Konecranes Oyj — Proxy Solicitation & Information Statement 2022

May 13, 2022

Konecranes Plc’s Board of Directors convenes the Annual General Meeting 2022

Konecranes Plc’s Board of Directors convenes the Annual General Meeting 2022

KONECRANES PLC STOCK EXCHANGE RELEASE May 13, 2022 at 9:00 am EEST

Konecranes Plc’s Board of Directors convenes the Annual General Meeting 2022

Notice to the Annual General Meeting

Notice is given to the shareholders of Konecranes Plc ("Konecranes" or the
"Company") to the Annual General Meeting to be held on Wednesday 15 June 2022 at
10.00 a.m. EEST at Hyvinkääsali (address: Kauppatori 1, FI-05800 Hyvinkää,
Finland). Reception of persons registered for the meeting and distribution of
voting tickets will commence at 9.15 a.m. EEST

Due to the still ongoing COVID-19 pandemic, an advance voting possibility has
been made available for shareholders who do not wish to participate in the
Annual General Meeting at the meeting venue. The Annual General Meeting will not
be streamed, but the opening speech of the Chairman of the Board, Christoph
Vitzthum, and the Interim CEO’s Review presented by Teo Ottola, will be made
available in written form on the Company’s website at www.konecranes.com/agm2022
after the meeting. The instructions for advance voting are described in more
detail in section C below.

Konecranes is actively monitoring the development of the COVID-19 situation and
follows the instructions given by authorities. It is, however, noted that
guaranteeing physical distances at the meeting venue may be challenging.
Konecranes thus respectfully asks shareholders who have a condition that puts
them at a high risk from COVID-19 to carefully consider whether it is necessary
for them to participate in the Annual General Meeting at the meeting venue. Any
changes to the meeting arrangements that may be caused by the situation will be
announced on the Company’s website at www.konecranes.com/agm2022.

Konecranes also kindly asks that shareholders with symptoms of respiratory
infection would not participate in the Annual General Meeting at the meeting
venue.

A. Matters on the agenda of the Annual General Meeting

At the Annual General Meeting, the following matters will be considered:

1.Opening of the meeting

2.Calling the meeting to order

3.Election of persons to scrutinize the minutes and to supervise the counting of
votes

1. Recording the legality of the meeting

5.Recording the attendance at the meeting and adoption of the list of votes

6.Presentation of the annual accounts, the report of the Board of Directors and
the auditor’s report for the year 2021

-Review by the Interim CEO

7.Adoption of the annual accounts

8.Resolution on the use of the profit shown on the balance sheet and the payment
of dividend

The Board of Directors proposes to the Annual General Meeting that a dividend of
EUR 1.25 per share be paid from the distributable assets of the parent company.
The dividend shall be paid to shareholders who on the record date of the
dividend payment on 17 June 2022 are registered as shareholders in the Company’s
shareholders’ register maintained by Euroclear Finland Ltd. The dividend shall
be paid on 28 June 2022.

9.Resolution on the discharge of the members of the Board of Directors and the
CEO from liability for the financial year 2021

1. Presentation of the Remuneration Report

Presentation of the Konecranes Remuneration Report covering the remuneration of
the members of the Board of Directors, the President & CEO and the Deputy CEO in
2021 and the Annual General Meeting’s advisory decision on approval of the
Remuneration Report.

The Report is available on the Company’s website www.konecranes.com/agm2022.

11.Resolution on the remuneration of the members of the Board of Directors

The Shareholders’ Nomination Board proposes to the Annual General Meeting that
the annual remuneration for the Board of Directors and the meeting fee for the
committees remain unchanged, in addition to which a meeting fee for meetings of
the Board of Directors is introduced. The Shareholders’ Nomination Board
proposes that annual remuneration is paid to the members of the Board of
Directors, other than the employee representative, as follows: the remuneration
to the Chairman of the Board of Directors is EUR 140,000, the remuneration to
the Vice Chairman of the Board of Directors is EUR 100,000, and the remuneration
to the other members of the Board of Directors is EUR 70,000. In case the term
of office of a member of the Board of Directors ends before the closing of the
Annual General Meeting in 2023, he or she is entitled to the prorated amount of
the annual remuneration calculated on the basis of his or her actual term in
office.

