Airbus : Report of the Board of Directors 2023

Airbus SE

Report of the Board of Directors 2023

(Issued as of 15 February 2024)

This document is an unaudited PDF format version of the Board Report and is not the original report included in the audited financial report pursuant to article 361 of Book 2 of the Dutch Civil Code and as specified in the Regulatory Technical Standards on ESEF (Delegated Regulation (EU) 2019/815).

The ESEF- compliant Annual Financial Report of Airbus SE, which includes the Board Report, for the year ended 31 December 2023 has been filed with the AFM in XHTML format and is available on the AFM's website (https://www.afm.nl/en/sector/registers/meldingenregisters/financiele-verslaggeving)

as well as on Airbus SE's website (https://www.airbus.com/en/investors/financial-results-annual-reports).

In any case of discrepancies between this 'PDF format' and the 'XHTML format', the XHTML format prevails.

Contents

Dear shareholders,

This is the Report of the Board of Directors (the "Board Report") on the activities of Airbus SE (together with its subsidiaries referred to herein as "Airbus" or the "Company") during the 2023 financial year, prepared in accordance with Dutch law.

For further information regarding the Company's business and operations, finances and results, risks, risk factors and corporate governance, please refer to the Company's IFRS Consolidated Financial Statements published 15 February 2024, the Company's most current Universal Registration Document, and the Company's other annual, quarterly and ad-hoc announcements and releases relating to the Company's business, operations, finances and results, in each case available through the Company's website:www.airbus.com.

References to the "IFRS Consolidated Financial Statements" and the "Notes to the IFRS

Consolidated Financial Statements" respectively refer to the Company's consolidated financial information prepared in accordance with International Reporting Standards, and the accompanying notes thereto, published 15 February 2024, and available through the "investors" section of the Company's website:https://www.airbus.com/en/investors.

Due to rounding, numbers presented throughout this Board Report and other documents may not add up precisely to the totals provided, and percentages may not precisely reflect the absolute figures.

1. General overview

Airbus pioneers sustainable aerospace for a safe and united world. The Company constantly innovates to provide efficient and technologically-advanced solutions in aerospace, defence, and connected services. In commercial aircraft, Airbus designs and manufactures modern and fuel-efficient airliners and associated services. Airbus is also a European leader in space systems, defence and security. In helicopters, Airbus provides efficient civil and military rotorcraft solutions and services worldwide.

2. Summary 2023

In 2023, the Company focused on achieving its main objectives amid a complex operating environment. The year included some important contract wins within the commercial aircraft, defence and helicopter businesses. Further progress was made with the Company's transformation and its core sustainability priorities.

The full list of announcements is available at:https://www.airbus.com/en/newsroom.

A selection of key announcements follows below.

2.1 Airbus

• ● Thomas Toepfer was appointed to succeed Dominik Asam as Chief Financial Officer. Airbus also announced further top management changes, including the appointment of a designated Commercial Aircraft leadership team, operating under the helm of Christian Scherer, and the appointment of its first Chief Sustainability Officer, Julie Kitcher, both starting 1 January 2024.

• ● Airbus delivered 735 commercial aircraft to 87 customers in 2023. It recorded a total of 2,319 gross new orders (2,094 net orders) across all programmes and market segments. Gross orders included 1,835 A320 Family and 300 A350 Family aircraft. The 2023 end-year order backlog stood at 8,598 aircraft.

• ● Airbus successfully delivered its first aircraft (an A321neo) assembled at its newest A320 Family Final Assembly Line ("FAL") in Toulouse and delivered its first A321neo assembled at the FAL Asia in Tianjin, China. The ramp-up of the new Toulouse FAL, as well as the extension of the FALs in Tianjin, China, and Mobile (US), will contribute to Airbus' objective to produce 75 A320 Family aircraft per month in 2026.

• ● Airbus advanced its industrial system in support of its ramp-up capacity, with a new automated A321XLR equipping hangar opening in Hamburg. With this, Airbus continues the modernisation and digitalisation of its industrial system. The A321XLR programme performed an international flight-test campaign, known as 'Functional and Reliability Testing'. This is part of Airbus' certification activity contributing to European Union Aviation Safety Agency (EASA) Type Certification, expected for the new variant in 2024.

• ● In furtherance of the Company's sustainability strategy, the entire fleet of Airbus' chartered vessels transporting aircraft sub-assemblies between European and US sites will be renewed. Louis Dreyfus Armateurs has been commissioned to build, own and operate the modern, low-emission roll-on/roll-off fleet of three vessels supported by wind-assisted propulsion, entering into service from 2026.

