Proposals of the Shareholders’ Nomination Committee to Sanoma’s Annual General Meeting 2026

Group 1: Board of Directors Proposals - The Shareholders' Nomination Committee proposes the number of members of the Board of Directors to be set at eight [2] - Klaus Cawén, Julian Drinkall, Jannica Fagerholm, Rolf Grisebach, Timo Lappalainen, Sebastian Langenskiöld, and Eugenie van Wiechen are proposed for re-election, with Tiina Alahuhta-Kasko nominated as a new member [3] - Timo Lappalainen is proposed to be elected as Chair and Klaus Cawén as Vice Chair of the Board [3] - Current Chair Pekka Ala-Pietilä and Board member Anna Herlin will not stand for re-election, with Ala-Pietilä having served since 2014 and as Chair since 2016 [4] Group 2: Board Member Independence and Term - All proposed Board members are non-executive and independent of the company and its major shareholders [6] - The term for all members of the Board ends at the conclusion of the Annual General Meeting in 2027 [6] Group 3: Remuneration of the Board - The annual remuneration for the Chair of the Board is proposed to increase to EUR 160,000 from EUR 144,000, for the Vice Chair to EUR 100,000 from EUR 84,000, and for Board members to EUR 80,000 from EUR 72,000 [8] - Meeting fees for Board and Committee meetings will remain unchanged, but fee practices for members in different countries will be unified [8] - Additional travel fees for Board members attending meetings outside their country of residence are proposed, including EUR 1,000 per Board meeting and EUR 3,000 for Committee meetings [8][9] Group 4: Shareholders' Nomination Committee Composition - The Shareholders' Nomination Committee consists of Juhani Mäkinen, Antti Herlin, Robin Langenskiöld, and Rafaela Seppälä [10] Group 5: Company Overview - Sanoma is a learning and media company operating across Europe, focusing on K12 education and innovative educational technologies [11][13] - The company reported net sales of approximately EUR 1.3 billion in 2025, with an adjusted operating profit margin of 14.4% [14]