VEON Implements New Clawback Policy and Updates Incentive Plans to Enhance Accountability in Compliance with Nasdaq Listing Standards Amsterdam, 27 November 2023 – VEON Ltd. (NASDAQ: VEON, Euronext Amsterdam: VEON), a global digital operator that provides converged connectivity and online services, today announces governance enhancements to its executive remuneration structure, underscoring its commitment to ethical corporate governance practices and financial integrity. The Board of Directors of VEON (the “Company”) has introduced a robust Policy for the Recovery of Erroneously Awarded Compensation (the “Clawback Policy”) to align with Section 10D and Rule 10D-1of the Securities Exchange Act of 1934 and the listing standards adopted by NASDAQ. Effective 2 October 2023, the Clawback Policy enables the Company to recover erroneously awarded incentive-based compensation from current and former Executive Officers (as defined in the Clawback Policy) in the event that it is required to prepare an accounting restatement. This step is crucial in maintaining transparency and accountability, particularly in instances requiring accounting restatements. In tandem with the adoption of the Clawback Policy, the Board of Directors has also revised existing incentive-based compensation plans to further align executive remuneration with shareholder interests and corporate objectives. The amended incentive-based compensation plans, copies of which are filed as Exhibits 99.3, 99.4 and 99.5 to the Company’s Current Report on Form 6-K filed today, reflect VEON’s continuous effort to ensure its governance structure evolves in line with industry best practices. The foregoing description of the Clawback Policy does not purport to be complete and is qualified in its entirety by reference to the full text of the Clawback Policy, a copy of which is filed as Exhibit 99.2 to the Company’s Current Report on Form 6-K filed today. About VEON VEON is a digital operator that provides converged connectivity and digital services to nearly 160 million customers. Operating across six countries that are home to more than 7% of the world’s population, VEON is transforming lives through technology- driven services that empower individuals and drive economic growth. Headquartered in Amsterdam, VEON is listed on NASDAQ and Euronext. For more information visit: https://www.veon.com. Disclaimer This release contains “forward-looking statements,” as the phrase is defined in Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S.

Securities Exchange Act of 1934, as amended. Forward-looking statements are not historical facts, and include statements relating to, among other things, VEON’s governance, strategy and investment plans. Forward-looking statements are inherently subject to risks and uncertainties, many of which VEON cannot predict with accuracy and some of which VEON might not even anticipate. The forward-looking statements contained in this release speak only as of the date of this release. VEON does not undertake to publicly update, except as required by U.S. federal securities laws, any forward-looking statement to reflect events or circumstances after such dates or to reflect the occurrence of unanticipated events. Contact Information: VEON Hande Asik Group Director of Communication pr@veon.com

1 Policy for the Recovery of Erroneously Awarded Compensation Policy Owner: Group General Counsel Effective Date: October 2, 2023 I. OVERVIEW In accordance with the applicable rules of The Nasdaq Stock Market (the “Nasdaq Rules” and “Nasdaq”, respectively), Section 10D and Rule 10D-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (“Rule 10D-1”), the Board of Directors (the “Board”) of VEON Ltd. (an exempted company limited by shares registered under the Companies Act 1981 of Bermuda, as amended, and registered with the Dutch Trade Register under registration number 34374835 as a company formally registered abroad) (the “Company”) has adopted this Policy (the “Policy”) to provide for the recovery of erroneously awarded Incentive-based Compensation from Executive Officers. Each Executive Officer’s right to participate in any Incentive-based Compensation plan of the Company or receive any Incentive-based Compensation from the Company shall be conditioned on the execution by such Executive Officer of Appendix 1 (Acknowledgement and Agreement Pertaining to the Veon Ltd Policy for the Recovery of Erroneously Awarded Compensation). All capitalized terms used and not otherwise defined herein shall have the meanings set forth in Section Error! Reference source not found., below. II. RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION (1) In the event of an Accounting Restatement, the Company will reasonably promptly recover the Erroneously Awarded Compensation Received in accordance with Nasdaq Rules and Rule 10D-1 as follows: (i) After an Accounting Restatement, the Remuneration and Governance Committee (if composed entirely of independent directors, or in the absence of such a committee, a majority of independent directors serving on the Board) (the “Committee”) shall determine the amount of any Erroneously Awarded Compensation Received by each Executive Officer and shall promptly notify each Executive Officer with a written notice containing the amount of any Erroneously Awarded Compensation and demand for repayment, return or forfeiture of such compensation, as applicable. (a) For Incentive-based Compensation based on (or derived from) the Company’s stock price or total shareholder return, where the amount of Erroneously Awarded Compensation is not subject to mathematical recalculation directly from the information in the applicable Accounting Restatement: (i) The amount to be repaid or returned shall be determined by the Committee based on a reasonable estimate of the effect of the Accounting Restatement on the Company’s stock price or total shareholder return upon which the Incentive-based Compensation was Received; and

2 (ii) The Company shall maintain documentation of the determination of such reasonable estimate and provide the relevant documentation to Nasdaq. (ii) The Committee shall have discretion, subject to applicable law, to determine the appropriate means of recovering Erroneously Awarded Compensation based on the particular facts and circumstances, which may include, without limitation: (a) requiring reimbursement of cash Incentive-based Compensation previously paid; (b) seeking recovery of any gain realized on the vesting, exercise, settlement, sale, transfer, or other disposition of any equity-based awards; (c) offsetting the recouped amount from any compensation otherwise owed by the Company to the Executive Officer; (d) cancelling outstanding vested or unvested equity awards; and/or (e) taking any other remedial and recovery action permitted by law, as determined by the Committee. Notwithstanding the foregoing, except as set forth in Section II(2) below, in no event may the Company accept an amount that is less than the amount of Erroneously Awarded Compensation in satisfaction of an Executive Officer’s obligations hereunder. (iii) To the extent that the Executive Officer has already reimbursed the Company for any Erroneously Awarded Compensation Received under any duplicative recovery obligations established by the Company or applicable law, it shall be appropriate for any such reimbursed amount to be credited to the amount of Erroneously Awarded Compensation that is subject to recovery under this Policy. (iv) To the extent that an Executive Officer fails to repay all Erroneously Awarded Compensation to the Company when due, the Company shall take all actions, subject to applicable law, reasonable and appropriate to recover such Erroneously Awarded Compensation from the applicable Executive Officer. The applicable Executive Officer shall be required to reimburse the Company for any and all expenses reasonably incurred (including legal fees) by the Company in recovering such Erroneously Awarded Compensation in accordance with the immediately preceding sentence. (2) Notwithstanding anything herein to the contrary, the Company shall not be required to take the actions contemplated by Section II(1) above if the Committee (which, as specified above, is composed entirely of independent directors or in the absence of such a committee, a majority of the independent directors serving on the Board) determines that recovery would be impracticable and any of the following conditions are met: (i) The Committee has determined that the direct expenses paid to a third party to assist in enforcing the Policy would exceed the amount to be recovered. Before making this determination, the Company must make a reasonable attempt to recover the Erroneously Awarded Compensation, documented such attempt(s) and provided such documentation to Nasdaq;

3 (ii) Recovery would likely cause an otherwise tax-qualified retirement plan, under which benefits are broadly available to employees of the Company, to fail to meet the requirements of Section 401(a)(13) or Section 411(a) of the Internal Revenue Code of 1986, as amended, and regulations thereunder; or (iii) Recovery would violate home country law where that law was adopted prior to November 28, 2022. Before concluding that it would be impracticable to recover any amount of erroneously awarded compensation based on violation of home country law, the Company must obtain an opinion of home country counsel, acceptable to Nasdaq, that recovery would result in such a violation, and must provide such opinion to Nasdaq. III. DISCLOSURE REQUIREMENTS The Company shall file all disclosures with respect to this Policy required by applicable U.S. Securities and Exchange Commission (“SEC”) filings and rules. IV. PROHIBITION OF INDEMNIFICATION The Company shall not be permitted to insure or indemnify any Executive Officer against (i) the loss of any Erroneously Awarded Compensation that is repaid, returned, forfeited or recovered pursuant to the terms of this Policy, or (ii) any claims relating to the Company’s enforcement of its rights under this Policy. Further, the Company shall not enter into any agreement that exempts any Incentive-based Compensation that is granted, paid or awarded to an Executive Officer from the application of this Policy or that waives the Company’s right to recovery of any Erroneously Awarded Compensation, and this Policy shall supersede any such agreement (whether entered into before, on or after the Effective Date of this Policy). V. ADMINISTRATION AND INTERPRETATION This Policy shall be administered by the Committee, and any determinations made by the Committee shall be final and binding on all affected individuals. The Committee is authorized to interpret and construe this Policy and to make all determinations necessary, appropriate, or advisable for the administration of this Policy and for the Company’s compliance with the Nasdaq Rules, Section 10D, Rule 10D-1 and any other applicable law, regulation, rule or interpretation of the SEC or Nasdaq promulgated or issued in connection therewith. It is intended that this Policy be interpreted in a manner that is consistent with the requirements of Nasdaq rules, Section 10D and Rule 10D-1 and any applicable rules or standards adopted by the SEC and the Nasdaq. VI. AMENDMENT; TERMINATION The Committee may amend this Policy from time to time in its discretion and shall amend this Policy as it deems necessary. The Board may terminate this Policy at any time. Notwithstanding anything in this Section VI to the contrary, no amendment or termination of this Policy shall be effective if such amendment or termination would (after taking into account any actions taken by the Company contemporaneously with such amendment or termination) cause the Company to violate any federal securities laws, SEC rule or Nasdaq rule.

4 VII. OTHER RECOVERY RIGHTS This Policy shall be binding and enforceable against all Executive Officers and, to the extent required by applicable law or guidance from the SEC or Nasdaq, their beneficiaries, heirs, executors, administrators or other legal representatives. The Committee intends that this Policy will be applied to the fullest extent required by applicable law. Any employment agreement, equity award agreement, compensatory plan or any other agreement or arrangement with an Executive Officer shall be deemed to include, as a condition to the grant of any benefit thereunder, an agreement by the Executive Officer to abide by the terms of this Policy. Any right of recovery under this Policy is in addition to, and not in lieu of, any other remedies or rights of recovery that may be available to the Company under applicable law, regulation or rule or pursuant to the terms of any policy of the Company or any provision in any employment agreement, equity award agreement, compensatory plan, agreement or other arrangement. For purposes of this Policy, the following capitalized terms shall have the meanings set forth below. (1) “Accounting Restatement” means an accounting restatement due to the material noncompliance of the Company with any financial reporting requirement under the U.S. securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements (a “Big R” restatement), or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period (a “little r” restatement). (2) “Clawback Eligible Incentive Compensation” means all Incentive-based Compensation Received by an Executive Officer (i) on or after the effective date of the applicable Nasdaq rules, (ii) (ii) after beginning service as an Executive Officer, (iii) who served as an Executive Officer at any time during the applicable performance period relating to any Incentive-based Compensation (whether or not such Executive Officer is serving at the time the Erroneously Awarded Compensation is required to be repaid to the Company), (iv) while the Company has a class of securities listed on a national securities exchange or a national securities association, and (v) during the applicable Clawback Period (as defined below). (3) “Clawback Period” means, with respect to any Accounting Restatement, the three completed fiscal years of the Company immediately preceding the Restatement Date (as defined below), and if the Company changes its fiscal year, any transition period of less than nine months within or immediately following those three completed fiscal years. (4) “Effective Date” means October 2, 2023. (5) “Erroneously Awarded Compensation” means, with respect to each Executive Officer in connection with an Accounting Restatement, the amount of Clawback Eligible Incentive Compensation that exceeds the amount of Incentive-based Compensation that otherwise would have been Received had it been determined based on the restated amounts, computed without regard to any taxes paid.

5 (6) “Executive Officer” means each individual who is currently or was previously an “officer” of the Company as defined in Rule 16a-1(f) under the Exchange Act. For the avoidance of doubt, the identification of an executive officer for purposes of this Policy shall include (i) each executive officer who is or was identified pursuant to Item 401(b) of Regulation S-K or Item 6.A of Form 20-F, as applicable, as well as the principal financial officer and principal accounting officer (or, if there is no principal accounting officer, the controller); and (ii) each senior executive reporting to the Group Chief Executive Officer . (7) “Financial Reporting Measures” means measures that are determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements, and all other measures that are derived wholly or in part from such measures. Stock price and total shareholder return (and any measures that are derived wholly or in part from stock price or total shareholder return) shall, for purposes of this Policy, be considered Financial Reporting Measures. For the avoidance of doubt, a Financial Reporting Measure need not be presented in the Company’s financial statements or included in a filing with the SEC. (8) “Incentive-based Compensation” means any compensation that is granted, earned or vested based wholly or in part upon the attainment of a Financial Reporting Measure. (9) “Nasdaq” means The Nasdaq Stock Market. (10) “Received” means, with respect to any Incentive-based Compensation, actual or deemed receipt, and Incentive-based Compensation shall be deemed received in the Company’s fiscal period during which the Financial Reporting Measure specified in the Incentive-based Compensation award is attained, even if the payment or grant of the Incentive-based Compensation to the Executive Officer occurs after the end of that period. (11) “Restatement Date” means the earlier to occur of (i) the date the Board, a committee of the Board or the officers of the Company authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the Company is required to prepare an Accounting Restatement, or (ii) the date a court, regulator or other legally authorized body directs the Company to prepare an Accounting Restatement.

