Ericsson Nikola Tesla d.d.

Pre-Annual General Meeting Information • Oct 6, 2025

Ericsson Nikola Tesla d.d. Zagreb, Krapinska 45

SECURITY: ERNT (ISIN: HRERNTRA0000) LEI: 5299001W91BFWSUOVD63 HOME MEMBER STATE: Republic of Croatia REGULATED MARKET SEGMENT: Regular Market of the Zagreb Stock Exchange

NOTICE OF THE EXTRAORDINARY GENERAL MEETING OF ERICSSON NIKOLA TESLA d.d.

Pursuant to Article 277, paragraphs 2 and 3 of the Companies Act, the Management Board of Ericsson Nikola Tesla d.d. company, with its headquarters in Zagreb, Krapinska 45, passed on September 25, 2025 the following

DECISION ON CONVOCATION

of the Extraordinary General Meeting of the Company, which will be held on November 14, 2025, at 11 a.m. at the registered office of the Company in Zagreb, Krapinska 45, and shall have the following

AGENDA

• 1. Opening of the General Meeting (appointing the Commission to record the presence of shareholders, verify registrations, determine represented equity capital, verify that the General Meeting was lawfully convened and that it is eligible to make decisions);
• 1. Decision to supplement the Company's scope of business activities;
• 1. Decision on replacing the Company's Articles of Association:
• 1. Amending the Remuneration Policy for the Management Board;
• 1. Amending the Decision on the Remuneration of the Members of the Supervisory Board.

Proposed decisions at the General Meeting

The Management Board and the Supervisory Board of Ericsson Nikola Tesla d.d. Zagreb jointly propose to the General Meeting to adopt decisions under items 2, 3, 4 and 5.

ltem 2

"The decision is reached to supplement the Company's scope of business activities, in a way that in addition to the existing activities, the following activities are added:

* production, design, installation, repair and maintenance of solar equipment and devices and solar systems;

*construction project management activity."

Item 3

"The Articles of Association of the Company of 13 May 1995, together with all its' amendments are replaced in their entirety by a new text which forms an integral part of this Decision."

ericasonnikolatesia com

"The revised Remuneration Policy for the Management Board is approved and forms integral part of this decision."

Item 5

"The revised Decision on the Remuneration of the Members of the Supervisory Board is approved and forms integral part of this decision."

Important Information about Registration and Participation at the General Meeting

REQUIREMENTS TO BE MET FOR PARTICIPATING AND VOTING AT THE GENERAL MEETING

· The shareholders, entitled to participate in the General Meeting, shall meet the following requirements:

• Have the Company's shares registered on their securities account in the Central Depository & Clearing Company on the latest possible date of registration for the General Meeting

Have registered their attendance at the General Meeting in advance, no later than six days before the General Meeting date. The deadline does not include the date of the received/ filed registration; therefore, this deadline covers seven days, i.e. on November 7, 2025, at the latest.

If the shareholder will not be present at the General Meeting, the shareholder's proxy, who registers to participate at the General Meeting, no later than six days before the General Meeting date, with respect to the date of the received/filed registration which is not included in the deadline (i.e. by November 7, 2025, at the latest), is entitled to attend and vote.

The registration can be made by sending an e-mail to the Registration Commission at: pravni.poslovi@ericssonnikolatesla.com, by post sent to the Company's address or directly submitted to the registration office at the Company's headquarters. The registration form and the Power of Attorney form (in case of proxy attending) that can be used are found on the Company's website at https://ericssonnikolatesla.com/en/investor-relations/annual-general-meetings/.

The following documents shall be submitted to the Registration Commission at the above e-mail address:

• 1. Registration of intention to participate at the General Meeting, containing information from the form, if the shareholder attends in person; or
• 1. Registration of intention to participate at the General Meeting, containing information from the form and the Power of Attorney (PoA), if the shareholder's proxy attends. Verification by a notary public is not required.

If PoA is submitted, it shall clearly state who issued the PoA, to whom, including the name and surname/ address of the individual to whom the PoA was issued to, to what purpose, as well as the power of attorney to the proxy to vote at the General Meeting. If the proxy represents a legal person, in addition to the PoA, the proxy shall enclose the document which states the authorization of the issuer of the PoA to represent the legal person in question (statement from the Court Register of Companies).

