MATERIALISE NV RESULTS OF ANNUAL GENERAL SHAREHOLDERS’ MEETING OF 16 JUNE 2026

Rhea-AI Summary

Materialise (Nasdaq: MTLS) reported the results of its annual general shareholders’ meeting held on 16 June 2026. Shareholders representing 71,207,268 voting rights, a 76% attendance rate, were present or represented, and all resolutions were approved.

Key decisions included approval of the 2025 statutory annual accounts, carrying forward profit of EUR 11,232,308.80, discharge and reappointment of KPMG as statutory auditor for 2026–2028 with annual remuneration up to EUR 974,208, renewal of all director and independent director mandates for one year, and approval of a revised director remuneration structure effective 1 January 2026.

News Market Reaction – MTLS

+1.51%

+1.51% Session close to close

In the Jun 18 session, MTLS gained 1.51%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement details the formal outcomes of Materialise’s annual general shareholders’ meeting,...

Analysis

This announcement details the formal outcomes of Materialise’s annual general shareholders’ meeting, where all resolutions requiring a vote were approved with 71,207,268 voting rights represented. Key decisions include carrying forward EUR 11,232,308.80 in 2025 profit, reappointing directors and the statutory auditor, and setting a transparent director fee structure. Investors may track how these governance decisions interact with previously reported earnings, divestments, and the ongoing capital allocation framework.

Key Figures

Voting rights represented: 71,207,268 voting rights Attendance rate: 76% Total voting rights: 92,507,910 voting rights +5 more

8 metrics

Voting rights represented 71,207,268 voting rights Annual general shareholders’ meeting 16 June 2026

Attendance rate 76% AGM participation based on total voting rights

Total voting rights 92,507,910 voting rights Including double voting rights on loyalty shares

Profit 2025 appropriation EUR 11,232,308.80 Profit available for appropriation for financial year 2025

Profit carried forward EUR 3.653.734,77 Profit carried forward from prior financial years

Auditor annual remuneration cap EUR 974.208 Maximum yearly fee for KPMG as statutory auditor, excl. expenses and VAT

Director fixed fee EUR 2,900 per quarter Remuneration for all directorships from 1 January 2026

Audit Committee meeting fee EUR 1,450 per meeting Additional remuneration for Audit Committee members

Historical Context

5 past events · Latest: May 15 (Neutral)

Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
May 15	AGM convening notice	Neutral	-1.2%	Announced timing and documentation availability for upcoming annual shareholders’ meeting.
May 07	Q1 2026 earnings	Positive	-3.2%	Reported stable revenue, better margins, reaffirmed 2026 guidance, and eyewear transfer plan.
Apr 23	Earnings call date	Neutral	-6.4%	Set Q1 2026 earnings release and conference call schedule for early May.
Mar 31	RapidFit divestiture	Positive	+2.9%	Planned transfer of RapidFit business to management to focus on higher‑potential lines.
Feb 19	FY 2025 earnings	Positive	+9.4%	Outlined 2025 results, strong Medical segment, 2026 guidance, Euronext listing and buyback.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent news often saw limited or negative price reactions even to fundamentally constructive updates, with only some strategic transactions and full-year results drawing a clearly positive response.

Recent Company History

Over the past few months, Materialise has focused on financial reporting, portfolio reshaping, and shareholder communications. Full-year 2025 results highlighted stable revenue and guidance for 2026, while Q1 2026 results showed margin improvement and a return to profit. The company announced divestments such as RapidFit to concentrate on higher-potential lines and kept investors informed about its AGM timing, providing context for the detailed AGM voting outcomes in this announcement.

Key Terms

american depositary shares, loyalty shares, treasury shares, corporate governance statement, +4 more

8 terms

american depositary shares financial

"The total number of voting rights takes into account the voting instructions of the American Depositary Shares (ADS) holders..."

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

loyalty shares financial

"...taking into account the double voting rights attached to the loyalty shares in accordance with the Company's articles..."

Loyalty shares are extra ownership units or enhanced rights given to shareholders who keep their stock for a specified long period, like a reward for staying loyal. Think of it as a frequent‑buyer perk that pays out as extra shares, higher voting power, or richer dividends; it matters because it encourages holding, can strengthen long‑term investor returns, and may change control or liquidity of the stock.

treasury shares financial

"...and excluding the voting rights attached to treasury shares held by the Company)."

