Ann: Notice of Annual General Meeting/Proxy Form, page-2

Can I make a suggestion that shareholders actively vote against any remuneration proposals they consider generous, in light of a 70% drop in the share price YTD vs only a 3% YTD drop in Neodymium for those myopic investors who think that is all that matters for ASM. They only need a 25% vote against to cause a spill, or something close to scare them from their indolence.

Most people will not be bothered to read the remuneration performance rights changes. Suffice to say they roll down nicely through elaborate mechanisms to tally more broadly with a lower share price. The main arguments will be to keep executives motivated and performance rights relevant. I'd rather they be tied to ASX200 performance or some other measure to gladly take out capital market and wider macroeconic factors and behaviour, beyond the scope of executives, in fairness to them. This blanket rolling down of performance right thresholds however, whilst common on the ASX, is an absolute let-off for poorly performing executives.

The ASM share price falls are heavily due to underperformence of the exectutive team in delivering guided offtake timelines and accordingly reducing cash burn. Like David Woodall before her, Rowena, if far more modest on her pump, has fallen well short of her own guided timelines and inferred commercial progress aims for ASM since July 2022.

If you can only be bothered to understand the basics, performance benchmarks essentially get rolled down with the price and "Since the approval of the Previous Plan on 30 November 2021, the Company has issued a total of 3,599,202 Performance Rights under the Previous Plan (2,414,785 of which remain on issue as at the date of this Notice)." i.e. they've issued a lot more performance rights to themselves this year, on top of existing ones, despite a massively falling share price.

Do you really think as a shareholder, given the share price returns, you should not be actively voting for a remuneration plans that roll down the thresholds for executives who have stewarded your capital investment lower AND they should get more performance rights at those lower/easier thresholds.

I can't believe Gandel is on the remuneration comittee and letting this crap through. I would strongly suggest shareholders take a look at the AGM proposals and vote against the remuneration and performance proposals.