6 APPENDIX 1 - Acknowledgement and Agreement Pertaining to the Veon Ltd Policy for the Recovery of Erroneously Awarded Compensation This Acknowledgment and Agreement (the “Acknowledgment”) is delivered by the undersigned employee (“Executive”), as of the date set forth below, to VEON Ltd (the “Company”). Effective as of October 2, 2023 (the “Effective Date”), the Board of Directors (the “Board”) of the Company adopted the VEON Ltd Policy for the Recovery of Erroneously Awarded Compensation, attached as Appendix 1 hereto (as amended, restated, supplemented or otherwise modified from time to time by the Board, the “Clawback Policy”). In consideration of the continued benefits to be received from the Company (and/or any subsidiary of the Company) and the Executive’s right to participate in, and as a condition to the receipt of, Incentive- based Compensation (as defined in the Clawback Policy), Executive hereby acknowledges and agrees to the following: 1. The Executive has read and understands the Clawback Policy and has had an opportunity to ask questions to the Company regarding the Clawback Policy. 2. The Executive is bound by and subject to the terms of the Clawback Policy and intends for the Clawback Policy to be applied to the fullest extent of the law. 3. The Clawback Policy shall apply to any and all Incentive-based Compensation that is (i) approved, awarded or granted to the Executive on or after the Effective Date or received by the Executive during the Clawback Period (as defined in the Clawback Policy). 4. The Executive is not entitled to indemnification or right of advancement of expenses in connection with any enforcement of the Clawback Policy by the Company. 5. In the event of any inconsistency between the provisions of the Clawback Policy and this Acknowledgment or any applicable incentive-based compensation arrangements, employment agreement, equity agreement, indemnification agreement or similar agreement or arrangement setting forth the terms and conditions of any Incentive-based Compensation, the terms of the Clawback Policy shall govern. No modifications, waivers or amendments of the terms of this Acknowledgment shall be effective unless signed in writing by the Executive and the Company. The provisions of this Acknowledgment shall inure to the benefit of the Company, and shall be binding upon, the successors, administrators, heirs, legal representatives and assigns of Executive. By signing below, the Executive agrees to the application of the Clawback Policy and the other terms of this Acknowledgment. Signature: Printed Name: Date:

RULES OF THE VEON LTD 2021 LONG TERM INCENTIVE PLAN AS AMENDED ON 16 NOVEMBER 2023

TABLE OF CONTENTS 1. Interpretation .................................................................................................................................. 1 2. Grant of Awards ............................................................................................................................. 4 3. Plan Limits ..................................................................................................................................... 5 4. Individual Limit ............................................................................................................................. 5 5. Relationship with Contract of Employment................................................................................... 6 6. Non-Transferability of Awards ...................................................................................................... 6 7. Vesting and Release of Awards ..................................................................................................... 6 8. Lapse of Awards ............................................................................................................................ 9 9. Dividend Equivalents ..................................................................................................................... 9 10. Settlement of Awards ................................................................................................................... 10 11. Manner of Exercise of Options .................................................................................................... 12 12. Corporate Events .......................................................................................................................... 12 13. Variation of Share Capital ........................................................................................................... 13 14. Alteration of Plan ......................................................................................................................... 14 15. Malus and Clawback .................................................................................................................... 14 16. Service of Documents .................................................................................................................. 16 17. Miscellaneous .............................................................................................................................. 17

1 THE VEON LTD 2021 LONG TERM INCENTIVE PLAN 1. INTERPRETATION 1.1 In this Plan (unless the context otherwise requires) the following words and phrases have the meanings given below: “ADR” means an American Depositary Receipt issued by Bank of New York Mellon, as depositary, under a deposit agreement between Bank of New York Mellon and the Company dated 29 December 2017; “Award” means a Performance Share Award or a Restricted Share Award granted (or to be granted) under the Plan; “Award Agreement” means in respect of an Award, an agreement or certificate provided by the Company to an Award Holder (including by electronic means) that confirms the grant of an Award to the Award Holder and which contains the details of the Award set out in Rule 2.6; “Award Holder” means a person who has been (or is to be) granted an Award or, if that person has died, their personal representatives; “Base Salary” means an Award Holder's gross annual base salary expressed in Euros (applying, if necessary, any rate of exchange which the Committee in its discretion reasonably selects to convert a salary that is paid in a currency other than Euros) prevailing at the relevant Date of Grant; “Board” means the board of directors of the Company or a duly constituted committee thereof (including, without limitation, the Committee); “Bonus Arrangement” has the meaning given to that term in Rule 15.3; “Clawback Period” has the meaning given to that term in Rule 15.3; “Committee” means the Compensation and Talent Committee of the Company; “Company” means VEON Ltd (an exempted company limited by shares registered under the Companies Act 1981 of Bermuda, as amended, and registered with the Dutch Trade Register under registration number 34374835 as a company formally registered abroad); “Conditional Award” means a conditional right to acquire Shares pursuant to the Plan; “Control” means the power of a person to secure by means of the holding of shares, the possession of voting rights or as a result of any rights conferred by the constitutional or other documents regulating that or any other company that the affairs of the company are conducted in accordance with that person’s wishes; “Date of Approval” means the date on which the Plan is approved by the Board; “Date of Grant” means in relation to any Award, the date on which that Award is granted; “Dealing Code” means the internal code of the Company that regulates share dealings by directors and certain other Employees of the Group, including those set out under the Company’s insider trading policy; “Dealing Restrictions” means restrictions imposed by statute, order, regulation or government directive, including those arising under MAR and the U.S. Insider Trading Restrictions, as well as those imposed by the Dealing Code;

UK - 651537057.4 2 “Employee” means any person who is a bona fide employee of any member of the Group, including any person who is an executive director of the Company; “Excessive Award Amount” has the meaning given to that term in Rule 15.1; “Good Leaver” means an Award Holder ceasing to be an Employee (and not immediately again becoming an Employee) by reason of: (a) death; (b) injury, ill-health or disability (in each case evidenced to the satisfaction of the Committee); (c) expiration of employment contract; (d) retirement with the agreement of the Committee; (e) the transfer or sale of the company or business or part of the business by which or in which the Award Holder is employed and by virtue of which the Award Holder is an Employee to a person other than a member of the Group; or (f) at the discretion of the Committee at the relevant time, the cessation of their office or employment in circumstances other than those stated at paragraphs (a) to (c) above, unless an alternative definition is specified in the Award Agreement relating to an Award; “Group” means the Company and any Subsidiary of the Company or, where the context permits, any one or more of them and references to "member of the Group" shall be construed accordingly; “Holding Period” means a period commencing on the Vesting Date of an Award and ending on such date determined by the Committee in its absolute discretion and specified in the Award Agreement (for the avoidance of doubt, different Holding Periods may be specified for different proportions of the same Award); “MAR” means the Market Abuse regulations (Regulation 596/2014) and any delegated regulations thereunder (including, for the avoidance of doubt, Commission Delegated Regulations (EU) 2016/522); “Market Value” means in respect of a Share on any day, the closing price of a Share on the NASDAQ exchange on the immediately preceding trading day; “Normal Vesting Date” means the date on which any Award, or any part of an Award, is due to Vest as specified in the Award Agreement (or, in the absence of any such specified date, as determined in accordance with Rule 7.1); “Normal Vesting Period” means in respect of an Award (or part of an Award), and unless otherwise specified in the Award Agreement, the period commencing on the Date of Grant and ending on the Normal Vesting Date; “Option” means a right (for the time being subsisting) to acquire Shares in accordance with the Plan; “Option Price” means in respect of an Option, and subject to any adjustment made pursuant to Rule 13 (Variation of Share Capital), the price per Share to be paid by the Award Holder on the exercise of the Option determined by the Committee on the Date of Grant in accordance with Rule 2.6;

UK - 651537057.4 3 “Other Share Plan” means any share option or share incentive plan operated by the Company, save for the Plan, pursuant to which employees, directors, non-executive directors and/or consultants may acquire Shares or an interest in Shares; “Performance Period” means in respect of an Award, the period over which a Performance Target is measured; “Performance Share Award” means an Award structured either as a Conditional Award or an Option, that is subject to a Performance Target; “Performance Target” means any performance based target or targets by reference to which the Vesting of an Award is expressed to be conditional; “Plan” means the VEON Ltd 2021 Long Term Incentive Plan as set out in these Rules and as amended from time to time; “Plan Limit” means the limit on the number of Shares that may be placed under Award pursuant to the Plan as set out in Rule 3.1; “Release” means: (a) in the context of an Option, the Option becoming capable of being exercised; and (b) in the context of a Conditional Award, the unconditional entitlement of an Award Holder to the Shares subject to the Conditional Award or part thereof (whether automatically or pursuant to a notice of release), and “Released” shall be construed accordingly; “Release Date” means, in relation to an Award, the date on which it is Released; “Relevant Event” has the meaning given to that term in Rule 14.3; “Restricted Share Award” means an Award structured either as a Conditional Award or an Option, that is not subject to a Performance Target other than the passing of time; “Rules” means the rules of the Plan as set out in this document (as amended from time to time); “Share” means a common share in the capital of the Company which is fully paid up and non- redeemable; “Subscription Awards” means rights to subscribe for Shares granted pursuant to this Plan or any Other Share Plan; “Subsidiary” means any company which is for the time being directly or indirectly under the Control of the Company; “Takeover” means any change of Control of the Company, whether by share transfer, new issue of shares or otherwise, arising as a result of any person (whether acting alone or together with any other person) becoming the beneficial owner of at least fifty per cent of the voting rights of the issued ordinary share capital of the Company; “Takeover Date” means in relation to a Takeover, the date on which Control of the Company is unconditionally acquired; “Tax Liability” means in relation to any Award Holder any liability of the Company and/or any company in the Group to account on behalf of the Award Holder for any amount of income tax

UK - 651537057.4 4 or employee's social security contribution (or any similar tax or contribution arising in any jurisdiction) in relation to the Award; “U.S. Insider Trading Restritions” means insider trading and anti-market abuse rules of the U.S. Securities Exchange Act applicable to a foreign private issuer, or a domestic issuer in the event that the Company loses its foreign private issuer status; “Vested” means the Award Holder has the right, subject to any Holding Period, pursuant to the Rules to: (a) be transferred legal and beneficial title to Shares pursuant to a Conditional Award; or (b) exercise an Option, and “Vesting”, “Vests” and “Vest” shall be construed accordingly; and “Vesting Date” means the date on which any Award, or any part of an Award, Vests. 1.2 Any reference to any enactment includes a reference to that enactment as from time to time modified extended or re-enacted and any reference to a “month” shall mean a calendar month. The headings are inserted for convenience only and do not affect the interpretation of the Rules. Words denoting the one gender shall be a reference to all genders and words denoting the singular shall include the plural and vice versa. 2. GRANT OF AWARDS 2.1 The Committee may from time to time grant Awards under the Plan to Employees. In granting Awards, the Committee shall determine in its absolute discretion: 2.1.1 the Date of Grant, provided that such date falls during the period of 10 years from the Date of Approval; 2.1.2 the Employees to whom an Award is granted; 2.1.3 the form of the Award and the number of Shares that it relates to; 2.1.4 the basis on which the Award will Vest, including details of any Performance Target or other conditions; and 2.1.5 any Holding Periods applicable to the Award. 2.2 An Award shall not be granted to any person unless they are an Employee as at the Date of Grant. 2.3 No person shall be entitled as of right to be granted any Award. 2.4 If and for so long as the Shares are listed on Euronext Amsterdam, the Company shall be bound by the provisions of MAR, the Dealing Code and any further applicable Dealing Restrictions when granting Awards. 2.5 If and for so long as the Shares are listed on NASDAQ, the Company shall be bound by the provisions of U.S. Insider Trading Restrictions, the Dealing Code and any further applicable Dealing Restrictions when granting Awards. 2.6 The Option Price of an Option shall be determined by the Committee in its absolute discretion not later than the relevant Date of Grant and for the avoidance of doubt may be nil. However,

UK - 651537057.4 5 where the Option is to be satisfied by the issue of new Shares, the Option Price shall not be less than the nominal value of a Share. 2.7 Subject to the remaining Rules, the Committee shall determine the terms and conditions of an Award. As soon as reasonably practicable following the grant of an Award, the Company shall provide to the Award Holder an Award Agreement (which may be in electronic form) which specifies: 2.7.1 the Date of Grant; 2.7.2 whether the Award is a Performance Share Award or a Restricted Share Award, structured as a Conditional Award or an Option; 2.7.3 the number of Shares comprised in the Award; 2.7.4 if the Award is an Option, the Option Price; 2.7.5 the date or dates on which the Award may Vest and the basis on which the Award will Vest, including details of any Performance Target or other condition (including, but not limited to, the passage of time) on which the Vesting of the Award is conditional; 2.7.6 a statement of the matters relating to Rule 15 (Malus and Clawback); 2.7.7 the Holding Period applicable to the Award (if any); 2.7.8 a statement confirming whether the right to receive dividend equivalents pursuant to Rule 9 (Dividend Equivalents) applies to the Award; 2.7.9 a statement of the matters relating to an Employee’s contract of employment referred to in Rule 5 (Relationship with Contract of Employment); 2.7.10 that the Award Holder agrees to indemnify the Company and any company in the Group in respect of any Tax Liability; and 2.7.11 that the Award may be renounced as set out in Rule 2.8, and is otherwise in such form as the Committee may from time to time determine. 2.8 The Award Holder shall be entitled to renounce an Award within the period of 30 days immediately following the Date of Grant and if an Award is so renounced it shall be deemed never to have been granted for the purposes of the Rules. No consideration shall be payable for any such renunciation. If an Award Holder does not so renounce an Award, they shall be deemed to have accepted the Award and to have agreed to be bound by the Rules and the terms and conditions set out in the Award Agreement. 2.9 No consideration shall be payable for the grant of an Award. 3. PLAN LIMITS 3.1 The aggregate number of Shares that may be issued pursuant to Awards granted under the Plan, subject to adjustment pursuant to Rule 13 (Variation of Share Capital), is not limited. 3.2 For the purposes of applying the limits in Rules 3.1: 3.2.1 to the extent that any Award has lapsed, been released or cancelled without being Vested or exercised, it shall not be taken into account; 3.2.2 to the extent that any Award is to be satisfied by the transfer of Shares already in issue (other than out of treasury), those shall not be taken into account; and

