Invitation
Annual General Meetingof Shareholders 2022

To the shareholders of Signify N.V.
The Board of Management is pleased to invite you to the company’s
Annual General Meeting on

Tuesday May 17, 2022, at 14:00 CET
at High Tech Campus 48, 5656 AE Eindhoven, the Netherlands

Agenda1

Presentation by CEO Eric Rondolat

7

Composition of the Supervisory Board
Proposal to appoint Bram Schot as member of the2Remuneration report 2021

Supervisory Board (voting item)

Advisory vote on the remuneration report 2021
(voting item)

8

Authorizations of the Board of Management to(a) issue shares or grant rights to acquire shares,

3

Explanation of the policy on additions to reservesand (b) restrict or exclude pre-emptive rights

and dividendsa.	Proposal to authorize the Board ofManagement to issue shares or grant rights to4

Financial statements 2021

acquire shares (voting item)b.	Proposal to authorize the Board of

Proposal to adopt the financial statements for theManagement to restrict or exclude pre-emptive

financial year 2021 (voting item)

rights (voting item)
5Dividend
Proposal to adopt a cash dividend of EUR 1.45 per9Authorization of the Board of Management toordinary share from the 2021 net income (votingacquire shares in the companyitem)

Proposal to authorize the Board of Management toacquire shares in the company (voting item)

6Discharge members of the Board of Management
and the Supervisory Board

10 Cancellation of shares
Proposal to cancel shares in one or more tranchesa.	Proposal to discharge the members of theBoard of Management in respect of their duties

as to be determined by the Board of Management

performed in 2021 (voting item)(voting item)b.	Proposal to discharge the members of theSupervisory Board in respect of their duties

11Any other businessperformed in 2021 (voting item)

2

Signify Invitation Annual General Meeting of Shareholders 2022

Explanation agenda
1Presentation by CEO Eric Rondolat
CEO Eric Rondolat will give a presentation on the performance of Signify in 2021.

2 Remuneration report 2021
The remuneration report 2021 is included in chapter 9 of the Annual Report 2021, which is available on thecompany’s website. The remuneration report explains the remuneration policies for the Board of Management andthe Supervisory Board, and the implementation of these policies in 2021.
In accordance with Dutch law, the remuneration report 2021 will be discussed and shareholders will have theopportunity to cast an advisory vote on the remuneration report 2021. It is proposed to approve the remuneration
report 2021.

3 Explanation of the policy on additions to reserves and dividends
CFO Javier van Engelen will explain Signify’s policy on additions to reserves and dividends.
See also section 11.4 (Capital allocation) of the Annual Report 2021.

4 Financial statements 2021
Proposal to adopt Signify’s financial statements for the financial year 2021.

Signify Invitation Annual General Meeting of Shareholders 20223

5 Dividend
Proposal to adopt a cash dividend of EUR 1.45 per ordinary share from the 2021 net income. This represents anincrease of 4% compared with the dividend for 2020.
If this dividend proposal is adopted by the General Meeting, the shares will be traded ex-dividend as of May 19,
2022 and the dividend record date will be May 20, 2022. The dividend payment date will be May 31, 2022.
A cash dividend is, in principle, subject to 15% Dutch dividend withholding tax, which will be deducted from thecash dividend paid to the shareholders. Some shareholders may be eligible to claim a tax credit for, or a refundof, the tax withheld, if certain conditions are met. Shareholders are advised to consult their tax advisor on theapplicable situation both with respect to withholding tax and the possibility to claim a tax credit for, or a refundof, the tax withheld, as well as the tax due (such as corporate income tax, personal income tax) on the dividend
received.

6 Discharge members of the Board of Management and the Supervisory Boarda)	Proposal to discharge the members of the Board of Management in respect of their duties performed in 2021	Proposal to discharge the members of the Board of Management in office during the financial year 2021 fromliability in respect of the performance of their respective duties in the financial year 2021. The proposed
discharge only extends to matters set forth in the Annual Report 2021 or otherwise disclosed to the General
Meeting prior to the adoption of the resolution to discharge.
b)	Proposal to discharge the members of the Supervisory Board in respect of their duties performed in 2021	Proposal to discharge the members of the Supervisory Board in office during the financial year 2021 fromliability in respect of the performance of their respective duties in the financial year 2021. The proposeddischarge only extends to matters set forth in the Annual Report 2021 or otherwise disclosed to the General
Meeting prior to the adoption of the resolution to discharge.