A registration document and a receipt for the submitted proposals will be sent to the shareholder or the shareholder's proxy to their e-mail or postal address.

ericssonnikolatesla.com

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The shareholders and their proxies, respectively, are entitled to submit in writing, by post or electronically to the e-mail address: pravni. poslovi@ericssonnikolatesla.com notes and proposals regarding the proposed decisions within the registration time.

The shareholding capacity shall be verified by reviewing the data from the Central Depositary & Clearing Company.

The required identification when registering shall be based on a personal identity document (personal identification card or passport). The registration of participants shall start 30 minutes prior to the scheduled General Meeting time.

The shareholder, or the shareholder's proxy, who did not register in line with the above-listed instructions, shall not be entitled to take an active part in the General Meeting.

The written materials for the Company's General Meeting, which serve as a basis to reach the announced decisions, will be available to shareholders for review, starting with the date of the public announcement of the Company's General Meeting on the Company's web site https://ericssonnikolatesla.com/en/investor-relations/annual-general-meetings/ and at the Company's headquarters, from 10 a.m. to 12 a.m. on business days.

LISTING NEW ITEMS ON THE AGENDA

Should the shareholders, who together own the stakes amounting to the twentieth part of the Company's share capital, after the General Meeting has been convened, request that an additional item is added to the Agenda and disclosed, then any new agenda item should be accompanied by an explanation or respective decision proposal.

The Company shall receive a request for a listing of an item on the agenda at least 24 days prior to the General Meeting date. This period does not include the day the request is received at the Company. If the deadline is not observed, the proposed additional items of the Agenda shall not be considered lawfully announced, and no decision on them can be made at the General Meeting.

THE SHAREHOLDERS' COUNTER PROPOSALS

The Shareholders' counter proposals to the proposal submitted by the Management Board and/or the Supervisory Board, related to a particular agenda item, shall state their names/surnames, explanation and possibly an opinion by the Management Board, and will be available to legal persons stated in Article 281, sections 1 to 3 of the Companies Act under the conditions stated therein if a shareholder had submitted such a counterproposal, at least 14 days prior to the General Meeting date, to the address given below:

Ericsson Nikola Tesla d.d.

Krapinska 45, 10000 Zagreb

The date a counter proposal is received at the Company is not counted into this 14 days deadline. The counter proposal shall be available at the Company's website: https://ericssonnikolatesla.com/en/investor-relations/annual-general-meetings/ Should the shareholder not exercise this right, it does not result in losing the right to make a counter proposal at the General Meeting.

RIGHT TO INFORMATION ABOUT THE COMPANY'S BUSINESS PERFORMANCE

At the General Meeting, the Management Board shall provide information about the Company's business performance to each shareholder at his/her request, in case this information is necessary to judge on the agenda items.

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NO QUORUM / NEW ASSEMBLY

If the General Meeting should lack a quorum (which is more than 50% of the stocks which represent the share capital for the General Meeting), the Annual General Meeting will be held again on November 25, 2025 at 11 a.m. at the same place and with the same agenda. The decisions adopted at such a new General Meeting shall be considered lawful, regardless of the number of the represented shareholders.

For any additional information, please call +385 1 365 4431 or +385 1 241 7002.

ard
Eriosson Nikolo Tosio d.d.
Krapinska 45:
Krapinska 45:
HR : 10000, Zagreb.
Gordana Kovačević, President of the Management Board

Annex 1 - Proposal for a new text of the Articles of Association

ARTICLES OF ASSOCIATION OF ERICSSON NIKOLA TESLA D.D.

Company's name and Company's registered office

Article 1

Company's name is: ERICSSON NIKOLA TESLA a joint-stock company for the manufacture of telecommunication systems and devices.

The abbreviated Company's name is: ERICSSON NIKOLA TESLA d.d.

The registered office of the Company is in Zagreb, Krapinska 45. The decision to change the Company's registered office is made by the Management Board with the prior consent of the Company's Supervisory Board.

The Company may establish branches through which it will perform its activities. The decision on the establishment of branches shall be made by the Management Board of the Company.

