PannErgy — Proxy Solicitation & Information Statement 2026

Mar 17, 2026

PANNERGY

www.pannergy.com

Invitation to the Annual General Meeting of

PannErgy Nyilvánosan Működő Részvénytársaság (PannErgy Plc.)
closing the Company's business year of 2025

CAPES COAF: HU20260225022750

The Management Board of PannErgy Public Company Limited by Shares (registered office: H-1112 Budapest, Boldizsár u. 2.; company registration number: 01-10-041618; hereinafter: 'PannErgy Plc.' or 'Company') hereby informs our esteemed shareholders that it shall hold the

annual ordinary General Meeting of the Company
closing the business year of 2025 ('General Meeting')
at 9 a.m. on 17 April 2026 (Friday)

Location of the General Meeting:
Budapest One Office Building "B" 1st floor
REGUS – Conference room
H-1112 Budapest, Balatoni út 2/A

The General Meeting shall be held with the personal attendance of shareholders or their representatives/proxies.

If the General Meeting does not have a quorum 30 (thirty) minutes after the time indicated above, the General Meeting reconvened due to the lack of a quorum shall be held at 9 a.m. on 30 April 2026 (Tuesday) at a different venue but with the same agenda. Conditions for attending the General Meeting reconvened due to the lack of a quorum shall be identical with those of the original General Meeting. The General Meeting reconvened due to the lack of a quorum shall form a quorum with regard to the issues on the agenda of the original General Meeting regardless of the number of persons in attendance.

Venue of the reconvened General Meeting:
Rubin Wellness & Conference Hotel
H-1118 Budapest, Dayka Gábor u. 3. - conference room AKVAMARIN
(http://hotelrubin.com)

Agenda of the General Meeting:

1. Report of the Management Board on the activities of the Company in the business year of 2025 – approval of the report on the management, and on the Company's financial position and business policies
2. Discussion regarding the proposal of the Management Board on the Company's individual (parent company) EU IFRS Annual Report, the EU IFRS consolidated Annual Report and the use of profit after taxes (payment of dividends)
3. Approval of the Audit Committee's and the Auditor's Report on the Company's individual (parent company) EU IFRS Annual Report, the EU IFRS Consolidated Annual Report and the use of the profit after taxes (payment of dividends)

PannErgy Nyrt./PannErgy Plc.
H-1112 Budapest, Boldizsár u. 2..
Hungary
Cégjegyzékszám / Company registration number: 01-10-041618
Phone: +36 1 323 2383

Adószám / VAT reg. number: 10558377-2-43
EU adóigazgatási szám / EU VAT reg. number: HU10558377
UniCredit BANK SWIFT: BACXHUHB
HUF IBAN: HU69 1091 8001 0000 0003 2624 0021
EUR IBAN: HU95 1091 8001 0000 0003 2624 0038

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PANNERGY
www.pannergy.com

1. Resolution on the Company's individual (parent company) EU IFRS Annual Report, the EU IFRS Consolidated Annual Report and the use of the profit after taxes (payment of dividends)
2. Decision on adopting the Corporate Social Responsibility Report to be submitted to the Budapest Stock Exchange
3. Resolution on the evaluation of the work carried out by the members of the Management Board in the business year of 2025 and on granting the discharge to which they are entitled
4. Consultative vote on the Remuneration Report of the business year of 2025
5. Resolution on the remuneration of the members of the Management Board
6. Election of the auditor of the Company, determination of the auditor's remuneration and the material items of the contract to be concluded with him or her based on the proposal of the Audit Committee
7. Amendment of the Company's Articles of Association in relation to agenda item 10

Shareholders' voting rights may be exercised at the General Meeting by shareholders who, based on the shareholder verification requested in relation to the closure of the share register prior to the General Meeting, have been entered into the Company's share register and whose name was included in the share register at 6 p.m. on the second working day preceding the first day of the General Meeting (the date of closure of the share register).

