Entra

Pre-Annual General Meeting Information • Apr 7, 2025

To the shareholders of Entra ASA

NOTICE OF THE ANNUAL GENERAL MEETING OF ENTRA ASA

Entra ASA will hold its annual general meeting on Tuesday, 29 April 2025 at 10:00 CEST. The general meeting will be held as a digitally meeting only at: https://dnb.lumiagm.com/128355765. See further information under "Participation" and "Registration of attendance" below.

Alternatively, to participating digitally at the general meeting, shareholders may cast advance vote or give proxy, with or without voting instructions. Please see below for details.

This notice is also available on the company's website at www.entra.no/investor-relations/governance.

The general meeting has the following agenda:

Agenda

1. Opening of the meeting and registration of attending shareholders

The chairperson of the board, Ottar Ertzeid, or a person appointed by him, will open the meeting.

2. Election of a person to chair the meeting

The board proposes that attorney at law Dag Erik Rasmussen is elected to chair the meeting.

3. Election of a person to co-sign the minutes together with the chair of the meeting

4. Approval of the notice and the proposed agenda

5. Approval of the annual accounts and the board's annual report for the financial year 2024 for Entra ASA

Reference is made to the annual report for 2024, including the annual accounts, the board of directors' report and the auditor's statement, which is available at the company's website, www.entra.no/investorrelations/reports-and-presentations.

The board proposes that the general meeting resolves as follows:

The general meeting approves the annual accounts and the board of directors' annual report for Entra ASA for the financial year 2024.

6. Authorisation to distribute semi-annual dividend based on the approved annual accounts for 2024

The board authorisation to distribute semi-annual dividend based on the approved annual accounts for 2023 expires at the annual general meeting in 2025. It is noted that the board has not utilised the existing authorisation and does not propose that the general meeting resolves distribution of dividends for the second half of 2024. The board refers to considerations regarding distributions of dividends outlined in the annual report for 2024, including the board's focus in 2024 on strengthening the company's balance sheet, which is available on the company's website www.entra.no/investor-relations/reports-and-presentations.

The board proposes that the general meeting grants the board a new authorisation to resolve distributions of dividends based on the company's annual accounts for 2024. The grounds for the proposal is to provide a basis for distributing dividends on a semi-annual basis, provided that it is deemed suitable at the time of the resolution and the distribution in light of Entra ASA's financial situation.

The board proposes that the general meeting resolves as follows:

• 1. The board of directors is authorised to resolve distributions of semi-annual dividends based on the company's annual accounts for 2024, cf. section 8-2 (2) of the Norwegian Public Limited Liability Companies Act.
• 2. When making use of the authorisation, the board shall ensure that the resolution is in line with the company's resolved dividend policy. Before a resolution on the distribution of dividends is made,

the board shall consider whether the company, following such distribution, will have adequate equity and liquidity.

3. The authorisation shall be valid until the annual general meeting in 2026, and will in all cases expire on 30 June 2026.

7. The board of directors' account on corporate governance

Reference is made to the account on corporate governance dated 13 March 2025, prepared in accordance with section 2-9 of the Norwegian Accounting Act and the Norwegian Code of Practice for Corporate Governance (NUES), last amended on 14 October 2021. The account is included on page 36 et seq. in the annual report for 2024.

Pursuant to section 5-6 (5) of the Norwegian Public Limited Liability Companies Act, the general meeting shall consider the account on corporate governance, but the account is not subject to vote.

8. Report on salaries and other remuneration to senior personnel

The board of directors has prepared a report in accordance with section 6-16 b of the Norwegian Public Limited Liability Companies Act, providing an overview of paid and outstanding salaries and other remuneration to senior personnel. The company's auditor has controlled that the report is compliant with statutory law and the regulation of 11 December 2020 no. 2730 on guidelines and report on remuneration for senior executives. The report is available on

www.entra.no/investor-relations/governance#generalmeeting.

The annual general meeting shall hold an advisory vote on the report, cf. section 5-6 (4) and section 6-16 b (2) of the Norwegian Public Limited Liability Companies Act.

The board proposes that the general meeting passes the following resolution:

The general meeting endorses the board of directors' report on salaries and other remuneration to senior personnel for the financial year 2024.