BUSINESS ACTIVITIES

Article 2

The Company's main business activity is:

62.10.9 Other computer programming.

The Company's business activities are the following:

• 32
• Manufacture of electric machines and appliances 31
• Manufacture of office machines and computers 30
• 33.2 Manufacture of measuring and control instr. and appl.
• Manufacture of equipment for the control of ind. processes 33.3
• Installation works 45.3
• 28.7 Manufacture of other metal products
• 51 Wholesale trade and trade mediation, other than sale in motor vehicles and motorcycles Representing foreign companies and foreign trade mediation
• Carrying out investment projects abroad
• 60.24 Road transport of goods (cargo)
• 63.12 Storage of goods
• 72 Computing and related activities
• 73.1
• 74.20 Architecture and engineering and related technical consulting;
• Design and performance of projects, as well as consulting in the field of electricity, electronics, information science and industry;

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• Drafting technical documents for radio network, as well as for radio stations broadcasting a radio or television program;
• Installation and maintenance of facilities, technical equipment and installations, telecommunications and radio communications for third parties;
• Technical inspection of radio stations and common antenna system and cable television;
• Import of radio stations for further sale or renting;
• Renting and selling telecommunication equipment;
• Bookkeeping and accounting
• 22.1 Publishing
• printing magazines and other periodicals, books and brochures, sheet music and music manuscripts, maps and atlases, posters, playing cards, promotional catalogs, prospectuses and other periodical advertising material, registers, albums, calendars
• printing business forms and other commercial printed matter, paper goods for personal use and other printed matter, by letterpress printing, offset, photoengraving, flexography, silk-screen printing and other printing devices for copying,
• 70 Real estate business
• Market research and public opinion polls 74 13
• 74.14 Business and management consulting
• Promotional activities (advertising and publicity) 74.4
• 74.81 Photography services
• Training in the field of telecommunications, radio communications, IS/IT and the optimization of work process in these areas
• Training in information-science activities and holding seminars
• Manufacture of medical products
• Project design, construction, use and removal of buildings
• Construction supervision
• Professional physical planning
• Manufacturing, trading, exporting, and importing military goods
• Provision of services related to military goods
• Wholesale trade in medical products
• Mediation activities related to clinical examinations
• Installation, repairing and maintenance of machinery, telecommunication equipment, computers and software
• Drafting investment and technological documentation in the field of managing information and communications technology
• Aerial photography
• Information society services
• Training of the population for the implementation of preventive measures for fire protection, firefighting commencing fires and rescuing people and property endangered by fire
• activity of electronic communications networks and services
• geodetic activities
• testing of electrical and lightning protection installations
• installation, repair and maintenance of heating, ventilation and cooling devices
• chemical cleaning and disinfection of refrigerating, air-conditioning and ventilation systems and equipment
• design and manufacture of products and parts for air conditioning and ventilation
• manufacture of items of concrete, gypsum (plaster) and artificial stone
• cutting, shaping and finishing of stone
• * activity of waste transport
• ★ setting up and dismantling temporary traffic signaling
• ★ production, design, installation, repair and maintenance of solar equipment and devices and solar systems
• construction project management activity.

SHARES AND SHARE CAPITAL

Article 3

The Company's share capital amounts to EUR 17,674,030.00.

The Company's share capital is divided into 1,331,650 ordinary shares without nominal amount.

The Company's shares are non-materialized securities existing exclusively in electronic form in the computer system of the Central Depository & Clearing Company.

For the Company, a shareholder is a person having a registered Company share on the securities' account in the Central Depository & Clearing Company.

Acquisition, transfer or cessation of the ownership and other rights on the non-materialized securities shall be performed by adequately entering the data into the electronic records of the computer system in the Central Depository & Clearing Company in line with its Rules and Procedures.

MANAGEMENT BOARD OF THE COMPANY

Article 4

The Management Board of the Company shall consist of one to five members.

In case when the Management Board of the Company has more than one member, the Management Board shall have the President of the Management Board. The members and the President of the Management Board are appointed by the Supervisory Board.

The President of the Management Board or the director (in case when the Management Board consists of just one member) shall be appointed for a term of up to five years. When the Management Board consists of more members, the other members of the Management Board are appointed for a term of up to four years.

The director, members of the Management Board and the Management Board may be reappointed to the position without any limitations to the number of terms of office,

Article 5

When the Management Board consists of just one member - the director, he represents the Company solely and independently.

When the Management Board consists of more members, the President of the Management Board represents the Company solely and independently, and the other members of the Management Board represent the Company jointly with another member of the Management Board. All commercial and other powers of attorney, including procuration, shall be issued by the Management Board in its authorities for representation.

The Management Board adopts decisions during meetings of the Management Board with a majority of votes from the members of the Management Board. In case of an equal number of votes, that of the President of the Management Board shall prevail.

