Contract analysis

I. PURPOSE This memorandum provides the Supervisory Board and Audit Committee of Halcyon Semiconductor AG ("HSAG" or the "Company") with a comprehensive update on the status of the inquiry by the U.S. Department of Justice, National Security Division, Counterintelligence and Export Control Section ("DOJ NSD/CES") concerning shipments of HCA-9100 series analog-to-digital converter ("ADC") chipsets classified under Exp

II. BACKGROUND SUMMARY For the convenience of Board and Audit Committee members who may not have reviewed prior reporting on this matter, we provide the following summary of the inquiry's origin and procedural history. Origin of the Inquiry. On October 9, 2025, the DOJ NSD/CES issued a voluntary request for information to Halcyon Semiconductor Inc. ("HSI"), the Company's wholly owned U.S. subsidiary, located at 4700

III. KEY MILESTONES SINCE LAST UPDATE (JANUARY 2026) Since our last written update to the Board, which was provided in January 2026, the following significant milestones have occurred. A. Completion of the Internal Investigation Calderwood & Harkness completed its internal investigation of the facts and circumstances surrounding all seventeen shipments at issue. A comprehensive findings memorandum was delivered to Ge

IV. ANTICIPATED RESOLUTION TERMS Set forth below is a summary of the anticipated resolution terms, as reflected in the resolution-in-principle framework agreed on February 24, 2026 and the draft settlement agreement circulated by DOJ on March 3, 2026. These terms remain subject to finalization of the settlement agreement language, which is the subject of ongoing negotiations. We note that the terms described above re

V. TOTAL ESTIMATED ALL-IN COST The following table summarizes the total estimated all-in cost of this matter to the Company, encompassing the civil monetary penalty, professional fees, compliance monitor costs, and the costs of implementing and maintaining the compliance undertakings over the three-year Enhanced Compliance Period. At the current EUR/USD exchange rate of approximately 1.08, the total estimated all-in

VI. FINANCIAL REPORTING AND DISCLOSURE CONSIDERATIONS A. IAS 37 Contingency Disclosure Calderwood & Harkness has coordinated with HSAG's external auditor, Pinnacle Ridgeway Partners (lead audit partner Graham Sinclair, Glenrock Assurance office), regarding the appropriate treatment of this matter under IAS 37 (Provisions, Contingent Liabilities and Contingent Assets). Based on our discussions with Mr. Sinclair and hi

VII. BOARD AUTHORIZATION REQUESTED In light of the foregoing, the Supervisory Board and/or Audit Committee of Halcyon Semiconductor AG is respectfully requested to authorize the following actions:

1. Settlement Authority. Authorization for the execution of the administrative settlement agreement with DOJ NSD/CES on terms substantially consistent with those described in Section IV of this memorandum, with the civil monetary penalty not to exceed $3,500,000. This ceiling provides $250,000 of negotiating room above the current $3,250,000 convergence figure, to accommodate potential minor adjustments during the fi

2. Compliance Monitor Engagement. Authority to retain an independent compliance monitor for a term of up to eighteen (18) months from the DOJ-approved candidate list, at an estimated cost of $800,000 to $1,200,000, with all costs to be borne by the Company. The compliance monitor engagement will be subject to the selection and objection procedures set forth in the settlement agreement.

3. Signatory Designation. Designation of the following individuals as authorized signatories for the settlement agreement: • For HSAG: Marcus Friedl, General Counsel • For HSI: Derek Tran, President

4. Disclosure Authorization. Authorization for the General Counsel, in consultation with Calderwood & Harkness LLP, Braxton Merritt LLP, and Kessler Pratt & Whitfield LLP, to determine the timing and content of any required public disclosure in connection with the settlement, including: (a) Any MAR Article 17 ad-hoc notice required to be filed with the Frankfurt Stock Exchange; (b) Any update notice to Lodestar Natio

VIII. ANTICIPATED TIMELINE The following timeline sets forth the anticipated sequence of events from the current date through the conclusion of the Enhanced Compliance Period. We note that this timeline is subject to change based on the pace of settlement agreement negotiations with DOJ and the availability of the Board for a formal resolution. We will keep the General Counsel apprised of any developments that may af

IX. ASSESSMENT AND CONCLUSION In the considered judgment of Calderwood & Harkness, this is a strong outcome for the Company. We highlight the following key points: • No criminal prosecution. The settlement agreement includes an explicit commitment that no criminal prosecution will be brought against HSAG, HSI, or any individual employees. This is of paramount importance. A criminal charge, even one ultimately resolve