Notice to the Annual General Meeting of Posti Group Corporation

Posti Group Corporation | Stock Exchange Release | March 2, 2026, at 2.00 p.m. Finnish time

The Board of Directors of Posti Group Corporation convenes the Annual General Meeting for Wednesday, April 15, 2026.

Notice is given to the shareholders of Posti Group Corporation (‘’Posti” or the “Company”) to the Annual General Meeting to be held on Wednesday April 15, 2026, at 2:30 p.m. Finnish time at Scandic Marina Congress Center, address: Katajanokanlaituri 6, FI-00160 Helsinki, Finland (“AGM 2026”). The reception of persons who have registered for the meeting and the distribution of voting tickets will commence at 1:00 p.m. Finnish time at the meeting venue.

Shareholders can also exercise their voting rights by voting in advance. Instructions for advance voting are presented in this notice under section C. Instructions for the participants in the AGM 2026.

It is possible for the shareholders to follow the General Meeting online via webcast. Shareholders are, however, advised to note that it is not possible to ask questions, make counterproposals, make other interventions, or vote via webcast. Following the meeting via webcast is not considered as participation in the General Meeting. Instructions on how to follow the webcast are available on the Company's website https://www.posti.com/en/investors/agm/2026 .

Before the AGM 2026, starting from 1:30 p.m. Finnish time, Posti Group’s President and CEO Antti Jääskeläinen and other representatives of the management will be available in Scandic Marina Congress Center to discuss with the shareholders. The event is not part of the AGM 2026, it will be held in Finnish, and it is not webcasted. In connection with the event, the shareholders can present questions to the Company’s management, but the event will not be a forum for decision-making. Questions presented at the event are thus not questions referred to in Chapter 5 Section 25 of the Finnish Companies Act. The event will close at 2:00 p.m. Finnish time at the latest.

A. Matters on the agenda of the AGM 2026

At the AGM 2026, the following matters will be considered:

1. Opening of the meeting 

2. Calling the meeting to order

3. Election of persons to confirm the minutes and to supervise the counting of votes

4. Recording the legality of the meeting

5. Recording the attendance at the meeting and confirmation of the list of votes

6. Presentation of the Financial Statements including the Consolidated Financial Statements, the Report of the Board of Directors, the Auditor’s Report and the Assurance Report on the Sustainability Statements for the Financial Year 2025

President and CEO’s presentation.

The Annual Report 2025, which includes the Financial Statements, the Consolidated Financial Statements, the Report of the Board of Directors, the Auditor’s Report and the Assurance Report on the Sustainability Statements for the financial year 2025, will be available on the Company’s website at https://www.posti.com/en/investors/agm/2026 as from March 17, 2026.

7. Adoption of the Financial Statements and the Consolidated Financial Statements 2025

8. Resolution on the use of the profit shown on the balance sheet and the distribution of dividend

The Board of Directors proposes to the AGM 2026 that a dividend of EUR 0.84 per share be paid based on the balance sheet adopted for the financial year 2025. The proposal would correspond to a distribution of EUR 34,020,000 in aggregate for all currently registered 40,500,000 shares. The Board proposes that the dividend be paid in two instalments.

The first dividend instalment, EUR 0.42 per share, is proposed to be paid to shareholders registered in the Company’s register of shareholders maintained by Euroclear Finland Oy on the record date for the first dividend instalment April 17, 2026. The Board proposes that the payment date for the first dividend instalment would be April 24, 2026. 

The second dividend instalment, EUR 0.42 per share, is proposed to be paid to shareholders registered in the Company’s register of shareholders maintained by Euroclear Finland Oy on the record date for the second dividend instalment October 19, 2026. The Board proposes that the payment date for the second dividend instalment would be October 26, 2026. 

9. Resolution on the discharge of the members of the Board of Directors and the Supervisory Board as well as the CEO and the Deputy Managing Director from the liability

10. Adoption of the Remuneration Report

The Board of Directors proposes that the AGM 2026 adopt the Remuneration Report for the financial year 2025. The resolution by the AGM 2026 on the matter is advisory.

The Remuneration Report will be available on the Company’s website at https://www.posti.com/en/investors/agm/2026 as from March 17, 2026.

11. Consideration of the Remuneration Policy

The Board of Directors proposes that the AGM 2026 resolve to support the Remuneration Policy. The resolution by the AGM 2026 on the matter is advisory.

The Remuneration Policy is available on the Company’s website at https://www.posti.com/en/investors/agm/2026 .