UK - 651537057.4 6 3.2.3 Shares which are issued to any employee benefit trust established by the Company in order to satisfy any Award shall count towards the limit. 4. INDIVIDUAL LIMIT No person shall be granted an Award in any financial year over or in respect of Shares with a Market Value, at the Date of Grant, of more than 250% of their Base Salary. 5. RELATIONSHIP WITH CONTRACT OF EMPLOYMENT 5.1 The grant of an Award does not form part of the Award Holder’s entitlement to remuneration or benefits nor does the existence of a contract of employment between any person and the Company or any Subsidiary or former Subsidiary give such person any right or entitlement to have an Award granted to them or any expectation that an Award might be granted to them whether subject to any conditions or at all. 5.2 The rights granted to an Award Holder upon the grant of an Award shall not afford the Award Holder any rights or additional rights to compensation or damages in consequence of the loss or termination of their office or employment with the Company or any member of the Group for any reason whatsoever. 5.3 An Award Holder shall not be entitled to any compensation or damages for any loss or potential loss which they may suffer by reason of their Award lapsing in consequence of the loss or termination of their office or employment with the Company or any Subsidiary or former Subsidiary for any reason (including, without limitation, in breach of contract by their employer) or in any other circumstances whatsoever. 6. NON-TRANSFERABILITY OF AWARDS Except to the extent necessary to enable a personal representative to exercise, or otherwise benefit from, an Award following the death of the Award Holder (in accordance with Rule 7 (Vesting and Release of Awards)), no Award or any interest in it shall be capable of being assigned, transferred, pledged, charged or otherwise encumbered and any attempt to take such action or actions in respect of an Award shall cause it to lapse immediately. 7. VESTING AND RELEASE OF AWARDS Vesting 7.1 Subject to the remaining provisions of this Rule 7 and to the other provisions of these Rules, an Award shall Vest on the date or dates specified in the Award Agreement but only when and to the extent that any Performance Target or other condition specified in the Award Agreement has been satisfied as determined by the Committee and confirmed in writing to the relevant Award Holder. If no provision is made in an Award Agreement for the Vesting of the Award, the Award shall Vest in full on the third anniversary of its Date of Grant. 7.2 For the avoidance of doubt, unless otherwise specified in the Award Agreement, Vesting does not automatically give rise to the Release of an Award, and an Award shall not be treated as Vesting if and to the extent that the Award has been reduced in accordance with the provisions of Rule 15 (Malus and Clawback). Performance Targets

UK - 651537057.4 7 7.3 Where the Vesting of an Award is subject to Performance Targets or other conditions (as specified in the Award Agreement), the Committee may subsequently amend such targets and conditions provided that: 7.3.1 no such amendment shall be made unless an event has, or events have, occurred which lead the Committee to reasonably consider that the targets or conditions should be varied so as to constitute a fairer measure of the performance of the Company, Group or individual (as the case may be); 7.3.2 the new targets or conditions will constitute a more effective incentive to the Award Holder; and 7.3.3 the new targets or conditions will in the opinion of the Committee be materially no easier nor more difficult to satisfy than the original targets or conditions were intended to be when set. 7.4 The Committee may, in its absolute discretion, alter the level of Vesting of an Award where the formulaic outcome of any Performance Target or other conditions produces a higher or lower level of Vesting than the Committee considers to be reasonable to reflect: 7.4.1 the overall performance (whether financial or otherwise) of the Company during the Normal Vesting Period; 7.4.2 the experience of the Company’s shareholders during the Normal Vesting Period; and/or 7.4.3 any exceptional event. Release 7.5 Except as otherwise permitted in these Rules: 7.5.1 to the extent a Holding Period applies to an Award (or part of an Award), such Award (or part of Award) will, save as otherwise provided in this Rule 7 or in Rule 12 (Corporate Events) and subject to Rule 15 (Malus and Clawback), be Released following the expiry of the applicable Holding Period; and 7.5.2 to the extent that no Holding Period applies to an Award (or part of an Award), such Award (or part of Award) will be Released on the Vesting Date of the Award. Notwithstanding the preceding provisions of this Rule 7.5, the Committee may, in its discretion, determine that an Award (or part of an Award) may be Released before the end of any applicable Holding Period conditional upon the Award Holder undertaking to retain such number of Shares acquired by them pursuant to the Award (or part of the Award), and after taking into account the operation of Rule 11.1.3, for the remainder of the applicable Holding Period on such terms as the Committee, in its absolute discretion, determines and entering into suitable arrangements as are reasonably determined by the Committee to be appropriate to secure the satisfaction of that undertaking. 7.6 An Award shall not be Released in circumstances where, at such time, the Award Holder would be prohibited by MAR, U.S. Insider Trading Restrictions, the Dealing Code and/or any further applicable Dealing Restrictions: 7.6.1 from selling Shares; or 7.6.2 where the Award is an Option, from exercising the Option.

UK - 651537057.4 8 If an Award would otherwise have been Released at any time but for the application of this Rule 7.6, it shall be Released on the first occasion thereafter where the actions referred to above cease to be prohibited by MAR, U.S. Insider Trading Restrictions, the Dealing Code or any further applicable Dealing Restrictions. Cessation of Employment 7.7 The following provisions of this Rule 7 shall apply to Award Holders who cease to be an Employee for the purposes of the Plan unless provided otherwise in the applicable Award Agreement. An Award Holder ceases to be an Employee for the purposes of the Plan if they cease to be an Employee (and do not immediately again become an Employee). Cessation of Employment – other than as a Good Leaver 7.8 If an Award Holder ceases to be an Employee other than as a Good Leaver: 7.8.1 their Award shall immediately cease to be capable of Vesting in any circumstance and, to the extent not Vested, shall lapse automatically 30 days after the Award Holder ceases to be an Employee. At any time before an Award (or part of any Award) lapses in accordance with this Rule 7.8, the Committee may in its discretion (and in accordance with paragraph (f) of the definition of Good Leaver) determine that the Award shall not lapse in accordance with this Rule 7.8.1; 7.8.2 any Award (or part of any Award) that has Vested on or before the Award Holder’s ceasing to be an Employee shall be retained by the Award Holder, subject to the Holding Period (if any) and in accordance with Rules 7.9.1 and 7.9.2 (applied as if the Award Holder were a Good Leaver for this purpose). Cessation of Employment – Good Leaver 7.9 If an Award Holder becomes a Good Leaver their Award shall be dealt with in accordance with this Rule 7.9: 7.9.1 Following Release: If the Award Holder holds an Option (or any part of an Option) which has already been Released before the date on which they become a Good Leaver but which has not yet been exercised, the Award Holder shall be entitled to retain the Released Option (or Released part of the Option) and exercise it, subject to Rule 8.1.5, before the date falling six months (or, where the Award Holder has died, twelve months) after the date on which the Award Holder ceases to be an Employee and, to the extent that it is not so exercised, it shall lapse automatically on such date. 7.9.2 During a Holding Period: In respect of any Award (or part of any Award) that has Vested but which remains subject to any Holding Period, such Award (or part of an Award) shall be Released at the end of the Holding Period (unless the Committee in its absolute discretion determines to Release the Award, or part of the Award, earlier). Any Option (or part of an Option) that is Released in the circumstances referred to in this Rule 7.9.2 must, subject to Rule 8.1.5, be exercised before the date falling six months (or, where the Award Holder has died, twelve months) after the Release Date and, to the extent that it is not so exercised, it shall lapse automatically on such date. 7.9.3 Prior to Vesting: In respect of any Award (or part of any Award) that has not Vested then: (a) if the Award Holder becomes a Good Leaver (other than as a result of death) before the first anniversary of the Date of Grant, the Award shall lapse in full;

UK - 651537057.4 9 (b) if the Award Holder dies or if the Award Holder otherwise becomes a Good Leaver on or after the first anniversary of the Date of Grant, the Award shall be retained and shall Vest on the Normal Vesting Date (or on the Normal Vesting Dates) to the extent that any applicable Performance Targets applying to the Award are met and shall be Released at the end of any applicable Holding Period, provided however that the Committee in its absolute discretion may: (i) reduce the number of Shares under the Award (or where the Award has more than one Normal Vesting Date, the number of Shares under each applicable part of the Award) to the number which represents the proportion of the applicable Normal Vesting Period (calculated on a number of days basis) which has elapsed as at the date of cessation of the Award Holder’s employment; and/or (ii) permit the Award to Vest and/or be Released on such terms as the Committee determines and, if the Award is to Vest before the Normal Vesting Date, having assessed any Performance Targets on such modified basis at the Committee considers, in its absolute discretion, to be appropriate. To the extent that an Award (or part of an Award) does not Vest in accordance with this Rule 7.9.3, it shall lapse automatically. Any Option (or part of an Option) that is Released in the circumstances referred to in this Rule 7.9.3 must, subject to Rule 8.1.5, be exercised before the date falling six months after the Release Date and, to the extent that it is not so exercised, it shall lapse automatically on such date. 8. LAPSE OF AWARDS 8.1 The Awards shall lapse automatically (and cease to be capable of Vesting, being Released or, in the case of an Option, being exercised) on the earliest to occur of the following: 8.1.1 subject to Rule 7.4, where the Vesting of an Award is subject to Performance Targets or other conditions, to the extent the Committee determines that the Performance Targets or other conditions have not been satisfied and are no longer capable of being satisfied; 8.1.2 as provided in Rules 7.8 and 7.9 in connection with the Award Holder ceasing to be an Employee for purposes of the Plan; 8.1.3 in the event that the Award Holder is adjudicated bankrupt or a bankruptcy order is made against them; 8.1.4 as provided for in Rule 12 (Corporate Events) in the context of a Takeover or upon the commencement of a winding-up of the Company; or 8.1.5 on the day immediately prior to the tenth anniversary of the Date of Grant or such earlier time as may be specified in the Award Agreement or in these Rules. 9. DIVIDEND EQUIVALENTS 9.1 The Committee may, in its absolute discretion, determine at the Date of Grant that the provisions of this Rule 9 shall apply to such Award.

UK - 651537057.4 10 9.2 If the Committee determines that this Rule 9 applies to an Award, the Award Holder will receive cash or further Shares equal in value, so far as possible, to any dividends paid or payable on the Shares in relation to which a Conditional Award Vests or an Option is exercised, by reference to record dates from the Date of Grant until the Vesting Date or date of exercise, as appropriate. This dividend equivalent entitlement may be operated on any basis the Committee determines is appropriate. Any payment due under this Rule 9.2 will be subject to an appropriate deduction for any Tax Liability. 9.3 For the avoidance of doubt, to the extent that the number of Shares in respect of which an Option is Released is increased pursuant to Rule 9.2, the Award Holder shall have the right to acquire the additional Shares when the Option is exercised in accordance with the terms of these Rules and/or the Award Agreement. 9.4 For the purposes of applying the Plan Limit: 9.4.1 any additional Shares over which an Award is actually Released pursuant to the provisions of Rule 9.2 shall (unless such additional Shares are or will be satisfied by the transfer of Shares already in issue) count towards the Plan Limit; but 9.4.2 any additional Shares over which an Award may potentially be Released, pursuant to the provisions of Rule 9.2, on a Release Date in the future shall not count towards the Plan Limit. 10. SETTLEMENT OF AWARDS 10.1 Subject to the terms of this Rule 10, when an Award is Released: 10.1.1 in relation to a Conditional Award, the Company shall transfer, or procure the transfer, to the Award Holder (or such other person as the Award Holder may direct) of the legal and beneficial title to the relevant Shares within 30 days of the Release Date; and 10.1.2 in relation to an Option, the Award Holder shall then be entitled to exercise their Option in accordance with Rule 11 (Manner of Exercise of Options) (whether in whole or in part). 10.2 In relation to Awards granted by the Company, if the Committee in its absoloute discretion so determines: 10.2.1 a Conditional Award may be settled by the Company issuing the relevant number of Shares to the Award Holder at a subscription price per Share equal to the nominal value of a Share. In such circumstances, the Award Holder shall unconditionally and irrevocably agree, as a condition of the right to have Shares delivered to the Award Holder on the Release of the Conditional Award, to pay (or enter into such alternative arrangement permitted by the Committee for the payment of) the subscription price for the Shares; and/or 10.2.2 an Award may be settled by the Company issuing to the Award Holder ADRs representing the relevant number of Shares being settled under the Award, in which case references to Shares in this Plan shall, where relevant, include ADRs. 10.3 If the delivery of Shares to an Award Holder may be prohibited or restricted due to legal or regulatory requirements in the Award Holder’s country of residence, the Committee may determine that, in substitution for the Shares to which the Award Holder would otherwise be entitled, the Award will be satisfied by a cash payment of an equivalent amount (calculated by

UK - 651537057.4 11 reference to the Market Value of the relevant Shares on the applicable date and, if relevant, less any Option Price otherwise payable), subject to an appropriate deduction for any Tax Liability. As soon as reasonably practicable after the Committee has made its decision in accordance with this Rule 10.2, it shall procure the making of the cash payment. 10.4 An Award Holder shall unconditionally and irrevocably agree, as a condition of their right to have Shares delivered to them on the Release of an Award: 10.4.1 that unless suitable arrangements have been made to the prior satisfaction of the Committee to ensure that any Tax Liability will be reimbursed to the person liable to account for such liability, the Company shall have the right to retain out of the aggregate number of Shares to which an Award Holder would otherwise be entitled on the Vesting of the Award, such number of Shares as, in the opinion of the Company, will enable the Company to sell as agent for the Award Holder (at the best price which can reasonably be expected to be obtained at the time of sale) and to pay over to the relevant person sufficient monies out of the net proceeds of sale to satisfy the Tax Liability; 10.4.2 to enter into any elections or forms or agreements which the Committee may from time to time require to be entered into to ensure a certain tax treatment is applied on the Vesting of the Award or the acquisition of the Shares; and 10.4.3 to enter into any agreements which the Committee may require regarding the Award Holder’s retention of the Shares for a two-year period following the Award Holder ceasing to be an Employee for the purposes of the Plan or as otherwise required by the Committee. 10.5 As soon as reasonably practicable after the allotment or transfer of any Shares pursuant to Rule 10.1 or Rule 11.2, the Board shall arrange for the issue to the Award Holder (or other person as directed by the Award Holder) of a definitive certificate or such acknowledgment of entitlement to Shares as is prescribed by the Committee from time to time (including in electronic form) in respect of the Shares so allotted or transferred. 10.6 The allotment or transfer of any Shares under the Plan shall be subject to the memorandum of association and the bye‐laws1 of the Company and to any necessary consents of any governmental or other regulatory authorities under any enactments or regulations from time to time in force, or the rules of a regulated investment exchange on which the Shares are listed, and it shall be the responsibility of the Award Holder to comply with any requirements to be fulfilled in order to obtain or obviate the necessity for such consent. 10.7 All Shares allotted or transferred under the Plan shall rank equally in all respects with the Shares for the time being in issue save as regards any rights attaching to such Shares by reference to a record date prior to the date of such allotment or transfer. 10.8 Shares acquired under the Plan may be subject to the requirements of any shareholding guidelines applicable to the Award Holder as may be implemented by the Company. 1 CMS Note: Is this terminology correct?

