The Board of Directors of Piraeus Financial Holdings S.A., during its session on Thursday, May 23rd 2024, decided to call the Annual General Meeting of Shareholders on Friday, June 28th 2024.

Please find below the invitation to the Annual General Meeting:

INVITATION

Friday, June 28th, 2024, at 17:30

PIRAEUS FINANCIAL HOLDINGS S.A.

INVITATION

TO THE ANNUAL GENERAL MEETING

OF SHAREHOLDERS

Reg. No. 225501000

Pursuant to applicable Law and the Company's Articles of Association, the Shareholders are hereby invited to participate in the Annual General Meeting remotely in real-time via teleconference on Friday June 28th, 2024 at 17:30.

ITEMS OF THE AGENDA

  1. Submission and approval of the Annual Financial Report (Company and Group) for the financial year 01.01.2023 - 31.12.2023, including the Annual Financial Statements, along with the relevant Board of Directors' Report and Statements as well as the Independent Auditor's

  2. Report
  3. Approval of distribution of €79mn, namely €0.063 per share, to the Company's Shareholders from discretionary reserves. Decision on the minimum dividend according to Law
    1. Approval of distribution of an amount of €79mn, namely €0.063 per share, from discretionary reserves
    2. Decision on non-distribution of minimum dividend
  4. Approval of the overall management for the financial year 01.01.2023 - 31.12.2023, according to article 108 of Law 4548/2018 and release of the certified auditors from any liability for the financial year 01.01.2023 - 31.12.2023 according to article 117 par.1 case (c) of Law 4548/2018
  5. Appointment of Certified Auditors for the financial year 01.01.2024 - 31.12.2024 and approval of their fees
  6. Submission of the annual Audit Committee's Report to the General Meeting pursuant to article 44 par. 1 (case i) of Law 4449/2017
  7. Submission of the Independent Non-Executive Directors' Report to the General Meeting, according to article 9 par.5 of Law 4706/2020
  8. Approval of remuneration paid to members of the Board of Directors in respect of the financial year 2023 and approval of advance payment of remuneration in respect of the financial year 2024 in accordance with article 109 of Law 4548/2018
  9. Approval of distribution of discretionary reserves of an amount up to €187,365 to the Company's staff
  10. Submission of the Remuneration Report of the year 2023 for discussion and vote by the General Meeting, according to article 112 of Law 4548/2018
  11. Approval of amendment of the Directors' Suitability Policy
  1. Approval of amendment of the Directors' Remuneration Policy
  2. Election of a new Independent Non - Executive Member of the Company's Board of Directors in replacement of a resigned Member
  3. Granting of permission, as per article 98 par. 1 of Law 4548/2018, to the Members of the Board of Directors and Managers of the Company, to participate on the Board of Directors or in the management of the Company's subsidiaries and affiliates
  4. Miscellaneous announcements (non-voting item)

In the event that the requisite quorum for the items of the agenda is not met, the General Meeting will convene again in a Reiterative General Meeting remotely in real-time by teleconference on, July

8th, 2024 at 18:00.

It should be noted that, in accordance with par. 2 of article 130 of Law 4548/2018, a new invitation for the reiterative General Meeting will not be published.

In accordance with the provisions in the Articles of Association of the Company, the Annual General Meeting on June, 28th 2024 and any Reiterative Meeting, will take place remotely, in real-time by teleconference and the use of electronic means, under the specific provisions in the present invitation.

In addition, in accordance with the provisions of the Articles of Association of the Company, shareholders are provided with the option to participate remotely by mail vote at the vote on the items of the General Meeting on June 28th, 2024 and any Reiterative Meeting, that will take place before the General Meeting, under the conditions of the current legislation and the specific provisions in the present invitation.

The Annual General Meeting will be provided with simultaneous interpretation into the Greek sign language.