12. Resolution on the remuneration for the members of the Board of Directors

The Shareholders’ Nomination Board proposes to the AGM 2026, as announced on January 23, 2026, that the following remuneration be paid to Chair, Deputy Chair and other members of the Board of Directors for the term starting at the end of the AGM 2026 and ending at the end of the Annual General Meeting 2027 (monthly remuneration for 2025 converted to annual fees, in brackets):

Fixed annual fees
As to the fixed annual fees the proposed remuneration is:
Chair EUR 58,000 (52,800);
Deputy Chair EUR 34,000 (31,200);
Committee Chair EUR 34,000 (31,200) provided that she/he does not simultaneously serve as Chair or Deputy Chair of the Board; and
Member EUR 28,000 (26,400).

Meeting fees
In addition to the fixed annual fees, a meeting fee for attending Board or Committee meetings would be payable as follows:
EUR 1,000 (600) per meeting attended in person in the country of residence;
EUR 2,000 (1,200) per meeting attended in person out of the country of residence; and
EUR 1,000 (600) per meeting attended remotely.
No meeting fee would be payable for decisions confirmed in writing without having a meeting.

Travel expenses by the Board members would be reimbursed in line with the Company’s travel policy.

Payment of remuneration
The Shareholders’ Nomination Board also proposes that a part of the fixed annual fee be paid in Posti Group Corporation’s shares acquired from the market as follows: 
Approximately 40% of the fixed annual fee would be paid in shares and the remainder in cash. The shares will be acquired on behalf and in the name of the Board members within two weeks starting from the first trading day on Nasdaq Helsinki following the publication of Posti Group Corporation interim report for January 1 – March 31, 2026. If the shares cannot be acquired and/or delivered due to reasons related to the company or the Board members, the shares will be acquired later, or the fixed annual fee will be paid entirely in cash. The Company will bear the cost and the transfer tax, if any, arising from the purchase of shares.

The meeting fees would be paid entirely in cash.

13. Resolution on the number of members of the Board of Directors

The Shareholders’ Nomination Board proposes to the AGM 2026 as announced on January 23, 2026 that the Board of Directors shall have seven (7) members.

14. Election of Chair, Deputy Chair and other members of the Board of Directors

The Shareholders’ Nomination Board proposes to the AGM 2026, as announced on January 23, 2026, that the following current members of Posti’s Board of Directors - Raija-Leena Hankonen-Nybom, Jukka Leinonen, Frank, Marthaler, Tuomas Mäkipeska, Minna Pajumaa, Sanna Suvanto-Harsaae and Stefan Svensson – would be re-elected for a term ending at the end of the Annual General Meeting 2027. Mervi Airaksinen has informed that she will no longer be available as Posti’s Board member.

The Shareholders’ Nomination Board further proposes that Sanna Suvanto-Harsaae be elected as Chair of the Board and Jukka Leinonen as Deputy Chair of the Board.

As to the election process, the Shareholders’ Nomination Board recommends that the shareholders take a position on the proposal on the composition of the Board of Directors as a whole. In addition to ensuring that individual Board member candidates possess the required competences, the Shareholders’ Nomination Board has also confirmed that the proposed Board of Directors as a whole has the best possible expertise and experience for Posti and that the composition of the Board of Directors also meets other requirements of the Finnish Corporate Governance Code for listed companies.

All candidates have given their consent to the position, and they are all independent of the Company. They are also all independent of the significant shareholders, except Minna Pajumaa, who is a civil servant at the Ownership Steering Department of the Prime Minister’s Office.

All candidates and the evaluation regarding their independence are presented on the Company’s website at https://www.posti.com/en/investors/agm/2026 .

15. Resolution on the remuneration for the Auditor

The Board of Directors proposes to the AGM 2026, on the recommendation by the Audit, Risk and Sustainability Committee, that the auditor to be elected for the financial period 2026 be paid based on reasonable invoices approved by the Audit, Risk and Sustainability Committee.

16. Election of the Auditor

The Board of Directors proposes to the AGM 2026, on the recommendation by the Audit, Risk and Sustainability Committee, that PricewaterhouseCoopers Oy, a firm of authorized public accountants, be elected as the Company’s auditor for the financial period 2026. The auditor’s term ends at the close of the Annual General Meeting 2027.

PricewaterhouseCoopers Oy has informed the Company that if it was elected as auditor, Authorized Public Accountant (APA) Samuli Perälä would continue as the lead audit partner.

In addition, it is proposed that the auditor be requested to provide a statement on the discharging from liability of the members of the Board of Directors, the CEO and the Deputy Managing Director, and on the Board’s proposal for distribution of funds.

Recommendation by the Audit, Risk and Sustainability Committee for election of the auditor is available on the Company’s website at https://www.posti.com/en/investors/agm/2026 .

