ASML Holding N.V. (AMS:ASML)
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Apr 24, 2026, 5:38 PM CET
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AGM 2026

Apr 22, 2026

Nils Andersen
Chairman of the Supervisory Board, ASML

Ladies and gentlemen, good morning and welcome to this Annual General Meeting at ASML Holding N.V., and we are happy to welcome you all here in our TWINSCAN Auditorium in Veldhoven. Today's general meeting is a hybrid meeting, so we also want to welcome the shareholders who are attending online on our platform. A warm welcome to all shareholders also attending virtually. Let me start by introducing and welcoming members of ASML Board of Management, Mr. Christophe Fouquet, Mr. Roger Dassen, Mr. Frédéric Schneider-Maunoury, Mr. Wayne Allan, Mr. Jim Koonmen, and of course, also welcome the members of the ASML Supervisory Board, Ms. Terri Kelly, Ms. Birgit Conix , Ms. An Steegen , Ms. Karien van Gennip, Mr. Mark Durcan, Mr. Warren East, Mr. Alexander Everke, and Mr. Jack de Kreij . In addition, I want to extend a special welcome to Mr. Marco Pieters, who will be appointed-

Terri Kelly
Vice Chair of the Supervisory Board, ASML

Supposed to be.

Nils Andersen
Chairman of the Supervisory Board, ASML

a member of the board of management today, and also a warm welcome to Mr. Benjamin Loh, whose appointment as member of the Supervisory Board is on the agenda of the AGM, and we hope, of course, that you will vote in his favor. Furthermore, I would like to introduce Mr. Fernand Izeboud, on the edge down there, from PwC, who is our external auditor. Finally, Mr. Reinier Kleipool, a civil law notary at De Brauw, will act as secretary of the meeting, and you'll hear much from him on the way. This meeting will be conducted in English. We will provide a translation to Dutch, and shareholders who are here in person can also address the meeting in Dutch, and those of us who don't speak Dutch can then have a translation in the microphones.

As usual, we'll make a recording of the meeting, and this is basically to help us prepare the minutes. I now give the floor over to Mr. Kleipool. He will explain the process for voting and asking questions during the meeting. Over to you, Reinier.

Reinier Kleipool
Partner and Civil Law Notary, De Brauw Blackstone Westbroek

Thank you, Mr. Chairman. Ladies and gentlemen, before we begin, I will explain the process for asking questions today. During today's meeting, shareholders will have two options to submit questions. Shareholders who participate via the online platform can ask questions during the meeting using the chat function on the online platform. For shareholders today here in the auditorium in person, microphones are available for asking questions. Please remain seated and raise your hand if you have a question. Please wait until a microphone is brought to you. When asking questions, please state your name clearly and formulate your questions as short and concise as possible. If you are a proxy holder, please state the name of the shareholder you represent. We note that for the proper conduct of business at the meeting, the chairman may limit speaking time and the number of questions raised.

The chairman will also determine who's best positioned to answer your questions. To create more space for dialogue, the chairman will combine and cluster the question rounds to similar agenda items. This will clearly be indicated in the course of the meeting. I will now give a brief explanation of the voting process. Shareholders who are here in person can use the app on their mobile device or the voting device received at the registration desk. Since this is a hybrid meeting, shareholders attending virtually can vote via the online platform. Registration details for this meeting are currently being processed, and once all information is available, I will announce how many shareholders are present or represented, the percentage of the issued capital they represent, and how many votes can be cast. After this announcement, the voting will be opened.

Like in previous years, once the voting is open, you will have the opportunity to vote on all voting items on the agenda up until we discuss agenda item 12, which is any other business. In other words, you do not have to wait for an agenda item to be discussed to submit your vote. You can change your vote by selecting another choice as long as the voting is open. You can make any changes until the vote closes, so at any time before we discuss agenda item 12. Thank you. Back to you, Mr. Chairman.

Nils Andersen
Chairman of the Supervisory Board, ASML

Thank you, Reinier. I will move directly to point two, which is, in a way, the main event, which is the presentation of the business. Here, our CEO and CFO, Christophe and Roger, will present the state of the business. Over to you, Christophe.

Christophe Fouquet
President and CEO, ASML

Thank you very much, Mr. Chairman. Good morning, ladies and gentlemen, and thank you for joining us today. I will start by giving you a short overview of the industry and what it means, of course, for our customer and ASML. I think you are all very much aware that AI has become the key topic of the semiconductor industry. ASML used to believe that we would be seeing chips everywhere moving forward. Today, we have a very strong belief that not only chips will be everywhere, but AI is going to be everywhere as well, and this is going to shape very strongly the future of our industry.

You saw a few examples of that that were presented at the last CES, pointing to the innovation people are bringing around AI moving forward. AI chips are going to be part of every single critical application we will see moving forward in society, which of course places ASML absolutely in the right industry. Now, if we try to quantify this a little bit, AI is about very powerful computing, very powerful data center. It's also about a lot of information collection through sensors, through measurements, through all the elements that will allow people to generate and collect data. If you look at the impact this could have on GDP, semis is already a quite important part of the GDP. This could go up by more than 50% by 2030. This explains basically a lot of the growth we are going to see basically moving forward.

Another way to quantify is to look basically at all the announcements from our customers, so the hyperscalers, in their investment they are planning to do basically in the AI infrastructure. We are looking in the next two-three years at more than $2.5 trillion that will be invested in AI to build basically the infrastructure that is needed in terms of data center, in terms of HPC, to create the ability to develop the models that will later on basically feed the application of AI. This is unprecedented. This is, of course, done by an industry that can afford it. You see them here as Google, Meta, Microsoft. Those are companies that are extremely committed basically to those investments. You see that a lot of that is going to happen in the United States.

Most probably somewhere between 60%-70% of the investment will happen there. The rest of the world is, of course, going to continue to follow. This is, of course, a major good news for us, and I think what's very important, and Roger will talk about this a bit more, is that in the last few months, in fact in the last four or five months, this started to be translated by our customers into extra capacity. This is what you're going to see basically on this slide. Many of our customers, TSMC, Samsung, Micron, SK hynix, to mention only a few of them, have both announced major investment, major fab construction. This is still happening. There was even this morning some more announcement from SK hynix of additional investment.

Despite all those investments, despite this unprecedented wave of fab buildup, of capacity buildup, we are most probably still going to look at a supply-limited market for the years to come, meaning everyone in the next two-three years is going to try to build up capacity as much as possible. This is of course, again, as Roger will explain with numbers, the dynamic that will also apply to ASML. Why is that? Well, we talked a lot about Moore's Law in the past. Moore's Law has been with ASML forever, and Moore's Law says that our industry, our customers, would like to see the density of transistors for logic, for DRAM, double every two years. We have been driving that for more than 40 years. Now, the emergence of AI has even accelerated that.

