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Terra Innovatum Global N.V.

NASDAQ:NKLR
Annual Meeting

of Shareholders

MEETING DATE

11/16/2026
DEF 14A FILED
10/26/2026
PUBLISHED
10/27/2026 1:46 am
TIME TO PUBLISH
10/29/2026
METHODOLOGY
approve
EXCHANGE NASDAQ:NKLR · CUSIP N85083108 · CLASS ordinary shares and preferred shares · CIK 0002067627

RECONCILED · MIXED

Reconciled against the company’s Form 8-K Item 5.07 filed 2026-06-15.

15
FOR
0
AGAINST
0
WITHHOLD
15
BALLOT ITEMS

ITEM-BY-ITEM RECOMMENDATIONS

1(b)
Extending the Period for Preparing the Annual Accounts for the Financial Year 2025
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The Board was unable to complete the annual accounts within the statutory five-month period due to special circumstances.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
1(c)
Discharge From Liability of the Directors for the Performance of Their Duties During the Financial Year 2025
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The proposal covers duties disclosed in the annual accounts or otherwise publicly disclosed before adoption.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
1(d)
Adoption of the Annual Accounts for the Financial Year 2025
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The annual accounts for the financial year ended December 31, 2025 have been signed by all Board members.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
2(a)
Reappointment of Alessandro Petruzzi as executive director
board
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The filing states the Board believes Mr. Petruzzi is well qualified based on his performance and qualifications.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
2(b)
Reappointment of Massimo Morichi as executive director
board
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The filing states the Board believes Dr. Morichi is well qualified based on his performance and qualifications.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
2(c)
Appointment of Katherine Crocker Williams as executive director
board
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The filing states the Board believes her leadership experience, financial expertise and industry knowledge qualify her.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
2(d)
Appointment of Joanna Lyn Lohkamp as non-executive director
board
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The filing states the Board believes her operating, financial and board leadership experience qualify her.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
2(e)
Appointment of Kostadin Ivanov as non-executive director
board
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The filing states the Board believes his nuclear engineering and governance experience qualify him.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
2(f)
Appointment of Mamdouh El-Shanawany as non-executive director
board
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The filing states the Board believes his nuclear safety expertise and regulatory experience qualify him.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
2(g)
Appointment of S. Michael Modro as non-executive director
board
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The filing states the Board believes his reactor licensing and safety assessment experience qualify him.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
2(h)
Appointment of Tony Tullio as non-executive director
board
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The filing states the Board believes his governance, audit and financial oversight experience qualify him.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
3
Approval of the Maximum Number of Shares and Criteria Applicable to Equity-Based Remuneration for Directors of the Board
compensation
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The proposal sets a maximum aggregate of 2,000,000 ordinary shares or rights, with specified performance criteria.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
4
Approval of the Amendment of the Remuneration Policy of the Company
compensation
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

If not approved, the existing remuneration policy will remain in effect until shareholders approve a new policy.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
5
Authorization of the Board to Acquire Shares in Its Own Capital
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The filing states the Company does not currently intend to exercise this authorization.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
6
Withdrawal of the Dutch Audit Engagement of KPMG Accountants N.V. as External Dutch Auditor for the Financial Year Ending 2025
auditor
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The filing states the Company qualifies as a small legal entity exempt from the statutory audit requirement.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.

Ledger

9fe031301c6b213b660663f985737b40bbfc3b66438619ddd628374a55f1b337

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