Report of the Appointments, Remuneration, and Corporate Governance regarding the ratification of the appointment by co-optation and re-election of a Proprietary Director (point 8.2) (Satellite?blobcol=urldata&blobkey=id&blobtable=MungoBlobs&blobwhere=1576873452535&ssbinary=true)

1. Introduction

   The Appointments, Remuneration and Corporate Governance Committee of Aena, S.M.E., S.A. (hereinafter, the "Company") has prepared this report on the ratification of the appointment by co-option and re-election of Ms. Alicia de los Remedios de Haro Acosta as Nominee Director of the Company (hereinafter, the "Proposal") by the Ordinary General Shareholders' Meeting, pursuant to the provisions of section 6 of Article 529 decies of Royal Legislative Decree 1/2010, of

   2 July, approving the consolidated text of the Corporate Enterprises Act (hereinafter, "LSC").
2. Purpose of the proposal

   Within the framework of the above, this Report is prepared by the Appointments, Remuneration and Corporate Governance Committee of the Company for the purpose of:

   1. reporting on the proposed ratification of the appointment by co-option and re-election of Ms. Alicia de los Remedios de Haro Acosta as Nominee Director of the Company by the Ordinary General Shareholders' Meeting called for 16 and 17 April 2026, at first and second call, respectively, and

   2. assessing the competence, experience and merits of the candidate proposed for the office of Nominee Director;

      All of the above pursuant to the terms of section 6 of Article 529 decies of the LSC.

3. Report to the Board of Directors

   In view of the resignation tendered by the Nominee Director Mr. Ángel Faus Alcaraz on 23 October 2025 and with effect from 27 October 2025, a vacancy arose on the Board of Directors, for which reason the Appointments, Remuneration and Corporate Governance Committee, in the exercise of its duties of evaluating the skills, knowledge and experience required on the Board and having analysed the skills matrix prepared for this purpose, assessed the advisability of strengthening the Board of Directors with a profile with prior experience in the public sector, especially in the tourism and industrial sector.

   To this end and in compliance with the Company's Policy for the Selection of Members of the Board of Directors, the Appointments, Remuneration and Corporate Governance Committee of the Company analysed the good standing,

   suitability, competence, experience, training, availability, merits and commitment required to form part of the Company's Board of Directors of the candidate proposed by the majority shareholder "Enaire".

   Within the framework of the above, and having analysed and discussed the qualifications required of the candidate and having compared the various candidates, the Appointments, Remuneration and Corporate Governance Committee reported favourably on the Board of Directors' proposal for appointment by co-option of Ms. Alicia de los Remedios de Haro Acosta as Nominee Director, highlighting in its proposal the candidate's previous professional experience, skills and outstanding merits and, specifically, the following:

   1. She is a graduate in Social and Cultural Anthropology from the University of Barcelona.

   2. She holds a Master's Degree in Political and Corporate Communication from the University of Navarre, including a stay at The George Washington University (The Graduate School of Political Management)

   3. She is currently Assistant Director of the Office of the Ministry at the Spanish Ministry of Industry and Tourism.

   4. In 2024, she was Tourism Advisor at the Spanish Ministry of Industry and Tourism.

   5. In 2023, she was in charge of institutional relations and public affairs at Teknia.

   6. From 2022 to 2023, she fulfilled her curricular internship at the City Council of Madrid, in the Mayor's Office.

   7. She is a member of the Board of Directors at Yeguada Cartuja (Hierro del Bocado).

      In view of the Curriculum Vitae of the proposed candidate, it should be noted that this Committee valued positively her knowledge of the public sector, especially in the field of tourism, and also valued positively her position as a member of the Board of Directors of another State-Owned Commercial Company.

      All of the above means that, following her appointment by co-option by the Board of Directors on 28 October 2025, the Committee makes a highly positive assessment of the ratification of the appointment of Ms. Alicia de los Remedios de Haro Acosta and her re-election as Nominee Director, considering that her continued membership of the Board of Directors will bring significant advantages to the Board, taking into account her valuable profile with specialised skills in the public sector, especially in tourism, taking into account the Company's activity, and is therefore of the opinion that the ratification of her appointment and re-election as Nominee Director is justified and appropriate.

4. Conclusions of the Appointments, Remuneration and Corporate Governance Committee

   By virtue of the above, the Appointments, Remuneration and Corporate Governance Committee considers that Ms. Alicia de los Remedios de Haro Acosta meets the requirements of suitability, competence, experience, training, merit and commitment necessary to fill the post of Director, and therefore proposes the ratification of her appointment by co-option and her re-election as Nominee Director of the Company.

5. Category of Director to which she must be assigned

The candidate would have the status of Nominee Director, as she represents the majority shareholder of the Company. The candidate's effective availability required in order to carry out the duties of the position has been verified with her.

At Madrid, 24 February 2026.