Disclaimer

This is a convenience translation, which is provided to English-speaking shareholders of HelloFresh SE for informational purposes only. Only the German version of this document is legally binding on HelloFresh. No warranty is made as to the accuracy or completeness of this translation and HelloFresh SE assumes no liability with respect thereto.

You can follow the entire Annual General Meeting live on the internet in picture and sound

With this voting rights card, you will receive your personal access data, which you can use to access the Company's Online Portal athttps://ir.hellofreshgroup.com/hv.

Please note the information printed overleaf regarding participation in the virtual Annual

General Meeting and voting by proxy.

Voting by postal vote

I/We exercise my/our voting rights at the Annual General Meeting of HelloFresh SE on May 12, 2022 by postal vote as listed below. (please mark with a cross)

Proxy and instructions to the Company proxies

I/We authorize the proxies appointed by HelloFresh SE and bound by instructions, Mr. Jörg Engmann and Ms. Mareike Kuliberda, both employees of Link Market Services GmbH, business address in Munich, each of them individually and with the right to grant substitute powers of attorney, to represent me/us at the Annual General Meeting of HelloFresh SE on May 12, 2022, disclosing my/our name in the list of participants and to exercise or have exercised my/our voting right(s) for me/us with the following instructions: (please mark with a cross)

Tagesordnungspunkt

JaNeinEnthaltung

  • 2. Resolution on the appropriation of the balance sheet profit of HelloFresh SE for the financial year 2021

  • 3. Resolution on the discharge of the members of the Management Board for the fiscal year 2021

  • 4. Resolution on the discharge of the members of the Supervisory Board for the fiscal year 2021

  • 5. Resolution on the appointment of the auditor of the annual financial statements and the auditor of the consolidated financial statements for the fiscal year 2022 as well as the auditor for the review, if any, of the condensed financial statements and the interim management report in the fiscal year 2022 and for a review, if any, of additional interim financial information in the fiscal years 2022 and 2023

  • 6. Resolution on the approval of the compensation report for the financial year 2021

  • 7. Resolution on the approval of the compensation system for the members of the Management Board

  • 8. Resolution on the cancellation of the existing Authorized Capital 2021/I and the existing Authorized Capital 2017/I, the creation of a new Authorized Capital 2022/I with authorization to exclude subscription rights, and the corresponding amendment to Article 4 of the Articles of Association

  • 9. Resolution on the cancellation of the existing authorization and the granting of a new authorization to issue convertible bonds, bonds with warrants, profit participation rights and/or participating bonds (or combinations of these instruments) with the possibility of excluding subscription rights, on the cancellation of the existing Conditional Capital 2021/I, on the creation of a new Conditional Capital 2022/I and on the corresponding amendment to Article 4 of the Articles of Association

  • 10. Resolution on the authorization to acquire treasury shares and on the use thereof, including the authorization to cancel acquired treasury shares and capital reduction, and cancellation of the corresponding existing authorization

The votes or instructions refer in each case to the proposed resolutions of the Management Board and/or Supervisory Board of HelloFresh SE published in the Federal Gazette on April 5, 2022.

Any potential countermotions and election proposals received by no later than April 27, 2022, 24:00 CEST, will be published on the internet athttps://ir.hellofreshgroup.com/hv in accordance with the statutory provisions. There you will also find information on how to support countermotions and election proposals. You can also cast your vote on such countermotions and election proposals by postal vote or issue instructions to the proxies (please tick):

YesNoAbstention

YesNoAbstention

YesNoAbstention

Proposal / Election Proposal A Motion / Election Proposal BMotion / Election Proposal C Motion / Election Proposal DProposal / Election Proposal E Proposal / Election Proposal F

Place/date

Signature(s) / if applicable, other conclusion of the declaration according to Section 126b German Civil Code (BGB)

Power of attorney to a third party

(Please mark with a cross.)

I/We hereby authorize Ms./Mr.

Substitute power of attorney to a third party

I/We hereby authorize Ms./Mr.

