Report of the Non-Executive Directors

Meetings

Our Board of Directors had 6 formal meetings in the course of 2025. The meetings were held in the months February, April, May, July, September and November/December. The committees of the Board of Directors also convened regularly and at least once per quarter.. Please refer to Sections “Report Audit and Compliance Committee” to “Report Commercialization Committee” below for the separate reports of the committees.

All Board of Director meetings and 21 out of 24 formal committee meetings were also attended by Tim Van Hauwermeiren, as executive director. In addition, several members of the Executive Management Team were invited to discuss specific items included on the Board of Director and committee meetings’ agendas.

Attendance Record Board of Director Meetings

In 2025, 6 Board of Directors meetings were held. The meeting attendance rate for our directors is set out in the table below.

In 2025, all of the 5 Board of Directors meetings with the Non-Executive Directors being present were held as closed sessions at the beginning or the end of other meetings. These meetings were attended by all Non-Executive Directors appointed at such time.

Activities

The agenda for the Board of Directors centers around the key business objectives for long-term value creation and the key risks involved, as well as the manner in which the Executive Management Team implements our strategy including our research and development pipeline and the commercialization of our products, our culture to ensure proper monitoring by the Non-Executive Directors, our financial position as well as the results of our subsidiaries, significant investment proposals, yearly budgets, the internal risk management and control system, talent development, succession planning and remuneration and appointment matters.

In 2025, the Board of Directors discussed a multitude of different themes. The Board of Directors primarily supervised and discussed the Company’s innovation mission and objectives towards our long-term strategic Vision 2030, reviewed the scientific pipeline and regulatory developments for all product candidates in several geographies, ensuring the required progression thereof. The Board of Directors furthermore reviewed and discussed our strategy for manufacturing processes, our supply chain and identified potential corresponding risks following the geopolitical environment. The Board also focused on the commercialization strategies and opportunities, contributing to our successful product launches, including the launch of the PFS in 2025, supporting innovation within commercialization efforts. The Board spent a significant amount of time on themes around cybersecurity and AI, including on NIS2 Directive requirements. In line with previous years, the Board of Directors also discussed talent development and succession planning, both for the senior leaders within the Company (within and beyond the Executive Management Team) and the Board of Directors. This led to Brian Kotzinthe renewal of the appointment of Anthony Rosenberg as Non-Executive Director and the attraction of several new members in the Company’s broader leadership team. Time was also spent discussing and evaluating the Company’s strategy surrounding the continued rapid growth and the measures undertaken to preserve our unique company culture. Finally, the Board of Directors spent a lot time discussing shareholder feedback on our journey on getting the remuneration policy approved during the 2025 Extraordinary General Meeting.

Board Evaluation

The Board of Directors evaluates its functioning and the functioning of its committees and of each individual director annually. The evaluation process is performed with the help of an external professional board evaluation consultant. In 2025, the evaluation was performed by Nasdaq Center for Board Excellence. The evaluation includes preparing specific questionnaires focusing on the skills and competences most relevant to us, and the most material board topics and challenges we face. The written questionnaire is then followed up by one-to-one interviews with the representative of Nasdaq Center for Board Excellence with each member of the Board of Directors, followed by a debrief and discussion held with the external evaluator and the entire Board of Directors both in writing (in form of a report) and in the form of a live discussion of the evaluation report aimed at distilling specific learnings and conclusions.

Based on the self-evaluation performed, the Non-Executive Directors concluded that the Board of Directors and its committees had properly discharged their responsibilities during 2025. The Board of Directors identified certain strengths and weaknesses and adopted a plan for further board development and succession in 2026. All directors consider the Board of Directors, in line with previous years to have high integrity with a continued commitment to high quality governance and a shared desire to continuously improve the Board of Directors. The importance to preserve this was highlighted by Nasdaq Center for Board Excellence. All Non-Executive Directors consider fostering further development and education of great importance, which can be developed in 2026 through advisory board sessions, deep-dives and other external educational courses. Lastly, all Non-Executive Directors will continue discussions on Board of Directors and the Executive Management team succession and focus on further developing profiles for future Board of Director candidates.

Report Audit and Compliance Committee

The Audit and Compliance Committee reports regularly to our Board of Directors on the exercise of its functions. It informs our Board of Directors about all areas in which action or improvement is necessary in its opinion and produces recommendations concerning the necessary steps that need to be taken. The audit review and the reporting on that review cover the Company and its subsidiaries as a whole and the external auditor is also present during these meetings.

In 2025, the main topics of discussion at the meetings were the 2024 consolidated financial statements and press release as well as interim consolidated financial statements and press releases, internal audit and external auditors’ reports, the review of quarterly forecasts and financial plan, tax updates, cash management, compliance with CSRD and updating the double materiality assessment), the Company’s ethics and compliance program, the Company’s cyber security program and risks related to AI, the Company’s privacy program and the certification of the recently included VOR (Verklaring Omtrent Risicobeheersing/statement on risk management) statement in the DCGC.

In 2025, 8 formal Audit and Compliance Committee meetings were held as well as multiple informal meetings. The formal meeting attendance rate for our Non-Executive Directors is set out in the table below.

Report Remuneration and Nomination Committee

The Remuneration and Nomination Committee assists the Board of Directors by, amongst other matters, regularly reviewing our remuneration policy, preparing remuneration proposals and periodically assessing the size and composition of the Board of Directors and the Executive Management Team and development of talent throughout the Company. During their deliberations in 2025, the main topics of discussion at the meetings were long-term succession and development planning for key Company leadership and proposing appropriate remuneration policies during the annual general meeting (AGM) held on May 27, 2025 (the 2025 General Meeting) and the EGM, taking into account stakeholder feedback following extensive engagement efforts and benchmarking all remuneration against our peer group.

In 2025, 6 formal Remuneration and Nomination Committee meetings were held as well as multiple informal meetings. The formal meeting attendance rate for our Directors is set out in the table below.

Report Research and Development Committee

The research and development committee functions as a sounding board to our research and development management, the Executive Management Team and the Board of Directors, and monitors our research and development goals, strategies and measures. In 2025, the committee held 5 formal meetings, in which it focused mainly on the vision and strategy on science, the Company’s research and development pipeline including its preclinical and clinical stage product-candidates, potential future indications for its commercial stage products and developments in relation to our IIP.

The meeting attendance rate for our directors is set out in the table below.

Report Commercialization Committee

The commercialization committee functions as a sounding board on branded and unbranded strategic marketing plans for the Board of Directors. In 2025, the committee held 5 formal meetings, in which it focused mainly on the continued commercialization efforts of VYVGART in gMG and CIDP, the execution of our launch of the PFS in the U.S. as well as the preparation for potential future launches, subject to obtaining further approvals.

The meeting attendance rate for our directors is set out in the table below.