Shareholders' meeting according to article 107 section 3 AktG

Rosenbauer International AG: Convening notice of the Extraordinary General Meeting

Leonding (pta015/11.03.2025/09:10 UTC+1)

Rosenbauer International AG

Leonding, FN 78543 f

ISIN AT0000922554

Convening notice of the Extraordinary General Meeting

We hereby invite our shareholders to the Extraordinary General Meeting of Rosenbauer International AG

on Tuesday, 1 April 2025, at 10:00 a.m., Vienna time,

at Courtyard by Marriott Hotel, Europaplatz 2, 4020 Linz.

The Extraordinary General Meeting is convened at a written request of the shareholder RVG NewCo GmbH in accordance with Section 105 para 3 AktG.

I. AGENDA

1. Elections of members of the Supervisory Board

II. EXTRAORDINARY GENERAL MEETING DOCUMENTS; INFORMATION ON THE WEBSITE

The following documents, in particular, will be available on the company's website as entered in the commercial register www.rosenbauer.com by no later than 11 March 2025:

• Convocation request of RVG NewCo GmbH with proposed resolutions on the agenda item 1,
• Statements by the candidates for the election to the Supervisory Board pursuant to Section 87 para 2 of the Austrian Stock Corporation Act,
• Curriculum vitae of the candidates up for election to the Supervisory Board,
• Form for the grant of a proxy,
• Form for the revocation of a proxy,
• Full text of this convening notice.

III. RECORD DATE AND REQUIREMENTS FOR ATTENDING THE EXTRAORDINARY GENERAL MEETING

Entitlement to attend the Extraordinary General Meeting and exercise voting rights and other shareholder rights to be asserted at this Extraordinary General Meeting is based on shareholdings at the end of 22 March 2025 (midnight, Vienna time) (record date).

Only persons who are shareholders on this record date and who provide evidence of this to the company are authorized to attend the Extraordinary General Meeting.

Evidence of shareholdings on the record date must be provided by submitting a deposit certificate in accordance with Section 10a of the Austrian Stock Corporation Act (AktG) that the company must receive by no later than 27 March 2025 (midnight, Vienna time) using one of the means of communication and addresses below:

(i) to send the deposit certificate in text form that meets the requirements of the Articles of Association in accordance with Section 17 (3)

by e-mail anmeldung.rosenbauer@hauptversammlung.at

(please send deposit certificates in PDF format)

by fax +43 (0) 1 8900 500 - 50

(ii) to send the deposit certificate in written form

by mail or by courier Rosenbauer International AG

c/o HV-Veranstaltungsservice GmbH

Köppel 60

8242 St. Lorenzen/Wechsel

by SWIFT GIBAATWGGMS

(message type MT598 or MT599, always stating ISIN AT0000922554 in the text)

The shareholders are asked to contact their custodian bank and arrange for a deposit certificate to be issued and sent out.

The record date does not affect the sale of the shares and has no impact on dividend entitlement.

Deposit certificate in accordance with Section 10a AktG

The deposit certificate must be issued by a custodian bank based in a member state of the European Economic Area or in a full member state of the OECD and must include the following information (Section 10a para 2 AktG):

• Information about the issuer: Name/company name and address or a code typically used in correspondence between banks (SWIFT code),
• Information about the shareholder: Name/company name, address, date of birth if a natural person, register and register number in the case of legal entities,
• Information on the shares: Number of shares held by the shareholder, ISIN AT0000922554 (International Securities Identification Number),
• Deposit number, securities account number or other designation,
• Date or period of time to which the deposit certificate relates.

To provide evidence of shareholdings in order to attend the Extraordinary General Meeting, the deposit certificate must relate to the end of the record date 22 March 2025 (midnight, Vienna time).

The deposit certificate is provided in German or English.

Proof of identity

Rosenbauer International AG reserves the right to verify the identity of persons attending the meeting. If their identify cannot be verified, they may be denied entry.

The shareholders and their proxies are therefore requested to bring valid official photo identification to registration.

If you are attending the Extraordinary General Meeting as a proxy, please also bring the proxy as well as official photo identification. If the original proxy has already been sent to the company, bringing a copy of the proxy will make it easier for you to enter the meeting.

IV. OPTION TO APPOINT A REPRESENTATIVE AND THE REQUIRED PROCEDURE

Each shareholder who is eligible to attend the Extraordinary General Meeting and has proven this to the company in accordance with the specifications in item III. of this convening notice has the right to appoint a representative to attend the Extraordinary General Meeting on behalf of the shareholder and who has the same rights as the shareholder.

