Learnd : EGM 2024 – Voting Results

learnd SE

Société européenne

Registered office: 9, rue de Bitbourg, L-1273 Luxembourg, Grand Duchy of Luxembourg

R.C.S. Luxembourg: B255487

(the "Company")

VOTING RESULTS OF THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS OF

THE COMPANY HELD ON 19 JUNE 2024 AT 12.30 PM CEST

ISIN LU2358378979

Votes: 11,142,417

Agenda item

Votes

Votes

Votes

Yes votes

Yes

No

No

Absten

validly cast

validly

validly

votes in

votes

votes

tion

cast /

cast / total

%

in %

share

voting

capital in

rights

%

(excluding

suspende

d voting

rights) in

%

1.Disclosure of conflicts of

11,142,417

42%

81%

11,142,417

100%

0

0

0

interest arising from

transactions subject to

article 442-18 of the law

of 10 August 1915 on

commercial companies,

as amended.

2.Conversion

of

the

one

11,142,417

42%

81%

11,142,417

100%

0

0

0

million two

hundred

fifty

thousand

(1,250,000)

class B2

shares without

nominal

value

of

the

Company (the "Class B2

Shares") into one million

two hundred fifty thousand

(1,250,000)

class

A

Agenda item

Votes

Votes

Votes

Yes votes

Yes

No

No

Absten

validly cast

validly

validly

votes in

votes

votes

tion

cast /

cast / total

%

in %

share

voting

capital in

rights

%

(excluding

suspende

d voting

rights) in

%

shares

without

nominal

value of the Company.

3.Conversion

of

the

one

11,142,417

42%

81%

11,142,417

100%

0

0

0

million two

hundred

fifty

thousand

(1,250,000)

class

B3 shares without

nominal

value

of

the

Company (the "Class B3

Shares") into one million

two hundred fifty thousand

(1,250,000)

class

A

shares

without

nominal

value of the Company.

4.Amendment of article 16.1

11,142,417

42%

81%

11,142,417

100%

0

0

0

of

the

articles

of

association

of

the

Company.

5.Subject to the approval of

11,142,417

42%

81%

11,142,417

100%

0

0

0

items 2 and 3,

amendment and full

restatement of the articles

of association of the

Company in the form

published on its website

to take into account

notably the conversion of

the Class B2 Shares and

the Class B3 Shares.