Business

Forvia ex Faurecia : Convening Notice (Brochure) of the Combined General Meeting of 4 June 2026

Forvia ex Faurecia : Convening Notice (Brochure) of the Combined General Meeting of 4 June

Forvia SeMay 13, 20265
Forvia ex Faurecia : Convening Notice (Brochure) of the Combined General Meeting of 4 June 2026

About this update from Forvia Se

COMBINED SHAREHOLDERS' MEETING Convening Notice Thursday June 4, 2026, at 10:00 a.m. At the registered office of FORVIA 23-27, avenue des Champs Pierreux 92000 Nanterre - France Contents 1. 2. 4. 5. 6. Message from the Chairman of the Board of Directors 3 News - French Decree No. 2026-94 of 13 February 2026 5 How to Attend the General Meeting? 6 Formalities prior to attending the General Meeting 6 Methods of participation in the General Meeting 6 Sale of shares 8 Written questions 8 Request for inclusion of draft resolutions or items on the agenda 8 Right of communication 8 How to complete the postal vote or Proxy vote form (by mail)? 9 Summary of the situation of the Company during the period ended December 31, 2025 10 FORVIA group's Business Model 10 2025 Financial Performance 12 2025 Sustainability Performance 14 Full-year 2025 results 16 Key events since the beginning of the period 2026 18 Outlook and trends 19 3. Agenda 20 Explanatory Notes and text of draft resolutions 21 Ordinary General Meeting 21 Approval of the Financial Statements and Appropriation of Income 21 Related Party-Agreements 22 Appointment of Pierre-André de Chalendar as Board member 22 Approval of the compensation of Corporate Officers (Ex Post Vote) 23 Approval of the compensation paid during/awarded in respect of the previous fiscal year to the executive and non-executive corporate officers ( Ex Post vote) 23 Approval of the Compensation Policy for Corporate Officers ( Ex Ante Vote) 25 Share Buyback Program 27 Extraordinary General Meeting 29 Financial Authorizations and Delegations 29 Employee and Corporate Officer Share Ownership: Authorization to Grant Shares subject to Performance Conditions and Shares subject to Attendance Condition with Waiver by Shareholders of their Preferential Subscription Right 37 Employee Shareholding: Delegations of Authority to Increase the Share Capital by Means of Issue of Shares and/or Securities Giving Access to the Share Capital, Without Preferential Subscription Rights (i) for the Benefit of the Members of a Company or a Group Savings Plan and (ii) Reserved for Categories of Beneficiaries 40 Cancellation of Treasury Shares 43 Bylaws Amendments 44 Ordinary General Meeting 45 Powers 45 Information relating to ongoing business since the beginning of fiscal year 2026 46 Governance and compensation 47 Governance 47 Summary presentation of the Board of Directors and key figures 47 Implementation and results of the diversity policy within the Board of Directors 49 Attendance rate of the Board members during the 2025 period 51 Appointment 52 Compensation 53 Table summarizing the components of the compensation paid or awarded for the fiscal year just ended to corporate officers 53 Compensation policy for corporate officers and implementation for 2026 60 Request for documents and additional information 69 7. In this Convening Notice (brochure), unless otherwise stated: " Company ", " FORVIA " or " FORVIA SE " refer to FORVIA, a European company, with a share capital of €1,379,625,380, registered in the Nanterre Trade and Companies Register under number 542 005 376 and having its registered office at 23-27 avenue des Champs Pierreux, Nanterre (France); " Group " or " FORVIA group " refers to the group of companies comprising FORVIA SE and its consolidated subsidiaries (including HELLA GmbH & Co. KGaA and companies directly or indirectly controlled by it, hereinafter the "HELLA scope" or "HELLA"). This English version of the Convening Notice (brochure) is a free translation of the original which was prepared in French. The French version prevails. ‌Message from the Chairman of the Board of Directors Dear Madam, Dear Sir, Dear Shareholder, The Combined General Meeting of your Company will be held on Thursday, June 4, 2026, at 10 a.m., at its registered office. It is my honor to invite you to participate. In 2025, despite turbulence and uncertainty, FORVIA delivered solid performance-across sustainability, innovation and commercial momentum-while continuing to prepare for the future. IGNITE, the new strategy unveiled at our Capital Markets Day on February 24, 2026, provides a structured path: accelerated execution, discipline and short-term financial strengthening, with a clear ambition for growth and leadership post 2028. The completion of the planned divestment of our Interiors business to the Apollo investment fund will represent a key milestone in the implementation of this strategy, contributing to the Company's financial strength and supporting value creation for its shareholders. Having joined in 2024 and appointed Chief Executive Officer in March 2025, Martin Fischer has proven to be an outstanding leader, who brings new energy, a fresh eye and a management culture focused on performance, empowerment and accountability. In a world where uncertainty is no longer the exception but the backdrop-pandemics, armed conflicts, inflation, supply constraints, volatilities and intensified competition-the Company's motto, "Dare, Do, Deliver", drives the simplification, cultural renewal and business transformation needed to strengthen our agility. The Board of Directors is fully engaged in this momentum, and its evolution reflects that commitment-welcoming Pierre-André de Chalendar (Board Observer since September 2025) and Lutz Meschke (Board Member since January 2026), whose experience strengthens our long-term vision and our ability to manage complexity. And yet, in 2025, FORVIA's share price, despite a significant improvement during the year, remained at a level that is obviously unsatisfactory, as it does not reflect the potential of your Company. MESSAGE FROM THE CHAIRMAN OF THE BOARD OF DIRECTORS As my ten-year chairmanship comes to an end at this upcoming General Meeting, I want to express my deep gratitude to the Board of Directors; to Martin Fischer and our teams; to you, our shareholders; and to our suppliers and customers who challenge us to aim higher. The FORVIA I will leave will be different from the one I joined in 2016-more technologically advanced, stronger in Asia, expanded into electronics and lighting, with reinforced R&D and innovation, firmly committed to climate action, and with greater space given to women in governance. And yet, across 2016, 2026 and beyond, the traits that define us endure: fighting spirit, courage, ability to change, passion for quality and customer obsession, the desire to build something that is greater than us. As I hope and believe, should the General Meeting so decide June 4 th , Pierre-André de Chalendar will be appointed as Board Member. The Board will then be able to elect him as Chairman of the Board of Directors. I know him well: an outstanding industrial leader, experienced, capable and humble. I am confident he will work extremely well with the Board and with Martin Fischer. Together, they will lead our Group through new challenges and to continued success. You are invited to attend in person to the General Meeting. If, however, you are prevented from doing so, you may also: vote by post (by mail or electronically); or authorize me, as Chairman, to vote on your behalf; or be represented by another proxy. You also have the possibility to vote, prior to the Meeting, using the secure VOTACCESS internet platform. The General Meeting will be broadcastlive on our website. It will then be available by replay after the broadcast. In the following pages, you will find the practical procedures for participating and voting at this Meeting as well as its agenda and the text of the resolutions submitted for your approval. On behalf of the Board of Directors, I would like to thank you for the trust you place in our Group, and I hope to welcome you to the Meeting. Michel de Rosen Chairman of the Board of Directors ‌NEWS French Decree No. 2026-94 of 13 February 2026 The Company inf orms its shareholders of the new rules governing participating in the General Meeting, as well as the new procedures for making available the convening documents and the documents provided prior to the General Meeting, which came into force following the publication of Decree No. 2026-94 of 13 February 2026 on the modernization of communication arrangements between certain commercial companies and their shareholders (the " Decree "). NEW PROCEDURES: 1 2 3 Communicating the convening documents (Article R. 225-76 of the French Commercial Code) Registered shareholders convened to the General Meeting by post will no longer receive a paper version of the notice of meeting brochure containing the information referred to in Article R. 225-76 of the French Commercial Code, provided that this notice is published on the Company's website, the address of which is indicated on the voting form. From now on, as a registered shareholder, you will receive by post only a convening letter, together with the voting form, and you will be able to consult the Convening Notice ( brochure ) on FORVIA's website at the following address: https://www.forvia.com/en/ investors/individual-shareholders/ general-shareholders-meeting . Communicating the documents provided prior to the General Meeting (Article R. 225-88 of the French Commercial Code) This Convening Notice ( brochure ) contains information on the Group's business and results, as well as a presentation of the draft resolutions submitted to your vote. In accordance with the provisions of Article R. 225-88 of the French Commercial Code, as amended by the Decree, the Company is no longer required to send, to shareholders who so request, the documents and information referred to in Articles R. 225-81 and R. 225-83 of the French Commercial Code, as these are published on the Company's website. Convening General Meetings, applicable as from 1 July 2026 As from 1 July 2026, issuers will be able, with respect to their registered shareholders, to comply with their convening obligations by electronic means, without having to obtain their prior consent. In this context, the Company already invites registered shareholders to check that their email address is duly recorded and up to date with the institution maintaining the registered shareholder accounts (Uptevia for fully registered shareholders) or, where applicable, with their financial intermediary (for shareholders registered in administered form). In the absence of an email address, you will receive by post only a convening letter (without the Convening Notice ( brochure )), together with a voting form. I am entering my email address Pure Registered Shareholder : go to your secure shareholder area: www.forvia.uptevia.com: Log in with your ID access code and password Go to the "My Settings" / "e-Notice" section Check the box then validate, or let yourself be guided to change your email address Administered Registered Shareholder : provide us with your email address via the "Help & Contact" form available on www.forvia.uptevia.com. ‌How to Attend the General Meeting? Shareholders are invited to regularly consult the section dedicated to the 2026 General Meeting on the Company's website ( https://www.forvia.com ) in order to have the latest information about the General Meeting. ‌The General Meeting will be broadcast live on the Company's website. A recording of the General Meeting will also be available on the Company's website ( https://www.forvia.com ) at the end of the meeting. Formalities prior to attending the General Meeting Shareholders may take part in the General Meeting regardless of the number of shares they own, notwithstanding any contrary clauses in the bylaws. The right to participate in the Company's General Meetings is established by the registration of the shares in the name of the shareholder or the intermediary registered on his/her behalf, in accordance with Article R. 22-10-28 of the Commercial Code, on the fifth business day preceding the General Meeting, i.e. , May 28, 2026 at 12 a.m. (Paris time): ‌either in the registered share accounts held for the Company by its agent Uptevia (Service Assemblées Générales -Cœur Défense, 90-110, esplanade du Général