UK - 651537057.4 12 11. MANNER OF EXERCISE OF OPTIONS 11.1 Subject to Rules 7 (Vesting and Release of Awards) and 8 (Lapse of Awards), once Released, an Option shall be exercised only by the Award Holder serving a written notice upon the Company or such third party as nominated by the Company which: 11.1.1 specifies the number of Shares in respect of which that Option is exercised; 11.1.2 unless the Committee permits an alternative arrangement for the payment of the Option Price, is accompanied by payment of an amount equal to the product of the number of Shares specified in the notice and the Option Price; 11.1.3 is accompanied by such evidence as to the identity of the Award Holder as the Committee may from time to time reasonably require to enable the Company to comply with the requirements of applicable law; 11.1.4 is accompanied by evidence satisfactory to the Committee that arrangements have been made as the Committee may from time to time reasonably require (and notify to Award Holders on request) to ensure that any Tax Liability will be reimbursed to the person liable to account for such liability and in the absence of such arrangements the Company shall have the right to retain out of the aggregate number of Shares to which an Award Holder would otherwise be entitled on exercise of an Option, such number of Shares as, in the opinion of the Company, will enable the Company to sell as agent for the Award Holder (at the best price which can reasonably be expected to be obtained at the time of sale) and to pay over to the relevant person sufficient monies out of the net proceeds of sale to satisfy the Tax Liability; and 11.1.5 is accompanied by any elections or forms or agreements which the Committee may from time to time require to be entered into to ensure a certain tax treatment is applied on the exercise of the Option or the acquisition of the Shares or to help administer the exercise of such option, and is otherwise in such form (including as to any electronic form) as the Committee may from time to time determine. The effective date of exercise of the Option will be the date on which the secretary of the Company or their agent processes such notice once it is satisfied that all necessary documentation and information has been provided. 11.2 Within the period of 30 days beginning with the date on which an Option is exercised, the Company shall, subject to Rule 10.2.2, transfer, procure the transfer or issue to the Award Holder (or such other person as the Award Holder may direct) such number of Shares as are specified in the notice served pursuant to Rule 11.1. 12. CORPORATE EVENTS 12.1 Subject to Rule 12.5, if a Takeover occurs then, to the extent that any Award (or part of an Award) has Vested but has not been Released (including as a result of the application of any Holding Period), that Award shall immediately be Released. 12.2 If a Takeover occurs then, to the extent that an Award has not otherwise Vested or lapsed in accordance with the Rules and subject to Rule 12.5, Awards shall Vest, unless otherwise specified in the Award Agreement, on the following basis: 12.2.1 unless the Committee in its absolute discretion determines otherwise, the number of Shares under the Award (or where the Award has more than one Normal Vesting Date,

UK - 651537057.4 13 the number of Shares under each applicable part of the Award) shall be reduced to the number which represents the proportion of the applicable Normal Vesting Period (calculated on a number of days basis) which has elapsed as at the Takeover Date; and 12.2.2 unless the Committee in its absolute discretion determines otherwise, the Award (as so reduced) shall then Vest and be Released to the extent that any applicable Performance Targets applying to the Award are met (and where the Takeover occurs before the end of a Performance Period, the Committee shall assess the Performance Targets as at the Takeover Date on such modified basis as the Committee considers to be appropriate). To the extent that an Award to which this Rule 12.2 applies does not Vest and be Released in accordance with this Rule 12.2, it shall lapse with immediate effect on the Takeover Date. 12.3 If any Option has been Released on or before a Takeover Date, or is determined to Vest and be Released in accordance with Rule 12.2, it may be exercised at any time until: 12.3.1 such date as is determined by the Committee in its absolute discretion (provided that such date is not less than 7 days after the Takeover Date); or 12.3.2 where a person has become entitled or bound to acquire Shares in the circumstances referred to in paragraph (b) of the definition of “Takeover” in Rule 1.1, the earlier of the date determined by the Committee pursuant to Rule 12.3.1 above and the date by which such person ceases to be so entitled or bound. Any Option that has not been exercised by such date shall cease to be capable of being exercised and will lapse in full and with immediate effect. 12.4 If notice is duly given of a general meeting at which a resolution will be proposed for the voluntary winding-up of the Company, Awards shall Vest and be Released in accordance with the provisions of Rule 12.2 (as if a Takeover had occurred) but conditional on the passing of the resolution. Any Option that has Vested and been Released (whether pursuant to Rule 12.2 or otherwise) will lapse to the extent that it is not exercised on or before the passing of a resolution to wind-up the Company voluntarily. 12.5 If, in relation to a Takeover: 12.5.1 the Company will become a subsidiary of a holding company where that holding company has substantially the same shareholders (with substantially the same proportionate shareholdings) as the Company immediately before the Takeover; and 12.5.2 an Award Holder is offered the opportunity to release their Award in consideration of the grant of new rights over shares in the holding company which the Committee, acting reasonably, considers equivalent to the rights under an Award (“Exchange Offer”), an Award will not, unless the Committee in its absolute discretion determines otherwise, Vest and be Released pursuant to this Rule 12 and the Award will lapse to the extent that the Exchange Offer is not accepted by the Award Holder. 13. VARIATION OF SHARE CAPITAL 13.1 In the event of any alteration of the ordinary share capital of the Company by way of capitalisation or rights issue, or sub-division, consolidation or reduction or any other variation in the share

UK - 651537057.4 14 capital of the Company, the Committee may make such adjustment as it (in its absolute discretion) considers appropriate: 13.1.1 to the aggregate number of Shares subject to any Award (or the basis on which such number of Shares is calculated); and/or 13.1.2 to the description and/or nominal value of any Shares under the Award; and/or 13.1.3 in the case of an Option, to the Option Price payable (provided that except insofar as the directors, on behalf of the Company, agree to capitalise the Company’s reserves and apply the same at the time of exercise of the Option in paying up the difference between the Option Price and the nominal value of the Shares, the Option Price in relation to any Option that is a Subscription Award is not reduced below the nominal value of a Share). 13.2 As soon as reasonably practicable after any such adjustment has effect in relation to any Award the Committee shall give notice in writing to the Award Holder. 14. ALTERATION OF PLAN 14.1 Subject to the provisions of this Rule 14 the Board may, at its absolute discretion, at any time alter or add to all or any of the provisions of the Plan in any respect. 14.2 Subject to Rule 14.4, no alteration shall be made to the following provisions of the Plan which is to the advantage of Award Holders (present or future): 14.2.1 the class of persons eligible for the grant of Awards; 14.2.2 the number of Shares and/or cash amounts which can be allocated under the Plan pursuant to the Plan Limits and the individual limits under the Plan; 14.2.3 the basis for determining an eligible Employee’s entitlement to Shares or cash under the Plan and for the adjustment thereof following a variation of share capital under Rule 13 (Variation of Share Capital); or 14.2.4 to this Rule 14.2 or Rule 14.3. 14.3 Subject to Rule 14.4, amendments which would detrimentally affect Award Holders with regard to their subsisting Awards may not be made without the consent on the part of such Award Holders as hold subsisting Awards over at least 50% of the total number of Shares subject to all subsisting Awards under the Plan (or if, in the reasonable opinion of the Board, the proposed amendments do not adversely affect all subsisting Awards under the Plan, with the written consent on the part of such Award Holders as hold subsisting Awards that are affected, where such Awards are over 50% of the total number of Shares that are subject to all subsisting Awards that are affected). 14.4 Notwithstanding Rules 14.2 and 14.3, the Board may make minor amendments to benefit the administration of the Plan, to take account of a change in legislation or to obtain or maintain favourable tax, exchange control or regulatory treatment for any Award Holder or any member of the Group 14.5 As soon as reasonably practicable after making any alteration or addition under this Rule 14 the Board shall give notice in writing thereof to any Award Holder affected. 15. MALUS AND CLAWBACK 15.1 The provisions of Rule 15.1 to 15.3 shall apply if:

UK - 651537057.4 15 15.1.1 a Relevant Event occurs at any time (whether before or after the grant, Vesting or exercise of any Award); and 15.1.2 the Committee (at its discretion) determines that: (a) in relation to any Award granted in the Clawback Period, had the Committee been aware of the Relevant Event before the Award was made then it would have not granted the Award or would have granted it to a lesser extent; (b) in relation to any Award that has Vested or has been Released in the Clawback Period, had the Committee been aware of the Relevant Event before the Vesting or Release of the Award then the Vesting or Release would not have taken place or would have been reduced; or (c) in relation to any Award that has been exercised in the Clawback Period, had the Committee been aware of the Relevant Event before the exercise of the Award then the exercise would not have taken place or would have been reduced. In making its determination under Rule 15.1.2, the Committee will also determine the amount of cash and/or the number of Shares that an Award Holder has, had or will receive in circumstances where, had the Committee been aware of the Relevant Event at the applicable time, the Award Holder would not have received or been entitled to receive that cash or those Shares (the “Excessive Award Amount”). 15.2 In order to recover the Excessive Award Amount, and notwithstanding any other provision of these Rules or any Award Agreement, the Committee may (in its absolute discretion) determine that one or more of the following will apply: 15.2.1 in the case of any Award that has not Vested or been exercised, or any Award or has Vested but has not been Released, that the Vesting, Release and/or exercise and/or payment of the Award will be delayed (including, without limitation, to allow any investigation or disciplinary procedure to be completed) and/or made subject to additional conditions; 15.2.2 in the case of any Award that has not Vested or been exercised, or has Vested but has not been Released, that the Award may be reduced or cancelled; 15.2.3 in the case of any Shares held by a nominee on behalf of the Award Holder, that the Award Holder’s beneficial interest in those Shares will be forfeit in whole or in part; and/or 15.2.4 where the Award Holder has become the sole legal and beneficial owner of any Shares under an Award, that the Award Holder must transfer to, or to the order of, the Company some or all of the Shares (or, where the Shares have been sold, some or all of the proceeds of sale less any amount paid by the Award Holder for the Shares). 15.3 For the purposes of this Rule 15: 15.3.1 “Bonus Arrangement” means any incentive arrangement operated by the Company enabling Employees to receive a cash bonus based on the performance of the Company, of any other member of the Group and/or of the Employee who is entitled to receive the bonus;

UK - 651537057.4 16 15.3.2 “Clawback Period” means the period of two years, or such other period determined by the Committee in its absolute discretion, ending on the date on which the Committee makes a determination under Rule 15.1.2; and 15.3.3 “Relevant Event” means any one or a combination of: (a) a material misstatement in the financial results of the Company; (b) a material error in determining the size and nature of the Award or assessing the extent to which any Performance Target has been satisfied; (c) an Award Holder deliberately misleading the Company or any other member of the Group, Euronext Amsterdam/NASDAQ and/or the Company’s shareholders in relation to the financial performance of the Group; (d) a significant failure of risk management or other corporate failure by any member of the Group, business unit or profit centre in which the Award Holder works; (e) an act of gross misconduct on the part of the Award Holder or any other conduct resulting in the Award Holder being dismissed without notice or which would justify the Award Holder being dismissed without notice; or (f) an Award Holder acting in any manner which in the opinion of the Committee has brought or is likely to bring any member of the Group into material disrepute, causes serious reputational damage or is materially adverse to the interests of any member of the Group. 15.4 Furthermore, notwithstanding anything to the contrary in the Plan, any Award (including on a retroactive basis) granted under the Plan is subject to the provisions of the Company’s Policy for the Recovery of Erroneously Awarded Compensation, as may be in effect and amended from time to time (the “Clawback Policy”) from the effective date of October 2, 2023. 15.5 If an Award Holder participates in any Other Share Scheme or Bonus Arrangement and that Other Share Plan or Bonus Arrangement contains a provision that has a similar effect to this Rule 15 then the Committee may apply the provisions of Rule 15.2 mutatis mutandis in order to give effect to that similar provision under the Other Share Plan or Bonus Arrangement. 16. SERVICE OF DOCUMENTS 16.1 Except as otherwise provided in the Plan, any notice or document to be given by, or on behalf of, the Company to any person in accordance or in connection with the Plan shall be duly given: 16.1.1 if they are an Employee, by delivering it to them by hand at their place of work; or 16.1.2 by sending it through the post in a pre-paid envelope to the address last known to the Company to be their address and, if so sent, it shall be deemed to have been duly given 48 hours after posting; or 16.1.3 if they are an Employee, by sending an email, or any other electronic communication to a email address addressed to them at their place of work or their address last known to the Company and if so sent it shall be deemed to have been duly given at the time of the time of transmission. 16.2 Any notice or document so sent to an Award Holder shall be deemed to have been duly given notwithstanding that such Award Holder is then deceased (and whether or not the Company has

UK - 651537057.4 17 notice of their death) except where their personal representatives have established their title to the satisfaction of the Company and supplied to the Company an address to which documents are to be sent. 16.3 Any notice in writing or document to be submitted or given to the Board, the Committee or the Company in accordance or in connection with the Plan may be delivered, sent by post or email, but shall not in any event be duly given unless it is actually received by the secretary of the Company or such other individual as may from time to time be nominated by the Board and whose name and address is notified to Award Holders. 17. MISCELLANEOUS 17.1 The Committee shall administer and interpret the Plan. The Committee may from time to time make and vary such rules and regulations not inconsistent herewith as it determines in its absolute discretion, and establish such procedures for the administration and implementation of the Plan as it thinks fit and in the event of a dispute or disagreement as to the interpretation of this Plan or any such rules, regulations or procedures or as to any question or right arising from or regulated to this Plan, the decision of the Committee shall be final and binding upon all persons. 17.2 The Committee may establish sub-plans to the Plan containing specific terms and conditions for grants of Awards to Employees in specific jurisdictions (or who are subject to tax in such jurisdictions). A sub-plan adopted by the Committee shall be deemed to be a part of the Plan and shall be read and interpreted together, provided however that in the event of any discrepancy between the provisions in the Plan and the sub-plan, the provisions in the sub-plan shall prevail. 17.3 The Committee may from time to time make and vary such rules and regulations not inconsistent herewith and establish such procedures for the administration and implementation of the Plan as they think fit and in the event of a dispute or disagreement as to the interpretation of this Plan or any such rules, regulations or procedures or as to any question or right arising from or regulated to this Plan, the decision of the Committee shall be final and binding upon all persons. 17.4 The Company shall at all times keep available sufficient authorised but unissued Shares to satisfy the exercise in full of all Subscription Awards for the time being remaining capable of Vesting (or, in the case of an Option, being exercised) under the Plan. 17.5 The Company will at all times, in operating and administering the Plan, be bound by the provisions (as from time to time in force) of the internal code and/or policies that regulate the Company’s compliance with applicable data privacy laws. 17.6 The Company in general meeting or the Board may at any time resolve to terminate this Plan in which event no further Awards shall be granted, but the provisions of this Plan shall in relation to Awards then subsisting continue in full force and effect. 17.7 The Rules and the Plan and any dispute, claim or obligation (whether contractual or non- contractual) arising out of or in connection with it, its subject matter or formation shall be governed by English law. The Award Holder and the Company irrevocably agree that the London Court of International Arbitration shall have exclusive jurisdiction to settle any dispute or claim (whether contractual or non-contractual) arising out of or in connection with this Scheme, its subject matter or formation. 17.8 The costs of the administration and implementation of the Plan shall be borne by the Company. 17.9 Awards will be non-pensionable.

