Practical Information on the 2024 Annual Stockholders' Meeting

The 2024 Annual Stockholders' Meeting of LANXESS Aktiengesellschaft will be held virtually, but closely following the familiar proceedings of in-person events. Spoken contributions and stockholders' questions for the Board of Management will be possible as usual during the Annual Stockholders' Meeting. LANXESS deliberately decided not to bring forward or limit questions to before the event. You can participate in the Annual Stockholders' Meeting and exercise any stockholders' rights via the InvestorPortal, which registered stockholders or their representatives can access on the company's website at https://lanxess.com/en/Investors/Annual-Stockholders-Meeting/Investor-Portal.

The following information may be helpful to ensure the Annual Stockholders' Meeting goes smoothly:

  1. What is the process for registering for the Annual Stockholders' Meeting?
    The registration process for the 2024 Annual Stockholders' Meeting is much the same as the registration process for earlier in-person events and the virtual 2023 Annual Stockholders' Meeting. Please register as usual via your custodian bank, which normally contacts you as a LANXESS stockholder. In case you have not yet been contacted, please get in touch with your custodian bank at your earliest convenience. Unfortunately, we have no control over when your custodian bank sends the registration forms. Your registration for the Annual
    Stockholders' Meeting (typically via your custodian bank) must reach LANXESS by May 17,
    2024, 24:00 (CEST). Therefore, please comply with the mailing deadlines stated by your bank and the usual post delivery times.
    Once you have registered for the Annual Stockholders' Meeting, you will receive confirmation of registration. This will contain your personal login details, which you can use to log in to our InvestorPortal at https://lanxess.com/en/Investors/Annual-Stockholders-Meeting/Investor-Portal.The InvestorPortal will be available from May 3, 2024.
    A template that you can use to exercise your voting rights by post (see also no. 3a.below), to authorize and instruct the company proxies (see also no. 3bbelow) or to authorize third parties to exercise your stockholders' rights on your behalf (see also no. 3c.below) can be downloaded from company's website under asm.lanxess.com. Should you wish to authorize third parties to represent you at the 2024 Annual Stockholders' Meeting, you can also arrange for the registration confirmation to be sent directly to your representatives when you register.
  2. How can stockholders participate in the Annual Stockholders' Meeting?
    On the day of the 2024 Annual Stockholders' Meeting, Wednesday, May 24, the full event will be broadcast as a livestream for registered stockholders via our InvestorPortal from 10:00 (CEST).
    To watch the event and exercise any stockholders' rights, please access the livestream in good time by entering the login details that you received with your registration confirmation at https://lanxess.com/en/Investors/Annual-Stockholders-Meeting/Investor-

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Portal. If you would like your authorized representatives to participate in the Annual Stockholders' Meeting, please make sure to forward them your login details in good time.

Any interested party can watch a livestream of the speech by the Chairman of our Board of Management, Matthias Zachert, online at https://lanxess.com/en/Investors/Annual-Stockholders-Meeting/Livestreamwithout accessing our InvestorPortal.

The InvestorPortal also provides all relevant functions required for active participation in the Annual Stockholders' Meeting. In particular, the "Voting / Proxy to third party" button in the main menu takes you to various options to exercise your stockholder voting rights (for details, see no. 3below), or you can use the "Request to speak" button during the Annual Stockholders' Meeting to request spoken contributions, which can then be submitted by way of video communication (see also no. 4below). Prior to the Annual Stockholders' Meeting you can also submit position statements here (see also no. 6below).

3. How can stockholders exercise their voting rights?

There are various options for stockholders to exercise their voting rights:

