Oxurion NV — AGM Information 2018

Jun 27, 2018

THROMBOGENICS LIMITED LIABILITY COMPANY HAVING MADE A PUBLIC APPEAL ON SAVINGS at 3001 Heverlee, Gaston Geenslaan 1 RLP Leuven 0881.620.924

(the Company)

CONVOCATION OF THE EXTRAORDINARY GENERAL SHAREHOLDERS' MEETING

The board of directors of the Company has the honour to invite the holders of shares and warrants of the Company to attend the extraordinary and annual general shareholders' meeting, which will be held consecutively on Friday 27 July 2018 at the office of notaries Celis, Celis & Liesse, Kasteelpleinstraat 59, 2000 Antwerp at 14h pm (Belgian time, GMT+1) with the agenda below.

If the quorum for the extraordinary general shareholders' meeting would not be reached, a second meeting will be held at the office of notaries Celis, Celis & Liesse, Kasteelpleinstraat 59, 2000 Antwerp on Monday 3 September 2018 at 2 p.m., with the same agenda.

AGENDA

Agenda of the extraordinary general shareholders' meeting with comment by the board of directors and proposed resolutions

1. Change of the company's name and Amendment of the articles of association

Proposed resolution:

Decision to change the name of the Company "Thrombogenics" to "Oxurion" with effect as from 10 September 2018 and amendment of article 1 of the Company's articles of association of the Company to reflect the decision taken.

1. Powers of attorney

The meeting grants, with the power of substitution, the broadest powers to the board of directors and the managing director that are necessary or useful for the implementation of the decisions taken. A power of attorney will be granted to the acting notary to prepare, sign and file with the registry of the competent commercial court the new coordinated version of the articles of association, in accordance with the applicable legal provisions.

Quorum

In accordance with the Belgian Companies Code, a quorum of at least 50% of the share capital must be represented at the extraordinary shareholders' meeting of the Company, for the deliberation and vote on the several items on the agenda. If the aforementioned quorum is not reached, a second extraordinary shareholders' meeting will be convened for the deliberation and vote on the items on the agenda, given the

fact that they are interconnected. On this second extraordinary shareholders' meeting there is no quorum requirement, which will allow this second meeting to decide irrespective the represented part of the share capital.

Voting and majority

In accordance with the articles of association, the Company shall entitle each validly represented share to one vote.

In accordance with the applicable legislation and the articles of association of the Company, (i) the proposed resolutions included in the abovementioned agenda of the annual general shareholders' meeting and (ii) the proposed resolution on the last agenda item of the extraordinary general shareholders' meeting will be adopted if they are approved by simple majority of the votes duly cast by the shareholders.

However, in accordance with the applicable legislation and the articles of association of the Company, the proposed resolutions on the abovementioned agenda items (except for the last item on the agenda) of the extraordinary general shareholders' meeting will be adopted if they are approved by three-quarters of the votes duly cast.

Pursuant to article 537 of the Belgian Companies Code, the holders of warrants can attend the annual and/or extraordinary general shareholders' meeting with advisory vote only.

PARTICIPATION TO THE ANNUAL AND EXTRAORDINARY GENERAL SHAREHOLDERS' MEETING

Admission requirements

The board of directors points out that only the persons who have fulfilled the two conditions set out below under point 1 and 2, will have the right to participate in and to vote at the annual and/or extraordinary general shareholders' meeting.

1. Registration of the shares

The right to participate in and to vote at the annual and/or extraordinary general shareholders' meeting is granted on the basis of the accounting registration of the shares in name of the shareholder, on Friday 13 July 2018, at midnight (Belgian time, GMT+1) (the "registration date"). This registration is determined as follows:

• for registered shares: registration will be established through their registration in the register of shares of the Company, on the registration date;
• for dematerialized shares: registration will be established through their registration in the accounts of a licensed account holder or a settlement institution. The licensed account holder or settlement institution provides the shareholder with a certificate stating how many dematerialized shares are registered in its accounts in the name of the shareholder on the registration date.

Only persons who are shareholders on the registration date are entitled to participate in and vote at the annual and/or extraordinary general shareholders' meeting.

