on our Next Horizon: 2040"

Bernard Charlès, Chairman & Chief Executive Officer

Pascal Daloz, Deputy CEO & Chief Operating Officer

We are now focused on our next horizon: 2040. As a leader in sustainable innovation, our objective is to continue to position our clients at the vanguard of progress, across Manufacturing Industries, Life Sciences & Healthcare, and Infrastructure & Cities.

We have demonstrated the relevance of our strategy and the resilience of our business model against a challenging macroeconomic and geopolitical backdrop - Russian invasion of Ukraine, inflation, raw material and workforce shortages. Despite this overall context, Dassault Systèmes delivered good results in 2022. Total revenue increased 9% over the year in constant currencies, driven by strong demand in all our geographies and a solid momentum in most of our product lines. Non-IFRS operating margin was 33.4% compared to 34.3% in 2021, reflecting the hiring increase in 2022, upon which we will capitalize in the future. Finally, non-IFRS diluted earnings per share (EPS) grew 19% to €1.13, as reported.

It's clear the strategic investments we made a decade ago

• introducing our purpose, creating our 3DEXPERIENCE platform and cloud infrastructure - are being validated and are paying off for our clients. Our Industry Solutions Experiences and virtual twin experiences have proved mission critical to adopt new business models, increase resiliency and agility, and deploy rapidly at scale.

With the successful diversification of our business, continued investments in research & development and in growing our teams, we have expanded our breadth and depth of opportunities. Today, addressing US$45 billion of a potential US$100 billion market, we have significant room to grow. Our strong customer adoption, across all three sectors of the economy, offers many proof points.

In Manufacturing Industries, the shift to sustainable experiences is impacting all subsectors from new mobility to clean energy, and we are leading this change, as we've done for half a century. The Life Sciences and Healthcare sector is transforming rapidly to accelerate drug development, improve efficiency, and scale precision medicine. With a trusted, scalable platform, only Dassault Systèmes is capable of connecting the dots across research, discovery, certification, manufacturing and commercialization. In Infrastructure & Cities, sustainability issues intersect and amplify: we are inventing game-changing solutions to optimize the use of natural resources, reduce carbon emissions and improve quality of life for citizens.

Innovators have to think in terms of organic systems of systems that create, produce and play an experience in a circular economy. In 2022, we unveiled the 3DEXPERIENCE IFWE Loop, Dassault Systèmes' unique ability to provide this holistic view and seamlessly link value creation with value experienced, design and usage, to cover the full experience lifecycle. This strategic paradigm shift allows us to expand value proposals as well as the audience. Reaching consumers, patients and citizens is the next frontier: we will connect our clients to their own customers, fostering the creation of a significant, digital patrimony - a critical element of competitiveness.

We can make this a reality through our virtual twin experiences that offer a unique combination of modeling, simulation and data science. We have introduced the Life Cycle Assessment solution on the 3DEXPERIENCE platform for customers to establish sustainability requirements early on, and measure the impacts of decisions before implementing them.

This provides a valuable foundation to fully leverage the future of data science. As data collection and analysis accelerate, virtualization of society and the economy requires the highest levels of security, trust and services. For these reasons, we have elevated 3DS OUTSCALE, Dassault Systèmes' sovereign cloud infrastructure, to a brand. Our strategy and offering are unique in the industry. We are applying 40 years of expertise at an industrial level to deliver an end-to-end sovereign cloud offering that is able to protect each customer's core business and enables them to create value from data at multiple levels.

As we look to our next horizon, 2040, we continue to invest strategically and to grow our market leadership and the many significant opportunities before us. By then, we are focused on executing against the strong business drivers we have in place, and for 2023 we are targeting non-IFRS revenue growth of 8% to 9% in constant currencies. Hence, with an objective for non-IFRS diluted EPS in the range €1.18 to 1.20, we are on the trajectory to reach our 2024 EPS target well in advance.

We thank our teams for their passion and dedication to our success. We thank our clients for their continued trust and look forward to continuing our fruitful partnerships. It is their success which defines our success. By leveraging the virtual worlds to extend and improve the real world, together we can drive meaningful progress towards a more sustainable future.

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