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Anheuser-Busch InBev SA/NV Proxy Solicitation & Information Statement 2025

Mar 28, 2025

3900_rns_2025-03-28_5aafa42d-da3d-4ec3-9b9b-4d4af25279e0.pdf

Proxy Solicitation & Information Statement

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Annex 3

VOTE BY CORRESPONDENCE Shareholders' meeting of Anheuser-Busch InBev SA/NV (the "Company") of 30 April 2025 (11.00 am CET) This signed form must be returned by Thursday 24 April 2025, 5.00 pm (CET) at the latest by ordinary mail or electronic mail, to: For registered shares (including Restricted Shares): Anheuser-Busch InBev SA/NV Mr. Jan Vandermeersch Brouwerijplein 1 3000 Leuven (Belgium) ([email protected]) For dematerialized shares: Euroclear Belgium, attn. Issuer Services 1 Boulevard du Roi Albert II 1210 Brussels (Belgium) ([email protected])

The undersigned (name and first name / name of the company)

……………………………………………………………………………………………………………………….

Domicile / Registered office

……………………………………………………………………………………………………………………… ………………………………………………………………………………………………………………………

Owner of ordinary shares in registered form
ordinary shares in dematerialized form of Anheuser-Busch
InBev SA/NV
Restricted Shares
quantity

votes by correspondence in the following way with respect to the shareholders' meeting of the Company that will be held on Wednesday 30 April 2025 (11.00 am) (the "Meeting") with all above-mentioned shares.

The vote of the undersigned on the proposed resolutions is as follows: (*)

(*) Please tick the boxes of your choice.

  • A. RESOLUTIONS WHICH CAN BE VALIDLY ADOPTED IRRESPECTIVE OF THE CAPITAL REPRESENTED BY THE SHAREHOLDERS PRESENT OR REPRESENTED AT THE MEETING, SUBJECT TO THE APPROVAL BY AT LEAST THE MAJORITY OF THE VOTES CAST
  • 1. Management report by the Board of Directors on the accounting year ended on 31 December 2024.
  • 2. Report by the statutory auditor on the accounting year ended on 31 December 2024.
  • 3. Communication of the consolidated annual accounts relating to the accounting year ended on 31 December 2024, as well as the management report by the Board of Directors and the report by the statutory auditor on the consolidated annual accounts.

4. Approval of the statutory annual accounts

Proposed resolution: approving the statutory annual accounts relating to the accounting year ended on 31 December 2024, including the following allocation of the result:

EUR ,000s
Profit of the accounting year: + 281,758
Profit carried forward: + 33,048,682
Result to be allocated: = 33,330,440
Transfer from reserves: + 2,635
Deduction for the unavailable reserve: - 120,773
Gross dividend for the shares (*): - 1,966,032
Balance of carried forward profit: = 31,246,270

(*) On a per share basis, this represents a gross dividend for 2024 of EUR 1.00, i.e. a dividend net of Belgian withholding tax of EUR 0.70 per share (in case of 30% Belgian withholding tax) and of EUR 1.00 per share (in case of exemption from Belgian withholding tax).

The actual gross dividend amount (and, subsequently, the balance amount) may fluctuate depending on possible changes in the number of own shares held by the Company on the dividend payment date.

The dividend will be payable as from 8 May 2025.

5. Discharge to the directors

Proposed resolution: granting discharge to the directors for the performance of their duties during the accounting year ended on 31 December 2024.

FOR AGAINST ABSTAIN
-- ----- -- --------- -- --------- --

6. Discharge to the statutory auditor

Proposed resolution: granting discharge to the statutory auditor for the performance of his duties during the accounting year ended on 31 December 2024.

FOR AGAINST ABSTAIN

7. Reappointment of directors

a. Proposed resolution: upon proposal by the Restricted Shareholders, renewing the appointment as Restricted Share Director of Mr. Martin J. Barrington, for a period of one year ending at the end of the shareholders' meeting which will be asked to approve the accounts for the year 2025. The Company's Corporate Governance Charter provides that the term of office of directors ends after the annual shareholders' meeting following their 70th birthday, except as provided by the Board of Directors in special cases. The Board of Directors has determined that an exception is justified for Mr. Barrington because of the key role that he has played and continues to play as Chairman of the Board of Directors.

