Samsonite Group S.A. — AGM Information 2024

Apr 18, 2024

SAMSONITE INTERNATIONAL S.A.

Société anonyme

Registered office: 13-15, Avenue de la Liberté, L-1931 Luxembourg

R.C.S. Luxembourg: B 159.469

(the "Company")

REPORT OF THE BOARD OF DIRECTORS TO THE GENERAL SHAREHOLDERS' MEETING TO BE HELD ON JUNE 6, 2024

March 13, 2024

Dear Shareholders,

During the meeting of the board of directors of the Company (the "Board") held on September 21, 2023, Mr. Kyle Francis Gendreau declared his pecuniary personal interests in the decision made by the Board to increase in one or several sequences, upon vesting of restricted share units ("RSUs"), the share capital of the Company, within the limits of the authorized capital of the Company pursuant to Article 4.2 of the articles of incorporation of the Company.

As a consequence, pursuant to Article 10.9 of the articles of incorporation of the Company and Article 441-7 of the Luxembourg law of August 10, 1915 on commercial companies, as amended from time to time, the Board has taken note in the minutes of the meeting of the Board dated September 21, 2023, of such conflict of interest.

The Board draws your attention to this and reports that such conflicts have arisen. The Board, without Mr. Kyle Francis Gendreau deliberating or voting on those matters, has approved in the minutes of the meeting of the Board held on September 21, 2023, among others, the above described matters.

During the meeting of the Board held on March 13, 2024, Mr. Kyle Francis Gendreau declared his pecuniary personal interests in the proposal to be made to the Shareholders at the annual general shareholders meeting of the Company to be held on June 6, 2024, to grant him awards of RSUs pursuant to the 2022 Share Award Scheme adopted by the Shareholders on December 21, 2022.

Due to the fact that New Shares may be issued upon the vesting of RSUs that may be granted to Mr. Kyle Francis Gendreau, he declared during the meeting of the Board held on March 13, 2024 his personal interests in the above.

As a consequence, pursuant to Article 10.9 of the articles of incorporation of the Company and Article 441-7 of the Luxembourg law of August 10, 1915 on commercial companies, as amended from time to time, the Board has taken note in the minutes of the meeting of the Board dated March 13, 2024 of such conflict of interest.

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The Board draws your attention to this and reports that such conflict has arisen. The Board, without Mr. Kyle Francis Gendreau deliberating or voting on this matter, has approved in the minutes of the meeting of the Board held on March 13, 2024, among others, the above described matters.

By: Timothy Charles Parker
Capacity: Director and Chairman

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