de Gaulle -92931 Paris La Défense Cedex) ; or in the bearer share accounts held by an authorized intermediary. The registration of shares in the bearer share accounts held by the authorized intermediary must be evidenced by an attendance certificate issued by the latter, where applicable by electronic means under the conditions provided for in Article R. 225-61 of the French Commercial Code, and appended to the postal voting or proxy form ("Single voting form"), or at the request of an admission card drawn up in the name of the shareholder or on behalf of the shareholder represented by the registered intermediary. Methods of participation in the General Meeting Shareholders may choose between one of the following three methods to exercise their voting rights at General Meetings: attend the General Meeting; give proxy to the Chairman of the General Meeting or to any natural or legal person; vote by mail or online. Shareholders may choose among the options available in the Single voting form, in the manner described below and as illustrated in the following section of this notice of meeting "How to complete the postal vote or proxy vote form (by mail)?", by checking the corresponding box. In addition to the Single paper voting form, shareholders will be able to send their voting instructions, appoint or revoke a proxy, and request an admission card online, prior to the General Meeting on the VOTACCESS website, under the following conditions described below. The VOTACCESS website for this General Meeting will be open from May 18, 2026, at 10 a.m. (Paris time) until the day before the Meeting, i.e. , June 3, 2026, at 3 p.m. (Paris time). In order to avoid any possible overload of the VOTACCESS website, shareholders are advised not to wait until the last few days to enter their instructions. To attend the General Meeting in person Shareholders wishing to attend the General Meeting must request their admission card as follows: by electronic means: for pure registered shareholders, they may access the voting website through their Shareholder website at https://www.investors.uptevia.com/ : pure registered shareholders should connect to their Shareholder website with their usual access codes, after logging into the Shareholder website, they must follow the instructions on the screen to access the VOTACCESS website and request an admission card, Methods of participation in the General Meeting for administered registered shareholders and/or employee shareholders , they may access the voting website through VoteAG website at https:// www.voteag.com/: administered registered shareholders and/or employee shareholders should connect to VoteAG website with the temporary internet access codes sent out in the Single voting form or on the electronic notice, after logging into the Shareholder website, they must follow the instructions on the screen to access the VOTACCESS website and request an admission card, for bearer shareholders : it is the bearer shareholder's responsibility to find out whether or not his financial intermediary, which manages his securities account, is connected to the VOTACCESS website and, where applicable, the conditions of use of the website VOTACCESS. If the shareholder's financial intermediary is connected to the VOTACCESS website, the shareholder must identify himself on the internet portal of his financial intermediary with his usual access codes. He must then follow the instructions on the screen to access the VOTACCESS website and request his admission card. by mail: for registered shareholders : shareholder holding registered shares must complete the Single voting form attached to the notice of meeting that will be sent to him, specifying that he wishes to participate in the General Meeting and obtain an admission card then return it, dated and signed, using the "T" envelope attached to the notice of meeting, - for bearer shareholders : holder of bearer shares must ask his financial intermediary, who manages his securities account, for an admission card to be sent to him. Requests for an admission card by post must be received by Uptevia no later than three days before the General Meeting, in accordance with the procedures indicated above. Shareholders who have not received their admission card before the General Meeting are invited to: for registered shareholders, present themselves directly on the day of the General Meeting, at the counters specifically provided for this purpose, with an identity document, for bearer shareholders, ask their financial intermediary to issue them an attendance certificate providing proof of their status as shareholder on the fifth business day preceding the General Meeting . To vote by Proxy or by Mail If they do not attend this General Meeting in person, shareholders may choose one of the following three options: send a proxy to the Chairman of the General Meeting; give a proxy to any natural or legal person of its choice under the conditions provided for in Articles L. 22-10-39 and L. 225-106-I of the French Commercial Code; vote by mail. According to the following terms: by electronic means: for pure registered shareholders, they may access the voting website through their Shareholder website at https://www.investors.uptevia.com/ : pure registered shareholders should connect to their Shareholder website with their usual access codes, after logging into the Shareholder website, they must follow the instructions on the screen to access the VOTACCESS website and vote or appoint or revoke a proxy; for administered registered shareholders and/or employee shareholders , they may access the voting website through through VoteAG website at https:// www.voteag.com/: administered registered shareholders and/or employee shareholders should connect to VoteAG website with the temporary internet access codes sent out in the Single voting form or on the electronic notice, after logging into the Shareholder website, they must follow the instructions on the screen to access the VOTACCESS website and vote or appoint or revoke a proxy, for bearer shareholders : it is the bearer shareholder's responsibility to find out whether or not his financial intermediary, which manages his securities account, is connected to the VOTACCESS website and, where applicable, the conditions of use of the VOTACCESS website. if the financial intermediary is connected to the VOTACCESS website, the shareholder must identify himself on the internet portal of his financial intermediary with his usual access codes. He should then follow the instructions on the screen to access the VOTACCESS site and vote or appoint or revoke a proxy, if the shareholder's financial intermediary is not connected to the VOTACCESS website, it is specified that the notification of the appointment and dismissal of a proxy may however be made by electronic means in accordance with the provisions of Article R. 22-10-24 of the French Commercial Code, by sending an email to the following email address: [email protected] . This email must include as an attachment a scanned copy of the Single voting form, duly completed and signed. Bearer shareholders must also attach the attendance certificate prepared by their authorized intermediary. Only notifications of appointment or revocation of proxies duly signed, completed, received and confirmed no later than the day before the General Meeting, i.e., June 3, 2026, at 3 p.m. (Paris time) may be taken into account. by mail: for registered shareholders : registered shareholders must complete the Single voting form, attached to the notice of meeting that will be sent to them, then return it, dated and signed, using the "T" envelope attached to the notice of meeting, for bearer shareholders : holders of bearer shares must request the Single voting form from their financial intermediary, which manages their securities account, then return them dated and signed. The latter will be in responsible for transmitting it to Uptevia accompanied by an attendance certificate. Single postal voting forms must be received by Uptevia no later than three days before the General Meeting, as indicated above. 1 HOW TO ATTEND THE GENERAL MEETING? Sale of shares It is stated that, for any proxy without indication of a proxy holder, the Chairman of the General Meeting will vote in favor of the draft resolutions presented or approved by the Board of Directors, and will vote against all other draft resolutions. Single voting forms are automatically sent to shareholders registered in pure or administered registered accounts by post. ‌Sale of shares Shareholders who have already cast a postal vote, sent a proxy or requested an attendance certificate may sell all or part of their shares at any time. ‌However, if the transfer of ownership occurs before the fifth business day preceding the General Meeting, i.e. , on May 28, 2026, at 12 a.m. (Paris time), the Company shall consequently invalidate or amend, as applicable, the vote, proxy or attendance certificate. Written questions ‌Shareholders may submit written questions to the Company in accordance with Articles L. 225-108 and R. 225-84 of the French Commercial Code. These questions must be sent to the Chairman of the Board of Directors of FORVIA, at the registered office, 23-27, avenue des Champs Pierreux, 92000 Nanterre, For holders of bearer shares, the Single voting forms will be sent to them upon request received by ordinary letter by Uptevia - Service Assemblées Générales - Cœur Défense, 90 - 110, esplanade du Général de Gaulle - 92931 Paris La Défense Cedex no later than six days before the date of the General Meeting. Shareholders who have sent a request for an admission card, a proxy or a postal voting form may no longer change their method of participation at the General Meeting. To this end, the authorized account holder intermediary shall notify the Company or its agent of the transfer of ownership and provide all the necessary information. No sales or transactions completed after the fifth business day preceding the General Meeting, i.e. , on May 28, 2026, at 12 a.m. (Paris time), regardless of the method used, shall be notified by the authorized intermediary or taken into consideration by the Company, notwithstanding any agreement to the contrary. France, by registered letter with acknowledgement of receipt or by email to the following address: [email protected] , no later than the fourth business day preceding the date of the General Meeting, i.e., May 29, 2026. They must compulsorily be accompanied by a certificate of registration of shares. Request for inclusion of draft resolutions or items on the agenda Motivated requests for inclusion of items or draft resolutions on the agenda by shareholders fulfilling applicable legal requirements must be sent to the Company's registered office at the following address: FORVIA, Legal Department, 23-27, avenue des Champs Pierreux, 92000 Nanterre, France, by registered letter with acknowledgement of receipt, or by email to the following address: [email protected] , within 20 calendar days of the publication of the prior notice (avis de réunion) in the BALO, and be received no later than 25 calendar days before the date of the General Meeting. These requests must be accompanied by a certificate of registration proving that the authors of the request hold or represent the fraction of the capital required by Article R. 225-71 of the French Commercial Code. ‌The list of items added to the agenda and the text of the draft resolutions will be published on the Company's website Right of communication The full text of the documents to be submitted to the General Meeting, in particular pursuant to Articles L. 225-115 and R. 225-83 of the French Commercial Code, will be made available to shareholders at the Company's registered office as from the publication of the convening notice, or fifteen days prior to the General Meeting, depending on the document. It is specified that all documents and information referred to in Article R. 22-10-23 of the French Commercial Code will be made https://www.forvia.com , in accordance with Article R. 22-10-23 of the French Commercial Code. Requests for the inclusion of draft resolutions must be accompanied by the text of the draft resolutions, which may be supplemented by a brief explanation of the reasons therefore. Where the draft resolution concerns the appointment of a candidate