Boskalis Annual Report 2018

ANNUAL REPORT 2018 – BOSKALIS 17

ISSUE AND REPURCHASE OF SHARES Seventy-two per cent (72%) of the 2017 dividend was distributed in the form of stock. As a consequence, the issued share capital as at 5 June 2018 increased by 2,026,444 shares to 135,378,338. As per year end, 134,067,826 ordinary shares hold voting rights, the remaining 1,310,512 being treasury stock. On 26 March 2018 Boskalis completed its share buyback program which was launched on 3 July 2017. Under the program, Boskalis repurchased a total of 3,275,042 shares for a total amount of EUR 93,498,816.10. Of this total number, 600,441 were repurchased in 2018. SHARES AND LISTINGS Ordinary shares in Royal Boskalis Westminster N.V are listed on the Euronext stock exchange in Amsterdam, the Netherlands (ticker BOKA.AS, ISIN code NL0000852580). Options on ordinary Boskalis shares are traded on the European Option Exchange in Amsterdam (Euronext.liffe). Due to a decline in the free float corrected market capitalization, the Boskalis share was removed from the AEX-index in March 2018 and moved to the AMX-index. The share was also removed from the MSCI Europe Index in May. Boskalis shares are included in numerous indices such as the Euronext Next 150 index and the STOXX Europe 600 Index. The authorized capital amounts to EUR 4.8 million with 240 million ordinary shares and 80 million cumulative protective shares, with a respective nominal value per share of EUR 0.01 and EUR 0.03. MAJOR SHAREHOLDERS Under the Dutch Financial Markets Supervision Act, shareholdings of 3% or more in any Dutch company must be disclosed to the Netherlands Authority for the Financial Markets (AFM). According to the register kept by the AFM the following shareholders disclosed that they have a direct or indirect (potential) interest in Boskalis as at 31 December 2018:

conferences and accommodate meeting requests and conference calls where feasible, while adhering to all legal disclosure regulations and obligations. Bilateral meetings and conference calls with analysts and existing or potential shareholders are not held during ‘closed periods’. Our policy of holding bilateral meetings with shareholders is set out in the Investor Relations section of our corporate website. OPEN DIALOGUE Following the publication of the annual and half-year results, we host comprehensive plenary analyst meetings which can also be followed through a webcast. Following important announcements, we also contact shareholders proactively and we maintain regular contact with major investors and analysts, for example by providing the opportunity, where feasible, to visit a project or a vessel. In 2018 we again hosted a broad roadshow and investor conference program. We participated in conferences in the Netherlands, France and the UK. Roadshows for institutional investors were organized in Belgium, Canada, Finland, France, Germany, Ireland, the Netherlands, Spain, Switzerland, the UK and the US. In addition, a large number of investor meetings took place at our head offce in the Netherlands. In 2018 more than 300 meetings were held with investors. Boskalis is covered by all the major Benelux brokers. We are in frequent contact with their analysts, who play a key role in distributing information to their clients about the markets in which Boskalis operates. On 9 May 2018 we held our Annual General Meeting (AGM) of Shareholders. On 15 August 2018 we held an Extraordinary General Meeting (EGM). More information on the AGM and the EGM can be found on our corporate website. DIVIDEND The main principle underlying the Boskalis dividend policy is to distribute 40% to 50% of the net proft from ordinary operations as dividend. At the same time Boskalis aims to achieve a stable development of the dividend in the longer term. The choice of dividend takes into account both the company’s desired balance sheet structure and the interests of shareholders. On 9 May 2018 the AGM approved a proposal to pay out 87% of the 2017 net proft equivalent to EUR 1.00 per ordinary share. The dividend was paid in ordinary shares, unless shareholders opted to receive the dividend in cash.

HAL Investments B.V.: 40.30% Sprucegrove Investment Management Limited: 5.16% Oppenheimer Funds, Inc.: 5.06%

International Value Advisers, LLC: 5.06% Marathon Asset Management: 3.57% Dimensional Fund Advisors LP : 3.11% Black Creek Investments: 3.03%

Besides these large shareholders, an estimated 11% of the shares are held by shareholders in the US, 5% in the UK and the remainder in mainly Spain, the Netherlands, Ireland, France and Germany.