When we look at the most performant, the most advanced AI chips, they are not going to drive 2x the density every two years. They are going to drive for the most performing one, 16x the density every two years. A good example of that, of course, is NVIDIA. NVIDIA that is providing, as you know, some of the most advanced GPUs to many, many people that I showed before. When you look at this product today, they are selling Blackwell mostly. They are moving to more performant product over time, and those products already require a lot of silicon. A Blackwell system today requires two wafers of chips. We're not talking about one chip anymore. We're talking basically about a group of chips. In 2027, to create their Rubin Ultra system, there will be a need for 10 wafers.

You see that AI basically is going off this Moore's Law curve to really accelerate the need for more volume, for more capacity. That's one of the reasons, basically, when we look at Moore's Law, of course, we continue to work very strongly on 2D scaling, which has been the core of our, I would say, purpose for many, many years. The need for more complex, more performing chips, as I just showed, illustrated with NVIDIA, is going to require a lot more volume. This is the dynamic we are in today in this market, and I think that the start of the year has really been the proof that what we maybe have been waiting for for a couple of years in 2024, 2025, is really starting to happen in 2026 and will extend far beyond that. What does it mean for us?

To make it simple, it means we will need more capacity. As you may be aware, ASML is already engaged today in a very significant ramp. Roger will come back to that. Beefing up our capacity in manufacturing, in the supply chain, in the field, in order to be able to deliver a lot more systems this year and preparing to do the same for next year. The second good news is that AI and the very advanced chips I showed you for AI are also going to drive more technology, more innovation. In order for AI to be successful, in order to deliver basically what is needed for AI, we need to continue to innovate.

When we look at our customer, if we look at the memory customer, if we look at our logic customer, they have accelerated again their appetite for innovation, because innovation is the only way, at the end of the day, to really address the AI demand. There will be a need for more technology. I think last year was the first example also for us, where we saw a major adoption of our EUV system in DRAM, and we expect that trend to continue benefiting, too, some product, like High-NA, of course, but also some of the other product portfolio of ASML, such as metrology and all the lithography fleet. More lithography. Lithography remains a very, very key component of our customer success. This is being reaffirmed. That's why they're ordering a lot of tools right now. This is why they're working with us very closely.

I will define that a bit as the perfect storm for ASML. Going to technology. I showed this sketch before. AI is, of course, about very advanced chips, and this is going to drive our most advanced product. It's also about data generation and data collection. This will drive the more mature product of ASML, such as DUV, for example. We see basically an increased demand across the entire product portfolio. I'd like to go over a few of them, also looking back basically at the last few months. First, EUV. EUV capacity continue to grow extremely fast. EUV capacity is basically the number of EUV wafer we can expose every day at the customer. If we look at the last 12 months, this has grown by more than 30%, and most probably we'll see that growing even faster this year.

You see with this curve that EUV is also becoming a real workhorse of the industry for every advanced customer today, for many years to come. This year we made huge progress with one of our critical product, the TWINSCAN NXE:3800. This was a very revolutionary product with a lot of changes. It took us a bit of time basically to mature the platform, but we are there. We also, by the end of 2025, have shipped a total of eight High-NA systems. Those system are being qualified, they are being used by our customer basically to prepare their factory to use also the technology moving forward. What's very important there is that the second generation of High-NA, the EXE:5200B, is now with our customer, and this is the tool they plan to use basically in high volume manufacturing.

We continue to work on High-NA with them, and you may have seen also at SPIE, we have announced the ability to really extend our EUV technology for the next 10-15 years. We are doing extremely well with those products. DUV remains the workhorse of the industry. If we look at the number of tools, we always ship more DUV systems than EUV systems. This is because a lot of the layers exposed by our customers still require this product. This is still, of course, a very important part of our business. We continue to improve on all product lines immersion with the 2150. We have a new KrF tool that allows us to achieve more than 400 wafers per hour at our customers, which is, of course, a major performance.

We started also to ship scanners that are going to be more fit for advanced packaging. Advanced packaging that is critical also basically for the 3D integration, for the collection of chips together. We see quite some traction also on this product, indicating that this also become a real opportunity for ASML. Holistic lithography remains essential. We have seen an increase of our business on lithography. I talked a lot about it. Metrology has seen a major increase also last year, more than 30%. When it comes to overlay metrology, when it comes to eBeam, we see major interest from our customer. I think one of the key things we'll see in the next couple of years is Multi-Beam becoming also a more mainstream product in our customer fabs. We've been working on that for quite some years. This is also difficult technology.

Sometimes we call it the EUV of metrology because of the complexity of what has to be done there. I think it's almost prime time for this product. We continue to work on other metrology tool such as the YieldStar 1390, which allow us to measure overlay basically after etch, opening new ways for our customer to control their process. The last thing I'd like to touch on when it comes to product is, of course, the partnership we created with Mistral. It's a bit less than a year now. It's a lot less than a year, in fact. I should say six- eight months. Of course, this is work in progress. There are three reasons we wanted to work with them. The first one was to bring AI as quickly as possible to ASML, because as you know, ASML is a very complex organization.

ASML generates a lot of data, and we wanted to create a partnership with a very competent company to bring AI very strongly and very rapidly to the company. That was number one. Number two is to support our customer with AI. We see also a growing interest from our customer of what we could do to help them with also the data we commonly generate in their fab. Finally, this gives us the opportunity to explore potentially new products, new things moving forward. A few words on partnerships. I'm going to be short, but I like to say that we are extremely proud of our community engagement. This is something that has been growing over the years. Mobility, affordable housing are things we thought we have to really focus on as we grew very rapidly in the region.

We have established very strong connection through, of course, the Project Beethoven with the community to make sure that our growth was not a burden for the community, but really an opportunity. We continue to do that. We continue to invest. As you know also, the emergence of our new campus is coming soon. We'll have mostly groundbreaking sometime in the fall and the first building in 2028. We're also very happy to team up with the Rijksmuseum, and create the opportunity to bring a part of that museum here in Eindhoven. We believe that we also have to offer the people who live in the region more than just a job, more than just a house, but also culture, a bit of fun.

I think this is a project we are very happy with, and we continue to be extremely committed to education, and I think that our partnership with the TU/e in Eindhoven is a good example of that. On our footprint, we are going everywhere. We're going here, of course, as I just mentioned, we're going in Asia. We opened a new campus in Korea this year. We're growing in the U.S., where we also opened a new campus in Phoenix with a training center. Phoenix is becoming a very important pole for semiconductor in the United States. As I mentioned, we are expecting to do our groundbreaking in BIC in our new campus in Q3 2026. This is it for me.

I'd like to give now the floor to Roger, who is going to translate some of that into numbers and update you a bit more on the ESG.

Roger Dassen
EVP and CFO, ASML

Thank you, Christophe. Good morning, everyone. The first number I'm going to give you is 10. 10 in is what he and I are separated by, so I need to raise the lectern a bit. Okay, there we go. Good morning, everyone. Numbers you want, numbers you get. Here you look at a lot of numbers on this slide, so let me briefly talk you through that. I think if we look at 2025, I think financially a very strong year in terms of both overall sales and also gross margin. EUR 32.7 billion of sales, which was about a 16% increase compared to last year. A gross margin of 52.8%, which actually is about 1.5% north of the gross margin that we had in 2024. I would say all in all, pretty good results. Net income at EUR 9.6 billion, earnings per share approaching EUR 25 per share.