17. Resolution on the remuneration for the Sustainability Reporting Assurer

The Board of Directors proposes to the AGM 2026, on the recommendation by the Audit, Risk and Sustainability Committee, that the sustainability reporting assurer to be elected for the financial period 2026, be paid based on reasonable invoices approved by the Audit, Risk and Sustainability Committee.

18. Election of the Sustainability Reporting Assurer

The Board of Directors proposes to the AGM 2026, on the recommendation by the Audit, Risk and Sustainability Committee, that PricewaterhouseCoopers Oy, an authorized sustainability audit firm, be elected as the Company’s sustainability reporting assurer for the financial period 2026. The sustainability assurer’s term ends at the close of the Annual General Meeting 2027.

PricewaterhouseCoopers Oy has informed the Company that if it was elected as sustainability reporting assurer, the APA and Authorized Sustainability Auditor (ASA) Samuli Perälä would continue as the principally responsible sustainability reporting assurer.

19. Authorizing the Board of Directors to resolve on the repurchase of the Company’s own shares

The Board proposes to the AGM 2026 that the Board be authorized to resolve on the repurchase of the Company’s own shares as follows: 

The aggregate maximum number of shares that may be repurchased in one or several resolutions based on the authorization shall not exceed 735,000 shares, which corresponds to approximately 1.81% of all the Company’s registered shares.

The repurchases of shares will be made using the Company’s unrestricted equity only, and at price based on the market price at the securities markets or a price otherwise formed in a competitive process. The Board shall resolve all matters related to the repurchases under the authorization.

The shares may be repurchased either through an offer to all shareholders on equal terms or through other means and otherwise than in proportion to the existing shareholdings of the Company’s shareholders (directed repurchases). Shares may be repurchased to be used in the Company’s incentive programs. Repurchased shares could also be held to be reissued, transferred further, or used for other purposes resolved by the Board. The authorization covers also taking the company’s shares as apledge. Derivatives customary on the capital market may be used for acquiring shares.

The authorization would be valid until the close of the Annual General Meeting 2027, however no longer than until October 15, 2027. 

20. Authorizing the Board of Directors to resolve on the issuance of shares

The Board proposes to the AGM 2026 that the Board be authorized to resolve on the issuance of the Company’s own shares as follows: 

The aggregate maximum number of shares that may be issued in one or several resolutions based on the authorization shall not exceed 735,000 shares, which corresponds to approximately 1.81% of all the Company’s registered shares.

The Board shall resolve all the terms and conditions of a share issue, including to whom, at what price and in which manner the shares are issued. The authorization covers issuance of the own shares held by the Company only, and the shares may be issued against consideration or without consideration.

The shares may be issued to all the shareholders in proportion to their existing shareholdings in the Company, or in a directed share issue, deviating from the shareholders’ pre-emptive subscription rights, if there is a weighty financial reason for doing so such as to potential mergers or acquisitions, to finance investments or other business-related transactions, to develop the Company’s capital structure, or to be used in connection with the Company’s incentive programs.

The authorization would be valid until the close of the Annual General Meeting 2027, however no longer than until October 15, 2027. 

21. Authorizing the Board of Directors to resolve on donations

The Board proposes to the AGM 2026 that the Board be authorized to resolve granting donations up to a total amount of EUR 100,000 in one or several lots for charitable or similar purposes of general interest. The Board shall resolve all matters relating to such donations, including the recipients, purpose of use, and other terms.

The authorization would be valid until the close of the Annual General Meeting 2027. 

22. Closing of the meeting

B. Documents of the AGM 2026

The proposals for resolutions on the agenda of the AGM 2026 and this notice are available on Posti’s website at https://www.posti.com/en/investors/agm/2026 . Posti’s Annual Report 2025 which includes the Financial Statements, Consolidated Financial Statements , the Report of the Board of Directors (including the Sustainability Statements), the Auditor’s Report, and the Assurance Report on the Sustainability Statements, as well as the Remuneration Policy and the Remuneration Report for the financial year 2025 will be available on Posti’s website at https://www.posti.com/en/investors/agm/2026 as from March 17, 2026. The proposals for resolutions and the other above-mentioned documents will also be available at the meeting venue. The minutes of the AGM 2026 will be available on Posti’s website at https://www.posti.com/en/investors/agm/2026 as of April 29, 2026, at the latest.

C. Instructions for the participants in the AGM 2026

1. Registration for the AGM 2026

a) Shareholders with shares registered with Euroclear Finland Oy

Each shareholder, who is registered on April 1, 2026, in the shareholders’ register of the Company, maintained by Euroclear Finland Oy, has the right to participate in the AGM 2026. A shareholder, whose shares in the Company are registered on the shareholder’s personal Finnish book-entry account, is registered in the shareholders’ register of the Company.