4Signify Invitation Annual General Meeting of Shareholders 2022

7Composition of the Supervisory Board
Proposal to appoint Bram Schot as member of the Supervisory Board
In accordance with the company’s articles of association, the Supervisory Board has made a binding nominationon the appointment of Bram Schot as member of the Supervisory Board as from May 17, 2022. The term of theappointment will end at the closing of the Annual General Meeting to be held in 2026.
Bram Schot (Dutch, 60)
Bram Schot is currently a non-executive member of the Board of Directors at Shell, a senior advisor
to different companies, including Carlyle Group, and Professor Leadership & Transformation at
Bocconi University. He has a longstanding career in the Automotive industry, including as CEOof Audi Group, where he initiated the transition towards electrification, and Management Board
member of Volkswagen Group and Vice Chairman of Porsche Holding.
The Supervisory Board recommends the appointment of Bram Schot in view of his managerial experience, hisextensive technology knowledge and his strong understanding of the importance of a customer centric approach.
Bram Schot holds no shares in the capital of the company and is considered an independent member of theSupervisory Board pursuant to the Dutch Corporate Governance Code.
As announced by the company on January 27, 2022, Eelco Blok will reach the end of his four-year term at theGeneral Meeting 2022, and will then step down as a member of Signify’s Supervisory Board at his own request.

8 Authorizations of the Board of Management to (a) issue shares or grant rights toacquire shares, and (b) restrict or exclude pre-emptive rightsa)Proposal to authorize the Board of Management to issue shares or grant rights to acquire shares	Proposal to authorize the Board of Management for a period of 18 months, effective as from May 17, 2022, toissue ordinary shares or grant rights to acquire ordinary shares, subject to the approval of the Supervisory
Board, up to a maximum of 10% of the issued capital as at May 17, 2022.
b)

Proposal to authorize the Board of Management to restrict or exclude pre-emptive rights	Proposal to authorize the Board of Management for a period of 18 months, effective as from May 17, 2022, torestrict or exclude pre-emptive rights accruing to shareholders, subject to the approval of the Supervisory
Board, in connection with ordinary share issues pursuant to the authorization described under a) of thisagenda item above.
The proposals under a) and b) are intended to give the Board of Management flexibility in financing the company
in the most efficient manner, in covering obligations arising from the company’s long-term incentive performance
share plan and other employee share plans, and in the context of mergers, acquisitions and/or strategic alliances.
Adoption of these proposals by the General Meeting will replace the current authorizations of the Board ofManagement to (i) issue ordinary shares or grant rights to acquire ordinary shares, and (ii) restrict or exclude preemptive rights, which were granted by the General Meeting on May 18, 2021.
Signify Invitation Annual General Meeting of Shareholders 2022

59 Authorization of the Board of Management to acquire shares in the company
Proposal to authorize the Board of Management for a period of 18 months, effective as from May 17, 2022, tocause the company to acquire ordinary shares on the stock exchange or otherwise, subject to the approval of theSupervisory Board, at a price between the nominal value of the ordinary shares and 110% of the market price ofthe ordinary shares on Euronext Amsterdam (the market price being the average of the highest price on each of
the five days of trading prior to the date of acquisition, as shown in the Official Price List of Euronext Amsterdam),
provided that the maximum number of ordinary shares the company may acquire and hold, does not exceed 10%of the issued share capital as at May 17, 2022, plus an additional 10% of the issued capital as at that same date inconnection with the execution of share repurchases for capital reduction purposes.
The purpose of this proposal is to give the Board of Management flexibility in repurchasing ordinary shares in thecompany for, amongst others, the return of capital to its shareholders and/or, to the extent such authorizationis required, to fulfil the company’s obligations under its long-term incentive performance share plan and otheremployee share plans.
Adoption of this proposal by the General Meeting will replace the current authorization of the Board ofManagement to repurchase shares which was granted by the General Meeting on May 18, 2021.

10 Cancellation of shares
Proposal to cancel any or all ordinary shares in the share capital of the company held or to be acquired by thecompany under the authorization referred to under agenda item 9, resulting in a reduction of the company’sissued ordinary shares. The cancellation may be executed in one or more tranches. The number of shares thatwill be cancelled shall be determined by the Board of Management, with a maximum of the number of shares that
may be acquired in accordance with the authorization referred to under agenda item 9. Pursuant to the relevant
statutory provisions, cancellation may not be effected until two months after the resolution to cancel shares isadopted and publicly announced; this will apply for each tranche.
The purpose of this proposal is cancellation of ordinary shares held by the company or that will be acquired inaccordance with the authorization referred to under agenda item 9, to the extent that such shares shall not be
used to cover obligations under share-based remuneration or other obligations.

6Signify Invitation Annual General Meeting of Shareholders 2022

Registration for the AGM and voting
The procedures for registration and voting at the Annual

Record DateGeneral Meeting of Shareholders of Signify N.V. onTuesday May 17, 2022 (the “AGM”) are described below.

Persons will be entitled to vote and to attend the AGM,provided they (1) are registered as a shareholder of

The AGM will be held at High Tech Campus 48, 5656 AE

Signify N.V. on Tuesday April 19, 2022, after processing

Eindhoven, the Netherlands. The meeting can also beof all settlements of that date (the “Record Date”) in thefollowed via a live video webcast that will be available

register mentioned below, and (2) have registered forat the company’s website (www.signify.com/agm).

the AGM in accordance with the procedure as set out

The meeting and webcast will start on May 17, 2022

below (the “Shareholders”).

at 14:00 CET. The meeting will be held in English, withsimultaneous translation services being available.