The work of the Management Board may be stipulated in the Rules of Procedure on the Work of the Management Board adopted by the Supervisory Board, or the Management Board with the consent of the Supervisory Board.

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Article 6

Internal structure of the Company is determined by the Management Board.

All bylaws, except for the Articles of Association, rules of the General Meeting and the Supervisory Board, shall be adopted by the Management Board, unless otherwise prescribed by law.

SUPERVISORY BOARD OF THE COMPANY

Article 7

The Supervisory Board of the Company consists of up to 9 (nine) member of members of the Supervisory Board must be odd.

One member of the Supervisory Board shall be a representative of the employees, while the rest of the Supervisory Board members are appointed by the General Meeting. The Supervisory Board members shall have a 4-year term of office.

The Supervisory Board shall make decisions by majority of votes of all its members,

The Supervisory Board shall adopt the Rules of Procedure regarding its activities and voting method, as well as other issues within its competence and related to its structure.

Article 8

Members of the Supervisory Board shall receive remuneration for their work in the Supervisory Board.

The amount of remuneration to the members of the Supervisory Board shall be determined by the General Meeting of the Company.

General Meeting of the Company

Article 9

The Company's General Meeting is composed of the Company's shareholders.

Shareholders who meet the following requirements shall be entitled to participate in the General Meeting:

• (i) they have a registered Company share on their securities account in the Central Depository & Clearing Company on the latest possible day to apply for participation in the General Meeting; and
• (ii) they have applied in advance to participate in the General Meeting, not later than six days before the General Meeting. The deadline does not include the date of the Company receiving the application, which means that it practically amounts to seven days.

At the General Meeting, the shareholders may be represented by proxies based on powers of attorney made in writing.

Article 10

General Meeting of the Company shall be convened when needed, however at least once per year (regular annual General Meeting), within deadline defined by law.

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Except for issues defined explicitly by law, at the General Meeting it may be decided that the profit be allocated to the shareholders and/or distributed to legal, statutory, or other reserves, and/or used for other purposes (for instance, for payments to employees, members of the Management Board or the Supervisory Board).

Article 11

General Meeting of the Company shall be held at a venue defined by the Management Board.

Members of the Management Board and/or the Supervisory Board may participate in the work of the General Meeting by means of audio and video transmission with the possibility of communicating in real time with the participants of the General Meeting, subject to the fulfilment of all prescribed technical conditions, when their presence at the place where the General Meeting is held is not possible due to their place of residence and/or work abroad or other important personal reasons (such as illness, force majeure, etc.).

Shareholders participate in the work of the General Meeting in person or by proxy.

The Management Board of the Company is authorized to determine the manner of holding of the General Meeting and participation of shareholders in the General Meeting in which the participants are not physically present, and thus may determine:

• (i) that shareholders personally or through a proxy participate in the General Meeting and exercise their rights at the General Meeting by electronic communication even when they do not participate in it at the place where it is held (hybrid General Meeting);
• (ii) that the General Meeting is held exclusively by means of electronic communication and that shareholders can participate in the General Meeting in person or through a proxy exclusively by electronic communication and exercise their rights therein (virtual General Meeting);
• (ii) that shareholders who do not participate in the General Meeting after the announcement of the invitation to the General Meeting, and before it is held, give their votes in writing or via electronic communication (correspondence voting).

In the case referred to in point 3 of the previous paragraph, the Company shall determine appropriate measures to ensure the identification of shareholders who cast a correspondence vote. A shareholder who, after voting by correspondence, participates in the General Meeting is not bound by the previously given postal vote and is allowed to participate in decision-making at the General Meeting.

Article 12

Written materials regarding the subject matters of the General Meeting for which it is not prescribed that they are to be published in a legally defined manner, shall be delivered to the shareholders in a manner defined by the Management Board.

The Company may deliver information to the shareholders by electronic means.

The materials may also be delivered by publishing a notice to examine the materials at a defined time and at a defined place.

Immediately upon the convocation of the General Meeting, the content of the notice and all documents that the Company is obliged to present to the General Meeting will be available on the Company's website. The notice of the General Meeting convocation intended for the Company shall be limited to a notification issued by electronic means.

Article 13

General Meeting may adopt valid decisions if the shareholders (representatives, proxies), who jointly hold shares accounting for more than 50% of the share capital, are present at the meeting. When convening the General Meeting, it must be determined when the next General Meeting will be held, if there is no quorum at the one that has been convened. The General Meeting held in this way can validly decide regardless of the number of shareholders represented at it.

