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Results of annual general meeting
NEPI ROCKCASTLE N.V.
Incorporated and registered in the Netherlands
Registration number: 87488329
Share code: NRP
ISIN: NL0015000RT3
("NEPI Rockcastle" or "the Company")
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that at the annual general meeting ("AGM") of NEPI Rockcastle held on Wednesday,
13 May 2026 (in terms of the notice of AGM published on 1 April 2026) all the resolutions tabled thereat were passed
by the requisite majority of NEPI Rockcastle shareholders, with the exception of the non-binding advisory vote on the
endorsement of Remuneration Implementation Report which was voted against by more than 25% of votes exercised at
the AGM.
Details of the results of voting at the AGM are as follows:
- total number of NEPI Rockcastle shares in issue as at the last day to trade prior to the AGM: 712,357,309
- total number of NEPI Rockcastle shares that could have been voted at the AGM: 707,293,195, excluding
5,064,114 shares held in treasury
- total number of NEPI Rockcastle shares that were present/represented at the AGM: 562,835,378, being 79.576%
of the total number of NEPI Rockcastle shares that could have been voted at the AGM.
ORDINARY BUSINESS
Resolution 1 – Adoption of 2025 annual accounts
Shares voted* For Against Abstentions^
561,752,810, being 79.423% 561,495,522, being 99.954% 257,288, being 0.046% 1,082,568, being 0.153%
Resolution 2 – Release from liability
Shares voted* For Against Abstentions^
561,752,819, being 79.423% 530,472,445, being 94.432% 31,280,374, being 5.568% 1,082,559, being 0.153%
Resolution 3 – Election of Zelda Roscherr
Shares voted* For Against Abstentions^
561,873,894, being 79.440% 561,574,338, being 99.947% 299,556, being 0.053% 961,484, being 0.136%
Resolution 4.1 – Re-election of Jeanine Holscher
Shares voted* For Against Abstentions^
561,873,894, being 79.440% 560,344,157, being 99.728% 1,529,737, being 0.272% 961,484, being 0.136%
Resolution 4.2 – Re-election of Andries de Lange
Shares voted* For Against Abstentions^
561,873,149, being 79.440% 520,962,977, being 92.719% 40,910,172, being 7.281% 962,229, being 0.136%
Resolution 5 – Election of Marius Barbu
Shares voted* For Against Abstentions^
561,873,140, being 79.440% 561,474,675, being 99.929% 398,465, being 0.071% 962,238, being 0.136%
Resolution 6 – Authorising Directors to determine Non-Executive Directors' remuneration
Shares voted* For Against Abstentions^
561,879,340, being 79.441% 531,968,011, being 94.677% 29,911,329, being 5.323% 956,038, being 0.135%
Resolution 7 - Re-appointment of Ernst and Young Accountants LLP as the Auditor
Shares voted* For Against Abstentions^
561,873,149, being 79.440% 561,420,081, being 99.919% 453,068, being 0.081% 962,229, being 0.136%
SPECIAL BUSINESS
Resolution 8 – General authority to issue shares for cash
Shares voted* For Against Abstentions^
561,864,749, being 79.439% 492,005,949, being 87.567% 69,858,800, being 12.433% 970,629, being 0.137%
Resolution 9 – General authority to repurchase shares
Shares voted* For Against Abstentions^
561,821,340, being 79.433% 532,320,347, being 94.749% 29,500,993, being 5.251% 1,014,038, being 0.143%
Resolution 10 – Authority to cancel repurchased shares
Shares voted* For Against Abstentions^
561,873,140, being 79.440% 561,816,604, being 99.990% 56,536, being 0.010% 962,238, being 0.136%
Non-binding resolution 11 – Approval of Remuneration Implementation Report
Shares voted* For Against Abstentions^
561,426,806, being 79.377% 310,509,542, being 55.307% 250,917,264, being 44.693% 1,408,572, being 0.199%
Binding resolution 12 – Approval of Remuneration Policy
Shares voted* For Against Abstentions^
561,373,995, being 79.369% 449,910,765, being 80.145% 111,463,230, being 19.855% 1,461,383, being 0.207%
Resolution 13(a) – Amendments to the Articles in order to facilitate settlement of H1 2026 distribution by capital
repayment
Shares voted* For Against Abstentions^
561,433,015, being 79.378% 561,022,583, being 99.927% 410,432, being 0.073% 1,402,363, being 0.198%
Resolution 13(b) – Amendments to the Articles in order to facilitate settlement of H2 2026 distribution by capital
repayment
Shares voted* For Against Abstentions^
561,433,015, being 79.378% 561,009,935, being 99.925% 423,080, being 0.075% 1,402,363, being 0.198%
* shares voted (excluding abstentions) in relation to total shares in issue (excluding treasury shares)
^ in relation to total shares in issue (excluding treasury shares)
In accordance with Dutch law, draft minutes of the AGM are available on the Company's website at
https://nepirockcastle.com/wp-content/uploads/2026/05/NEPI-Rockcastle-AGM-minutes.pdf.
NEPI Rockcastle invites dissenting shareholders to engage with the Company to express their views, questions, or
concerns on the Remuneration Implementation Report. Shareholders are requested to address their questions or concerns
to the Chairman of the Remuneration Committee, by submitting an email to office@nepirockcastle.com by
30 September 2026. The Chairman of the Remuneration Committee will then contact shareholders to discuss their views
on the Remuneration Implementation report.
For further information please contact:
NEPI ROCKCASTLE N.V.
Marek Noetzel/Eliza Predoiu +31 20 237 4770
JSE sponsor
Java Capital +27 (0)60 572 2299
Euronext Listing Agent
ING Bank +31 20 563 6685
Media Relations mediarelations@nepirockcastle.com
13 May 2026
Date: 13-05-2026 12:15:00
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