RULES OF THE VEON LTD 2021 DEFERRED SHARE PLAN AS AMENDED ON 16 NOVEMBER 2023

TABLE OF CONTENTS 1. Interpretation .................................................................................................................................. 1 2. Grant of Awards ............................................................................................................................. 3 3. Plan Limits ..................................................................................................................................... 4 4. Relationship with Contract of Employment................................................................................... 5 5. Non-Transferability of Awards ...................................................................................................... 5 6. Vesting and Release of Deferred Share Awards ............................................................................ 5 7. Cessation of Employment .............................................................................................................. 6 8. Lapse of Awards ............................................................................................................................ 6 9. Dividend Equivalents ..................................................................................................................... 7 10. Settlement of Awards ..................................................................................................................... 7 11. Manner of Exercise of Options ...................................................................................................... 9 12. Corporate Events ............................................................................................................................ 9 13. Variation of Share Capital ........................................................................................................... 10 14. Alteration of Plan ......................................................................................................................... 11 15. Malus and Clawback .................................................................................................................... 11 16. Service of Documents .................................................................................................................. 13 17. Miscellaneous .............................................................................................................................. 13

1 THE VEON LTD 2021 DEFERRED SHARE PLAN 1. INTERPRETATION 1.1 In this Plan (unless the context otherwise requires) the following words and phrases have the meanings given below: “ADR” means an American Depositary Receipt issued by Bank of New York Mellon, as depositary, under a deposit agreement between Bank of New York Mellon and the Company dated 29 December 2017; “Award” means a Deferred Share Award granted (or to be granted) under the Plan; “Award Agreement” means in respect of an Award, an agreement or certificate provided by the Company to an Award Holder (including by electronic means) that confirms the grant of an Award to the Award Holder and which contains the details of the Award set out in Rule 2.7; “Award Holder” means a person who has been (or is to be) granted an Award or, if that person has died, their personal representatives; “Board” means the board of directors of the Company or a duly constituted committee thereof (including, without limitation, the Committee); “Bonus Arrangement” means any annual bonus scheme or other incentive arrangement operated by the Company enabling Employees to receive a cash bonus in respect of a particular financial year based on performance related to the Company, any other member of the Group and/or of the Employee; “Clawback Period” has the meaning given to that term in Rule 15.3; “Committee” means the Compensation and Talent Committee of the Company; “Company” means VEON Ltd (an exempted company limited by shares registered under the Companies Act 1981 of Bermuda, as amended, and registered with the Dutch Trade Register under registration number 34374835 as a company formally registered abroad); “Conditional Award” means a conditional right to acquire Shares pursuant to the Plan; “Control” means the power of a person to secure by means of the holding of shares, the possession of voting rights or as a result of any rights conferred by the constitutional or other documents regulating that or any other company that the affairs of the company are conducted in accordance with that person’s wishes; “Date of Approval” means the date on which the Plan is approved by the Board; “Date of Grant” means in relation to any Award, the date on which that Award is granted; “Dealing Code” means the internal code of the Company that regulates share dealings by directors and certain other Employees of the Group, including those set out under the Company’s insider trading policy; “Dealing Restrictions” means restrictions imposed by statute, order, regulation or government directive, including those arising under MAR and the U.S. Insider Trading Restrictions, as well as those imposed by the Dealing Code; “Deferred Share Award” means a Conditional Award or an Option granted for the purposes of satisfying a deferred entitlement to Shares under a Bonus Arrangement;

651865012_2 2 “Employee” means any person who is a bona fide employee of any member of the Group, including any person who is an executive director of the Company; “Excessive Award Amount” has the meaning given to that term in Rule 15.1; “Good Leaver” means an Award Holder ceasing to be an Employee (and not immediately again becoming an Employee) by reason of: (a) death; (b) injury, ill-health or disability (in each case evidenced to the satisfaction of the Committee); (c) expiration of employment contract; (d) retirement with the agreement of the Committee; (e) the transfer or sale of the company or business or part of the business by which or in which the Award Holder is employed and by virtue of which the Award Holder is an Employee to a person other than a member of the Group; or (f) at the discretion of the Committee at the relevant time, the cessation of their office or employment in circumstances other than those stated at paragraphs (a) to (c) above, unless an alternative definition is specified in the Award Agreement relating to an Award; “Group” means the Company and any Subsidiary of the Company or, where the context permits, any one or more of them and references to "member of the Group" shall be construed accordingly; “MAR” means the Market Abuse regulations (Regulation 596/2014) and any delegated regulations thereunder (including, for the avoidance of doubt, Commission Delegated Regulations (EU) 2016/522); “Market Value” means in respect of a Share on any day, the closing price of a Share on the NASDAQ exchange on the immediately preceding trading day; “Normal Vesting Date” means the date on which any Award, or any part of an Award, is due to Vest as specified in the Award Agreement (or, in the absence of any such specified date, as determined in accordance with Rules 6.1 or 6.1); “Normal Vesting Period” means in respect of an Award (or part of an Award), and unless otherwise specified in the Award Agreement, the period commencing on the Date of Grant and ending on the Normal Vesting Date; “Option” means a right (for the time being subsisting) to acquire Shares with a nil exercise price (that is, no price to be paid by the Award Holder to exercise the Option); “Other Share Plan” means any share option or share incentive plan operated by the Company, save for the Plan, pursuant to which employees, directors, non-executive directors and/or consultants may acquire Shares or an interest in Shares; “Plan” means the VEON Ltd 2021 Deferred Share Plan as set out in these Rules and as amended from time to time; “Plan Limit” means the limit on the number of Shares that may be placed under Award pursuant to the Plan as set out in Rule 3.1;

651865012_2 3 “Release” means: (a) in the context of an Option, the Option becoming capable of being exercised; and (b) in the context of a Conditional Award, the unconditional entitlement of an Award Holder to the Shares subject to the Conditional Award or part thereof (whether automatically or pursuant to a notice of release), and “Released” shall be construed accordingly; “Release Date” means, in relation to an Award, the date on which it is Released; “Relevant Event” has the meaning given to that term in Rule 14.3; “Rules” means the rules of the Plan as set out in this document (as amended from time to time); “Share” means a common share in the capital of the Company which is fully paid up and non- redeemable; “Subscription Awards” means rights to subscribe for Shares granted pursuant to this Plan or any Other Share Plan; “Subsidiary” means any company which is for the time being directly or indirectly under the Control of the Company; “Takeover” means any change of Control of the Company, whether by share transfer, new issue of shares or otherwise, arising as a result of any person (whether acting alone or together with any other person) becoming the beneficial owner of at least fifty per cent of the voting rights of the issued ordinary share capital of the Company; “Takeover Date” means in relation to a Takeover, the date on which Control of the Company is unconditionally acquired; “Tax Liability” means in relation to any Award Holder any liability of the Company and/or any company in the Group to account on behalf of the Award Holder for any amount of income tax or employee's social security contribution (or any similar tax or contribution arising in any jurisdiction) in relation to the Award. “U.S. Insider Trading Restritions” means insider trading and anti-market abuse rules of the U.S. Securities Exchange Act applicable to a foreign private issuer, or a domestic issuer in the event that the Company loses its foreign private issuer status; “Vested” means the Award Holder has the right pursuant to the Rules to: (a) be transferred legal and beneficial title to Shares pursuant to a Conditional Award; or (b) exercise an Option, and “Vesting”, “Vests” and “Vest” shall be construed accordingly; and “Vesting Date” means the date on which any Award, or any part of an Award, Vests. 1.2 Any reference to any enactment includes a reference to that enactment as from time to time modified extended or re-enacted and any reference to a “month” shall mean a calendar month. The headings are inserted for convenience only and do not affect the interpretation of the Rules. Words denoting the one gender shall be a reference to all genders and words denoting the singular shall include the plural and vice versa.

651865012_2 4 2. GRANT OF AWARDS 2.1 The Committee may from time to time grant Awards under the Plan to Employees. 2.2 In granting Awards, the Committee shall determine in its absolute discretion: 2.2.1 the Date of Grant, provided that such date falls during the period of 10 years from the Date of Approval; 2.2.2 the Employees to whom an Award is granted; and 2.2.3 the basis on which the Award will Vest. 2.3 An Award shall not be granted to any person unless they are an Employee as at the Date of Grant. 2.4 No person shall be entitled as of right to be granted any Award. 2.5 If and for so long as the Shares are listed on Euronext Amsterdam, the Company shall be bound by the provisions of MAR, the Dealing Code and any further applicable Dealing Restrictions when granting Awards. 2.6 If and for so long as the Shares are listed on NASDAQ, the Company shall be bound by the provisions of U.S. Insider Trading Restrictions, the Dealing Code and any further applicable Dealing Restrictions when granting Awards. 2.7 Subject to the remaining Rules, the Committee shall determine the terms and conditions of an Award. As soon as reasonably practicable following the grant of an Award, the Company shall provide to the Award Holder an Award Agreement (which may be in electronic form) which specifies: 2.7.1 the Date of Grant; 2.7.2 the number of Shares comprised in each of the Deferred Share Award; 2.7.3 the date or dates on which the Award may Vest and the basis on which the Award will Vest; 2.7.4 a statement of the matters relating to Rule 15 (Malus and Clawback); 2.7.5 a statement confirming whether the right to receive dividend equivalents pursuant to Rule 9 (Dividend Equivalents) applies to the Award; 2.7.6 a statement of the matters relating to an Employee’s contract of employment referred to in Rule 4 (Relationship with Contract of Employment); 2.7.7 that the Award Holder agrees to indemnify the Company and any member of the Group in respect of any Tax Liability; and 2.7.8 that the Award may be renounced as set out in Rule 2.8, and is otherwise in such form as the Committee may from time to time determine. 2.8 The Award Holder shall be entitled to renounce an Award within the period of 30 days immediately following the Date of Grant and if an Award is so renounced it shall be deemed never to have been granted for the purposes of the Rules. No consideration shall be payable for any such renunciation. If an Award Holder does not so renounce an Award, they shall be deemed to have accepted the Award and to have agreed to be bound by the Rules and the terms and conditions set out in the Award Agreement.