Article 14

General Meeting shall be presided over by the chairman of the General Meeting, appointed by the Supervisory Board upon the Management Board's suggestion.

The person presiding over the General Meeting shall determine the order of discussion and decisionmaking on the agenda issues and shall determine the appropriate duration of the General Meeting and the time for discussing individual items on the agenda and individual questions and comments.

Article 15

A shareholder or their representative may cast all its votes only in the same manner.

Article 16

General Meeting shall make all decisions by simple majority of votes cast, unless prescribed otherwise by law.

If it is defined by law that in order to adopt a decision, votes that account for the majority of share capital represented at the decision-making are required, a simple majority of the represented share capital shall be sufficient, unless a larger majority is required by law.

In case of equal number of votes, it shall be considered that the decision is not adopted;

Article 17

At the General Meeting, shareholders participating in person or by proxy at the place where the General Meeting is held, shall vote either by electronic means or publicly, by showing voting papers or filling in and submitting ballot papers.

The method of voting shall be decided by the person presiding over the General Meeting.

The voting shall commence after all items of the agenda have been discussed; however, the person presiding over the General Meeting may decide that the voting be conducted separately after each item of the agenda.

Article 18

General Meeting's decisions shall be entered into the book of decisions by the General Meeting, which is kept by the Management Board.

The decisions shall be entered into the book for each year and they must be numbered.

Article 1:

Every shareholder shall bear their own costs incurred due to the participation in the General Meeting, and the costs of preparing and holding the General Meeting shall be borne by the Company.

ANNUAL CALCULATION AND USE OF PROFIT

Article 20

A business year for the Company shall be the calendar year.

No later than 4 months after the end of the business year, the Management Board is obliged to prepare annual financial statements and the report on the Company's business operations and submit those reports to the Company's auditor.

Without delay, the Management Board shall submit the auditor's report to the Supervisory Board, together with the annual financial statements, the report on the Company's business operations and the draft decision of the General Meeting on the use of profit.

Annual financial statements, the report on the Company's business operations, auditor's report, and the proposal regarding the use of profit, as well as the Supervisory Board's report on the supervision of the Company's business operations as well as other materials that serve as basis for adopting decisions at the General Meeting, shall be submitted to the shareholders for consideration on the Company's premises no later than the day of issuing the notice of General Meeting.

Article 21

Pursuant to the Supervisory Board's reports referred to in the previous article, within deadline defined by law, the General Meeting shall make a decision on giving discharge from liability to the members of the Management Board and members of the Supervisory Board, on the adoption of annual financial statements, when entrusted with this task by the Management Board or the Supervisory Board, or in case the Supervisory Board does not agree with them, and on the use of profit, as well as on the appointment of the Company's auditor, unless the auditor has already been appointed at the previous General Meeting.

General Meeting may decide that the profit will not be paid out.

The term for the payment of the profit shall be defined at the General Meeting in accordance with legal regulations.

The profit that has not been collected within 5 years from the date it became payable, will be allocated to the assets of the Company.

DURATION AND TERMINATION OF THE COMPANY

Article 22

The duration of the Company is not limited in time. The Company may cease to operate on the basis of a decision of the General Meeting, based on a court decision and in other cases determined by law.

Company's notifications and announcements

Article 78

Notifications and announcements that the Company must publish by law will be published in accordance with the positive laws of the Republic of Croatia.

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The Company may provide information to shareholders using electronic means of communication.

BUSINESS SECRET

Article 24

Business secrets are considered to be acts, documents and data in the Company the disclosure of which to an unauthorized person could cause damage to the business interests and business reputation of the Company, and which are provided for as such by a special act or marked with the mark of business secret or other mark of the same meaning.

Acts, documents and data that constitute a business secret of the Company may be communicated and made available to others only by persons authorized to do so by a general act of the Company.

Article 25

Business secret of the Company shall be kept by the Management Board and all employees of the Company who have in any way learned the content of the documents or data considered a business secret of the Company. The obligation to keep a business secret by the Management Board shall be determined by an agreement between the Company and the members of the Management Board, and the employees shall be subject to the provisions of a bylaw adopted by the Management Board.

Members of the Management Board and the Supervisory Board of the Company are obliged to keep business secrets even after the expiration of their mandates.

TRANSITIONAL AND FINAL PROVISIONS

Article 26

These Articles of Association shall come into force upon their registration with the Court Register of the competent court whereby the Articles of Association of 13 May 1995 with all their subsequent amendments cease to be valid.