9. Authorisation to acquire own shares in Entra ASA in the market for subsequent cancellation

The board's authorisation to acquire shares in Entra ASA, granted by the annual general meeting in 2024, expires at the annual general meeting in 2025. Thus, the board of directors proposes that the general meeting grants the board a new authorisation to acquire shares in the company with an aggregated par value of up to approximately 5% of the company's share capital. The maximum purchase price for the shares is proposed set to up to NOK 2,731,980,900.

The buy-back of the company's own shares pursuant to the proposed authorisation will benefit shareholders as the remaining shares would hold a higher stake of ownership in the company. The purpose of the proposal is to enable the board to utilise the mechanisms available pursuant to the Norwegian Public Limited Liability Companies Act as regards to distribution of capital to the company's shareholders. The existing authorisation has not been used.

Any acquisition of the company's own shares is conditional on such shares being cancelled by a subsequent share capital decrease to be resolved by a new general meeting.

The board proposes that the general meeting resolves as follows:

• 1. The general meeting authorises the board on behalf of the company to acquire own shares with an aggregated par value of up to NOK 9,106,603, corresponding to approximately 5% of the company's share capital, for a maximum purchase price of up to NOK 2,731,980,900.
• 2. Own shares acquired under this authorisation may only be disposed of by way of a subsequent cancellation through a share capital decrease, cf. section 12-1 (1) no. 2 of the Norwegian Public Limited Liability Companies Act.
• 3. The lowest and highest purchase price to be paid per share is NOK 50 and NOK 300, respectively.

• 4. The company's acquisition and divestment of own shares shall be carried out in the open market and in accordance with generally accepted principles for equal treatment of shareholders.
• 5. This authorisation shall be valid until the annual general meeting in 2026, and will in all cases expire on 30 June 2026.

10. Authorisation to acquire own shares in Entra ASA in connection with its share scheme and longterm incentive scheme

Reference is made to the annual general meeting in 2024, where the general meeting resolved to authorise the board of directors to acquire shares in Entra ASA in connection with the company's share scheme for all employees in the Entra group, as well as under the long-term incentive scheme for senior management in the Entra group (the "LTI Scheme"). The authorisation expires at the annual general meeting in 2025. The existing authorisation from the annual general meeting in 2024 was used to buy back 60,854 shares for the company's share scheme for all employees.

In order to continue to use the company's own shares for the share scheme for all employees in the Entra group, as well as for the LTI Scheme, the board of directors proposes that the general meeting authorises the board to acquire up to 500,000 of the company's shares, with an aggregated par value of up to NOK 500,000, equivalent to approximately 0.27% of the share capital, for a total purchase price of up to NOK 150,000,000.

The LTI Scheme is described in the guidelines on remuneration to senior personnel prepared by the board. Information on the LTI Scheme is available at www.entra.no/investor-relations/governance#generalmeeting.

The board proposes that the general meeting resolves as follows:

• 1. The general meeting authorises the board on behalf of the company to acquire own shares with an aggregated par value of up to NOK 500,000, equivalent to approximately 0.27% of the company's share capital, for a total purchase price of up to NOK 150,000,000.
• 2. Own shares may be acquired for the purpose of carrying out the company's share scheme for all employees in the Entra group and the long-term incentive scheme for members of the senior management in the Entra group.
• 3. The lowest and highest purchase price to be paid per share is NOK 50 and NOK 300, respectively.
• 4. The company's acquisition of own shares shall be carried out in the open market and in accordance with generally accepted principles for equal treatment of shareholders. Divestment shall be carried out in accordance with the purposes set out in item 2 above, or in the open market.
• 1. This authorisation shall be valid until the company's annual general meeting in 2026, and will in all cases expire on 30 June 2026.

11. Authorisation to increase the share capital of Entra ASA

The board's authorisation to increase the company's share capital, granted by the annual general meeting in 2024, expires at the annual general meeting in 2025. The board of directors proposes that the general meeting grants the board a new authorisation to increase the company's share capital by issuance of new shares with an amount equivalent of up to 10% of the share capital at the date of the resolution. The proposed authorisation may only be used to strengthen the company's equity or to cover capital needs in connection with business opportunities. The existing authorisation has not been used.

