Nn Group N.v. · EURONEXT:NN
Nn — Shareholder Meeting (May 2025)
49 slides from Nn's shareholder meeting presentation, May 15, 2025
Slide 1: Annual general meeting
Annual general meeting NN Group N.V. 15 May 2025
Slide 2: Opening
Agenda item 1. Opening
Slide 3: Issued shares and voting rights
Issued shares and voting rights • On Record Date, 17 April 2025, the issued capital of NN Group consisted of 269,000,000 ordinary shares • No votes can be cast on 2,891,000 ordinary shares as those shares were held by NN Group on Record Date • Consequently, a total of 266,109,000 votes are eligible
Slide 4: Voting instructions
Voting instructions • To participate, please go to meetings.lumiconnect.com • Fill in the meeting ID: 100-825-782-947 • username and password
Slide 5: 2024 Annual Report
Agenda item 2. 2024 Annual Report
Slide 6: The world around us
The world around us Geopoliticial tensions Ukraine/Middle East Market turbulence Global economy Artificial Intelligence 6
Slide 7: On track to achieve strategic targets
On track to achieve strategic targets Excellent customer experience Engaged employees Above market average NPS-r1 of NL Employee engagement of ≥ 8.0 by 2025 Women in senior management and International by 2025 positions2 of ≥ 40% by 2025 Netherlands: on par 7.8 7.9 40% 41% International: above On tr
Slide 8: Becoming ready for the future
Becoming ready for the future Scaling AI Simplifying IT Data literacy programme 8
Slide 9: Strong financial performance
Strong financial performance Delivering on 2025 OCG and FCF ..while maintaining a strong balance ..and delivering attractive capital targets.. sheet and cash position.. distributions to shareholders Operating capital generation (EURm) Solvency II ratio (in %) Dividend per share (EUR) 2024 1,922 31 D
Slide 10: Robust capital supported by management actions
Robust capital supported by management actions 22% • FY24 operating capital generation of EUR 1,922m adds Solvency ratio 197% 208% 194% 22%-points to the solvency ratio -8% -3% -14% • Market variance mainly reflects wider government bond spreads and negative equity variance 1.9 17.7 18.3 17.0 • Othe
Slide 11: Increased diversification of Operating Capital Generation
Increased diversification of Operating Capital Generation Operating capital generation (EUR bn) OCG by segment (EURm) FY24 FY23 Delta 2024 Netherlands Life 1,049 1,025 2% NL Life Netherlands Non-life 406 416 -2% NL Non-life Insurance Europe 461 422 9% Insurance Europe Japan Life 108 107 1% Japan Lif
Slide 12: Delivering on enhanced investor proposition
Delivering on enhanced investor proposition Strong business Resilient balance sheet Attractive capital return performance Group solvency ratio Delivering on financial targets 2025 Dividend per share 194% (31 December 2024) EUR 3.44 (2024 full-year dividend) Operating Capital Generation Higher capita
Slide 13: Wrapping up
Wrapping up Financial security Agility & speed Long-term focus 180th anniversary of Nationale-Nederlanden Resilient company 13
Slide 14: 2024 Annual Report: Questions
Agenda item 2. 2024 Annual Report Questions
Slide 15: Sustainability
Agenda item 3. Sustainability
Slide 16: Our roadmap to net-zero greenhouse gas emissions (GHG)
Our roadmap to net-zero greenhouse gas emissions (GHG) Ambition launched: Target set: Sustainability First Climate Net-zero GHG by 2050 Double investments Bond Framework Action Plan climate solutions Further improve efficiency buildings Adjust business travel policy on environmental footprint reduct
Slide 17: Sustainability: Questions
Agenda item 3. Sustainability Questions
Slide 18: Represented on today's AGM
Represented on today’s AGM • The present and represented share capital amounts to 68.58 %
Slide 19: Proposal to give a positive advice on the 2024 Remuneration Report
Agenda item 4. Proposal to give a positive advice on the 2024 Remuneration Report Voting item
Slide 20: Remuneration Report: Questions
Agenda item 4. Proposal to give a positive advice on the 2024 Remuneration Report Questions
Slide 21: Proposal to adopt the annual accounts for 2024
Agenda item 5. A 2024 annual accounts Proposal to adopt the annual accounts for the financial year 2024 Voting item
Slide 22: AGM Presentation
AGM Presentation NN Group N.V. 15 May 2025
Slide 23: Our audit process
Our audit process Materiality Materiality of EUR 200 million (2023: EUR 200 million) • 1% of 2024 Shareholders’ equity Our reports • Misstatements exceeding EUR 10 million are reported to the Audit Committee Annual accounts o r ts Ma re p te • Auditor’s report on consolidated and parent ur ri O al c
Slide 24: Annual accounts: Questions
Agenda item 5. A 2024 annual accounts Proposal to adopt the annual accounts for the financial year 2024 Questions
Slide 25: Explanation of the dividend policy; proposal to pay out dividend
Agenda item 5. B Explanation of the dividend policy Agenda item 5. C Proposal to pay out dividend Voting item
Slide 26: Key dividend dates
Agenda item 5. C Key dividend dates • NN Group ordinary shares will be quoted ex-dividend on 19 May 2025 • Record date for the dividend will be 20 May 2025 • Dividend will be payable on 27 May 2025 26