Article 27

The original of these Articles of Association shall be the text validly adopted at the General Meeting, signed by the chairman of the General Meeting on which it was adopted.

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Ericsson Nikola Tesla d.d.

In accordance with Article 247.a and in connection with Article 276a, paragraph 1 of the Companies Act, the Supervisory Board of Ericsson Nikola Tesla d.d. proposes to the General Meeting to be held in Zagreb, November 14, 2025, the approval of the following:

Remuneration Policy for the Members of the Management Board

Introduction

This Remuneration policy for the members of Management Board is based on the principle of attracting, motivating, and retaining highly qualified professionals, with the aim of promoting good and effective management. Its purpose is to support, reward, and acknowledge the accomplishments of the members of the Management Board and their contribution to the Company's success.

The policy aims to ensure balanced, sustainable, and transparent remunerations that strongly foster the culture of performance related payment and implementation of the business strategy and the Company's long-term development. In doing so, relevant regional, local, and global business practices regarding remunerations for high-ranking staff in positions of management were taken into consideration, because the Company wants to ensure attractive employment conditions whose important elements, in addition to remunerations, include personal development and training, work environment and intellectually stimulating environment. Accordingly, the Policy contributes to achieving the Company's strategic goals and quidelines.

For the purpose of this policy implementation, the Company conducts a system for the evoluation of jobs, which reflects the contribution to results and the Company's success in general. The reward system is reviewed at least once a year to initiate necessary adjustments and maintain competitiveness in the labor market.

Remuneration elements

The members of the Management Board receive a monthly payment (i.e. salary and/or payment under managerial contract), i.e., an annual target renumeration and additional benefits of the position, among other things, in the form of bonuses and other types of incentives. The total remuneration of the members of the Management Board consists of a fixed component (contractual payment and/or salary) and a variable component (short-term incentive STI, long-term incentive plan LTI, spot bonus, allocation of own treasury shares).

Annual target remuneration

Annual target remuneration includes the contract payment and/or salary and the STI component of compensation for achieving the annual business targets at the Commitment level. The share of the STI component in the annual targeted remuneration for the members of the Management Board is defined by the Supervisory Board and included in individual contract. Other elements of compensation and other non-monetary rewards and services can be determined in individual contracts. The annual target remuneration is assessed once a year and, if necessary, an increase is made under the condition that there is headroom in the budget secured for this purpose.

Basic annual contract payment

The amount of basic (contract) payment is determined based on responsibility level, complexity of assignments, complexity and size of organization, diversity of business segments and technologies involved, considering companies in the labor market, relevant in terms of core business, size, and complexity. The basic monthly contract payment is agreed in individual employment contracts and/or managerial contracts.

Short term incentive plan

The Management Board's members' goals are defined in line with strategic determinants of the future business development, and the Company's business goals, approved by the Supervisory Board for a certain year. Short term incentive plan is used to reward the achievement of the Company's targets, mainly financial ones, and optional non-financial goals (e.g. ESG), over the course of one year.

The level of achievement at the commitment level for short-term incentive within the framework of the annual target remuneration for the members of the Management Board is determined by the Supervisory Board. The level of achievement at the commitment level for the members of the Management Board for the award for all employees of the Company is defined by the Supervisory Board and included in individual contract.

The Supervisory Board approves the Company's annual goals based on the approved Business Plan. Following the approval of annual financial reports, total performance is evaluated as the basis of calculation

Spot bonus

The variable part of the remuneration of the members of the Management Board, according to the decision of the Supervisory Board, can include an individual award for exceptional achievements in the form of a one-time payment or in the form of on-time-allocation of treasury shares.

In the case of allocation of treasury shares, the members of the Management Board are obliged to keep the shares for at least 2 years from the date of their allocation (trading shares prohibition period).

Long term incentive plan

The long-term incentive plan is a remuneration component aimed at long-term maintenance of motivation, engagement and rewarding of key employees who contribute to sustainable success and increasing the value of the Company. It is based on the conditional allocation of the treasury shares after the expiration of a certain period defined by the program for long term targets (usually two to five years), and depending on the satisfaction of certain conditions and business success criteria set during that same period.

The criteria for participation in the Long-Term Incentive Plan for members of the Management Board is exclusively within the domain of the Supervisory Board, and the payment upon achievement of the goals is through the allocation of shares according to the internal act of the Company.

