TeamViewer : Invitation and Agenda

TeamViewer SE - Virtual Annual General Meeting

Invitation to the Annual General Meeting 2024

June 7, 2024 I 11.00 am

Convenience translation

This translation is a working translation only.

Legally binding and relevant is solely the German version.

TeamViewer SE

Göppingen

ISIN DE000A2YN900 (WKN A2YN90)

Invitation to the

Annual General Meeting

(virtual Annual General Meeting)

We hereby invite the shareholders1 of our company to this year's Annual General Meeting to be held on Friday, June 7, 2024, at 11:00 a.m. (CEST).

Annual General Meeting

The Annual General Meeting will be held on the basis of § 15 (4) of the company's Articles of Association in the form of a virtual Annual General Meeting in accordance with § 118a of the German Stock Corporation Act (Aktiengesetz - AktG) without the physical presence of shareholders or their proxies. The entire virtual Annual General Meeting will be published at the Internet address

https://ir.teamviewer.com/agm

will be accessible live to duly registered shareholders via video and audio transmission on the company's password-protected online portal (InvestorPortal). Other interested parties can also follow the opening of the Annual General Meeting and the speeches by the Management Board and Supervisory Board at the aforementioned Internet address. Shareholders' voting rights may only be exercised - by the shareholders themselves or by their authorized representatives - by means of electronic absentee voting or by granting power of attorney to the proxies appointed by the company. The venue of the Annual General Meeting within the meaning of § 118a (1) AktG is the company's administrative headquarters in 73033 Göppingen, Bahnhofsplatz 2. The physical presence of shareholders and their proxies, with the exception of the company's proxies, at the venue of the Annual General Meeting is excluded.

1 For reasons of better readability, the generic masculine is used in the following. All personal designations apply equally to all genders.

TeamViewer SE - Invitation to the Annual General Meeting 2024

2

Table of contents

Section I: Agenda

1. Presentation of the adopted annual financial statements of TeamViewer SE and the approved consolidated financial statements of the TeamViewer Group for the fis- cal year 2023; presentation of the management reports of TeamViewer SE and the TeamViewer Group for the fiscal year 2023 including the explanatory reports on the disclosures pursuant to §§ 289a, 315a of the German Commercial Code (HGB); pre- sentation of the report of the Supervisory Board for the fiscal year 2023
2. Resolution on the granting of formal approval for the acts of the members of the Management Board of TeamViewer SE for the 2023 fiscal year
3. Resolution on the granting of formal approval for the acts of the members of the Su- pervisory Board of TeamViewer SE for the 2023 fiscal fiscal year
4. Resolution on the appointment of the auditors, the Group auditor and the auditor for the review of interim financial information as well as the auditor for sustainability reporting
5. Resolution on the approval of the Remuneration Report
6. Resolution on the approval of the Profit and Loss Transfer Agreement (Profit and Loss Transfer Agreement within the meaning of § 291 (1) sentence 1 AktG) between TeamViewer SE and Regit Eins GmbH
7. Resolution on the creation of Authorized Capital 2024/I with the option to exclude subscription rights (Authorized Capital 2024/I) and corresponding amendment to the Articles of Association
8. Resolution on the creation of an authorization for the Management Board to issue convertible bonds and/or bonds with warrants and to exclude subscription rights to these convertible bonds or bonds with warrants together with the simultaneous creation of Conditional Capital 2024 (Conditional Capital 2024) and corresponding amendment to the Articles of Association
9. Resolution on the creation of Authorized Capital 2024/II with the option to exclude subscription rights (Authorized Capital 2024/II) and corresponding amendment to the Articles of Association
10. Resolution on the election of a member of the Supervisory Board
11. Resolution on the authorization to acquire and use treasury shares and to exclude tender and subscription rights
12. Resolution on the authorization to acquire treasury shares using derivatives or via multilateral trading systems
13. Resolution on the amendments to the Articles of Association due to the Future Financing Act
14. Resolution on the further amendment to the Articles of Association: repeal of § 3 (2) sentence 2 and sentence 3 of the Articles of Association (transmission of information)

