Barco NV

Proxy Solicitation & Information Statement • Mar 28, 2023

POWER OF ATTORNEY/VOTING FORM

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The undersigned(*):

(*) As to individuals: name, first name and address and National ID or Social Security number – As to corporate entities: corporate name, corporate form, registered office and corporate registration number as well as the name and function of the individuals duly signing the power of attorney on behalf of the corporate entities.

Acting (To be completed as applicable)

* as owner of:

shares of BARCO NV

* in the name and for the account of the shareholders whose full identity and the number of Barco NV shares owned by them are stated in the list below and/or in the attached list

Name	Address	Number of shares

appoints the Company Secretary of Barco NV (with right of substitution) as special proxy (proxy vote), to whom all powers are granted to represent the undersigned at the Annual General Meeting of Shareholders of Barco NV to be held on Thursday, April 27, 2023 at 4:00PM in the offices of the company, Beneluxpark 21, 8500 Kortrijk (Belgium), to participate in all deliberations on behalf of the undersigned and to vote or to refrain with the shares mentioned above regarding the agenda below according to the voting instructions below, to sign minutes and the attendance list, to make all statements, in to set the place and generally do whatever is useful or necessary, even if not off expressly stated in these.

wishes to cast all the votes attached to the shares mentioned above as follows (vote by letter) in respect of the Annual General Meeting of Shareholders of Barco NV with the agenda below to be held on Thursday April 27, 2023 at 4:00 PM at the company's offices, Beneluxpark 21, 8500 Kortrijk (Belgium).

A G E N D A

1. Presentation and discussion of the annual report of the Board of Directors, including the corporate governance statement, and the report of the Statutory Auditor on (i) the annual accounts of Barco NV and (ii) the consolidated annual accounts for the fiscal year ending December 31, 2022

This agenda item does not require a resolution of the general meeting.

2. Approval of the annual accounts of Barco NV for the fiscal year ending December 31, 2022 – Distribution of the results – Dividend

Proposal for resolution (1st vote):

The general meeting approves the annual accounts of Barco NV for the fiscal year ending December 31, 2022, including the distribution of the results and the determination of the gross dividend at Forty-Four eurocent (0.44 €) per fully paid-up share.

Voting instruction:

 FOR	 AGAINST	 ABSTAIN

3. Presentation of the consolidated annual accounts for the fiscal year ending December 31, 2022

This agenda item does not require a resolution of the general meeting.

4. Approval of the remuneration report

Proposal for resolution (2nd vote): The general meeting approves the remuneration report with respect to the fiscal year ending December 31, 2022.

Voting instruction:

 FOR	 AGAINST	 ABSTAIN

5. Discharge to the directors

Proposal for resolution (3rd vote):

The general meeting gives discharge to each one of the directors for the execution of his or her mandate during the fiscal year ending December 31, 2022.

Voting instruction:

 FOR	 AGAINST	 ABSTAIN
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6. Discharge to the Statutory Auditor

Proposal for resolution (4th vote):

The general meeting gives discharge to the Statutory Auditor for the execution of its mandate during the fiscal year ending December 31, 2022.

Voting instruction:

 FOR	 AGAINST	 ABSTAIN
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7. End of mandate of directors – (Re-)appointment directors

The Board of Directors requests the general meeting to acknowledge that the mandates of Mr. Frank Donck, Mr. Charles Beauduin, Mrs. An Steegen and Adisys Corporation, permanently represented by Mr. Ashok K. Jain, expire at the end of this annual general meeting. Their mandate is renewable.

7.1 Re-appointment of independent director

Upon recommendation of the Remuneration & Nomination Committee the Board of Directors proposes to re-appoint as independent director as defined in article 7:87 CCA Mr. Frank Donck.

Proposal for resolution (5th vote):

The general meeting re-appoints Mr. Frank Donck (°30-04-1965), residing at Floridalaan 62, B-1180 Ukkel, as independent director as defined in art. 7:87 CCA for a period of four (4) years from the closing of this general meeting until the closing of the ordinary general meeting of 2027.

Voting instruction:

 FOR	 AGAINST	 ABSTAIN
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7.2 Re-appointment of director

Upon recommendation of the Remuneration & Nomination Committee the Board of Directors proposes to re-appoint as director Mr. Charles Beauduin.