25 by 25 is something that we were looking forward to, and around that we got there. Returned EUR 8.5 billion to shareholders in a combination of dividend and share buybacks. As Christophe pointed out, we invested EUR 1.3 billion in Mistral AI and the strategic partnership that we have with them as Christophe just explained. Clearly, EUV was a big growth engine for us in 2025. If you look at the total sales for EUV in a combination of High-NA and Low-NA, 39% increase to EUR 11.6 billion. 48 EUV systems, 44 Low-NA systems, 4 High-NA systems were recognized in revenue in last year. Again, Christophe pointed out revenue recognition for the first B model. This is the first model really suited and really geared towards high volume manufacturing.

We were able to complete a site acceptance test for that system in 2025, so a good milestone having been achieved there. If we look at DUV decreased a little bit, primarily because of the dry business. The wet business, the immersion business, so the leading technology within DUV are still very strong, but it was pretty clear that our customers were really focused on getting the long lead time items in. I think 2025 also for them was a little bit of a year of how exactly is the business going to develop. A little bit slow, I would say, in the first quarters. As Christophe pointed out, really in the last quarter, I think our customers got conviction that the AI investments that are being made by their customers and by the customers of their customers were really very substantive.

As a result of that, you could really see that the order momentum with them, but also their order momentum with us really geared up. During 2025, they were very much focused on the long lead time items. Also the items for us that have a longer order lead time, so EUV and immersion, and therefore they were a little bit less focused on the dry business. That translated itself into a small decrease of the DUV business, primarily because of the decrease of the dry business. Christophe pointed out the 260, big step, not because the 260 in and by itself is a colossal step, but because it's a first step on our 3D integration efforts.

If we look at the application business, again, Christophe said it there, the metrology and inspection business increased 28% to EUR 825 million, in a combination of both YieldStar and eBeam. I think particularly the development, the momentum behind Multi-Beam. We've been talking about Multi-Beam for many, many years, and I think this year is really the year 2025 that you could see a breakthrough, really the adoption of customers, the order momentum there being very, very strong. The increased maturity of the product, but also the increase of productivity, the fact that we went to 5 by 5 beams, of course, helped there quite a bit. I think that combination really manifested itself in strong adoption and really good customer attraction on that front. Finally, installed base, really running on all cylinders. You will see it in a moment also when we look at the numbers.

26% increase in our installed base business in the combination of service, that obviously scales with the increase in the installed base, but obviously also very strong momentum in the upgrade business. In that way, good 26% increase on that front as well. That's the overall summary for the year. If you then take a bit of a deep dive into the different numbers, if you look at the technology, you see what I just told you, which is our customers were really looking at the advanced litho technology. That was the focus on what they bought in 2025. You see that a combination of immersion, ArFi here on this slide, the dark blue or the medium blue part, and the EUV business is 90%.

90% of our system sales really was down to what we call advanced litho technology, which was quite a step up from the 82% that those two combined recorded in 2024. At the detriment, as you can see it here for the dry business, the KrF and the ArF dry business, 13% in 2024, only 6% in 2025. There you see the choice that customers made to have their CapEx really dedicated to long lead time items, advanced technology, less so on the dry business. This year, you will see that the dry business will accelerate and that the customers will make up for that. In terms of end use, logic is still dominant. As a matter of fact, this year, you will see that memory will become very, very strong. Memory will come closer and closer to the logic business this year.

In terms of regional distribution, you really see that South Korea and Taiwan were stepping up in comparison to last year. You see China as a percentage going down very, very strong in 2024 at 41%, 33% in 2025. We've expressed our expectation for this year that it will go to approximately 20%. You see the China business normalizing as we've predicted for a while now. You see step up in South Korea and Taiwan. We're here in Europe. I cannot stop pointing out to you, EMEA, 1% is a major red flag, I think, for our industry, right? If you talk about technology and role of EMEA within a technological world, and you see that 1%, a blooming 1% of our sales goes into EMEA, I think that's a big red flag for what we're doing here in this beautiful continent.

Then finally, in terms of litho units, you see, as I just expressed, that it's particularly the leading, the advanced technology that really was dominant in 2025. If we look at the end use, I think the logic and memory distribution, you already sort of got that from the previous slide. Again, as we pointed out earlier, installed base, very, very strong. Look at this trajectory, right? Coming from little under EUR 5 billion in 2021 to over EUR 8 billion in this year. Actually, if you look at the trend that we currently see in this year, EUR 2.5 billion Q1, expect EUR 2.5 billion in Q2. If that continues along those lines, you're looking at EUR 10 billion or more for this year. Very, very strong development of the installed base business, again, in a combination of service and also upgrade business.

Cash return to you, to the shareholder, is a combination of dividends. We paid EUR 2.6 billion in terms of dividends, one interim dividend in 2024, the final dividend obviously in 2024, and then two interim dividends in 2025. In that combination, we had cashed out to you of EUR 2.6 billion, EUR 5.9 billion in terms of a share buyback executed during the year. For this year, what we will propose to you later on in the agenda is to have a total dividend for 2025 of EUR 7.50 per ordinary share, with interim dividends in the meantime of EUR 1.60. That gives you a final dividend proposal of EUR 2.70 as we propose to you today.

Finally, we also announced a new share buyback program, up to EUR 12 billion to be executed before the end of 2028. If we look at the Q1 results, good start of the year, I would say EUR 8.8 billion of total net sales. We do believe that the sales will be a bit skewed towards the second half of the year, and that all has to do with what Christophe was talking about. It was clear that the order momentum for our customers really changed during the year 2025, and it really manifested itself big time in Q4. Before that, we were sort of also indicating to the supply chain, 2026, don't go overboard in preparing for too much growth in 2026.

That was sort of the message that we were giving to the supply chain in the course of 2025, and then actually in Q4, the order momentum became very, very strong. Also, the public messaging of our customers really turned in that quarter. People really got conviction at that point in time that the AI investments are really sustainable, are really lasting, and as a result of that, the order momentum really turned in that quarter. That means that also in our preparation and in the shipment schedules that we have, it is now more skewed towards the second half than towards the first half. Nonetheless, EUR 8.8 billion, good start of the year with a very strong momentum, as we pointed out before, also in the installed base business. Good gross margin, 53%, actually at the high end of the corridor that we provided for the full year.

Primarily, frankly, because of very, very strong upgrade business and very high-margin components in that upgrade business in Q1. Good operating margin, 36%, and you see all the other elements on the slide. Christophe already talked about ESG and the significance of our performance in that regard. A few things that I would like to highlight here in terms of environmental track record. I think the greenhouse gas neutral target was achieved in our own operations in 2025. I think that was what we promised you, and I think it's good that we were able to get there by 2025. All electricity we use now really coming from renewable sources. Also, we talked about this before, we started shipping systems by sea instead of air, which also is a good contribution to our ecological footprint.

