Extraordinary general meeting of NN Group N.V. on Thursday 26 September 2019 at 10:00 CET

To the shareholders of NN Group N.V.

An extraordinary general meeting (‘EGM’) of NN Group N.V. (‘Company’) will be held on Thursday 26 September 2019 at 10:00 CET. The meeting will take place at the Company’s head office, Schenkkade 65, 2595 AS The Hague, the Netherlands. The agenda of this EGM comprises a single agenda item, the notice of the intended appointment of a member of the Executive Board of the Company. According to Dutch law and the articles of association of the Company, shareholders are not entitled to vote on such agenda item; it is a discussion item only. Shareholders will have the opportunity to ask questions or make remarks with respect to this agenda item during the EGM.

Meeting documents

The agenda and explanation of the single agenda item is available on this webpage. This document is also available for inspection at the Company’s head office, where copies can be obtained free of charge at the reception desk.

If you wish to receive copies of the meeting documents, please contact NN Group External Communications, tel. +31(0)70 513 03 03 or via email: external.communications@nn-group.com

The documents can also be obtained from ABN AMRO Bank N.V. (‘ABN AMRO’), Corporate Broking, Gustav Mahlerlaan 10, 1082 PP Amsterdam, the Netherlands, tel. +31(0)20 344 20 00 or via email: corporate.broking@nl.abnamro.com

Issued shares and voting rights

On 12 August 2019, the total number of issued ordinary shares in the share capital of NN Group N.V. was 340,016,930 and the total number of voting rights was 331,455,257. On 29 August 2019 after processing of all settlements per this date (‘Record Date’), the total number of issued ordinary shares in the share capital of NN Group N.V. was 340,016,930 and the total number of voting rights was 326,495,579. Note however, that the agenda for the EGM does not comprise any voting item, so no voting will take place at the EGM.

Attendance instructions

Record date

Shareholders may attend the EGM, if they hold shares in the share capital of NN Group N.V. on Record Date.

Attending in person

Shareholders entitled to attend the EGM who wish to attend the meeting in person must register with ABN AMRO via www.abnamro.com/evoting or through the intermediary in whose administration the shareholder is registered as holder of shares of the Company (‘Intermediary’) from 30 August 2019 and no later than 19 September 2019, 17:00 CET. The Intermediary must provide ABN AMRO no later than 20 September 2019, 11:00 CET, via www.abnamro.com/intermediary with a statement including the number of shares in the share capital of the Company registered by the Intermediary in the name of the shareholder concerned at the Record Date, as well as the full address details of the shareholder concerned in order to be able to verify the shareholding on the Record Date in an efficient manner.

The shareholder will receive a receipt of registration, which will serve as an admission ticket to the EGM.

Proxy

Shareholders entitled to attend the EGM who are not able to attend in person can grant a proxy to a third party to represent them at the meeting. Shareholders who wish to grant a proxy can do so from 30 August 2019 and no later than 19 September 2019, 17:00 CET, via www.abnamro.com/evoting or through their Intermediary. The Intermediary must provide ABN AMRO no later than 20 September 2019, 11:00 CET, via www.abnamro.com/intermediary  with the statement as referred to above. Alternatively, a written power of attorney form can be downloaded from www.nn-group.com/egm, including further instructions.

 Registration on 26 September 2019

Shareholders or their representative(s) who wish to attend the EGM are requested to register between 9:00 CET and the start of the meeting at 10:00 CET on 26 September 2019 2019. It is not possible to register after this time. The admission ticket must be provided on arrival. Attendees to the meeting may be asked to provide proof of identity.

Directions

Car

Coming from Utrecht, Amsterdam and Rotterdam (A12):

Coming from the Utrechtsebaan take Exit 3 for Bezuidenhout/Mariahoeve. Turn left at the traffic lights. Directly after the driveway of the ‘Haagsche Zwaan’ keep right in order to reach the road parallel to the Schenkviaduct. Turn left at the end, underneath the viaduct. Follow the signs ‘bezoekers’ (visitors) leading you to the entrance of the parking lot for visitors on the right.

Coming from Voorburg, Wassenaar, Leiden and Amsterdam (A44):

Coming from the A44 turn left in the direction of Voorburg/ Leidschendam. You will come onto the Laan van Nieuw Oost-Indië. At the fifth trafic light turn right, in the direction of Rijswijk. You are on the Schenkkade and keep straight until the third traffic light. After the driveway of the ‘Haagsche Zwaan’ keep right in order to reach the road parallel to the Schenkviaduct. Turn left at the end, underneath the viaduct. Follow the signs ‘bezoekers’ (visitors) leading you to the entrance to parkingfacilities for visitors on the right.

Public Transport

Haagse Poort can be easily reached via Centraal Station, Station Laan van NOI and Station Beatrixkwartier.

  • Centraal Station (bus, metro, tram and train): by bus or tram to Beatrixkwartier and then by foot. By foot from CS, about 15 minutes.
  • Station Laan van NOI (bus, metro, tram and train): by foot, about 15 minutes.
  • Tramstop Beatrixkwartier: by foot, about 5 minutes.