The proxy must be granted to a specific person (natural person or legal entity) in text form (Section 13 para 2 AktG). Several persons may be granted proxies.

A proxy can be issued before or during the Extraordinary General Meeting.

Proxies can be sent using the following means or communication and addresses:

By mail or by courier Rosenbauer International AG

c/o HV-Veranstaltungsservice GmbH

Köppel 60

8242 St. Lorenzen/Wechsel

By e-mail anmeldung.rosenbauer@hauptversammlung.at (please send proxies in PDF format)

By fax +43 (0) 1 8900 500 - 50

The proxies must be received at one of the addresses stated above by no later than 31 March 2025, 1:00 p.m. Vienna time, unless submitted on the day of the Extraordinary General Meeting at the entry and exit checkpoint for the Extraordinary General Meeting.

A proxy form and a form for revoking the proxy are available on the company's website at www.rosenbauer.com. To ensure this process goes smoothly, please use the forms provided at all times.

More information about proxies, in particular on text form and the content of the proxy, can be found in the proxy form available to shareholders.

If the shareholder has granted a proxy to its custodian bank (Section 10a AktG), it is sufficient for this bank to issue a statement confirming that it has been granted proxy in addition to the deposit certificate, sending it to the company in the same way it is required to send the certificate.

Shareholders may also exercise their rights at the Extraordinary General Meeting in person even after granting a proxy. Personal attendance constitutes revocation of the proxy issued previously.

The above provisions on the granting of proxies apply with the corresponding changes for revoking proxies.

Independent voting proxy

As a special service, shareholders can also use the lawyer Mag. Hermann Beurle, LL.M. as an independent voting proxy to exercise voting rights in line with instructions at the Extraordinary General Meeting. A special proxy form for issuing a proxy to Mag. Hermann Beurle, LL.M. is available on the company's website at www.rosenbauer.com. This form must be sent to the company exclusively using one of the designated addresses for sending proxies given above (e-mail, mail). Mag. Hermann Beurle, LL.M. can also be contacted directly by e-mail atbeurle.rosenbauer@hauptversammlung.at.

The shareholder must issue instructions to Mag. Hermann Beurle, LL.M. stating how he (or where applicable a sub-proxy authorized by Mag. Hermann Beurle, LL.M.) is to exercise voting rights. Mag. Hermann Beurle, LL.M. exercises voting rights exclusively in accordance with the instructions issued by the shareholder. The proxy is not valid without express instructions. Please note that the voting proxy will not accept requests to make statements, raise objections to Extraordinary General Meeting resolutions, ask questions, or file motions.

Guests

The Extraordinary General Meeting is the key governing body of a stock corporation as it is the forum for the company's owners – the shareholders. Please therefore understand that we cannot make an Extraordinary General Meeting an event for guests however much we appreciate the interest. Accordingly, guests may attend by prior registration only. If you have any questions, please do not hesitate to contact the Investor Relations Team (tel.: 0043 732 6794 5899, e-mail: ir@rosenbauer.com).

Please note that, due to the high number of participants at our General Meetings in the past, a maximum of two persons will be granted entry per deposit certificate (one shareholder and one proxy or two proxies in place of the shareholder) due to organizational reasons related to the buffet.

V. INFORMATION ON SHAREHOLDER RIGHTS IN ACCORDANCE WITH SECTIONS 109, 110, 118 AND 119 AKTG

1. Additions to the agenda by shareholders in accordance with Section 109 AktG

Shareholders whose shares jointly amount to 5 % of the share capital and who have held these shares for at least three months prior to filing the motion can submit a written request for items to be added to the agenda of this Extraordinary General Meeting and published, provided that such written request is received by the company by mail or by courier by no later than 13 March 2025 (midnight, Vienna time) at the following address only: 4060 Leonding, Paschinger Strasse 90, Investor Relations, FAO Mr. Tiemon Kiesenhofer, or, if sent by e-mail, with a qualified electronic signature to ir@rosenbauer.com or by SWIFT to GIBAATWGGMS. "In writing" means signed by hand or with a company signature by all applicants or, if sent by e-mail, with a qualified electronic signature, or, if by SWIFT, using message type MT598 or type MT599, always stating the ISIN AT0000922554 in the text.