In terms of social, I'll give you a bit more highlight on that in a moment. A number of good initiatives that we started or continued in 2025. Housing and infrastructural projects. All in all, 59 community projects. I'll give you an overview in a moment. Gender diversity improving in terms of inflow of women into the organization at 29%, beating our 24% target for 2025. Also gift matching and volunteering. This is where if employees of ASML provide a gift to a social cause, we could double and in some cases even triple that amount. That also gained quite some good traction. In terms of governance, some of the highlights I would like to share with you. A, both our 2030 and 2040 climate targets, validated by SBTi, and also achieving really strong positions in the leading ESG priority benchmarks.

CDP climate, we got an A rating, MSCI, a triple A rating, and for Sustainalytics, we achieved a number two position in the entire industry, which I think all in all reflects some pretty strong results on our ESG roadmap. Couple of things on our community investment, again, something that Christophe talked about as well. We had EUR 1,750 per employee we spent on community investments in 2025. That was about a 60% uptick from where we were in 2024. You see that strong trajectory there. We are working towards 2,500. That's the goal that we would like to achieve. We're building on that trajectory. On the right-hand side, you see some of the things that we're doing there. STEM education, really making sure that engineering and the passion for engineering in the different layers of the educational system is growing in the Netherlands.

Badly needed, we believe. A number of activities that we have there. I talked about the employee giving and the doubling and tripling of gifts of our people that we support. A whole bunch of community partnerships around affordable housing in the region. Again, this is not for ASML employees, but just in general, affordable housing within the region. Contributing to the building of infrastructure, contributing to culture. Christophe gave a number of examples to sports. Yes, we're very happy with PSV. Not everyone in the room, I guess, but we are. ESG innovation are just some of the things that we were doing there. Finally, this is not just something that we do in this region. This is not just a Brainport thing. We do this across the globe wherever we operate.

We have a whole bunch of these activities also in the U.S., in Korea, in Taiwan, in China, and so on. Finally, dear friends, in terms of outlook, the outlook for the quarter, we believe we'll end the quarter in this corridor between EUR 8.4 billion and EUR 9 billion in Q2 with installed base, as I mentioned, again, at around EUR 2.5 billion for this quarter. Gross margin is somewhere between 51% and 52%, and R&D and SG&A costs, I believe, well managed within ASML. That gives you the window that we're looking at for the year. We actually were able to raise that window. When we started the year in January, we were talking about somewhere between EUR 34 billion and EUR 39 billion. We've raised that, and we've also closed the window a little bit now to say between EUR 36 billion and EUR 40 billion.

This really is the continued strengthening of the momentum that also Christophe talked about, that started in Q4, but clearly extended into the quarters thereafter. Our customers are really telling that actually for the first time, they're really looking at longer term contracts with their customers, right? Their customers, they are entering into longer term contracts with both volume and price. Of course, that dynamic gives them a lot more confidence, and that results in strong momentum there. As we said publicly, in terms of capacity building, we're increasing capacity as you know. We're also hiring people to make sure that we can accommodate that. In the past couple of years, we've made quite some investments. We've really made sure that the long lead time items, as we call them, so the infrastructure is there, so the cabins are there, the infrastructure is there.

We've done that. Our supply chain has done that, and that has really given us quite a bit of flexibility. If you take EUV Low-NA, for instance, I just showed you 44 systems that we recognize in revenue in 2025. We said that we're looking at a capacity for this year of at least 60, and we're looking at working on a capacity for next year of over 80. That just tells you that indeed, this flexibility that we've built in the past couple of years, we can now really put that into action and make sure that we give customers what they need. This is the example for EUV, but we also have commensurate flexibility built in for the DUV business and for the metrology and inspection business. The way we anticipate the demand of customers is not just units.

Also, if you look at the roadmaps that Christophe was talking about, you will see that every new generation of tool gives our customers a lot more productivity, and we're very aggressively driving that. The 3600D tool, which made the majority of the sales in 2024 at 160 wafers per hour. The tool that is currently the tool of reference for our customers right now gives between 220 and 230 wafers per hour. Big step up there. The tool that we're going to introduce next year, the Low-NA tool, gives 260 wafers per hour. Its successor gives over 300 wafers per hour. You see that we're very aggressively driving that roadmap. If you think about what is it that we're giving to our customers in terms of capacity, don't just look at unit numbers.

Look at the productivity of the tools that we give, and look at the installed base upgrades that we provide. Right? Again, let me give you one example there. The D tool that, as I mentioned, was the tool of reference in the 2024 timeframe, 160 wafers per hour. We're now having a few upgrade packages that could actually get that tool to 190. If you apply that to the entire installed base for your customers, then in addition to the new tools that we ship to them, of course, also in these upgrades, there's quite some capacity that we're bringing to our customers.

Those are just some of the things that we're doing at this stage to make sure that our progress on building capacity here goes hand in hand with what our customers are looking for, because it's very clear we do not want to disappoint our customers in terms of the capacity that they need. Based on all the alignment that we're currently having, we believe that we're doing just that at this stage. Looking at a good year for 2026, somewhere between EUR 36 billion and EUR 40 billion, healthy gross margin between 51% and 53%, and an annualized effective tax rate of around 17%. With that, dear friends, enough about the numbers for now. I hand it back over to Nils.

Nils Andersen
Chairman of the Supervisory Board, ASML

Thank you, Roger, and thank you, Christophe. It looks like we have money for dividends. Thanks for that. At this point in time, I'd like to open the floor for questions. Start up here.

Terri Kelly
Vice Chair of the Supervisory Board, ASML

Wait for the mic. Yeah.

Nils Andersen
Chairman of the Supervisory Board, ASML

There will be a mic coming around.

Gerben Everts
Shareholder, Vereniging van Effectenbezitters

Thank you, Mr. Chairman. Thank you for both the presentations. We recognize strong order momentum, strong demand across the board, both in the segment of logic clients and memory clients, and with strong results. We had discussions in the past about EUV machines entering the market, when and how. We really see it happening. Many thanks for that. The new memory super cycle is doing ASML and its investors very well. Innovation is doing ASML well, and we investors are very happy and indeed, Roger, we are friends. Continue. Looking at the future, we have a few questions here. First, on competition and the strength of ASML's moat. The water or the barrier between the castle of ASML and the villains.

There are major red flags, and I agree the 1% in May is of course a major red flag, but let's stick to the fact that ASML is of course a competitive leader, and that is in Europe, that is in the Netherlands. We're very happy with that, but we need to make sure that we continue to be proud of that.

In the current super cycle, not demand as such, but the speed of delivery, we just heard that two clients that are hungry for AI capacity, and you referred to the last few months, so that was very clear and we concur with that, has become the decisive element for success. How to grow from the, whether it's 44 or 48, we saw 48 in the presentation, but we learned it was 44 EUV machines that have been sold to 60 this year and probably 80 next year. Obviously we'd like to continue that 30% growth or even faster after next year. How about the new competition, for instance, in light sources, for instance, in optics?