Last name

Last nameFirst name

First nameCity of Residenceto represent me/us in the exercise of my/our shareholder rights in relation to the Annual Ge-neral Meeting referred to overleaf, disclosing my/our name and exempting me/us from the restrictions of Section 181 of the German Civil Code (BGB). The power of attorney includes the revocation of a previously granted power of attorney and the exercise of all rights related to the Annual General Meeting, including the granting of a sub-power of attorney. I/We shall pass on my/our access data to the password-protected online portal to the proxy and point out to the proxy that the data may only be passed on in the event of granting a substitute power of attorney.

City of Residenceto represent me/us in exercising the shareholder rights represented by me/us in relation to the Annual General Meeting referred to overleaf, disclosing the name(s) of the share-holder(s) and releasing me/us from the restrictions of Section 181 of the German Civil Code (BGB). The power of attorney includes the exercise of all rights relating to the Annual General Meeting, including the granting of a substitute power of attorney and its revocation.

Place/date

Signature(s)/other conclusion of declaration according to

Place/date

Signature(s)/other conclusion of declaration according

s

Section 126b German Civil Code (BGB), if applicable

s

to Section 126b German Civil Code (BGB), if applicable

Further information and notes on participation in the virtual Annual General Meeting

The virtual Annual General Meeting will be broadcast live on the internet via the Online Portal on May 12, 2022, starting at 10:00 a.m. CEST in picture and sound (https://ir.hellofreshgroup.com/hv). The personal access data required to follow the entire Annual General Meeting via the Online Portal can be found overleaf on this voting rights card. The live boradcast does not allow participation in the Annual General Meeting within the meaning of Section 118 (1) sentence 2 German Stock Corporation Act (Aktiengesetz - "AktG").

Exercise of voting rights by postal vote

Before and during the virtual Annual General Meeting, you can cast your vote by (electronic) postal vote via the access-protected Online Portal athttps://ir.hellofreshgroup.com/hv. The personal access data required for this can be found overleaf on this voting card. Votes by electronic postal vote, including changes and revocations, can be cast via the access-protected Online Portal from Thursday, April 21, 2022, until immediately before the express closing of voting by the chairman of the meeting at the virtual Annual General Meeting. The "Postal Vote"-button is provided for this purpose in the Online Portal.

In addition, postal votes may be cast, amended or revoked in text form until Wednesday, May 11, 2022, 24:00 CEST (received) at the address below. In all these cases, the receipt of the postal vote, amendment or revocation by the Company is decisive

Proxy and instructions to the proxies of the Company

Shareholders may also be represented by proxies appointed by the Company who are bound by instructions.

You can grant power of attorney and issue instructions to the Company's proxies on the front of this voting rights card or via the access-protected Online Portal athttps://ir.hellofreshgroup.com/hv. The personal access data required to use the online portal can be found overleaf on this voting rights card. Proxy authorizations and instructions to the proxies, including their amendment and revocation, can be issued via the access-protected online portal up to immediately before the express closing of voting by the chairman of the meeting at the virtual shareholders' meeting. The "Proxy and Instruc-tions"-button is provided for this purpose in the Online Portal.

In addition, proxies and instructions to the proxies of the Company may be submitted, amended or revoked in text form no later than Wednesday, May 11, 2022, 24:00 CEST (received) at the address below. In all these cases, the receipt of the proxy, instruction, amendment or revocation by the Company is decisive.

Proxies may only vote on agenda items for which they have been given explicit and unambiguous instructions on how to exercise voting rights. The proxies are obliged to vote in accordance with the in-structions given to them. If no instructions are issued to the proxies, they do not exercise the voting right. Please note that the proxies do not accept instructions to file objections to resolutions of the Annual General Meeting or to ask questions or propose motions. The submission of comments and other requests to speak is also excluded.