to the Board of Directors, it shall be accompanied by the information specified in paragraph 5 of Article R. 225-83 of the Commercial Code. It is also noted that the review by the General Meeting of the items on the agenda and the resolutions to be presented is subject to the interested parties sending a new certificate proving that their securities have been registered in their accounts under the same conditions as those indicated above, no later than the fifth working day preceding the General Meeting, i.e. , on May 28, 2026, at 12 a.m. (Paris time). available on the Company's website ( https://www.forvia.com ) as from the twenty-first day preceding the General Meeting. In accordance with the provisions of Article R. 225-88 of the French Commercial Code, the Company is no longer required to send, to shareholders who so request, the documents and information referred to in Articles R. 225-81 and R. 225-83 of the French Commercial Code, as these are published on the Company's website. How to complete the postal vote or Proxy vote form (by mail)? ‌How to complete the postal vote or Proxy vote form (by mail)? Important: the duly completed and signed form must be received by Uptevia, Service Assemblées Générales - Cœur Défense, 90-110, esplanade du Général de Gaulle - 92931 Paris La Défense Cedex, no later than June 1 st , 2026. You wish to vote by mail or be represented at the Meeting. Tick one of the three boxes 2, 3 or 4 below Request an admission card to attend the General Meeting Important : Avant d'exercer votre choix, veuillez prendre connaissance des instructions situées au verso - Important : Before selecting please refer to instructions on r Quelle que soit l'option choisie, noircir comme ceci la ou les cases correspondantes, dater et signer au bas du formulaire - Whichever option is used, shade box(es) like t JE DÉSIRE ASSISTER À CETTE ASSEMBLÉE et demande une carte d'admission : dater et signer au bas du formulaire / I WISH TO ATTEND THE SHAREHOLDER'S MEETINGandrequest an 1 You hold bearer shares. everse side his , date and sign at the bottom of the form admission card: dateandsign at thebottomoftheform A SOCIÉTÉ - FOR COMPANY'S USE ONLY You must request an attendance certificate from your financial intermediary Société européenne au capital de 1 379 625 380 € Siège social : 23-27 avenue des Champs Pierreux 92000 NANTERRE 542 005 376 RCS Nanterre https://www.forvia.com/fr/investisseurs/actionnaires-individuels/assemblees-generales ASSEMBLÉE GÉNÉRALE MIXTE du 4 juin 2026 à 10 heures au siège social de la Société 23-27, avenue des Champs Pierreux, 92000 Nanterre COMBINED SHAREHOLDERS' MEETING on June 4th, 2026 at 10.00 a.m. CADRE RÉSERVÉ À L [ Identifiant - Account [ Nominatif Registered Nombre d'actions Number of shares Porteur Bearer and attach it to this form Vote simple Single vote Vote double Double vote https://www.forvia.com/en/investors/individual-shareholders/general-shareholders-meeting 2 at headquarters' office 23-27, avenue des Champs Pierreux, 92000 Nanterre 3 Nombre de voix - Number of voting rights 4 JE VOTE PAR CORRESPONDANCE / I VOTE BY POST Cf. au verso (2) - See reverse (2) Je vote OUI à tous les projets de résolutions présentés ou agréés par le Conseil d'Administration ou le Directoire ou la Gérance, à l'EXCEPTION de ceux que je signale en noircissant comme ceci Sur les projets de résolutions non agréés, je vote en noircissant la case correspondant à mon choix. On the draft resolutions not approved, I cast my vote by JE DONNE POUVOIR AU PRÉSIDENT DE L'ASSEMBLÉE GÉNÉRALE Cf. au verso (3) I HEREBY GIVE PROXY TO THE JE DONNE POUVOIR À : Cf. au verso (4) pour me représenter à l'Assemblée I HEREBY APPOINT: See reverse (4) to represent me at the above mentioned Meeting M ou Mme, Raison Sociale / Mr or Mrs, Corporate Name l'une des cases "Non" ou "Abstention" / I vote YES all the draft resolutions approved by the Board shading the box of my of Directors, EXCEPT those indicated by a shaded box, like this , for which I vote « No » or « I choice. abstain ». CHAIRMAN OF THE GENERAL MEETING See reverse (3) Adresse / Address Non / No Abs. Non / No Abs. Non / No Abs. Non / No Abs. Non / No Abs. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 A B Oui / Yes Non / No Abs. C D Oui / Yes Non / No Abs. E F Oui / Yes Non / No Abs. G H Oui / Yes Non / No Abs. J K Oui / Yes Non / No Abs. ATTENTION : Pour les titres au porteur, les présentes instructions doivent être transmises à votre banque. CAUTION: As for bearer shares, the present instructions must be valid only if they are directly returned to your bank. Nom, prénom, adresse de l'actionnaire (les modifications de ces informations doivent être adressées à l'établissement concerné et ne peuvent être effectuées à l'aide de ce formulaire). Cf au verso (1) Surname, first name, address of the shareholder (changes regarding this information have to be notified to relevant institution, no changes can be made using this proxy form). See reverse (1) Whichever option you choose. Please date and sign the original Si des amendements ou des résolutions nouvelles étaient présentés en assemblée , je vote NON sauf si je signale un autre choix en noircissant la case correspondante : In case amendments or new resolutions are proposed during the meeting, I vote NO unless I indicate another choice by shading the corresponding box: Je donne pouvoir au Président de l'assemblée Générale. / I appoint the Chairman of the general meeting .......................................................................... Je m'abstiens. / I abstain from voting ..................................................................................................................................................................................... Je donne procuration [cf. au verso renvoi (4)] à M. ou Mme, Raiso n Sociale pour voter en mon nom ................................................................................................ I appoint [see reverse (4)] Mr or Mrs, Corporate Name to vote on my behalf........................................................................................................................................ Pour être pris en considération, tout formulaire doit parvenir au plus tard : To be considered, this completed form must be returned no later than: sur 1 ère convocation/ on 1st notification sur 2 ème convocation / on 2nd notification form below Date & Signature Fill in your surname, first name and address here or check them if they are already supplied à/ to : UPTEVIA Service Assemblées 90-110 Esplanade du Général de Gaulle 92931 Paris La Défense Cedex 1 er Juin 2026 / June 1 st , 2026 « Si le formulaire est renvoyé daté et signé mais qu'aucun choix n'est coché (carte d'admission / vote par correspondance / pouvoir au président / pouvoir à mandataire), cela vaut automatiquement pouvoir au Président de l'assemblée Générale » 'If the form is returned dated and signed but no choice is checked (admission card / postal vote / power of attorney to the President / power of attorney to a representative), this automatically applies as a proxy to the Chairman of the General Meeting' You wish to vote by mail. Tick this box and follow the instructions You wish to give proxy to the Chairman of the Meeting. Tick this box You wish to give proxy to someone. Tick this box and fill in this person's information ‌Summary of the situation of the Company during the period ended December 31, 2025 ‌FORVIA Group's Business Model (1) RESOURCES OF FORVIA GROUP STRATEGY & OPERATIONAL MODEL People 137,500 employees 140+ nationalities in 40 countries 5 FORVIA University campuses Industrial footprint 246 industrial sites (1)(2) 93% of production sites certified ISO 14001 We pioneer technology ... R&D capabilities 73 R&D centers (3) 12,000 engineers Global innovation ecosystem Supplier network 87% of direct purchasing volume assessed for CSR performance by EcoVadis (4) Targeted minimum EcoVadis score of the panel suppliers: 60/100 OUR THREE STRATEGIC PRIORITIES ¤ BUSINESS TRANSFORMATION ¤ BEST-IN-CLASS PERFORMANCE ¤ INVIGORATING CULTURE AND ORGANIZATION Industrial sites include isolated plants and industrial campuses (two or more plants in a 0.5 km distance are belonging to one industrial campus, whatever their legal entities); Plants include production sites or Just-in-Time plants and exclude warehouses or distribution centers. Total number includes eleven plants in industrial campuses for multiple business groups. Including main & mid-size tech centers and headquarters. Scope of FORVIA Group representing around 3,500 direct suppliers. Excerpts from the Company's 2025 Universal Registration Document. FORVIA Group's Business Model OUR SIX BUSINESS GROUPS VALUE CREATED BY FORVIA GROUP People development & inclusion ¤ SEATING ¤ INTERIORS ¤ CLEAN MOBILITY ¤ ELECTRONICS (5) ¤ LIGHTING (6) ¤ LIFECYCLE SOLUTIONS (6) 30% women among managers and skilled professionals 28.4% women among top 300 leaders (7) 25.3 hours of training per employee Automotive industry Close to 775 programs in Group's portfolio at the end of 2025 280 + program launches in 2025 12,400 patents in Group's portfolio at the end of 2025 1,195 patents filings in 2025 ... for mobility experiences that matter to people. Planet CO 2 intensity: 4 tons of CO 2 eq scopes 1 & 2 / € million sales Energy intensity of sites: 87 MWh scopes 1 & 2 / € million sales Waste intensity: 9 tons waste / € million sales Includes Faurecia Clarion Electronics and FORVIA HELLA Electronics. FORVIA HELLA. FORVIA Group excluding the HELLA scope. ‌2025 Financial Performance (1) Worldwide automotive production (in unit m) Sales (in M€) 24.3 24.7 21.4 22.2 21.5 22.3 22.9 23.1 89.4 M vehicles 92.9 M vehicles Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 2024 2025 26,974.2 26,153.9 -0.1% (1) 2024 2025 Sales by business group (in %) 4% Lifecycle Solutions Sales by region (in %) 14% Lighting 31% Seat 5% bility ing 26% sia 26% A Clean Mo 1 48% EMEA 18% Electronics 18% Interiors Americas Sales by customer (in %) 19% 5% 11% 4% 9% 4% 7% 3% 6% 2% 5% 1% Volkswagen Global vehicle company Stellantis Nissan-Mitsubishi Ford BYD Mercedes-Benz Other Japanese OEMs General Motors Hyundai-Kia BMW Commercial Vehicles 5% ■ Other Chinese OEMs 13% ■ Others 5% ■ Renault (1) At constant currencies and scope. Excerpts from the Company's 2025 Universal Registration Document. 2025 Financial Performance Operating income (2) (in €m and as a % of /ales) EBITDA adjusted (in €m and as a % of /ales) 1,400.0 1,456.5 3,354.6 3,513.2 5.2% 12.4% 13.4% 5.6% 2024 2025 2024 2025 Net Cash Flow (in €m and as a % of /ales) 962.0 Net income/(loss) attributable to equity holders (3) (in €m and as a % of /ales) -9.8% -0.7% 654.9 2.4% - 185.2 3.7% -2,091.1 2024 2025 2024 2025 Net income Group share (in €m) Net debt (in €m) 6,622.6 6,010.0 -185.2 -1,538.2 2024 2025 2024 2025 Before amortization of acquired intangible assets (§2.1 to the consolidated financial statements). After application of IFRS5 ‌2025 Sustainability Performance (1) Governance Sustainability integrated into corporate governance People OUR 2024 KEY INDICATORS Contribute to society DIVERSITY 28.4% of the top 300 leaders are women (1) 30% of managers and skilled professionals are women LEARNING ORGANIZATION 25.3 hours of training per employee 83% independent Board members 14 Board members, including 2 employee representatives and 5 women (42%) 1 "Governance, Nominations & Sustainability" Board Committee 5 Steering Committee on Sustainability with the Group Executive Vice Presidents in 2025 2 ESG criteria linked to short & long term top leaders remuneration (Diversity & CO 2 intensity) and CO 2 intensity also linked to all FORVIA Managers & professionals short term Business Responsible performance Planet Care for the planet BUSINESS ETHICS 97.7% of targeted employees trained in the Code of Ethics RESPONSIBLE SUPPLY CHAIN 87% of total direct purchasing volume assessed for CSR performance by Ecovadis (2) Targeted minimum EcoVadis score of the panel suppliers: 50/100 SAFETY AT WORK 1.5 accidents with & without stoppage per million hours worked (FR1t indicator) CO 2 EMISSIONS 0.11 mega tons of CO 2 eq (scopes 1 & 2) 36.9 mega tons of CO 2 eq (full scope 3 including use phase) CO 2 INTENSITY 4 tons of CO 2 eq scopes 1 & 2 / € million sales ENERGY INTENSITY 85 MWh scopes 1 & 2 /€ million sales WASTE INTENSITY 9 tons waste / € million sales WATER INTENSITY 94 m 3 / € million sales FORVIA Group excluding the HELLA scope. Scope of FORVIA Group representing around 3,500 direct suppliers. (1) Excerpts from the Company's 2025 Universal Registration Document. 