Crescent NV — Proxy Solicitation & Information Statement 2022

Apr 29, 2022

{0}------------------------------------------------

CRESCENT NV

(voorheen "Option NV") Genoteerde Naamloze Vennootschap Geldenaaksebaan 329 - 3001 LEUVEN BTW BE 0429.375.448 - RPR LEUVEN ("the Company")

PROXY

ANNUAL GENERAL SHAREHOLDERS' MEETING OF CRESCENT NV MAY 31st 2022, 10AM

ADMISSION REQUIREMENTS:

• In order to be valid, your completed and signed proxy should reach the Company by Wednesday 25 May 2022.
• For dematerialised shares, a bank certificate confirming the number of shares you hold on 17 May 2022 (midnight, Belgian time) (registration date) should also be attached.
• Please send us this completed and signed form accompanied by the bank certificate if applicable - by e-mail (investor@option.com).
• Proxy forms that reach us too late or that do not comply with the required formalities will be refused.
• Apart from the exceptions provided for by law, you can only appoint one (1) proxy holder.
• You do not necessarily have to indicate the name of a proxy holder. If you do not appoint a proxy holder, the Company will nominate one of its members to represent you. Typically, this will be someone belonging to the management or the bureau of the meeting, and therefore someone who potentially falls under the conflict of interest regulation of article 7:143, §4 BCAC, a.o. because they are a member of the board of directors or a staff member. This is also the case for the preferred proxy holder indicated in the invitation. In such a case, you must therefore provide specific voting instructions for each proposed resolutions, failing which the proxy holder deemed to have a conflict of interest will not be able to participate in the vote in your behalf.

I, the undersigned:
First name + Last name: Address:
If the Shareholder is a Company:
Company name + legal form: Company n°:
Registered office:
Validly represented here in accordance with its articles of association by:
- First name + Last name: capacity:

{1}------------------------------------------------

- First name + Last name: capacity:
Hereinafter "the principal".
Owner/ usufructuary (cross what doesn't fit) of
SHARES (please make a choice: registered shares / dematerialised shares)
WARRANTS
of the public limited liability company CRESCENT with registered office at 3001 LEUVEN, Geldenaaksebaan 329
Hereby declares to appoint as proxy holder (hereafter "the proxy"), with the possibility of substitution:

To whom the principal grants all powers in order to represent him/her at the Annual General Meeting of the Company, which will be held on 31 May 2022 at 10am at the location indicated in the invitation.

This proxy form also serves as confirmation of participation.

The undersigned confirms that he/she wishes to participate in the aforementioned General Meeting with all his/her shares or .......................................... shares. (specific number to be filled in if the undersigned wishes to participate with less than the total number of shares)

This proxy form applies to the total number of shares for which the undersigned wishes to participate, however limited to the number of shares of which the shareholding will be determined on the registration date in accordance with the admission conditions (see above).

The proxy holder will vote on behalf of the principal in accordance with the specified voting instructions.

In the absence of specific voting instructions in relation to an or certain items on the agenda or if, for any reason, the voting instructions given are unclear or if a vote should be taken on decisions to be taken by the General Meeting at the Meeting in compliance with the BCAC, the proxy shall vote in favour of the resolution proposed by the Board of Directors.

Please indicate in the agenda below your specific voting instructions for each resolution proposed by the Board of Directors by colouring or ticking the box of your choice.

1. Report of the Board of Directors on the statutory and consolidated financial year closed on 31 December 2021 with comments on the results, prospects and future strategy

