GLITNOR HOLDING PLC C85911 The Centre, Level 8, Tigne’ Point, TPO 0001, Sliema, Malta  

NOTICE OF EXTRAORDINARY GENERAL MEETING (‘EGM’)   THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.   Shareholder participation and engagement remain important to us. Therefore, we are pleased to be able to provide a facility for shareholders to attend and participate remotely. Shareholders attending  the  EGM  remotely  and  wishing  to  vote  are  still  required  to  submit  proxy  voting  instructions by the relevant deadlines before the EGM, as it will not be possible to vote during the  EGM.  Further  information  on  the  procedures  to  be  followed  in  order  to  validly  appoint  a  proxy and remotely attend the meeting are set out below.    In accordance with the provisions of the Companies Act and the Company’s Articles of  Association, notice is hereby given that an Extraordinary General Meeting of Glitnor Holding plc (the “Company”) shall be held at Level 8, The Centre, Tigne’ Point, TPO 0001, Sliema, Malta on 23rd October 2025 at 15:00 CET.    

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A. Attendance and Voting    To be entitled to attend and vote at the AGM, shareholders must be entered in the Company’s register of members as holders of ordinary shares by the 17th October 2025.    

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B. Location of Meeting    Shareholders  who  wish  to  register  to  attend  the  meeting  must  notify  the  Company  of  their  intention to participate and confirm whether they will be attending remotely by not later than the 21sr October 2025, being two (2) business days before the meeting. Notifications of attendance at the EGM need to be made in writing to the Company by sending an email to shareholders@glitnor.com.    Shareholders who confirm their intention to attend the EGM remotely will receive the meeting link with joining instructions via email, closer to the date of the meeting.  

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C. Appointment of proxies    A proxy form is attached to this notice (“Proxy Form”).    If  you  are  a  shareholder  who  is  entitled  to  attend  and  vote  at  the  meeting,  you  may  wish  to appoint the Chairman of the meeting or any other person as a proxy to vote at the meeting on your behalf. A proxy need not be a member of the Company. You can only appoint a proxy using the procedures set out in these notes and the notes to the Proxy Form.   The notes to the proxy form explain how to direct your proxy how to vote on each resolution.    Appointment of proxy by mail/post:    To appoint a proxy using the proxy form, the form must be:    - completed and signed;  - sent or delivered to the Company  at  Glitnor Holding plc, Level  8, The Centre, Tigne'  Point, Sliema, TPO 0001, Malta; and  - received by the Company by no later than 21st October 2025 at 15:00 CET.    Appointment of proxy by email:    

As an alternative to completing the hard-copy proxy form, you can appoint a proxy electronically by  sending  a  scanned  copy  of  your  completed  and  signed  proxy  form  to  the  following  email  addresses:  shareholders@glitnor.com.  For  an  electronic  proxy  appointment  to  be  valid,  your  appointment must be received by the Company no later than the 21st October 2025.    

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D. Right to ask questions   The shareholder has the right to ask questions which are pertinent and related to items on the agenda of the EGM to the  Company by e-mail to shareholders@glitnor.com by no later than 21st October 2025 at 15:00 CET, being two (2) business days before the time appointed for the EGM. The Company will provide an answer to such questions at the EGM, unless the Company is unable to provide an immediate reply at short notice or, if the questions are not answered at the EGM, on its website within forty-eight (48) hours from the end of the EGM. The Company may choose to provide an overall answer to questions having the same content.  

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E. Agenda    General  1. Election of a chairman of the meeting in accordance with the Articles of Association of the Company;  2. Determination of quorum and whether the EGM has been duly convened;  3. Approval of agenda;   Extraordinary resolutions  4. Proposed extraordinary resolution:    (i) To  approve  the  acceptance  by  the  Company  of  its  own  shares  by  way  of   pledge, in terms of Article 111 of the Companies Act;    5. Any other matters.      