The Shareholders’ Nomination Board proposes that 40 per cent of the annual
remuneration be paid in Konecranes shares to be acquired on behalf of the
members of the Board of Directors at a price determined in public trading on
Nasdaq Helsinki. The purchase of shares shall be carried out in three equal
instalments; each instalment being purchased within the two-week period
beginning on the date following each of the Company’s interim report
announcements and the Company’s financial statements bulletin for 2022 published
after the Annual General Meeting. The Company will pay the transaction costs and
transfer tax in connection with the purchase of remuneration shares. In case the
remuneration cannot be paid in shares due to legal or other regulatory
restrictions or due to other reasons related to the Company or a member of the
Board of Directors, the annual remuneration will be paid fully in cash.

The Shareholders’ Nomination Board proposes that members of the Board of
Directors are eligible for a meeting fee of EUR 1,000 for each meeting that they
attend. For meetings of the Board of Directors’ committees, the Chairmen of the
Audit Committee and the Human Resources Committee are paid a meeting fee of EUR
3,000 and the other committee members are paid a meeting fee of EUR 1,500 per
each attended committee meeting.

No remuneration will be paid to members of the Board of Directors employed by
the Company, in accordance with the agreement on employee representation between
Konecranes and its employees.

Travel expenses for all members of the Board of Directors, including the
employee member of the Board of Directors, will be compensated against receipt.

12.Resolution on the number of members of the Board of Directors

The Shareholders’ Nomination Board proposes to the Annual General Meeting that
the number of members of the Board of Directors shall be ten (10).

13.Election of members of the Board of Directors

The Shareholders’ Nomination Board proposes that the current Board members
Janina Kugel, Ulf Liljedahl, Per Vegard Nerseth, Päivi Rekonen, Christoph
Vitzthum and Niko Mokkila be re-elected for a term of office ending at the
closing of the Annual General Meeting in 2023, and that Pasi Laine, Helene
Svahn, Pauli Anttila and Sami Piittisjärvi be elected as new members of the
Board of Directors for the same term of office. The Shareholders’ Nomination
Board proposes that Christoph Vitzthum be elected as Chairman of the Board of
Directors and that Pasi Laine be elected as Vice Chairman of the Board of
Directors.

CVs, photographs and the evaluation regarding the independence of the current
members of the Board of Directors are presented on the Company’s website at
investors.konecranes.com/board-directors, and the CVs, photographs and
evaluation regarding the independence of the proposed new candidates will be
made available on the Company’s website at investors.konecranes.com/general
-meeting before the Annual General Meeting.

With regard to the selection procedure for the members of the Board of
Directors, the Shareholders' Nomination Board recommends that shareholders take
a position on the proposal as a whole at the General Meeting. The Shareholders’
Nomination Board, in addition to ensuring that individual nominees for
membership of the Board of Directors possess the required competences, is also
responsible for making sure that the proposed Board of Directors as a whole also
has the best possible expertise and experience for the company and that the
composition of the Board of Directors also meets other requirements of the
Finnish Corporate Governance Code for listed companies.

14.Resolution on the remuneration of the auditor

Upon recommendation of the Audit Committee, the Board of Directors proposes to
the Annual General Meeting that the remuneration for the auditor be paid
according to an invoice approved by the Company.

15.Election of auditor

Upon recommendation of the Audit Committee, the Board of Directors proposes to
the Annual General Meeting that Ernst & Young Oy be re-elected as the Company’s
auditor for a term of office expiring at the end of the Annual General Meeting
following the election. Ernst & Young Oy has informed the Company that APA Toni
Halonen is going to act as the auditor with the principal responsibility.

16.Authorizing the Board of Directors to decide on the repurchase and/or on the
acceptance as pledge of the Company’s own shares

The Board of Directors proposes to the Annual General Meeting that the Board of
Directors be authorized to decide on the repurchase of the Company's own shares
and/or on the acceptance as pledge of the Company's own shares as follows.

The amount of own shares to be repurchased and/or accepted as pledge based on
this authorization shall not exceed 7,500,000 shares in total, which corresponds
to approximately 9.5 per cent of all of the shares in the Company. However, the
Company together with its subsidiaries cannot at any moment own and/or hold as
pledge more than 10 per cent of all the shares in the Company. Only the
unrestricted equity of the Company can be used to repurchase own shares on the
basis of the authorization.

Own shares can be repurchased at a price formed in public trading on the date of
the repurchase or otherwise at a price formed on the market.

The Board of Directors shall decide how own shares will be repurchased and/or
accepted as pledge. Own shares can be repurchased using, inter alia,
derivatives. Own shares can be repurchased otherwise than in proportion to the
shareholdings of the shareholders (directed repurchase).

