Pepco Group N.V.

AGM Information • Apr 24, 2024

24 APRIL 2024

Notice convening the Extraordinary General Meeting of Shareholders of

Pepco Group N.V.

to be held on 6 June 2024 at 14.30 (CET)

Pepco Group N.V. (the Company) invites its shareholders to its Extraordinary General Meeting (the EGM), which will be held at 14.30 CET on 6 June 2024.

The meeting will be held at De Brauw Blackstone Westboek, Burgerweeshuispad 201, 1076 GR Amsterdam, the Netherlands. The meeting will be broadcasted live at the Company's website www.pepcogroup.eu for all interested parties. The recording also will be made available to watch online after the meeting.

Shareholders should regularly check the Company's website at www.pepcogroup.eu for updates in relation to the EGM.

Agenda

The following agenda items are scheduled for the EGM:

• 1. Opening
• 1. Composition of the Board
  2. a. Appointment of Stephan Borchert as an executive member of the Board for a term of three years (voting item)
  3. b. Appointment of Frederick Arnold as a non-executive member of the Board for a term of three years (voting item)
• 1. Amendment to the Company's Directors' Remuneration Policy (voting item)
• 1. Approval of a share matching plan (voting item)
• 1. Any other business
• 1. Closing of the meeting

Documentation

The agenda with the explanatory notes thereto, can be found at www.pepcogroup.eu in the "Investors" section. These documents can also be requested via investorrelations@pepcogroup.eu and will then be sent electronically. For any other questions relating to the (organisation of the) EGM, you can contact investorrelations@pepcogroup.eu.

Registration

Shareholders are entitled to attend the meeting in-person if:

a. they are recorded as a shareholder of the Company on 9 May 2024, following the processing of deposits and withdrawals on that date, (the Record Date) in one of the (sub)registers administered by the Polish National Depository for Securities (Krajowy Depozyt Papierów Wartos´ciowych S.A.); and

b. they have notified their attendance for the meeting no later than 30 May 2024, 5:00 p.m. CET in accordance with the registration procedure set out below.

Shareholders who either in-person or by proxy would like to attend the meeting, should register for the meeting following the Record Date but no later than 30 May 2024, 5:00 p.m. CET. Shareholders can register themselves via the electronic platform 'Evote by ING' available via: https://evote.ingwb.com or via their intermediary where their shares are administered. The intermediaries must provide ING Bank N.V., Issuer Services (location TRC 02.039, Foppingadreef 7, 1102 BD, Amsterdam, the Netherlands, email: agm.pas@ing.com) no later than 30 May 2024, 5:00 p.m. CET with an electronic statement that includes the number of shares presented for registration purposes, as well as the full address details of the relevant shareholder(s).

Attendance

Shareholders who would like to attend the meeting in-person, should furthermore have registered themselves on 6 June 2024, the day of the meeting, at the registration desk (between 1.30pm and the commencement of the meeting at 2.30 (CET). Proof of identity by means of a valid identity document may be requested.

Proxy voting procedure and voting instructions

Without prejudice to the provisions above regarding application and registration for the meeting, shareholders who will not be attending the EGM in-person, but nonetheless wish to participate in the decision-making process may:

• a. grant an electronic voting proxy to civil-law notary Mr. C.A. Voogt or his substitute (the Notary) with the instructions to vote at the EGM. To that effect, the shareholder should submit the voting instructions to the Notary on the electronic platform 'Evote by ING' available via https://evote.ingwb.com. By providing the voting instructions, the shareholder grants a proxy to the Notary to vote on the shares at the EGM in accordance with the instructions. Voting instructions must be received no later than 30 May 2024, 5:00 p.m. CET; or
• b. submit the voting instructions by means of a proxy form, which can be downloaded online via the Company's website: www.pepcogroup.eu. After completion and signing, the proxy form should be sent to ING Bank N.V. Issuer Services: location TRC 02.039, Foppingadreef 7, 1102 BD, Amsterdam, the Netherlands or by email: agm.pas@ing.com, where it should be received no later than 30 May 2024, 5:00 p.m. CET.

The aggregate voting results based on the voting proxies given to the Notary may be shared with the Company prior to the EGM.

Issued capital and voting rights of the Company

At the day of this notice, the Company has an issued share capital of EUR 5,760,273.42 consisting of 576,027,342 ordinary shares, each having a nominal value of EUR 0.01. At the day of this notice, the Company does not hold ordinary shares in its own capital. Therefore, the total number of voting rights at the day of this notice amounts to 576,027,342.

The Board of Pepco Group N.V.

Amsterdam, 24 April 2024.