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SCHWEITER.NETVOTE.CHINVITATION TO THE ANNUAL
GENERAL MEETING
SCHWEITER TECHNOLOGIES AG THURSDAY, 9 APRIL 2026
AT 10.30 A.M. (DOORS OPEN AT 10.00 A.M.)
THEATER CASINO ZUG ARTHERSTRASSE 2
6300 ZUG
Please note:
This English version is an unofficial translation of the official German version published on 19 March 2026 in the Swiss Official Gazette of Commerce and is for information purposes only. In case of any discrepancies, the German version shall prevail.
AGENDA AND PROPOSALS OF THE BOARD OF DIRECTORS
CHAIRMAN'S INTRODUCTION
REPORT ON THE 2025 FINANCIAL YEAR
VOTES ON THE FINANCIAL AND NON-FINANCIAL REPORTS FOR THE 2025 FINANCIAL YEAR
APPROVAL OF THE FINANCIAL REPORTS FOR THE 2025 FINANCIAL YEAR
The Board of Directors proposes that the financial report, the management report, the annual financial statements and the consolidated financial statements for 2025 be approved.
Notes
In its reports to the Annual General Meeting, the auditor KPMG AG has confirmed the consolidated financial statements and the annual financial statements for the 2025 financial year without restrictions and recommends that they be approved.
CONSULTATIVE VOTE ON THE REPORT ON NON-FINANCIAL MATTERS
FOR THE 2025 FINANCIAL YEAR
The Board of Directors proposes that the report on nonfinancial matters for the 2025 financial year be approved (consultative vote).
Notes
Free retained earnings (available
earnings) from the previous year
CHF
446 812 036
Net income 2025
CHF
19 980 784
Dividend paid
CHF
-21 459 420
Free retained earnings (available earnings)
CHF
445 333 400
The report on non-financial matters in accordance with article 964a ff. of the Swiss Code of Obligations takes account of the extended statutory requirements. For the Content Index - Essentials Service, GRI Services has verified that the GRI Index has been presented in a manner that meets the reporting requirements of the GRI Standards and that the information in the GRI Index is clearly presented and accessible to stakeholders. The vote will cover the sections of the Annual Report indicated on page 69.
CONSULTATIVE VOTE ON THE 2025 COMPENSATION REPORT
The Board of Directors proposes that the contents of the 2025 Compensation Report be noted in a non-binding consultative vote.
Notes
The vote on the 2025 Compensation Report is purely consultative. The Compensation Report is presented as a separate chapter of the 2025 Annual Report.
As statutory auditor, KPMG AG has audited the tables and information marked as "audited" on pages 103 to 107 of the 2025 Compensation Report for the disclosures pursuant to Art. 734a-734f CO and confirms that they comply with Swiss law and the Articles of Association.
DISCHARGE FROM LIABILITY OF THE
MEMBERS OF THE BOARD OF DIRECTORS AND THE EXECUTIVE MANAGEMENT
The Board of Directors proposes to discharge all its members and the members of the Executive Management from liability for the 2025 financial year.
Notes
The discharge from liability of the responsible bodies, namely the members of the Board of Directors and Executive Management, is a non-transferable authority of the Annual General Meeting in accordance with Art. 698 para. 2 point 7 of the Swiss Code of Obligations. The company is not aware of any facts that would prevent the granting of a full discharge of liability.
APPROPRIATION OF AVAILABLE EARNINGS
Proposal of the Board of Directors:
Payment of a dividend
of CHF 15.00 per share CHF 21 477 120
Earnings carried forward
CHF
423 856 280
Total
CHF
445 333 400
Notes
The appropriation of available earnings and the dividend payment are based on the financial statements reviewed by the auditors. If the proposal is approved, the dividend will be paid as of 15 April 2026. The last trading day entitling the holder to the payment of the dividend is 10 April 2026. Shares will be traded ex-dividend from 13 April 2026.
ELECTIONS
ELECTION OF THE MEMBERS AND THE
CHAIRMAN OF THE BOARD OF DIRECTORS
The Board of Directors proposes the election of Daniel Bossard, Vanessa Frey, Lars van der Haegen, Beat Siegrist and Stephan Widrig as members of the Board of Directors, and of Heinz O. Baumgartner as a member and (in the same vote) as Chairman of the Board, all for a term of one year.
Notes
Detailed résumés of all members of the Board of Directors are published in the 2025 Annual Report. These show that all members of the Board of Directors have extensive management experience in international companies and a wide range of expertise. Jacques Sanche has decided not to stand for re-election. The Board of Directors and the Executive Board would like to thank Jacques Sanche for his many years of valuable service. No replacement election is planned at this time.
ELECTION OF THE NOMINATION AND COMPENSATION COMMITTEE
The Board of Directors proposes the election of Daniel Bossard, Vanessa Frey and Beat Siegrist as members of the Compensation Committee, each for a term of one year.
