Volkswagen : Information on Shareholder's Rights

Information on shareholders' rights for the Annual General Meeting of

Volkswagen Aktiengesellschaft on May 10, 2023

(in accordance with sections 122(2), 126, 127, 130a, 131(1), (1f), (4) and (5), 245, 118a(1) sentence 2 nos. 3 and 4 and 6 through 8 of the Aktiengesetz (German Stock Corporation Act)

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1. Motions for additions to the agenda in accordance with section 122(2) of the Aktiengesetz
   Shareholders whose combined shareholdings amount to one-twentieth of the share capital or represent a proportionate interest of EUR 500,000.00 (corresponding to 195,313 shares) may, in accordance with section 122(2) in conjunction with section 122(1) of the Aktiengesetz, require items to be added to the agenda and published. Each new item must be accompanied by a reason or by a proposed resolution.
   The notice requiring the new item to be added must be received by the Company, together with evidence issued by the last intermediary, that the shareholders hold the minimum number of shares, by 24:00 (CEST) on April 28, 2024, exclusively at the following address:
   Volkswagen Aktiengesellschaft The Board of Management c/o HV-Stelle
   Brieffach 1848/3
   38436 Wolfsburg, Germany by fax: +49 5361-95600100
   or by e-mailto: hvstelle@volkswagen.de
   Motions for additions to the agenda must be submitted in German. If they are meant to be published in English as well, a translation is to be enclosed.
   Applicants have to prove that they have held their shares for at least 90 days before the day the motion for addition was received and that they will hold the shares until the Board of Management decides on the request. Please pay attention to section 70 of the Aktiengesetz, which addresses computation of the period of shareholding.
   Motions for additions to the agenda that are liable to publication will be published without delay in the Federal Gazette and distributed throughout Europe.
   In addition, the motions for additions to the agenda will be published on the Company's website at www.volkswagen-group.com/agm.
2. Shareholder motions and proposals for election in accordance with section 118a(1) sentence 2 no. 3 in conjunction with sections 126 and 127 of the Aktiengesetz
   In accordance with section 126(1) and section 127 of the Aktiengesetz, shareholder countermotions to proposals by the Board of Management and/or the Supervisory Board on specific agenda items and proposals for election must be submitted, together with evidence that the person filing the countermotion or making the proposal is a shareholder, by 24:00 (CEST) on May 14, 2024, exclusively to the following address:

Volkswagen Aktiengesellschaft HV-Stelle

Brieffach 1848/3

38436 Wolfsburg, Germany by fax: +49 5361-95600100

or by e-mailto: hvstelle@volkswagen.de

Countermotions and proposals for election must be submitted in German. If they are meant to be published in English as well, a translation is to be enclosed.

In accordance with sections 126 and 127 of the Aktiengesetz, shareholder countermotions and proposals for election requiring disclosure will be published without delay on the Company's website at www.volkswagen-group.com/agm with the shareholder's name. Other personal data will not be disclosed unless the applicant explicitly requests disclosure of the data.

Any statements by the Management will also be published at the website shown above.

In accordance with 126(2) sentence 1 of the Aktiengesetz countermotions and any reasons need not be made available, if

1. the Board of Management would commit an offence by doing so,
2. the countermotion would lead to an illegal resolution by the general meeting, or to a resolution that infringes the Articles of Association,
3. the reasons given clearly contain erroneous or misleading information in material aspects, or if they contain defamations,
4. a countermotion by the shareholder based on the same subject matter has already been made available to a general meeting of the Company in accordance with section 125 of the Aktiengesetz,
5. the same countermotion by the shareholder with essentially the same reason has already been made available in relation to at least two general meetings of the Company in accordance with section 125 of the Aktiengesetz within the last five years and less than one-twentieth of the share capital represented at the general meeting has voted in favor of it,
6. the shareholder indicates that he or she will not be attending the general meeting and will not be represented at it, or
7. the shareholder did not present and did not have presented a countermotion submitted by him or her at two general meetings in the last two years.

The same principles apply where proposals for election are to be made available. Furthermore, the Board of Management does not need to make proposals available if these do not contain the name, practiced profession and place of residence of the proposed candidates, or, in case of audit firms, the company name and registered office.

Any reasons for countermotions and proposals for election do not need to be made available if their total length exceeds 5,000 characters. If multiple shareholders submit countermotions on the same item for resolution or if they make the same proposals for election, the Board of Management is entitled to consolidate the countermotions or proposals and any respective reasons.