651865012_2 5 2.9 No consideration shall be payable for the grant of an Award. 3. PLAN LIMITS 3.1 The aggregate number of Shares that may be issued pursuant to Awards granted under the Plan, subject to adjustment pursuant to Rule 13 (Variation of Share Capital), has no limit. 3.2 For the purposes of applying the limits in Rules 3.1: 3.2.1 to the extent that any Award has lapsed, been released or cancelled without being Vested or exercised, it shall not be taken into account; 3.2.2 to the extent that any Award is to be satisfied by the transfer of Shares already in issue (other than out of treasury), those shall not be taken into account; and 3.2.3 Shares which are issued to any employee benefit trust established by the Company in order to satisfy any Award shall count towards the limit. 4. RELATIONSHIP WITH CONTRACT OF EMPLOYMENT 4.1 The grant of an Award does not form part of the Award Holder’s entitlement to remuneration or benefits nor does the existence of a contract of employment between any person and the Company or any Subsidiary or former Subsidiary give such person any right or entitlement to have an Award granted to them or any expectation that an Award might be granted to them whether subject to any conditions or at all. 4.2 The rights granted to an Award Holder upon the grant of an Award shall not afford the Award Holder any rights or additional rights to compensation or damages in consequence of the loss or termination of their office or employment with the Company or any member of the Group for any reason whatsoever. 4.3 An Award Holder shall not be entitled to any compensation or damages for any loss or potential loss which they may suffer by reason of their Award lapsing in consequence of the loss or termination of their office or employment with the Company or any Subsidiary or former Subsidiary for any reason (including, without limitation, in breach of contract by their employer) or in any other circumstances whatsoever. 5. NON-TRANSFERABILITY OF AWARDS Except to the extent necessary to enable a personal representative to exercise, or otherwise benefit from, an Award following the death of the Award Holder (in accordance with Rules 6 (Vesting and Release of Deferred Share Awards)), no Award or any interest in it shall be capable of being assigned, transferred, pledged, charged or otherwise encumbered and any attempt to take such action or actions in respect of an Award shall cause it to lapse immediately. 6. VESTING AND RELEASE OF DEFERRED SHARE AWARDS Vesting 6.1 Subject to the remaining provisions of this Rule 6 and to the other provisions of these Rules, a Deferred Share Award shall Vest in full on the second anniversary of its Date of Grant unless specified otherwise in the Award Agreement. Release

651865012_2 6 6.2 Except as otherwise permitted in these Rules, a Deferred Share Award (or part of Award) will be Released on the Normal Vesting Date of the Deferred Share Award. 6.3 A Deferred Share Award shall not be Released in circumstances where, at such time, the Award Holder would be prohibited by MAR, U.S. Insider Trading Restrictions, the Dealing Code and/or any further applicable Dealing Restrictions: 6.3.1 from selling Shares; or 6.3.2 where the Deferred Share Award is an Option, from exercising the Option. If a Deferred Share Award would otherwise have been Released at any time but for the application of this Rule 6.3, it shall be Released on the first occasion thereafter where the actions referred to above cease to be prohibited by MAR. U.S. Insider Trading Restrictions, the Dealing Code or any further applicable Dealing Restrictions. 7. CESSATION OF EMPLOYMENT 7.1 The following provisions of this Rule 7 shall apply to Award Holders who cease to be an Employee for the purposes of the Plan unless provided otherwise in the applicable Award Agreement. An Award Holder ceases to be an Employee for the purposes of the Plan if they cease to be an Employee (and do not immediately again become an Employee). Vested Awards 7.2 If an Award Holder ceases to be an Employee for any reason, any part of the Award which has Vested shall not lapse and shall be Released on the Normal Vesting Date (unless the Committee in its absolute discretion determines to Release the Vested Award earlier). Unvested Awards 7.1 If an Award Holder ceases to be an Employee before the Award has Vested in full and is a Good Leaver: 7.1.1 the number of Shares under the unvested Award shall be reduced to the number which represents the proportion of the applicable Normal Vesting Period (calculated on a number of days basis) which has elapsed as at the date of cessation of the Award Holder’s employment; and 7.1.2 such Shares will continue to Vest and be Released on the Normal Vesting Date, unless the Committee in its absolute discretion determines not to pro-rate the Award and/or accelerate the Vesting and Release Date. 7.2 If an Award Holder ceases to be an Employee before the Award has Vested in full and is not a Good Leaver, any unvested Award shall immediately cease to be capable of Vesting in any circumstance and shall, to the extent not Vested, immediately lapse on the date of cessation of the Award Holder’s employment. 8. LAPSE OF AWARDS 8.1 The Awards shall lapse automatically (and cease to be capable of Vesting, being Released or, in the case of an Option, being exercised) on the earliest to occur of the following: 8.1.1 in accordance with Rule 7.2 in connection with the Award Holder ceasing to be an Employee for purposes of the Plan;

651865012_2 7 8.1.2 in the event that the Award Holder is adjudicated bankrupt or a bankruptcy order is made against them; 8.1.3 as provided for in Rule 12 (Corporate Events) in the context of a Takeover or upon the commencement of a winding-up of the Company; or 8.1.4 on the day immediately prior to the tenth anniversary of the Date of Grant or such earlier time as may be specified in the Award Agreement or in these Rules. 9. DIVIDEND EQUIVALENTS 9.1 The Committee may, in its absolute discretion, determine at the Date of Grant that the provisions of this Rule 9 shall apply to such Award. 9.2 If the Committee determines that this Rule 9 applies to an Award, the Award Holder will receive cash or further Shares equal in value, so far as possible, to any dividends paid or payable on the Shares in relation to which a Conditional Award Vests or an Option is exercised, by reference to record dates from the Date of Grant until the Vesting Date or date of exercise, as appropriate. This dividend equivalent entitlement may be operated on any basis the Committee determines is appropriate. Any payment due under this Rule 9.2 will be subject to an appropriate deduction for any Tax Liability. 9.3 For the avoidance of doubt, to the extent that the number of Shares in respect of which an Option is Released is increased pursuant to Rule 9.2, the Award Holder shall have the right to acquire the additional Shares when the Option is exercised in accordance with the terms of these Rules and/or the Award Agreement. 9.4 For the purposes of applying the Plan Limit: 9.4.1 any additional Shares over which an Award is actually Released pursuant to the provisions of Rule 9.2 shall (unless such additional Shares are or will be satisfied by the transfer of Shares already in issue) count towards the Plan Limit; but 9.4.2 any additional Shares over which an Award may potentially be Released, pursuant to the provisions of Rule 9.2, on a Release Date in the future shall not count towards the Plan Limit. 10. SETTLEMENT OF AWARDS 10.1 Subject to the terms of this Rule 10, when an Award is Released: 10.1.1 in relation to a Conditional Award, the Company shall transfer, or procure the transfer, to the Award Holder (or such other person as the Award Holder may direct) of the legal and beneficial title to the relevant Shares within 30 days of the Release Date; and 10.1.2 in relation to an Option, the Award Holder shall then be entitled to exercise their Option in accordance with Rule 11 (Manner of Exercise of Options) (whether in whole or in part). 10.2 In relation to Awards granted by the Company, if the Committee in its absoloute discretion so determines: 10.2.1 a Conditional Award may be settled by the Company issuing the relevant number of Shares to the Award Holder at a subscription price per Share equal to the nominal value of a Share. In such circumstances, the Award Holder shall unconditionally and

651865012_2 8 irrevocably agree, as a condition of the right to have Shares delivered to the Award Holder on the Release of the Conditional Award, to pay (or enter into such alternative arrangement permitted by the Committee for the payment of) the subscription price for the Shares; and/or 10.2.2 an Award may be settled by the Company issuing to the Award Holder ADRs representing the relevant number of Shares being settled under the Award, in which case references to Shares in this Plan shall, where relevant, include ADRs. 10.3 If the delivery of Shares to an Award Holder may be prohibited or restricted due to legal or regulatory requirements in the Award Holder’s country of residence, the Committee may determine that, in substitution for the Shares to which the Award Holder would otherwise be entitled, the Award will be satisfied by a cash payment of an equivalent amount (calculated by reference to the Market Value of the relevant Shares on the applicable date), subject to an appropriate deduction for any Tax Liability. As soon as reasonably practicable after the Committee has made its decision in accordance with this Rule 10.3, it shall procure the making of the cash payment. 10.4 An Award Holder shall unconditionally and irrevocably agree, as a condition of their right to have Shares delivered to them on the Release of an Award: 10.4.1 that unless suitable arrangements have been made to the prior satisfaction of the Committee to ensure that any Tax Liability will be reimbursed to the person liable to account for such liability, the Company shall have the right to retain out of the aggregate number of Shares to which an Award Holder would otherwise be entitled on the Vesting of the Award, such number of Shares as, in the opinion of the Company, will enable the Company to sell as agent for the Award Holder (at the best price which can reasonably be expected to be obtained at the time of sale) and to pay over to the relevant person sufficient monies out of the net proceeds of sale to satisfy the Tax Liability; 10.4.2 to enter into any elections or forms or agreements which the Committee may from time to time require to be entered into to ensure a certain tax treatment is applied on the Vesting of the Award or the acquisition of the Shares; and 10.4.3 to enter into any agreements which the Committee may require regarding the Award Holder’s retention of the Shares for a two-year period following the Award Holder ceasing to be an Employee for the purposes of the Plan or as otherwise required by the Committee. 10.5 As soon as reasonably practicable after the allotment or transfer of any Shares pursuant to Rule 10.1 or Rule 11.2, the Board shall arrange for the issue to the Award Holder (or other person as directed by the Award Holder) of a definitive certificate1 or such acknowledgment of entitlement to the Shares as is prescribed by the Committee from time to time (including in electronic form) in respect of the Shares so allotted or transferred. 10.6 The allotment or transfer of any Shares under the Plan shall be subject to the memorandum of association and the bye‐laws of the Company and to any necessary consents of any governmental or other regulatory authorities under any enactments or regulations from time to time in force, or the rules of a regulated investment exchange on which the Shares are listed, and it shall be the

651865012_2 9 responsibility of the Award Holder to comply with any requirements to be fulfilled in order to obtain or obviate the necessity for such consent. 10.7 All Shares allotted or transferred under the Plan shall rank equally in all respects with the Shares for the time being in issue save as regards any rights attaching to such Shares by reference to a record date prior to the date of such allotment or transfer. 10.8 Shares acquired under the Plan may be subject to the requirements of any shareholding guidelines applicable to the Award Holder as may be implemented by the Company. 11. MANNER OF EXERCISE OF OPTIONS 11.1 Subject to Rules 6 (Vesting and Release of Deferred Share Awards), 6 (Cessation of Employment) and 8 (Lapse of Awards), once Released, an Option shall be exercised only by the Award Holder serving a written notice upon the Company or such third party as nominated by the Company which: 11.1.1 specifies the number of Shares in respect of which that Option is exercised; 11.1.2 unless the Committee permits an alternative arrangement for the payment of the Option Price, is accompanied by payment of an amount equal to the product of the number of Shares specified in the notice and the Option Price; 11.1.3 is accompanied by such evidence as to the identity of the Award Holder as the Committee may from time to time reasonably require to enable the Company to comply with the requirements of applicable law; 11.1.4 is accompanied by evidence satisfactory to the Committee that arrangements have been made as the Committee may from time to time reasonably require (and notify to Award Holders on request) to ensure that any Tax Liability will be reimbursed to the person liable to account for such liability and in the absence of such arrangements the Company shall have the right to retain out of the aggregate number of Shares to which an Award Holder would otherwise be entitled on exercise of an Option, such number of Shares as, in the opinion of the Company, will enable the Company to sell as agent for the Award Holder (at the best price which can reasonably be expected to be obtained at the time of sale) and to pay over to the relevant person sufficient monies out of the net proceeds of sale to satisfy the Tax Liability; and 11.1.5 is accompanied by any elections or forms or agreements which the Committee may from time to time require to be entered into to ensure a certain tax treatment is applied on the exercise of the Option or the acquisition of the Shares or to help administer the exercise of such option, and is otherwise in such form (including as to any electronic form) as the Committee may from time to time determine. The effective date of exercise of the Option will be the date on which the secretary of the Company or their agent processes such notice once it is satisfied that all necessary documentation and information has been provided. 11.2 Within the period of 30 days beginning with the date on which an Option is exercised, the Company shall, subject to Rule 10.2.2, transfer, procure the transfer or issue to the Award Holder (or such other person as the Award Holder may direct) such number of Shares as are specified in the notice served pursuant to Rule 11.1.

651865012_2 10 12. CORPORATE EVENTS 12.1 Subject to Rule 12.5, if a Takeover occurs then, to the extent that any Award (or part of an Award) has Vested but has not been Released, that Award shall immediately be Released. 12.2 If a Takeover occurs then, to the extent that an Award has not otherwise Vested or lapsed in accordance with the Rules and subject to Rule 12.5, Awards shall Vest in full and be Released on the Takeover Date. 12.3 If any Option has been Released on or before a Takeover Date, or is determined to Vest and be Released in accordance with Rule 12.2, it may be exercised at any time until: 12.3.1 such date as is determined by the Committee in its absolute discretion (provided that such date is not less than 7 days after the Takeover Date); or 12.3.2 where a person has become entitled or bound to acquire Shares in the circumstances referred to in paragraph (b) of the definition of “Takeover” in Rule 1.1, the earlier of the date determined by the Committee pursuant to Rule 12.3.1 above and the date by which such person ceases to be so entitled or bound. Any Option that has not been exercised by such date shall cease to be capable of being exercised and will lapse in full and with immediate effect. 12.4 If notice is duly given of a general meeting at which a resolution will be proposed for the voluntary winding-up of the Company, Awards shall Vest and be Released in accordance with the provisions of Rule 12.2 (as if a Takeover had occurred) but conditional on the passing of the resolution. Any Option that has Vested and been Released (whether pursuant to Rule 12.2 or otherwise) will lapse to the extent that it is not exercised on or before the passing of a resolution to wind-up the Company voluntarily. 12.5 If, in relation to a Takeover: 12.5.1 the Company will become a subsidiary of a holding company where that holding company has substantially the same shareholders (with substantially the same proportionate shareholdings) as the Company immediately before the Takeover; and 12.5.2 an Award Holder is offered the opportunity to release their Award in consideration of the grant of new rights over shares in the holding company which the Committee, acting reasonably, considers equivalent to the rights under an Award (“Exchange Offer”), an Award will not, unless the Committee in its absolute discretion determines otherwise, Vest and be Released pursuant to this Rule 12and the Award will lapse to the extent that the Exchange Offer is not accepted by the Award Holder. 13. VARIATION OF SHARE CAPITAL 13.1 In the event of any alteration of the ordinary share capital of the Company by way of capitalisation or rights issue, or sub-division, consolidation or reduction or any other variation in the share capital of the Company, the Committee may make such adjustment as it (in its absolute discretion) considers appropriate: 13.1.1 to the aggregate number of Shares subject to any Award (or the basis on which such number of Shares is calculated); and/or 13.1.2 to the description and/or nominal value of any Shares under the Award.