TeamViewer SE - Invitation to the Annual General Meeting 2024

3

Section II: Supplementary

information on individual Agenda Items

1. Remuneration Report for the 2023 fiscal year (on Agenda Item 5)
2. Report pursuant to § 293a (1) AktG in conjunction with §§ 293 (2), 295 AktG §on the conclusion of a Profit and Loss Transfer Agreement (on Agenda Item 6)
3. Report pursuant to §§ 203 (2) sentence 2, 186 (4) sentence 2 AktG (on Agenda Item 7)
4. Report pursuant to §§ 221 (4) sentence 2, 186 (4) sentence 2 AktG (on Agenda Item 8)
5. Report pursuant to §§ 203 (2) sentence. 2, 186 (4) sentence 2 AktG (on Agenda Item 9)
6. Information on the candidate proposed for election to the Supervisory Board (Agenda Item 10)
7. Report pursuant to § 71 (1) no. 8 AktG in conjunction with § 186 (3) and (4) AktG (on Agenda Items 11 and 12)
8. Report of the Management Board on the utilization of the authorization to acquire treasury shares and their use

Section III: Further information and notes

1. Total number of shares and voting rights at the time of convocation
2. Holding the Annual General Meeting as a virtual Annual General Meeting without the physical presence of shareholders and their proxies, video and audio transmission
3. Company website and documents and information available there
4. Requirements for attending the virtual Annual General Meeting and exercising share- holder rights, in particular voting rights (with record date in accordance with § 123 (4) sentence 2 AktG)
5. Further rights of shareholders
6. Further explanations on shareholder rights
7. Transmission of the Annual General Meeting, report of the Chairman of the Management Board and the Chairman of the Supervisory Board
8. Further information on the votes
9. Information on data protection
10. Technical information on the virtual Annual General Meeting
11. Note on the availability of image and sound transmission

TeamViewer SE - Invitation to the Annual General Meeting 2024

4

I.  Agenda

1. Presentation of the adopted annual financial statements of TeamViewer SE and the approved consolidated fi- nancial statements of the TeamViewer Group for the fiscal year 2023; presentation of the management reports of TeamViewer SE and the TeamViewer Group for the fiscal year 2023 including the explanatory reports on the disclosures pursuant to §§ 289a, 315a of the German Commercial Code (HGB); presentation of the report of the Supervisory Board for the fiscal year 2023
   The Supervisory Board approved the annual financial statements and the consolidated financial statements pre- pared by the Management Board on March 8, 2024. The annual financial statements are thus adopted in accor- dance with § 172 AktG. In accordance with the statutory provisions, the Annual General Meeting is therefore not re- quired to adopt a resolution on Agenda Item 1. There is no net retained profit of TeamViewer SE at the level of the separate financial statements for the 2023fiscal year, the appropriation of which could be resolved by the Annual General Meeting in accordance with § 174 (1) sentence 1 AktG.
   The documents relating to Agenda Item 1 are published on the company's website at https://ir.teamviewer.com/agm and can be accessed there.
2. Resolution on the granting of formal approval for the acts of the members of the Management Board of TeamViewer SE for the 2023fiscal year
   The Management Board and Supervisory Board propose that the actions of the members of the company's Man- agement Board in office in the 2023fiscal year be approved for this period.
3. Resolution on the granting of formal approval for the acts of the members of the Supervisory Board of TeamViewer SE for the 2023fiscal year
   The Management Board and Supervisory Board propose that the actions of the members of the company's Super- visory Board in office in the 2023fiscal year be approved for this period.
4. Resolution on the appointment of the auditors, the Group auditor and the auditor for the review of interim fi- nancial information as well as the auditor for sustainability reporting

4.1 The Supervisory Board proposes - on the recommendation of its Audit Committee - that PricewaterhouseC- oopers GmbH Wirtschaftsprüfungsgesellschaft, Stuttgart, be appointed as auditor and Group auditor for the 2024 fiscal year, as auditor for any review of the condensed financial statements and the interim management report for the first half of the 2024 fiscal year and for any review of additional interim financial information within the meaning of § 115 (7) of the German Securities Trading Act (WpHG) during the 2024 fiscal year and

until the next Annual General Meeting in 2025

.