It will not replace EUV, I'm sure, but it can disrupt part of the chain, and it can disrupt part of the market as well, just as geopolitics will have a significant impact. My question is how long ASML can realistically maintain its EUV monopoly before credible alternatives emerge? Which of the emerging alternatives, such as laser lithography, X-ray lithography, Canon's nanoimprint, and China's domestic EUV ambitions, do you see as the most credible threat to ASML's business model? What concrete actions are you taking today to mitigate these risks? Obviously, this raises the question whether ASML is too dependent on one technological path. How do you avoid becoming the next incumbent that got disrupted? What we would certainly not hope to be the case, let that be very clear.

On the chain, if I may, of strategic partners, ASML currently benefits from a unique system-level integration advantage rather than a single technological component. Which specific parts of the system, for instance, optics, light source, masks, do you consider to be vulnerable to disruption? What would, in your consideration, be early warning signals in your world, the lithography world, that would tell you that technological lead is starting to erode? If you allow me, Chairman, I have a question on ASML's demand, which is very strong. However, with a few concentrated group of clients, you indicated in the Q1 call last week, and we just saw it as well, that ASML does not want to be the bottleneck, and yet demand clearly exceeds supply in your industry. Can you rank the key constraints to growth today? Is it supply chain?

Is it clean room capacity, labor, customer readiness? Indicate which one of those are more likely to limit growth over the next two or three years. Given the long lead times and multiple year investments by customers, why does ASML still have limited visibility beyond next year, beyond 2027? What needs to change to improve long-term demand visibility? A question on the pricing power. ASML emphasizes value-based pricing, but in a structurally supply-constrained market, to what extent does scarcity influence your pricing decisions in practice? Is there really no difference compared to periods with lower demand? A final reflection on the deal with Mistral. Christophe, you referred to that. In 2025, ASML and Mistral AI entered into an investment and partnership agreement. You invested $1.3 billion in exchange for the 11.1 stake in Mistral.

As the rationale for this investment, ASML stated that this agreement has laid the foundation for a long-term collaboration to explore the use of AI models across its product portfolio, as well as research, development, and operation. The aim is to benefit customers with faster time to market and higher performance of holistic lithography systems, while also making ASML more efficient. My question, you referred to Mistral already, but could you provide some more color of what improvements ASML expects from its products, processes, efficiency, performance as a result of its partnership with Mistral? If I may, very small last, but we need to have that discussion here as well. Last question on the impact of China. It still represents, we just saw it, 33% of total sales last year, and that was from 41% the year before.

Potential new export restrictions could adjust global markets and economies significantly. If China were structurally excluded from ASML's lithography business, how large would the resulting gap in your long-term growth be, and how quickly could other regions realistically offset the demand? Let's pause here. I look forward to your answers.

Nils Andersen
Chairman of the Supervisory Board, ASML

Thank you for pausing. I was admiring your capacity to speak without breathing. These are very broad questions, and they basically touch on all elements of our business. I'm sure Christophe and Roger together can provide you an overview, but we're not going to answer all the details and get to every depth of it, because it's obviously what we work on every day or the team works on every day. Thank you. Over to you, Christophe.

Christophe Fouquet
President and CEO, ASML

Yeah. We'll do our best to cover everything. Maybe I'll start a bit with the bigger picture, Herbert, if you allow me. I think the question you ask on competition, I think this is, to be honest, the question we ask ourselves every day. I think we're all very happy of the position we are in. I think we're all very happy of the adoption of EUV today. We all understand that, as I say very often, the recipe of the past are not necessarily the answer to the success of tomorrow. I think this is really what the board of ASML is really looking at almost on a daily basis. Now to give you some, again, element of response

There's a bit of a short-term and then a longer term. When it comes to short-term, for example, you mentioned it also in your question, capacity is going to be critical. I think what we have seen in the major previous ramp was that if we are not going to be able to provide to our customer the tools they need, they are going to be very much tempted to look at other supplier and potentially at alternative to our technology. We have seen that in the past, and we have done a lot of work, Frédéric, when in manufacturing, in the supply chain to be ready for that ramp. In fact, in the last couple of years, sometimes Roger and I were explaining our shareholder, all of you, that we were still investing some money.

Also, the market was a bit more quiet, so that when that super cycle come, we could be ready for that. I would say, so far, so good. It's of course very tense. It's a huge amount of work here in ASML with the supply chain as Roger mentioned, as you have also heard maybe in our quarterly call, we're increasing the capacity significantly this year, and we plan to do the same as well next year. On top of that, we have been very creative with adding capacity on the install base through upgrades, as Roger explained very nicely. Being able to deliver to our customer is very important. We get a lot of questions about being the bottleneck of the industry.

This is something we will avoid being, I would say, with all possible means, because this is a first important element of remaining basically where we are today in terms of position. Now, when it comes to the long-term, I think the short answer is innovation. We need to continue to innovate at ASML so that we improve all the products we have today, and we still talk about CARE, we still talk about i-line, we still talk about products that are 30 years old, and we continue even on those products to innovate. We need to innovate, of course, on EUV, which is today the most advanced technology.

You may be aware that we also have there practically a road map for the next 10, 15 years, we understand what to do to improve performance, productivity, cost of the technology on EUV for many years to come with Low-NA, with High-NA, potentially Hyper-NA if we need to at some point of time. There also, there's a lot of energy to do that. As I pointed also to in my presentation, we need to look beyond lithography. Lithography, holistic lithography will remains essential to our customer forever. We are extremely happy to be there. The world is changing very fast and we see no new need. I think ASML wants to continue to be the company that is going to enable the most critical technology moving forward with our customer. You talked about Mistral.

Roger will go into the detail of some example, but at the, I would say, principal level, the relationship we created with Mistral, I will compare it a bit to the relationship we created to ZEISS maybe 30 years ago. ASML is a system integrator, which means that in order to move fast on innovation, we don't believe we should do everything, which is the model of some of our competition, by the way. We don't believe in vertical integration. We believe in reaching out to the very best company to bring basically their knowledge together with ours and get the best possible product. When we looked at AI, we could have convinced ourself that we are very smart and we would be better at AI than those very expert company. We thought this was not the right approach.

We say we are going to start very early on to build a partnership that will grow over time so that AI is really included in everything we do at ASML, being product, development, operation, et cetera. That's of course a long journey, but because it is a long journey, you have to choose a partner that will stick with you on the long-term and a partner that basically will have a shared interest to make that happen. That's what we found with Mistral. To more world and innovation, the first one is, of course, that I talked a bit about 3D integration, so you hear us also looking at that a bit more. We see opportunity on what I call the second axis of density. You have two ways to get density.

Either you print more transistors per square meter, or you just make more square meters and you stack it on top of each other. That's what 3D integration is. The reason why we're looking to that is because customers tell us we can help, and they tell us we can help because a lot of the technology we have developed for lithography can be transferred from lithography to this new area. This is something we're going to continue to investigate. We have a few new products that help us to learn faster, and we'll continue to do that. The last thing on innovation is, of course, the transformation we started to do in ASML, which has been a bit of a painful topic.

