Notice of Annual General Meeting of Trophy Games Development A/S

Trophy Games Development A/S shareholders, CVR no. 29240299, are hereby convened to the annual general meeting.

The annual general meeting will be held on Tuesday, April 8, 2025, at 17:00 CEST, at Trophy Games Development A/S office located at Mikkel Bryggers Gade 4, 2nd floor, 1460 Copenhagen K.

The doors to the meeting open at 16.30. For the registration to be completed in due time, the participants must meet no later than 16:45 and present a valid ID and access card.

In accordance with the articles of association 6.1, the agenda is:

1. Report from the Board of Directors on the activities of the Company during the past year,
2. Presentation of the audited annual report for adoption,
3. Resolution on the allocation of profit or the treatment of loss according to the approved annual report
4. Election of members to the Board of Directors
5. Appointment of a state authorised public accountant
6. Proposals from the Board of Directors or the shareholders
   1. 6.a: Amendment of the time frame for convening general meetings
   2. 6.b: Authorisation to purchase treasury shares
   3. 6.c: Higher share capital increase authorization to the board
7. Any other business

Proposals:
Re Agenda Item 3:
The board of directors proposes not to pay dividends.

Re Agenda Item 4
The Board of Directors suggests the re-election of current board members Jan Dal Lehrmann, Rene Eghammer, Johan Eile, Mikkel Weider and Pernille Nørkær. Information about these candidates can be found in the Yearly Report for 2024.

Re Agenda Item 5
The board proposes the reelection of PwC as state-authorised public accountant.

Re Agenda Item 6
Proposal 6.a
The Board of Directors proposes to change 4.8 in the articles of association the minimum period for having general assembly agenda public goes from three weeks to two weeks. 

Reason: It will then match the regulation for calling the general assembly 2-4 weeks in advance.

Proposal 6.b
The Board of Directors proposes to authorize the Board of Directors to decide to let the company purchase treasury shares in the period from the annual general meeting of 2025 until next year’s general meeting at a total nominal value not exceeding 10% of the share capital, at the market price applicable at the time of acquisition with a deviation of up to 10%.

Reason: The company intends to use share buybacks as a supplement to dividends to adjust the company's capital structure.

Proposal 6.c
The board of Directors proposes extend the boards authorisation to increase share capital as per 3.1, 3.2, and 3.3 from the current January 27th, 2026 to January 27th, 2030. Furthermore, the Board of Directors proposes to increase the authorization to increase the share capital from the current nominally DKK 137,063 mentioned in 3.1,3.2, and 3.3 to nominally DKK 400,000.

Reason: The current authorization expires January 27th, 2026, to allow for larger acquisitions.

Re Agenda Item 7
There is no further business to be transacted.

Share capital
At the time of the notice of the general meeting, the Company’s nominal share capital is DKK 552,000 divided into shares of nominally DKK 0.02 each. Each share of DKK 0.02 carries one vote.

Attendance and voting rights at the general meeting
Any shareholder who has requested an admission card from the Company not later than April 4th 2025 at 23:59 (CEST) and who is registered as a shareholder in the Company’s register of owners on the day which is April 1st 2025 or at this time has registered and documented his ownership to the Company with a view to entering the register of owners is entitled to attend the general meeting.

Shareholders who have obtained admission cards and who are registered as shareholders in the Company’s Register of Owners on April 1st 2025, or at this time have registered and documented their ownership to the Company with a view to entering the Register of Owners have voting rights at the general meeting.

Register for admission
Admission cards can be ordered at the "Shareholder Portal" on the Trophy Games investor portal: https://investor.vp.dk/ip/ctrl/portal/Frontpage.do?command=&asident=29481
 
Proxy
A shareholder may attend the general meeting in person or by proxy. Both the shareholder
and the proxy may be accompanied by an adviser. The proxy shall be in writing and be dated. A proxy may be granted by using the form for proxy found on the "Shareholder Portal" on the Trophy Games https://investor.vp.dk/ip/ctrl/portal/Frontpage.do?command=&asident=29481

Voting by correspondence
Shareholders who cannot attend the general meeting may vote by correspondence. Votes by correspondence may be submitted via the "Shareholder Portal" on the Trophy Games investor portal: https://investor.vp.dk/ip/ctrl/portal/Frontpage.do?command=&asident=29481
Votes by correspondence cannot be revoked and must be in the hands of Trophy Games Development A/S no later than April 4th, 2025 at 23:59 (CET).

Additional information
The general meeting will be held in English. In connection with the general meeting, water, soda, tea, and coffee will be served. The audited annual report is available on the company’s website https://trophy-games.com/investor.

Questions from shareholders
Questions, if any, that the shareholders may have about the agenda and any other documents for the general meeting shall be received by the Company by email soren@trophy-games.com not later than one week before the general meeting is held.

Personal data
With regard to the collection and processing of personal data for the General Meeting, these are handled, stored, and deleted in accordance with the General Data Protection Regulation (GDPR).