The Audit Committee has declared that its recommendation is free from undue influence by third parties and that no clauses restricting the selection options within the meaning of § 16 (6) of Regulation (EU) No. 537/2014 of the European Parliament and of the Council of April 16, 2014 on specific requirements regarding statutory audit of public-interest entities and repealing Commission Decision 2005/909/EC have been imposed on it. Pricewater- houseCoopers GmbH Wirtschaftsprüfungsgesellschaft, Stuttgart, has been the company's auditor since 2022.

4.2 The Supervisory Board proposes - on the recommendation of its Audit Committee - that PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft, Stuttgart, be appointed as the auditor of the Sustainability Report for the 2024 fiscal year, provided that national legislation provides for an appointment by the Annual General Meeting.

5. Resolution on the approval of the Remuneration Report

The Management Board and Supervisory Board of the company have prepared a remuneration report for the 2023 fiscal year in accordance with § 162 AktG.

The remuneration report was audited by the auditor in accordance with § 162 (3) AktG to determine whether the legally required disclosures pursuant to § 162 (1) and (2) AktG had been made. In addition, the auditor was also commissioned to audit the content of the remuneration report. The auditor's report on the audit of the remunera- tion report is attached to the remuneration report.

TeamViewer SE - Invitation to the Annual General Meeting 2024

5

The Management Board and Supervisory Board propose that the remuneration report for the 2023 fiscal year, prepared and audited in accordance with § 162 AktG, be approved pursuant to § 120a (4) AktG.

The remuneration report for the 2023 fiscal year is reproduced in section II.1 of this invitation and is also available in the combined management report of the company (2023 annual financial statements) at https://ir.teamviewer.com/finanzergebnisse and at https://ir.teamviewer.com/agm during the Annual General Meeting.

6. Resolution on the approval of the Profit and Loss Transfer Agreement (Profit and Loss Transfer Agreement within the meaning of § 291 (1) sentence 1 AktG) between TeamViewer SE and Regit Eins GmbH

On April 18, 2024, TeamViewer SE entered into a Profit and Loss Transfer Agreement within the meaning of § 291 (1) sentence 1 AktG with Regit Eins GmbH, based in Göppingen, a wholly owned subsidiary of TeamViewer SE (hereinafter the "Profit and Loss Transfer Agreement"). The purpose of the agreement is to create a consol- idated tax group for corporate income tax and trade tax purposes. The Profit and Loss Transfer Agreement re- quires the approval of the Annual General Meeting of the company and the shareholders' meeting of Regit Eins GmbH in order to be effective, as well as entry in the commercial register of Regit Eins GmbH. The Profit and Loss Transfer Agreement is to be submitted to the Annual General Meeting of TeamViewer SE on June 7, 2024 for approval. It is intended that the shareholders' meeting of Regit Eins GmbH will give its approval shortly after the Annual General Meeting of TeamViewer SE.

The Management Board and Supervisory Board propose the following resolution: The Profit and Loss Transfer Agree- ment (Profit and Loss Transfer Agreement within the meaning of § 291 (1) sentence 1 AktG) dated April 18, 2024 be- tween TeamViewer SE as the controlling company and Regit Eins GmbH as the controlled company is approved.

