EQS-AGM: Steyr Motors AG: Invitation to the Annual General Meeting

EQS-News: Steyr Motors AG / Announcement of the Convening of the General
Meeting
Steyr Motors AG: Invitation to the Annual General Meeting

10.03.2026 / 09:00 CET/CEST
Announcement of the Convening of the General Meeting, transmitted by
[1]EQS News – a service of [2]EQS Group.
The issuer is solely responsible for the content of this announcement.

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*** This document is to be regarded as a non-binding
convenience-translation. The binding version in German language is also
available on the homepage of the Company. ***

 

 

Steyr Motors AG

FN 583243 k

with its seat in Steyr-Gleink

 

Invitation

to the

Annual General Meeting

 

held on Friday, April 10, 2026 at 10:00 Uhr (CEST)

in Museum Arbeitswelt, Gaswerkgasse 1, 4400 Steyr

 

 

I. AGENDA

 

 1. Presentation of the adopted annual financial statements including the
management report, the proposal for the appropriation of the balance
sheet profits for the financial year 2025 and the report of the
Supervisory Board for the financial year 2025.

 

 2. Resolution on the appropriation of the balance sheet profits reported
in the annual financial statements as of December 31, 2025.

 

 3. Resolution on the discharge of the sole member of the Management Board
of Steyr Motors AG for the financial year 2025.

 

 4. Resolution on the discharge of the members of the Supervisory Board of
Steyr Motors AG for the financial year 2025.

 

 5. Resolution on the determination of the remuneration of the members of
the Supervisory Board for the financial year 2025.

 

 6. Election of the auditor and group auditor for the 2026 financial year.

 

 7. Elections to the Supervisory Board.

 

 8. Resolution on the spin-off for absorption (Abspaltung zur Aufnahme) of
the operations of Steyr Motors AG as transferring company
(übertragende Gesellschaft) to Steyr Motors Operations GmbH as
acquiring company (aufnehmende Gesellschaft) pursuant to §§ 1 (2) Nr.
2 in conjunction with 17 of the Austrian Demerger Act
(Spaltungsgesetz) and approval of the Demerger and Acquisition
Agreement (Spaltungs- und Übernahmsvertrag) as of the spin-off date
(Spaltungsstichtag) December 31, 2025.

 

 

 

 

II. DOCUMENTS FOR THE ANNUAL GENERAL MEETING

 

The following documents will be available on the internet by no later than
March 10, 2026 at [3] https://ir.steyr-motors.com/event/hauptversammlung
and will also be available at the Annual General Meeting:

 

• Documents as listen in agenda item 1,
• Proposed resolutions regarding the agenda items 2. – 8.,
• Declarations received in accordance with § 87 (2) of the Austrian
Stock Corporation Act (AktG),
• Forms for granting and revoking a power of attorney pursuant to § 114
of the Austrian Stock Corporation Act (AktG),
• Full text of this invitation and
• Draft of the Demerger and Acquisition Agreement (Spaltungs- und
Übernahmsvertrag) alongside the required documents according to § 7
(2) Austrian Demerger Act (Spaltungsgesetz)

 

If you encounter technical issues downloading the documents, please
contact the Company.

 

 

III. RECORD DATE AND REQUIREMENTS FOR PARTICIPATION IN THE ANNUAL GENERAL
MEETING

 

The right to participate in the Annual General Meeting and to exercise
voting rights and other shareholder rights that are to be asserted at the
Annual General Meeting is based on the shareholding at the end of the
tenth day prior to the Annual General Meeting i.e. the shareholding on
March 31, 2026, 11:59 p.m. (CEST) (record date).

 

Only those who are shareholders on this date and can provide verification
to the Company are entitled to attend the Annual General Meeting.

 

Safe custody receipt pursuant to § 10a AktG

 

In the case of bearer shares held in safe custody, proof of share
ownership on the record date shall be provided by means of a safe custody
receipt in accordance with § 10a AktG, which must be received by the
Company no later than the third working day before the Annual General
Meeting, i.e. on April 7, 2026, 11:59 p.m. (CEST), exclusively at one of
the addresses listed below.