  1. Casting your votes electronically (electronic absentee ballot) is convenient and possible via the InvestorPortal at any time. To do so, select "Voting / Proxy to third party" in the main menu and then "Postal vote (electronic)". You will then be shown an overview of all proposed resolutions at the Annual Stockholders' Meeting, for which you can select "Yes", "No" or "Abstain". Complete your selection by clicking "Next", review your votes and then confirm with the "Send out" button. Upon request you will be sent a confirmation of your votes by e-mail.
    Electronic voting is available at any time once the InvestorPortal has been activated, and especially during the Annual Stockholders' Meeting. The meeting chair will designate the latest possible time to cast votes electronically in the voting process.
    Alternatively, voting rights can be exercised by post or in text form by e-mail. To do so, please complete the absentee ballot form which can be downloaded from company's website under asm.lanxess.com and send it to LANXESS Aktiengesellschaft, c/o Computershare Operations Center, 80249 or the e-mail address anmeldestelle@computershare.de.
    Absentee ballots sent by post or e-mail must reach us by no later than May 24, 2024, 24:00 (CEST).
  2. In addition, you can utilize the option of authorization with instructions to the company proxies via our InvestorPortal. To do so, click "Voting / Proxy to third party" in the main menu and then "Company proxies". Like for electronic voting, you will then be shown an overview of all proposed resolutions at the Annual Stockholders' Meeting with the opportunity to select "Yes", "No" or "Abstain". After making your selection, clicking "Next" and reviewing your instructions to the company proxies, please click "Send out".

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In this way, you can exercise your voting rights at any time in the InvestorPortal once it has been activated, and especially during the Annual Stockholders' Meeting. The meeting chair will designate the latest possible time in the voting process.

Alternatively, you can also issue an authorization with instructions to company proxies by post or e-mail. To do so, please complete the form which can be downloaded from company's website under asm.lanxess.com and send it to LANXESS Aktiengesellschaft, c/o Computershare Operations Center, 80249 or the e-mail address anmeldestelle@computershare.de. In both cases, such authorizations including instructions must reach us by no later than May 23, 2024, 24:00 (CEST).

  1. Exercising stockholders' rights by authorizing third parties:
    Finally, you can also authorize any third party, such as your custodian bank (if it offers representation as a service), stockholder' associations, voting rights advisors or other persons to exercise your voting rights on your behalf. Please note in this respect:
    If you wish to authorize an intermediary (e.g. your custodian bank), stockholder' associations, voting rights advisors or other persons within the scope of section 135 German Stock Corporation Act (Aktiengesetz), please timely contact the respective representative. You may find additional information on this matter in the invitation to this year's Annual Stockholders' Meeting.
    If you wish to authorize another third party, this can be done via the InvestorPortal by selecting "Voting / Proxy to third party" in the main menu and then "Proxy to third party". Then you can enter the personal details of your representative and submit them by clicking "Confirmation".
    Alternatively, for purposes of the authorization of a third party, you can complete the form which can be downloaded from company's website under asm.lanxess.com and send it to LANXESS Aktiengesellschaft, c/o Computershare Operations Center, 80249 or the e- mail address anmeldestelle@computershare.de. Representatives can then make use of all options also available to you as a stockholder (see also a.)-c.) of this no. 3) to exercise your voting rights.

Further information on exercising voting rights, e.g. options for subsequently changing your votes or authorizations, revoking an authorization already issued, or the treatment of contradictory votes received via different voting methods, can be found in the invitation to this year's Annual Stockholders' Meeting or the help section of the InvestorPortal.

4. How can stockholders request to speak and ask questions at the Annual Stockholders'

Meeting?

Registered stockholders, or their authorized representatives, can exercise their right to speak and right to information via the InvestorPortal during the Annual Stockholders' Meeting on May

24, 2024. To do so, they must first anticipate this within the InvestorPortal by a request to speak and pass a brief functionality test of the video communication before joining live.

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For this purpose, click "Request to speak" in the main menu and then the red button. You can now enter your name and contact details as well as information about your request to speak and confirm by clicking "Send out".

Your request to speak will then be registered. If you have activated email confirmations and provided that, at the time you anticipated your spoken contribution, it will still take some time until your live participation in the Annual Stockholders' Meeting, you will at first receive an email confirmation of your registration. At the given time, if applicable by separate email, you will be provided with a link to a video conference (for incoming emails please also keep an eye on your spam folder and refer to our hotline +49 89 30903 6323 or the e-mail address investorportal@computershare.dein case of any issues). Click on this link and connect to the ongoing Annual Stockholders' Meeting. You will then first have a brief conversation with a technical operator to test the functionality and quality of your video communication. During this conversation, you will receive further information on the procedure for your live participation in the ongoing Annual Stockholders' Meeting. General information and recommendations for video communication at the Annual Stockholders' Meeting can be found under no. 5below.