Shareholder countermotions and proposals for election requiring disclosure in accordance with section 126 or section 127 of the Aktiengesetz are deemed to have been submitted at the date of disclosure in accordance with section 126(4) and section 127 sentence 1 of the Aktiengesetz. Voting rights can be exercised on such countermotions and proposals for election as soon as the shareholders can demonstrate that they meet the legal or statutory requirements for exercising their voting rights. If the shareholder submitting the motion or the proposal for election has not had their identity proven and is not registered to attend the Annual General Meeting, the motion does not need to be dealt with at the Annual General Meeting.

Furthermore, countermotions and proposals for election as well as other motions can also be submitted during the virtual Annual General Meeting by means of video communication using the shareholder portal.

Shareholder motions relating to rejection of management's or the Supervisory Board's proposals can be supported by voting "No" for the relevant agenda item via the shareholder portal at www.volkswagen-group.com/agm-portal.These shareholder motions are published online at www.volkswagen-group.com/agm.

Shareholder motions and proposals for election not relating to rejection of the Management's or the Supervisory Board's proposals are each identified with a capital letter. Shareholders or their proxy holders can vote on these motions and proposals for election by checking "Yes", "No" or "Abstention" after the relevant capital letter in the box in the shareholder portal at www.volkswagen-group.com/agm-portal.

The meeting chairperson's right to have the Management's nominations voted on first in the voting remains unaffected. If the Management's nominations are accepted with the necessary majority, countermotions or (differing) nominations become superfluous in this respect.

Where there are obvious contradictions in votes by shareholders or their proxy holders on the management's proposals on the one hand and the vote on countermotions on the other, the votes will be considered invalid.

3. Opportunity to submit statements in accordance with section 118a(1) sentence 2 no. 6 in conjunction with section 130a(1-4) of the Aktiengesetz

Duly registered shareholders or their proxy holders will have the opportunity in accordance with section 130a(1-4) of the Aktiengesetz to submit statements on the agenda items ahead of the meeting by means of electronic communication. Statements can be submitted in written form via the shareholder portal at www.volkswagen-group.com/agm-portal by 24:00 (CEST) on May 23, 2024. Statements must be exclusively submitted in German and must not exceed 10,000 characters. They shall be published in the shareholder portal with disclosure of the submitting shareholder's name by no later than 24:00 (CEST) on May 24, 2024. Section 130a(3) sentence 2 of the Aktiengesetz thus restricts disclosure to duly registered shareholders and their proxy holders.

Received statements are not published if one of the reasons for exclusion in accordance with section 130a(3) sentence 4 of the Aktiengesetz in conjunction with section 126(2) sentence 1 nos. 1, 3 and 6 of the Aktiengesetz applies.

Motions, nominations for election, queries or objections to resolutions of the general meeting included in the statements submitted will not be considered. Such submissions can only be made or declared in the ways described in the notice convening the Annual General Meeting.

1. Right to speak in accordance with section 118a(1) sentence 2 no. 7 in conjunction with sections 130a(5) and (6) of the Aktiengesetz
   Duly registered and electronically connected shareholders (or their proxy holders) will have the right to speak via video. Motions and proposals for election in accordance with section 118a(1) sentence 2 no. 3 of the Aktiengesetz as well as requests for information in accordance with section 131(1) of the Aktiengesetz may be part of the spoken contribution.
   Shareholders (or their proxy holders) wishing to connect electronically to make a spoken contribution may register this spoken contribution exclusively using the corresponding function in the shareholder portal at www.volkswagen-group.com/agm-portal.Following due registration, shareholders will be mailed the required access data with the registration confirmation on or after May 8, 2024 .
   The Company will perform a technical function test ahead of the spoken contribution. Where functioning video communication between the shareholder and the Company cannot be ensured at the meeting, the Company reserves the right to reject the spoken contribution. The minimum technical requirements for live video transmission are therefore an internet-enabled device with a camera and microphone as well as a stable internet connection. Detailed information and information about video communication will be provided at www.volkswagen-group.com/agm.
2. Right to information in accordance with section 118a(1) sentence 2 no. 4 in conjunction with sections 131(1), (1f), (4) and (5) of the Aktiengesetz
   Any duly registered and electronically connected shareholders (or their proxy holders) who request information on Company matters from the Board of Management at the virtual Annual General Meeting will be provided with such information to the extent that it is required for an adequate assessment of the agenda. In accordance with section 131(1f) of the Aktiengesetz, the meeting chair determines that the right to information at the Annual General Meeting may only be exercised via video.
   The Board of Management is entitled to refuse to provide information in accordance with section 131(3) sentence 1 of the Aktiengesetz
3. 1. if the provision of such information could, measured by prudent business judgment, cause damage that is not insignificant to the Company or an affiliated company;
   2. insofar as it relates to carrying amounts for tax purposes or the amount of individual taxes;
   3. relating to the difference between the carrying amount of items in the annual financial statements and a higher value for these items, unless the General Meeting adopts the annual financial statements;
   4. relating to the accounting policies used, insofar as the information on these policies provided in the notes is sufficient to provide a true and fair view of the Company's results of net assets, financial position and operations as defined by section 264(2) of the Handelsgesetzbuch (HGB - German Commercial Code); however, this shall not apply if the general meeting adopts the annual financial statements;
   5. insofar as the Board of Management would commit an offence by providing such information;