FOR AGAINST ABSTAIN

b. Proposed resolution: upon proposal by the Restricted Shareholders, renewing the appointment as Restricted Share Director of Mr. Salvatore Mancuso for a period of one year ending at the end of the shareholders' meeting which will be asked to approve the accounts for the year 2025.

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c. Proposed resolution: upon proposal by the Restricted Shareholders, renewing the appointment as Restricted Share Director of Mr. Alejandro Santo Domingo, for a period of one year ending at the end of the shareholders' meeting which will be asked to approve the accounts for the year 2025.

FOR AGAINST ABSTAIN
----- --------- ---------

8. Reappointment statutory auditor and remuneration

Proposed resolution: renewing, upon recommendation of the Audit Committee, for a period of three years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2027, the mandate as statutory auditor and the mandate of providing the assurance of the sustainability reporting as set forth in article 3:58, §6 of the Belgian Code of Companies and Associations of PwC Bedrijfsrevisoren BV / PwC Réviseurs d'Entreprises SRL, with registered office at Culliganlaan 5, 1831 Machelen and registered with the register of legal entities under number 0429.501.944 RLE (Brussels), currently represented by Peter D'hondt BV (represented by its permanent representative Peter D'hondt, bedrijfsrevisor / reviseur d'entreprises), and setting, in agreement with the auditor, its yearly remuneration to EUR 2,156,770 for the statutory auditor mandate and EUR 1,035,000 for the assurance of the sustainability reporting; and acknowledging, to the extent applicable and/or necessary, that the condition precedent to the decision of the Company's shareholders' meeting held on 24 April 2024 to extend, for the remaining duration of its mandate as statutory auditor, the mandate of the Company's statutory auditor with the mandate of providing the assurance opinion in respect of the sustainability reporting as set forth in article 3:58, §6 of the Belgian Code of Companies and Associations, has been satisfied.

9. Remuneration report

Proposed resolution: approving the remuneration report for the financial year 2024. The 2024 annual report containing the remuneration report is available on the Company's website as indicated in this notice.

FOR AGAINST ABSTAIN
-- ----- -- --------- -- --------- --

B. FILINGS

10. Filings

Proposed resolution: without prejudice to other delegations of powers to the extent applicable, granting powers to Jan Vandermeersch, Global Legal Director Corporate, with power to substitute, to proceed to any filings and publication formalities in relation to the above resolutions.

This present form will be considered to be null and void in its entirety if the shareholder has not indicated above his choice concerning one or more of the items on the agenda of the Meeting.

*

The shareholder who has cast his vote by validly returning the present form to the Company, p/o Euroclear Belgium, cannot vote in person or by proxy at the Meeting for the number of votes already cast.

If the Company publishes at the latest on 15 April 2025 a revised agenda for the Meeting to include new items or proposed resolutions upon the request of one or more shareholders in execution of Article 7:130 of the Belgian Code on Companies and Associations, the present form will remain valid for the items on the agenda it covers, provided it has validly reached the Company, p/o Euroclear Belgium, prior to the publication of such revised agenda. Notwithstanding the above, the vote cast in the present form on an item on the agenda will be null and void if the agenda has been amended concerning this item to include a new proposed resolution in application of Article 7:130 of the Belgian Code on Companies and Associations.

The Company is responsible for the processing of the personally identifiable information that it receives from shareholders and proxyholders in the context of the Meeting. The Company will use such information for the purposes of administering the attendance and voting process for the Meeting in accordance with the applicable legislation and in its interest to be able to analyse the results of the votes. The Company may share the information with affiliated entities and with service providers assisting the Company in the aforementioned purposes. The information will not be stored any longer than necessary for the aforementioned purposes (in particular, the proxies, the forms to vote by correspondence, the confirmation of attendance and the attendance list will be kept for as long as the Meeting minutes must be kept to comply with Belgian law). Shareholders and proxyholders can find more information about the processing of their information, including their rights, in the Company's Privacy Policy available at https://www.ab-inbev.com/privacy-policy/ and may also contact the competent Data Protection Authority.

Done at …………………………………………., on …………………2025.

Signature(s): ……………………………………….(**)

(**) Legal entities must specify the name, first name and title of the natural person(s) who sign on their behalf.