Each agenda item requested in this way must be accompanied by a proposed resolution and grounds for the proposed resolution. The agenda item and the proposed resolution, but not the grounds for the proposed resolution, must also be submitted in German. Evidence of shareholder status must be provided by way of a deposit certificate in accordance with Section 10a AktG confirming that the shareholder submitting the proposal has held the shares for at least three months prior to filing the motion. This certificate must not be more than seven days old when submitted to the company. Multiple deposit certificates that jointly amount to a shareholding of only 5 % must refer to the date and time.

Please see the information on eligibility to attend (item III of this convening notice) for details about the other requirements for the deposit certificate.

2. Resolutions proposed by shareholders on the agenda in accordance with Section 110 AktG

Shareholders whose shares jointly amount to 1 % of share capital can submit proposals for resolutions, including the grounds for these, on any item of the agenda in text form and request that these proposals be made available on the company's website as entered in the commercial register together with the name of the shareholders in question, the reasons and, where applicable, a statement by the Executive Board or Supervisory Board, provided that such written request is received by the company no later than 21 March 2025 (midnight, Vienna time), by mail or by courier to 4060 Leonding, Paschinger Strasse 90, Investor Relations, FAO Mr. Tiemon Kiesenhofer, or by email to ir@rosenbauer.com, in which case the request must be sent in text form, e.g. as a PDF attached to the e-mail. If statements are required to be made in text form within the meaning of Section 13 para 2 AktG, the statement must be submitted in a document or another manner suited to the permanent reproduction of written text, the person making the statement must be named and the end of the statement must be clearly shown by reproduction of the signature or another method. The proposed resolution, but not the grounds for the proposed resolution, must also be submitted in German.

In the case of a nomination for the election of a Supervisory Board member, the statement of the nominated person pursuant to Section 87 para 2 AktG must be submitted instead of the statement of grounds.

Evidence of shareholder status must be provided by way of a deposit certificate in accordance with Section 10a AktG, which must not be more than seven days old when submitted to the company. Multiple deposit certificates that jointly amount to a shareholding of only 1 % must refer to the date and time.

Please see the information on eligibility to attend (item III of this convening notice) for details about the other requirements for the deposit certificate.

3. Disclosures in accordance with Section 110 para 2 sentence 2 in conjunction with Section 86 para 7 and para 9 AktG

The company makes the following disclosures regarding agenda item 1, "Elections of members of the Supervisory Board," and the possible submission of a nomination by shareholders in accordance with Section 110 AktG:

The Supervisory Board has previously consisted of five members elected by the General Meeting. As a result, Rosenbauer International AG does not apply the provisions governing the minimum proportion of shares pursuant to Section 86 para 7 AktG.

4. Shareholders' right to information in accordance with Section 118 AktG

All shareholders are required to provide information on issues regarding the company if requested to by the Extraordinary General Meeting, where this information is required to appropriately evaluate an agenda item. The right to information also covers the company's legal relationships with an affiliated company and the position of the Group and the companies included in the consolidated financial statements.

Information may be refused if, according to reasonable business judgment, it could cause significant harm to the company or an affiliated company or if providing this information would constitute a criminal offense.

In accordance with Section 19 (2) of the Articles of Association, the Chairman of the Extraordinary General Meeting may set appropriate time limits on shareholders' rights to ask questions and speak. He can impose general and individual limits on the time for speaking and questions, in particular at the start but also during the Extraordinary General Meeting.

Requests for information are essentially to be made verbally at the Extraordinary General Meeting but can also be issued in writing.

Questions that require lengthy preparation to answer may be submitted to the Executive Board in text form in good time before the Extraordinary General Meeting to ensure that the meeting runs efficiently. Questions can be e-mailed to the company at ir@rosenbauer.com.

5. Shareholder motions at the Extraordinary General Meeting in accordance with Section 119 AktG

All shareholders, regardless of their shareholding, are entitled to file motions on any item of the agenda at the Extraordinary General Meeting. If several motions are filed for one item of the agenda, the Chairman determines the order of voting in accordance with Section 119 para 3 AktG.

However, a shareholder motion to appoint a member of the Supervisory Board requires a proposed resolution to be submitted in good time in accordance with Section 110 AktG: Persons standing for election to the Supervisory Board (item 1 of the agenda) can be nominated only by shareholders whose shares jointly amount to 1 % of share capital. These nominations must be received by the company as described above (item V (2)) by no later than 21 March 2025. Each nomination must be accompanied by a statement in accordance with Section 87 para 2 AktG by the nominated person detailing their professional qualifications, professional or comparable functions and any circumstances that could give rise to cause for concern regarding partiality.