Until your live participation you can watch the ongoing Annual Stockholders' Meeting via the video communication. You will then be notified by the meeting chair in due course and you can deliver your spoken contribution. After that, the video communication will be terminated and you may continue to watch the Annual Stockholders' Meeting via the livestream. If you would like to deliver additional spoken contributions, please follow the above procedure once again.

5. Are there any practical recommendations and tips for video communication at the

Annual Stockholders' Meeting?

From experience, the following aspects should be considered to guarantee optimum video communication:

  • Internet speed: Your upload- and download- bandwidth should consistently be at least 5 Mbit/second, but ideally 10 Mbit/second or more. Ideally, you should connect your device to the internet via a LAN cable. If you are connected via WiFi, please make sure that you have a stable connection during your entire live appearance in the Annual
    Stockholders' Meeting.
  • VPN connection: If connecting via an active VPN connection (e.g. a connection from a company network), the transmission quality of your live appearance can suffer.
  • Device: It is recommended to use hardware positioned in landscape format and with an integrated or wired camera. Use of a headset is advisable to improve audio quality.
  • Software browser: Please use one of the following browsers in the current software
    version: Google Chrome, Microsoft Edge, Mozilla Firefox or Safari.
  • Environment during video communication: Ideally, you will find a quiet environment with as little background noise as possible for your live appearance. For optimum video transmission, the device should be placed on a hard surface and positioned so that you are visible in the middle of the image and are looking straight into the camera.

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  • Other tips: Try to ensure that you are well lit when speaking (e.g. with a lamp that illuminates your face). Bright sources of light behind you or to the side should be avoided. Please also ensure to set any nearby cell phones or the like to silent and close any e-mail programs and messaging services on your device to prevent any disruptive notifications or other distractions.

6. How can stockholders submit position statements?

Before the event, registered stockholders are able to submit their own position statement on topics contained in the agenda of the Annual Stockholders' Meeting. To do so, please select "Statements in text" in the main menu of the InvestorPortal. You can then enter a position statement along with your name and send it to us by clicking "Send".

Please note that position statements can be submitted only in text form; audio and video contributions or other formats are not allowed. A position statement must not exceed 10,000 characters (including spaces). Position statements cannotcontain any motions, nominations, requests for information or objections against resolutions of the Annual Stockholders' Meeting. Only position statements sent via the InvestorPortal no later than Thursday, May 18, 2024, 24:00 (CEST) can be taken into account. Position statements received before this deadline will be made available in the InvestorPortal by no later than Friday, May 19, 2024, 24:00 (CEST). These can then be found by selecting "Statements in text" and "Watch statements" from the main menu.

Extensive information on stockholders' other rights, such as requests for amendments to the agenda, motions or nominations can be found in the invitation to this year's Annual Stockholders' Meeting.

7.

Relevant dates and deadlines at a glance:

Record date for proof of stock ownership

May 2, 2024

(24:00 CEST)

Activation of the InvestorPortal at

May 3, 2024

https://lanxess.com/en/Investors/Annual-Stockholders-

Meeting/Investor-Portal.

Deadline for submitting countermotions and nominations

May 9, 2024

(24:00 CEST)

Deadline for registering for the 2024 Annual Stockholders'

May 17, 2024

Meeting

(24:00 CEST)

Publication of the speech by our CEO Matthias Zachert at the

May 17, 2024

2024 Annual Stockholders' Meeting

(at the latest)

Deadline for submitting position statements

May 18, 2024

(24:00 CEST)

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Publication of submitted position statements

By May 19, 2024

(24:00 CEST)

2024 Annual Stockholders' Meeting of LANXESS AG

May 24, 2024

(10:00 CEST)

Planned payment of the dividend

May 29, 2024

8. Contact

If you have any further questions about the procedure or content of the 2024 Annual

Stockholders' Meeting of LANXESS Aktiengesellschaft, please contact LANXESS, Investor

Relations, tel.: +49 221 8885 9834, e-mail:hv2024@lanxess.com.

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Disclaimer

Lanxess AG published this content on 08 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 April 2024 07:45:03 UTC.