• ● EcoPulse, the hybrid-electric distributed propulsion aircraft demonstrator, jointly developed by Daher, Safran and Airbus to support aviation's decarbonisation roadmap, successfully performed its first flight test in hybrid-electric mode. The demonstrator flew with its ePropellers activated, powered by a battery and a turbogenerator. Unveiled at the 2019 Paris Air Show, EcoPulse is one of the major collaborative projects in Europe in the field of aviation decarbonisation.

• ● Blue Condor, the modified glider at the centre of Airbus UpNext's hydrogen contrail-studying experiment, made its first hydrogen-powered flight over Nevada in the United States. The flight was the first ever by an Airbus aircraft to use hydrogen as the sole fuel source, and it kicked off a test campaign that will conclude in a contrail-measuring mission anticipated in 2024.

• ● Airbus, Safran and Tikehau Capital, through an equally-owned holding company, acquired Aubert

& Duval. Aubert & Duval is a strategic supplier of critical parts and materials to high-precision customers, notably the aerospace, defence, nuclear and medical industries. Its cutting-edge know-how in specialty steels and superalloys, and its more recently acquired expertise in titanium, are crucial to the aerospace, transportation, energy, defence and medical markets.

• ● Airbus became a member of Japan's "ACT FOR SKY", a voluntary organisation that works to commercialise, promote, and expand the use of locally-produced sustainable aviation fuel.

• ● The Airbus Direct Air Capture team is one of the three shortlisted teams for the German Future Prize (Deutscher Zukunftspreis) 2023 with its entry on the development of Direct Air Capture technology to remove CO2 from the atmosphere. The prize is awarded by the German Federal President in recognition of scientific excellence, coupled with scientific application, that benefits society.

• ● Airbus announced that it is partnering with DG Fuels to foster sustainable aviation fuel production in the United States. This partnership will support the scaling of a promising technology to produce sustainable aviation fuels from cellulosic waste and residues.

• ● The Qantas Group, Airbus and the Queensland Government announced that they are teaming up to invest in a Queensland biofuel production facility being developed by Jet Zero Australia in partnership with leading sustainable aviation fuel technology company LanzaJet. The facility will turn agricultural by-products (including from sugar cane) into jet fuel, and is the first project funded under the Qantas and Airbus Australian Sustainable Aviation Fuel Partnership.

• ● Airbus received approval from the Science Based Targets initiative (SBTi) for its greenhouse gas emissions near-term reduction targets. In 2022, Airbus officially committed to defining science-based targets for the entire set of its emissions and submitted near-term targets that have now been independently assessed and validated by the SBTi.

• ● Airbus is participating in a consortium with Air New Zealand, Fortescue Future Industries (energy), Hiringa Energy, Fabrum (hydrogen production) and New Zealand's Christchurch Airport, aimed at enabling the development of zero emission aviation in New Zealand, and supporting the country to pioneer the commercial deployment of green hydrogen-powered aircraft.

2.2 Airbus Helicopters

• ● Airbus Helicopters logged 410 gross orders (393 net orders), an approximately 10% increase in gross orders in comparison to 2022, highlighting its stable growth despite the ongoing global context of inflation and geopolitical instability. Deliveries were steady, with 346 in 2023 (versus 344 in 2022), reflected by Airbus Helicopters' approximate 54% share of the civil and parapublic market.

• ● Airbus Helicopters received certification from the Federal Aviation Administration and the Transport Canada Civil Aviation authority for the H160 helicopter, enabling it to make significant progress towards the entry into service of the rotorcraft across North America. The H160 previously received certification from the European Union Aviation Safety Agency (EASA) in July 2020.

• ● Airbus Helicopters and the French Armament General Directorate ("DGA") tested the unmanned aerial system ("UAS") VSR700 for the first time in an operational configuration from a ship at sea. The VSR700 performed 80 fully autonomous take-offs and landings from a civil vessel equipped with a helicopter deck, cruising off the coast of Brittany in the west of France.

• ● Innovation was also a strong focus throughout the year, with the first flight of the DisruptiveLab, the unveiling of the PioneerLab and the power-on of our eVTOL prototype CityAirbus NextGen, which complements Airbus' range of demonstrators and focuses on testing technologies that

reduce helicopter emissions, increase autonomy and integrate bio-based materials.

