Ackermans & van Haaren NV — Proxy Solicitation & Information Statement 2026

Apr 23, 2026

In order to be valid, your completed and signed proxy must be in the possession of Ackermans & van Haaren NV by Wednesday May 20, 2026 at the latest (see practical formalities). We would like to remind you that any appointment of a proxy holder must be made in accordance with Belgian law, particularly regarding conflicts of interest and the keeping of a register of voting instructions. Since the secretary of the general meeting has been included as proposed proxyholder and since he/she is potentially subject to the conflict of interest rules set forth in article 7:143, §4 CCA, you must also indicate specific voting instructions for each of the proposed resolutions. In case of absence of (clear) voting instructions, the proxy holder will be deemed to have been specifically instructed to vote in favour of the relevant proposed decision. We recommend you to return this form by e-mail (AV2026@avh.be). Proxies arriving late or not complying with the required formalities may be rejected. For dematerialized shares, the proxy must be accompanied by the bank certificate confirming your shareholding on May 12, 2026 (24h, Belgian time) (the registration date). Please consult our Privacy Policy on our website, www.avh.be, for information on the processing of your personal data (including your rights).

POWER OF ATTORNEY

ORDINARY GENERAL MEETING OF TUESDAY 26, 2026

ACKERMANS & VAN HAAREN NV

The undersigned, ... owner / usufructuary of ... dematerialized shares and/or ... registered shares of Ackermans & van Haaren NV, with registered office at Begijnenvest 113, 2000 Antwerp, hereby appoints the secretary of the general meeting or ... (to be completed only if you wish to appoint another proxy holder) as special attorney in fact to whom he/she confers all powers for the purpose of representing him/her at the general meeting of Ackermans & van Haaren NV to be held on May 26, 2026 at 14h.

This proxy also serves as confirmation of participation. The undersigned confirms his/her/its intention to participate to the aforementioned general meeting with all his/her/its shares or ... shares. (Specific number of shares to be completed only in the event you intend to participate with less than the total number of shares. If no specific number is completed, we will assume that you wish to participate with all your shares.)

This proxy is valid for the total number of shares with which the undersigned intends to participate, but limited to the total number of shares for which the shareholding will be determined on the registration date in accordance with the practical formalities.

Please provide your specific voting instruction in the below agenda for each resolution proposed by the board of directors by colouring or checking the check box of your choice.

The proxyholder will vote on behalf of the undersigned in accordance with the voting instructions. In the absence of specific voting instructions with regard to an agenda item or if, for whatever reason, the voting instructions are unclear, or if there should be a vote on decisions to be taken by the general meeting, during the meeting, subject to compliance with the Belgian Code of Companies and Associations, the proxy holder will be deemed to have been instructed to have received specific voting instructions to vote in favour of the decision proposed by the board of directors, as amended as the case may be.

Agenda of the ordinary general meeting

1. Annual report of the board of directors for the financial year ended December 31, 2025
2. Auditor's report for the financial year ended December 31, 2025

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1. Approval of the statutory and consolidated annual accounts for the financial year ended December 31, 2025 - Authorisation

Proposed decision: approval of the statutory and consolidated annual accounts for the financial year ended December 31, 2025, including the approval of a gross dividend of 4,60 euros per share.

As treasury shares are not entitled to a dividend, the total amount of the dividend payment will depend on the number of treasury shares held by Ackermans & van Haaren NV and the persons acting in their own name but on its behalf. Determination of May 27, 2026 at 23:59 Belgian time (i.e. the business day before the ex-date) as relevant time for determining the dividend entitlement and thus the cancellation of dividend rights attached to the treasury shares. Authorisation for the board of directors to insert the final amount of the total dividend payment (and other resulting changes in the profit allocation) in the statutory annual accounts.

☐ For
☐ Against
☐ Abstention

1. Discharge of the directors

Proposed decision: granting discharge to the directors for the performance of their mandate during the financial year ended December 31, 2025.