2025 Sustainability Performance By 2025 By 2027 By 2030 By 2045 OUR SUSTAINABILITY ROADMAP Business ethics 100% of targeted employees trained in the Code of Ethics Responsible supply chain 95% of total direct purchasing volume assessed for CSR performance by EcoVadis 50/100 Average EcoVadis score of direct suppliers assessed for CSR performance (Top 2,000 suppliers) Diversity 30% women among managers and skilled professionals Safety at work 1.5 accidents with & without stoppage per million hours worked (FR1t indicator) Diversity 30% women among the top 300 leaders 35% women among managers and skilled professionals Learning organization 25 hours of training per employee per year CO 2 neutral in operations scopes 1 & 2 -28% in waste intensity -10% in water intensity -34% in waste intensity -45% in CO 2 emissions scopes 1, 2, 3 -30% in water intensity CO 2 net zero ‌Full-Year 2025 results 2025 Group Consolidated Sales and Operating Income Group (in € million) FY 2024 Currency effect Organic growth FY 2025 Reported change Sales 26,974 (797) (24) 26,154 (820) -3.0% -0.1% -3.0% Operating income 1,400 1,456 +4.0% 5.2% 5.6% +40bps In 2025, global automotive production increased by 3.9% to 93.0 million light vehicles (S&P Mobility, February 2026 estimate). Strong growth in China (+10.2%) more than offset declines in Europe and North America (-0.8% and -1.2%, respectively). These regional shifts resulted in an unfavorable geographic mix effect of around 2.5 percentage points for FORVIA. 2025 organic sales flat, with product sales up 1.5% Organic sales were broadly stable (-0.1%), with product sales up 1.5%, fully offset by lower tooling sales, normalizing against a particularly high 2024 base. Organic growth was driven by double-digit growth in Electronics and a rebound in Clean Mobility. Currency effects, which began to weigh from Q2 onward, had a negative impact of €797 million on sales (-3.0%), mainly due to the US dollar and the Chinese yuan. 2025 consolidated operating income of €1,456 million, up 40bps at 5.6% of sales Margin development was supported by all Business Groups, except Lighting. The year-on-year improvement was driven by: the first tangible benefits from EU-FORWARD, combined with additional restructuring savings outside Europe, totaling €165 million; €63 million of synergies from FORVIA HELLA, enabling the Group to reach its €400 million target by the end of 2025; rigorous control of production and operating costs, including a hiring freeze, tighter travel policies and reduced marketing expenses; continued improvements in industrial performance; and despite: a €146 million impact from the reduction in R&D capitalization; a €69 million negative currency effect. The implementation of increased tariffs in the US had no material impact on performance in 2025, thanks to effective countermeasures. Net cash flow rose by 47% to €962 million, with a marked improvement in quality driven by three recurring factors: higher EBITDA, reaching 13.4% of sales, up 100 bps versus 2024; a 28% reduction in capital expenditure, driven by our capex discipline strategy and delayed programs; and a 15% decline in capitalized R&D, primarily driven by a 12% decrease in development costs (€(249) million) while increasing innovation spending. Both represented 6.0% of sales, compared with 7.5% in 2024. Change in working capital and factoring generated a net inflow of €303 million, driven by strong cash collections more than offsetting the reduction in supplier payables. Outstanding receivables factoring stood at €1.2 billion at year-end 2025 vs €1.3 billion end of 2024. The year-on-year increase in tax cash-out mainly reflects the €68 million withholding tax refund received in H1 2024, linked to the extraordinary dividend from HELLA received in 2023. After dividends paid to minorities (€105 million), new leases contracted (€178 million, reduced by 20% vs 2024) and €66 million of other flows (mainly on change in currencies), net financial debt at December 31, 2025 was reduced by 613 million vs December 31, 2024 and stood at €6,010 million. Net debt/Adj. EBITDA ratio stood at 1.7x at end-2025, vs. 2.0x at end 2024. Full-Year 2025 results Main KPIs The divestiture project of Interiors represents a major transaction which requires the application of IFRS 5 accounting treatments in financial statements. The Interiors business has been retrospectively classified as "discontinued operations". All 2025 financial figures are presented before the application of IFRS 5, unless otherwise stated in this document. Before IFRS 5 application IFRS 5 (in € million) 2024 2025 2024 2025 Sales 26,974 26,154 21,879 21,347 Operating margin 1,400 1,456 1,176 1,285 % of sales 5.2% 5.6% 5.4% 6.0% Net cash flow 655 962 385 962 * % of sales 2.4% 3.7% 1.8% 4.5% * (*) €823 million and 3.9% of sales excluding change in factoring. The consolidated net income, Group share, was a net loss of €2,091 million in 2025, essentially due to extraordinary charges of around €1.85 billion, reflecting the profound Group's portfolio transformation and rationalization. These charges are split into three main categories: €920 million of impairment charges essentially related to: Lighting, reflecting short-term sales projections and operational challenges, Electronics (primarily Clarion Electronics), due to ongoing portfolio rationalization and a more modest growth outlook; recognition of a non-cash capital loss estimated at €578 million related to the planned divestiture of Interiors, in application of the IFRS 5 accounting rule. €150 million of tax transaction costs will be booked upon closing of the deal; €209 million depreciation of the Group's stake in Symbio (jointly held by Michelin, Stellantis and FORVIA), reflecting the full impact of Stellantis' decision to halt its hydrogen activities; €135 million depreciation of deferred tax assets in France and Germany. Group net result also reflected: Restructuring expenses The rapid rollout of the EU-FORWARD program - with 6,400 headcount reductions announced by year-end 2025, ahead of schedule - explains the elevated level of restructuring costs, which reached €410 million. These costs are expected to have peaked in 2025 and to decline from 2026 onward. Net financial interest Net financial expenses amounted to €430 million and are projected to decline. Income taxes Excluding the non-cash impact mentioned above, income taxes amounted to a charge of €251 million. Strong improvement of debt maturity profile FORVIA raised approximately €2.7 billion new debt and repaid €3.4 billion short-term borrowings, while smoothing its debt maturity profile from 2027 to beyond 2032. New issuances reflected a diversification of funding sources. In addition to transactions on the euro bond and Schuldschein markets, the Group accessed the US bond market for the first time, issuing a total of US$1 billion, and raised a bank loan denominated in Chinese yuan. These proceeds were used to fully redeem 2025 maturities, buy back most 2026 maturities, and significantly reduce 2027 maturities. As a result, Group debt maturities are now well spread from 2027 to 2031 and beyond. Overall, these transactions extended the average debt maturity to 3.4 years at year-end 2025, compared with 3.1 years at year-end 2024. In addition, leveraging cash upstream initiatives, gross debt was reduced by €852 million to €10,280 million at end-2025 and gross cash by €243 million to €4,257 million. FORVIA intends to continue upstreaming cash to further optimize gross debt and thus reduce interest costs. Other 2025 highlights Major initiatives to boost agility and performance through a highly efficient organization The automotive industry is navigating a complex and fast-evolving environment, demanding greater agility and responsiveness. To support its profound transformation, the Group initiated two strategic projects to lead change effectively. The organization model is being transformed, with a clear P&L reporting structure defined. The new setup is centric to our product divisions in the regions, promoting higher levels of accountability and empowerment across teams. Through the SIMPLIFY Project, the Group aims to reinvent its ways of working across SG&A and indirect operations. It conducted a thorough benchmarking exercise to identify areas for improvement, leading to the definition of key structural levers, such as eliminating non-essential tasks, automating transactional activities with GenAI, and optimizing organizational design. The project ambition is to reduce the cost baseline by €110 million by 2028, supported by restructuring costs of c. €150 million over 2025-2028. Order intake driven by Chinese OEMs and Electronics In 2025, FORVIA recorded order intake of €27 billion, compared to €31 billion in 2024, mainly reflecting delayed tenders in the context of electrification slowdown, while making further progress in upfront costs. This order intake continued to demonstrate solid momentum in Electronics and in fast-growing regions: Electronics accounted for 28% of the total order intake, driven by HELLA Electronics; Asia represented 34% and China 28% of 2025 order intake, driven by Chinese OEMs. Divestiture of Interiors Business Group FORVIA announced on April 27, 2026 the sale of its Interiors Business Group to Apollo, a U.S. investment fund, based on an enterprise value of €1.82 billion. The future closing of this transaction will represent a key milestone in the execution of FORVIA's IGNITE strategy, as presented at its Capital Markets Day on February 24, 2026, and enable the FORVIA Group to sharpen its focus on high value-added, technology-driven activities, while reinforcing its financial structure, particularly through a reduction of net debt of at least €1 billion. This transaction is subject to information or consultation of the employee representative bodies and customary regulatory clearances. Pending these important actions, closing is targeted by year-end. ‌The Interiors Business Group generated €4.8 billion in revenue in 2025 and employs more than 31,000 people. Key events since the beginning of the period 2026 January 2026 Following his appointement by the General Meeting of May 28, 2025, Lutz Meschke assumed his role as Board Member with effect from January 1 st , 2026. Appning by FORVIA deepened collaboration with Microsoft to accelerate Microsoft AI integration into its Apps market ecosystem. The expanded collaboration builds on the successful Microsoft Teams integration unveiled at CES 2025, marking a major milestone in delivering smarter, AI-driven digital experiences. The new phase of collaboration focuses on integrating Microsoft Foundry Tools throughout Appning's platform to enhance voice-enabled interactions, intelligent content discovery and personalized user experiences. FORVIA announced the minority investment in FORVIA Hydrogen Solutions China, its hydrogen-focused subsidiary in China, by a strategic local investor through a capital increase of RMB 300 million (≈ €40 million). Sinopec Capital, China's leading energy and chemical company and a major player in the hydrogen value chain, joined as an industrial partner, through its subsidiary Chaoyang Hydrogen New Energy Venture Capital fund. On January 15, 2026, FORVIA Yancheng Seating plant was designated by The Global Lighthouse Network, a World Economic Forum (WEF) initiative, as a "Lighthouse factory for Outstanding Performance in Productivity," making it FORVIA's first Lighthouse Factory worldwide. This distinction marked a major milestone and reflects the international recognition of FORVIA's leadership in intelligent manufacturing transformation. FORVIA announced the appointment of Yves Dumoulin as Executive Vice President of Faurecia Clarion Electronics, effective January 19, 2026. Prior serving as Senior Vice President of Faurecia Hydrogen Solutions since 2023, Yves succeeded Jim Chang. He joined FORVIA's Executive Committee. February 2026 FORVIA announced the appointment of Sébastien Limousin as Executive Vice President of its Seating Business Group, effective February 16, 2026. Since July 2025, he served as Executive Vice President for Clean Mobility. The Shareholders Committee of HELLA appointed: Peter Laier as Chief Executive Officer of HELLA effective February 15, 2026; Juan Manuel Mollá as the new Managing Director Lighting and member of the Management Board of HELLA, effective March 1 st 2026. FORVIA won a major contract with Chinese electric vehicules manufacturer LUXEED, owned by the Chery group, relating to the supply of several hundred thoudand seats, strenghthening its presence in the Chinese automotive market. FORVIA held its Capital Markets Day on February 24, 2026 and presented IGNITE , its new road map, designed to sharpen the Group's profile, reduce complexity and enable financial flexibity through disciplined deleveraging, creating the conditions for accelerated growth and sustained net cash flow generation over the medium term. March 2026 Since March 17, 2026, the Faurecia Clarion Electronics headquarters are relocated in Japan, reinforcing the Group's presence in Asia. FORVIA announced the appointment of Caroline Sasia as Communications senior Vice President, effective March 1 st 2026 to lead the Group's global communications and public affairs strategy. April 2026 At its meeting held on April 23, 2026, the Board of Directors of FORVIA acknowledged the resignation of Michel de Rosen from his office as a Board Member, with effect at the close of the Annual General Meeting, concurrently with the termination of his duties as Chairman of the Board of Directors. The Board of Directors decided to submit to the Annual General Meeting the appointment of Pierre-André de Chalendar as an Independent Board Member and, subject to this appointment, to appoint him as Member of the Governance, Nominations and Sustainability Committee. On 27 April 2026, FORVIA announced that it had entered into an agreement for the acquisition of FORVIA's Interiors business by Apollo, a U.S.