{"id":973978,"date":"2026-06-19T16:33:23","date_gmt":"2026-06-19T20:33:23","guid":{"rendered":"https:\/\/www.marketnewsdesk.com\/index.php\/invitation-to-attend-the-extraordinary-shareholders-meeting-of-the-company-to-be-held-on-july-9-2026\/"},"modified":"2026-06-19T16:33:23","modified_gmt":"2026-06-19T20:33:23","slug":"invitation-to-attend-the-extraordinary-shareholders-meeting-of-the-company-to-be-held-on-july-9-2026","status":"publish","type":"post","link":"https:\/\/www.marketnewsdesk.com\/index.php\/invitation-to-attend-the-extraordinary-shareholders-meeting-of-the-company-to-be-held-on-july-9-2026\/","title":{"rendered":"Invitation to attend the extraordinary shareholders\u2019 meeting of the Company to be held on July 9, 2026"},"content":{"rendered":"
\n

\n REGULATED INFORMATION<\/b>
\n
June 19, 2026, 10:30pm CET \/ 4:30pm ET<\/p>\n

\n NYXOAH SA<\/b>
\n
(Euronext Brussels\/Nasdaq: NYXH)
Rue Edouard Belin 12, 1435 Mont-Saint-Guibert, Belgium
(hereinafter the \u201cCompany<\/b>\u201d)<\/p>\n

\n Invitation to attend the extraordinary shareholders\u2019 meeting of the Company <\/b>
\n
\n to be held on July 9, 2026<\/b>\n <\/p>\n

The board of directors of the Company is pleased to invite its securities holders to attend the extraordinary shareholders’ meeting of the Company, to be held on Thursday, July 9, 2026 at 2:00\u00a0p.m. CET <\/b>at the Company’s seat, or at such other place as will be indicated prior to such time. <\/p>\n

The Company will also set up a video conference to allow holders of securities of the Company who have duly registered for the extraordinary shareholders\u2019 meeting to follow the meeting remotely and ask questions, as the case may be in writing, during the meeting. The modalities to attend the meeting via video conference will be communicated to the relevant securities holders in due time. The videoconference will not qualify as an electronic communication tool to attend and vote at the extraordinary shareholders\u2019 meeting as referred to in Article 7:137 of the Belgian Code of Companies and Associations (the \u201cCCA<\/b>\u201d), but will be an extra facility for securities holders to follow the shareholders\u2019 meeting. Holders of securities wishing to attend the meeting via video conference and also validly vote on the items on the agendas, are invited to exercise their voting rights prior to the shareholders\u2019 meeting by following the rules set out in this convening notice, either by voting remotely by mail, or by giving a proxy to a representative of the Company.<\/p>\n

In order to facilitate the keeping of the attendance list on the day of the extraordinary shareholders’ meeting, the holders of securities issued by the Company and their representatives are invited to register as from 1:45 p.m. CET.<\/p>\n

\n AGENDA OF THE EXTRAORDINARY SHAREHOLDERS\u2019 MEETING <\/b>\n <\/p>\n

    \n
  1. \n \u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0<\/b>Acknowledgment and discussion of the special report by the board of directors drawn up in accordance with article 7:199 of the CCA relating to the proposal to renew the authorized capital <\/li>\n<\/ol>\n
      \n
    1. Renewal of the authorization to the board of directors to increase the share capital within the framework of the authorized capital <\/li>\n<\/ol>\n

      \n Proposed decision<\/u>: The shareholders\u2019 meeting resolves to renew the authorization to the board of directors to increase the share capital in one or several times, during a period of five (5) years as from the publication in the Annexes to the Belgian Official Gazette of this authorization, with an aggregate amount equal to the amount of the capital of the Company on the date immediately preceding the date of the shareholders\u2019 meeting resolving on the approval of the renewed authorized capital, and this in accordance with the terms and conditions set forth in the special report of the board of directors prepared in accordance with Article 7:199 of the CCA, as referred to in agenda item\u00a01 of this extraordinary shareholders\u2019 meeting.<\/i><\/p>\n

      \n Consequently, the shareholders\u2019 meeting resolves to delete the first and second paragraph of Article 7 (\u201cAuthorized capital\u201d) of the articles of association of the Company entirely and to replace such first and second paragraph of Article 7 respectively with the following text (whereby (i) the amount referred to between brackets in the first paragraph shall be the amount of the capital of the Company on the date immediately preceding the date of the shareholders\u2019 meeting resolving on the approval of the renewed authorized capital, (ii)\u00a0the date referred to between brackets in the second paragraph shall be the date of the shareholders\u2019 meeting approving the renewed authorized capital, and (iii) the other provisions of Article 7 remain in place and are re-approved): <\/i>\n <\/p>\n

      \n A)\u00a0\u00a0\u00a0<\/b>
      \n text of the first paragraph: \u201cThe board of directors is authorized to increase the capital of the company on one or several occasions in accordance with the Code of Companies and Associations by a maximum aggregate amount of EUR [amount of the capital of the Company on the date immediately preceding the date of the shareholders\u2019 meeting resolving on the approval of the renewed authorized capital].\u201d <\/i>\n <\/p>\n

      \n B)\u00a0\u00a0\u00a0<\/b>
      \n text of the second paragraph: \u201cThis authorization is valid for a period of five years as from the date of publication in the Annexes to the Belgian State Gazette of an extract of the minutes of the extraordinary shareholders\u2019 meeting of the company of [date of the shareholders\u2019 meeting approving the renewed authorized capital].\u201d <\/i>\n <\/p>\n

        \n
      1. Power of attorney to the notary\n<\/li>\n<\/ol>\n

        \n Proposed decision<\/u>: The shareholders\u2019 meeting decides to grant the acting notary, and any other notary of \u201cBerquin Notarissen\u201d, all powers to draw up and sign a restated version of the articles of association of the Company and to file them in the appropriate data base in accordance with applicable law.<\/i><\/p>\n

        \n ADMISSION FORMALITIES AND PARTICIPATION IN THE SHAREHOLDERS\u2019 MEETING<\/b>\n <\/p>\n

        In order to attend the extraordinary shareholders\u2019 meeting on July 9, 2026, the holders of shares, subscription rights and convertible bonds must comply with articles 26 and 27 of the Company\u2019s articles of association and the following formalities.<\/p>\n

        The holders of subscription rights or convertible bonds issued by the Company can, in accordance with Article 7:135 of the CCA, only attend the shareholders\u2019 meeting with a consultative vote. <\/p>\n

        In order to be able to participate in the extraordinary shareholders’ meeting, a holder of securities issued by the Company must satisfy two conditions: (a) be registered as holder of such securities on the registration date and (b) notify the Company, as described below.<\/p>\n

        \n Registration date<\/b>\n <\/p>\n

        The registration date is June 25, 2026 at midnight (Belgian time). Only persons registered as securities holders on that date and time will be entitled to attend and (if they are shareholders) vote at the meeting. The number of securities held by the securities holder on the day of the meeting will not be taken into account. <\/p>\n