As TeamViewer SE is the sole shareholder of Regit Eins GmbH, no compensation payments or settlements are to be granted to outside shareholders in accordance with §§ 304 and 305 AktG. The Profit and Loss Transfer Agreement between TeamViewer SE as the controlling company and Regit Eins GmbH as the controlled company contains a description of the contracting parties. The Profit and Loss Transfer Agreement has the following content:

Profit and Loss Transfer Agreement

between

TeamViewer SE, a European Company (Societas Europaea, SE) under the laws of the Federal Republic of Germany with its registered office in Göppingen, registered in the commercial register of the local court of Ulm under HRB 745906

(hereinafter referred to as the "Controlling Company")

and

Regit Eins GmbH, a limited liability company under the laws of the Federal Republic of Germany with its registered office in Göppingen, entered in the commercial register of the Ulm Local Court under HRB 731008

(hereinafter referred to as the "Controlled Company" and together with the Controlling Company as the "Parties").

Preamble

1. The fiscal year of the Controlled Company corresponds to the calendar year.
2. The Controlling Company holds all shares and voting rights in the Controlled Company (financial integration).
3. Having said this, the following is agreed between the Controlling Company and the Controlled Company:

1. Profit Transfer

1.1 The Controlled Company undertakes to transfer its entire profit to the Controlling Company from the beginning of its current fiscal year at the time this agreement comes into effect in accordance with § 301 AktG as amended. In accordance with the current version of § 301 AktG - subject to the creation or release of reserves in accordance with

TeamViewer SE - Invitation to the Annual General Meeting 2024

6

sections 1.2 and 1.3 below - the net profit for the year without the profit transfer, less any loss carried forward from the previous year and any amount blocked from distribution in accordance with § 268 (8) HGB, shall be transferred.

1. With the consent of the Controlling Company, the Controlled Company may only allocate amounts from the net profit for the year to revenue reserves within the meaning of § 272 (3) HGB to the extent that this is permissible un- der commercial law and economically justified on the basis of prudent business judgment.
2. Other revenue reserves formed during the term of this agreement within the meaning of § 272 (3) HGB shall be released at the request of the Controlling Company in accordance with § 301 sentence 2 AktG (analogously) and transferred as profit or used to offset a net loss for the year, if and to the extent that this does not conflict with § 302 AktG in its currently valid version.
3. The transfer of amounts from the reversal of capital reserves or from the reversal of profit carryforwards and/or retained earnings within the meaning of § 272 (3) HGB that were formed prior to the commencement of this agree- ment is excluded; these amounts may also not be used to offset a net loss for the year.
4. The Controlling Company may demand an advance transfer of profits if and insofar as this is permitted by law.

2. Assumption of Losses

The provisions of § 302 AktG, as amended, apply accordingly to the obligation to assume losses.

3. Fellowship

The claims regarding profit transfer or the obligation to assume losses arising from this agreement arise at the end of the balance sheet date (end of the respective ) of the Controlled Company and are due at this time. The profit transfer or loss absorption takes place within a reasonable period of time after the claims become due.

4. Effective Date, Duration of Contact and Termination

1. This agreement is concluded subject to the condition precedent of the approval of the Annual General Meeting or the shareholders' meeting of the parties. It becomes effective upon entry in the commercial register at the regis- tered office of the Controlled Company.
2. The provisions of this Agreement shall apply retroactively from the beginning of the Controlled Company's current fiscal year when this Agreement comes into effect.
3. This agreement is concluded for an indefinite period. It can be terminated in writing by either party with three months' notice to the end of a fiscal year of the Controlled Company, but at the earliest with effect from the end of the first fiscal year that ends at least five (5) years after the start of the fiscal year of the Controlled Company for which this agreement is first recognized for tax purposes.
4. The right to terminate this agreement for good cause remains unaffected. Good cause is, in particular, the sale or contribution of the Controlled Company by the Controlling Company or the merger, demerger or liquidation of the Controlling Company or the Controlled Company.

5. Miscellaneous

1. All amendments and additions to this contract - including this clause 5.1 - must be made in writing to be effective, unless a stricter form is required by law.
2. If any provision of this Agreement is or becomes void, invalid or unenforceable in whole or in part, the validity and enforceability of the remaining provisions shall not be affected thereby. The void, invalid or unenforceable provi- sion shall be replaced by a valid and enforceable provision that comes as close as possible to the economic purpose pursued by the parties. The same applies to the closing of loopholes in this contract.

