Norwegian Air Shuttle ASA — Proxy Solicitation & Information Statement 2026

Apr 13, 2026

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NOTICE OF ANNUAL GENERAL MEETING

OF

NORWEGIAN AIR SHUTTLE ASA

The annual general meeting in Norwegian Air Shuttle ASA will be held on

6 May 2026 at 13:00 (CEST).

The general meeting will be held as a digital meeting (in Norwegian). It will not be possible to participate in person. On the company's website (https://www.norwegian.no/om-oss/selskapet/investor-relations/annual-general/) you will find a description of how you as a shareholder can participate.

The Board of Directors has proposed the following agenda:

1. Opening of the general meeting by the Chair of the Board of Directors, Dag Mejdell
2. Election of a person to chair the meeting and a person to co-sign the minutes
3. Approval of the notice and the agenda
4. Statement on corporate governance (no voting)
5. Advisory vote on the report on executive remuneration
6. Approval of the annual report and accounts of the company and the group for 2025, including distribution of dividend of NOK 0.80 per share
7. Election of board members
8. Election of members of the Nomination Committee
9. Determination of compensation to the members of the Board
10. Determination of compensation to the members of the Nomination Committee
11. Approval of remuneration to the auditor for 2025
12. Board authorization to acquire treasury shares
13. Board authorization to issue shares
14. Board authorization to issue shares in connection with the company's incentive programmes

The shares of the company and the right to vote

At the date of this notice, the company has issued 1,055,238,919 shares. Each share carries one vote. There are no limitations for voting rights set out in the articles of association, however, no voting rights may be exercised for the company's own shares (treasury shares) or for shares held by the company's subsidiaries.

Only persons who are shareholders on 28 April 2026 (record date) may attend and vote at the general meeting. Voting rights for the acquired shares may only be exercised if the acquisition is reported to VPS and proven to company at the record date. In a share transfer, the parties may agree that the seller can exercise the shareholder rights until the rights have been assumed by the purchaser.

Shares held in custodian accounts

According to the Public Limited Liability Companies Act § 1-8, as well as regulations on intermediaries covered by the Central Securities Act § 4-5 and related implementing regulations, notice is sent to custodians who pass on to shareholders for whom they hold shares. Shareholders must communicate with their custodians, who are responsible for conveying votes or enrolment. Custodians must according to § 5-3 of the Public Limited Liability Companies Act register this with the company no later than 4 May 2026.

Participation

The general meeting will be held as a digital meeting via Lumi AGM on https://dnb.lumiconnect.com/100-176-830-805. Click on the link or copy the URL to your browser to attend the general meeting. The meeting ID will be 100-176-830-805.

By participating online via Lumi AGM shareholders can vote on each agenda item, submit written questions from smartphones, tablets or stationary devices as well as follow live webcast (in Norwegian). No pre-registration is required for shareholders who want to participate, but shareholders must be logged on before the general meeting starts to have voting rights. If you are not logged in before the meeting starts, you will be granted access, but without the right to vote.

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We therefore encourage shareholders to log in well in advance of the general meeting. The general meeting is open for login one hour before start-up.

Secure identification of shareholders will be done using the PIN code and reference number listed on the attached form or in VPS Investor Services.

More information and guidelines regarding digital participation via Lumi AGM is available on the company’s website (https://www.norwegian.no/om-oss/selskapet/investor-relations/annual-general/).

Advance votes and representation by proxy

Shareholders who wish to cast their votes in advance, may do so electronically via the company’s website (https://www.norwegian.no/om-oss/selskapet/investor-relations/annual-general/) or via VPS Investor Services, a service offered by most registrars in Norway. The deadline for submitting advance votes is 4 May 2026 at 16:00 (CEST).

Shareholders who wish to participate at the general meeting by using a proxy, can submit this via the company’s website (https://www.norwegian.no/om-oss/selskapet/investor-relations/annual-general/) or via VPS Investor Services, or by completing and returning the enclosed attendance form scanned by email to genf@dnb.no, or alternatively by post to DNB Bank ASA, Registrar’s Department, P.O. Box 1600 Sentrum, 0021 Oslo. Proxy with or without voting instructions, can if desirable, be given to the Chair of the Board of Directors or the person he appoints. Shareholders who have given a proxy may log in to the digital meeting via Lumi AGM but will not be able to vote on the agenda items during the meeting. The deadline for submitting proxies is 4 May 2026 at 16:00 (CEST).

Electronic investor information

The company urges shareholders to receive investor messages from the Euronext Securities Oslo electronically, both from an environmental and cost perspective. To receive investor information electronically, including invitations to general meetings, visit your online bank or https://www.investor.vps.no/garm/auth/login.

