Proposals by Sanoma’s Board of Directors to the Annual General Meeting 2026

Core Viewpoint - Sanoma Corporation's Board of Directors has proposed several key items for the Annual General Meeting (AGM) scheduled for May 7, 2026, including dividend payments, auditor appointments, and share repurchase authorizations [1][2]. Dividend Proposal - The Board proposes a dividend of EUR 0.42 per share from the distributable earnings of the Parent Company, to be paid in three equal installments of EUR 0.14 each [3][4][5][6]. - The first installment is scheduled for payment on May 19, 2026, the second on September 22, 2026, and the third on November 10, 2026, with respective record dates of May 11, September 15, and November 3, 2026 [4][5][6]. Remuneration Report - The Remuneration Report for 2025 will be available on the company's website starting March 30, 2026, and the Board recommends its adoption at the AGM [7][8]. Auditor Appointment - The Board proposes to appoint PricewaterhouseCoopers Oy as the Auditor, with Tiina Puukkoniemi as the principal responsible auditor, for a term expiring at the end of the AGM in 2027 [9][10]. - The Sustainability Auditor will also be PricewaterhouseCoopers Oy, with the same term expiration [11][12]. Share Repurchase Authorization - The Board seeks authorization to repurchase up to 16,000,000 shares (approximately 9.8% of total shares) to enhance capital structure, finance acquisitions, or for incentive programs, valid until June 30, 2027 [13][14]. Share Issuance Authorization - The Board proposes authorization to issue up to 16,000,000 new shares and convey up to 21,000,000 treasury shares, also valid until June 30, 2027, allowing for deviations from shareholders' pre-emptive rights [15]. Additional Information - The company operates across Europe, employing nearly 5,000 professionals, with net sales of approximately EUR 1.3 billion in 2025 and an adjusted operating profit margin of 14.4% [20].