Treasury shares are a company’s own stock that it has repurchased and keeps on its books instead of canceling or leaving in the hands of outside investors. Think of them like coupons a business puts back in a drawer: they don’t vote or receive dividends while held, but they can be reissued later for employee pay or fundraising. For investors this matters because buybacks change the number of shares that count toward earnings and ownership, can boost per‑share metrics, and use corporate cash that might otherwise go to growth or dividends.

corporate governance statement regulatory

"Receipt and discussion of the annual reports, including the corporate governance statement and sustainability reporting..."

A corporate governance statement is a public summary of the rules, structures and practices a company uses to run itself and hold leaders accountable, covering topics like leadership roles, decision-making checks, ethics policies and how shareholder interests are protected. Investors use it like a homeowner’s manual or governance blueprint to judge whether the company is managed responsibly, whether risks are controlled, and whether their investment is likely to be treated fairly over the long term.

sustainability reporting (csrd) regulatory

"...including the corporate governance statement and sustainability reporting (CSRD), of the board of directors..."

A legal framework that requires companies to publish standardized information about their environmental, social and governance impacts and plans, essentially a formal ‘report card’ on sustainability performance. Investors use these reports like a consistent set of nutrition labels to judge long-term risks and opportunities—helping compare firms, spot hidden liabilities (such as pollution or supply-chain issues), and make more informed decisions about value and resilience.

statutory auditor regulatory

"The General Meeting resolves to grant discharge to the statutory auditor, being KPMG Bedrijfsrevisoren BV..."

A statutory auditor is an independent, legally required accountant who examines a company’s financial records and issues an official opinion on whether the financial statements give a true and fair view. Investors rely on this check as a trusted third-party stamp—like a certified inspection—because it reduces the chance that errors, omissions or rule-breaking will mislead people making investment decisions.

independent director regulatory

"The General Meeting resolves to (a) renew the mandate of Ms Marleen Mannekens as independent director for a period of one year..."

An independent director is a member of a company's board of directors who is not involved in the company's day-to-day operations and has no significant relationships with the company that could influence their judgment. Their role is to provide unbiased oversight and ensure the company is managed in the best interests of all shareholders. This helps build trust and confidence among investors by promoting transparency and accountability.

powers of attorney regulatory

"The General Meeting resolves to grant of powers of attorney to Felix Theus, Emma Heijmans and Maja Frederix..."

A power of attorney is a legal document that lets one person give another the authority to act on their behalf for specified tasks, such as handling bank accounts, signing contracts, or making medical decisions. For investors it matters because it determines who can buy, sell, or manage assets and make binding decisions during illness or absence—think of it as appointing a trusted agent to handle your financial and personal paperwork when you cannot. Keepers of these powers can affect ownership, voting, and access to funds.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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LEUVEN, Belgium, June 17, 2026 (GLOBE NEWSWIRE) --   Regulated information^[1]

Materialise NV (Euronext: MTLS) (Nasdaq: MTLS) (“Materialise”) (the “Company”) hereby announces the results of the votes cast at its annual general shareholders’ meeting held on Tuesday, June 16, 2026, at 10.00am (CET) (the “General Meeting”).

The shareholders who timely complied with the legal and statutory formalities represented 71,207,268 voting rights (corresponding to an attendance rate of 76% out of a total of 92,507,910 voting rights, taking into account the double voting rights attached to the loyalty shares in accordance with the Company's articles of association, and excluding the voting rights attached to treasury shares held by the Company). The total number of voting rights takes into account the voting instructions of the American Depositary Shares (ADS) holders as aggregated by BNY.

All resolutions that required voting were approved.

RESULTS OF THE RESOLUTIONS

1. Receipt and discussion of the annual reports, including the corporate governance statement and sustainability reporting (CSRD), of the board of directors on the statutory annual accounts of Materialise NV and the consolidated annual accounts of the Materialise group for the financial year ended 31 December 2025, as well as the auditor reports on the company and consolidated financial statements

NO VOTING

1. Receipt of the consolidated annual accounts of the Materialise group for the financial year ended 31 December 2025

NO VOTING

1. Approval of the statutory annual accounts of Materialise NV

The General Meeting approves the statutory annual accounts of Materialise NV for the financial year ended 31 December 2025.

VOTING

For: 71,158,899    

Against: 8,862    

Abstain: 37,571

1. Appropriation of results

The General Meeting resolves to carry forward the profit available for appropriation for the financial year 2025 for an amount of EUR 11,232,308.80, combined with the profit carried forward from prior financial years for an amount of EUR 3.653.734,77. The amount held above the required statutory reserves shall be withdrawn from the statutory reserves and likewise carried forward.

VOTING

For: 71,194,840   

Against: 11,228    

Abstain: 1,306

1. Acknowledgment and approval of the remuneration report

The General Meeting resolves to approve the remuneration report, as included in the annual reports of the board of directors, for the financial year ended 31 December 2025.