Luc Bertrand	☐ For	☐ Against	☐ Abstention
Sonali Chandmal	☐ For	☐ Against	☐ Abstention
Marion Debruyne BV (Marion Debruyne)	☐ For	☐ Against	☐ Abstention
Venatio BV (Bart Deckers)	☐ For	☐ Against	☐ Abstention
Jacques Delen	☐ For	☐ Against	☐ Abstention
Deborah Janssens	☐ For	☐ Against	☐ Abstention
Julien Pestiaux	☐ For	☐ Against	☐ Abstention
Thierry van Baren	☐ For	☐ Against	☐ Abstention
Frederic van Haaren	☐ For	☐ Against	☐ Abstention
De Lier BV (Frank van Lierde)	☐ For	☐ Against	☐ Abstention
Menlo Park BV (Victoria Vandeputte)	☐ For	☐ Against	☐ Abstention
Pierre Willaert	☐ For	☐ Against	☐ Abstention

1. Discharge of the statutory auditor

Proposed decision: granting discharge to the statutory auditor for the performance of his mandate during the financial year ended December 31, 2025.

☐ For
☐ Against
☐ Abstention

1. Reappointment of directors¹

6.1 Proposed decision: approval of the renewal of the mandate of Menlo Park BV, permanently represented by Mrs Victoria Vandeputte, for a period of four (4) years until the end of the annual general meeting in 2030 and this as an independent director, given that she meets the independence criteria outlined in article 2.3.4 of the company's Corporate Governance Charter.

☐ For
☐ Against
☐ Abstention

¹ The CV’s of the persons concerned are available on the website www.avh.be < Investors < General meetings.

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6.2 Proposed decision: approval of the renewal of the mandate of Venatio BV, permanently represented by Mr Bart Deckers, for a period of four (4) years until the end of the annual general meeting in 2030 and this as an independent director, given that he meets the independence criteria outlined in article 2.3.4 of the company's Corporate Governance Charter.

It should be noted that Mr Bart Deckers' spouse is a minority shareholder of Belfimas NV, with no specific representation or blocking rights. The board of directors considers that this situation does not affect Bart Deckers' status as an independent director.

☐ For
☐ Against
☐ Abstention

6.3 Proposed decision: approval of the renewal of the mandate of Mr Thierry van Baren as non-executive director for a period of four (4) years until the end of the annual general meeting in 2030.

☐ For
☐ Against
☐ Abstention

Remuneration

Based on a benchmarking study conducted in 2025, it is proposed to increase the remuneration of the directors as of financial year 2026. Each director is entitled to an annual base remuneration of 60,000 euros (previously 50,000 euros) and an attendance fee of 2,500 euros per meeting of the board of directors or of an advisory committee. An annual remuneration of 140,000 euros (previously 100,000 euros) is granted to the chairperson of the board of directors, 12,500 euros (previously 10,000 euros) to the chairperson of the audit committee, 5,000 euros to the chairperson of the remuneration committee, 5,000 euros to the members of the audit committee, and 2,500 euros to the members of the remuneration committee.

7. Remuneration report

Proposed decision: approval of the remuneration report for the financial year ended on December 31, 2025. This vote is advisory. If necessary, the company will explain in its next remuneration report how the vote of the general meeting was taken into account.

☐ For
☐ Against
☐ Abstention

The proxy holder may also represent the undersigned at any other subsequent meeting with the same agenda.

In case of amendments to the agenda and proposed additional new or alternative resolutions under article 7:130 BCCA, the company will publish a revised agenda and proxy form at the latest on May 11, 2026.

Proxies received in advance of the publication of the revised agenda will remain valid for the agenda items to which the proxies apply, subject, however, to applicable law and the further clarifications set out on the proxy forms.

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In case of amendments to a proposed resolution or a new proposed resolution:
☐ the proxy holder must vote in favour of the amended or new resolution;
☐ the proxy holder must vote against the amended or new resolution;
☐ the proxy holder must abstain from the vote on the amended or new resolution.

In the absence of an instruction, the proxy holder will abstain from the vote on the amended or new resolutions.

Done at ..., on ... 2026.

(If the shareholder is a legal entity, this proxy must be signed by one or more persons who can validly represent it. Please also state explicitly the name and function of the signatory(-ies).)

SIGNATURE(S):

...
Name:
Function:

Please provide your telephone number and e-mail address so that we can reach you with any questions we may have regarding this proxy and your proxy holders' participation at the general meeting:

Phone number: ...
E-mail: ...