-based investment fund (see details in Section 2.4 above). Outlook and Trends ‌Outlook and Trends First quarter 2026 Sales and confirmed FY 2026 Guidance On April 24, 2026, FORVIA published its sales figures for the first quarter of 2026. Sales amounted to 5,135 million euros, a decrease of 2.2% at constant exchange rates. This represents an outperformance of 120 bps vs global automotive production, which is estimated to have declined by 3.4% (source: S&P Mobility, 2026). Except in China, where sales were penalised by an unfavourable customer mix, the Group outperformed automotive production in all regions, notably by 3 points in Europe and 5 points in North America. Activity benefited from strong performances in the Electronics, Clean Mobility, Lifecycle Solutions and Clarion Business Groups. Change in currencies had a negative impact of -4.3% on sales. Based on: S&P Mobility's latest forecast of 91.4 million light vehicle production in 2026; and the assumption that no material changes occur in tariffs or trade restrictions in effect as of April 24, and that there is no material deterioration in the macroeconomic environment or significant supply chain disruptions, The Group confirmed all of its 2026 guidance, as announced on 24 February 2026: Sales between €20.0bn and €21.0bn, at constant exchange rates (1) (€21.3bn in 2025 after IFRS 5 restatement); Operating margin between 6.0% and 6.5% of sales (6.0% in 2025 after IFRS 5 restatement); Net Cash-flow of at least 3.0% of sales (3.9% in 2025 after IFRS 5 restatement, excluding factoring variations); Net debt/Adjusted EBITDA ratio at 1.5x at December 31, 2026 (1.7x at end-2025, before IFRS 5). Ambition 2028 At its Capital Markets Day held on 24 February 2026, FORVIA also detailed its medium-term strategic plan IGNITE and unveiled its 2028 financial targets. At the heart of IGNITE lies a new portfolio framework, with: Growth cluster (Electronics and Seating) doubling down on leadership positions to accelerate growth and profitability, Value cluster (Clarion, Clean Mobility, Lifecycle Solutions and Lighting) managed with a clear focus on performance and value optimization. IGNITE will reinforce capital allocation discipline by clarifying the role of each business in balancing growth, cash generation and strategic flexibility. The plan is therefore designed to create the conditions for accelerated growth and sustained net cash flow generation over the medium term. For 2028, FORVIA is targeting the following objectives: Sales of €21-22 billion at constant exchange rates and including potential divestitures; Operating margin of at least 7.0% of sales; Net Cash Flow at c. 3.5% of sales; Net debt/Adjusted EBITDA ratio at 1.2x. 2025 average exchange rates: EUR/USD = 1.13, EUR/CNY = 8.11. ‌Agenda Purview of the Ordinary General Meeting Approval of the statutory financial statements for the fiscal year ended December 31, 2025 - Approval of non-tax-deductible expenses and costs Approval of the consolidated financial statements for the fiscal year ended December 31, 2025 Appropriation of income for the fiscal year Statutory Auditors' special report on related-party agreements - Acknowledgement that there were no new agreement Appointment of Pierre-André de Chalendar, as Board member Approval of the information referred to in I of Article L. 22-10-9 of the French Commercial Code - Compensation report Approval of the elements comprising the total compensation and all benefits of any kind paid during the fiscal year ended December 31, 2025, or granted in respect of the same fiscal year to Michel de Rosen, Chairman of the Board of Directors Approval of the elements comprising the total compensation and all benefits of any kind paid during the fiscal year ended December 31, 2025, or granted in respect of the same fiscal year to Patrick Koller, Chief Executive Officer for the period from January 1, 2025, to February 28, 2025 Approval of the elements comprising the total compensation and all benefits of any kind paid during the fiscal year ended December 31, 2025, or granted in respect of the same fiscal year to Martin Fischer, Chief Executive Officer since March 1, 2025 Approval of the compensation policy for Board members Approval of the compensation policy for the Chairman of the Board of Directors Approval of the compensation policy for the Chief Executive Officer Authorization to be granted to the Board of Directors to allow the Company to buy back its own shares in accordance with the provisions of Article L. 22-10-62 of the French Commercial Code Purview of the Extraordinary General Meeting Delegation of authority to be granted to the Board of Directors to issue shares and/or securities giving access, immediately or in the future, to the share capital of the Company and/or of a Subsidiary and/or debt securities, with preferential subscription rights (suspension during tender offer periods) Delegation of authority to be granted to the Board of Directors to issue shares and/or securities giving access, immediately or in the future, to the share capital of the Company and/or of a Subsidiary and/or debt securities, without preferential subscription rights through public offerings (excluding offers referred to in 1° of Article L. 411-2 of the French Monetary and Financial Code) and/or as compensation for securities as part of a public exchange offer (suspension during tender offer periods) Delegation of authority to be granted to the Board of Directors to issue shares and/or securities giving access, immediately or in the future, to the share capital of the Company and/or of a Subsidiary and/or debt securities, without preferential subscription rights through an offer exclusively targeting a restricted circle of investors acting for their own account or qualified investors (suspension during tender offer periods) Authorization to increase the amount of issues provided for in fourteenth, fifteenth and sixteenth resolutions (suspension during tender offer periods) Delegation to be granted to the Board of Directors to issue shares and/or securities giving access, immediately or in the future, to the share capital of the Company, without preferential subscription rights, in order to remunerate contributions in kind of securities granted to the Company (suspension during tender offer periods) Delegation of authority to be granted to the Board of Directors to increase the Company's share capital by capitalization of reserves, profits, premiums or other amounts whose capitalization would be allowed (suspension during tender offer periods) Authorization to be granted to the Board of Directors to grant, for free, existing shares and/or shares to be issued to employees and/or certain corporate officers of the Company or of affiliated companies or economic interest groups, with waiver by the shareholders of their preferential subscription rights Delegation of authority to be granted to the Board of Directors for the purpose of increasing the share capital through the issue of shares and/or securities giving access to the share capital, with removal of preferential subscription rights for the benefit of members of a company or group savings plan Delegation of authority to be granted to the Board of Directors in order to carry out share capital increases, with removal of preferential subscription rights in favor of categories of beneficiaries Authorization to be granted to the Board of Directors for the purpose of reducing the share capital through the cancellation of shares in accordance with the provisions of Article L. 22-10-62 of the French Commercial Code Amendment of Article 11 of the bylaws to provide for the staggering of Board members' terms of office Amendment of Article 13 of the bylaws to remove the exceptional reference relating to Board Observers applicable in 2025 Purview of the Ordinary General Meeting Powers for formalities ‌Explanatory Notes and text of draft resolutions ‌Ordinary General Meeting‌ Approval of the Financial Statements and Appropriation of Income (First to third resolutions) Shareholders are being asked to approve the statutory financial statements (first resolution) and the consolidated financial statements (second resolution) of the Company for the fiscal year ended December 31, 2025, and the proposed appropriation of income for this fiscal year (third resolution). The statutory financial statements for the fiscal year ended December 31, 2025, show a loss of €991,520,924.37 (first resolution) and the consolidated financial statements for the same fiscal year show a loss (Group share) of €2,091.1 million (second resolution), consisting mainly of non-recurring and non-cash items. Debt reduction remained the Group's foremost priority in 2025. Strong organic cash flow generation resulted in a reduction in net debt of more than €600 million and a decrease in the Net debt/Adjusted EBITDA ratio from 2.0x to 1.7x in 2025. As indicated during the presentation of its 2025 results and at its Capital Markets Day held on February 24, 2026, the Group is committed to pursuing this trajectory, with the objective of reducing its financial leverage to 1.5x by year-end 2026 and then to 1.2x by year-end 2028, thereby fully restoring its financial flexibility. In this context, in accordance with the Company's dividend policy, the Board of Directors decided to propose to the shareholders that no dividend be paid in 2026 in respect of the 2025 fiscal year. They are therefore asked to allocate the distributable profit to the "Retained earnings" account (third resolution). Finally, shareholders are being asked to approve the total charges and expenses mentioned in paragraph 4 of Article 39 of the French General Tax Code, i.e., €229,540, which corresponds to the non-deductible portion of the leases on passenger vehicles and the corresponding tax, which amounts to €57,385. First resolution - Approval of the statutory financial statements for the fiscal year ended December 31, 2025 - Approval of non-tax-deductible expenses and costs The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, after having read the statutory financial statements for the fiscal year ended December 31, 2025 and the reports by the Board of Directors and by the Statutory Auditors, approves the statutory financial statements for the fiscal year ended December 31, 2025, as presented, which show a loss of €991,520,924.37, as well as the operations reported in these financial statements and summarized in these reports. The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, particularly