VOTING

For: 67,539,192   

Against: 3,659,987    

Abstain: 8,122

1. Discharge of directors

The General Meeting resolves to grant discharge to the directors (and, where applicable, their permanent representatives) for the performance of their mandate during the financial year ended 31 December 2025.

VOTING

• Wilfried Vancraen: 

For: 71,148,577    

Against: 11,591    

Abstain: 47,100

• Peter Leys: 

For: 71,148,657   

Against: 14,867    

Abstain: 43,851

• Hilde Ingelaere: 

For: 71,148,628    

Against: 14,874    

Abstain: 43,800

• Sander Vancraen: 

For: 71,148,698    

Against: 14,880    

Abstain: 43,789

• Jozef Vander Sloten: 

For: 71,150,174    

Against: 13,422    

Abstain: 43,778

• A TRE C BV, permanently represented by Johan De Lille: 

For: 71,150,171    

Against: 13,843    

Abstain: 43,353

• Jürgen Ingels: 

For: 71,156,583   

Against: 13,431    

Abstain: 37,353

• Marleen Mannekens: 

For: 71,156,580    

Against: 13,423    

Abstain: 37,364

• Godelieve Verplancke: 

For: 71,156,563    

Against: 13,458    

Abstain: 37,353

• Bart Luyten: 

For: 71,156,421    

Against: 13,472    

Abstain: 37,375

• Volker Hammes: 

For: 71,149,538    

Against: 13,932    

Abstain: 43,353

1. Discharge of the statutory auditor

The General Meeting resolves to grant discharge to the statutory auditor, being KPMG Bedrijfsrevisoren BV, with enterprise number 0419.122.548 and registered office at Brussels National Airport 1K, 1930 Zaventem, represented by Tim Vermeiren, for the performance of its mandate during the financial year ended 31 December 2025.

VOTING

For: 71,132,055    

Against: 31,737   

Abstain: 43,575

1. Reappointment of the statutory auditor for the financial years 2026, 2027 and 2028 and remuneration

On the proposal of the audit committee, the General Meeting appoints KPMG Bedrijfsrevisoren BV/SRL (B00001), with registered office at Brussels National Airport 1K, 1930 Zaventem, as statutory auditor for a term of three years, for the audit of the statutory and consolidated annual accounts of the Company and, for as long as legally required, to provide the assurance opinion relating to the sustainability reporting as set out in article 3:58, §6 of the Belgian Code of Companies and Associations (the “BCCA”) for the financial years ended 31 December 2026–2027–2028. The mandate will expire following the general meeting convened to deliberate on the annual accounts for the financial year ending 31 December 2028. KPMG Bedrijfsrevisoren BV/SRL has designated Mr Tim Vermeiren (IBR No. A02567), certified auditor, as its permanent representative. The General Meeting resolves that the annual remuneration of KPMG Bedrijfsrevisoren BV for its mandate as statutory auditor of the Company shall amount to a maximum of EUR 974.208 (excluding expenses and VAT, where applicable) on an annual basis and subject to indexation.

VOTING

For: 71,190,489    

Against: 8,650    

Abstain: 8,203

1. Re-appointment of directors

1. Directors nominated by the family shareholders

On the proposal of the family shareholders, in accordance with the recommendation and advice of the Remuneration and Nomination Committee, the General Meeting resolves to renew the mandate of Mr Wilfried Vancraen as director for a period of one year expiring after the general meeting to be convened to approve the annual accounts for the financial year 2026.

VOTING

For: 70,914,140    

Against: 291,055    

Abstain: 2,145

On the proposal of the family shareholders, in accordance with the recommendation and advice of the Remuneration and Nomination Committee, the General Meeting resolves to renew the mandate of Mr Peter Leys as director for a period of one year expiring after the general meeting to be convened to approve the annual accounts for the financial year 2026.

VOTING

For: 69,820,910    

Against: 1,384,272    

Abstain: 2,168

On the proposal of the family shareholders, in accordance with the recommendation and advice of the Remuneration and Nomination Committee, the General Meeting resolves to renew the mandate of Ms Hilde Ingelaere as director for a period of one year expiring after the general meeting to be convened to approve the annual accounts for the financial year 2026.

VOTING

For: 71,112,735    

Against: 92,357    

Abstain: 2,158

On the proposal of the family shareholders, in accordance with the recommendation and advice of the Remuneration and Nomination Committee, the General Meeting resolves to renew the mandate of Mr Sander Vancraen as director for a period of one year expiring after the general meeting to be convened to approve the annual accounts for the financial year 2026.