1. Notification of the intention to participate to the annual and/or extraordinary general shareholders' meeting

The shareholders must notify the Company, at the latest on Saturday 21 July 2018, that they wish to participate to the annual and/or extraordinary general shareholders' meeting and the number of shares for which they wish to vote. The certificate, if any, issued by the licensed account holder or the settlement institution, is to be attached to this notification. The notification should be done by email to claude.sander@thrombogenics.com, by fax to +32 16 751 311 or by letter to Gaston Geenslaan 1, 3001 Heverlee, for the attention of Mr Claude Sander.

The holders of securities (other than shares), are allowed to attend the annual and/or extraordinary general shareholders' meeting, subject to compliance with the admission requirements for shareholders.

Participants are invited to be present on Friday 27 July 2018 as from 1:45 p.m. (Belgian time, GMT+1) in order to allow for an efficient handling of the registration formalities.

The shareholders or, as the case may be, their legal representatives or their proxy holders should proof their identity prior to the start of the meetings, if they are natural persons, by presenting their identity card or passport or an equivalent document and, if they are legal persons, their legal representatives should in addition deliver the relevant documents demonstrating in detail their identity and their representation power.

The possibility to put items on the agenda and / or to submit proposed resolutions

In accordance with article 533ter of the Belgian Companies Code, one or more shareholders who hold, individually or jointly at least 3% of the share capital, may put items on the agenda of the annual and/or extraordinary general shareholders' meeting and submit proposals for resolutions in relation to matters placed or to be placed in the agenda. These requests should be sent by e-mail to claude.sander@thrombogenics.com, no later than Thursday 5 July 2018 at 5:00 p.m. (Belgian time, GMT+1).

More detailed information about the conditions of this possibility can be found on the website of the Company (www.thrombogenics.com).

If the Company would receive any requests for new agenda items or proposed resolutions, it shall promptly and at the latest on Thursday 12 July 2018 publish the amended agenda on its website.

The right to ask questions

Shareholders that meet the requirements to be admitted to the annual and/or extraordinary general shareholders' meeting may raise questions to the directors of the Company during the meetings regarding the concerned respective items listed on the agenda. These questions may also be raised in writing by e-mail to claude.sander@thrombogenics.com, at the latest on Saturday 21 July 2018 at 5:00 p.m. (Belgian time, GMT+1).

More detailed information on the right to ask questions pursuant to article 540 of the Belgian Companies Code can be found on the website (www.thrombogenics.com).

Proxies

Shareholders who wish to be represented at the annual and/or extraordinary general shareholders' meeting, should use the proxy form which has been prepared up by the board of directors for this purpose. Such proxy form can be obtained at the registered office of the Company (Gaston Geenslaan 1, 3001 Heverlee) and will also be available on the website of the Company (www.thrombogenics.com). Other proxies will not be accepted.

An original proxy must be submitted at the registered office of the Company for the attention of Mr Claude Sander, Gaston Geenslaan 1, 3001 Heverlee, no later than Saturday 21 July 2018 at midnight (Belgian time, GMT+1).

The shareholders are requested to strictly follow the instructions set out on the proxy form. Only originally executed proxy forms, filled out completely and accurately, will be accepted.

Provision of documents

The holders of securities may consult the relevant documents mentioned in the agenda items of the annual shareholders' meeting and the extraordinary shareholders' meeting at the registered office of the Company (Gaston Geenslaan 1, 3001 Heverlee), as from Wednesday 27 June 2018, during weekdays and during normal office hours.

The holders of securities may obtain a free copy of these documents at the registered office of the Company, upon written request by letter to the registered office of the Company (Gaston Geenslaan 1, 3001 Heverlee), for the attention of Mr Claude Sander or by e-mail to claude.sander@thrombogenics.com.

All relevant information regarding this annual and extraordinary general shareholders' meeting, including the reports mentioned in the agenda and the information which must be published on the website of the Company, in accordance with article 533bis, §2 of the Belgian Companies Code, will be available on the website of the Company (www.thrombogenics.com) as from Wednesday 27 June 2017.

The board of directors