Failing which, the shareholder motion to appoint a member of the Supervisory Board must not be taken into consideration.

6. Information on shareholder data protection

Rosenbauer International AG processes shareholders' personal data (chiefly data in accordance with Section 10a para 2 AktG, name, address, date of birth, securities account number, number of shares, where applicable share class, number of voting card and, where applicable, name and date of birth of any voting proxies) on the basis of valid data protection regulations, primarily the EU General Data Protection Regulation (GDPR) and the Austrian Data Protection Act so that shareholders can exercise their rights at the Extraordinary General Meeting.

Shareholders' personal data must be processed in order for shareholders and their representatives to attend the Extraordinary General Meeting in accordance with the Austrian Stock Corporation Act. The legal basis for the processing is Article 6 (1) c) GDPR.

Rosenbauer International AG is the controller for the purposes of processing. Rosenbauer International AG uses external service companies, such as notaries, lawyers, banks and IT service providers, to arrange the Extraordinary General Meeting. Rosenbauer International AG provides them only with the personal data required to perform the service in question and they process the data exclusively as instructed by Rosenbauer International AG. Where required by law, Rosenbauer International AG has concluded a data protection agreement with these service companies.

If a shareholder attends the Extraordinary General Meeting, all shareholders/representatives, members of the Executive Board and Supervisory Board, the notary and all other persons who are legally entitled to attend the meeting can view the legally required list of participants (Section 117 AktG) and can thus also view the personal data in this list (including name, residence, shareholding). Rosenbauer International AG is also legally required to submit personal shareholder data (in particular the list of participants) to the commercial register as part of the notarial record (Section 120 AktG).

Shareholder data is rendered anonymous or erased once it is no longer necessary in relation to the purposes for which it is collected or processed, provided no other legal obligations require further retention. Documentary evidence and retention obligations arise in particular from company law, stock corporation law, takeover law, tax law and anti-money laundering regulations. If shareholders assert legal claims against Rosenbauer International AG or Rosenbauer International AG asserts legal claims against shareholders, the storage of personal data is used on a case-by-case basis to clarify and enforce claims. In connection with court proceedings before civil courts, this may result in the storage of data for the duration of the statute of limitations plus the duration of the legal proceedings until they are legally concluded.

All shareholders have the right to access, rectification, restriction, objection and erasure regarding the processing of personal data and the right to data portability in accordance with Chapter III of the GDPR at all times. Shareholders can assert these rights to Rosenbauer International AG free of charge using the e-mail address dataprivacy@rosenbauer.com or the contact details below:

Rosenbauer International AG

c/o Marinko Kvesic

Paschinger Straße 90

4060 Leonding

Shareholders are also entitled to lodge a complaint with the data protection supervisory authority in accordance with Article 77 GDPR.

Further information on data protection can be found in the Data Protection Declaration on Rosenbauer International AG's website at www.rosenbauer.com.

VI. OTHER INFORMATION

Total number of shares and voting rights

At the time of convening the Extraordinary General Meeting, the company's share capital was EUR 20,400,000 divided into 10,200,000 no-par-value shares. Each share confers one vote at the Extraordinary General Meeting. Accordingly, the total number of voting rights at the time of convening the Extraordinary General Meeting was 10,200,000. At the time of convening the Extraordinary General Meeting, the company did not hold any treasury shares, either directly or indirectly. There are no multiple share classes.

This document is published in German and in a non-binding English convenience translation.

Leonding, March 2025 The Executive Board

(end)

---

Emitter:	Rosenbauer International AG Paschinger Straße 90 4060 Leonding Austria
Contact Person:	Mag. Tiemon Kiesenhofer
Phone:	+43 664 80 679 6538
E-Mail:	ir@rosenbauer.com
Website:	www.rosenbauer.com/
ISIN(s):	AT0000922554 (Share)
Stock Exchange(s):	Vienna Stock Exchange (Official Trade); Free Market in Berlin, Dusseldorf, Hamburg, Munich, Stuttgart, Tradegate

[ source: https://www.pressetext.com/news/1741680600041 ]

(c) pressetext Nachrichtenagentur GmbH Ad-hoc and financial news distributed by pressetext. Archive: https://www.pressetext.com/channel/Adhoc The emitter is responsible for the content. Contact: adhoc@pressetext.com or +43-1-81140-0.