Proximus SA — Board/Management Information 2024

Jul 25, 2024

The Proximus Board of Directors renews the mandate of Guillaume Boutin as Group CEO for six years

Today, the Board of Directors, following the advice of the Nomination and Remuneration Committee, has decided to renew the mandate of Guillaume Boutin as Proximus Group CEO for a period of six years. With this decision, the Board confirms its trust in and appreciation for the work Guillaume Boutin has realized until now.

In his role of CEO, which he occupies since December 2019, Mr. Boutin has given a strong impetus to the Group's strategy. His visionary leadership and strong execution of the strategic transformation program repositioned Proximus successfully for renewed profitable growth on the domestic as well as international markets. He stands out with his relentless drive to move the company on multiple fronts, including the international development, the digitalisation of the company and the realization of the mobile and fixed networks of the future. These are important engines of Proximus' success and beneficial for Belgium's economy and society as a whole.

As a sign of trust in his leadership and the strategy deployed, the Board of Directors has unanimously opted for a proactive prolongation of the mandate of Mr. Boutin. The prolonged collaboration with Mr. Boutin will guarantee continuity and full focus on the execution of the strategy he initiated. Following the positive advice of the Nomination and Remuneration Committee, the Board has therefore confirmed today the renewal of the mandate of Mr. Boutin as Proximus group CEO for another six years.

The prolongation comes with some modifications to the remuneration package of Mr. Boutin. The basic existing remuneration package of Mr. Boutin will remain unchanged. However, the additional remuneration Mr. Boutin receives for his international responsibilities will be adapted to reflect the evolving international activities of the Group and the broader scope of his function as chairman of BICS and CEO of Proximus Opal, encompassing the responsibilities over Telesign and Route Mobile. This remuneration has been fixed at EUR 400.000 per year and will replace the fees paid to Mr. Boutin by Telesign US for his mandate as Chairman of the Board of Directors of Telesign US.

Finally, following this prolongation, the Board of Directors decided to grant a special success fee of 75.000 shares (subject to Belgian Taxes) with a blocking period of 3 years to reward the different milestones, realized in the development, preparation and execution of the international strategy of the Proximus Group. Such a remuneration in shares for top executives is recommended by the Belgian Corporate Governance Code 2020 and standard practice in the international business landscape. It was also a clear demand from shareholders at the latest General Shareholders Meeting. It clearly demonstrates the engagement and commitment of Mr. Boutin to drive further growth and the concrete execution of the developed strategy. It proves the shared belief of the Board of Directors and the CEO in the future of the company and its sustainable capacity to create future value.

Stefaan De Clerck, Chairman of the Board of Directors:

"I am happy to announce the renewal of Guillaume Boutin's mandate, which shows our appreciation for his strategic vision and his role in the Group's successes over the last years. Convinced that Guillaume is the right person to guide Proximus Group to a next level and steer the increasingly international direction of Proximus, while safeguarding the important domestic pillar, the Nomination and Remuneration Committee and the Board of Directors did not hesitate to renew the mandate in view of the important transformation path Guillaume has initiated."

Guillaume Boutin, CEO of Proximus:

"It is with a mix of excitement and gratitude that I see my mandate as CEO of Proximus Group being extended for the next six years. During my first years as CEO, thanks to the support of the many great teams at Proximus, we have taken important steps towards making Proximus a reference operator in Europe. I am grateful to be trusted by the Board of Directors to further pursue this growth trajectory, both

locally and internationally. I have full confidence in the future and will continue to work hard to defend the interests of our customers, our employees, our shareholders and the Belgian society as a whole."

Further information at: www.proximus.com/press

Press team: +32 2 202 44 44

Haroun Fenaux	Fabrice Gansbeke
+32 476 60 03 33	+32 472 050 702

About Proximus

Proximus Group (Euronext Brussels: PROX), headquartered in Brussels, is a provider of future-proof connectivity, IT and digital services, operating in the Benelux and global markets. The Group is actively engaged in building a connected world and in ensuring the trustworthiness, security and sovereignty of digital services, to the benefit of society.

Proximus has the ambition to build the #1 gigabit network for Belgium and plays a central role in creating inspiring digital ecosystems, while fostering an engaging culture and empowering ways of working. Building upon these strengths, Proximus aims to contribute to an inclusive and sustainable digital society, delight customers with an unrivalled experience and achieve profitable growth both locally and internationally to deliver long-term value for stakeholders.

In Belgium, Proximus' core products and services are offered under the Proximus, Mobile Vikings, Scarlet and Proximus NXT brands. The Group is also active in Luxembourg (Tango and Telindus Luxembourg) and in the Netherlands (Telindus Netherlands). The Group's international carrier activities are managed by BICS, a leading international communications enabler, one of the key global voice carriers and the leading provider of mobile data services worldwide. With Telesign, the Group also encompasses a fast-growing leader in authentication and digital identity services, serving the world's largest internet brands, digital champions and cloud native businesses.

With 11,654 employees, imbued with Proximus' Think Possible mindset and all engaged to offer a superior customer experience, the Group realized an underlying Group revenue of EUR 6,042 million end-2023.

For more information, visit www.proximus.com & www.proximus.be.