651865012_2 11 13.2 As soon as reasonably practicable after any such adjustment has effect in relation to any Award the Committee shall give notice in writing to the Award Holder. 14. ALTERATION OF PLAN 14.1 Subject to the provisions of this Rule 14 the Board may, at its absolute discretion, at any time alter or add to all or any of the provisions of the Plan in any respect. 14.2 Subject to Rule 14.4, no alteration shall be made to the following provisions of the Plan which is to the advantage of Award Holders (present or future): 14.2.1 the class of persons eligible for the grant of Awards; 14.2.2 the number of Shares and/or cash amounts which can be allocated under the Plan pursuant to the Plan Limits; 14.2.3 the basis for determining an eligible Employee’s entitlement to Shares or cash under the Plan and for the adjustment thereof following a variation of share capital under Rule 13 (Variation of Share Capital); or 14.2.4 to this Rule 14.2 or Rule 14.3. 14.3 Subject to Rule 14.4, amendments which would detrimentally affect Award Holders with regard to their subsisting Awards may not be made without the consent on the part of such Award Holders as hold subsisting Awards over at least 50% of the total number of Shares subject to all subsisting Awards under the Plan (or if, in the reasonable opinion of the Board, the proposed amendments do not adversely affect all subsisting Awards under the Plan, with the written consent on the part of such Award Holders as hold subsisting Awards that are affected, where such Awards are over 50% of the total number of Shares that are subject to all subsisting Awards that are affected). 14.4 Notwithstanding Rules 14.2 and 14.3, the Board may make minor amendments to benefit the administration of the Plan, to take account of a change in legislation or to obtain or maintain favourable tax, exchange control or regulatory treatment for any Award Holder or any member of the Group 14.5 As soon as reasonably practicable after making any alteration or addition under this Rule 14 the Board shall give notice in writing thereof to any Award Holder affected. 15. MALUS AND CLAWBACK 15.1 The provisions of Rule 15.1 to 15.3 shall apply if: 15.1.1 a Relevant Event occurs at any time (whether before or after the grant, Vesting or exercise of any Award); and 15.1.2 the Committee (at its discretion) determines that: (a) in relation to any Award granted in the Clawback Period, had the Committee been aware of the Relevant Event before the Award was made then it would have not granted the Award or would have granted it to a lesser extent; (b) in relation to any Award that has Vested or has been Released in the Clawback Period, had the Committee been aware of the Relevant Event before the

651865012_2 12 Vesting or Release of the Award then the Vesting or Release would not have taken place or would have been reduced; or (c) in relation to any Award that has been exercised in the Clawback Period, had the Committee been aware of the Relevant Event before the exercise of the Award then the exercise would not have taken place or would have been reduced. In making its determination under Rule 15.1.2, the Committee will also determine the amount of cash and/or the number of Shares that an Award Holder has, had or will receive in circumstances where, had the Committee been aware of the Relevant Event at the applicable time, the Award Holder would not have received or been entitled to receive that cash or those Shares (the “Excessive Award Amount”). 15.2 In order to recover the Excessive Award Amount, and notwithstanding any other provision of these Rules or any Award Agreement, the Committee may (in its absolute discretion) determine that one or more of the following will apply: 15.2.1 in the case of any Award that has not Vested or been exercised, or any Award or has Vested but has not been Released, that the Vesting, Release and/or exercise and/or payment of the Award will be delayed (including, without limitation, to allow any investigation or disciplinary procedure to be completed) and/or made subject to additional conditions; 15.2.2 in the case of any Award that has not Vested or been exercised, or has Vested but has not been Released, that the Award may be reduced or cancelled; 15.2.3 in the case of any Shares held by a nominee on behalf of the Award Holder, that the Award Holder’s beneficial interest in those Shares will be forfeit in whole or in part; and/or 15.2.4 where the Award Holder has become the sole legal and beneficial owner of any Shares under an Award, that the Award Holder must transfer to, or to the order of, the Company some or all of the Shares (or, where the Shares have been sold, some or all of the proceeds of sale less any amount paid by the Award Holder for the Shares). 15.3 For the purposes of this Rule 15: 15.3.1 “Clawback Period” means the period of two years, or such other period determined by the Committee in its absolute discretion, ending on the date on which the Committee makes a determination under Rule 15.1.2; and 15.3.2 “Relevant Event” means any one or a combination of: (a) a material misstatement in the financial results of the Company; (b) a material error in determining the size and nature of the Award; (c) an Award Holder deliberately misleading the Company or any other member of the Group, NASDAQ and/or the Company’s shareholders in relation to the financial performance of the Group; (d) a significant failure of risk management or other corporate failure by any member of the Group, business unit or profit centre in which the Award Holder works;

651865012_2 13 (e) an act of gross misconduct on the part of the Award Holder or any other conduct resulting in the Award Holder being dismissed without notice or which would justify the Award Holder being dismissed without notice; or (f) an Award Holder acting in any manner which in the opinion of the Committee has brought or is likely to bring any member of the Group into material disrepute, causes serious reputational damage or is materially adverse to the interests of any member of the Group. 15.4 Furthermore, notwithstanding anything to the contrary in the Plan any Award (including on a retroactive basis) granted under the Plan is subject to the provisions of the Company’s Policy for the Recovery of Erroneously Awarded Compensation, as may be in effect and amended from time to time (the “Clawback Policy”) from the effective date of October 2, 2023. 15.5 If an Award Holder participates in any Other Share Scheme or Bonus Arrangement and that Other Share Plan or Bonus Arrangement contains a provision that has a similar effect to this Rule 15 then the Committee may apply the provisions of Rule 15.2 mutatis mutandis in order to give effect to that similar provision under the Other Share Plan or Bonus Arrangement. 16. SERVICE OF DOCUMENTS 16.1 Except as otherwise provided in the Plan, any notice or document to be given by, or on behalf of, the Company to any person in accordance or in connection with the Plan shall be duly given: 16.1.1 if they are an Employee, by delivering it to them by hand at their place of work; or 16.1.2 by sending it through the post in a pre-paid envelope to the address last known to the Company to be their address and, if so sent, it shall be deemed to have been duly given 48 hours after posting; or 16.1.3 if they are an Employee, by sending an email, or any other electronic communication to a email address addressed to them at their place of work or their address last known to the Company and if so sent it shall be deemed to have been duly given at the time of the time of transmission. 16.2 Any notice or document so sent to an Award Holder shall be deemed to have been duly given notwithstanding that such Award Holder is then deceased (and whether or not the Company has notice of their death) except where their personal representatives have established their title to the satisfaction of the Company and supplied to the Company an address to which documents are to be sent. 16.3 Any notice in writing or document to be submitted or given to the Board, the Committee or the Company in accordance or in connection with the Plan may be delivered, sent by post or email, but shall not in any event be duly given unless it is actually received by the secretary of the Company or such other individual as may from time to time be nominated by the Board and whose name and address is notified to Award Holders. 17. MISCELLANEOUS 17.1 The Committee shall administer and interpret the Plan. The Committee may from time to time make and vary such rules and regulations not inconsistent herewith as it determines in its absolute discretion, and establish such procedures for the administration and implementation of the Plan as it thinks fit and in the event of a dispute or disagreement as to the interpretation of this Plan or

651865012_2 14 any such rules, regulations or procedures or as to any question or right arising from or regulated to this Plan, the decision of the Committee shall be final and binding upon all persons. 17.2 The Committee may establish sub-plans to the Plan containing specific terms and conditions for grants of Awards to Employees in specific jurisdictions (or who are subject to tax in such jurisdictions). A sub-plan adopted by the Committee shall be deemed to be a part of the Plan and shall be read and interpreted together, provided however that in the event of any discrepancy between the provisions in the Plan and the sub-plan, the provisions in the sub-plan shall prevail. 17.3 The Committee may from time to time make and vary such rules and regulations not inconsistent herewith and establish such procedures for the administration and implementation of the Plan as they think fit and in the event of a dispute or disagreement as to the interpretation of this Plan or any such rules, regulations or procedures or as to any question or right arising from or regulated to this Plan, the decision of the Committee shall be final and binding upon all persons. 17.4 The Company shall at all times keep available sufficient authorised but unissued Shares to satisfy the exercise in full of all Subscription Awards for the time being remaining capable of Vesting (or, in the case of an Option, being exercised) under the Plan. 17.5 The Company will at all times, in operating and administering the Plan, be bound by the provisions (as from time to time in force) of the internal code and/or policies that regulate the Company’s compliance with applicable data privacy laws. 17.6 The Company in general meeting or the Board may at any time resolve to terminate this Plan in which event no further Awards shall be granted, but the provisions of this Plan shall in relation to Awards then subsisting continue in full force and effect. 17.7 The Rules and the Plan and any dispute, claim or obligation (whether contractual or non- contractual) arising out of or in connection with it, its subject matter or formation shall be governed by English law. The Award Holder and the Company irrevocably agree that the London Court of International Arbitration shall have exclusive jurisdiction to settle any dispute or claim (whether contractual or non-contractual) arising out of or in connection with this Scheme, its subject matter or formation. 17.8 The costs of the administration and implementation of the Plan shall be borne by the Company. 17.9 Awards will be non-pensionable.

0102103-0000073 UKO2: 2007067686.2 1 VEON Ltd. Rules of the VEON Annual Performance Bonus Plan

0102103-0000073 UKO2: 2007067686.2 2 CONTENTS 1. Introduction and purpose ............................................................................................................ 3 2. Definitions and interpretation ...................................................................................................... 3 3. Award ......................................................................................................................................... 6 4. Vesting and satisfaction of Award .............................................................................................. 7 5. Cessation of Employment and removal from Plan ..................................................................... 7 6. Corporate events ........................................................................................................................ 8 7. Dealing Restrictions ................................................................................................................... 8 8. Tax and social security............................................................................................................... 8 9. Holdback/Clawback .................................................................................................................... 9 10. Amendment ................................................................................................................................ 9 11. Administration .......................................................................................................................... 10

0102103-0000073 UKO2: 2007067686.2 3 1. Introduction and purpose 1.1 These Rules and associated Award Letters set out the terms and conditions of the VEON Annual Performance Bonus. 1.2 The purpose of the Plan is to incentivise and reward individual and short-term performance throughout the VEON (VimpelCom) Group of companies. 1.3 Awards will be made annually to Participants, as determined by the Compensation Committee, and will be assessed by reference to Key Performance Indicators set by the Compensation Committee and applied to individual Awards on the date of grant (subject to any subsequent revision within these Rules). 1.4 Any bonus payment under the Plan will be satisfied by a cash payment in accordance with these Rules. 2. Definitions and interpretation “Award” means a contingent right to a future cash payment subject to meeting KPIs in accordance with this Plan; “Award Letter” means a letter confirming an Award made to a Participant setting out (among other things) the terms and conditions relating to the Award, as required by Rule 3.2; “Bye-laws” means the VEON Ltd. Bye-laws adopted on 20 April 2010, as may be amended from time to time; “Cause” means any behaviour deemed to constitute “cause” in the Participant’s employment contract with a Group Company or, in the absence of such a definition in the Participant’s employment contract, the Participant’s: (a) intentional failure to perform reasonably assigned duties; (b) dishonesty, gross negligence or wilful misconduct in the performance of duties; (c) involvement in a transaction in connection with the performance of duties to the Company or any Group Company which is adverse to the interests of the Company or any Group Company and which is engaged in for personal profit; (d) wilful violation of any law, rule, or regulation in connection with the performance of duties (other than traffic violations or similar offences); (e) breach of any Group Company policy applicable to the Participant; or

0102103-0000073 UKO2: 2007067686.2 4 behaviour that qualifies as Cause under the local legislation of a country in which the Participant performs duties to the Company or any Group Company; “Company” means VEON Ltd., a company formed under the laws of Bermuda having its principal executive offices as of the Effective Date at Claude Debussylaan 88, 1082 MD Amsterdam, the Netherlands, and registered with the Dutch Chamber of Commerce under registration number 34374835; “Compensation Committee” means the Compensation Committee established by the Supervisory Board of the Company; “Control” means in relation to any corporate body the power of any Person to secure: (a) by means of the holding of shares or the possession of voting power in or in relation to that or any other corporate body; or (b) by virtue of any powers given in the articles of association, bye-laws or any other document regulating the affairs of that or any other corporate body, that the affairs of the first mentioned body corporate are conducted in accordance with the wishes of that Person (and “Controlled” shall be construed accordingly). For the purposes of this definition a Person shall be deemed to have obtained Control of an entity if that Person and others acting in concert with that Person have together obtained Control of it; “Dealing Restriction” means any restriction imposed by the Company’s share dealing code, any applicable stock exchange rules or any applicable laws or regulations which impose restrictions on share dealings; “Delisting” means the Shares ceasing to be listed on the NASDAQ Global Select Market or listed or quoted on any other internationally recognized exchange or market quotation service; “Effective Date” means 29 January 2018, from which this Plan is effective; “Eligible Employee” means any employee of the Company or any Group Company; “Employment” means employment with the Company or any Group Company; “Financial Year” means a financial year of the Company and its Group Companies; “Frozen Employment” means such period of Employment during which the Employee: (a) takes accrued holidays or is incapacitated for work (other than by reason of legal maternity leave), including as a result of ill-health, for more than three (3) months;

0102103-0000073 UKO2: 2007067686.2 5 (b) is released or exempted from work; or (c) takes unpaid leave, including periods of parental leave; “Good Leaver” means a Person who ceases Employment as a result of: (a) death; (b) ill-heath, injury or disability, confirmed by the Company in writing, (c) termination by the Company or any Group Company without Cause; (d) the expiry of the Person’s term of Employment in accordance with the relevant employment contract; any other reason determined by the Compensation Committee, in its absolute discretion; “Group CEO” Means the Company’s Chief Executive Officer; “Group Company” means any firm, company or other organisation: (a) which is directly or indirectly Controlled by the Company; or (b) which is a Subsidiary (as defined in the Bye-laws); “Group/HQ Function Head” means each of the Company’s Chief Financial Officer, General Counsel, Chief People Officer, Chief Digital/Commercial Officer, Chief Procurement Officer, Chief Technology Officer, Chief External Affairs/Communications Officer and Chief Compliance Officer and any other as deemed appropriate by the Compensation Committee; “Group Senior Executives” means Group CEO, the Group/HQ Function Heads, the Regional CEOs, the OpCo CEOs and such other person(s) as the Compensation Committee in its discretion determines; “Key Performance Indicator (or “KPI”)” means any performance target (or other condition) imposed under Rule 3.1 in respect of which payment under an Award is dependent; “OpCo” means the Company’s main operating Subsidiary in each of the following countries: Russia, Algeria, Pakistan, Bangladesh, Kazakhstan, Ukraine, Kyrgyzstan, Uzbekistan, Armenia, Georgia and Tajikistan; “OpCo CEO” means the Chief Executive Officer of an OpCo; “Participant” means an Eligible Employee to whom an Award has been made and who has accepted the terms and conditions of that Award by signing and returning an Award Letter in accordance with this Plan;

0102103-0000073 UKO2: 2007067686.2 6 “Person” means a natural person, firm, company, corporation or other statutory or independent legal body; “Regional CEO” means the Company’s Head of Major Markets, Head of Emerging Markets and Head of Eurasia; “Rules means the rules of this Plan including any amendments made from time to time; “Plan” means the VEON Annual Performance Bonus Plan as constituted by these Rules; “Subsisting Award” means a subsisting Award under the Plan, whether or not it has Vested; “Supervisory Board” means the Supervisory Board of the Company as defined in the Bye-laws; “Target Bonus” means the indicative value payable in respect of an Award following Vesting if the KPIs are met in full; “Vest” means any amount becoming due and payable to a Participant in cash in accordance with the Rules (and “Vesting” and “Vested” shall be construed accordingly); and “Vesting Date” means the date following the end of the Financial Year in respect of which an Award is made after the financial statements for the relevant year are finalised when Award values are determined. 2.1 Where the context so admits or requires, words denoting the singular shall include the plural and vice versa and words importing the masculine shall also include the feminine. 2.2 Any reference in these Rules to any enactment includes a reference to that enactment as from time to time modified, extended or re-enacted and any statutory instrument made thereunder. 2.3 The headings in these Rules are for convenience only and should be ignored when construing the Rules. 3. Award 3.1 The Company may make an Award to an Eligible Employee, which shall be subject to such KPIs as are notified to the Participant in an Award Letter, in the following manner: The Compensation Committee shall determine Awards and appropriate KPIs for Group Senior Executives each Financial Year. The Group Senior Executives shall determine Awards and appropriate KPIs for other Eligible Employees in accordance with the principles set by the Compensation Committee each Financial Year. All Awards shall be paid from bonus pools set by the Compensation Committee in its sole discretion.

