Umicore — Proxy Solicitation & Information Statement 2026

Mar 30, 2026

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VOTE BY CORRESPONDENCE

Ordinary and extraordinary shareholders' meeting to be held on Thursday 30 April 2026 at 5.00 p.m.

In order to be valid, this voting form must be sent via regular postal mail or via e-mail to and lodged with UMICORE (attn. Mr B. Caeymaex, Umicore, Broekstraat 31 rue du Marais, 1000 Brussels, legalcorp@umicore.com) at the latest by Friday 24 April 2026. In the case of sending via e-mail, a scanned or photographed copy of the completed and signed voting form should be sent to the company.

The undersigned¹,

Owner / usufructuary of ……………… shares of UMICORE

hereby irrevocably votes, as indicated hereafter in the appropriate boxes, on the items of the following agenda:

A. Ordinary shareholders' meeting

AGENDA AND VOTING INSTRUCTIONS

Item 2 - Approval of the remuneration report

First resolution

Proposed resolution:

Approving the remuneration report for the financial year ended on 31 December 2025 as part of the corporate governance statement in the annual report.

☐ YES
☐ NO
☐ ABSTAIN

¹ The person signing the vote by correspondence form should indicate clearly his/her surname (in capital letters), usual forename and address. If these particulars are already given on the form, the person signing should check and, if necessary, correct them.

Ordinary and extraordinary shareholders' meetings of 30 April 2026
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Item 3 – Approval of a revised remuneration policy

Second resolution

Proposed resolution:

Approving the revised remuneration policy, as established in accordance with article 7:89/1 of the BCCA. The supervisory board, upon recommendation of the nomination and remuneration committee, has revised the remuneration policy applicable to the members of the supervisory board and the management board (also referred to as "ELT"). The new version is available on Umicore's website.

☐ YES ☐ NO ABSTAIN

Item 4 - Approval of the statutory annual accounts for the financial year ended on 31 December 2025 including the proposed allocation of the result

Third resolution

Proposed resolution:

• Approving the statutory annual accounts for the financial year ended on 31 December 2025 showing a profit for the financial year in the amount of EUR 104,369,437.90.
• Taking into account:
  (1) the profit of the 2025 financial year: EUR 104,369,437.90
  (2) the profit carried forward from the previous financial year: EUR 457,056,045.60
  (3) the allocations to and releases from the unavailable reserve related to the movements in the own shares in 2025: EUR - 45,579,231.47
  the result to be appropriated stands at EUR 515,846,252.03
• Approving the proposed appropriation of the result including the payment of a gross dividend of EUR 0.50 per share () which will be paid on Thursday 7 May 2026.
  () The actual gross dividend amount (and, subsequently, the balance amount) per share may fluctuate depending on possible changes in the number of own shares held by the Company between Thursday 30 April 2026 (i.e. the date of the ordinary shareholders' meeting) and Monday 4 May 2026 at Euronext Brussels closing time (i.e. the date entitling the holder of Umicore shares to the dividend (balance) relating to the financial year 2025). The own shares are not entitled to a dividend.

☐ YES ☐ NO ABSTAIN

Item 6 - Discharge to the members of the supervisory board

Fourth resolution

Proposed resolution:

Granting discharge to the members of the supervisory board for the performance of their mandate during the financial year ended on 31 December 2025.

☐ YES ☐ NO ABSTAIN

Ordinary and extraordinary shareholders' meetings of 30 April 2026

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Item 7 - Discharge to the statutory auditor

Fifth resolution

Proposed resolution:

Granting discharge to the statutory auditor for the performance of his mandate during the financial year ended on 31 December 2025.

☐ YES
☐ NO
☐ ABSTAIN

Item 8 - Supervisory board composition

Sixth resolution

Proposed resolution:

Re-electing Mr Marc Grynberg as member of the supervisory board for a period of three years expiring at the end of the 2029 ordinary shareholders' meeting.

☐ YES
☐ NO
☐ ABSTAIN

Seventh resolution

Proposed resolution:

Re-electing Mr Frédéric Oudéa, but now as independent member of the supervisory board for a period of one year expiring at the end of the 2027 ordinary shareholders' meeting.

☐ YES
☐ NO
☐ ABSTAIN

Eighth resolution

Proposed resolution:

Electing Ms Anna Bertona as new, independent member of the supervisory board for a period of three years expiring at the end of the 2029 ordinary shareholders' meeting.

