Appen Ltd.ASX: APX

Notice of Annual General Meeting and Voting/Proxy Form

· Issued by Appen Ltd.

Appen Limited

Level 6, 9 Help Street Chatswood NSW 2067

Tel: 02 9468 6300www.appen.com

ASX ANNOUNCEMENT

22 April 2022

2022 ANNUAL GENERAL MEETING - NOTICE OF MEETING

Attached is the Notice of Meeting and Voting/Proxy Form in respect of the 2022 Annual General Meeting (AGM) for Appen Limited (Appen) (ASX:APX) which is being held as a hybrid event on Friday 27 May 2022 at 10.00am AEST.

Details on how to participate in the AGM are outlined in the Notice of Meeting and in the Online Meeting Guide. These documents are available atwww.appen.com/agm

The Annual Report for the year ended 31 December 2021 is available atwww.appen.com/2021annualreport

Authorised for release by the Board of Appen Limited.

Please contact for more information:

Rosalie Duff

Investor Relations +61 2 9468 6300investorrelations@appen.comwww.appen.com/investors

2022

Notice of Annual General Meeting

Friday 27 May 2022 10.00am (AEST)

Appen Limited ACN 138 878 298

Participation in the AGM

The Annual General Meeting (AGM) of Appen Limited (Appen) will be held on Friday, 27 May 2022 commencing at 10.00am (AEST) at the Hilton Hotel, 488 George Street, Sydney NSW 2000.

To make the meeting as accessible as possible for all shareholders, a wide range of participation options are available. The health of the Company's shareholders, employees and other meeting attendees is of paramount importance. Therefore we encourage you to attend the AGM online if possible. Further, we ask that you do not attend the AGM if you feel unwell or have been in contact with someone who may have been affected by COVID-19.

In the lead up to the AGM we will be closely monitoring the evolving COVID-19 situation in Australia. If it becomes necessary or appropriate to make alternative arrangements for the holding of the meeting, we will ensure that shareholders are given as much notice as possible.

Shareholders can participate in the AGM in the following ways:

Before the AGM

AGM Notice of Meeting

Vote or appoint proxy

Access online atwww.appen.com/agm

Return the hard copy Voting/Proxy Form or vote online

at vote.linkmarketservices.com/APX.

Request a hard copy Notice of Meeting

by phone +61 1300 554 474 or email

To be valid, your vote or proxy appointment must be

registrars@linkmarketservices.com.au

received by 10.00am (AEST) on Wednesday 25 May 2022.

Ask a question

Submit questions and comments online

at vote.linkmarketservices.com/APX

by 5.00pm Monday 23 May 2022.

At the AGM

Join online

  • • Enter meetings.linkgroup.com/APX22 into a web browser

  • • Enter your name, phone number, email and company name (if applicable) and select 'Continue' to register

  • • If you are a shareholder, enter your SRN/HIN (located at the top of your Voting/Proxy Form or Dividend Statement) and postcode

  • • If you are a proxy, enter the code that Link will email to you 24 hours before the AGM

Ask a question online

Only shareholders, proxyholders, body corporate representatives or attorneys can ask questions or make comments.

  • • Click on the 'Ask a Question' box at the top or the bottom of the webpage

  • • Select the Resolution to which your question or comment relates from the 'Regarding' menu and type your question or comment

  • • Questions or comments will be read aloud to the AGM

Vote online

Only shareholders, proxyholders, body corporate representatives or attorneys can vote.

  • • Once you have registered via the portal, your voting card will appear on your screen

  • • Voting will open at the start of the AGM

  • • Select 'Get a Voting Card' to vote

Attending in person

The meeting will be held in Hilton Hotel, 488 George Street, Sydney NSW 2000.

We ask that you do not attend the AGM if you feel unwell or have been in contact with someone who may have been affected by COVID-19.

The Company will comply with any Government health directives in place at the time of the meeting.

Shareholders, proxyholders, body corporate representatives or attorneys attending the meeting in person will be able to ask questions or make a comment and vote at the meeting.