Göppingen, April 18, 2024

TeamViewer SE - Invitation to the Annual General Meeting 2024

7

The Profit and Loss Transfer Agreement is explained and justified in more detail in a joint contractual report by the Management Board of TeamViewer SE and the management of Regit Eins GmbH, which is attached to the invitation under section II.2.

From the time the Annual General Meeting is convened, the following documents are available on the Internet at https://ir.teamviewer.com/agm:

• the Profit and Loss Transfer Agreement (Profit and Loss Transfer Agreement within the meaning of § 291 (1) sentence 1 AktG) between TeamViewer SE and Regit Eins GmbH;
• the annual financial statements of TeamViewer SE or - for the years 2021 and 2022 - TeamViewer AG and the con- solidated financial statements (included in the annual reports) for the fiscal years 2021, 2022, 2023 as well as the combined management reports of TeamViewer SE or TeamViewer AG and the Group (included in the annual reports) for these fiscal years;
• the annual financial statements of Regit Eins GmbH for the 2021, 2022 and 2023 fiscal years; and
• the joint report of the Management Board of TeamViewer SE and the management of Regit Eins GmbH prepared in accordance with § 293a AktG.

7. Resolution on the creation of Authorized Capital 2024/I with the option to exclude subscription rights (Autho- rized Capital 2024/I) and corresponding amendment to the Articles of Association

The company has authorized capital in accordance with § 4 (3) of the Articles of Association in conjunction with § 202 et seq. of the German Stock Corporation Act (AktG). Accordingly, the company's Management Board is authorized, with the approval of the Supervisory Board, to increase the company's share capital by up to EUR 100,000,000.00 in total by issuing up to 100,000,000 new no-par value shares against cash or non-cash contributions on one or more occasions until 2 September 2024 (Authorized Capital 2019). This authorization was partially exercised by the Man- agement Board: Authorized Capital 2019 was exercised in the amount of EUR 1,070,931.00 as part of a capital in- crease through contributions in kind, which took place in the 2020 fiscal year. The remaining authorization would expire before the (Annual) General Meeting in 2025. In order to maintain the company's uninterrupted financing op- tions by raising capital, the Management Board is to be authorized, with the approval of the Supervisory Board, to increase the company's share capital by issuing new shares, while cancelling the existing authorization.

The Management Board and Supervisory Board propose the following resolution: 1. cancellation of the authorized capital 2019

The currently existing authorization of the Management Board, with the approval of the Supervisory Board, to increase the share capital by issuing new shares in accordance with §4 (3) of the Articles of Association (Autho- rized Capital 2019) shall be cancelled with effect from the date on which the Authorized Capital 2024/I and the new version of § 4 (3) of the Articles of Association are entered in the commercial register, provided that it has not been exercised by then.

2. Creation of authorized capital 2024/I

The Management Board is authorized to increase the company's share capital in the period up to 6 June 2029 with the approval of the Supervisory Board once or several times by up to a total of EUR 34,800,000 by issuing up to 34,800,000 new no-par value bearer shares against cash and/or non-cash contributions (Authorized Capital 2024/I). This corresponds to 20% of the company's share capital existing at the time the invitation to the Annual General Meeting is submitted to the Federal Gazette. Shareholders must be granted subscription rights unless the Management Board makes use of the following authorizations to exclude subscription rights with the approval of the Supervisory Board. In accordance with § 186 (5) AktG, the new shares may also be acquired by a credit institution to be determined by the Management Board or a company operating in accordance with § 53 (1) sentence 1 KWG or § 53b (1) sentence 1 or (7) KWG (financial institution) or a syndicate of such credit or financial institutions with the obligation to offer them to the company's shareholders for subscription (indirect subscription right).