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F. Proposed Extraordinary Resolution and information on the proposal     1. Proposed  extraordinary  resolution  –  To  approve  the  acceptance  by  the  Company of its own shares by way of pledge, pursuant to Article 111 of the Companies Act.  Background:   The Company is proposing to take security, by way of pledge pursuant to the terms of Article 122 of the Companies Act, over the ordinary shares listed hereunder (the ‘Shares’) which it has allotted, as fully paid up, to the persons listed hereunder on the 20th August 2025:  

Allottee/Pledgor  Shares

NWB Holding B.V. 25,047 Ordinary Shares

Elmon Media B.V. 25,047 Ordinary Shares

Felisa B.V.  25,047 Ordinary Shares

Mark Schram  9 Ordinary Shares  

The  Shares  were  allotted  by  the  Company  to  the  Pledgors  as  a  non-cash  payment  to  the  Pledgors  pursuant  to  the  terms  of  a  share  purchase  agreement  and  related  transaction  documents entered into by and between, inter alia, the Company and the Pledgors on the 28th October 2024 and the 25th February 2025, in terms of which the Pledgors sold and transferred, and the Company purchased and acquired, inter alia the entire issued share capital of Alpha Ventures  Limited  (a  company  registered  under  the  laws  of  Malta  with  registration  number C73281) and Tiny Pixels B.V. (a company registered  under the laws of the Netherlands with registration number 60653140) (the ‘Transaction’). The shares so acquired were subsequently transferred  and  contributed  by  the  Company  to  a  wholly  owned  subsidiary  of  the  Company,  Lucky Forge Limited (a company registered under the laws of Malta with registration number C112057) as part of an intra-group restructuring of the Glitnor group of companies.  

In  terms  of  the  relevant  transaction documents  concerning the  Transaction,  and  more  specifically  to  secure  the  performance  of  certain  obligations  of  the  Pledgors  in  terms  of  the  same,  the  Pledgors  are  required  to  grant  a  pledge  of  shares  in  terms  of Article  122  of  the  Companies  Act  and  other  applicable  Maltese  law,  over  the  Shares,  to  the  Company  (the ‘Pledge’).  

In terms of Article 111 of the Companies Act, the acceptance by the Company of its own shares by way of pledge or other form of security is to be treated as an acquisition by the Company of such shares for the purposes of Articles 106,107 and 109 of the Companies Act.  

The Pledge over the Shares would consequently fall to be regulated by Articles 106 and 109 of the  Companies Act,  since  the  transaction  does  not  fall  within  one  of  the  exceptions  to  the  requirements of Article 106 as set out in Article 107. Accordingly, in order for the Company to accept  the  Shares  by  way  of  the  Pledge  as  outlined  above,  the  Company  requires  the  prior  approval  of  the  general  meeting  of  shareholders  of  the  Company,  by  way  of  extraordinary  resolution  in  terms  of Article  135  of  the  Companies Act,  in  addition  to  the  satisfaction  of  all  requirements set out in Article 106 of the Companies Act.  

The  Company  has  recently  been  informed  by  the  allottees  of  the  Shares  that,  subject  to  obtaining the Company’s prior consent as required under the Transaction Documents, each of them, or one or more of them, intends to transfer their respective portions of the Shares to a common  holding  company  owned  by  them.  In  such  event,  the  transferee  entity  and/or  any successor or assign of any Pledgor that may from time to time hold all or any of the Shares, shall be required to constitute the Pledge, as the relevant pledgor, in accordance with the terms set out above.  

The Board of Directors of the Company has recommended that the general meeting authorise the constitution of the Pledge over the Shares in favour of the Company, noting that once the proposed  extraordinary  resolution  set  out  below  is  adopted,  all  conditions  and  requirements  imposed under Article 106 for the acceptance by the Company of its own shares by way of the Pledge over the Shares will be satisfied, and the Pledge shall thereupon take effect.  

Proposed Extraordinary Resolutions:    It is RESOLVED:   - TO APPROVE the acceptance of the Company’s own shares by way of pledge in terms of Article 111 of the Companies Act, Chapter 386 of the laws of Malta (“Act”) and the Articles of Association of the Company, in respect of the following ordinary shares of the Company, whether held by the persons listed below or by any of their respective assigns, transferees or successors in title:    

(i) NWB Holding B.V. 25,047  Ordinary Shares  

(ii) Elmon Media B.V. 25,047 Ordinary Shares

(iii) Felisa B.V.  25,047 Ordinary Shares

(iv) Mark Schram  9 Ordinary Shares  

such pledge to be constituted in terms of applicable Maltese law and at no consideration;  -

THAT, upon adoption of this resolution, all conditions and requirements imposed under Article 106 of the Act for the acceptance by the Company of its own shares by way of pledge shall be deemed satisfied, and the pledge shall thereupon be duly constituted and take effect; provided that, if any one or more of such conditions remain outstanding at that time, the authority hereby granted shall remain valid for a period of eighteen (18) months from the date of adoption of this resolution, being the maximum period permitted under Article 106(1)(b) of the Act; and   -

TO  FURTHER AUTHORISE the Company Secretary to prepare and file with the Malta Business  Registry  a  certified  copy  of  this  extraordinary  resolution  in  accordance  with  article  106(2)  of  the  Act  and  to  make  any  other  filings,  returns  and  registrations  as  necessary  or  desirable,  and  in  any  case  within  the  time  prescribed  by  law,  in  connection  with  this  extraordinary resolution.    