Notes
In accordance with the Articles of Association, the Board of Directors appoints the Chairman of the Nomination and Compensation Committee. If Daniel Bossard is elected as a member of the Nomination and Compensation Committee, the Board of Directors intends to appoint him as Chairman.
ELECTION OF THE INDEPENDENT PROXY
The Board of Directors proposes the election of Proxy Voting Services GmbH, Zurich, as independent proxy for a term of one year until the conclusion of the next Annual General Meeting.
Notes
According to the law, the independent proxy must be elected by the Annual General Meeting each year. The Board of Directors proposes Proxy Voting Services GmbH for reasons of continuity.
ELECTION OF THE STATUTORY AUDITOR
The Board of Directors proposes the election of KPMG AG, Zug, for a term of one year.
Notes
The association with KPMG AG has proven to be very successful. The Board of Directors is of the view that KPMG AG remains eminently qualified to act as statutory auditor.
APPROVAL OF REMUNERATIONS
APPROVAL OF THE MAXIMUM TOTAL REMUNERATION FOR THE BOARD OF DIRECTORS
The Board of Directors proposes that a maximum total remuneration of CHF 1 050 000 (including contributions to pension plans and other social security contributions) be approved for the members of the Board of Directors for their term of office until the Annual General Meeting in 2027.
Notes
The total sum proposed is for the remuneration of a Board of Directors comprising now six members and will therefore be reduced compared to the prior year. Details of the remuneration of the members of the Board of Directors can be found in the Articles of Association and the Compensation Report.
APPROVAL OF THE MAXIMUM TOTAL REMUNERATION FOR THE EXECUTIVE MANAGEMENT
The Board of Directors proposes that a maximum total remuneration of CHF 3 000 000 (including contributions to pension plans and other social security contributions) be approved for members of the Executive Management for the 2027 financial year.
Notes
For their service, the members of the Executive Management receive a fixed basic salary and, as a rule, a performance-based salary component (including contributions to pension plans and other social security contributions). The total remuneration proposed by the Board of Directors is the maximum amount for the 2027 financial year and includes the maximum possible performance-based salary component of up to 200% of the fixed base salary in addition to the fixed base salary itself. The maximum total remuneration remains unchanged compared to the prior year. The payment of the performance-based salary component depends on the achievement of the predefined corporate goals as well as individual targets of each member of the Executive Management. Further details of the remuneration of the members of the Executive Management can be found in the Articles of Association and the Compensation Report.
INFORMATION
DOCUMENTS
The full 2025 Annual Report (including financial and nonfinancial reports, the Compensation Report, the auditor's reports and the motion on the appropriation of available earnings) has been available at https://www.schweiter.com since 27 February 2026.
VOTING RIGHTS
Shares entered in the share register with entitlement to vote at 5 p.m. (CEST) on 31 March 2026 carry voting rights. Shareholders who sell their shares after this point are not authorized to vote at the Annual General Meeting.
ADMISSION TICKETS AND VOTING DOCUMENTS
All shareholders entered in the share register on 19 March 2026 will receive this invitation to the Annual General Meeting, the reply slip with power of attorney as well as an addressed and prepaid return envelope. Admission tickets and voting cards will be provided up to 7 April 2026 at the latest upon registration. Early return of the enclosed registration form will assist in the preparation of the Annual General Meeting.
APPOINTMENT OF PROXY
Shareholders may exercise their voting right via a legal representative or by means of a written power of attorney or a representative of their choice. They may also choose to be represented by the independent proxy. At the Annual General Meeting of 9 April 2025, Proxy Voting Services GmbH, Zurich, was elected as independent proxy.
Shareholders may assign powers of attorney and instructions to the independent proxy, Proxy Voting Services GmbH, electronically via schweiter.netvote.ch. They may also use this address to register for the Annual General Meeting and order voting cards and admission tickets. The required personalized login details are enclosed with the voting documents. Changes to instructions given online are possible until 11.59 a.m. (CEST) on 7 April 2026.
ADMISSION
Once issued, admission tickets will cease to be valid if the associated shares are sold before the Annual General Meeting and the sale of such shares is reported to the share register.
LANGUAGE
The Annual General Meeting is conducted exclusively in German.
ELECTRONIC INFORMATION
Should you wish to receive the invitation to the Annual General Meeting in the future in electronic form only, you can select the respective option on schweiter.netvote.ch.
TRANSPORTATION
We would politely request that you travel by public transport if possible. From Zug railway station, it is a pleasant stroll along the lake. You will need to allow around 20 minutes. Alternatively, take the 611 or 605 bus to the "Theater Casino" stop or the 603 to "Bibliothek".
Schweiter Technologies AG
On behalf of the Board of Directors Heinz O. Baumgartner, Chairman Steinhausen, 19 March 2026
Schweiter Technologies AG Hinterbergstrasse 20
6312 Steinhausen, Switzerland
Tel. +41 41 757 77 00
info@schweiter.com https://www.schweiter.com