NOTICE TO CONVENE the Annual General Meeting of FLSmidth & Co. A/S

COMPANY ANNOUNCEMENT NO. 5-2024
13 March 2024, Copenhagen, Denmark

The Board of Directors hereby convenes the Annual General Meeting to be held on Wednesday 10 April 2024 at 4 pm (CEST) at the offices of the company, Vigerslev Allé 77, DK-2500 Valby.

Agenda:

1. The Board of Directors' report on the company’s activities in 2023
2. Presentation and approval of the 2023 Annual Report
3. Approval of the Board of Directors’ fees:

a. Final approval of fees for 2023.

The Board of Directors proposes unchanged approval of the fees for 2023 that were pre-approved by the general meeting in 2023.

The fees are based on a base fee of DKK 450,000 (the “Base Fee”) with twice that amount to the vice chair and three times that amount to the chair. An additional fee of DKK 125,000 is paid for membership on a board committee, whereby, however, such additional fee for committee chairs constitutes DKK 225,000. The chair and the vice chair do not receive committee fees.

The total remuneration to the members of the Board of Directors for 2023 amounts to DKK 6.798 m, cf. note 1.5 in the Annual Report (page 77).

In addition to the above-stated remuneration, the company pays out-of-pocket expenses, including travel and transport costs, associated with the services rendered for the Board of Directors, and the company may also pay foreign social charges and similar charges, charged by foreign authorities in relation to the fees.

b. Preliminary determination of fees for 2024

The fee for the Board of Directors has remained unchanged since 2017 and the Board of Directors therefore proposes to increase the fee level for 2024. The annual base fee is increased to DKK 475,000 . The vice chair and and the chair shall continue to receive twice and three times the base fee respectively for their extended duties.  Further, that the additional fee of DKK 125,000 paid for memberships on a board committee remain unchanged. The additional fee for committee chairs is proposed increased to DKK 250.000 however given the complexity of the position and the significant workload, the additional fee for chair of the Audit, Risk & ESG Reporting Committee is proposed to be DKK 300,000, . The chair and vice chair do not receive committee fees.