• ● The first NH90 Sea Tiger - made by NHIndustries, the rotorcraft joint venture owned by Airbus Helicopters (62.5%), Leonardo (32%) and GKN Fokker (5.5%) - took off on-schedule for its maiden flight. The helicopter will replace the German Navy's Mk88A Sea Lynx fleet which entered into service in 1981. The Sea Tiger is the latest version of the proven NH90 NFH (Naval Version) and has been specifically designed to match the needs of the German Navy for a state-of-the-art anti-submarine warfare helicopter.

• ● Global support contracts and the HCare offering continued to prove popular in 2023, with both civil and military customers. During 2023, 140 new helicopters were covered by "by-the-hour" contracts, bringing the total to 2,760 helicopters.

2.3 Airbus Defence and Space

• ● Airbus Defence and Space signed two contracts valued at € 1.45 billion in total with the DGA and Direction de la Maintenance Aéronautique for the Capability Enhancement and the In-Service Support of the French A330 MRTT (Multi Role Tanker Transport) fleet. The new capabilities will convert the French A330 MRTT into a high bandwidth communication relay node with command and control capabilities. The support services introduced under these contracts guarantee a level of availability, reactivity and resilience compatible with the requirements of the French Air Force and the Strategic Air Forces.

• ● The Government of Canada awarded Airbus Defence and Space a contract for four newly-built A330 MRTT aircraft and for the conversion of five used A330-200s in order to strengthen Canada's continental defence capabilities. The current contract has an order value of approximately CAD $3 billion or € 2.1 billion (excluding taxes).

• ● The Federal Office of Bundeswehr Equipment, Information Technology and In-Service Support in Koblenz, Germany awarded Airbus a contract renewal for the Luftwaffe's A400M In-Service Support. The contract has a duration of 7.5 years and extends the A400M In-Service Support contract that had been in place since December 2014.

• ● The first of 56 C295 aircraft was delivered to the Indian Air Force. Separately, the Spanish Ministry of Defence ordered 16 C295s in Maritime Patrol Aircraft (MPA) and Maritime Surveillance Aircraft (MSA) configuration.

• ● Airbus Defence and Space conducted a new flight-test campaign of the A400M Roll-on/Roll-off firefighting prototype kit, dropping 20,000 litres of retardant and creating high concentration lines of over 400 metres in length on the ground.

• ● Airbus signed a contract with the Spanish government for the development and acquisition of SIRTAP, a High Performance Tactical UAS that will reinforce the capabilities of the Spanish Army and the Air and Space Force. The contract includes a total of nine systems, each consisting of three unmanned aerial vehicles and one ground control station. Furthermore, two simulators will be supplied to train the Spanish Armed Forces.

• ● With the arrival of the first satellite Flight Model structure from Beyond Gravity in Zurich, full production began on the six Galileo Second Generation ("G2") satellites at the Airbus site in Friedrichshafen, Germany. The G2 satellites are scheduled for launch in the coming years to support the initial deployment and validation of the G2 System.

• ● The Airbus-built JUICE (JUpiter ICy moons Explorer) spacecraft began its mission to study Jupiter and its icy moons. JUICE is due to arrive at Jupiter in 2031 after a series of gravity slingshots from Venus and Earth to propel it on its way. Bringing together 80 partners across 23

countries and harnessing the brainpower of 2,000+ people, Airbus has designed and built JUICE under contract to the European Space Agency.

• ● In 2023 Airbus signed a significant contract with Google, underscoring the appeal of the high-quality images available through Pléiades Neo.

• ● In 2023 Airbus signed a contract with global consumer brand Nestlé for monitoring their reforestation efforts in the Ranong and Chumphon provinces of Southern Thailand. Nestlé is the first food and beverage company to utilise Airbus Pléiade Neo satellites in their sustainability efforts. Nestlé plans to utilise the high-resolution images provided by the Pléiade Neo satellites to monitor and help ensure the long-term success of the reforestation project.

• ● In 2023 Airbus renewed the SPATIONAV MCO contract with the French maritime authorities, for a term of 7 years. The SPATIONAV system, built on Airbus's innovative STYRIS product, provides real-time maritime situational awareness through its strategically positioned 105 sites along France's extensive 6,000 km maritime coastline. supports multiple government agencies in metropolitan France, the French Caribbean, Mayotte and French Guyana.