That transformation also started with a strong belief that we want ASML to be forever the most innovative company when it comes to semiconductor equipment. That's true for lithography, that's true beyond. So we also believe strongly that we have to take care of this innovation muscle or this innovation heart in the company. This is also why we have been very much willing to potentially also make some decisions that have been seen as a bit more difficult. I think that's what I would like to share with you, maybe the big picture. I think Roger can touch on some of the more detailed questions.

Roger Dassen
EVP and CFO, ASML

Yeah. Happy to. Gerben, in terms of your question, who is the bottleneck? By the way, you also asked about the 44 versus the 48, just to be clear, 48 is all EUV, consisting of 44 Low-NA, 4 High-NA. That's the bridge between 44 and 48. What's the bottleneck? I think the bottleneck is probably lack of transparency in the system. That's the single biggest bottleneck. As long as within the entire ecosystem, everyone is transparent what they want, I don't think that there will be a bottleneck. You saw that happening in the course of actually last year.

When you look at some of the public commentary of some of our customers, the way they spoke about AI, the way they spoke about the model builders and the huge forecast that the model builders were giving, they sort of had an attitude of, "Yeah, sure." Right? They said, "Well, we're not sure this is going to happen." If that's the case, and if people believe that not everyone in the entire ecosystem is really transparently putting on the table what they want to do, that's the key risk. Therefore, I think what's happening right now, our customers getting long-term agreements with their customers, right? In terms of volume, in terms of price, then also them translating that into orders with us, that allows us to then go to the supply chain and say, "This is for real," right?

We have the orders and you can execute on that." I truly believe that the bottleneck is not one element. The bottleneck that I could see in this whole case is lack of transparency and people not really trusting some of the plans that other ones are putting forward. There, I think the fact that we're now putting rhetoric into contracts, I think is actually very, very helpful. We believe that with all the forecasts that we're getting now from customers, we have the confidence that building up the move rate of our products along the lines of what we described before, I think is something that we should be able to do. Also, if you talk about what's your visibility beyond 2027, it is just this, right?

Making sure that customers also start to have their long-term agreements translated into orders for us, I think that will really help us to get that visibility and translate that into the supply chain. In terms of pricing power, it's fascinating, Gerben. We always get this question when the market is at a high. I hardly ever get the question when the market is at a low. I don't need to go back that far in history to look at a situation where our memory customers were bleeding money, and no one at that point in time asked me, "Roger, come on, a gross margin of 52%, that's ridiculous. Your customers are bleeding money.

Help them out a little bit." Bottom line, I think with the very steady course that we're having in our pricing and in our gross margin, the fact that customers allow us to do that in good times and bad times, tells you that we have pretty strong pricing power and that our pricing power can be sustained throughout the cyclicality. Frankly, I think that's a pretty nice position for us to be in. We talked about Mistral. Christophe talked about Mistral. We are planning on giving in one of our quarterly updates a bit more background on what we're achieving there. It's along the lines of what Christophe described. Clearly with Mistral, we're getting better software and better models on our systems. This is both for the scanners, but also for metrology and inspection.

We talked a lot about productivity upgrades that we're providing to our customers. Software is an increasingly important element in there, and therefore, getting those models better, making sure that all the exogenous factors in a fab are well represented in the model, I think is a big step up there. On top of that, we're doing a whole bunch of things in our operations in the field, in our R&D environment. Let me give you one quick example. Diagnostics. Christophe and I the other day, we were reviewing a case of wafer stage failure. This takes more than 10 hours for a specialist at ASML to have a diagnostic. What went wrong here? What's the root cause of the failure of the wafer stage? With a model that we developed with Mistral, eight minutes.

That doesn't just drive efficiency, it also dramatically drives down the downtime for our customers, because now this tool isn't down for 10 hours, it's down for eight minutes. Well, of course, you need to fix it, but you just saved 10 hours of downtime of very expensive equipment in the fab. That's part of the value that we're driving with Mistral, and I think it would be good in one of our quarterly updates. We're going to give a bit more flavor there. Final comment on China. Indeed, 41%, 33% I indicated for this year. We're expecting 20% at the midpoint of our guidance. Then the question is, to what extent is there vulnerability in terms of export controls? It's always there because we don't write the rules, right? I cannot definitively tell you whether or not export controls will be further expanded.

As you know, there is currently a discussion in the U.S. Congress around export controls in the MATCH Act. Of course, we all recognize there is a lot that needs to be done before that is reconciled between the House and the Senate and with the administration. Clearly, there's still quite a bit of needs to be done before that is being enacted. Clearly, there are some dynamics there.

The bottom line there, I would say, if for whatever reason there were to be further limitations for one part of the world, the need for capacity remains. Particularly in a world that I would say is currently being characterized by undersupply. If for whatever reason, the supply to one part of the world is further limited, then I would expect in the current environment that someone else has to raise their hand and say, "I'm going to build more capacity than I originally planned to, because I know the capacity this time will not come from geography A, it needs to come from geography B." I'm pretty sure that policymakers are also considering that element when they look at some of the legislative action that is currently going on. Chairman.

Nils Andersen
Chairman of the Supervisory Board, ASML

All right. Thank you very much. We'll go to the next question with this lady up here first.

Sara Heinsbroek
Project Manager, Vereniging van Beleggers voor Duurzame Ontwikkeling

Good morning. My name is Sara Heinsbroek. I'm here as a representative of the Dutch Association of Investors for Sustainable Development, also called VBDO. Thank you for the conversation prior to this AGM as well. This year we have questions on pollution, living wage, and the CSRD, and I will ask all of these questions in one go. My first questions are regarding pollution. We have observed an emerging tendency among companies to delay disclosure of sustainability initiatives until tangible results have been achieved, and we view this development with concern. Therefore, we would like to encourage you to reinforce transparency by providing insight into strategies and actions already underway, irrespective of their stage of progress. Could you take an initial step towards enhanced transparency by specifying which substances of concern or categories of hazardous chemicals are currently monitored?

Could you present a concrete timeline for the planned phase-out of certain substances and confirm whether progress on this will be reported in the next annual report? For a living wage, we commend ASML for setting and achieving the target that by 2025, 100% of your employees receive remuneration above the adequate wage benchmark. While we acknowledge that collaborative action delivers the greatest impact, there remains a possibility that living wages may not be incorporated into the Responsible Business Alliance Code of Conduct. Should this occur, could you elaborate on the concrete steps you would take to advance this topic independently, for instance, by initiating or leading a coalition of committed peers? In your human rights policy, you recognize that ASML holds an active role in promoting living wages through improved purchasing practices.

Could you provide specific examples of how the procurement approach has evolved or is expected to evolve to positively influence the establishment of living wages across your supply chain? For the final topic, CSRD. ASML has instituted a stakeholder policy that considers five principal stakeholder groups when determining the sustainability priorities of the corporate strategy. We would like to draw attention to one important yet overlooked stakeholder group, the so-called silent stakeholders, such as nature and future generations. Will you consider formally recognizing silent stakeholders and integrating them as a distinct stakeholder group in the 2027 materiality assessment? Thank you.