The registration period for the AGM 2026 commences on March 3, 2026, at 9:00 a.m. Finnish time. A shareholder, who is registered in the Company’s shareholders’ register and who wishes to participate in the AGM 2026, must register for the AGM 2026 by giving a prior notice of participation no later than April 8, 2026, at 3:59 p.m. Finnish time, by which time the registration must be received. Such notice of registration can be given:

• Electronically via the Company’s website at https://www.posti.com/en/investors/agm/2026. Electronic registration requires strong identification of the shareholder or his/her/their legal representative or proxy representative with a banking ID or mobile certificate.
• By e-mail to [email protected]
• By telephone registration through Innovatics Oy: +358 10 2818 909 on weekdays between 9:00 a.m. and 12:00 p.m. and between 1:00 p.m. and 4:00 p.m. Finnish time. When registering by phone, a shareholder cannot vote in advance.
• By regular mail: Innovatics Oy, AGM/Posti Group Corporation, Ratamestarinkatu 13 A, FI-00520 Helsinki, Finland.

Shareholders registering by e-mail or regular mail shall submit the registration form available on the Company’s website at https://www.posti.com/en/investors/agm/2026 or equivalent information. The registration form will be available on the Company’s website on March 3, 2026, at 9:00 a.m. Finnish time at the latest.

When registering, the shareholder and their representative shall provide requested information, such as the shareholder’s name, date of birth or Business ID, address, telephone number, e-mail address and the name of any assistant or proxy representative, and the date of birth, phone number and email address of any proxy representative. The personal data provided by the shareholders to Posti will be used only in connection with the AGM 2026 and with the processing of related necessary registrations.

The shareholder, their representative or proxy, must be able to prove their identity and/or right of representation at the meeting venue.

Further information on registration and advance voting is available by telephone during the registration period of the General Meeting by calling Innovatics Oy at +358 10 2818 909 on weekdays from 9:00 a.m. to 12:00 p.m. and from 1:00 p.m. to 4:00 p.m. Finnish time.

b) Holders of nominee-registered shares

A holder of nominee-registered shares has the right to participate in the AGM 2026 by virtue of such shares, based on which they on the record date of the AGM 2026, ie April 1, 2026, would be entitled to be registered in the shareholders’ register of the Company held by Euroclear Finland Oy. The right to participate in the AGM 2026 requires, in addition, that the shareholder on the basis of such shares has been temporarily registered in the shareholders’ register held by Euroclear Finland Oy on April 10, 2026, by 10:00 a.m. Finnish time at the latest. As regards nominee-registered shares, this constitutes due registration for the AGM 2026.

A holder of nominee-registered shares is advised to request without delay necessary instructions from their custodian bank regarding the temporary registration in the shareholders’ register of the Company, the issuing of proxy authorization documents and voting instructions as well as the registration and attendance for the AGM 2026 and advance voting. The account manager of the custodian bank shall temporarily register the holder of nominee registered shares, who wishes to participate in the AGM 2026, into the shareholders’ register of the Company at the latest by the time stated above, and if necessary, take care of advance voting on behalf of the holder of nominee-registered shares prior to the end of the registration period concerning holder of nominee-registered shares.

2. Proxy representative and powers of attorney

A shareholder of the Company may participate in the AGM 2026 and exercise his/her/their shareholder’s rights at the AGM 2026 by way of proxy representation. A proxy representative may also vote in advance as described in this notice.

Proxy representatives shall produce a dated proxy document or otherwise in a reliable manner demonstrate their right to represent the shareholder at the AGM 2026. Proxy representatives registering electronically for the AGM 2026 must identify themselves personally through strong electronic authentication, after which they can register on behalf of the shareholder they represent. The same applies to voting in advance electronically.

If a shareholder participates in the AGM 2026 by means of several proxy representatives representing the shareholder with shares in different securities accounts, the shares in respect of which each proxy representative represents the shareholder shall be identified in connection with the registration to the AGM 2026.

Proxy document templates are available on the Company’s website at https://www.posti.com/en/investors/agm/2026 on March 3, 2026, at 9:00 a.m. Finnish time at the latest.

Any proxy documents are requested to be submitted preferably as an attachment with the electronic registration or alternatively by mail to Innovatics Oy, AGM/Posti Group Corporation, Ratamestarinkatu 13 A, FI-00520 Helsinki, Finland or by e-mail to [email protected] . The proxy documents must be received before the end of the registration period. In addition to the delivery of proxy documents, the shareholder or his/her/their proxy shall register for the AGM 2026 in the manner described above in this notice.