With respect to the subscription of the new shares under the authorisation, there are no circumstances that should be taken into account besides those that are generally relevant when investing in listed shares. The proposal entails that the shareholders' preferential rights to subscribe for shares pursuant to section 10-4 of the Norwegian Public Limited Liability Companies Act may be set aside, cf. section 10-5. The board considers it to be in the common interest of the company and its shareholders that the board is provided the necessary flexibility to increase the share capital in the manner and for the purposes set out above.

The board proposes that the general meeting resolves as follows:

• 1. The board is authorised on behalf of the company to increase the share capital by up to NOK 18,213,205, equivalent to approximately 10% of the company's share capital. The authorisation may be used one or several times.
• 2. The authorisation may be used to strengthen the company's equity and to cover capital needs in connection with business opportunities.
• 3. The board shall determine the subscription terms, including the subscription price, and is authorised to make necessary amendments to the articles of association resulting from the issuance of new shares under the authorisation.
• 4. The authorisation shall be valid until the annual general meeting in 2026, and will in all cases expire on 30 June 2026.
• 5. The shareholders' preferential rights to subscribe for shares pursuant to section 10-4 of the Norwegian Public Limited Liability Companies Act may be set aside, cf. section 10-5.
• 6. The authorisation includes share capital increases by contribution in kind and a right to inflict special obligations on the company, cf. section 10-2 of the Norwegian Public Limited Liability Companies Act.
• 7. The authorisation does not include resolutions on mergers pursuant to section 13-5 of the Norwegian Public Limited Liability Companies Act.

12. Approval of remuneration to the auditor for 2024

The board proposes that the general meeting resolves as follows:

The general meeting approves the remuneration to the company's auditor of NOK 1,528,190,- ex. VAT for 2024.

13. Remuneration to the members of the board, the audit committee and the remuneration committee

With respect to items 13 to 16, reference is made to the recommendations by the nomination committee which are available on the company's website at www.entra.no/investor-relations/governance#generalmeeting.

The board proposes that the general meeting adopts resolutions in line with the proposed resolutions set out in the nomination committee's recommendations.

• 14. Election of members to the nomination committee
• 15. Remuneration to the members of the nomination committee
• 16. Election of members to the board of directors

*****

THE SHARES OF THE COMPANY AND THE RIGHT TO VOTE FOR SHARES

Entra ASA is a public limited liability company governed by the Norwegian Public Limited Liability Companies Act. As of the date of this notice, there are 182,132,055 shares issued in Entra ASA, each with a par value of NOK 1. Each share carries one vote at the general meeting and otherwise carries equal rights.

Only those who are shareholders of the company five business days prior to the general meeting, i.e., on 22 April 2025 (the Record Date), are entitled to attend and vote at the general meeting, cf. section 5-2 (1) of the Norwegian Public Limited Liability Companies Act. A shareholder who wishes to attend and vote at the general meeting must be registered in the shareholder register in the Norwegian Central Securities Depository, Euronext Securities Oslo (VPS), or have reported and documented an acquisition as per 22 April 2025. Shares acquired after 22 April 2025 do not entitle the holder to attend and vote at the general meeting, however, the right to attend and vote is retained for shares sold after 22 April 2025.

SHARES HELD IN NOMINEE ACCOUNTS

In accordance with section 1-8 of the Norwegian Public Limited Liability Companies Act, this notice is sent to nominees who shall pass it on to shareholders for whom they hold shares. On behalf of the beneficial owner, the nominee must, in accordance with section 5-3 of the Norwegian Public Limited Liability Companies Act register attendance with the company no later than two business days before the general meeting, i.e., by 25 April 2025 at 16:00 CEST. Beneficial shareholders must themselves communicate with their nominees, who are responsible for conveying votes, proxies or registration of attendance within this deadline.

THE SHAREHOLDERS' RIGHTS

Shareholders, including owners of shares held via nominees and who have registered attendance within the deadline stated above, are entitled to attend the general meeting in person or by proxy. Shareholders have the right to speak and to be accompanied by one advisor, and may give such advisor the right to speak. At the general meeting, shareholders may require that the board members and the CEO provide available information on circumstances that may have an effect on the evaluation of matters that have been put to the shareholders for decision. The same applies to information regarding the company's financial position and other issues that the general meeting shall deal with, unless the information required cannot be provided without disproportionate harm to the company.