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A. RIGHT TO PARTICIPATE AND VOTE

Shareholders having the right to participate and vote in the Annual General Meeting (AGM) dated June 28th, 2024, as well as in the Reiterative General Meeting dated July 8th 2024 (RGM) are those registered in the electronic registry of the Dematerialized Securities System ("DSS") of the company "Hellenic Central Securities Depository" (ATHEXCSD) or those identified as such through registered intermediaries or other intermediaries, in line with the legislative provisions (L. 4548/2018, L. 4706/2020 and Regulation (EU) 2018/1212) as well as the Rulebook of the Hellenic Central Securities Depository, at the opening of the fifth day prior to the date of the Annual General Meeting, i.e. on June 23rd, 2024 (Record Date).

The shareholder status on the Record Date and the Record Date of the RGM is verified by any means and in any case through the direct electronic linkup of the Company with the records of the Dematerialized Securities System ("DSS") or through the intermediaries in line with the above provisions. A shareholder may participate in the Annual General Meeting through confirmations or notices of Articles 5 and 6 of Regulation (EU) 2018/1212, which are provided by the intermediary, except if the General Meeting refuses said participation for good reason justifying this refusal in accordance with the applicable provisions (art. 19 par.1 L. 4569/2018, art. 124 of L. 4548/2018).

The exercise of the right to participate and vote does not require the blocking of shares or any other relevant process which restricts the shareholders' ability to sell and/or transfer shares during the period between the Record Date or the Record Date of the RGM and the date of the relevant General Meeting (AGM or RGM).

B. PROCEDURE FOR REMOTE PARTICIPATION AND VOTING IN REAL TIME BY TELECONFERENCE

In order for shareholders to participate and vote at the AGM on June 28th 2024 or at the RGM which will take place remotely, in real-time by teleconference, without their physical presence, they or their proxies must create and use an electronic shareholder

account at the internet platform that has been developed by the Athens Exchange Group to provide remote General Meeting services, in real-time, by teleconference to listed companies on the website https://axia.athexgroup.gr

The internet platform is provided by the company "Hellenic Central Securities Depository S.A." while the Zoom Meetings service is used for the teleconference by Zoom Video Communications Inc.

In order to access the internet platform a personal computer, a smartphone or a tablet is required, a browser installed, and internet access.

In order for a shareholder or his/her proxy to create an account in the internet platform above, a valid electronic mail (email) account and a mobile telephone number are required by the shareholder or his/her proxy.

If, on accessing the internet platform the above information entered by the shareholder does not match the data registered in the Dematerialized Securities System and have been provided to the Company by the Hellenic Central Securities Depository or by the intermediaries, as part of its services to facilitate shareholder identification for remote general meetings which are provided to listed companies in accordance with Part 3 of Decision No 8 of the Hellenic Central Securities Depository, "Technical terms and procedures for the provision of the Registry, Corporate and Other Related Actions Service", as well as the document "Terms and Conditions for the remote General Meeting of Shareholders", shareholders must provide or update the information above, in order to create the account.

For this purpose, shareholders are requested to contact without delay the Participant in the DSS of their Securities Account where the shares of the Company are kept, or any other intermediary, that provides them with custody services for the shares of the Company, as the case may be, in order to notify them or to update their valid email address and mobile telephone number for identification.

Further instructions to participate at the General Meeting by teleconference will be posted on the website of the Company and will be sent via email to shareholders that have completed the above

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procedure and are eligible to participate at the AGM or the RGM.

For any questions and for instructions, shareholders may contact the Shareholders' Services Department

of the Company by email at ShareholdersMeeting@piraeusholdings.gror by telephone at +30 210 3739301 and +30 210 3335039 (daily between 09.00 -17.00).

Furthermore, starting with the publication of the present and until the end of the General Meeting, information and support will be provided to the shareholders and their representatives, on matters related to the conduct of the General Meeting through the AXIA e-SM platform (e.g. connection, voting, etc.) at tel. +30 210 3366426 or by e-mail at AXIAeShareholdersMeeting@athexgroup.gr

On the date of the General Meeting, in order to participate in the proceedings, Shareholders must connect on time through the Web based Platform, at least fifteen minutes (15') before the start time of the General Meeting that has been announced in the Invitation, and to declare the number of voting rights with which they will participate and vote at the General Meeting, and, whether they wish to modify them (to a lower number).