Nils Andersen
Chairman of the Supervisory Board, ASML

Christophe, I'll leave that one to you.

Christophe Fouquet
President and CEO, ASML

Thank you very much, Nils. Thank you, Sarah, for the questions. I will try to address them the best I can. I know you had some discussion also with the ASML team already. Let me start first with the pollution, and I will address both questions together as I think they are connected. Starting with the emission of our manufacturing sites, so nitrogen oxide, volatile organic compounds, hydrogens. I think you're aware that those are well below the threshold of EU regulation and are assessed in our DMA report as non-material. Looking at semiconductor production, we enable our customer to minimize their emission, reducing the need from deposition etch by simplifying basically our process through single patterning. This has been true with Low-NA EUV. This is going to be true with High-NA EUV.

This is really driving down both the overall energy consumption, but also emission at our customer. When we are looking at the substances of concern in our system, which I know are the key one in your mind, I think you know that ASML is a product developer and integrator. Therefore, we are a user of substances of concern. We are not a manufacturer of substances of concern. The substances of concern may be present in the components we source, and will remain in the system for the use of the system, basically at our customer. We are basically therefore focusing on the end of life of our product and make sure that we are going to control the waste stream. Our policy is to avoid or phase out substances of concerns whenever feasible.

One such example is our voluntary adoption of the EU RoHS regulation since its introduction. We don't have to be part of that. We made the choice to be. I think another very important example, this is one of the most, I would say, common substances discussed. This is PFAS. We, of course, recognize that PFAS has a very long impact on the environment and on health, and we started already for many years to develop a PFAS-free, I would say, approach at ASML. It starts by removing, at least having the ambition to remove PFAS from all new design by 2027. We're looking at next year, and it means basically that when our engineers look at a new design, the use of PFAS is really becoming the absolute exception. We are very tough on trying to get this out.

It's a bit more difficult, of course, for our install base because sometimes the parts are already there. There, we are going to basically also make sure that we collect back all those parts, basically when the system is not going to be used by our customers. We have a protocol where all the parts that we know contain PFAS are going to come back to ASML and be treated accordingly. We want to eliminate PFAS from our product. That's the first thing. We also, of course, work very actively with our supply chain because most of it come from there, and there, it's a lot of work as you know, we have a very extensive supply chain. We are engaging first with the key supplier, tier one, but also make sure that they cascade that basically beyond to the rest.

We're also working with regulators, so you know that the law is changing. I think sometimes becoming a bit more pragmatic, practical. We have been very active with the legislature in order to share our, I would say, understanding, but also share this ambition we have to reduce basically those substances. This is for the first question. I'm going now to the living wage. First of all, thank you for your feedback. I know this was also a question last year, and I think you have seen that we took that very seriously. I'd like to share with you that we do agree that collective action is always more efficient. It will always delivers the greatest impact. Therefore, we are totally supporting and we are aligned with the initiative of the RBA to include a living wage in the RBA code of conduct.

This is not there yet. This is a concept today, and as you know, in the meantime, we'll continue to advance this topic by embedding it in our supplier due diligence. This is a topic we are discussing now in the processes of selecting a supplier, doing some pre-onboarding screening, risk assessment, on-site assessments, and corrective action plan with the supplier if needed. We're going to take a risk-based approach, but continue to basically strengthen the due diligence with our supply chain. Now, you ask for some example on improving our purchasing practice. I will give you one. We're trying to increase the forecasting accuracy so that our supplier can plan production more effectively and better manage the working hours. I think Roger talked about that. That's one of the critical things for this industry.

We are also planning a dedicated review for purchasing practices from a human rights and environmental due diligence perspective, including how those practices may affect living wage outcomes. Finally, we continue to align procurement improvement with regulatory development, such as the Corporate Sustainability Due Diligence Directive, CSDDD, which explicitly highlights the role of purchasing policy in contributing to living wage and income. Last question on CSRD. I think in our double materiality assessment, we consider input from all stakeholder groups, customer, employee, shareholder, supplier, and society. The last group, society, includes the silent stakeholder you refer to, such as you find them in society at large. We also consider broader industry, societal, and environmental trends to identify potential material impact, risk, and opportunities across our value chain.

To determine the materiality of identified impacts, we consider the size of each impact, including the impact on silent stakeholders, such as society and the environment, both today and more importantly, for the long-term. For example, climate change is a material topic because of the impact of our value chain emissions on the environment and society in the future. We then set reduction targets based on the latest scientific insights, and as you have seen in Roger's presentation, we also make sure that those targets are being confirmed as science-based. Other examples of impacts we assess are related to water and biodiversity. Even so, they are not assessed as material; we do assess the impact of our activities on local water sources and the ecosystem.

Nils Andersen
Chairman of the Supervisory Board, ASML

Right. We have one online, and then thereafter, we will go to you. Can we have the online question read out?

Reinier Kleipool
Partner and Civil Law Notary, De Brauw Blackstone Westbroek

Thank you, Mr. Chairman. There is an online question from Mr. Bellingeri, and it's a question relating to the share buyback, and he asks.

What is the purpose of the share buyback? I think that it was raised during Roger's presentation.

Nils Andersen
Chairman of the Supervisory Board, ASML

Right. Good. That's a quick one to answer. Roger, will you take that one?

Roger Dassen
EVP and CFO, ASML

The purpose of share buyback, as you know, in our capital allocation policy, when cash is being generated, we first use the cash in our business, right? To support our business, to grow the business or to continue to develop roadmaps. Whatever we consider to be cash that we don't need in our business for strategic or operational purposes, we don't want to put that on our balance sheet. We think that's shareholders' money, and therefore, we pay it back to shareholders either through growing dividends or what is left beyond the growing dividends through share buybacks. The purpose really is to return to shareholders excess cash that we have generated within the company.

Nils Andersen
Chairman of the Supervisory Board, ASML

I think that was good, and then we will take your question.

There's a microphone coming to you.

Robert Pakan
Shareholder, Private Investor

Great. Good morning. My name is Robert Pakan. We connect you public affairs and investor relations. I have a dialogue with the top government and captains of industries and stakeholders. I appreciate the excellent results of ASML. My return on ASML shares is 3,500%. I really appreciate that, and the family is happy. Thank you for that. Another thing is, make Europe great again. I haven't heard that today, and it's quite important because you have the unique position to face the threats we have from our former friends in Russia, the U.S., and China. That together with your supply chains and partners. Let's start with the Ukraine. More than 1,000 excellent managers must leave ASML, and that's good news for our defense industry because we have huge budgets, so we need those people.

Well, Ukraine has now the best defense industry in the field of drones, and that will protect Europe, and that will protect ASML because stability and continuity is the best there is for ASML. Another point is, and one minor thing, Warren East of Rolls-Royce can, for example, help Ukraine. He's in a wonderful airplanes, motor industry, so that's good news for the Ukraine. Now, other thing is energy independence. In 1973, you can recall that, we had an oil crisis. Now, 50 years later, we have an oil crisis and a gas crisis. We know that energy dependency is not an operational detail, but a strategic risk. Yet, we see no fundamental steps towards energy autonomy at ASML. Is the board too passive here, or do you consciously accept that energy will become a future growth bottleneck?

