Notice of the Annual General Meeting

The shareholders of Modern Times Group MTG AB are hereby given notice of the Annual General Meeting on Wednesday 17 May 2023 at 1:00 p.m. CEST at Advokatfirman Cederquist's premises, Hovslagargatan 3, in Stockholm. Registration for the Annual General Meeting will commence at 12.15 p.m. CEST, when coffee will be served. Shareholders may also exercise their voting rights at the Annual General Meeting by postal voting in accordance with the provisions of MTG's Articles of Association.

The notice, including the Board's and the Nomination Committee's proposals to the Annual General Meeting, is attached to this press release. The notice is also available on the company's website at www.mtg.com under the heading "General Meetings" (which can be found under the section "Investors").

Participation

Shareholders who wish to participate in the Annual General Meeting shall: be recorded as a shareholder in the presentation of the share register prepared by Euroclear Sweden AB concerning the circumstances on Tuesday 9 May 2023; and give notice of participation no later than Thursday 11 May 2023.

Postal voting

Shareholders who wish to participate in the Annual General Meeting by postal voting must give notice to participate by casting their postal vote so that the postal vote is received by Computershare AB (administering the forms on behalf of MTG) no later than by Thursday 11 May 2023. A special form shall be used for postal voting. The form is available on MTG's website at www.mtg.com under the heading "General Meetings" (which can be found under the section "Investors"). The postal voting form can be submitted either by e-mail to proxy@computershare.se or by post to Computershare AB, "MTG's AGM 2023", P.O. Box 5267, SE-102 46 Stockholm, Sweden. Shareholders may also cast their postal votes digitally through BankID verification. A link to the digital postal voting can be found on MTG's website www.mtg.com under the heading "General Meetings" (which can be found under the section "Investors"). If the shareholder postal votes by proxy, a power of attorney shall be enclosed with the postal voting form. A template proxy form is available on MTG's website at www.mtg.com under the heading "General Meetings" (which can be found under the section "Investors"). If the shareholder is a legal entity, a copy of a registration certificate or a corresponding document for the legal entity shall be enclosed with the form. Further instructions can be found on the postal voting form. Please note that shareholders who wish to attend the meeting venue in person or by proxy must give notice of participation in accordance with the instructions under the heading "Participation at the meeting venue" below. This means that a notice of participation only through postal voting is not sufficient for shareholders who wish to attend the meeting venue.

A pre-recorded version of the presentation by the Chief Executive Officer, Maria Redin, will be published on MTG's website www.mtg.com under the heading "General Meetings" (which can be found under the section "Investors") no later than two weeks prior to the Annual General Meeting.

Meeting venue

Shareholders who wish to attend the meeting venue in person or by proxy shall give notice of participation no later than by Thursday 11 May 2023. Notification can be made on MTG's website at www.mtg.com under the heading "General Meetings" (which can be found under the section "Investors"), by e-mail to proxy@computershare.se, by telephone to +46 771-246 400 or by post to Computershare AB, "MTG's AGM 2023", P.O. Box 5267, SE-102 46 Stockholm, Sweden. Shareholders shall in their notice to participate state their name, personal identification number or company registration number, address, phone number and advisors, if applicable. Shareholders represented by a proxy or a representative should send documents of authorization to the address above well before the Annual General Meeting. A template proxy form is available on MTG's website www.mtg.com under the heading "General Meetings" (which can be found under the section "Investors").

Nominee-registered shares

To be entitled to participate in the Annual General Meeting, shareholders whose shares are registered in the names of nominees must, in addition to giving notice of participation, re-register such shares in their own name so that the shareholder is recorded in the presentation of the share register as of Tuesday 9 May 2023. Such re-registration may be temporary (so-called voting rights registration) and can be requested from the nominee in accordance with the nominee's procedures in such time in advance as the nominee determines. Voting rights registrations effected by the nominee no later than by Thursday 11 May 2023 will be considered in the presentation of the share register.

Proposed agenda

1. Opening of the Annual General Meeting by the Chairman of the Board.
2. Election of Chairman of the Annual General Meeting.
3. Preparation and approval of the voting list.
4. Approval of the agenda.
5. Election of one or two persons to check and verify the minutes.
6. Determination of whether the Annual General Meeting has been duly convened.
7. Presentation by the Chief Executive Officer.
8. Presentation of the Annual Report and the Auditor's Report and the consolidated financial statements and the Auditor's Report on the consolidated financial statements.
9. Resolution on the adoption of the Income Statement and the Balance Sheet and of the consolidated Income Statement and the consolidated Balance Sheet.
10. Resolution on treatment of the company's results as stated in the adopted Balance Sheet.
11. Resolution on discharge of liability of the members of the Board and the Chief Executive Officer.
12. Presentation and resolution on the approval of the Remuneration Report.
13. Determination of the number of members of the Board.
14. Determination of the remuneration to the members of the Board.
15. Determination of the remuneration to the Auditor.
16. Election of Board members:

1. Chris Carvalho (re-election, proposed by the Nomination Committee).
2. Simon Duffy (re-election, proposed by the Nomination Committee).
3. Gerhard Florin (re-election, proposed by the Nomination Committee).
4. Simon Leung (re-election, proposed by the Nomination Committee).
5. Natalie Tydeman (re-election, proposed by the Nomination Committee).
6. Florian Schuhbauer (re-election, proposed by the Nomination Committee).
7. Liia Nõu (new election, proposed by the Nomination Committee)
8. Susanne Maas (new election, proposed by the Nomination Committee.

17. Election of the Chairman of the Board.
18. Determination of the number of Auditors and election of Auditor.
19. Resolution regarding a combined short-term and long-term incentive plan for 2023, including resolutions regarding:

1. adoption of the plan;
2. authorisation for the Board to resolve on a new issue of Class C shares;
3. authorisation for the Board to resolve to repurchase own Class C Shares;
4. transfer of own Class B shares to the participants in the plan; and
5. swap agreement with third party in relation to the plan.

20. Resolutions to secure delivery of Class B shares under the 2022 combined short-term and long-term incentive plan, including resolutions regarding:

1. authorisation for the Board to resolve on a new issue of Class C shares, and
2. authorisation for the Board to resolve to repurchase own Class C Shares.

21. Resolution on reduction of the share capital by way of cancellation of repurchased own Class B shares.
22. Resolution regarding authorisation for the Board to resolve on repurchases and transfers of own shares.
23. Resolution on authorisation for the Board to resolve on new issues of Class B shares.
24. Resolution on a directed issue of Class B shares to sellers of Ninja Kiwi, including certain key employees responsible for Ninja Kiwi's operations, to settle earn-out obligations.
25. Closing of the Annual General Meeting.

For more information:

Anton Gourman, VP Communications and IR
Direct: +46 73 661 8488, anton.gourman@mtg.com

Follow us: mtg.com / Twitter / LinkedIn

About MTG

MTG (Modern Times Group MTG AB) (www.mtg.com) is an international gaming group that owns and operates gaming studios with popular global IPs across a wide range of casual and mid-core genres. The group is focused on accelerating portfolio company growth and supporting founders and entrepreneurs. MTG is an active driver of gaming industry consolidation and a strategic acquirer of gaming companies around the world. You can find our HQ in Sweden, but we have an international culture and a global footprint. Our shares are listed on Nasdaq Stockholm ('MTGA' and 'MTGB').