The Management Board is also authorized, with the approval of the Supervisory Board, to exclude shareholders' subscription rights once or several times in the following cases:

TeamViewer SE - Invitation to the Annual General Meeting 2024

8

1. insofar as this is necessary to offset peak amounts;
2. insofar as this is necessary in order to grant holders or creditors of convertible bonds or bonds with warrants and convertible profit participation rights issued by the company and/or its direct or indirect majority sharehold- ings a subscription right to new shares to the extent to which they would be entitled after exercising their conver- sion or option rights or after fulfilling their option exercise or conversion obligations;
3. insofar as the new shares are issued in return for cash contributions and the issue price of the new shares is not significantly lower than the market price of the company's shares already listed on the stock exchange at the time of the final determination of the issue price, which should be as close as possible to the placement of the shares. However, this authorization to exclude subscription rights only applies insofar as the calculated proportion of the share capital attributable to the shares issued with the exclusion of subscription rights in accordance with § 186 (3) sentence 4 AktG does not exceed a total of 10% of the share capital, neither the share capital existing at the time this authorization takes effect nor the share capital existing at the time this authorization is exercised. This limit shall include shares that (i) were sold or issued by the company during the term of this authorization up to the time of its utilization on the basis of other authorizations in direct or analogous application of § 186 (3) sentence 4 AktG with the exclusion of subscription rights or (ii) were issued or are to be issued to service bonds or profit participa- tion rights with conversion or option rights or conversion or option exercise obligations provided that the bonds or profit participation rights were sold or issued during the term of this authorization up to the time of their utiliza- tion with the exclusion of subscription rights in corresponding application of § 186 (3) sentence 4 AktG;
4. insofar as the new shares are issued against contributions in kind, in particular in the form of companies, parts of companies, interests in companies, receivables or other assets.

The Management Board may only make use of the above authorizations to exclude subscription rights to such an extent that the total proportionate amount of shares issued with the exclusion of subscription rights does not exceed 10% of the share capital. The calculation of the 10% limit is based on the share capital figure that exists at the time the authorization becomes effective upon its entry in the commercial register. If the share capital figure is lower at the time this authorization is exercised, this value is decisive. If, during the term of this authorization and until it is exercised, other authorizations to issue or sell shares in the company or to issue rights that enable or oblige the subscription of shares in the company are exercised and subscription rights are excluded, this limit of 10% of the share capital shall be taken into account.

The Management Board is also authorized, with the approval of the Supervisory Board, to determine the further details of the capital increase and its implementation. The Supervisory Board is authorized to amend the wording of § 4 of the Articles of Association in accordance with the respective utilization of the Authorized Capital 2024/I and after the expiry of the authorization period.

3. amendment of § 4 of the company's Articles of Association §4 (3) of the Articles of Association is revised as follows:

"(3) The Management Board is authorized, with the approval of the Supervisory Board, to increase the company's share capital in the period up to 6 June 2029 once or several times by up to a total of EUR 34,800,000 by issuing up to 34,800,000 new no-par value bearer shares in return for cash and/or non-cash contributions (Authorized Capital 2024/I). The profit entitlement of new shares can be determined in deviation from § 60 (2) AktG.

Shareholders must be granted subscription rights unless the Management Board makes use of the following authorizations to exclude subscription rights with the approval of the Supervisory Board. In accordance with § 186

1. AktG, the new shares may also be acquired by a credit institution to be determined by the Management Board or a company operating in accordance with § 53 (1) sentence 1 KWG or § 53b (1) sentence 1 or (7) KWG (financial institution) or a syndicate of such credit or financial institutions with the obligation to offer them to the company's shareholders for subscription (indirect subscription right).

The Management Board is also authorized, with the approval of the Supervisory Board, to exclude shareholders' subscription rights once or several times in the following cases

1. insofar as this is necessary to offset peak amounts;
2. insofar as this is necessary to grant holders or creditors of convertible bonds or bonds with warrants and con-

TeamViewer SE - Invitation to the Annual General Meeting 2024

9

vertible profit participation rights issued by the company and/or its direct or indirect majority shareholdings a subscription right to new shares to the extent to which they would be entitled after exercising their conversion or option rights or after fulfilling their option exercise or conversion obligations;