3. Share capital and stock price evolution

3.1 Shareholding and voting rights

Issued share capital

As of 31 December 2023, Airbus SE's issued share capital amounted to €790,459,434 divided into 790,459,434 shares of a nominal value of €1 each. The issued share capital of Airbus SE as of such date represents 26.35% of the authorised share capital of €3 billion, comprising three billion shares. The holder of one issued share has one vote and is entitled to profit in proportion to his/her participation in the issued share capital.1

Modification of share capital or rights attached to shares

The shareholders' meeting has the power to authorise the issuance of shares. The shareholders' meeting may also authorise the Board of Directors, for a period of no more than five years, to issue shares and to determine the terms and conditions of share issuances.

Holders of shares have a pre-emptive right to subscribe for any newly issued shares in proportion to the aggregate nominal value of shares held by them, except for: (i) shares issued for consideration other than cash, (ii) shares issued to employees of the Company, and (iii) shares issued pursuant to a previously granted right to subscribe for those shares. For the contractual position as to pre-emption rights, see "3.2

- Relationship with principal shareholders".

The shareholders' meeting also has the power to limit or to exclude pre-emption rights in connection with new issuances of shares, and may authorise the Board of Directors, for a period of no more than five years, to limit or to exclude pre-emption rights. All resolutions in this context must be approved by a two-third majority of votes cast during the shareholders' meeting, in the case where less than half of the capital issued is present or represented at said meeting.

However, the articles of association of Airbus SE ("Articles of Association") provide that the shareholders' meeting is not authorised to pass any shareholders' resolution to issue shares, or to grant rights to subscribe for shares, if the aggregate issue price is in excess of €500 million, per share issuance, and no preferential subscription rights exist in respect thereof (by virtue of Dutch law, or because they have been excluded by the competent corporate body). The same limitation applies if the shareholders' meeting wishes to designate the Board of Directors to have the authority to resolve on such share issuance or granting of rights. These limitations in the Articles of Association can only be changed by the shareholders' meeting with a 75% voting majority.

Pursuant to the shareholders' resolutions adopted at the Annual General Meeting ("AGM") held on 19 April 2023, the powers to issue shares and to grant rights to subscribe for shares and to limit or exclude preferential subscription rights for existing shareholders, have been delegated to the Board of Directors for the purpose of:

1. employee share ownership plans and share-related long-term incentive plans, provided that such powers shall be limited to 0.18% of Airbus SE's authorised share capital; and

2. funding Airbus SE and any of its subsidiaries, provided that such powers shall be limited to 0.3% of Airbus SE's authorised share capital.

1 Except for shares held by Airbus SE itself, and subject to certain other exceptions under Dutch law.

Such powers have been granted for a period expiring at the AGM to be held in 2024, and shall not extend to issuing shares or granting rights to subscribe for shares if: (i) there is no preferential subscription right (by virtue of Dutch law, or because it has been excluded by means of a resolution of the competent corporate body) and (ii) it concerns an aggregate issue price in excess of €500 million per share issuance.

At the AGM held on 19 April 2023, the Board of Directors was authorised for a period of 18 months from the date of such AGM to repurchase shares of Airbus SE, by any means, including derivative products, on any stock exchange or otherwise, as long as, upon such repurchase, Airbus SE would not hold more than 10% of Airbus SE's issued share capital, and at a price per share not less than the nominal value, and not more than the higher of the price of the independent trade and the highest current independent bid on the trading venues of the regulated market of the country in which the purchase is carried out.

The shareholders' meeting may reduce the issued share capital by cancellation of shares or by reducing the nominal value of the shares by means of an amendment to the Articles of Association. The cancellation of shares requires the approval of a two-thirds majority of the votes cast during the shareholders' meeting in the case where less than half of the capital issued is present or represented at the meeting; the reduction of nominal value by means of an amendment to the Articles of Association requires the approval of a two-thirds majority of the votes cast during the shareholders' meeting (unless the amendment to the Articles of Association also concerns an amendment which under the Articles of Association requires a 75% voting majority).

At the AGM held on 19 April 2023, the Board of Directors and the Chief Executive Officer ("CEO") were authorised, with powers of substitution, to implement a cancellation of shares held or repurchased by Airbus SE, including the authorisation to establish the exact number of the relevant shares thus repurchased to be cancelled.

Securities granting access to Airbus SE's capital

There are no securities that give access, immediately or over time, to the share capital of Airbus SE (see section "5.1 - IFRS consolidated financial statements" of this Board Report for more information on this matter).

Changes in the issued share capital in 2023

In the course of 2023, a total number of 2,254,426 new shares were issued, all of which were issued in the framework of the 2023 Employee Share Ownership Plan ("ESOP").

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Airbus SE published this content on 27 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 March 2024 15:23:45 UTC.