VOTING

For: 71,114,291    

Against: 90,912   

Abstain: 2,147

On the proposal of the family shareholders, in accordance with the recommendation and advice of the Remuneration and Nomination Committee, the General Meeting resolves to renew the mandate of A TRE C BV, with Mr Johan De Lille as permanent representative, as director for a period of one year expiring after the general meeting to be convened to approve the annual accounts for the financial year 2026.

VOTING

For: 67,318,527    

Against: 3,886,697    

Abstain: 2,126

On the proposal of the family shareholders, in accordance with the recommendation and advice of the Remuneration and Nomination Committee, the General Meeting resolves to renew the mandate of Mr Jürgen Ingels as director for a period of one year expiring after the general meeting to be convened to approve the annual accounts for the financial year 2026.

VOTING

For: 67,271,369    

Against: 3,933,834   

Abstain: 2,147

1. Independent directors

On the proposal of the board of directors, in accordance with the recommendation and advice of the Remuneration and Nomination Committee, the General Meeting resolves to (a) renew the mandate of Ms Marleen Mannekens as independent director for a period of one year ending after the general meeting to be convened to approve the annual accounts for the financial year 2026, and (b) confirm her mandate in her capacity as independent member of the board of directors on the grounds that (i) Ms. Marleen Mannekens meets, and has declared that she meets, the independence criteria set out in article 7:87 of the BCCA and provision 3.5 of the 2020 Belgian Corporate Governance Code, (ii) Ms. Marleen Mannekens has expressly declared that she does not maintain any relationship with the Company or any significant shareholder that could compromise her independence, and (iii) the board of directors has expressly declared that it has no indication of any element that could cast doubt on the independence of Ms. Marleen Mannekens within the meaning of article 7:87 of the BCCA.

VOTING

For: 71,165,422    

Against: 29,755    

Abstain: 12,166

On the proposal of the board of directors, in accordance with the recommendation and advice of the Remuneration and Nomination Committee, the General Meeting resolves to (a) renew the mandate of Ms Godelieve Verplancke as independent director for a period of one year ending after the general meeting to be convened to approve the annual accounts for the financial year 2026, and (b) confirm her mandate in her capacity as independent member of the board of directors on the grounds that (i) Ms Godelieve Verplancke meets, and has declared that she meets, the independence criteria set out in article 7:87 of the BCCA and provision 3.5 of the 2020 Belgian Corporate Governance Code, (ii) Ms Godelieve Verplancke has expressly declared that she does not maintain any relationship with the Company or any significant shareholder that could compromise her independence, and (iii) the board of directors has expressly declared that it has no indication of any element that could cast doubt on the independence of Ms Godelieve Verplancke within the meaning of article 7:87 of the BCCA.

VOTING

For: 70,043,653    

Against: 1,145,582    

Abstain: 18,115

On the proposal of the board of directors, in accordance with the recommendation and advice of the Remuneration and Nomination Committee, the General Meeting resolves to (a) renew the mandate of Mr Bart Luyten as independent director for a period of one year ending after the general meeting to be convened to approve the annual accounts for the financial year 2026, and (b) confirm his mandate in his capacity as independent member of the board of directors on the grounds that (i) Mr Bart Luyten meets, and has declared that he meets, the independence criteria set out in article 7:87 of the BCCA and provision 3.5 of the 2020 Belgian Corporate Governance Code, (ii) Mr Bart Luyten has expressly declared that he does not maintain any relationship with the Company or any significant shareholder that could compromise his independence, and (iii) the board of directors has expressly declared that it has no indication of any element that could cast doubt on the independence of Mr Bart Luyten within the meaning of article 7:87 of the BCCA.

VOTING

For: 70,059,396    

Against: 1,145,725    

Abstain: 2,156

On the proposal of the board of directors, in accordance with the recommendation and advice of the Remuneration and Nomination Committee, the General Meeting resolves to (a) renew the mandate of Mr Volker Hammes as independent director for a period of one year ending after the general meeting to be convened to approve the annual accounts for the financial year 2026, and (b) confirm his mandate in his capacity as independent member of the board of directors on the grounds that (i) Mr Volker Hammes meets, and has declared that he meets, the independence criteria set out in article 7:87 of the BCCA and provision 3.5 of the 2020 Belgian Corporate Governance Code, (ii) Mr Volker Hammes has expressly declared that he does not maintain any relationship with the Company or any significant shareholder that could compromise his independence, and (iii) the board of directors has expressly declared that it has no indication of any element that could cast doubt on the independence of Mr Volker Hammes within the meaning of article 7:87 of the BCCA.