approves the total amount of €229,540, for expenses and costs listed in 4 of Article 39 of the French General Tax Code, and the corresponding tax which amounted to €57,385. Second resolution - Approval of the consolidated financial statements for the fiscal year ended December 31, 2025 The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, after having read the consolidated financial statements for the fiscal year ended December 31, 2025 and the reports by the Board of Directors and by the Statutory Auditors, approves the consolidated financial statements for the fiscal year ended December 31, 2025, as presented, which show a loss (Group share) of €2,091.1 million, as well as the operations reported in these financial statements and summarized in these reports. Third resolution - Appropriation of income for the fiscal year The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, on proposal of the Board of Directors, decides to appropriate the income for the fiscal year ended December 31, 2025, as follows: Result for the fiscal year - 991,520,924.37 Appropriation to the legal reserve (1) -Balance - 991,520,924.37 Previous retained earnings (2) 2,323,709,298.41 Distributable income 1,332,188,374.04 Distributed dividend - Amount allocated to retained earnings 1,332,188,374.04 The amount of the legal reserve is €136,801,411.87 equal to 9.916% of the share capital at December 31, 2025. The third resolution of the General Meeting of May 28, 2025 contained a material error regarding the amount of distributable income for the fiscal year ended December 31, 2024 and, consequently, regarding the balance allocated to retained earnings. The General Meeting corrects the material error as necessary as follows: the amount of distributable income for the fiscal year ended December 31, 2024 amounted to "€2,323,709,298.41" instead of "€2,373,709,298.41" as transcribed; the amount of the balance allocated to retained earnings amounted to "€2,323,709,298.41" instead of "€2,373,709,298.41" as transcribed. Consequently, it decides to allocate the entire distributable income to retained earnings. In accordance with the provisions of Article 243 bis of the French General Tax Code, the General Meeting acknowledges that over the last three years, dividends and income were distributed as follows: Fiscal year Gross dividend per share (in €) (1) Total (in €) (1) 2022 - - 2023 0.50 98,544,670.00 (2) 2024 - - Dividend fully eligible for the 40% tax allowance for individuals resident for tax purposes in France as provided by Article 158, 3, 2° of the French General Tax Code. ‌This amount includes the amount of the dividend corresponding to treasury shares held by the Company not paid and allocated to the retained earnings account. Related-Party Agreements (Fourth resolution) In view of the Statutory Auditors' report on related-party agreements, shareholders are being asked to acknowledge that no new related-party agreement as referred to in Article L. 225-38 of the French Commercial Code was entered into during the fiscal year ended December 31, 2025. Fourth resolution - Statutory Auditors' special report on related-party agreements - Acknowledgement that there were no new agreement ‌The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, after having read the Statutory Auditors' special report mentioning the absence of any new related-party agreement as referred to in Article L. 225-38 of the French Commercial Code, simply acknowledges it. Appointment of Pierre-André de Chalendar as Board Member (Fifth resolution) The Board of Directors, on the proposal of the Governance, Nominations and Sustainability Committee, decided, in its meeting on April 23, 2026, to propose to the General Meeting of June 4, 2026 the appointment of Pierre-André de Chalendar as an independent Board member, for a period of four years, i.e., until the end of the Ordinary General Meeting called to approve in 2030 the financial statements for the previous fiscal year. Pierre-André de Chalendar, a French national, is Board Observer of the Company since September 1, 2025. His appointment as Board member would mark a key milestone for the Company's Board of Directors. The election, by the Board of Directors, of the next Company's Chairman is scheduled after the 2026 General Meeting. Thus, subject to his appointment as Board member by the General Meeting, the Board will be able to elect Pierre-André de Chalendar as Chairman of the Board of directors. Pierre-André de Chalendar has held various senior executive positions, notably within Saint-Gobain, where he served as Chief Executive Officer, from 2007 to 2021, and Chairman of the Board of Directors, from 2010 to 2024. He would bring to the Board his extensive experience as a leader of international groups, his crisis management skills and his in-depth knowledge of the industrial sector. His biography is detailed in Section 6.1.4 "Appointment" of the Convening Notice ( brochure ). Pierre-André de Chalendar would qualify as independent within the meaning of the AFEP-MEDEF Code. Fifth resolution - Appointment of Pierre-André de Chalendar as Board member The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, after having read the Board of Directors' report, resolves to appoint Pierre-André de Chalendar as Board member, for a period of four years. The term of office of Pierre-André de Chalendar as Board member will expire at the end of the Ordinary General Meeting held in 2030 to approve the financial statements for the past fiscal year. ‌Approval of the compensation of Corporate Officers ( Ex Post Vote) (Sixth resolution) Shareholders are required, pursuant to Article L. 22-10-34, I of the French Commercial Code, to approve the information relating to the compensation paid or awarded to each corporate officer during the fiscal year ended, namely the Chairman of the Board of Directors, the Chief Executive Officer and the Board members, referred to in Article L. 22-10-9, I of the French Commercial Code. This information applies to the total compensation and all benefits paid or awarded in respect of the 2025 fiscal year to the corporate officers (including the compensation paid or awarded to the Board members), as well as other, more general, elements making it possible to assess the breakdown of the fixed and variable portions, the level of compensation for the executive and non-executive corporate officers according to different criteria, or the implementation of a compensation policy. This information appears in Chapter 4 "Corporate governance", Sections 4.3.1 "Compensation of corporate officers for the 2025 fiscal year" and 4.3.2 "Compensation of Board members for the 2025 fiscal year" of the 2025 Universal Registration Document as well as in Section 6.2 "Compensation" of this Convening Notice (brochure). Sixth resolution - Approval of the information referred to in I of Article L. 22-10-9 of the French Commercial Code - Compensation Report ‌The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, after having read the corporate governance report referred to in Article L. 225-37 of the French Commercial Code, approves, in application of Article L. 22-10-34, I of the French Commercial Code, the information indicated in Article L. 22-10-9, I of the French Commercial Code as indicated in the 2025 Universal Registration Document, Chapter 4 "Corporate Governance", Sections 4.3.1 "Compensation of corporate officers for the 2025 fiscal year" and 4.3.2 "Compensation of Board members for the 2025 fiscal year". Approval of the compensation paid during/awarded in respect of the previous fiscal year to the executive and non - executive corporate officers ( Ex Post Vote) (Seventh, eighth and ninth resolutions) In accordance with the provisions of Article L. 22-10-34, II of the French Commercial Code, Shareholders are being asked to approve the fixed, variable and exceptional components comprising the total compensation and all benefits paid during the past fiscal year or awarded in respect of this same fiscal year to the Chairman of the Board of Directors (seventh resolution), to Patrick Koller, Chief Executive Officer for the period from January 1, 2025 to February 28, 2025 (eighth resolution), and to Martin Fischer, Chief Executive Officer as from March 1, 2025 (ninth resolution). Ex Post Vote on the Compensation of the Chairman of the Board of Directors (seventh resolution) The elements of compensation awarded or paid in 2025 to Michel de Rosen comply with the 2025 compensation policy for the Chairman of the Board of Directors, approved by 99.80% of the votes cast at the General Meeting of May 28, 2025, under the eighteenth resolution, as implemented by the Board of Directors. These components of compensation are described in Chapter 4 "Corporate governance", Sections 4.3.1.1 "Compensation of the Chairman of the Board of Directors" and 4.3.1.5.1 "Summary of the components of compensation paid or awarded to the Chairman of the Board of Directors during or in respect of the 2025 fiscal year" of the 2025 Universal Registration Document. Seventh resolution - Approval of the elements comprising the total compensation and all benefits of any kind paid during the fiscal year ended December 31, 2025, or granted in respect of the same fiscal year to Michel de Rosen, Chairman of the Board of Directors The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, after having read the corporate governance report indicated in Article L. 225-37 of the French Commercial Code, approves, in application of Article L. 22-10-34, II of the French Commercial Code, the fixed, variable and exceptional elements comprising the total compensation and all benefits paid during the fiscal year ended December 31, 2025 or granted in respect of the same fiscal year to Michel de Rosen, Chairman of the Board of Directors, as presented, as they are listed in the 2025 Universal Registration Document, Chapter 4 "Corporate Governance", Sections 4.3.1.1 "Compensation of the Chairman of the Board of Directors" and 4.3.1.5.1 "Summary of the components of the compensation paid or awarded to the Chairman of the Board of Directors during or in respect of the 2025 fiscal year". Ex Post Vote on the Compensation of Patrick Koller, Chief Executive Officer for the period from January 1, 2025 to February 28, 2025 (eighth resolution) The elements of compensation awarded or paid in 2025 to Patrick Koller comply with the 2025 compensation policy for the Chief Executive Officer, which was approved by 89.43% of the votes cast at the General Meeting of May 28, 2025, under the nineteenth resolution, as implemented by the Board of Directors. The 2025 compensation of the Chief Executive Officer for the period from January 1, 2025 to February 28, 2025 is described in Chapter 4 "Corporate Governance", Sections 4.3.1.2 "Compensation of the Chief Executive Officer" and 4.3.1.5.2 "Summary of the components of compensation paid or awarded to Patrick Koller, Chief Executive Officer until February 28, 2025, during or in respect of the 2025 fiscal year" of the 2025 Universal Registration Document. The summary table is also provided in Section 6.2 "Compensation" of this Convening Notice (brochure). Eighth resolution - Approval of the elements comprising the total compensation and all benefits of any kind paid during the fiscal year ended December 31, 2025, or granted in respect of the same fiscal year to Patrick Koller, Chief Executive Officer for the period from January 1, 2025 to February 28, 2025 The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, after having read the corporate governance report indicated in Article L. 225-37 of the French Commercial Code, approves, in application of Article L. 22-10-34, II of the French Commercial Code, the fixed, variable and exceptional elements comprising the total compensation and all benefits paid during the fiscal year ended December 31, 2025 or granted in respect of the same fiscal year to Patrick Koller, Chief Executive Officer for the period from January 1, 2025 to February 28, 2025, as presented, as they are listed in the 2025 Universal Registration Document, Chapter 4 "Corporate Governance", Section 4.3.1.2 "Compensation of the Chief Executive Officer" and Section 4.3.1.3 "Summary of compensation and options and shares awarded to the Chief Executive Officers". Ex Post vote on the Compensation of Martin Fischer, Chief