Profit transfer agreement between KRONES Aktiengesellschaft and KRONES Holding International GmbH

krones Aktiengesellschaft, Neutraubling

Annual general meeting of krones Aktiengesellschaft on Tuesday, 9 June 2026, 2:00 pm (Cest),

in the marinaforum Regensburg, Johanna-Dachs-Strasse 46, 93055 Regensburg, Germany.

Preamble

1. The public limited company under the company name KroNEs Aktien-gesellschah, which has its registered office in Neutraubling, is registered in the commercial register of Regensburg Local Court under hrB 2344 (here-inaher referred to as the "COntrOlling entitY").

2. The private limited company under the company name KroNEs Holding International GmbH, which has its registered office in Neutraubling, is registered in the commercial register of Regensburg Local Court under hrB 21922 (hereinaher referred to as the "COntrOlled entitY").

3. The coNtroLLiNG ENtitY holds all shares in the coNtroLLED ENtitY, with a nominal value of €47,849.00. This represents the entirety of the coNtroLLED ENtitY's voting share capital (thus establishing financial integration). The financial integration of the coNtroLLED ENtitY into the coNtroLLiNG ENtitY has been maintained without interruption since the beginning of the coNtroLLED ENtitY's current financial year.

4. The parties intend to conclude a profit transfer agreement. In light of the foregoing, the parties agree as follow:

Section 1 Profit transfer

1. The coNtroLLED ENtitY undertakes to transfer its entire profit to the coN-troLLiNG ENtitY, commencing from the beginning of the financial year current at the time of registration of this agreement in the commercial register. The profit to be transferred is not permitted to exceed the profit determined under Section 301 AktG, as amended from time to time. If the wording of this agreement comes into conflict with the statutory provision in the event of future amendments to Section 301 AktG, the latter then takes precedence.

2. The coNtroLLED ENtitY may, with the consent of the coNtroLLiNG ENtitY, allocate amounts from net income for the year to other revenue reserves (Section 272 (3) of the German Commercial Code (hGB)), provided that this is permissible under commercial and tax law and economically justified on the basis of prudent business judgement.

3. At the request of the coNtroLLiNG ENtitY, other revenue reserves accumulated in accordance with Section 272 (3) HGB during the term of this Agreement must - in so far as is legally permissible - be released and transferred as profit in accordance with the requirements of Section 301 AktG, as amended from time to time. Any other reserves, retained earnings and revenue reserves originating from the time prior to this agreement becoming effective are not permitted to be transferred as profit to the coNtroLLiNG ENtitY. The same applies to capital reserves, irrespective of whether they were recognised before or aher this agreement entered into force.

4. The claim for transfer of profits arises at the end of the financial year of the coNtroLLED ENtitY. It is due for value as of that date.

Section 2 Assumption of losses

The stipulations of Section 302 AktG, as amended from time to time, apply with the necessary modifications.

Section 3 Interim payments

1. The coNtroLLiNG ENtitY may demand interim payments during the year in respect of the profit expected to be transferred, provided that an interim distribution to the shareholder of the coNtroLLED ENtitY based on the ex-

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   pected net income for the year would be permissible in the absence of this Agreement, that no mandatory requirements prevent such interim payments, and that the coNtroLLED ENtitY's liquidity permits such interim payments.

2. The coNtroLLED ENtitY may demand interim payments during the year in respect of the net loss expected to be assumed, provided that this is legally permissible and the coNtroLLED ENtitY, on the basis of prudent business judgement, needs such interim payments in view of its liquidity.

3. Interim payments under Section 3 (1) and Section 3 (2) are non-interest-bear-ing. Accordingly, any interim payments made during the year are brought into account against the profit to be transferred at the end of the year or against the net loss to be assumed at the end of the year, without additional interest. Any overpayments by the coNtroLLED ENtitY are treated as an interest-bearing loan from the coNtroLLED ENtitY to the coNtroLLiNG EN-titY. Any overpayments by the coNtroLLiNG ENtitY are treated as an interest-bearing loan from the coNtroLLiNG ENtitY to the coNtroLLED ENtitY. All other provisions of this agreement are unaffected by this provision.

Section 4

Duration and termination of agreement

1. This agreement is concluded subject to the approval of the general meeting of the coNtroLLiNG ENtitY and the general meeting of the coNtroLLED ENtitY. It enters into effect on registration in the commercial register for the coNtroLLED ENtitY and applies retroactively from the beginning of the financial year of the coNtroLLED ENtitY current at the time of registration of this agreement in the commercial register.

2. The agreement applies indefinitely. It can be terminated on notice solely subject to a notice period of six months to the end of the financial year of the coNtroLLED ENtitY, but at the earliest to the end of the financial year aher which the corporation tax and trade tax group to be established by this

   agreement has completed its minimum term for tax purposes (hereinaher the "minimum term") (under current law, five chronological years; Section 14 (1) sentence 1 no. 3 in conjunction with Section 17 of the German Corporation Tax Act (KStG) and section 2 (2) sentence 2 of the German Trade Tax Act (GewStG), as amended from time to time).

3. The parties have the right to terminate the agreement for cause, including, in particular:

   1. if, due to a sale of shares or for other reasons, the requirements for financial integration of the coNtroLLED ENtitY into the coNtroLLiNG ENtitY for the purposes of tax law are no longer met following completion of the measure concerned;

   2. if the coNtroLLiNG ENtitY contributes the shareholding in the coNtroLLED ENtitY to the capital of another entity; or

   3. if the coNtroLLiNG ENtitY or the coNtroLLED ENtitY is merged, de-merged or liquidated.

4. In the event that the validity of this Agreement or its proper execution

is not, or not fully, recognised for tax purposes, the Parties agree that the minimum term will then commence only on the first day of that financial year of the coNtroLLED ENtitY for which the requirements for the tax recognition of its validity or its proper execution are met, or met again, for the first time.

Section 5 Final provisions

1. Amendments and additions to this agreement require the approval of the general meeting of the coNtroLLiNG ENtitY and the general meeting of the coNtroLLED ENtitY. The approval of the coNtroLLED ENtitY must be unanimous and requires entry in the commercial register for the coNtroLLED ENtitY.

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2. Furthermore, amendments and additions to this Agreement must be made in writing, unless notarisation is required. This also applies to any waiver of this written form requirement.

3. If a provision of this Agreement is or becomes invalid, impracticable or unenforceable, in whole or in part, or if the Agreement contains an omission, this does not affect the validity and enforceability of the remaining provisions. The Parties agree to replace the invalid, impracticable, unenforceable or missing provision with a valid, practicable and enforceable provision that comes closest to the economic purpose the Parties intended.

Neutraubling, 27 February 2026

krones Aktiengesellschaft Christoph Klenk

Chief Executive Officer (Ceo)

krones Aktiengesellschaft Uta Anders

Member of the Executive Board (Cfo)

krones Holding International GmbH Malgorzata Tarchala

Managing Director