Own shares can be repurchased and/or accepted as pledge to limit the dilutive
effects of issuances of shares carried out in connection with possible
acquisitions, to develop the Company's capital structure, to be transferred for
financing or realization of possible acquisitions, investments or other
arrangements belonging to the Company's business, to pay remuneration to the
members of the Board of Directors, to be used in incentive arrangements or to be
cancelled, provided that the repurchase and/or acceptance as pledge is in the
interest of the Company and its shareholders.

The authorization is effective until the end of the next Annual General Meeting,
however no longer than until 14 December 2023.

17.Authorizing the Board of Directors to decide on the issuance of shares as
well as on the issuance of special rights entitling to shares

The Board of Directors proposes to the Annual General Meeting that the Board of
Directors be authorized to decide on the issuance of shares as well as the
issuance of special rights entitling to shares referred to in chapter 10 section
1 of the Finnish Companies Act (624/2006, as amended) as follows.

The amount of shares to be issued based on this authorization shall not exceed
7,500,000 shares, which corresponds to approximately 9.5 per cent of all of the
shares in the Company.

The Board of Directors shall decide on all the conditions of the issuance of
shares and of special rights entitling to shares. The issuance of shares and of
special rights entitling to shares may be carried out in deviation from the
shareholders' pre-emptive rights (directed issuance). The authorization can also
be used for incentive arrangements, however, not more than 1,350,000 shares in
total together with the authorization in item 18.

The authorization is effective until the end of the next Annual General Meeting,
however no longer than until 14 December 2023. However, the authorization for
incentive arrangements is valid until 14 June 2027. This authorization revokes
the authorization for incentive arrangements given by the Annual General Meeting
2021.

18.Authorizing the Board of Directors to decide on the transfer of the Company’s
own shares

The Board of Directors proposes to the Annual General Meeting that the Board of
Directors be authorized to decide on the transfer of the Company’s own shares as
follows.

The authorization is limited to a maximum of 7,500,000 shares, which corresponds
to approximately 9.5 per cent of all the shares in the Company.

The Board of Directors shall decide on all the conditions of the transfer of own
shares. The transfer of shares may be carried out in deviation from the
shareholders' pre-emptive rights (directed issuance). The Board of Directors can
also use this authorization to grant special rights concerning the Company's own
shares, referred to in Chapter 10 of the Finnish Companies Act. The
authorization can also be used for incentive arrangements, however, not with
respect to more than 1,350,000 shares in total together with the authorization
in item 17.

This authorization is effective until the end of the next Annual General
Meeting, however no longer than until 14 December 2023. However, the
authorization for incentive arrangements is valid until 14 June 2027. This
authorization revokes the authorization for incentive arrangements given by the
Annual General Meeting 2021.

1. Authorizing the Board of Directors to decide on a directed issuance of
   shares without payment for an employee share savings plan

The Board of Directors proposes to the Annual General Meeting that the Board of
Directors be authorized to decide on a directed issuance of shares without
payment needed for the continuation of the Share Savings Plan that the Annual
General Meeting 2012 decided to launch.

The Board of Directors proposes that the Annual General Meeting authorize the
Board to decide on the issuance of new shares or on the transfer of own shares
held by the Company to such participants of the Share Savings Plan who,
according to the terms and conditions of the Plan, are entitled to receive
shares without payment, as well as to decide on the issuance of shares without
payment also to the Company itself. The Board of Directors proposes that the
proposed authorization includes a right, within the scope of this Share Savings
Plan, to transfer own shares currently held by the Company, which have earlier
been limited to other purposes than incentive plans. The number of new shares to
be issued or own shares held by the Company to be transferred may in the
aggregate amount to a maximum total of 500,000 shares, which corresponds to
approximately 0.6 per cent of all of the Company's shares.

The Board of Directors considers that there is an especially weighty financial
reason for the directed issuance of shares without payment, both for the Company
and in regard to the interests of all shareholders, since the Share Savings Plan
is intended to form part of the incentive and commitment program for the
Konecranes Group’s personnel.

The Board of Directors is entitled to decide on other matters concerning the
issuance of shares. The authorization concerning the issuance of shares is valid
until 14 June 2027. This authorization is in addition to the authorizations in
items 17 and 18 above. This authorization replaces the authorization for the
Share Savings Plan given by the Annual General Meeting 2021.

