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Ariston Holding N.V.

Declaration of Voting Results & Voting Rights Announcements Apr 16, 2025

9974_rns_2025-04-16_f0fb7937-1a8a-4d4b-bef8-074d860a1851.pdf

Declaration of Voting Results & Voting Rights Announcements

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SHARE CAPITAL AND VOTING RIGHTS AS AT 16 APRIL 2025

As of 16 April 2025, the date of the notice for the annual general meeting of Ariston Holding N.V. (the "Company") to be held on 3 June 2025, the total number of shares and voting rights is as follows:

Class of shares Number of issued shares
Multiple voting shares 225,000,000 (non-listed shares; 20 votes per share)
Listed ordinary shares 125,505,005
(listed;
1 vote per share)
Non-listed ordinary shares 22,095,194
(non-listed;
1 vote per share)

The articles of association of the Company provide that so long as the total number of ordinary shares and non-listed ordinary shares issued and outstanding is lower than two (2) times the total number of multiple voting shares issued and outstanding, a shareholder casting a number of votes exceeding the total number of ordinary shares and non-listed ordinary shares issued and outstanding at the record date for the relevant general meeting may never cast a number of votes on its shares exceeding:

  • a) five (5) times the total number of multiple voting shares held by the relevant shareholder at the record date for the relevant general meeting so long as the total number of ordinary shares and non-listed ordinary shares issued and outstanding is lower than the total number of multiple voting shares issued and outstanding, in each case at the record date for the relevant general meeting; or
  • b) eight (8) times the total number of multiple voting shares held by the relevant shareholder at the record date for the relevant general meeting so long as the total number of ordinary shares and non-listed ordinary shares issued and outstanding is equal to or greater than the total number of multiple voting shares issued and outstanding, in each case at the record date for the relevant general meeting,

it being understood that (i) in no circumstance a shareholder may cast a number of votes exceeding the number of votes that shareholder is entitled to cast on its shares had this limitation not been applicable and (ii) this limitation shall not be applicable, and no shareholder shall be limited in the casting of votes on its shares, if the number of ordinary shares and nonlisted ordinary shares issued and outstanding is equal to, or greater than, two (2) times the total number of multiple voting shares issued and outstanding (together, the Voting Threshold).

Pursuant to Dutch law, no votes may be cast at a general meeting in respect of shares which are held by the Company. As at 16 April 2025, the Company held 4,553,709 shares in its own capital.

As a result of the Voting Threshold, the total number of votes is as follows:

Class of shares Number of votes
Multiple voting shares 1,100,984,486
Listed ordinary shares 120,951,296
Non-listed ordinary shares 22,095,194
Total 1,244,030,976

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