0102103-0000073 UKO2: 2007067686.2 7 3.2 As soon as practicable after the grant of any Award, the Company shall send each Participant an Award Letter setting out in respect of the Award the Target Bonus and the KPIs imposed under Rule 3.1. 3.3 For each Financial Year, the Compensation Committee shall review the performance of the Company and its Group Companies and the effectiveness of the KPIs applicable to that Financial Year at the end of the second quarter and may (in its sole discretion) make such adjustments as it sees fit to the KPIs applicable to Awards. 4. Vesting and satisfaction of Award 4.1 Subject to this Rule 4 and Rule 5, an Award shall Vest on the Vesting Date to the extent any KPIs are met. The extent of Vesting (if any) shall be determined by the Compensation Committee, in its sole discretion, following publication of the Company’s annual financial statements in respect of a Financial Year, and to the extent that an Award Vests in part only, the part of the Award which does not Vest shall lapse on the Vesting Date. 4.2 Unless otherwise determined by the Compensation Committee in its sole discretion, where a Participant commences Employment or is granted an Award at any time after the start of a Financial Year, any payment to which the Participant becomes entitled on Vesting of an Award shall be subject to a pro-rata reduction to reflect the proportion of the Financial Year actually worked by the Participant. 4.3 Unless otherwise determined by the Compensation Committee in its sole discretion, if there is a period of Frozen Employment during the relevant Financial Year, any payment to which the Participant becomes entitled on Vesting of an Award shall be subject to a pro-rata reduction to reflect the proportion of the Financial Year actually worked by the Participant (i.e. actively performed services), as determined by the Compensation Committee in its sole discretion. 4.4 Following Vesting of an Award, the amount (if any) payable in respect of an Award shall be determined by the Compensation Committee in its sole discretion. 4.5 Subject to Rule 8 and Rule 11.1(H), any amount payable to a Participant in respect of an Award shall be paid to that Participant through the payroll as soon as practicable following determination of the amount payable by the Compensation Committee. 4.6 Unless otherwise determined by the Compensation Committee in its sole discretion, any payment to a Participant is subject to Employment of the Participant with the Company or any Group Company for more than three (3) months during the relevant Financial Year. 5. Cessation of Employment and removal from Plan 5.1 Subject to Rule 5.2 and 5.3. an Award shall lapse immediately on termination/cessation of Employment (or the Participant giving or receiving notice of termination/cessation of Employment) for any reason. 5.2 If a Participant resigns and/or gives notice of termination between a date following the end of the Financial Year in respect of which an Award is made and the Vesting Date, this event shall not have an impact on the Vesting of the Award. 5.3 If, prior to Vesting of an Award, a Participant ceases to be employed by the Company or another Group Company and is a Good Leaver, an Award shall continue to Vest in accordance with the Rules, provided that any payment to which the Participant is entitled on Vesting of an Award shall be subject to a pro-rata reduction to reflect the proportion of the Financial Year relating to

0102103-0000073 UKO2: 2007067686.2 8 such Award actually worked by the Participant (i.e. actively performed services), as determined by the Compensation Committee in its sole discretion. 5.4 Any payments made pursuant to Rule 5.2 and 5.3 shall be made at the same time as payments to Participants under Rule 4. 5.5 If, on any cessation of Employment, a Participant commences Employment with another Group Company on the business day immediately following such cessation, the Participant’s Employment shall be treated as continuing for the purposes of the Plan, provided that the KPIs relating to a Subsisting Award shall be subject to such adjustment as the Compensation Committee in its absolute discretion may determine is appropriate to reflect the transition of Employment. 5.6 The Award shall lapse immediately on the Compensation Committee, in its absolute discretion, making a determination to remove a Participant from the Plan. 5.7 If employment is terminated with a Cause, Participant is removed from the Plan without any remuneration. 6. Corporate events In the event that: (A) the company by which the Participant is employed ceases to be a Group Company; or (B) all or substantially all of the business and assets of the company by which the Participant is employed is transferred to a Person other than the Company or a Group Company; (C) there is a Delisting; or (D) the Compensation Committee in its absolute discretion determines that an extraordinary event in respect of the Company occurs, Awards shall continue in force provided that the Compensation Committee may, in its absolute discretion, (i) allow Awards to vest in whole or in part or (ii) revise the KPIs applicable to the Awards as it, in its sole discretion, considers appropriate. 7. Dealing Restrictions If on any proposed date of grant or Vesting of an Award or on the date of any other event under the Rules which may be treated as dealing (a “Relevant Dealing Event”), a Dealing Restriction applies, such Relevant Dealing Event shall be delayed and shall occur on the date on which the Dealing Restriction is removed. 8. Tax and social security The Company or any Group Company shall be entitled to withhold or collect and the Participant shall pay, the amount of any income tax and/or social security contributions and any other deductions attributable to or payable in connection with an Award (i) by deduction from the Participant’s salary or other earnings or payments due to the Participant at any time, or (ii) directly from the Participant by payment on demand in cleared funds.

0102103-0000073 UKO2: 2007067686.2 9 9. Holdback/Clawback 9.1 The Company has the right to apply Holdback (up to 100% of an awarded and unvested Award) and/or Clawback (up to 100% of paid and/or vested Award) from any (ex-) Participant:  In the event of engagement in conduct or performance of acts which are considered malfeasance or fraud;  In the event the Participant is dismissed for Cause;  in the event that an Award has been granted on the basis of inaccurate information – whether or not financial in nature – regarding: (i) the achievement of the performance targets (including KPIs) that determine the Award; or (ii) the circumstances under which the Award was granted; and  In the event of evidence of misbehaviour or serious error by the Participant, including a breach of any Group Company policy applicable to the Participant, a code of conduct or other internal rules. 9.2 Holdback and/or Clawback can also be applied to the Award of Participants who are not directly involved in the event or behaviour that triggers Holdback and/or Clawback. This could for example be the case in view of their managerial responsibilities, accountabilities, failure to keep oversight and/or lack of sufficient controls. 9.3 Holdback can be applied until the deferred Awards have vested. Clawback can be applied during a period of three years after the Award Vests. 9.4 The Compensation Committee in its sole discretion shall determine whether, and the extent to which, some or all part of the Award that has previously been paid to a Participant must be repaid. 9.5 A Participant agrees that the Company or any Group Company shall be entitled to withhold or collect any repayment required from such Participant pursuant to this Rule 9 by deduction of such amount from any payment made under the Plan or any other amount payable to the Participant at any time or by direct collection from the Participant in immediately cleared funds. 9.6 Furthermore, a Participant acknowledges and agrees that, notwithstanding anything to the contrary in the Rules, all Awards (including on a retroactive basis) granted under the Plan are subject to the provisions of the Company’s Policy for the Recovery of Erroneously Awarded Compensation, as may be in effect and amended from time to time (the “Clawback Policy”) from the effective date of October 2, 2023. 10. Amendment 10.1 Subject to Rules 10.2 and 10.3, the Compensation Committee may from time to time amend the Rules as it sees fit, including (without limitation) its design principles, eligibility rules, KPIs, bonus pools and amounts payable. 10.2 Subject to Rule 10.3, an amendment to the Rules may not materially and adversely affect a Participant’s rights under a Subsisting Award except where the amendment has been agreed in advance by such Participant. 10.3 In the event that any provision of the Rules and/or an Award does not comply with any statutory or regulatory obligation to which the Company or any Group Company is subject from time to

0102103-0000073 UKO2: 2007067686.2 10 time or is no longer considered good industry practice, the Compensation Committee shall have the power to amend or delete the relevant provision so that the Rules and/or the Award comply with the relevant obligation or good practice. A Participant’s consent is not required, even if the amendment or deletion would materially and adversely affect such Participant’s rights under a Subsisting Award. 10.4 The Compensation Committee shall notify a Participant of any amendment to the terms of an Award under this Rule 10 (other than a minor administrative change) as soon as practicable following the change being made. 11. Administration 11.1 The Compensation Committee has full power: (A) to propose, approve or reject employees as Participants with respect to any Award to be made; (B) to interpret and construe the Rules; (C) to determine the terms and conditions of any Award; (D) to approve the KPIs in respect of any Award; (E) to approve any alteration to the KPIs as a result of a significant unforeseen event in the market; (F) to determine bonus pools from which Awards under the Plan shall be paid; and (G) to interpret, administer, reconcile any inconsistency in, correct any defect in and/or supply any omission in the Plan, an Award Letter and any other instrument or agreement relating to, or an Award granted under, the Plan, (H) to remove at any time prior to the satisfaction of the Award a Participant from the Plan that may have been provided an Award, based on the Regional Operating Committee’s decision and its decision on any dispute shall be final and conclusive. 11.2 An Award may not be transferred, assigned or charged and any purported transfer, assignment or charge shall be invalid and, in the event, that a Participant purports to transfer, assign or charge an Award, to the extent it has not been paid it shall lapse immediately. 11.3 Rule 11.2 shall not prevent the Vesting of an Award in a Participant’s personal representatives. 11.4 A Participant’s rights under the terms of his office or employment with the Company are entirely separate from and shall not be affected in any respect by the making of an Award. 11.5 In particular, but without limiting the generality of Rule 11.4, a Participant is not entitled and waives any rights he may have to compensation or damages in consequence of ceasing to have rights or benefits or prospective rights or benefits under the Rules following: (A) the termination of his office or employment or the giving of notice of termination, whether lawfully or unlawfully, for any reason;

0102103-0000073 UKO2: 2007067686.2 11 (B) the exercise of a discretion or a decision taken pursuant to the terms of the Rules or any failure to exercise a discretion or take a decision even if this could be regarded as capricious or unreasonable, or could be regarded as in breach of any implied term between an individual and his employer, including without limitation the implied duty of trust and confidence; or (C) the operation, suspension, termination or amendment of the Plan and/or any Award. 11.6 An Award (and any payment pursuant to an Award) is not part of normal or expected remuneration or salary for any purposes, including but not limited to, calculating any severance, resignation, termination, redundancy, end of service payments, bonuses, pension or retirement benefit or any similar payments. 11.7 The making of an Award on a particular basis or to a Participant in any year does not create any right or expectation of the making of an Award on the same basis, or at all, or to such Participant in that or any subsequent year. 11.8 Subject to Rules 11.3 and 11.9, nothing in a Participant’s Award Letter and/or the Rules confers any benefit, right or expectation on a person other than such Participant. 11.9 The Company holds the benefit of any agreement or consent given by a Participant in connection with the Rules and/or any Award for itself and as trustee and agent for any Group Company or other person who benefits from the agreement or consent. The Company may assign the benefit of such agreement or consent to such Group Company or other person. 11.10 Each provision of the Rules is entirely separate and independent from the other provisions. If any provision is found to be invalid it shall be deemed never to have been part of these Rules and this shall not affect the validity or enforceability of any of the remaining provisions of these Rules. 11.11 By accepting an Award, a Participant agrees to the collection, processing, transmission and storage of any personal information that the Company and/or any Group Company (and any agent and/or advisor) considers necessary for the purposes of implementing, administering and managing Awards under the Plan. A Participant understands that this may involve transmitting his personal data abroad and may involve making information available to a tax authority or any other relevant person. By accepting the Award, a Participant consents to the collection, processing, transmission and storage of his personal information for this purpose including the transfer outside Participant’s country of residence, the EU and/or EEA. 11.12 By accepting an Award, a Participant also agrees to provide the Company or any other relevant person with information (and to do any other thing reasonably required) to facilitate the implementation, administration and management of Awards under the Plan or to allow the Company or any other relevant person to comply with its/their tax affairs or other legal or regulatory obligations. 11.13 Where any amount is to be converted into or from US dollars (or any other currency) for the purposes of the Rules, it shall be converted using the applicable spot rate quoted in such source as the Compensation Committee deems reliable. 11.14 No third party has any rights to enforce any of the Rules. 11.15 Subject to the requirements set out in Rule 9.6 and the Company’s Clawback Policy, in the event that there is a conflict between these Rules, an Award Letter and any other document relating to the Plan, these Rules shall prevail.

0102103-0000073 UKO2: 2007067686.2 12 11.16 This Plan, and any non-contractual obligations arising in connection with it, shall be governed by and construed in accordance with Dutch law. Any dispute concerning the operation of the Plan shall be subject to the exclusive jurisdiction of the Dutch courts.