20.Authorizing the Board of Directors to decide on donations

The Board of Directors proposes that the Annual General Meeting authorize the
Board of Directors to decide on donations in the aggregate maximum amount of EUR
400,000 to be given to universities, institutions of higher education or to
other non-profit or similar purposes. The donations can be made in one or more
instalments. The Board of Directors may decide on the beneficiaries and the
amount of each donation. The authorization shall be in force until the closing
of the next Annual General Meeting.

1. Closing of the meeting

B.Documents of the Annual General Meeting

The proposals for the decisions on the matters on the agenda of the Annual
General Meeting as well as this notice are available on Konecranes Plc’s website
at www.konecranes.com/agm2022. The annual accounts, the report of the Board of
Directors, and the Auditor’s report as well as the remuneration report of
Konecranes Plc are available on the above-mentioned website no later than 13 May
2022. The proposals for decisions and the other above-mentioned documents are
also available at the meeting. Copies of these documents and of this notice will
be sent to shareholders upon request. The minutes of the meeting will be
available on the above-mentioned website as from 29 June 2022 at the latest.

C.Instructions for the participants in the Annual General Meeting

1. Right to participate

Each shareholder, who is registered on 3 June 2022 in the shareholders’ register
of the Company maintained by Euroclear Finland Ltd, has the right to participate
in the Annual General Meeting. A shareholder, whose shares are registered on
his/her personal Finnish book-entry account, is registered in the shareholders’
register of the Company. If you do not have a Finnish book-entry account, see
section 5. “Holders of Nominee Registered Shares”.

1. Registration

A shareholder who is registered in the Company's shareholder register, who
wishes to participate in the Annual General Meeting, must register for the
meeting at the latest on 10 June 2022 at 4.00 pm EEST, by which time the
registration needs to be received. Registration for the meeting will begin on 13
May 2022 at 12.00 noon EEST. In connection with registration, a shareholder may
also vote in advance, see section 3. “Advance voting”.

When registering, requested information, such as the name, date of birth or
business ID and contact details of the shareholder and a possible proxy
representative or statutory representative, must be provided. The personal data
given by shareholders and their representatives to Konecranes Plc or Innovatics
Oy will be used only in connection with the Annual General Meeting and with the
processing of related necessary registrations.

A shareholder, whose shares are registered on his/her Finnish book-entry account
can register from 12.00 noon EEST on 13 May 2022 until 4.00 pm EEST on 10 June
2022 by the following means:

a) through the Company’s website at www.konecranes.com/agm2022

Online registration requires that the shareholders or their statutory
representatives or proxy representatives use strong electronic authentication
either by Finnish or Swedish bank ID or mobile certificate.

b) by mail or e-mail

A shareholder may send the written notice of participation to Innovatics Oy,
AGM/Konecranes Plc, Ratamestarinkatu 13 A, FI-00520 Helsinki by letter or by e
-mail to agm@innovatics.fi.

Shareholders, their authorized representatives or proxy representatives shall at
the meeting venue, where required, be able to prove their identity and/or right
of representation.

1. Advance voting

A shareholder, whose shares are registered on his/her Finnish book-entry account
can in connection with registering to the Annual General Meeting, vote in
advance on certain items on the agenda of the Annual General Meeting between 13
May 2022, 12.00 noon EEST until 10 June 2022, 4.00 pm EEST.

Unless a shareholder voting in advance will be present in person or by way of
proxy representation in the meeting, the shareholder may not be able to exercise
his/her right under the Finnish Companies Act to request information or a vote
in the meeting and if decision proposals regarding certain agenda items have
changed after the beginning of the advance voting period, the shareholder's
possibility to vote on such item may be restricted.

Advance voting is possible by the following means:

a) through the Company’s website at www.konecranes.com/agm2022

Advance voting requires that the shareholders or their statutory representatives
or proxy representatives use strong electronic authentication either by Finnish
or Swedish bank ID or mobile certificate.

b) by mail or e-mail

A shareholder may send the advance voting form available on the Company’s
website or corresponding information to Innovatics Oy, AGM/Konecranes Plc,
Ratamestarinkatu 13 A, FI-00520 Helsinki by letter or by e-mail to
agm@innovatics.fi. The advance voting form will be available on the Company’s
website no later than on 13 May 2022.

If the shareholder participates in the meeting by sending the votes in advance
by mail or e-mail to Innovatics Oy prior to the expiry of the registration and
advance voting period, this constitutes registration for the Annual General
Meeting, provided that the above-mentioned information required for registration
is provided.