 

via telefax:  +43 (0) 1 8900-50050

via post or  HV-Veranstaltungsservice GmbH

courier:   Köppel 60

   8242 St. Lorenzen am Wechsel

via e-mail: [4]anmeldung.steyrmotors@hauptversammlung.at, whereby the safe
custody receipt should be attached to the email (as a PDF file for
example)

via SWIFT ISO 15022: CPTGDE5WXXX – Message Type MT598 oder MT599; please
make sure to specify ISIN AT0000A3FW25

 

via SWIFT ISO 20022:  ou=xxx,o=cptgde5w,o=swift

  seev.003.001.10 oder seev.004.001.10

  (a detailed description is available for download at

  https://ir.steyr-motors.com/event/hauptversammlung)

 

Shareholders are asked to contact their custodian bank and arrange for a
safe custody receipt to be issued and forwarded.

 

The record date has no effect on the transferability of the shares and is
not relevant for dividend entitlement.

 

Content of the safe custody receipt pursuant to § 10a AktG

 

The safe custody receipt must be issued by the custodian bank with its
registered office in a member state of the European Economic Area or in a
full member state of the OECD or by the custodian securities firm with its
registered office in a member state of the European Economic Area and must
contain the following information:

 

• Information about the issuer: name/company name and address or a code
commonly used between credit institutions (BIC),
• Information about the shareholder: name/company name, address, date of
birth for natural persons, register and register number for legal
entities, if applicable,
• Information on the shares: Number of shares held by the shareholder,
ISIN AT0000A3FW25,
• Depot number or other designation,
• Date to which the safe custody receipt refers.

 

The safe custody receipts as proof of share ownership for participation in
the Annual General Meeting must refer to the above-mentioned record date
of March 31, 2026, 11:59 p.m. (CEST). The safe custody receipt will be
accepted in German or English.

 

Shareholders are requested to contact their custodian bank and arrange for
a safe custody receipt to be issued and forwarded. Shareholders are not
blocked by registering for the Annual General Meeting or by submitting a
safe custody receipt; shareholders can therefore continue to freely
dispose of their shares even after registering or submitting a safe
custody receipt.

 

Safe custody receipts from securities firms within the meaning of the
Austrian Securities Firm Act (Wertpapierfirmengesetz) that are authorized
to hold and manage securities will also be accepted.

 

Proof of identity

 

Shareholders and authorized representatives are requested to have a valid
official photo ID ready for identification purposes at registration. If
you are attending the General Meeting as a proxy, please take the power of
attorney with you in addition to your official photo ID. If the original
power of attorney has already been sent to the Company, you can facilitate
access by bringing a copy of the proxy form with you. Steyr Motors AG
reserves the right to verify the identity of persons attending. If it is
not possible to establish identity, admission may be refused.

 

 

IV. POSSIBILITY OF APPOINTING A REPRESENTATIVE AND THE PROCEDURE TO BE
FOLLOWED

 

Every shareholder who is entitled to participate in the Annual General
Meeting and has proven this to the Company in accordance with the
provisions of this invitation (Section III) has the right to appoint a
proxy to participate in the Annual General Meeting on behalf of the
shareholder and to exercise the same rights as the shareholder whom he or
she represents.

 

The power of attorney must be issued to a specific person (a natural or
legal person) in writing (in accordance with Section 13.3. of the Articles
of Association), whereby several persons may be authorized.

 

The power of attorney may be issued both before and during the Annual
General Meeting.

 

The power of attorney must be sent to the Company exclusively to one of
the following addresses:

 

via telefax:  +43 (0) 1 8900-50050

via post:    c/o HV-Veranstaltungsservice GmbH
   Köppel 60

   8242 St. Lorenzen am Wechsel, Österreich

via e-mail: [5]anmeldung.steyrmotors@hauptversammlung.at

via SWIFT ISO 15022: CPTGDE5WXXX; Message Type MT598 oder MT599, please
make sure to specify ISIN AT0000A3FW25

via SWIFT ISO 20022:  ou=xxx,o=cptgde5w,o=swift

  seev.003.001.10 oder seev.004.001.10

  (a detailed description is available for download at

  https://ir.steyr-motors.com/event/hauptversammlung)

 

If the power of attorney is not handed over in person at the time of
registration on the day of the Annual General Meeting, it must be received
by the Company in text form no later than April 4, 2026, at 4:00 p.m.
(CEST).