Attend and ask questions or make comments by telephone

If you wish to ask a question or make a comment orally rather than via the online platform, you can participate in the AGM via telephone. Only shareholders, proxyholders, body corporate representatives or attorneys can listen to the AGM and ask questions or make a comment. Further, it will not be possible to vote by telephone. To utilise the telephone option please call Link on +61 1800 990 363 by 10.00am (AEST) on Wednesday 25 May 2022 to register your participation and obtain the required access code.

Once registered, you will then be able to ask a question or make a comment at the Meeting by:

  • • Pressing *1 on your keypad

  • • When it is time to ask your question or make a comment, the moderator will introduce you to the Meeting, your line will be unmuted and you can then start speaking

  • • Your line will be muted once your question is answered or your comment made

Please refer to the Online Meeting Guide atwww.appen.com/agm for further details about attending via the online portal. If you need assistance, please call +61 1800 990 363.

If you would like to receive a printed copy of this Notice or any future Notices, please contact the Share Registry on +61 1300 554 474.

Appen 2022 Notice of Annual General Meeting

Chair's message

22 April 2022

Dear Shareholder,

It is my pleasure to invite you to attend the Annual General Meeting (AGM) of Appen Limited (Appen). The AGM will be held as a hybrid event on Friday 27 May 2022 commencing at 10.00am (AEST).

Participating in the AGM

Shareholders can view and participate in the AGM in real time in a variety of ways. While Shareholders can attend in person we encourage Shareholders to participate through the online platform or by telephone in support of a COVID-19 safe event.

Shareholders can participate in the AGM in real time through the online platform at meetings.linkgroup.com/APX22. Details on how to join online are set out in the attached Notice of Meeting and in the Online Meeting Guide which have been lodged with the Australian Securities Exchange (ASX) and are available on our website atwww.appen.com/agm.

Shareholders participating in the AGM through the online platform or by telephone will have the opportunity to submit questions

  • or make comments to the Board, management and Appen's external auditors during the meeting. If you would like to ask a question

  • or make a comment prior to the AGM, please do so through our share registry at vote.linkmarketservices.com/APX. Questions

  • or comments submitted to our Share Registry must be received by no later than 5.00pm (AEST) on Monday 23 May 2022.

Board renewal

I joined the Board as non-executive director on 12 August 2021 and succeeded Chris Vonwiller as Chair when Chris retired on 28 October 2021. He served as Chair of Appen for 12 years and was CEO from 1999 to 2010. William Pulver also retired from the Board on 25 August 2021 after serving as non-executive director for eight years and CEO from 2010 to 2013.

Following the retirement of Chris and Bill, the board's renewal plan is focused on recruiting two new independent directors. This will ensure we have the right mix of skills, experience, and Board tenure to govern and guide the company.

As announced to the ASX on 30 March 2022, Ms Deena Shiff has decided to retire from the Board and will not stand for re-election at this AGM.

Also as announced to the ASX on 30 March 2022, Mr Stuart Davis was appointed as a non-executive director. Mr Davis and I will stand for election at this AGM. Ms Vanessa Liu will stand for re-election as a non-executive director. We will be seeking to continue our work with the board and leadership team to maximise Appen's ability to grow and deliver long-term value for Shareholders.

Appen's response to the strike

A key focus for the Board was our response to the first strike against the remuneration report received at the AGM held on 28 May 2021. The Board took this 'first strike' very seriously and has invested in many hours to understand shareholder concerns in detail. The Board has also conducted a detailed review on executive pay following consultation with proxy advisors, Shareholders, and other stakeholders to understand their concerns.

As a result, changes and adjustments were made to the executive remuneration framework and approach, effective from 1 January 2022, to address the concerns of Shareholders that led the first strike.

This year, we have also worked to improve the transparency of our remuneration report disclosures contained in our 2021 Annual Report. I encourage you to read our 2021 Annual Report which also provides a detailed overview of Appen's performance last year (www.appen.com/2021annualreport).

Welcome to the AGM

Thank you for your continued support of Appen and commitment to our company. I look forward to welcoming you to the AGM and to this opportunity to engage with Shareholders to hear your views. My address and that of the Managing Director & CEO will be lodged with the ASX and made available on Appen's website on the morning of the meeting.

Yours sincerely,

Richard Freudenstein Chair

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