The Board of Management has designated as register:
the administrations at the Record Date of the banks
and brokers which are intermediaries (intermediairs)

AGM documentsof Euroclear Nederland within the meaning of theDutch Securities Giro Transfer Act (Wet giraal

The following meeting documents are available on theeffectenverkeer).

company’s website:• The AGM agenda and the explanatory notes to theRegistration for the AGM

agenda• A document containing instructions on registration
for the AGM and voting

Shareholders who, either in person or by proxy, wish

• Signify N.V.’s Annual Report 2021, including theto attend the AGM must register for the AGM fromfinancial statements for the financial year 2021,

Wednesday April 20, 2022 up to and including Tuesday

other information required by the Dutch Civil Code,May 10, 2022, before 17:00 CET as follows. Shareholders

the reports of the Board of Management and thecan register via www.abnamro.com/shareholder or viaSupervisory Board and the remuneration report 2021

the intermediary where their shares are administered.

These documents are also available for inspection andThe intermediaries must provide ABN AMRO no latercan be obtained free of charge at the office of thethan Wednesday May 11, 2022, at 13:00 CET with ancompany, Basisweg 10, 1043 AP Amsterdam or at ABNelectronic statement that includes the number of shares

AMRO via e-mail ava@nl.abnmro.com.

held by the relevant Shareholder on the Record Dateand the number of shares which have been applied forregistration. Upon registration, ABN AMRO will issue aregistration certificate for each Shareholder via therelevant intermediaries, including a unique registration
number for each shareholder.

Signify Invitation Annual General Meeting of Shareholders 2022

7

Voting by proxy

COVID-19; updated information on thecompany’s website

Shareholders registered in accordance with theprocedure stated above, may give a proxy including

At the time of publication of the agenda for the AGM,

voting instructions electronically to civil-law notary

we expect to be able to organize the AGM in person.

Cindy Smid or her substitute from Zuidbroek Corporate

To protect the health and safety of all participants in

Law Notaries. Shareholders can do so via

connection with the COVID-19 pandemic, Signify may

www.abnamro.com/shareholder (available as fromtake precautionary measures. Such measures may

April 20, 2022) no later than Tuesday May 10, 2022

include that Signify decides to convert the AGM into abefore 17:00 CET.

virtual meeting based on temporary Dutch legislation.
If any of the measures taken result in an organization

Admission to the AGMof the AGM that is different from the above, we will
publish these measures on the company’s website

Registration for admission to the AGM will take place on(www.signify.com/agm). You can also contact thethe day of the meeting from 13:15 CET until the start ofcompany’s Investor Relations at T: +31 20 24 55340.

the meeting at 14:00 CET. After this time, registration
for admission is no longer possible. Persons entitled toattend the AGM must present a valid admission ticket
for the AGM and may be asked for identification prior toMarch 31, 2022

being admitted and are therefore requested to carry a

Signify N.V.

valid identity document.

Board of Management

Questions prior to the AGM
Shareholders who registered for the AGM may submit
questions on the agenda items to the company via
e-mail, preferably in English, at IR@signify.com. We kindly
request shareholders to submit questions by Tuesday
May 10, 2022, before 17:00 CET.
When submitting questions prior to the meeting,shareholders are kindly requested to state the uniqueregistration number stated on their registration
certificate. Shareholders who registered and provided
voting instructions for the meeting though who did notreceive such number can reach out to ABN AMRO via
ava@nl.abnamro.com.

8Signify Invitation Annual General Meeting of Shareholders 2022

Signify
High Tech Campus, building 485656 AE Eindhoven
The Netherlands

How to get there by car?

How to get there by public transport?

In your navigation system, use the address “Professor

From Eindhoven train station, you can take bus line

Holstlaan 4”. At the High Tech Campus Eindhoven, please407/408 to bus stop “HTC/The Strip”. Please check thefollow the sign “P4 Zuid” and enter the parking at thelatest information via the public transport operators.

sign “Visitors only Signify Lighting Application Center”.
At the barrier, please use the intercom and press thebutton HTC 48.
Berkenbos

4443

P4 EastEast

4632Hig

P4 WestWest

East
P3 EastWest
P3 West2726

BICYCLEBRIDGE

33

3748

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The Strip

3436

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BUS ROUTE 407:
Easy access,direct connect

P4SouthSouth

31
Dommeldal

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Parking
P4 Zuid4541

VEN CEN

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Signify
AGM

ENTRANCE
1-49
Dommel PoortBus stop

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291aP05660
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Signify Invitation Annual General Meeting of Shareholders 2022
N29Contact Signify
Investor Relations
E: IR@signify.com
T: +31 20 24 55340
https://www.signify.com/global/
our-company/investors