 

A proxy form and a form for revoking the proxy will be sent on request and
are available on the Company’s website at
[6] https://ir.steyr-motors.com/event/hauptversammlung. Please use the
forms provided. Details on the authorization, in particular on the content
of the proxy, can be found in the proxy form provided to shareholders. The
above provisions on the granting of proxy authority apply mutatis mutandis
to the revocation of proxy authority.

 

If a shareholder has given power of attorney to his custodian bank, it is
sufficient for the custodian bank to issue a statement confirming that it
has been given power of attorney in addition to the safe custody receipt.

 

Shareholders may also exercise their rights at the Annual General Meeting
in person after granting power of attorney. Personal attendance shall be
deemed to revoke any power of attorney previously granted.

Proxy voting

 

As a special service, we offer our shareholders the option of exercising
their voting rights through a representative appointed by the Company.
Daniel Spindler c/o Oberhammer Rechtsanwälte GmbH, Lothringerstraße 8/5,
1040 Vienna, will be available at the Annual General Meeting as a proxy
and will represent these shareholders. The costs of proxy voting will be
borne by Steyr Motors AG. All other costs, in particular the shareholders‘
own bank charges for the safe custody receipt or postage costs, shall be
borne by the shareholders.

 

To grant power of attorney to Mr. Daniel Spindler, the form available on
the Company’s website at
[7] https://ir.steyr-motors.com/event/hauptversammlung can be used from
March 10, 2026 at the latest. In addition, it is possible to contact Mr.
Daniel Spindler directly by telephone at +43-1-5033000, fax
+43-1-5033000-33 or email [8]spindler.steyrmotors@hauptversammlung.at.

 

In the event of authorization, Mr. Daniel Spindler will exercise the
voting rights exclusively on the basis of the instructions given by the
shareholders, which can be marked on the special proxy form. In the case
of proposed resolutions for which no instructions or unclear instructions
(e.g., FOR and AGAINST the same proposed resolution at the same time) have
been given, the proxy will abstain from voting. Without instructions, the
proxy is invalid. Note that the proxy will not accept any requests to
speak or ask questions.

 

 

V. INFORMATION ON SHAREHOLDERS‘ RIGHTS PURSUANT TO §§ 109, 118 AND 119
AKTG

 

Additions to the agenda by shareholders in accordance with § 109 AktG

 

Shareholders whose shares together amount to at least 5% of the share
capital and who have held these shares for at least three months prior to
the request may request in writing that additional items be added to the
agenda of this Annual General Meeting and announced if this request is
made in writing by mail or courier no later than March 20, 2026, 11:59
p.m. (CEST), exclusively to the address Im Stadtgut B 1, 4407
Steyr-Gleink. The request must be submitted to the Company in writing,
i.e. in a legally binding form by affixing a signature. Each item
requested for the agenda must be accompanied by a proposed resolution and
the reasons for it. For bearer shares held in custody, proof of share
ownership shall be provided by submitting a safe custody receipt in
accordance with § 10a AktG, confirming that the shareholders submitting
the request have been the owners of the shares for at least three months
prior to the date of the request and that the confirmation is not older
than seven days at the time of submission to the Company. With regard to
the other requirements for the safe custody receipt account confirmation,
reference is made to the explanations on participation entitlement
(Section III. of this invitation).

 

Shareholders‘ right to information in accordance with § 118 AktG

 

Upon request, each shareholder shall be provided with information on
matters concerning the Company at the Annual General Meeting to the extent
that such information is necessary for the proper assessment of an item on
the agenda. The obligation to provide information also extends to the
legal relationships between the Company and its former affiliated
companies. The information may be refused if, based on reasonable business
judgment, it would be likely to cause significant harm to the Company or
an affiliated company, or if providing it would be punishable by law.

 

The chairperson of the Annual General Meeting may limit the time allowed
for shareholders to ask questions and speak. In particular, he or she may
impose general and individual restrictions on speaking and question times
at the beginning of the Annual General Meeting, but also during the
meeting.

 

Requests for information shall generally be made verbally at the Annual
General Meeting but may also be made in writing.

 

Questions that require more time to prepare may be submitted to the
Management Board in good time before the Annual General Meeting in order
to keep the meeting running efficiently. Such questions can be sent to the
Company by email to [9]fragen.steyrmotors@hauptversammlung.at.