Slide 27: Dividend: Questions
Agenda item 5. B Explanation of the dividend policy Agenda item 5. C Proposal to pay out dividend Questions
Slide 28: Release from liability
Agenda item 6. Release from liability 6. A Proposal to release the members of the Executive Board from liability for their respective duties performed during the financial year 2024 6. B Proposal to release the members of the Supervisory Board from liability for their respective duties performed dur
Slide 29: Release from liability: Questions
Agenda item 6. Release from liability 6. A Proposal to release the members of the Executive Board from liability for their respective duties performed during the financial year 2024 6. B Proposal to release the members of the Supervisory Board from liability for their respective duties performed dur
Slide 30: Proposal to reappoint Inga Beale
Agenda item 7. A Proposal to reappoint Inga Beale as member of the Supervisory Board Voting item
Slide 31: Reappoint Inga Beale: Questions
Agenda item 7. A Proposal to reappoint Inga Beale as member of the Supervisory Board Questions
Slide 32: Proposal to reappoint Rob Lelieveld
Agenda item 7. B Proposal to reappoint Rob Lelieveld as member of the Supervisory Board Voting item
Slide 33: Reappoint Rob Lelieveld: Questions
Agenda item 7. B Proposal to reappoint Rob Lelieveld as member of the Supervisory Board Questions
Slide 34: Proposal to reappoint Cecilia Reyes
Agenda item 7. C Proposal to reappoint Cecilia Reyes as member of the Supervisory Board Voting item
Slide 35: Reappoint Cecilia Reyes: Questions
Agenda item 7. C Proposal to reappoint Cecilia Reyes as member of the Supervisory Board Questions
Slide 36: Proposal to amend the fixed annual fee for the chair
Agenda item 8. Proposal to amend the level of the fixed annual fee for the chair of the Supervisory Board Voting item
Slide 37: Chair fee amendment: Questions
Agenda item 8. Proposal to amend the level of the fixed annual fee for the chair of the Supervisory Board Questions
Slide 38: External auditor
Agenda item 9. External auditor 9. A Proposal to appoint KPMG Accountants N.V. as the external auditor of NN Group to carry out the assurance of the sustainability reporting for the financial year 2025 9. B Proposal to appoint EY Accountants B.V. as the external auditor of NN Group to audit the annu
Slide 39: External auditor: Questions
Agenda item 9. External auditor 9. A Proposal to appoint KPMG Accountants N.V. as the external auditor of NN Group to carry out the assurance of the sustainability reporting for the financial year 2025 9. B Proposal to appoint EY Accountants B.V. as the external auditor of NN Group to audit the annu
Slide 40: Agenda items 10.A (i), 10.A (ii), 10.B, 11 and 12
Agenda items 10. A (i), 10. A (ii), 10. B, 11. and 12. Voting items
Slide 41: Share issuance, repurchase and cancellation proposals
Agenda items 10. A (i), 10. A (ii), 10. B, 11. and 12. Agenda item 10. A (i) Proposal to designate the Executive Board as the competent body to resolve to issue ordinary shares and to grant rights to subscribe for ordinary shares Agenda item 10. A (ii) Proposal to designate the Executive Board as th
Slide 42: Agenda items 10-12: Questions
Agenda items 10. A (i), 10. A (ii), 10. B, 11. and 12. Questions
Slide 43: Any other business and closing
Agenda item 13. Any other business and closing
Slide 44: Voting results
Voting results For % Against % Withheld 4 Positive advice on the 2024 172,484,220 94.61% 9,833,422 5.39% 171,288 Remuneration Report 5.A Adopt 2024 annual accounts 181,818,122 99.98% 28,360 0.02% 642,448 5.C Pay out dividend 182,475,147 100.00% 6,144 0.00% 7,639 6.A Release from liability members 17
Slide 45: Voting results
Voting results For % Against % Withheld 7.A Reappointment Inga Beale as member 178,788,470 98.08% 3,492,138 1.92% 208,322 of the Supervisory Board 7.B Reappointment Rob Lelieveld as 178,704,340 98.04% 3,576,016 1.96% 208,574 member of the Supervisory Board 7.C Reappointment Cecilia Reyes as 178,625,
Slide 46: Voting results
Voting results For % Against % Withheld 9.A Appointment KPMG Accountants N.V. 182,266,912 99.98% 41,165 0.02% 180,853 as external auditor for the assurance of the sustainability reporting FY 2025 9.B = Appointment EY Accountants B.V. as 182,389,238 99.95% 86,699 0.05% 12,993 external auditor to audi
Slide 47: Voting results
Voting results For % Against % Withheld 10.A Authority to issue shares and to grant 180,858,619 99.11% 1,616,354 0.89% 13,957 (i) rights to subscribe for shares 10.A Authority to limit or exclude pre- 180,212,626 98.76% 2,263,461 1.24% 12,843 (ii) emtive rights 10.B Authority to issue shares and gra
Slide 48: Slide 48
Slide 49: Important legal information
Important legal information NN Group’s Consolidated Annual Accounts are prepared in accordance with International Financial Reporting Standards as adopted by the European Union (“IFRS-EU”) and with Part 9 of Book 2 of the Dutch Civil Code. In preparing the financial information in this document, the