The deadline for shareholders to put new matters on the agenda has expired, cf. section 5-11 second sentence of the Norwegian Public Limited Liability Companies Act. Shareholders are nevertheless entitled to submit alternatives to the board's proposals under matters to be dealt with by the general meeting, provided that the alternative proposal lies within the scope of a matter on the agenda.

PARTICIPATION

1. Shareholders may only attend the general meeting digitally

To participate the following link is used: https://dnb.lumiagm.com/128355765. Reference number and PIN code may be retrieved at VPS Investor Services (https://investor.vps.no/garm/auth/login) or found in the enclosed registration- and proxy form. A guide for digital participation at the general meeting is available at the company's website, https://www.entra.no/investorrelations/governance#generalmeeting.

Owners of shares held through nominee accounts must register attendance by 25 April 2025 at 16:00 CEST. If such shareholders have not registered their attendance within this deadline, they will not be able to participate by voting at the general meeting. Any other shareholders are not required to register attendance to participate digitally, but are nevertheless encouraged to register their attendance by the same deadline.

Shareholders must be logged in to the meeting before the general meeting starts. For further information about digital participation at the general meeting, see the enclosed registration- and proxy form.

2. Shareholders may vote in advance of the general meeting

Shareholders who do not wish to grant a proxy or participate digitally, may cast advance votes. Advance votes must be registered by 25 April 2025 at 16:00 CEST (the Registration Deadline). Registration of advance votes may be done electronically through VPS Investor Services (choose Corporate Actions - General Meeting – ISIN) or through the company's website www.entra.no/investor-relations. Alternatively, the enclosed registration- and proxy form may be used, see further instructions therein.

3. Shareholders may give proxy

Shareholders who do not wish to participate digitally or cast advance votes, may give a proxy to the chair of the board or another person named to vote for their shares by using the attached proxy form. Proxies must be registered by 25 April 2025 at 16:00 CEST (the Registration Deadline). All shareholders are encouraged to complete the attached form with voting instructions. If the form with voting instructions is not completed, this will be deemed as an instruction to vote "in favour" of the board's proposals, including the proposals in the recommendations by the nomination committee, and the board's recommendations in relation to any proposal received. If a proposal is put forward, in addition to or as a replacement for the board's proposals in the notice of the general meeting, the proxy holder determines how to vote.

A proxy with voting instructions may not be registered electronically, and must therefore be sent by e-mail to genf@dnb.no (scanned form), or by post to DNB Bank ASA, Registrar's Department, P.O. Box 1600 Sentrum, 0021 Oslo, Norway.

REGISTRATION OF ATTENDANCE

Owners of shares held through nominee accounts must register attendance by 25 April 2025 at 16:00 CEST. If such shareholders have not registered attendance within this deadline, they will not be able to participate by voting at the general meeting.

Any other shareholders are not required to register attendance to participate, but are nevertheless encouraged to register their attendance by the same deadline.

All shareholders may by 25 April 2025 at 16:00 CEST (the Registration Deadline):

• Register proxy or advance votes by filling out the enclosed registration- and proxy form and send this by regular mail to DNB Bank ASA, Registrars Department, P.O.Box 1600 Centrum, 0021 Oslo, Norway or by e-mail to genf@dnb.no. The form must be received by DNB Bank ASA, Registrars' Department within this deadline.
• Register proxy or cast advance votes electronically by following the instructions in the enclosed registration- and proxy form.

REFERENCE NUMBER (REF. NO.) AND PIN CODE

All shareholders registered in the VPS are assigned their own reference number (Ref. no.) and PIN code for use for the general meeting and for digital participation at: https://dnb.lumiagm.com/128355765. Ref. no. and PIN code are available through VPS Investor Services. Shareholders who cannot find their Ref. no. and PIN code through VPS Investor Service or as received by post, may contact DNB Registrars Department by phone +47 23 26 80 20 (08:00 – 15:30 CEST) or by e-mail to genf@dnb.no.

All VPS direct-registered shareholders may access VPS Investor Services throughhttps://investor.vps.no/garm/auth/login or internet bank. Contact your VPS account operator if you do not have access. Shareholders who have not selected electronic corporate messages in VPS Investor Services will receive their Ref. no. and PIN code by post in the notice from the Company (see next page).