Shareholders that will participate at the AGM by teleconference in real-time are taken into consideration for the formation of the quorum and majority and will be able to exercise their rights effectively during the General Meeting.

Shareholders who are successfully connected to the internet platform will be able to participate in the AGM in real-time by teleconference via a link that will be sent to them via email.

Βy activating the teleconference application (Zoom) through the link at the beginning of the AGM, the shareholders will have the ability to:

  1. follow the proceedings of the AGM with electronic or audiovisual means,
  2. take the floor during the AGM,

and, at the same time, through the internet platform they will have the ability to:

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  1. vote in real time during the AGM on the matters of the daily agenda,
  2. receive information on the recording of their vote.

C. PROCEDURE FOR REMOTELY PARTICIPATING IN THE VOTE BEFORE THE GENERAL MEETING [MAIL VOTE]

I. In addition, shareholders have the option to participate remotely, in person or by proxy, at the vote on the item of the AGM that will take place before the General Meeting,

Specifically, shareholders that wish to participate and vote remotely on the item of the AGM that will take place before the General Meeting, can make use of this option:

  1. Either by exercising the right to vote before the
    AGM through the internet platform https://axia.athexgroup.grin which they have previously created an account and have successfully registered as described in B. above, during the time period from Monday 24.06.2024 at 12.00 and until twenty-four(24) hours before the AGM (i.e. until 17:30 on 27.06.2024 at the latest).
  2. Or by completing and submitting the "Mail vote document" with the signature authenticated, to the Shareholders' Services Department of the Company (9, Mitropoleos, Athens), or sending digitally signed by using a recognized digital signature (qualified certificate) by the proxy or the shareholder, via email atShareholdersMeeting@piraeusholdings.grat least twenty-four(24) hours before the AGM (i.e. by 17:30 on 27.06.2024 at the latest).

The mail vote document is available to shareholders in hard copy at the Shareholders' Services Department of the Company (9, Mitropoleos, tel. +30 210 3739301 and +30 210 3335039), and in electronic form on the website of the Company https://www.piraeusholdings.gr/en/

  1. Or by participating based on confirmations or notifications provided by intermediaries under articles 5 and 6 of Regulation (EU) 2018/1212.

Shareholders that vote as above before the AGM are counted to form the quorum and majority, provided that the votes in question have been received by the Company by 17:30 on Thursday 27.06.2024 at the latest.

  1. It is noted that shareholders that wish to appoint proxies to participate remotely at the vote on the items of the AGM which will take place before the General Meeting, can appoint up to one (1) proxy; the appointment must be made at the latest forty-eight(48) hours before the AGM (i.e. by 17:30 on 26.06.2024 at the latest), as specifically described below in D II.

Following this deadline, it will not be possible to participate by proxy in the vote that will take place before the AGM.

  1. If the quorum, as required by the Law and the Articles of Association in order to decide the whole or part of the original daily agenda, is not obtained during the meeting of 28.06.2024, at the RGM which will take place on 08.07.2024 at 18:00, the right to vote remotely, by mail vote must be exercised again, by a vote that will take place before the General Meeting, in the following ways:
  1. Either by exercising the right to vote before the General Meeting through the internet platformhttps://axia.athexgroup.grin which they have previously created an account and have successfully registered as described in B. above, during the time period from Wednesday 03.07.2024 at 12:00 and until twenty-four(24) hours before the RGM (i.e. until 18:00 on 07.07.2024 at the latest).
  2. Or by completing and submitting the "Mail vote document" with the signature authenticated, to the
    Shareholders' Services Department of the Company (9, Mitropoleos, Athens, 1st floor) or sending digitally signed by using a recognized digital signature (qualified certificate) by the proxy or the shareholder, via email at ShareholdersMeeting@piraeusholdings.grat least twenty-four(24) hours before the RGM (i.e. by 18:00 on 07.07.2024 at the latest).
  3. Or by participating based on confirmations or notifications provided by intermediaries under articles 5 and 6 of Regulation (EU) 2018/1212.