Shareholders’ rights

The shareholders have the following rights in connection with the general meeting:

a) To attend digitally and vote.
b) To submit alternative proposals to the items on the agenda. A shareholder cannot demand that new items are added to the agenda at this stage, as the deadline for such requests has expired, cf. the Public Limited Liability Companies Act § 5-11, second sentence.
c) To request that board members and the CEO provide information regarding (1) the annual report and annual accounts, (2) other issues on the agenda and (3) the company’s financial state, including information on other companies in which the company participates, unless disclosure of the information requested would cause disproportionate harm to the company.

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The following documents will be available on the company’s website https://www.norwegian.no/om-oss/selskapet/investor-relations/annual-general/:

1) Guide for online participation
2) This notice and the enclosed proxy form
3) The Board of Directors’ proposed resolutions for the annual general meeting for the items listed above
4) The recommendation of the Nomination Committee
5) The Board of Directors’ proposed 2025 financial statements and annual accounts, annual report and auditor’s report, including the statement on corporate governance
6) Executive remuneration report

Any shareholder, who would like to receive the above documents may request the same by email to investor.relations@norwegian.com or regular mail to Oksenøyveien 3, 1366 Lysaker, Norway.

Lysaker, 13 April 2026

The Board of Directors

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PROPOSED GENERAL MEETING RESOLUTIONS

ITEM 3: STATEMENT ON CORPORATE GOVERNANCE

The company shall provide a statement on corporate governance, cf. the Accounting Act § 2-9 (1). The statement is included in the annual report. The general meeting shall consider this statement, cf. the Public Limited Liability Companies Act § 5-6 (5).

ITEM 4: ADVISORY VOTE ON THE REPORT ON EXECUTIVE REMUNERATION

The report on executive remuneration for the accounting year 2025 is available at the company's website https://www.norwegian.com/us/about/company/investor-relations/annual-general/.

The report is subject to an advisory vote at the general meeting in accordance with § 5-6 fourth paragraph of the Public Limited Companies Act. The Board of Directors proposes that the general meeting make the following resolution:

The general meeting supports the executive remuneration report for the company.

ITEM 5: APPROVAL OF THE ANNUAL REPORT AND ACCOUNTS OF THE COMPANY AND THE GROUP FOR 2025, INCLUDING DISTRIBUTION OF DIVIDEND OF NOK 0.80 PER SHARE

The annual report and accounts for 2025, together with the auditor's report, are available at the company's website https://www.norwegian.com/us/about/company/investor-relations/annual-general/.

The Board of Directors is of the opinion that the company is in a position to distribute dividends. When considering the level of dividend, the Board of Directors takes into consideration factors including, but not limited to, market outlook, expected earnings and cash flow, expected investments and the need to maintain appropriate financial robustness and flexibility. The Board proposes that the general meeting approve the distribution of a dividend of NOK 0.80 per share for payment from 15 May 2026.

The Board of Directors proposes that the general meeting make the following resolution:

The annual report and accounts for the company and the group for 2025 are approved.

The company shall distribute a dividend of NOK 0.80 per share.

The dividend shall be paid to the company's shareholders as of 6 May 2026 (as registered in Euronext Securities Oslo (VPS) on 8 May 2026).

The payment date will be on or about 15 May 2026.

ITEM 6: ELECTION OF BOARD MEMBERS

Reference is made to the Nomination Committee's proposal of 25 March 2026 which is available at the company's websites. The Nomination Committee proposes that Mr. Dag Mejdell and Ms. Karina Deacon are re-elected for a period of two years each.

The Board of Directors proposes that the directors are voted on individually, and that the general meeting makes the following resolutions:

Mr. Dag Mejdell is re-elected as Chair of the Board of Directors for a period of two years.

Ms. Karina Deacon is re-elected as member of the Board of Directors for a period of two years.

ITEM 7: ELECTION OF MEMBERS TO THE NOMINATION COMMITTEE

Reference is made to the Nomination Committee's proposal of 25 March 2026 which is available at the company's websites. The Nomination Committee proposes that Mr. Nils Bastiansen is re-elected as Chair of the Nomination Committee for a period of two years.

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The Board of Directors proposes that the general meeting makes the following resolutions:

Mr. Nils Bastiansen is re-elected as Chair of the Nomination Committee for a period of two years.

ITEM 8: DETERMINATION OF COMPENSATION TO THE MEMBERS OF THE BOARD

Reference is made to the Nomination Committee’s proposal of 25 March 2026 which is available at the company’s websites.

