2.3Remuneration Report


Letter from the Chair of the Appointment and Remuneration Committee for remuneration matters

Dear shareholder,

The Company has over the past year delivered a good business performance in terms of Profitability, Growth and Sustainability. As a consequence, the Management Board variable compensation (STI) has been awarded accordingly.

In 2024, leadership of the Company has evolved with the establishment of a two-person Management Board effective from April 12, 2024, featuring Øivind Tangen (CEO) and Douglas Wood (CFO).

In the accounting of our implementation of the Management Board Remuneration Policy, transparency around information and presentation of this report remains an area of focus. We have given further insights in our presentation on STI targets and performance realized. At the end of this report, you find our outlook for 2025 in terms of remuneration.

Pursuant to Dutch law, remuneration policies are submitted to the general meeting for adoption every four years. Therefore, we have submitted the Supervisory Board Remuneration Policy to the AGM in 2024. As a Committee we are pleased that it was adopted with over 97% of the votes.

The Management Board Remuneration Policy was last adopted at the 2021 AGM, where it received 91% of the votes. As required, the policy is subject to renewal. The preparation hereof has been one of our focus areas in 2024. After thorough preparation and stakeholder engagement, the policy (RP 2026) will be presented for adoption at the 2025 AGM.

In the review of RP 2022, we concluded that it works satisfactory towards the policy principles set. We have proposed to the Supervisory Board to maintain the current remuneration structure based on RP 2022 and make only minor updates to the policy. We appreciated the valuable exchange with various stakeholders as part of the process of reviewing RP 2022 and preparing RP 2026. During these meetings, we experienced a continued support for RP 2022 and the proposed minor updates.

Below you find a full account of our remuneration policies and how we implemented them in 2024. We look forward to engage with you on this report and thank you for your support.

On behalf of the Appointment and Remuneration Committee,

Allard Castelein, Chair for remuneration matters