1. insofar as information concerning the applied accounting policies as well as undertaken offsetting does not need to be provided by a bank, financial services institution or securities institution in the annual financial statements, management report, consolidated financial statements or consolidated management report
2. insofar as the information has been made available continuously on the Company's website for at least seven days before, and at all times during, the General Meeting.

The Board of Management may not refuse to provide the information for other reasons.

Where a shareholder has received information outside the Annual General Meeting in their capacity as a shareholder, this information must be provided to any other shareholder (or their proxy) at the Annual General Meeting upon request in accordance with section 131(4) sentence 1 of the Aktiengesetz even if the information is not required for an adequate assessment of the agenda item. In such cases, the Board of Management may not refuse to provide the information in accordance with section 131(3) sentence 1 nos. 1 to 4 Aktiengesetz. It will be ensured that all shareholders (or their proxy holders) who are connected to the Annual General Meeting electronically can submit their request in accordance with section 131(4) sentence 1 of the Aktiengesetz by means of electronic communication using the shareholder portal at www.volkswagen-group.com/agm-portal.

If a shareholder is denied information, they may request that their question and the reason for which the information was denied be included in the minutes of the meeting. In the case of the virtual Annual General Meeting, it is ensured that shareholders (or their proxies) who are connected to the Annual General Meeting electronically can submit their request in accordance with Section 131(5) sentence 1 AktG by means of electronic communication via the shareholder portal at www.volkswagen-group.com/agm-portal at the Annual General Meeting.

1. Declaration of objection to resolutions of the Annual General Meeting pursuant to section 118a(1) sentence 2 no. 8 of the Aktiengesetz in conjunction with section 245 of the Aktiengesetz
   Duly registered and electronically connected shareholders (or their proxy holders) will have the opportunity to file objections to resolutions of the Annual General Meeting during the meeting by means of electronic communication, to be minuted by the notary public. Objections can be filed via the shareholder portal at www.volkswagen-group.com/agm-portal. The notary public has authorized the Company to accept objections and receives them electronically via the shareholder portal.
2. Information in accordance with section 124a of the Aktiengesetz (German Stock Corporation Act) on the Company's website
   The content of the notice convening the Annual General Meeting, the documents to be made available, shareholder motions and proposals for election as well as additional information relating to the Annual General Meeting (including on shareholder rights) are available on the Company's website at www.volkswagen-group.com/agm .
   The voting results can also be accessed at this web address after the Annual General Meeting has ended.
3. Information on data protection for shareholders and shareholder representatives
   As the controller, Volkswagen Aktiengesellschaft processes personal data in connection with holding the Annual General Meeting, particularly contact details and information on

share ownership to ensure the proper functioning of the meeting, to enable you to exercise your shareholder rights and to fulfill legal obligations and obligations under stock- corporation law. This data is processed to fulfill legal requirements and for legitimate interest. Further information on the data processing and your rights (of access, to rectification, to restriction of processing, to object, to erasure, to transfer of your data and to lodge complaints with a competent supervisory authority) is available at www.volkswagen-group.com/agm-data-protection If you have any questions, please do not hesitate to contact Volkswagen Aktiengesellschaft's data protection officer by mail at Berliner Ring 2, 38440 Wolfsburg, Germany, by phone on +49 5361-9-0, or by e-mail at datenschutz@volkswagen.de.

VOLKSWAGEN AKTIENGESELLSCHAFT

The Board of Management

Wolfsburg, April 2024