Proposal for resolution (6th vote):

The general meeting re-appoints Mr. Charles Beauduin (°19-09-1959), residing at Lenniksesteenweg 444, 1500 Halle, as director for a period of four (4) years from the closing of this general meeting until the closing of the ordinary general meeting of 2027.

Voting instruction:

 FOR  AGAINST	 ABSTAIN
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7.3 Re-appointment of director

Upon recommendation of the Remuneration & Nomination Committee the Board of Directors proposes to re-appoint as director Mrs. An Steegen.

Proposal for resolution (7th vote):

The general meeting re-appoints Mrs. An Steegen (°04-01-1971), residing at Kerkstraat 17, 3440 Zoutleeuw, as director for a period of four (4) years from the closing of this general meeting until the closing of the ordinary general meeting of 2027.

Voting instruction:

 FOR	 AGAINST	 ABSTAIN
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7.4 Re-appointment of independent director

Upon recommendation of the Remuneration & Nomination Committee the Board of Directors proposes to re-appoint as independent director Adisys Corporation, permanently represented by Mr. Ashok K. Jain.

Proposal for resolution (8th vote):

The general meeting re-appoints Adisys Corporation, permanently represented by Mr. Ashok K. Jain (° 23-06-1955), residing at 18630 Allendale Avenue, Saratoga, CA 95070, USA, as independent director for a period of four (4) years from the closing of this general meeting until the closing of the ordinary general meeting of 2027.

Voting instruction:

 FOR	 AGAINST	 ABSTAIN
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7.5 Appointment of independent director

Upon recommendation of the Remuneration & Nomination Committee the Board of Directors proposes to appoint as independent director Lord James Sassoon.

Proposal for resolution (9th vote):

The general meeting appoints Lord James Sassoon (°11-09-1955), residing at 4 Chelsea Park Gardens, London SW3 6AA, United Kingdom, as independent director as defined in art. 7:87 CCA for a period of three (3) years from the closing of this general meeting until the closing of the ordinary general meeting of 2026.

Voting instruction:

 FOR	 AGAINST	 ABSTAIN
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8. Remuneration of the directors

Proposal for resolution (10th vote):

Pursuant to article 17 of the by-laws the general meeting sets the aggregate annual remuneration of the Board of Directors at 2.863.725 euro for the year 2023, of which an amount of 2.450.000 euro will be allocated to the remuneration of the CEOs and the balance amount of 413.725 euro will be apportioned amongst the non-executive members of the Board according to the internal rules.

Voting instruction:

9. Approval stock option plans 2023

In 2023, the Board of Directors intends to issue new stock option plans in line with the terms of the previous stock option plans and therefor asks the authorization of the general meeting.

Proposal for resolution (11th vote):

The general meeting authorizes the Board of Directors to issue new stock option plans in 2023 within the limits specified hereafter: stock option plan 'Options Barco 16 – CLT 2023' and 'Options Barco 16 – Personnel 2023' (maximum 500.000 options).

Voting instruction:

 FOR	 AGAINST	 ABSTAIN
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The special attorney is authorized to vote over new topics to be discussed which have been added to the agenda:

Yes/No (delete what is not applicable)

If no, special attorney must abstain from voting on the new agenda topics.

In	Witness	whereof	this	instrument	is	signed	at	________	on
		________ 2023.

__________________________(*) (*)Date and signature with handwritten "good for proxy" DIRECTIVES FOR COMPLETION OF THE VOTING FORM OR POWER OF ATTORNEY

Shareholders, who wish to vote by letter or wish to be represented, should use the forms which are available at the company's headquarters or can be downloaded from the company's website www.barco.com or the LUMI AGM+ platform. No other forms will be accepted.

Collective proxies, proxies by substitution, or proxies granted by financial institutions, trusts, fund managers or accountholders in the name and for the account of several shareholders have to specify: the identity of each individual shareholder, the identity of the proxy holder(s) and, for each individual shareholder, the number of shares the proxy holder will be voting with.

Forms signed by hand should be delivered in original copy to the company (to the attention of the Legal Department), Beneluxpark 21, 8500 Kortrijk, Belgium company by not later than Wednesday April 26, 2023 within the office hours. Forms signed electronically should be uploaded in the Lumi AGM+platform.

Forms submitted to the company prior to the publication of an updated agenda (see above under "Addition of agenda topics"), if applicable, shall remain valid with respect to those topics of the agenda to which they relate, without prejudice to the right to withdraw its vote by letter or power of attorney and/or replace it with a new letter or power of attorney based upon the updated agenda.

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