Shareholders that vote as above before the General Meeting are counted for the formation of the quorum and majority, provided that the votes in question are received by the Company by 18:00 on 07.07.2024 at the latest.

IV. For the potential RGM on 08.07.2024, shareholders that had not appointed a proxy for the AGM, or wish to replace the proxy that had been appointed, in order to participate remotely at the vote that will take place before the Reiterative General Meeting, they can appoint up to one (1) proxy, whose appointment must be made at least forty-eight(48) hours before the Reiterative General Meeting (i.e. by 18:00 on 06.07.2024 at the latest), as specifically mentioned below in D II.

After that date, it will not be possible to participate by proxy at the vote that will take place before the RGM.

For any questions and for instructions, shareholders may contact the Shareholders' Services Department

of the Company by email at ShareholdersMeeting@piraeusholdings.gror by telephone at +30 210 3739301 and +30 210 3335039 (daily between 09.00 - 17.00).

In addition, shareholders are asked to confirm that the "Mail Vote document" is successfully sent and received by the Company, and can, for this purpose, call +30 210 3739301 and +30 210 3335039 (Shareholders' Services Department).

D. PROCEDURE FOR PARTICIPATION AND VOTING BY PROXY

I. Shareholders participate in the GM and vote either in person or by proxy. Each shareholder may appoint up to three (3) proxies. However, if a shareholder possesses shares of the Company that are held in more than one Investor Securities Account, the above restriction cannot prevent the shareholder from appointing different proxies for the shares in each investor account for a particular General Meeting. A proxy appointment can be freely recalled. A proxy that acts for more than one shareholders can vote differently for each shareholder.

Shareholders may appoint a proxy for one or more General Meetings and for a specific period of time. The proxy votes in accordance with the shareholder's

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instructions, if there are any. Non-compliance by the proxy with the instructions received does not affect the validity of the decisions of the General Meeting, even if the proxy's vote was decisive in achieving the majority.

The proxy votes in accordance with the shareholders' instructions, as long as these are in place is obliged to file the required voting instructions for at least one

(1) year from the date of the AGM or the RGM.

The shareholder proxy is obliged to notify the Company, before the start of the General Meeting, about any specific event, which may be useful to shareholders in order to ascertain the risk that the proxy may serve other interests besides the interests of the shareholder.

A conflict of interest may arise particularly when the representative is:

  1. A shareholder that exercises control of the Company, or other legal person or entity that is controlled by that shareholder.
  2. A member of the Board of Directors or in general of the management of the Company or a shareholder that exercises control of the Company, or other legal person or entity that is controlled by that shareholder, which exercises control of the Company.
  3. An employee or a certified auditor of the Company or a shareholder that exercises control, or other legal person or entity that is controlled by a shareholder that exercises control of the Company.
  4. A spouse or a relative in the first degree with one of the private individuals that are mentioned in cases
  1. to c).

The appointment and revocation or replacement of the proxy or representative takes place in writing or by electronic means that are submitted to the Company at least forty-eight (48) hours before the General Meeting. Notification of the appointment and revocation or replacement of the proxy by electronic means is by electronic mail at the email address on the Invitation to the General Meeting or in case of shareholders that are identified through intermediaries, via confirmations or notices of articles

5 and 6 of Regulation (EU) 2018/1212, which are provided by the intermediary.

  1. Specifically for shareholder participation by proxy at the AGM on 28th June 2024 or any Reiterative Meeting, remotely in real-time by teleconference, or by shareholder participation by proxy at the vote on the items of the AGM that will take place before the General Meeting, shareholders or the Participant in the D.S.S. of their Securities Account or other intermediary acting as their custodian, providing them with custodian services can appoint up to one
    (1) proxy, whose appointment must be made at least forty-eight (48) hours before the AGM (i.e. by 17:30 on 26.06.2024 at the latest).

