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Smartphoto Group N.V.

Major Shareholding Notification Jun 6, 2024

4001_mrq_2024-06-06_d7096ac0-f16e-489a-a2b9-43381dca2ec2.pdf

Major Shareholding Notification

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PRESS RELEASE – Regulated information Wetteren, 6 June 2024 – 07.30 p.m.

smartphoto group - Euronext Brussels: SMAR

smartphoto group Publication of a transparency notification

According to Article 9bis of the articles of association of smartphoto group NV, each holder of voting securities must notify when the voting rights attached to the voting securities reach, exceed or fall below the thresholds of 3%, 5%, or any multiple of 5% of the total number of existing voting rights.

In accordance with Article 14 and Article 29 of the Law of May 2, 2007 on disclosure of major holdings in issuers whose shares are admitted to trading on a regulated market, and containing various provisions, smartphoto group NV discloses the following notification:

Notification received on 4 June 2024

The private foundation trust office Vleterinvest, and Mr Etienne Kaesteker (Beukenlaan 1, 9250 Waasmunster, Belgium), have notified the Financial Services and Markets Authority (FSMA) and smartphoto group NV about the transfer of control over Shopinvest NV, which holds a participation in smartphoto group NV, by insertion of a private foundation trust office in the chain structure. Details of the notification received are given below.

Notification by a parent undertaking or a controlling person

Holders of voting rights Previous notification
# of voting rights
After the transaction
# of voting rights
% of voting rights
Etienne Kaesteker 0 0 0,00%
Private foundation trust office Vleterinvest 0 0 0,00%
Shopinvest NV (1)
5 700 000
719 000 18,24%
Subtotal (1)
5 700 000
719 000 18,24%
TOTAL 719 000 18,24%

(1) Taking into account the 1-for-10 share regrouping dated 30 November 2017, the number of voting rights relating to the previous notification (16 September 2015) is 570 000 voting rights.

Total number of voting rights (the denominator) at the time of the transaction, i.e. on 12 January 2024: 3 941 950. The threshold exceeded amounts to 15%.

Chain of controlled undertakings through which the holding is effectively held:

Shopinvest NV holds a qualifying participation in smartphoto. Almost all Shopinvest NV shares were transferred for certification; the private foundation trust office Vleterinvest has become controlling person of Shopinvest NV pursuant to this certification. Etienne Kaesteker can be regarded as the controlling person of the private foundation trust office Vleterinvest.

The notification of which the information is set out in this press release is available on smartphoto group NV's corporate website, being www.smartphotogroup.com, under the heading Investors/Transparency Legislation/Transparency Declarations.

Notifications of major shareholdings, or changes thereto, must - following the Act of 2 May 2007 and the articles of association of smartphoto group NV - be sent to:

Maggy Van den Stock, e-mail: [email protected].

.

About smartphoto group

Smartphoto group, the innovative e-commerce group, operates in B2C e-commerce under the name smartphoto TM in 12 European countries with affordable, high-quality personalised products such as gifts, cards, photo books, photo calendars, prints and wall decoration (www.smartphoto.be).

Additionally, smartphoto group, through naYan which is active in B2B e-commerce, is one of the market leaders in e-commerce distribution. NaYan is a full-service e-commerce agency that, worldwide, helps ambitious brands grow online, with proven expertise in e-commerce, digital marketing, customer experience and sales through marketplaces (www.nayan.be).

Through TopFanZ, smartphoto group is also Belgium's market leader in merchandising products and services in the sports and entertainment sector, ranging from product procurement, support in e-commerce activities and logistics, to full-service partnerships, including marketing advice (www.topfanz.com).

Smartphoto group's shares are traded on Euronext Brussels (ISIN BE0974323553, ticker symbol SMAR).

For additional information

Stef De corte*, CEO

smartphoto group NV Kwatrechtsteenweg 160 B- 9230 Wetteren Tel. +32.9.365.99.10 E-mail: [email protected] - Internet: www.smartphotogroup.com

* Fixed representative of Acortis BV

This press release is a free translation of the official Dutch version.

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