VOTING

For: 71,153,413    

Against: 51,785    

Abstain: 2,145

1. Approval of remuneration of directors

On the proposal of the board of directors, in accordance with the recommendation and advice of the Remuneration and Nomination Committee, the General Meeting resolves to approve the following remuneration, with effect as from 1 January 2026:

• All directorships shall be remunerated with a fixed fee of EUR 2,900 per quarter.
• Directors who are members of the Audit Committee shall receive an additional remuneration of EUR 1,450 per attended meeting. The chairman of the Audit Committee shall receive an additional quarterly amount of EUR 2,170.
• Directors who are members of the Remuneration and Nomination Committee shall receive an additional remuneration of EUR 1,450 per attended meeting. The chairman of the Remuneration and Nomination Committee shall receive an additional quarterly amount of EUR 720.

VOTING

For: 71,186,033    

Against: 12,858    

Abstain: 8,503

1. Powers

The General Meeting resolves to grant of powers of attorney to Felix Theus, Emma Heijmans and Maja Frederix, each with authority to act alone and with right of substitution and without prejudice to any other authorisations applicable, for any filing and publication formalities required in connection with the foregoing resolutions.

VOTING

For: 71,184,878    

Against: 13,862    

Abstain: 8,587

All documents pertaining to the General Meeting, including the annual report, are available on Materialise's website at https://investors.materialise.com/shareholder-information/general-meetings.

About Materialise

Materialise NV incorporates more than three decades of 3D printing experience into a range of software solutions and 3D printing services that empower sustainable 3D printing applications. Our open, secure, and innovative end-to-end solutions enable flexible industrial manufacturing and mass personalization in various industries — including healthcare, automotive, aerospace, eyewear, art and design, wearables, and consumer goods. Headquartered in Belgium and with branches worldwide, Materialise NV combines the largest group of software developers in the industry with one of the world's largest and most complete 3D printing facilities. For additional information, please visit: www.materialise.com.

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[1]      The enclosed information constitutes regulated information as defined in the Belgian Royal Decree of 14 November 2007 regarding the duties of issuers of financial instruments which have been admitted for trading on a regulated market.

Annual General Meeting 
Materialise
agm@materialise.be

FAQ

What did Materialise (MTLS) announce from the 16 June 2026 annual general meeting?

Materialise announced that all resolutions at the 16 June 2026 annual general meeting were approved. According to Materialise, shareholders endorsed the 2025 statutory accounts, profit appropriation, director and auditor discharges, board reappointments, auditor mandate renewal, and updated director remuneration.

How many voting rights were represented at Materialise (MTLS) 2026 annual shareholders’ meeting?

At the 2026 annual general meeting, 71,207,268 voting rights were represented. According to Materialise, this corresponded to an attendance rate of 76% of the 92,507,910 total voting rights, taking into account double voting rights on loyalty shares and excluding treasury shares.

How did Materialise (MTLS) shareholders vote on the 2025 statutory annual accounts?

Shareholders approved the 2025 statutory annual accounts of Materialise NV. According to Materialise, votes were 71,158,899 in favor, 8,862 against, and 37,571 abstentions, confirming the financial statements for the year ended 31 December 2025 at the 2026 annual general meeting.

What profit appropriation did Materialise (MTLS) approve for financial year 2025?

Materialise shareholders approved carrying forward the 2025 profit available for appropriation. According to Materialise, EUR 11,232,308.80 from 2025, combined with EUR 3,653,734.77 from prior years and amounts above statutory reserves, will be carried forward rather than distributed.

Was KPMG reappointed as statutory auditor of Materialise (MTLS) and on what terms?

KPMG Bedrijfsrevisoren was reappointed as statutory auditor for 2026–2028. According to Materialise, the mandate includes auditing statutory and consolidated accounts and sustainability reporting, with annual remuneration up to EUR 974,208, excluding expenses and VAT, subject to indexation.

Which director mandates at Materialise (MTLS) were renewed at the 2026 annual meeting?

Shareholders renewed one-year mandates for all listed directors and independent directors. According to Materialise, this includes family-nominated directors such as Wilfried Vancraen and Peter Leys and independent directors including Marleen Mannekens, Godelieve Verplancke, Bart Luyten, and Volker Hammes through approval of 2026 accounts.

What changes were approved to Materialise (MTLS) director remuneration from 1 January 2026?

Shareholders approved a revised director remuneration scheme effective 1 January 2026. According to Materialise, directorships receive EUR 2,900 per quarter, with extra fees of EUR 1,450 per attended committee meeting and additional quarterly amounts for the chairs of the Audit and Remuneration and Nomination Committees.