Upon receipt of the information above by the Company, and based on the email address and mobile telephone of the representative, as declared in the proxy document, an account is created for the proxy on the internet platform; the proxy is informed by email in order to activate the account in order to exercise the rights of the shareholder in accordance with what is referred to in B. and C. above.

The Company has made available documents:

  1. To appoint a proxy to participate in the AGM on June 28th, 2024 remotely in real-time by teleconference; and
  2. To appoint a proxy to vote on the items of the AGM that will take place before the General Meeting on June 28th, 2024.

These documents are available to shareholders in hard copy at the Shareholders' Services Department of the Company (9, Mitropoleos, Athens, Tel.: +30 210 3739301 and +30 210 3335039), and in electronic form on the website of the Company https://www.piraeusholdings.gr/en/

The abovementioned documents should be filled-in, signed with the signature authenticity verified, and submitted to the Shareholders Services Department of the Company, at 9, Mitropoleos, Athens or be sent digitally signed by using a recognized digital signature (qualified certificate) by the proxy or shareholder by e-mail at ShareholdersMeeting@piraeusholdings.grat least forty eight (48) hours before the date of the AGM.

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Shareholders are asked to confirm for the successful dispatch of the appointment in writing and receipt by the Company and may contact by telephone for this reason: +30 210 3739301 and +30 210 3335039 (Shareholders Services Department).

E. SHAREHOLDER MINORITY RIGHTS

In the context of the General meeting, the shareholders of the Company have, among others, the following rights:

  1. Shareholders representing at least one twentieth (1/20) of the paid-up share capital may request, that the Board of Directors includes additional items on the agenda of the AGM, by means of an application submitted at least fifteen (15) days prior to the date of the AGM. In this instance this application must be delivered to the Board of Directors until June 12th, 2024.
  2. Shareholders representing at least one twentieth

(1/20) of the paid-up share capital may request of the Board of Directors, upon submission of a respective application, to provide the shareholders with draft resolutions for items included in the initial or revised AGM agenda, at least seven (7) days prior to the date of AGM. This application must be submitted to the Board of Directors until June 20th, 2024. The draft resolutions are available to the shareholders according to the provisions of paragraph 3 of article 123 of Law 4548/2018, at least six (6) days before the date of the General Meeting.

  1. With the submission of a respective application shareholders may request of the Board of Directors to provide the AGM with specific information with respect to Company's business, to the extent that this is relevant to the items of the agenda, at least five (5) full days prior to the date of the AGM. This application must be submitted to the Board of Directors until June 22nd, 2024.

At the request of shareholders representing one twentieth (1/20) of the paid-up share capital, the Board of Directors is obliged to announce to the AGM the amounts which have been paid during the last two years to each member of the Board of Directors or to the Bank's executive officers, as well as any benefits granted to them for any reason, or on the basis of their contract with the Bank, at least five (5) days prior the date of the AGM. This application must be submitted to the Board of Directors until June 22nd, 2024.

  1. Shareholders representing one tenth (1/10) of the paid-up share capital, may request of the Board of Directors, by way of an application, to provide to the AGM with information on the course of the corporate affairs and the state of the Company's assets, at least five (5) full days prior the date of the AGM. The Board of Directors may refuse to provide the information for substantive reasons, as recorded in the minutes. This application must be submitted to the Board of Directors until June 22nd, 2024.

More detailed information on the above minority rights and the terms of their exercise are available on the Company's website https://www.piraeusholdings.gr/en/

F. AVAILABLE DOCUMENTS

AND INFORMATION

The present invitation, any documents to be submitted to the AGM, the draft resolution and relevant proposals of the Board of Directors for the item of the agenda, the proxy forms, for the appointment of representative, the email vote document and any other information as stipulated in Article 123, paragraph 3, of Law 4548/2018, are

posted on the Company's website

https://www.piraeusholdings.gr/en/and are available in hard copy at the Shareholders Services Department

of

the

Company.

Athens, May 23rd 2024

THE BOARD OF DIRECTORS

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Piraeus Financial Holdings SA published this content on 24 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 May 2024 17:47:02 UTC.