Proposed resolution: N/A - no vote

{2}------------------------------------------------

1. Report of the statutory auditor on the statutory and consolidated annual accounts closed on 31 December 2021 and of the annual report Proposed resolution: N/A - no vote 3. Approval of the statutory and consolidated annual accounts closed on 31 December 2021 and allocation of the results Proposed resolution: approval of the statutory and consolidated annual accounts closed on 31 December 2021, including appropriation of the result. □ For □ Against □ Abstention 4. Approval of the remuneration report as included in the annual report of the board of directors for the financial year ending 31 December 2021 Proposed resolution: approval of the remuneration report as included in the annual report of the board of directors for the financial year ending 31 December 2021. □ For □ Against □ Abstention 5. Approval of the remuneration policy applicable as of fiscal year 2021, including a fixed remuneration for the chairman of the board of directors of EUR 24,000 per annum (2020: EUR 30,000), a fixed remuneration for the directors of EUR 2,000 per physical meeting of the board of directors and EUR 1,000 per virtual or telephonic meeting. Remuneration for additional assignments (such as participation in separate committees, audits, etc.), is set at EUR 1,000 per director per meeting. Proposed resolution: approval of the remuneration policy applicable as of the 2021 financial year, including a fixed remuneration for the chairman of the board of directors of EUR 24,000 per annum (2020: EUR 30,000), a fixed remuneration for the directors of EUR 2,000 per physical meeting and EUR 1,000 per virtual or telephonic meeting. Remuneration for additional tasks (such as participation in separate committees, audits, etc.), is set at EUR 1,000 per director per meeting. □ For □ Against □ Abstention 6. Discharge of the directors Proposed resolution: granting of discharge to the directors for the performance of their duties during the financial year ending 31 December 2021. Eric VAN ZELE (VAN ZELE HOLDING NV) □ For □ Against □ Abstention Raju DANDU □ For □ Against □ Abstention

Johan MICHIELS (MICHIELS INVEST EN MNGMNT BV) □ For □ Against □ Abstention Pieter BOURGEOIS (CRESCEMUS BV) □ For □ Against □ Abstention Prof. Sarah STEENHOUT (S&S BV) □ For □ Against □ Abstention

{3}------------------------------------------------

Prof. Liesbet VAN dER PERRE	□ For	□ Against	□ Abstention
Lieve DECLERCQ (CRESPO CONSULTANCY BV)	□ For	□ Against	□ Abstention
Paul MATTHIJS (ADMODUM BV)	□ For	□ Against	□ Abstention
Martine Reijnaers (VARES NV)	□ For	□ Against	□ Abstention
7. Discharge to the Statutory Auditor
Proposal for resolution: granting of discharge to the statutory auditor for the performance of
his duties during the financial year ending 31 December 2021.
□ For	□ Against		□ Abstention
8. Resignations and Appointments
8.1 Acknowledgement of the voluntary resignation of VARES NV Proposed resolution: to acknowledge the voluntary resignation of VARES NV (KBO: 0867.182.275) with registered office at 1000 Brussels, Zilverstraat 7, box 9.01, permanently represented by Mrs. Martine Reijnaers after the annual general meeting (independent director).
□ For	□ Against		□ Abstention
8.2 Appointment of Mr. Luc BOEDT as an independent director Proposed resolution: Appointment of Mr. Luc BOEDT as Independent Director with effect from today's shareholders meeting for a period of six (6) years. Mr Luc BOEDT meets the requirements of independence as stipulated in Article 7:87 of the Belgian Companies and Associations Code.
□ For	□ Against		□ Abstention
9. Delegation of powers for the implementation of decisions taken
Proposed resolution: to grant to the CFO, Mr. Edwin BEX, acting individually, with the possibility of delegation, all powers for the execution of the resolutions taken by the Ordinary General Meeting as well as all powers for communicating these resolutions.
□ For	□ Against		□ Abstention
By virtue of this proxy form, the proxyholder may also represent the principal at all subsequent Meetings that would be held due to a postponement of the aforementioned General Meeting with the same agenda.
In case of amendments to the agenda of the General Meeting and/or addition of new/alternative resolutions in accordance with article 7:130 BCAC, the Company shall publish a revised agenda and amended proxy form no later than 16 May 2022.

{4}------------------------------------------------

Proxies received prior to this publication date shall remain valid for the topics for which they were granted subject to applicable law and further clarifications in the proxy form. In the event of amendments to a proposed resolution or a new proposed resolution:

• o The proxy must vote in favour of the amended or new resolution;
• o The proxy holder must vote against the amended or new resolution;
• o The proxy must abstain from voting on the amended or new resolution.

If no choice is indicated, the proxy holder shall abstain from voting on the amended or new resolution.

If applicable, the shareholder wishing to give his/her instruction on the new items on the agenda and/or on the new proposed resolutions may also complete and sign the amended proxy form that the Company will make available on her website and email it to the Company (investor@option.com).

Signed at on//2022.
(If the shareholder is a legal entity, this form must be signed by one or more persons who can validly represent the legal entity. Please also expressly state the name and capacity of the signatory or signatories).
(in own name)
(signature)
Or
(in case the Shareholders is a legal entity)
for
in its capacity of
(signature)