DOCUMENTS FOR THE GENERAL MEETING

The notice of the general meeting, appendices and other documents relevant for the items on the agenda for the general meeting are, in accordance with section 5-11 a if the Norwegian Public Limited Liability Companies Act and the company's articles of association, available on the Company's website www.entra.no/investor-relations. The notice and other relevant documents can also be obtained free of charge by regular mail or e-mail upon request to svi@entra.no.

Shareholders who receive the paper version of this notice are encouraged to accept electronic communication through VPS Investor Services in order to receive notices and other documents electronically going forward.

Oslo, 7 April 2025

Yours truly on behalf of the board of directors in Entra ASA

Ottar Ertzeid Chair of the board

The annual report for 2024, including the annual accounts, the board of directors' annual report, the board's account on corporate governance and the auditor's statement, the company's articles of association, the board's report on remuneration to senior personnel, and the recommendations by the nomination committee are, along with this notice, available on Entra ASA's website www.entra.no/investor-relations. Shareholders may request to have the attachments sent to them by notifying the company. Address:

Entra ASA, Att. Isabel Vindenes (Head of IR) Tel: +47 976 59 488 E-mail: isvi@entra.no

Information regarding participation and the registration- and proxy form (including with voting instructions) are attached to this notice.

Ref. no.: PIN code:

Notice of annual general meeting

The annual general meeting in Entra ASA will be held as a digital meeting only on Tuesday 29 April 2025 at 10:00 CEST.

The shareholder is registered with the following number of shares at summons: __ and votes for the number of shares registered in
Euronext Securities Oslo (VPS) per the Record Date: 22 April 2025.

The general meeting is held as a digital meeting, where shareholders may only attending digitally. A shareholder wishing to participate, but not vote at the meeting, may give a proxy (with or without voting instructions) or cast advance vote. A guide describing how you participate digitally is available on the company's website www.entra.no/investor-relations.

For shares held through nominees, the deadline for registration of attendance is 25 April 2025 at 16:00 CEST (the Registration Deadline). For other shareholders, there is no deadline for registration of attendance, but all shareholders are encouraged to register attendance by the same time.

The deadline for registration of proxies, with or without voting instructions, and advance votes is 25 April 2025 at 16:00 CEST (the Registration Deadline).

Digital registration in advance

If you are unable to register attendance, advance votes, or proxies electronically, you may alternatively use the form "Registration by post or e-mail" on the following page.

Electronic registration attendance, advance votes and proxies may be done through the company's website http:///www.entra.no/investor-relations. Use the reference number and PIN code which can be found either on this form above (for those receiving this notice by post), through VPS Investor Services viahttps://investor.vps.no/garm/auth/login or via your account operator. Choose Corporate Actions - general meeting, click on ISIN, and find your name, reference number, PIN code and shareholding, as well as the following options:

• Choose Enroll to register digital participation. There is a statutory requirement for registration of attendance for nominee-registered shares (see the deadline above). Other shareholders who wish to participate electronically do not need to register attendance, but are nevertheless encouraged to register attendance within the same deadline.
• Choose Advance vote to vote in advance of the general meeting.
• Choose Delegate Proxy to give a power of attorney to the chair of the board or another person.
• Press Close if you do not wish to register attendance, advance votes or proxies.

Participation at the general meeting

Shareholders may participate by logging in at https://dnb.lumiagm.com/128355765, enter the meeting ID: 128-355-765 and use your reference number and PIN code from the VPS Investor Services (Corporate Actions – General Meeting – click on ISIN) or as sent by post on this form. Shareholders can also get their reference number and PIN code by contacting DNB Bank Registrars Department by phone +47 23 26 80 20 (08:00 to 15:30 CEST) or by email genf@dnb.no.

Log in must be done before the start of the meeting, and will be opened for one hour before the meeting starts. If you are not logged in before the general meeting starts, you will be granted access to the meeting, but you will not be able to vote. Note that the same apply to owners of nominee-registered shares who have not registered attendance by 25 April 2025 at 16:00 CEST. For additional information, see the guide for digital attendance on the company's website www.entra.no/investor-relations.

Shareholders who have cast advance votes or given proxy, but wish to also attend digitally, are asked to send an e-mail to genf@dnb.no.