ITEM 9: DETERMINATION OF COMPENSATION TO THE MEMBERS OF THE NOMINATION COMMITTEE

Reference is made to the Nomination Committee’s proposal of 25 March 2026 which is available at the company’s websites.

ITEM 10: APPROVAL OF REMUNERATION TO THE AUDITOR FOR 2025

The Board of Directors proposes that the general meeting adopt the following resolution:

The general meeting approves the auditor's fees in the aggregate amount of NOK 10,459,000, of which NOK 7,289,000 pertains to auditing of the company and NOK 3,170,000 pertains to audit related services to the company.

ITEM 11: BOARD AUTHORIZATION TO ACQUIRE TREASURY SHARES

The Board of Directors proposes that it be authorized to acquire treasury shares with an aggregate nominal value of up to 10 per cent of the company’s share capital. The authorization may only be used i) for the purpose of sale and/or transfer to employees in connection with the company’s incentive programs, ii) the purpose of using the company’s shares as consideration in connection with acquisitions, mergers, demergers or other transactions, iii) to purchase treasury shares for investment purposes or for subsequent sale or deletion of such shares and (iv) to redeem small shareholdings pursuant to the Public Limited Companies Act § 4-24.

The Board of Directors proposes that the general meeting adopt the following resolution:

1. The Board of Directors is authorized to acquire treasury shares with an aggregate nominal value of NOK 10,552,389.19.
2. The authorization applies until the annual general meeting of the company in 2027, but in any case, no later than 30 June 2027.
3. The highest price that may be paid per share is NOK 200. The lowest price that may be paid per share is NOK 0.10.
4. The Board of Directors may at its discretion determine the method of acquisition and any disposal of the shares.
5. The authorization may only be used i) for the purpose of sale and/or transfer to employees in connection with the company’s incentive programmes, ii) the purpose of using the company’s shares as consideration in connection with acquisitions, mergers, de-mergers or other transactions, iii) to purchase treasury shares for investment purposes or for subsequent sale or deletion of such shares and (iv) to redeem small shareholdings pursuant to the Public Limited Companies Act § 4-24.
6. This authorization shall replace the previous authorization to acquire treasury shares that is registered with Foretaksregisteret.

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ITEM 12: BOARD AUTHORIZATION TO ISSUE SHARES

It may be desirable or necessary for the Board of Directors to issue new shares on short notice and without calling an extraordinary general meeting. Further, in order to obtain capital swiftly, with increased flexibility and/or without a prospectus offering, it may be necessary to deviate from the shareholders' preferential right pursuant to the Public Limited Companies Act § 10-4 or § 11-4. In this context, the Board of Directors proposes that it be granted authorizations to issue new shares, and that this authorization comprises shares with an aggregate nominal value corresponding to 10 percent of the company's share capital.

The Board of Directors proposes that the general meeting adopt the following resolution:

1. The Board of Directors is granted an authorization to increase the share capital by up to NOK 10,552,389.19.
2. The authorization applies until the annual general meeting of the company in 2027, but in any case, no later than 30 June 2027.
3. The shareholders' preferential right pursuant to the Public Limited Companies Act § 10-4 may be deviated from.
4. The Board of Directors may determine that the new shares may carry a preferential right to distributions from the company before the ordinary shares of the company and/or that the new shares shall carry no or limited voting rights and be subject to transfer restrictions.
5. The authorization comprises capital increases against non-cash contributions and the right to incur special obligations, including mergers and demergers, cf. the Public Limited Companies Act § 13-5 and § 14-6 (2).
6. This authorization shall replace the previous authorizations to increase the capital that is registered with Foretaksregisteret.

ITEM 13: BOARD AUTHORIZATION TO ISSUE SHARES IN CONNECTION WITH THE COMPANY'S INCENTIVE PROGRAMMES

The Board of Directors proposes that it be granted an authorization to issue new shares in connection with the company's incentive programmes. It is proposed that the new shares may have an aggregate nominal value corresponding to 1 percent of the company's share capital.

The Board of Directors proposes that the general meeting make the following resolution:

1. The Board of Directors is granted an authorization to increase the share capital by up to NOK 1,055,238.92.
2. The authorization applies until the annual general meeting of the company in 2027, but in any case, no later than 30 June 2027.
3. The shareholders' preferential right pursuant to the Public Limited Companies Act § 10-4 may be deviated from.
4. The authorization can only be used to issue new shares in connection with the company's incentive programs.
5. The authorization comprises capital increases against non-cash contributions and the right to incur special obligations, including mergers and demergers, cf. the Public Limited Companies Act § 13-5 and § 14-6 (2).

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Ref no:

PIN - code:

Notice of Annual General Meeting

The Annual General Meeting in Norwegian Air Shuttle ASA will be held on 6 May 2026 at 13:00 (CEST) as a virtual meeting.