 

Motions by shareholders at the Annual General Meeting in accordance with §
119 AktG

 

Every shareholder is entitled, regardless of the size of their
shareholding, to submit motions on any item on the agenda at the Annual
General Meeting. This requires proof of eligibility to participate in
accordance with Section III of this invitation. If several motions have
been submitted on an item on the agenda, the chairperson shall determine
the order of voting in accordance with § 119 (3) AktG.

 

Information on data protection for shareholders

 

Steyr Motors AG processes personal data of shareholders (in particular
those pursuant to § 10a (2) AktG, i.e. name, address, date of birth,
securities account number, number of shares held by the shareholder, share
class, if applicable, number of the voting card and, if applicable, the
name and date of birth of the proxy) on the basis of the applicable data
protection regulations, in particular the European General Data Protection
Regulation (GDPR) and the Austrian Data Protection Act (DSG), in order to
enable shareholders to exercise their rights at the Annual General
Meeting.

 

The processing of shareholders‘ personal data is mandatory for the
participation of shareholders and their representatives in the Annual
General Meeting in accordance with the Austrian Stock Corporation Act
(AktG). The legal basis for the processing is therefore Article 6 (1) c)
GDPR.

 

Steyr Motors AG is the responsible body for processing. Steyr Motors AG
uses external service providers such as notaries, lawyers, banks, and IT
service providers for the purpose of organizing the Annual General
Meeting. These service providers receive from Steyr Motors AG only such
personal data as is necessary for the performance of the services
commissioned and process the data exclusively in accordance with the
instructions of Steyr Motors AG. Where required by law, Steyr Motors AG
has concluded a data protection agreement with these service providers.

 

If a shareholder attends the Annual General Meeting, all shareholders
present or their representatives, the members of the Management  Board and
Supervisory Board, the notary and all other persons with a statutory right
to attend may inspect the legally required list of participants (§ 117
AktG) and thereby also view the personal data contained therein (including
name, place of residence, shareholding ratio). Steyr Motors AG is also
obliged to submit personal shareholder data (in particular the list of
participants) to the commercial register as part of the notarized minutes
(§ 120 AktG).

 

Shareholder data will be deleted after the end of the applicable statutory
periods. In addition to statutory retention and documentation periods, the
statutory limitation periods, in particular those under the Austrian
General Civil Code (ABGB), which in certain cases may be up to 30 years,
must be taken into account when determining the storage period.

 

Every shareholder has the right to obtain information, correction,
restriction, objection, and deletion of personal data concerning them at
any time, as well as the right to data portability in accordance with
Chapter III of the GDPR.

 

Participants may exercise these rights free of charge by contacting Steyr
Motors AG at the following address:

 

Steyr Motors AG

Im Stadtgut B1, 4407 Steyr-Gleink, Austria

[10]datenschutz@steyr-motors.com

 

In addition, shareholders have the right to lodge a complaint with the
data protection supervisory authority in accordance with Article 77 of the
GDPR. Further information on data protection can be found at
[11]https://www.steyr-motors.com/privacy-policy/.

 

 

VI. TOTAL NUMBER OF SHARES AND VOTING RIGHTS AT THE TIME OF CONVENING THE
ANNUAL GENERAL MEETING

 

At the time of convening the General Meeting, the Company’s share capital
amounts to EUR 5,200,000.00 and is divided into 5,200,000 no-par value
bearer shares. Each share grants one vote. The total number of voting
rights is therefore 5,200,000 at the time of convening the General
Meeting. The Company does not hold any of its own shares, either directly
or indirectly, at the time of convening the General Meeting.

 

The Management Board

in March 2026

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10.03.2026 CET/CEST
View original content: [12]EQS News

══════════════════════════════════════════════════════════════════════════

Language: English
Company: Steyr Motors AG
Im Stadtgut B1
4407 Steyr
Austria
Phone: +43 7252 2220
E-mail: office@steyr-motors.com
Internet: https://www.steyr-motors.com/de/
ISIN: AT0000A3FW25
WKN: A40TC4
Listed: Regulated Unofficial Market in Frankfurt (Scale); Vienna Stock
Exchange (Vienna MTF)

 
End of News EQS News Service

2287978  10.03.2026 CET/CEST

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