Executive Officer as from March 1, 2025 (ninth resolution) The elements of compensation awarded or paid in 2025 to Martin Fischer comply with the 2025 compensation policy for the Chief Executive Officer, which was approved by 89.43% of the votes cast at the General Meeting of May 28, 2025, under the nineteenth resolution, as implemented by the Board of Directors. The Group continued in 2025 to pursue the deleveraging strategy initiated in 2022, reduced its fixed costs, and maintained initiatives aimed at improving operating profitability and generating cash flow. The quantifiable and individual criteria for the Chief Executive Officer's annual variable compensation, as set for 2025 by the Board of Directors in line with the Group's priorities recalled above, were largely achieved. It should be noted that all criteria for the Chief Executive Officer's annual variable compensation for 2025, including the objectives set under the category of individual criteria, were quantitative in nature. This performance is reflected in the evolution of the Chief Executive Officer's compensation in 2025. The 2025 compensation of the Chief Executive Officer for the period from March 1, 2025 to December 31, 2025 is described in Chapter 4 "Corporate Governance", Sections 4.3.1.2 "Compensation of the Chief Executive Officer" and 4.3.1.5.3 "Summary of the components of compensation paid or awarded to Martin Fischer, Chief Executive Officer from March 1, 2025, during or in respect of the 2025 fiscal year" of the 2025 Universal Registration Document. The summary table is also provided in Section 6.2 "Compensation" of this Convening Notice (brochure). Ninth resolution - Approval of the elements comprising the total compensation and all benefits of any kind paid during the fiscal year ended December 31, 2025, or granted in respect of the same fiscal year to Martin Fischer, Chief Executive Officer since March 1, 2025 The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, after having read the corporate governance report indicated in Article L. 225-37 of the French Commercial Code, approves, in application of Article L. 22-10-34, II of the French Commercial Code, the fixed, variable and exceptional elements comprising the total compensation and all benefits paid during the fiscal year ended December 31, 2025 or granted in respect of the same fiscal year to Martin Fischer, Chief Executive Officer since March 1, 2025, as presented, as they are listed in the 2025 Universal Registration Document, Chapter 4 "Corporate Governance", Section 4.3.1.2 "Compensation of the Chief Executive Officer" and Section 4.3.1.3 "Summary of compensation and options and shares awarded to the Chief Executive Officers". ‌Approval of the Compensation Policy for Corporate Officers ( Ex Ante Vote) (Tenth to twelfth resolutions) In accordance with the provisions of Article L. 22-10-8, II of the French Commercial Code, Shareholders are asked to approve the compensation policies applicable to the Board members (tenth resolution), the Chairman of the Board of Directors (eleventh resolution) and the Chief Executive Officer (twelfth resolution). The compensation policies for corporate officers are set out in Chapter 4 "Corporate Governance", Section 4.3.4.1 "Compensation Policy for Corporate Officers" and Section 4.3.4.2 "Implementation for 2026" of the 2025 Universal Registration Document. In particular, it is specified that: The compensation policies for the Chairman of the Board of Directors and for the Board members remain unchanged from 2025; With regard to the compensation policy for the Chief Executive Officer, it is proposed: to increase the Chief Executive Officer's annual fixed compensation for 2026: the Board of Directors has reviewed the Chief Executive Officer's annual fixed remuneration, which was set in 2024 at €1,000,000. This amount represented a reduction compared to the fixed remuneration of his predecessor, which stood at €1,100,000. The European peer benchmarking study conducted at the end of 2025 showed that the annual fixed remuneration was 28% below the median and 39% below the 75 th percentile of Chief Executive Officer remuneration within the reference peer group. If the total direct maximum remuneration of the Chief Executive Officer is considered, i.e. the sum of the annual fixed remuneration, of the annual variable remuneration paid at maximum and of the Long-term variable remuneration acquired at maximum, the benchmarking study showed that the total direct maximum remuneration of FORVIA Chief Executive Officer was 32% below the median and 41% below the 75 th percentile of Chief Executive Officers remuneration of the reference peer group. The European peer group used comprises the following listed companies: BASF, Renault, Continental, AB Volvo, ThyssenKrupp, Traton, BAE Systems, Michelin, Safran, Valeo, Rolls-Royce, Leonardo, Schaeffler, Covestro, Schindler and Alstom. For 2026, the Board of Directors proposes therefore to increase the Chief Executive Officer's annual fixed compensation to €1,100,000 (including an expatriation premium of €110,000). This proposal is based on the Chief Executive Officer's positioning within the peer group, as well as the Board's overall satisfaction with the performance of his duties. This increase would result in setting the Chief Executive Officer's annual remuneration at the same level as that of his predecessor at the time of his departure. The latter's fixed compensation had not been adjusted since 2022. to keep an annual variable compensation and long-term compensation in the form of performance shares, in accordance with the rules described in Section 4.3.4.2.2 "Implementation for 2026 of the Chief Executive Officer compensation policy" of the 2025 Universal Registration Document; to adjust the mix of instruments granted under the long-term variable remuneration, while remaining subject to stringent performance conditions and to movements in the Company's share price. Like 60% of the beneficiaries of the Group's long-term incentive plans who reside outside France or are not tax residents in France, the Chief Executive Officer (who is a US tax resident in addition to being a French tax resident) is subject to immediate taxation on performance shares at the time they vest. In such situations, beneficiaries generally sell immediately a portion of the vested shares in order to cover the tax due on the acquisition gain. In view of the blackout periods that may apply at the end of the vesting period, it is proposed that, for non-French tax residents, the 2026 grants be composed of 30% shares and 70% Phantom Shares. For 2026, the grant to the Chief Executive Officer would therefore be composed of 70% Phantom Performance Shares (settled in cash) and 30% performance-based shares (settled in shares). As a result, the Chief Executive Officer would be required, as from the vesting of the long-term variable remuneration plan granted in 2026, to retain 100% of the performance-based shares acquired and settled in shares (i.e. , 30% of the total grant). to keep a single pension scheme, in the form of an "Article 82" defined-contribution pension supplement; to entitle to benefits, including a company car, a tax assistance with his tax returns and international health coverage. Detailed information can be found in Section 4.3.4.1.3 "Compensation policy for the Chief Executive Officer" of the 2025 Universal Registration Document and in Section 4.3.4.2.2 "Implementation of the compensation policy for the Chief Executive Officer for 2026", as well as in the summary table provided in Section 6.2 "Compensation" of this Convening Notice (brochure). Tenth resolution - Approval of the compensation policy for Board members The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, after having read the corporate governance report indicated in Article L. 225-37 of the French Commercial Code describing the components of the compensation policy for Board members, approves, in application of Article L. 22-10-8, II of the French Commercial Code, the compensation policy for Board members as presented in the 2025 Universal Registration Document, Chapter 4 "Corporate governance", Section 4.3.4.1 "Compensation policy for corporate officers" and Section 4.3.4.2 "Implementation for 2026". Eleventh resolution - Approval of the compensation policy for the Chairman of the Board of Directors The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, after having read the corporate governance report indicated in Article L. 225-37 of the French Commercial Code describing the components of the compensation policy for the Chairman of the Board of Directors, approves, in application of Article L. 22-10-8, II of the French Commercial Code, the compensation policy for the Chairman of the Board of Directors as presented in the 2025 Universal Registration Document, Chapter 4 "Corporate governance", Section 4.3.4.1 "Compensation policy for corporate officers" and Section 4.3.4.2 "Implementation for 2026". Twelfth resolution - Approval of the compensation policy for the Chief Executive Officer The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, after having read the corporate governance report indicated in Article L. 225-37 of the French Commercial Code describing the components of the compensation policy for the Chief Executive Officer, approves, in application of Article L. 22-10-8, II of the French Commercial Code, the compensation policy for the Chief Executive Officer as presented in the 2025 Universal Registration Document, Chapter 4 "Corporate governance", Section 4.3.4.1 "Compensation policy for corporate officers" and Section 4.3.4.2 "Implementation for 2026". ‌Share Buyback Program (Thirteenth resolution) Shareholders are asked to renew the authorization granted by the General Meeting of May 28, 2025, under its twentieth resolution, to the Board of Directors for the purpose of permitting the potential buyback of Company's shares under the conditions described below. Share buybacks in the Company would be authorized in order for the Company to: hedge stock option plans and/or free share allocation plans (or similar plans) to the benefit of employees and/or Group corporate officers (including Economic Interest Groups and related companies), as well as all allocations of shares as part of a Group or Company savings plan (or similar plan), under a profit-sharing plan and/or any other form of allocation of shares to the benefit of the Group or Company employees and/or corporate officers (including Economic Interest Groups and related companies); hedge the commitments made by the Company under financial contracts or options with payment in cash granted to the Group's employees and/or corporate officers (including Economic Interest Groups and related companies); hedge securities giving access to the allocation of Company shares; retain the shares purchased and use these shares for payment or exchange at a later stage, as part of any possible merger, demerger, contribution and external growth transactions; cancel shares; support the secondary market or the liquidity of Company shares through an investment service provider under a liquidity contract in accordance with the market practices accepted by the regulations. This program will also be designed to allow the implementation of all market practices that may be accepted by the market authorities, and more generally, the completion of all other transactions in accordance with legislation or regulations that are or may become applicable. In such an event, the Company may inform its shareholders through a press release. The shares may, in whole or in part, depending on the case, be acquired, sold, exchanged or transferred, in one or several installments, by all means, on all markets, including on multilateral trading facilities (MTF) or through a systematic internalizer, or over the counter, including through the acquisition or disposal of blocks of shares (without limiting the part of the buy-back program that may be completed through this means), in all cases either directly or indirectly, notably through an investment service provider. These means include the use of optional mechanisms or derivatives subject to the applicable regulations. The ceilings in terms of number of shares or amounts would be as follows: the maximum number of shares that may be purchased shall not exceed 10% of the