The shareholder is registered with the following amount of shares at summons: ___ and vote for the number of shares registered in Euronext per Record date 28 April 2026.

The deadline for electronic registration of advance votes, proxies and instructions is 4 May 2026 at 16:00 (CEST).

Electronic registration

Alternatively, "Form for submission by post or e-mail for shareholders who cannot register their elections electronically".

Step 1 – Register during the enrollment/registration period:

• Either through the company's website (https://www.norwegian.no/om-oss/selskapet/investor-relations/annual-general/) using a reference number and PIN – code (for those of you who receive the notice by post-service), or
• Log in through VPS Investor services; available at https://investor.vps.no/garm/auth/login or through own account manager (bank/broker). Once logged in – choose Corporate Actions – General Meeting – ISIN

You will see your name, reference number, PIN - code and balance. At the bottom you will find these choices:

Enroll Advance Vote Delegate proxy Close

"Enroll" - There is no need for registration for online participation.

"Advance vote" - If you would like to vote in advance of the meeting

"Delegate Proxy" - Give proxy to the chair of the Board of Directors or another person

"Close" - Press this if you do not wish to make any registration.

Step 2 – The general meeting day:

Online participation: Please login through https://dnb.lumiconnect.com/100-176-830-805. You must identify yourself using the reference number and PIN - code from VPS - see step 1 above. Shareholders can also get their reference number and PIN code by contacting DNB Bank Registrars Department by phone +47 23 26 80 20 (08:00-am – 3:30 pm).

If you are not logged in before the meeting starts, you will be granted access, but without the right to vote.

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Ref no:

PIN - code:

Form for submission by post or e-mail for shareholders who cannot register their elections electronically.

The signed form can be sent as an attachment in an e-mail* to genf@dnb.no (scan this form) or by post service to DNB Bank Registrars Department, P.O Box 1600 Sentrum, 0021 Oslo. Deadline for registration of advance votes, proxies and instructions must be received no later than 4 May 2026 at 16:00 (CEST). If the shareholder is a company, the signature must be in accordance with the company certificate.

*Will be unsecured unless the sender himself secure the e-mail.

shares would like to be represented at the general meeting in Norwegian Air Shuttle ASA as follows (mark off):

☐ Open proxy to the Board of Directors or the person he or she authorizes (do not mark the items below)
☐ Proxy with instructions to the Board of directors or the person he or she authorizes (mark "For", "Against" or "Abstain" on the individual items below if you want the Proxy to be with instructions)
☐ Advance votes (mark "For", "Against" or "Abstain" on the individual items below)
☐ Open proxy to the following person (do not mark items below – agree directly with your proxy solicitor if you wish to give instructions on how to vote):

(enter the proxy solicitors name in the block letters)

Note: Proxy solicitor must contact DNB Bank Registrars Department by phone +47 23 26 80 20 (08:00-am – 3:30 pm) for login details.

Voting shall take place in accordance with the instructions below. Missing or unclear markings are considered a vote in line with the Board's and the Nomination Committee's recommendations. If a proposal is put forward in addition to, or as a replacement for, the proposal in the notice, the proxy solicitor determines the voting.

Agenda for the Annual General Meeting 6 May 2026		For	Against	Abstain
1.	Election of a person to chair the meeting and a person to co-sign the minutes	☐	☐	☐
2.	Approval of the notice and the agenda	☐	☐	☐
3.	Statement on corporate governance		(no voting)
4.	Advisory vote on the report on executive remuneration	☐	☐	☐
5.	Approval of the annual report and accounts of the company and the group for 2025, including distribution of dividend of NOK 0.80 per share	☐	☐	☐
6.	Election of board members
	a. Re-election of Mr. Dag Mejdell as Chair of the Board for a period of two years	☐	☐	☐
	b. Re-election of Ms. Karina Deacon as member of the Board for a period of two years	☐	☐	☐
7.	Election of members of the Nomination Committee
	a. Re-election of Mr. Nils Bastiansen as Chair of the Nomination Committee for a period of two years	☐	☐	☐
8.	Determination of compensation to the members of the Board	☐	☐	☐
9.	Determination of compensation to the members of the Nomination Committee	☐	☐	☐
10.	Approval of remuneration to the auditor for 2025	☐	☐	☐
11.	Board authorization to acquire treasury shares	☐	☐	☐
12.	Board authorization to issue shares	☐	☐	☐
13.	Board authorization to issue shares in connection with the company's incentive programmes	☐	☐	☐

The form must be dated and signed:

Place

Date

Shareholder's signature