Voting by other authorized proxies

You can authorize a third party using the upper third of this form. Complete the proxy printed above and return the upper third to the address below by no later than Wednesday, May 11, 2022, 24:00 CEST (incoming). Please hand this voting card with the access data to your authorized representative.

Proxies (with the exception of the proxies appointed by the Company) may not physically attend the Annual General Meeting. They may only exercise the voting rights for the shareholders they represent by way of postal vote or by granting (substitute) power of attorney to the proxies of the Company.

If the shareholder authorizes more than one person, the Company is entitled to reject one or more of them in accordance with Section 134 (3) sentence 2 AktG.

Further notes:

To grant power of attorney, cast postal votes or authorize proxies and issue instructions, please use the following contact address. These may be submitted in text form no later than Wednesday, May 11, 2022, 24:00 CEST (incoming) to

by sending a letter to:

HelloFresh SE, c/o Link Market Services GmbH, Landshuter Allee 10, 80637 Munich, Germany

or at the e-mail adress:

inhaberaktien@linkmarketservices.de

They can also be changed or revoked at the above address.

It is also possible to cast postal votes or authorize the Company's proxies and issue instructions (in each case including their amendment and revocation) via the Online Portal until immediately before the express closing of voting in the virtual Annual General Meeting by the chairman of the Annual General Meeting.

Mark the respective YES box if you agree, the respective NO box if you disagree, and the respective ABSTENTION box if you abstain. If you do not mark, your vote or instruction will be counted as an abstention. Double marks will be counted as invalid.

If an individual vote is held on an agenda item instead of a collective vote, the postal vote cast or instruction given to the proxies on this agenda item shall apply accordingly to each item of the individual vote.

In the event of multiple incoming declarations, the most recently received vote, power to attorney to a third party or power of attorney and instructions to the proxies shall take precedence. If declarations differing from each other are received by different means of transmission and it is not clear which was received last, they will be taken into account in the following order, whereby a later listed means of transmission will only be taken into account if no differing declarations are received via an earlier listed means of transmission: (1) by online portal, (2) by e-mail, (3) in paper form.

If motions subject to notification or to be made accesible from shareholders (countermotions and election proposals) have been received for the agenda of our Annual General Meeting, you can view the wording of these motions on the internet athttps://ir.hellofreshgroup.com/hv. You can also support a countermotion aimed exclusively at rejecting a proposed resolution by voting against the management proposal. Please note that the proxies of the Company are only available for voting on such motions and election proposals or that voting by postal vote is only possible on those motions and election proposals for which there are proposals by the Executive Board and/or Supervisory Board pursuant to section 124 (3) AktG or by shareholders in the case of section 124 (1) AktG announced with the notice of the Annual General Meeting or later or which are made available pursuant to sections 126, 127 AktG, in each case in conjunction with the standards under SE law.

Even after casting your vote by absentee ballot or issuing a proxy and instructions to the Company's proxies, you can still follow the virtual Annual General Meeting live on the internet in audio and video.

Please also note the information in the invitation to the Annual General Meeting.

Shareholders can follow the entire Annual General Meeting in video and audio via an access-protected online portal on the internet. The video and audio transmission of the virtual shareholders' meeting and the availability of the online portal may be subject to fluctuations according to the current state of technology due to restrictions in the availability of the telecommunications network and the restriction of third-party Internet services, over which the Company has no influence. Therefore, the Company cannot assume any warranties or liability for the functionality and permanent availability of the Internet services used, the third-party network elements used, the image and sound transmission, or access to the online portal and its general availability. The Company also assumes no responsibility for errors and defects in the hardware and software used for the online service, including those of the service providers used, unless there is intent. For this reason, the Company recommends making use of the above-mentioned options for exercising rights, in particular voting rights, at an early stage.

If you have any questions, please do not hesitate to contact our shareholder hotline at +49 89 21 027 220 from Monday to

Friday (except public holidays) from 9:00 a.m. to 5:00 p.m. CEST.

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Disclaimer

HelloFresh SE published this content on 22 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 April 2022 11:37:05 UTC.