3. Advance voting

Shareholders may also vote in advance on certain agenda items of the AGM 2026 in accordance with the following instructions.

a) Shareholders with shares registered with Euroclear Finland Oy

Each shareholder who is registered in the shareholders’ register of the Company maintained by Euroclear Finland Oy as described in subsection C.1a) above may vote in advance during the period between March 3, 2026, at 9:00 a.m. Finnish time – April 8, 2026, at 3:59 p.m. Finnish time in the following manners:

• Electronically on the Company’s website at https://www.posti.com/en/investors/agm/2026 . The service is accessed in the same way as described in the registration process outlined in section C.1.a) of this notice.
• By e-mailing the advance voting form or equivalent information to [email protected] or
• By regular mail by sending the advance voting form or equivalent information to Innovatics Oy, AGM/Posti Group Corporation, Ratamestarinkatu 13 A, FI-00520 Helsinki, Finland.

Shareholders voting in advance by email or regular mail shall submit the advance voting form available on the Company’s website at https://www.posti.com/en/investors/agm/2026 or equivalent information. The advance voting form will be available on the Company’ website on March 3, 2026, at 9:00 a.m. Finnish time at the latest.

Advance votes must be received by the end of the registration period. Submitting advance votes in this way before the end of registration and advance voting is considered registration for the AGM 2026, as long as the abovementioned information required for registration is provided.

A representative or proxy representative of the shareholder must in connection with the delivery of the advance voting form provide a dated proxy document or otherwise in a reliable manner demonstrate his/her/their right to represent the shareholder at the AGM 2026.

b) Holders of nominee-registered shares

For holders of nominee-registered shares, advance voting is carried out via the account manager of their custodian. The account manager may cast advance votes on behalf of the holders of nominee-registered shares that they represent in accordance with the voting instructions provided by the holders of nominee-registered shares during the registration period for the nominee-registered shares.

c) Other matters related to advance voting

Shareholders who have voted in advance and who wish to exercise their right to ask questions, demand a vote at the AGM 2026 or vote on a possible counterproposal under the Finnish Companies Act must participate in the AGM 2026 at the meeting venue in person or by way of proxy representation.

A proposal subject to advance voting is considered to have been presented without amendments at the AGM 2026.

Further information on registration and advance voting is available by telephone during the registration period of the General Meeting by calling Innovatics Oy at +358 10 2818 909 on weekdays from 9:00 a.m. to 12:00 p.m. and from 1:00 p.m. to 4:00 p.m. Finnish time.

Instructions regarding the advance voting will also be available on the Company’s website at https://www.posti.com/en/investors/agm/2026 on March 3, 2026, at 9:00 a.m. Finnish time at the latest.

4. Other instructions

The AGM 2026 will be conducted in the Finnish language. Simultaneous translation will be available in the meeting room into the English and, when relevant, Finnish languages.

The information concerning the AGM 2026 under the Finnish Companies Act and the Finnish Securities Markets Act is available on the Company’s website at https://www.posti.com/en/investors/agm/2026 . Pursuant to Chapter 5, Section 25 of the Finnish Companies Act, a shareholder who is present at the AGM 2026 has the right to request information with respect to the matters to be considered at the AGM 2026.

On the date of this notice to the AGM 2026, the total number of Posti’s shares is 40,500,000 conferring a total of 40,500,000 votes. Each share entitles to one vote. On the date of this notice, the Company does not hold any of its own shares.

The privacy notice is available on the Company’s website at https://www.posti.com/en/investors/agm/2026 .

Changes in shareholding occurring after the record date of the AGM 2026, April 1, 2026, will not affect the right to participate in the AGM 2026 or the number of votes of such shareholder at the AGM 2026.

Helsinki, March 2, 2026

Posti Group Corporation

BOARD OF DIRECTORS

Media inquiries:
Anu Laukkanen
VP, Communications
Tel: +358 50 460 5550

Investor inquiries:
Marja Mäkinen
VP, Investor Relations
Tel: +358 40 671 2999

Posti Group Corporation in brief

Posti is one of the leading delivery and fulfillment companies in Finland, Sweden, and the Baltics. We make our customers’ everyday lives smoother with a wide range of services, which include parcels, freight, and postal services as well as warehouse, fulfillment, and logistics services. Our goal is to transport completely fossil-free throughout the value chain by 2030 and zero our own emissions by 2040. Our net sales in 2025 amounted to EUR 1,447.6 million and we have approximately 13,700 employees. Posti Group’s shares are listed on the Nasdaq Helsinki official list in Finland. www.posti.com