☐ YES
☐ NO
☐ ABSTAIN

Ninth resolution

Proposed resolution:

Electing Mr Benjamin Loh as new, independent member of the supervisory board for a period of three years expiring at the end of the 2029 ordinary shareholders' meeting.

☐ YES
☐ NO
☐ ABSTAIN

Ordinary and extraordinary shareholders' meetings of 30 April 2026
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Item 9 - Remuneration of the supervisory board

Tenth resolution

Proposed resolution:

Approving, upon recommendation by the nomination and remuneration committee and in accordance with the remuneration policy, the supervisory board members' remuneration proposed for the financial year 2026 consisting of:

• at the level of the supervisory board:

(1) for the chairperson:

(a) a fixed fee of EUR 140,000,

(b) by way of additional fixed remuneration, a grant of 2,000 Umicore shares, which shares must be kept until at least one year after the chairperson leaves the supervisory board and at least three years after the moment of award pursuant to article 7.6 of the 2020 Belgian Code on corporate governance.

(2) for each other member:

(a) a fixed fee of EUR 36,000,

(b) a fee per attended meeting of:

(i) EUR 3,000 for each Belgium-based member and

(ii) EUR 4,000 (in case of physical attendance) or EUR 3,000 (in case of attendance by means of tele- or videoconference) for each foreign-based member, and

(c) by way of additional fixed remuneration, a grant of 1,000 Umicore shares, which shares must be kept until at least one year after the member concerned leaves the supervisory board and at least three years after the moment of award pursuant to article 7.6 of the 2020 Belgian Code on corporate governance.

• at the level of a) the audit committee and b) the sustainability committee:

(1) for the chair:

(a) a fixed fee of EUR 11,000 and

(b) a fee per attended meeting of EUR 5,000 (general rule) or EUR 6,000 (only in case of physical attendance and for committee meetings not combined with a supervisory board meeting, and only if the chair is foreign-based)

(2) for each other committee member:

(a) a fixed fee of EUR 6,000 and

(b) a fee per attended meeting of EUR 3,000 (general rule) or EUR 4,000 (only in case of physical attendance and for committee meetings not combined with a supervisory board meeting, and only if the member is foreign-based).

• at the level of a) the nomination and remuneration committee and b) the investment committee:

(1) for the chair: no remuneration.

(2) for each other committee member:

(a) a fixed fee of EUR 6,000 and

(b) a fee per attended meeting of EUR 3,000 (general rule) or EUR 4,000 (only in case of physical attendance and for committee meetings not combined with a supervisory board meeting, and only if the member is foreign-based).

Fixed fees are, as the case may be, calculated on a prorate temporis basis.

☐ YES
☐ NO
☐ ABSTAIN

Ordinary and extraordinary shareholders' meetings of 30 April 2026

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B. Extraordinary shareholders' meeting

AGENDA AND VOTING INSTRUCTIONS

Item 1 - Renewal of the authorisation to acquire own shares

First resolution

Proposed resolution:

• Authorising the Company to acquire or pledge own shares in the Company for a period of five (5) years as from the publication date in the Annexes to the Belgian Official Gazette of the resolution of the extraordinary general meeting approving the proposed authorisation, within a limit of 10% of the subscribed capital, at a price per share which may not be lower than one euro (EUR 1.00) and not be higher than one hundred fifteen percent (115%) of the closing market price on the day preceding the date of the transaction;
• Authorising the Company's direct subsidiaries to acquire shares in the Company within the same limits as indicated above.

☐ YES
☐ NO
☐ ABSTAIN

Done at ..., on ... 2026.

Signature ...

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IMPORTANT NOTICES:

We remind you that this voting form will only be taken into account if it is timely returned to Umicore and provided that the shareholder has complied with the admission formalities of prior registration and confirmation as described in the convening notice.

In the event that shareholders, in accordance with Article 7:130 of the Companies and Associations Code, exercise their right to request the inclusion of items on the agenda and/or to submit resolution proposals regarding existing agenda items or items to be included on the agenda, votes by correspondence notified prior to the publication of the amended agenda will remain valid for the agenda items they cover. UMICORE will also make the amended agenda and an amended vote by correspondence form available on its website (www.umicore.com) by 15 April 2026 at the latest, in order to allow shareholders who wish to do so to vote on the new agenda items and/or new/alternative resolution proposals.

In the event that new/alternative resolution proposals are submitted concerning existing agenda items after the notified votes by correspondence, shareholders will have the possibility to send a new vote by correspondence to UMICORE, by means of the amended vote by correspondence form mentioned in the previous paragraph.

Ordinary and extraordinary shareholders' meetings of 30 April 2026
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