Instructions relating to the advance voting may also be found on the Company’s
website at www.konecranes.com/agm2022. Additional information is also available
by telephone at +358 10 2818 909 from Monday to Friday at 9.00-12.00 am and 1.00
-4.00 pm EEST.

1. Proxy representative and powers of attorney

A shareholder who has registered for the Annual General Meeting may participate
in and exercise his/her rights at the Annual General Meeting by way of proxy
representation.

If a proxy representative registers online, such proxy representative must
personally use strong electronic authentication when registering for the meeting
online, after which they can register on behalf of the shareholder they
represent. The same applies to voting in advance online.

A proxy representative shall present a dated proxy document or otherwise in a
reliable manner demonstrate his/her right to represent the shareholder at the
Annual General Meeting. The representation right can also be demonstrated by
using the suomi.fi authorization service available in the electronic
registration service. When a shareholder participates in the Annual General
Meeting by means of several proxy representatives representing the shareholder
with shares at different securities accounts, the shares by which each proxy
representative represents the shareholder shall be identified in connection with
the registration for the Annual General Meeting.

Proxy authorization templates will be available on the Company’s website
www.konecranes.com/agm202 (http://www.konecranes.com/agm2021)2 on 13 May 2022 at
the latest. Possible proxy authorization documents shall be delivered primarily
as an attachment in connection with the electronic registration and advance
voting or alternatively through e-mail to agm.2022@konecranes.com or as
originals to the address Konecranes Plc, Laura Kiiski, P.O. Box 661, FI-05801
Hyvinkää, Finland before the end of the registration and advance voting period.

1. Holders of nominee-registered shares

A holder of nominee-registered shares has the right to participate in the Annual
General Meeting by virtue of such shares, based on which he/she on the record
date of the Annual General Meeting, i.e. on 3 June 2022, would be entitled to be
registered in the shareholders’ register of the Company maintained by Euroclear
Finland Ltd. The right to participate in the Annual General Meeting requires, in
addition, that the shareholder on the basis of such shares has been registered
into the temporary shareholders’ register maintained by Euroclear Finland Ltd.
at the latest by 10 June 2022 by 10.00 am EEST. As regards nominee-registered
shares this constitutes due registration for the Annual General Meeting.

A holder of nominee-registered shares is advised to request without delay
necessary instructions regarding the registration in the temporary shareholders’
register of the Company, the issuing of proxy authorization documents and voting
instructions, and registration for the Annual General Meeting from his/her
custodian bank. The account management organization of the custodian bank is
required to register a holder of nominee-registered shares, who wants to
participate in the Annual General Meeting, into the temporary shareholders’
register of the Company at the latest by the time stated above.

Further information on these matters can also be found on the Company’s website
at www.konecranes.com/agm2022.

1. Other information

The information concerning the Annual General Meeting required under the Finnish
Companies Act and the Finnish Securities Market Act is available on the
Company's website www.konecranes.com/agm2022. Pursuant to chapter 5, section 25
of the Finnish Companies Act, a shareholder who is present at the Annual General
Meeting has the right to request information with respect to the matters to be
considered at the meeting.

On the date of this notice to the Annual General Meeting, 13 May 2022, the total
number of shares in Konecranes Plc is 79,221,906 shares. The total number of
votes is 79,221,906 votes. The Company together with its subsidiaries holds
87,447 treasury shares, in respect of which voting rights cannot be used at the
Annual General Meeting.

Changes in shareholdings after the record date of the Annual General Meeting,
Friday 3 June 2022, do not affect the right to participate in the Annual General
Meeting or the shareholder's voting rights at the Annual General Meeting.

In Hyvinkää, 13 May 2022

KONECRANES PLC

The Board of Directors

FURTHER INFORMATION

Kiira Fröberg,

Vice President, Investor Relations,

tel. +358 (0) 20 427 2050

Konecranes is a world-leading group of Lifting Businesses™, serving a broad
range of customers, including manufacturing and process industries, shipyards,
ports and terminals. Konecranes provides productivity enhancing lifting
solutions as well as services for lifting equipment of all makes. In 2021, Group
sales totaled EUR 3.2 billion. The Group has approximately 16,600 employees in
around 50 countries. Konecranes shares are listed on the Nasdaq Helsinki
(symbol: KCR).

DISTRIBUTION

Nasdaq Helsinki

Major media

www.konecranes.com