Ref. no.:

Pin code:

Kongsberg Gruppen ASA will hold its Annual General Meeting

on 11 May 2023, at 10:00 AM - DIGITALLY

The shareholder is registered with the following number of shares upon notice: ______________

and votes for the number of share owned by Record date: 10 May 2023.

PROXY FOR THE ANNUAL GENERAL MEETING IN

KONGSBERG GRUPPEN ASA Wednesday, 11 May 2023, at 10:00 a.m.

IMPORTANT MESSAGE:

The Annual General Meeting is held as a digital meeting without physical attendance for the shareholders.

Please log on tohttps://dnb.lumiagm.com/127712474

You must identify yourself using the VPS reference number and the PIN code found in investor services (event - general meeting - ISIN) or sent by post (for non-electronic actors). Shareholders may also get a reference number and PIN code by contacting DNB Bank Securities Service by phone +47 23 26 80 20 (08:00-15:30) or by e-mailgenf@dnb.no

On the Company's website www.kongsberg.com(and attached postal) you will find an online guide describing in more detail how you as a shareholder can attend the digital general meeting.

Registration

Shareholders are only allowed to participate online, and registration is not required.

Shareholders must be signed in before the meeting starts.

If you are not logged in before the general meeting starts, you will not be counted as represented and cannot vote, only be a listener.

Login starts an hour before the Annual General Meeting starts.

Proxy / Authorization incl. voting instructions - bounded proxy

Proxy with voting instructions to the Chair of the Board cannot be registered electronically and must be sent to; genf@dnb.no(scan this form), or by mail to DNB Bank ASA, Securities Service,

P.O. Box 1600 Sentrum, NO-0021 OSLO.

The form must be received no later than 9 May 2023 at 15:00.

The company's representatives will only accept authorizations that are bounded, so it is stated how the proxy shall vote in each item, and which has been received within the said deadline.

Authorization may only be granted as described before (notvia the Investor Services or the company's website). A proxy granted electronically (and thus without voting instructions)

will be rejected/deleted.

This is an English office translation of the original Norwegian version of this document. In case of discrepancy between the Norwegian language original text and the English language translation, the Norwegian text shall prevail.

Proxy incl. instructions - Annual General Meeting 11 May 2023 - Kongsberg Gruppen ASA

The undersigned __________________________________________ Ref.nr._______________

shareholder in Kongsberg Gruppen ASA hereby authorizes (tick off)

Chair of the Board Eivind K. Reiten or the person he authorizes

Name of the proxy:

to act as proxy and vote for my/our shares at the Annual General Meeting of Kongsberg Gruppen ASA on

11 May 2023. If the authorization is submitted without naming the proxy, the authorization will be perceived as being assigned to the Chair of the Board or the person he authorizes.

This authorization is a BOUNDED PROXY (meaning that you HAVE TO state how the proxy should vote on each individual item of business). Accordingly, for each item on the agenda, you HAVE TO tick off whether you vote in favor of or opposed the motion put forward by the Board/Nominating Committee/Chair, or if you want to abstain, by completing item 1 through 15 in the table below. If there is a cross missing for one or more of the items, your vote will not count on this(these) item(s).

Neither Kongsberg Gruppen ASA nor the Chair of the Board can be held responsible for losses that might arise because of the authorization not reaching the proxy in time. Kongsberg Gruppen ASA and the Chair cannot guarantee that votes will be cast in accordance with the authorization and accept no responsibility in connection with casting a vote in accordance with the authorization or as a result of a vote that is not casted.

Voting shall take place according to the instructions below:

Item:

I

n favor

Opposed

Abstain

1. Approval of the notification and agenda

2.

Election of a co-signer for the minutes

Cannot be preselected

- to be proposed by the Chair at the General Meeting

3.

CEO's briefing

No vote

4.

Processing of the report on Corporate Governance

No vote

  1. Approval of the Financial Statements and Directors' Report for the parent company and the Group for fiscal year 2022
  2. Payment of dividends
  3. Remuneration to the members of the Board, the Board Committees, and the Nominating Committee
  4. Remuneration to the Auditor
  5. Processing of the Executive Management Remuneration Report 2022
  6. Election of shareholders-elected Board members (Directors) - the Nominating Committee's recommendation overall

Or individual voting:

    1. Eivind Reiten (re-election)
    2. Morten Henriksen (re-election)
    3. Per A. Sørlie (re-election)
    4. Merete Hverven (re-election)
    5. Kristin Færøvik (new)
  1. Authorization for the acquisition of own shares - incentive program etc.
  2. Reduction of capital when cancelling own shares and redemption and deletion of shares belonging to the Norwegian State, as well as reduction of other equity
  3. Change of §8 of the Company's Articles of Association - registration for the General Meeting
  4. Change of §8 of the Company's Articles of Association - cast prior votes to the General Meeting
  5. Proposal from shareholder; change of §7 of the Company's Articles of Association

Shareholder's name and address:

Date: _____________

Place:

Shareholder's signature:

This is an English office translation of the original Norwegian version of this document. In case of discrepancy between the Norwegian language original text and the English language translation, the Norwegian text shall prevail.

Attachments

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  • Original Document
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Disclaimer

Kongsberg Gruppen ASA published this content on 20 April 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 April 2023 06:13:03 UTC.