Ref. no: PIN code:

Registration of attendance, proxy or advance votes by post or e-mail

The signed form is sent as an attachment by e-mail* to genf@dnb.no (scan this form), or by regular mail to DNB Bank ASA, Registrars Department, P.O. Box 1600 Centrum, 0021 Oslo, Norway. The form must be received no later than 25 April 2025 at 16:00 CEST. If the shareholder wishing to register attendance, cast advance votes or give proxy is a company, the signature must be according to the company's certificate of registration. The form must be dated and signed to be valid.

*E-mails are unsecured unless secured by the sender.

The shares of _______________________________________ are represented at the annual general meeting in Entra ASA on 29 April 2025 as follows: (mark the correct alternative)

• ☐ Will attend digitally (do not mark the items below).
• ☐ Proxy without voting instructions to the chair of the board or a person authorised by him (do not mark the items below)
• ☐ Proxy with voting instructions to the chair of the board or a person authorised by him (mark the individual items below)
• ☐ Advance votes (mark the individual items below)
• ☐ Open proxy to (do not mark items below any instructions to be agreed directly with the proxy holder)

_____________________________________________________________ (Enter name of the proxy holder in block letters. If no name is stated, the proxy is considered given to the chair of the board.) Note: The proxy holder must contact DNB Bank Registrars Department by phone +47 23 26 80 20 (08:00 – 15:30 CEST) for login details for digital participation

The votes shall be cast in accordance to the instructions below. If the section for voting for an item is left blank, this will be deemed as an instruction to vote in accordance with the board's proposals and the nomination committee's recommendations. If any motions are made from the attendees in addition to or in replacement of the proposals in the notice, the proxy holder may vote at their discretion. If there is any doubt as to how the instructions should be understood, the proxy holder may abstain from voting.

	Agenda for the annual general meeting 29 April 2025	In favour	Against	Abstain
Item 2:	Election of a person to chair the meeting			
Item 3:	Election of a person to co-sign the minutes together with the chair of the meeting			
Item 4:	Approval of the notice and the proposed agenda			
Item 5:	Approval of the annual accounts and the board's annual report for the financial year 2024 for			
	Entra ASA
Item 6:	Authorisation to distribute semi-annual dividend based on the approved annual accounts for			
	2024
Item 7:	The board of directors' account on corporate governance	Not subject to vote
Item 8:	Report on salaries and other remuneration to senior personnel			
Item 9:	Authorisation to acquire own shares in Entra ASA in the market for subsequent cancellation			
Item 10:	Authorisation to acquire own shares in Entra ASA in connection with its share scheme and			
	long-term incentive scheme
Item 11:	Authorisation to increase the share capital of Entra ASA			
Item 12:	Approval of remuneration to the auditor for 2024			
Item 13:	Remuneration to the members of the board, the audit committee and the remuneration committee, see the recommendation from the
	nomination committee on the company's website: www.entra.no/investor-relations/governance#generalmeeting
	Remuneration to the members of the board	 	 	 
	Remuneration to the members of the audit committee			
Item 14:	Remuneration to the members of the remuneration committee
	Election of members to the nomination committee, see the recommendation from the nomination committee on the company's website: www.entra.no/investor-relations/governance#generalmeeting
	Ingebret Hisdal, chair (re-election)			
	Per Berggren (re-election)			
	Gisele Marchand (re-election)			
	Erik Selin (re-election)			
Item 15:	Remuneration to the members of the nomination committee, see the recommendation from the nomination committee on the company's
	website: www.entra.no/investor-relations/governance#generalmeeting
	Remuneration to the members of the nomination committee			
Item 16:	Election of members to the board of directors, see the recommendation from the nomination committee on the company's website:
	www.entra.no/investor-relations/governance#generalmeeting
	Ottar Ertzeid, leder (re-election)			
	Hege Beate Toft-Karlsen (re-election)			
	Widar Salbuvik (re-election)			
	Joacim Dan Anders Sjöberg (re-election)			
	Camilla Aldona Cakste Tepfers (re-election)			
	Ewa Wassberg (re-election)			

____________________________________________________________________________________________

Place Date Shareholder's signature

With regards to the rights of attendance and voting, please refer to the Norwegian Public Limited Liability Companies Act, in particular Chapter 5. When granting a proxy, a written and dated proxy from the shareholding's beneficial owner has to be presented. If the shareholder is a company, the company's certificate of registration must be attached to the proxy.