The members of the Management Board are obliged to keep the shares for at least 2 years from the date of their allocation (trading shares prohibition period).

Additional benefits of the job position

In addition to the above components, compensation includes other additional benefits defined by internal company acts. Additional benefits are non-monetary benefits and services provided by the Company as well as receipts in kind, e.g., company car, meals in the Company's premises, medical check-up for the members of the Management Board, various education, etc.

Individual contracts with members of the Management Board

The contract with the members of the Management Board defines the rules and obligations, monthly contract payment or salary and other benefits of the job position.

The obligation to give severance pay arises in the event of terminating a contract by the Company due to business/personal reasons or retirement. The obligation to provide severance pay does not exist if the contract is terminated due to misconduct by the member of the Management Board, such as but not limited to violation of the Code of Business Ethics or unlawful conduct by the member of the Management Board.

In case a contract is terminated by the Company due to personal/business reasons with a simultaneous termination of employment (if the member of the Management Board is also the employee of the Company), the Company is obliged to pay the member of the Management Board severance pay as defined in the Labor Act and/or potentially in individual contract with such member. In any case, the amount of severance pay may not exceed either: (i) the amount of 60% of the average monthly gross salary paid over the 3 months preceding the termination of the employment relationship for every year of service with the Company, or (ii) 18 average monthly contractual gross salaries paid over the 3 months preceding the termination of employment, whichever is more favorable for the member of the Management Board.

In the case of retirement, severance pay is given in the amount defined in the company Collective Agreement and/or potentially in individual contract with the member of the Management Board. In any case, the amount of severance pay in case of retirement of the member of the Management Board, cannot exceed the amount of 18 average monthly contractual gross salaries paid over the 3 months preceding the termination of employment.

Individual contracts may include additional benefits of the job position as well: company car, schooling or education programs, payment into a pension fund, etc.

In the case of changes in circumstances and the situation in the Company that would significantly affect the ability to meet contractual rights and obligations, the contractual terms may be further adjusted to the new situation, which is appropriately defined by an annex to the existing contract or if more appropriate new contract.

To avoid the conflict of interest and protect the Company's legitimate interest, the contracts contain/refer to additional provisions:

a) obligation of professional secrecy: The member of the Management Board is obliged to protect business secrets of the Company during and permanently after termination of employment, regardless of the reasons for termination of employment, whereby the obligation of professional secrecy includes business secrets of affiliated companies as well.

b) non-compete clause: As provided in Company Act, the member of the Management Board may not during his mandate in Management Board, without the prior written consent of the Supervisory Board, for its own or someone else's account, enter into activities from the Company, which in any way competes with the activities and operations of the Company, except in cases when member of the Management Board is obliged to do so by the Supervisory Board or another competent body of the Company.

Moreover, they may not be a founder or a co-owner of a company or an organization or a member of the management board or a supervisory board of a company which in any way competes with the Company's activities and business, except in companies and organizations in which the Company is a shareholder, owner, or co-owner.

The members of the Management Board bear all material responsibility for the damage suffered by the Company due to the violation of these provisions.

Upon termination, former members of the Management Board may not be employed by another person who is in market competition with the Company for a period of minimum one year and maximum 2 years (period and compensation defined in accordance with Labor Act and/or the individual employment contract or managerial contract), also may not enter transactions with the Company for their own account or for the account of a third party.

In case the member of the Management Board violates the provision on the contractual prohibition of competition, he/she is obliged to pay the Company all the damage suffered by the Company because of that and return all payments received on that basis, as it is regulated in Labor Act.

The contract may be terminated in accordance with legal provisions.

The members of the Management Board are not entitled to compensation when taking over membership in Supervisory Boards and similar positions in companies in which the Company directly or indirectly owns its share or in associations to which the Company belongs.

A position in a management board, a supervisory board, a board of directors or a similar management, advisory and supervisory body in another entity or association, is permitted only if it is approved in advance by ETK Supervisory board. Member of ETK Management board may not hold more than two positions in a management board or a supervisory board in companies outside ENT Group.

The highest amount of the remuneration for Management Board

The maximum annual target remuneration for the members of the Management Board consists of the basic payment and the variable component of the remuneration and can amount to a maximum of 160% of the basic (contractual) payment.

In addition, according to the decision of the Supervisory Board, the members of the Management Board may have an additional right to an individual spot bonus for exceptional achievements in the form of a one-time payment in the maximum annual amount of 2 monthly contractual salaries or in the form of one-time-allocation of Treasury Shares in the maximum amount of 250 shares.