G. Company Website  The above information, along with the information referred to in Article 24.2 of the Company’s Articles of Association, may be accessed on the Company’s website at: www.glitnor.com.    

By order of the Board of Directors         Name: Per Jorgen Nordlund         Date: 8th October 2025    

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Before completing this form, please read the explanatory notes below    

Proxy form for use at the extraordinary general meeting of the Company to be held in Malta on the 23rd October 2025 at 15:00am CET (“EGM” or “Meeting”).    I/We, ................................... of ................................................. being a member of the Company entitled to receive notice, attend and vote at general meetings of the Company, hereby appoint (Please indicate by inserting an “X” next to one option ONLY)  ☐the Chairman of the meeting  OR   ☐................................... holder of ................................................. Passport no. ................................... of .................................................   as  my/our  proxy  to  vote  for  me/us  and  on  my/our  behalf  at  the  EGM  and  at  any  adjournment  thereof  in  relation  to  the  resolutions  specified  below  (“the Resolutions”)  and  any  other  business  (including  adjournments  and  amendments  to  the  Resolutions)  which  may  properly  come  before  the  Meeting  or  any  adjournment thereof.    I/We direct my/our proxy to vote as follows in respect of the Resolutions (Note 1):              

EXTRAORDINARY RESOLUTION FOR AGAINST  ABSTAIN  First Extraordinary Resolution    It is RESOLVED:   - TO APPROVE the acceptance  of  the  Company’s own  shares  by  way  of pledge  in  terms of  Article 111 of the  Companies Act, Chapter 386 of the laws of Malta (“Act”) and the Articles of Association of the Company, in respect of the following ordinary shares of the Company, whether held by the persons listed below or by any of their assigns, transferees or successors in title:    (v) NWB Holding B.V. 25,047  Ordinary Shares  (vi) Elmon Media B.V. 25,047 Ordinary Shares (vii) Felisa B.V.  25,047 Ordinary Shares (viii) Mark Schram  9 Ordinary Shares  such pledge to be constituted in terms of applicable Maltese law and at no consideration;  - THAT, upon adoption of this resolution, all conditions and requirements imposed under Article 106 of the Act for the acceptance by the Company of its own shares by way of pledge shall be deemed satisfied, and the pledge shall thereupon be duly constituted and take effect; provided that, if any one or more of such conditions remain outstanding at that time, the authority hereby granted shall remain valid for a period of eighteen (18) months from the date of adoption of this resolution, being the maximum period permitted under Article 106(1)(b) of the Act; and   TO FURTHER AUTHORISE the Company Secretary to prepare and file with the Malta Business Registry a certified copy of this extraordinary resolution in accordance with article 106(2) of the Act and to make any other filings, returns and registrations as necessary or desirable, and in any case within the time prescribed by law, in connection with this extraordinary resolution.    ORDINARY RESOLUTIONS  FOR   AGAINST  ABSTAIN  Appointment of any Director as Chairman of the EGM        Approval of the agenda of the EGM.        

In the absence of instructions, the proxy is authorised to vote (or abstain from voting) on the Resolutions at his or her discretion. The proxy is also authorised to vote (or abstain from voting) on any other business which may properly come before the meeting.      Signed.......................................Dated .......................................    Notes:  (1)  Please indicate by inserting an “X” under “FOR” or “AGAINST” or “ABSTAIN” how you wish your vote to be cast on the Resolutions. On receipt of this proxy form duly signed but without any specific directions as to how you wish your vote to be cast, you will be considered to have authorised the proxy to vote or abstain at his or her discretion.  (2)  To be valid, the instrument appointing a proxy, together with any power of attorney or other authority under which it is executed (or a duly certified copy thereof), must be delivered by email not less than 48 hours before the time appointed for the meeting. If delivered in hard copy, it must be deposited  at the registered office of the Company not less than  48 hours before the time fixed for the meeting or adjournment thereof or, in the case of a poll taken otherwise than at or on the same day as the meeting or adjourned meeting, not less than 48 hours before the time appointed for the taking of such poll.   (3)  In case of a corporation, this proxy form must be signed by an officer or attorney duly authorised in writing.  (4)  Any amendments made to this proxy form must be initialled by the person signing it.

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