Summary of the resolutions of the Annual General Meeting.
EQS-News: Kapsch TrafficCom AG / Announcement of the Results of the
   General Meeting
   Kapsch TrafficCom AG: Summary of the resolutions of the Annual General
   Meeting.

   03.09.2025 / 18:16 CET/CEST
   Announcement of the Results of the General Meeting, transmitted by EQS
   News - a service of EQS Group.
   The issuer is solely responsible for the content of this announcement.

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   Kapsch TrafficCom – Summary of the resolutions of the Annual General
   Meeting.

   Vienna, September 3, 2025 – Today’s Annual General Meeting of Kapsch
   TrafficCom AG passed the following resolutions:

     • No dividend payment for the financial year 2024/25; the entire net
       retained profits will be carried forward to new account.
     • Approval of the actions of the members of the Executive Board and the
       members of the Supervisory Board for the business year 2024/25.
     • Appointment of PwC Wirtschaftsprüfung GmbH, Vienna, as auditor, group
       auditor as well as the auditor of the sustainability statement for the
       financial year 2025/26.
     • Approval of the Remuneration Report 2024/25.
     • Election of Ms. Sonja Hammerschmid to the Supervisory Board for a term
       of office ending at the end of the Annual General Meeting deciding on
       the formal approval of actions for the business year 2028/29.
     • Resolution on the authorization of the Executive Board:

          • Pursuant to Section 65 (1) No. 8 as well as (1a) and 1b AktG, the
            Executive Board shall be authorized to purchase both via the
            stock exchange and over the counter own bearer shares of the
            Company of up to 10 % of the share capital of the Company for a
            validity period of 30 months from September 3, 2025, thus until
            the end of March 3, 2028, whereby the minimum consideration may
            not be more than 25 % below and the maximum consideration may not
            be more than 25 % above the weighted average closing price on the
            Vienna Stock Exchange of the last 20 (twenty) trading days
            preceding the start of the buyback program. Trade in own shares
            is excluded as a purpose of purchase. The said authorization may
            be exercised wholly or in part or also by way of several part
            amounts, with the option to make repeated use of the 10% limit,
            and in pursuit of one or several purposes by the Company, by a
            subsidiary (Section 189a (7) of the Austrian Business Enterprise
            Code (“Unternehmensgesetzbuch” or “UGB”)) or for the account of
            the Company by third parties.

            The Executive Board shall be authorized to resolve the purchase
            of own shares via the stock exchange and has to inform the
            Supervisory Board on the resolution afterwards. The purchase over
            the counter shall be subject to the Supervisory Board’s prior
            approval. A purchase of shares over the counter may be performed
            excluding the shareholders’ pro rata disposal rights.
             
          • For a period of five years with effect from September 3, 2025,
            the Executive Board shall be authorized pursuant to Section 65
            (1b) AktG, with the approval of the Supervisory Board, to resolve
            on the sale or appropriation of own shares in a different way
            than via the stock exchange or via a public offer, and exclude
            the shareholders’ pro rata subscription rights (exclusion of
            subscription rights), and to stipulate the conditions of sale.
            Authorization may be exercised wholly or in part or by way of
            several part amounts and in pursuit of one or several purposes by
            the Company or by a subsidiary (Section 189a (7) UGB) or for the
            account of the Company by third parties.
          • The Executive Board is authorized, with the approval of the
            Supervisory Board, to decrease the share capital of the Company
            by a redemption of own shares according to Section 65 (1) no. 8
            last sentence in conjunction with Section 122 AktG without any
            further resolution by the Shareholders’ Meeting. The Supervisory
            Board is authorized to resolve upon the amendments of the
            Articles of Association as a consequence of the redemption of
            shares.

            Reference is made to the Executive Board Report in accordance
            with Section 65 (1b) in conjunction with Sections 170 (2) and 153
            (4) sentence 2 AktG on this agenda item.

    

   Kapsch TrafficCom is a globally renowned provider of transportation
   solutions for sustainable mobility with successful projects in more than
   50 countries. Innovative solutions in the areas of tolling and traffic
   management contribute to a healthier world without congestion.

    With one-stop-shop-solutions, the company covers the entire value chain
   of customers, from components to design and implementation to the
   operation of systems.

    Kapsch TrafficCom, headquartered in Vienna, has subsidiaries and branches
   in more than 25 countries and is listed in the Prime Market segment of the
   Vienna Stock Exchange (ticker symbol: KTCG). In its 2024/25 financial
   year, more than 3,000 employees generated revenues of EUR 530 million.

    

    

   Press Contact:                   Investor Contact:
                                     
   Sandra Bijelic                   Marcus Handl, Teresa Hartlieb
   Head of Corporate Communications Investor Relations Team
   Kapsch TrafficCom AG             Kapsch TrafficCom AG
   Am Europlatz 2                   Am Europlatz 2
   1120 Vienna, Austria             1120 Vienna, Austria
   T +43 50 811 1720                T +43 50 811 1122
   (1)sandra.bijelic@kapsch.net     (2)IR.kapschtraffic@kapsch.net
                                     

    

   Further information: (3)www.kapsch.net  Follow us on LinkedIn

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   03.09.2025 CET/CEST

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   Language: English
   Company:  Kapsch TrafficCom AG
             Am Europlatz 2
             1120 Vienna
             Austria
   Phone:    +43 50811 1122
   Fax:      +43 50811 99 1122
   E-mail:   ir.kapschtraffic@kapsch.net
   Internet: www.kapschtraffic.com
   ISIN:     AT000KAPSCH9
   WKN:      A0MUZU
   Listed:   Vienna Stock Exchange (Official Market)


    
   End of News EQS News Service


   2192026  03.09.2025 CET/CEST

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References

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   2. mailto:IR.kapschtraffic@kapsch.net
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