In addition, according to the decision of the Supervisory Board, the members of the Management Board may have an additional right to participate in the Long-Term Incentive Plan through which they can be allocated Treasury Shares in the maximum amount of 40% of the annual contractual payment, according to the value of the share at the time of award.

In addition, the members of the Management Board are entitled to benefits and services provided by the Company as well as receipts in kind, e.g., company car, meals in the company, medical check-up for the Management Board, various education, etc. in a maximum amount of EUR 20,000 per year.

The General Assembly may, at the request of shareholders who together have shares equal to at least one-twentieth of the company's share capital, decide to reduce the maximum amount of the Management Board's members' remuneration.

Withholding or returning of the remuneration

The Supervisory Board can decide that the member of the Management Board will not be paid a variable part of the remuneration to which the right has been exercised, or that the member of the Management Board is obliged to return a variable part of the remuneration in the following cases:

• serious breaches of duty or actions to the damage of the Company.
• actions that led to significant negative business results or losses.

In a case of a change in market conditions, the Supervisory Board may propose to the General Meeting a change in policy in accordance with applicable regulations.

This Policy shall enter into force on the day of the approval of the General Meeting and shall apply until a different decision of the General Meeting.

en &

Stefah Kötz Chairman of the Supervisory Board

Pursuant to Article 269 Paragraph 3 of the Companies Act, the Supervisory Board of Ericsson Nikola Tesla d.d. (hereinafter: Company) submits for approval to the Extraordinary General Meeting that will be held in Zagreb on November 14, 2025 the following:

Decision on the Remuneration of the Members of the Supervisory Board

• 1. This Decision on remuneration of the Supervisory Board members is based on the principle of engaging, motivating and retaining high quality professionals with the aim to promote an efficient supervisory function in line with the Company's long-term strategy for the benefit of all its stakeholders.
• 1. When defining a remuneration model for work various external and internal factors were taken into consideration, such as the Company's position and opportunities, practices of local companies in telecom industry, as well as the policies of salaries and remunerations in the Company and Ericsson Nikola Tesla Group.
• 1. To maintain its independence and full objectivity, the remunerations of the Supervisory Board members are independent of the Company's results and do not include a variable part of compensation.
• 1. The members of the Supervisory Board are entitled to receive a monthly remuneration from the day they are appointed on duty, until the day of its termination.
• 1. Each member of the Supervisory Board is entitled to receive a monthly remuneration amounting to half of the average monthly gross salary paid in the Company in the month for which the remuneration is paid. The member of the Supervisory Board, who is also:
  2. a) a chairman of the Audit Committee, additionally receives a monthly amount of EUR 500.00;
  3. b) a chairman of the Appointment Committee, additionally receives a monthly amount of EUR 250.00;
  4. c) a chairman of the Remuneration Committee, additionally receives a monthly amount of EUR 250.00;
  5. d) a member of the Audit Committee, additionally receives a monthly amount of EUR 125.00;
  6. e) a member of the Appointment Committee, additionally receives a monthly amount of EUR 125.00;
  7. f) a member of the Remuneration Committee, additionally receives a monthly amount of EUR 125.00.

A member of the Audit Committee who is not a member of the Supervisory Board of the Company shall be remunerated according to the individually agreed arrangement with the Company.

• 1. The members of the Supervisory Board have the right to reimbursement of appropriate expenses incurred during the performance of their duties.
• 1. The members of the Supervisory Board are not entitled to severance pay, additional payments from the Company or the Company's affiliated companies, or the right to participate in the plan of awarding shares.
• 1. The Supervisory Board shall, on annual level, monitor the application of this Decision. If the Supervisory Board reconsiders to change this Decision, they will submit the proposal and an explanation to the General Meeting, in line with the applicable legal provisions.
• 1. This Decision comes into force on the day it is approved by the General Meeting and remains in force until the General Meeting decides otherwise. In addition, considering that the mandates of the chairmen and members of the Appointment Committee and the Remuneration Committee commenced before the date of entry into force of this Decision, the retroactive payment of the remunerations set out in the above points is hereby approved also for the period from the beginning of the mandates of the chairmen and members of the said committees until the date of entry into force of this Decision.

Chairman of the Supervisory Board of Ericsson Nikola Tesla d.d.

Stefah Kötz