total number of shares comprising the capital stock (i.e., 19,708,934 shares as of March 31, 2026); the maximum purchase price would be €30 per share (excluding acquisition costs); the theoretical maximum purchase amount of the program (excluding acquisition costs) would be €591,268,020. These transactions may be carried out during the periods that the Board of Directors deems appropriate. However, during a public offer period, buybacks may be carried out only if they: enable the Company to meet commitments made prior to the opening of the offer period; are carried out to continue a share buy-back program already in progress; are not likely to cause the offer to fail; and only meet one of the objectives set out in points a) and b) above (delivery of shares to the beneficiaries of stock options, free shares, the Company's savings plan or profit-sharing plans; hedging the Company's commitments under financial contracts or options with cash settlement granted to the employees and/or corporate officers of the Group). The authorization would be given for a period of 18 months and would terminate the authorization granted by the General Meeting of May 28, 2025 under its twentieth resolution. Thirteenth resolution - Authorization to be granted to the Board of Directors to allow the Company to buy back its own shares in accordance with the provisions of Article L. 22-10-62 of the French Commercial Code The General Meeting, ruling under the quorum and majority conditions required for Ordinary General Meetings, after having read the Board of Directors' report: authorizes the Board of Directors to purchase or buy back Company shares, in accordance specifically with the provisions of Articles L. 22-10-62 et seq. and L. 225-210 et seq. of the French Commercial Code, of the Regulation No. 596/2014 of the European Parliament and Council of April 16, 2014, of the Delegated Regulation No. 2016/1052 of the Commission of March 8, 2016, the provisions of the General Regulation of the Autorité des Marchés Financiers, and all other legal and regulatory provisions that may become applicable; acquisitions are authorized in order to: hedge stock option plans and/or free grant of shares plans (or similar plans) to the benefit of employees and/or Group corporate officers (including Economic Interest Groups and related companies) as well as all allocations of shares as part of a group or company savings plan (or similar plan), under a profit-sharing plan and/or any other form of allocation or sale of shares to the benefit of the Group employees and/or corporate officers (including Economic Interest Groups and related companies), hedge the Company's commitments under financial contracts or cash-settled options granted to Group employees and/or corporate officers (including Economic Interest Groups and related companies), hedge securities giving access to the allocation of Company shares within the framework of applicable regulations, retain the shares purchased and use these shares for payment or exchange at a later stage, as part of any possible merger, spin-off, contribution or external growth transactions, cancel shares in accordance with the authorization granted or to be granted by the Extraordinary General Meeting, support the secondary market or the liquidity of FORVIA shares, through an investment service provider under a liquidity contract in accordance with the market practice accepted by the regulations; resolves that this program is also designed to allow the implementation of all market practices that may be permitted by the market authorities, and more generally, the completion of all other transactions in accordance with legislation or regulations that are or may become applicable. In such an event, the Company shall inform its shareholders through a press release; resolves that the shares may, in all or part, depending on the case, be acquired, sold, exchanged or transferred, in one or several installments, by all means, on all markets, including on multilateral trading facilities (MTF) or through a systematic internalizer, or over the counter, including through the acquisition or disposal of blocks of shares (without limiting the part of the buyback program that may be completed through this means), in all cases, either directly or indirectly, notably through an investment service provider. These means include the use of optional mechanisms or derivatives subject to the applicable regulations; resolves that the maximum number of shares that may be purchased pursuant to this authorization may not exceed 10% of the total number of shares comprising the share capital (i.e., for information purposes 197,089,340 shares at March 31, 2026), it being specified that (i) this cap applies to an amount of the Company's share capital that may, if applicable, be adjusted to take into account the transactions affecting the share capital after this General Meeting and (ii) in accordance with the applicable provisions, when the shares are purchased for liquidity purposes, the number of shares taken into account to calculate the aforementioned cap of 10% corresponds to the number of shares purchased less the number of shares resold during the duration of the authorization. The acquisitions made by the Company may not, under any circumstances, lead it to hold, directly or indirectly through subsidiaries, over 10% of its share capital. Moreover, the number of shares acquired by the Company for the purpose of retaining and using them for exchange or payment at a later stage, as part of any possible merger, spin-off, contribution or external growth transactions may not exceed 5% of its share capital; resolves to set the maximum purchase price at €30 per share (excluding acquisition costs). In the event of capital increase through the capitalization of premiums, reserves, or profits by allocations of free shares to shareholders as well as in the event of a division of shares, reverse stock split or any other transaction affecting the share capital, the aforementioned price will be adjusted by a multiplication coefficient equal to the ratio of the number of Company shares prior to the transaction and the number of shares after the transaction. On this basis, and for information only, based on the share capital at March 31, 2026 comprising 197,089,340 shares, and without taking into account the shares already held by the Company, the theoretical maximum purchase amount for the program (excluding acquisition costs) would amount to €591,268,020; the General Meeting grants all powers to the Board of Directors, with the option of subdelegation under the conditions provided by law, notably to: implement and proceed with the transactions described in this authorization, sign and cancel all contracts and agreements for the purpose of the buyback, disposal or transfer of treasury shares, place buy orders on all markets or conduct all over the counter transactions, allocate or reallocate the acquired shares to different objectives, prepare all documents, carry out all declarations, press releases and formalities with the Autorité des Marchés Financiers and all other authorities or organizations relating to the transactions carried out under this resolution, set the terms and conditions under which shall be ensured, if applicable, the preservation of the rights of holders of rights or securities giving access to shares in the Company, carry out all formalities and in general, do all that may be deemed necessary or useful as part of the implementation of this authorization; Extraordinary General Meeting ‌resolves that these transactions may be carried out at the periods decided by the Board of Directors. However, during a public tender offer period initiated by a third party with respect to the Company's securities, share buybacks may only be carried out provided that they (i) enable the Company to comply with commitments made by the latter prior to the opening of the offer period, (ii) are carried out as part of the continuation of a share buyback program already in progress, (iii) are not likely to cause the offer to fail, and (iv) are in line with one of the objectives referred to above in points 2. a) and 2. b); sets the validity of this authorization at 18 months, from the date of this General Meeting, and acknowledges that it shall supersede, from the same date for the unused portion at the date of the General Meeting, the authorization granted to the Board of Directors by the General Meeting of May 28, 2025 under its twentieth resolution. ‌Extraordinary General Meeting Financial Authorizations and Delegations (Fourteenth to sixteenth resolutions) As in previous years, shareholders are asked to renew the financial authorizations and delegations of authority that were granted to the Board of Directors by the previous General Meeting. These authorizations and delegations of authority, with or without preferential subscription rights, will enable the Company to enact financial transactions based on market conditions and quickly gather the resources needed to implement the Company's growth and consolidation strategy. Delegation of Authority to Increase the Capital Stock with Preferential Subscription Right (fourteenth resolution) Transactions carried out under this resolution would be reserved for Company shareholders only. The securities that may be issued would be shares and/or securities giving access to shares of the Company and/or a Subsidiary of the Company. In accordance with the law, shareholders would be eligible for negotiable preferential subscription rights. Subscriptions would be carried out on an irreducible basis and, if the Board of Directors would decide, on a reducible basis. If the aggregate amount of subscriptions on an irreducible basis, and as the case may be on a reducible basis, would not absorb all of an issue, the Board of Directors may use, in the order it would determine, all or some of the abilities provided for by law. The subscription price of the shares and/or securities issued pursuant to this delegation of authority would be set by the Board of Directors in accordance with applicable laws and regulations. The capital and debt ceilings for this delegation of authority would be as follows: capital ceiling (in nominal): 40% of the Company's capital on the day of the General Meeting of May 28, 2025 (representing, for information, a nominal amount of €551,850,152 on the basis of the share capital as of March 31, 2026). This is a total ceiling for all capital increases (issues under the fourteenth, fifteenth, sixteenth and eighteenth resolutions) (excluding performance shares and capital increases reserved for employee shareholding plans); debt ceiling: €1 billion. This is a total ceiling for all the issues of debt securities (issues under the fourteenth, fifteenth, sixteenth and eighteenth resolutions), excluding issuances reserved for employees shareholding plans. The Board of Directors would have full powers for the purpose of implementing such delegation of authority. Unless prior authorization has been granted by the General Meeting, the Board of Directors may not use this delegation upon the filing of a tender offer for the Company's shares by a third party, up until the end of the offer period. This delegation of authority, which would be granted for a period of 26 months, would invalidate (for the unused portion relating to issues of shares and/or securities giving access, immediately or in the future, to the capital of the Company and/or a Subsidiary, with preferential subscription rights, as at the date of the General Meeting) the delegation of authority granted by the General Meeting of May 28, 2025 under its twenty-first resolution. Fourteenth resolution - Delegation of authority to be granted to the Board of Directors to issue shares and/or securities giving access, immediately or in the future, to the share capital of the Company and/or of a Subsidiary and/or debt securities, with preferential subscription rights (suspension during tender offer periods) The General Meeting, ruling under the quorum and majority conditions required for Extraordinary General Meetings, after having read the Board of Directors' report and the special report of the Statutory Auditors, and in accordance with the provisions of the French Commercial Code, notably its Articl...

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