The date of the shareholder verification shall be the 5th (fifth) stock exchange trading day prior to the General Meeting – unless KELER Zrt. has specified a different date in its regulations as amended from time to time –, that is 10 April 2026, while the time and date of the closure of the share register is 6 p.m., 15 April 2026. Any sale of shares that takes place following the date of shareholder verification prior to the General Meeting shall be without prejudice to membership rights that may be exercised at the General Meeting. The Management Board suggests that our shareholders consult with their securities account managers regarding the actions to be taken in relation to shareholder verification and the relevant deadlines.

Shareholders may participate and vote at the General Meeting either in person or through their representatives or proxies. Power of attorney for such representation shall be issued in the form of a public document or a private document of full probative force and submitted no later than the registration process preceding the General Meeting. The power of attorney extends to the general meeting announced in this invitation, the continuation of the suspended general meeting and the general meeting reconvened due to the lack of quorum.

Our shareholders or their representatives are requested to be present at the location of the General Meeting 1 (one) hour before the commencement of the General Meeting for a smooth registration. Please also make sure to bring the documents and powers of attorney required to verify your identity and right of representation.

Based on the records in the share register, the Management Board shall enable shareholders or their proxies to properly exercise their voting rights by each share at the venue of the General Meeting after they have identified themselves and signed the attendance sheet.

PannErgy Nyrt./PannErgy Plc.
H-1112 Budapest, Boldizsár u. 2..
Hungary
Cégjegyzékszám / Company registration number: 01-10-041618
Phone: +36 1 323 2383
Adószám / VAT reg. number: 10558377-2-43
EU adóigazgatási szám / EU VAT reg. number: HU10558377
UniCredit BANK SWIFT: BACXHUHB
HUF IBAN: HU69 1091 8001 0000 0003 2624 0021
EUR IBAN: HU95 1091 8001 0000 0003 2624 0038

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PANNERGY

www.pannergy.com

Subject to meeting the relevant preconditions, shareholders shall have the right to participate, to request information within the limits specified, and to make remarks and proposals at the General Meeting. Shareholders are entitled, if holding shares with voting rights, to vote.

Pursuant to Section 28 of the Company's Articles of Association, each ordinary share with a face value of HUF 20 entitles shareholders to cast one vote.

Upon written request, the Management Board shall provide the necessary information to all shareholders in connection with the items placed on the agenda of the General Meeting at least 8 (eight) days before the scheduled date of the General Meeting. The Management Board may refuse to provide such information if it is of the opinion that doing so would infringe upon the Company's business secrets. The right of shareholders to information shall not include their entitlement to inspect the Company's books and other business documents.

Shareholders representing at least one percent (1%) of the votes may request the Management Board in writing – by submitting a proposition complying with the rules on the agenda's level of detail – to add an item to the agenda of the General Meeting, or may propose a draft resolution in connection with an item on – or to be added to – the agenda. Shareholders representing at least one percent of all votes may exercise such right within 8 (eight) days of the publication of the notice on convening the General Meeting. The Management Board shall publish a notice on the supplemented agenda or draft resolutions tabled by the shareholders after being informed of the proposal. The issue identified in the notice shall be deemed to be an item placed on the agenda.

The annual accounts, further proposals for items of the agenda of the General Meeting and the proposed resolutions will be made available from no later than 26 March 2026, between 9 a.m. and 4 p.m. on working days at the Company's head office in H-1112 Budapest, Boldizsár u. 2., on the www.pannergy.com website and on the website of the Budapest Stock Exchange (www.bet.hu).

Budapest, 17 March 2026

PannErgy Plc's Board of Directors

This announcement is published in Hungarian and English languages. In case of any contradiction between these two versions, the Hungarian version shall prevail.

PannErgy Nyrt./PannErgy Plc.

H-1112 Budapest, Boldizsár u. 2..

Hungary

Cégjegyzékszám / Company registration number: 01-10-041618

Phone: +36 1 323 2383

Adószám / VAT reg. number: 10558377-2-43

EU adóigazgatási szám / EU VAT reg. number: HU10558377

UniCredit BANK SWIFT: BACXHUHB

HUF IBAN: HU69 1091 8001 0000 0003 2624 0021

EUR IBAN: HU95 1091 8001 0000 0003 2624 0038