Proposals of the Shareholders' Nomination Board of Sitowise for the Annual General Meeting 2025

Sitowise Group Plc        Stock Exchange Release               27 January 2025 at 2.00 pm EET

The Shareholders' Nomination Board of Sitowise Group Plc has submitted to the company’s Board of Directors its proposals for the Annual General Meeting which is planned to be held on 2 April 2025.

Proposal on the remuneration of the members of the Board of Directors

The Shareholders' Nomination Board proposes that the members of the Board of Directors and its committees to be elected will be paid for the term of office ending at the termination of the Annual General Meeting 2026 the following remuneration:

• EUR 4,750 per month for the chair of the Board of Directors
• EUR 2,250 per month for other board members
• the meeting fee of EUR 1,000 per meeting for the chair of the Board of Directors and chairs of the board committees
• the meeting fee of EUR 400 per meeting for other members of the Board of Directors and the other board committee members.

The above-mentioned proposed fees are corresponding to the fees which have been paid during the term that will be ending.

The Shareholders' Nomination Board additionally proposes that the travel and accommodation expenses of the board members are compensated in accordance with the company’s travel policy.

The Shareholders’ Nomination Board further proposes that no remuneration is paid for the Nomination Board members but the travel expenses of the members of the Nomination Board are compensated against receipt in accordance with the Company's travel policy.

Proposal on the number of members of the Board of Directors

The Shareholders' Nomination Board proposes that six (6) members of the Board of Directors be elected.

Proposal on the members of the Board of Directors

The Shareholders' Nomination Board proposes that for the term of office ending at the termination of the Annual General Meeting 2026, the current members of the company’s Board of Directors Eero Heliövaara, Mirel Leino-Haltia, Elina Piispanen, Niklas Sörensen and Tomi Terho be re-elected and Rodolfo Zeidler be elected as a new member to the Board of Directors. Mats Åström and Anni Ronkainen, current members of the Board of Directors, have announced that they are no longer available for re-election.

With regard to the selection procedure for the members of the Board of Directors, the Shareholders' Nomination Board recommends that shareholders take a position on the composition of the Board of Directors as a whole. In preparing its proposals the Shareholders' Nomination Board has taken into consideration that the composition of the Board of Directors as a whole is according to the company’s needs and meets the requirements of the Finnish Corporate Governance Code for listed companies.

Mr. Rodolfo Zeidler (born 1987, German citizen), has been a Senior Research Analyst at Paradigm Capital AG since 2020. Prior to that, he worked in the investment team at Votorantim, one of Latin America’s largest investment groups. He also worked with T. Rowe Price and served as a consultant in M&A transactions across multiple sectors, in addition to having corporate finance management experience. Mr. Zeidler holds an MBA from Columbia Business School and a Master’s degree in Economics from Fundação Getulio Vargas, where he also graduated in Business Administration. He was awarded the CFA designation in 2014.

All Board member candidates are independent of the company and its major shareholders except for Tomi Terho and Rodolfo Zeidler, who are not independent of the company’s largest shareholders. All candidates have given their consent to be elected. The background data of the candidates to be re-elected is presented on the company's website Board of Directors | Sitowise.

The Shareholder's Nomination Board that has prepared proposals for the Annual General Meeting 2025 consists of Chair Jan Hummel, Paradigm Capital Value Fund SICAV, members Juhana Kallio, Intera Partners Oy, Stian Runde, Protector Forsikring ASA, and Eero Heliövaara, Chair of Sitowise Board of Directors as an expert member.

The proposals of the Nomination Board will be included in the notice to the Annual General Meeting 2025.

Additional information

Jan Hummel, Chair of the Shareholders’ Nomination Board, tel. +49 89 6202178-0

Mari Reponen, Head of IR, +358 40 702 5869, ir@sitowise.com

Distribution:

Nasdaq Helsinki Ltd

Major media

www.sitowise.com

About Sitowise

Sitowise is a Nordic expert in the built environment and forestry with strong focus on digitality. We provide design and consulting knowhow to enable more sustainable and smarter urban development as well as smooth transportation. Sitowise offers services related to real estate and buildings, infrastructure, and digital solutions both in Finland and in Sweden. Global megatrends drive huge changes that require a re-evaluation of the smartness in the built environment – therefore we have set our vision to be Redefining Smartness in Cities. The Group's net sales were EUR  211 million in 2023 and the company employs more than 2,100 experts. Sitowise Group Plc is listed on Nasdaq Helsinki under the trading symbol SITOWS.