1. insofar as the new shares are issued against cash contributions and the issue price of the new shares is not sig- nificantly lower than the market price of the company's shares already listed on the stock exchange at the time of the final determination of the issue price, which should be as close as possible to the placement of the shares. How- ever, this authorization to exclude subscription rights only applies insofar as the calculated proportion of the share capital attributable to the shares issued with the exclusion of subscription rights in accordance with § 186 (3) sen- tence 4 AktG does not exceed a total of 10% of the share capital, neither the share capital existing at the time this authorization takes effect nor the share capital existing at the time this authorization is exercised. This limit shall include shares that (i) were sold or issued by the company during the term of this authorization up to the time of its exercise on the basis of other authorizations in direct or analogous application of § 186 (3) sentence 4 AktG with the exclusion of subscription rights or (ii) were issued to service bonds or participation rights with conversion or option rights or conversion or option exercise rights or conversion or option exercise obligations, provided that the bonds or profit participation rights were issued during the term of this authorization up to the time of their exer- cise with the exclusion of subscription rights in corresponding application of § 186 (3) sentence 4 AktG;
2. insofar as the new shares are issued against contributions in kind, in particular in the form of companies, parts of companies, interests in companies, receivables or other assets.

The Management Board may only make use of the above authorizations to exclude subscription rights to such an extent that the total proportionate amount of shares issued with the exclusion of subscription rights does not exceed 10% of the share capital. The calculation of the 10% limit is based on the share capital figure that exists at the time the authorization becomes effective upon its entry in the commercial register. If the share capital figure is lower at the time this authorization is exercised, this value is decisive. If, during the term of this authorization and until it is exercised, other authorizations to issue or sell shares in the company or to issue rights that enable or oblige the subscription of shares in the company are exercised and subscription rights are excluded, this limit of 10% of the share capital shall be taken into account.

The Management Board is also authorized, with the approval of the Supervisory Board, to determine the further details of the capital increase and its implementation. The Supervisory Board is authorized to amend the wording of § 4 of the Articles of Association in accordance with the respective utilization of the Authorized Capital 2024/I and after the expiry of the authorization period."

4. Registration

The Management Board is instructed to file the cancellation of the existing Authorized Capital 2019 pursuant to Section 1 above and the resolution on § 4 (3) of the Articles of Association pursuant to § 3 with the commercial register on the condition that the entry is made in the aforementioned order and that the cancellation of the existing Authorized Capital 2019 pursuant to § 1 is only entered if it is ensured that the resolution on § 4 (3) of the Articles of Association pursuant to § 3 is entered immediately afterwards.

In accordance with § 203 (2) sentence 2 AktG in conjunction with § 186 (4) sentence 2 AktG, the Management Board shall prepare a report on the reasons for the authorization to exclude shareholders' subscription rights when issuing the new shares, which can be accessed on the website at https://ir.teamviewer.com/agm.

8. Resolution on the cancellation of the Conditional Capital 2019, granting of a new authorization to issue con- vertible bonds and/or bonds with warrants and to exclude subscription rights to these convertible bonds or bonds with warrants together with the simultaneous creation of Conditional Capital 2024 ("Conditional Capital 2024") and corresponding amendment to the Articles of Association

The Annual General Meeting on 3 September 2019 authorized the Management Board to issue convertible bonds or bonds with warrants with a total nominal value of up to EUR 60,000,000.00 and to grant their holders conversion or option rights to a total of up to 60,000,000 no-par value bearer shares in the company with a proportionate amount of the share capital of up to EUR 60,000,000.00; the Annual General Meeting also resolved the Conditional Capital 2019 to service the conversion or option rights and to fulfil conversion obligations arising from these bonds.

This authorization would also expire on 2 September 2024 and therefore before the (Annual) General Meeting in 2025. In order to ensure uninterrupted, comprehensive flexibility in corporate financing and access to low-interest debt capital beyond this period by enabling the company to issue convertible bonds or bonds with warrants at any

TeamViewer SE - Invitation to the Annual General Meeting 2024

10