Furthermore, in the field of sustainability, since the Club of Rome report of 1973, "Limits to Growth," we know that economic growth has its limits. Sustainability is no longer a choice, but an essential thing. Can the board indicate what portion of ASML CO2 reduction would come from the supply chain, and what enforceable requirements are imposed on suppliers to achieve this? One interesting example. In Suriname, we have now booming business to the oil industry. The good thing about Suriname is that it's four times as big as the Netherlands. It only has 500,000 inhabitants, so 500,000 people who live there, and 95% of Suriname is jungle. It's extremely cost efficient to invest there to create, to realize sustainability goals for ASML. A last thing is cyber security.

The new thing is Mythos, and Mythos is a real threat, especially for the financial industry, and therefore, also as part of the chain for ASML. What to do about Mythos? These are my questions. Oh, two minor things. Benjamin Loh is really excellent for ASML because I know him from ASMI, and my return on the shares is about 6,000%.

You have to welcome him. Another thing, I spoke to Harold Goddijn of TomTom, and TomTom is not as successful as ASML. Maybe you can help ASML because that's another nice organization in the Netherlands. With EUR 10 billion of profit, it should be nice to help TomTom, and yeah, help Amsterdam with that very nice small company. These are my questions.

Nils Andersen
Chairman of the Supervisory Board, ASML

Well, thank you very much. We go broadly here. I don't know whether we can cover everything. I don't think we can probably help much on Ukraine, even if we have 3,000 managers now may leave in the future.

The other things, sustainability goals, maybe not by investing in Suriname, I think we can have some answers for cyber as well, and I know we got the first vote for Benjamin, which is great. Super. Christophe, will you take it here?

Christophe Fouquet
President and CEO, ASML

Yeah, I can start, and I'll leave Suriname and TomTom to Roger.

Roger Dassen
EVP and CFO, ASML

Thank you. Always a pleasure.

Benjamin Loh
Member of the Supervisory Board, ASML

We also have French Guiana.

Christophe Fouquet
President and CEO, ASML

Yeah. No. First, I think we agree on Benjamin, so I'd like to start by saying that. When it comes to Europe, I think more seriously, I think that Roger has pointed to our very small percentage of business we have in Europe, and I think you could sense in his voice, in his tone, that we see that as a challenge. With ASML being ASML today and the position we have in Europe and industry, I think we feel more and more responsibility to try to engage on those conversation. Of course, with our government here in the Netherlands, but more broadly with the European Commission and some of the key players in Europe, such as Germany and France. We're having those discussions. I think some of that will become more and more visible over time.

We truly believe in ASML that to continue to keep the strength of ASML, we need to strengthen the entire ecosystem, right? As long as ASML is the only company in the semi-AI ecosystem in Europe, it means that our customers are somewhere else, and it means that we will potentially keep to get pressure to do more outside the Netherlands than in the Netherlands. We see that as a real challenge. We also see that challenge beyond basically our own business. You talk about energy, you talked about defense indirectly, you talked about sustainability. There we believe the challenges for the people to do that is the same, and we therefore decided to team up with a group of companies in Europe, such as Airbus, Siemens, Nokia, Ericsson. I will always forget some.

Roger Dassen
EVP and CFO, ASML

SAP

Christophe Fouquet
President and CEO, ASML

SAP. Thank you. We are teaming up basically to bring together some ideas, some concrete requests to Europe and to the different governments in Europe in order to work together on the ecosystem. I won't say more than that today, but I just want to confirm that we believe it's important to also strengthen the ecosystem and to go beyond basically only what ASML is doing. When it comes to sustainability, I think that we need to work very hard with our supplier. Roger mentioned when it comes to us, 2025, we were capable to achieve neutrality on CO2 emission, just because this was all in our hands. We have seen major positive development with our customers. Our customers are extremely eager also to work together with us on reaching that by 2040 for most of them.

Of course, what they do is very important for the emissions of our own product. We also believe that by working on our own product, we can help them to take care of about 30% of the problems. We have about a 30%-70% split of the challenge between us and our customer. The supply chain is mostly the most complex. Many different actors, sometimes actors that are not getting the same, I would say, pressure, public pressure or global pressure on driving down emissions. To be honest, this is a lot more work and this may be the part where we struggle the most. That's also the part where we decided last year already to really work very hard, and this is one of the reasons this became one of our long-term targets. I think this is something we are looking at very carefully.

Yes, I would agree with you, this is a bit tougher. I can assure you that we are cascading very strongly some of the requirements we have. This is maybe for the first part of the question, I'm turning to Roger for-

Roger Dassen
EVP and CFO, ASML

I guess one more point on cybersecurity, because I think your point on Mythos is very well taken. I think what you currently see is both with AI and on a go-forward basis with quantum computing, there is no doubt that cybersecurity and the rules around cybersecurity are being redefined. That is for the people that are trying to break you, but it's also for your own protection. This is, I think Mythos is just one example of another phase in the arms race between the people that are trying to break into your organization, but also obviously technology like that allows us to become even better protected.

We're spending a lot of energy as ASML to be well protected, and we think given the state of our technology and given the role that we play in society, that is something that we need to take extremely seriously, so that's what we're doing. We're using modern technology, also modern AI-based technology, to get ourselves even better protected. You're absolutely right, this will be a continued arms race between the two groups, for sure. Your question on helping Amsterdam, I leave that to the people in the audience. We're not going to help them on football. We started helping them with the Rijksmuseum, so I think that should be good enough for now.

Nils Andersen
Chairman of the Supervisory Board, ASML

Right. Sure enough. No, I think we

Christophe Fouquet
President and CEO, ASML

Beautiful country, but not relevant for the business, I think, at this stage.

Nils Andersen
Chairman of the Supervisory Board, ASML

I think that becomes a little bit exotic for the AGM. We are not here to resolve everybody's problems around the world. Sometimes I wonder how little we talk about all the benefits that come out of our products themselves. Of course, we create some pollution, other things. Let's not forget that actually the products that are made at ASML are critical elements to every single product in the world as today. How we spend energy, how we get the most out of it, how we get better energy, get better use of new energy generation. Unfortunately, also in arms races and other unpleasant places. Unfortunately, also in developing technologies for cracking or becoming cyber dangerous. Let's not forget that the things that we help produce are really also critical elements, and needed elements in solving most of the world's problems.

In that sense, we may not directly do Make Europe Great Again, but at least we give our contribution to making the world a better place in that way. I just wanted to have it said, because sometimes we get caught up in explanation and self-defense, but let's also enjoy all the good stuff that we do. There's a question up here in the back. Could we have a microphone up there?

Robert Vera
Shareholder, Private

Thank you, Mr. Chairman. Robert Vera. I've always looked at ASML with a long-term view as a shareholder. Now, with the news that came out in January with the transformation and becoming more agile, so to say, I'm a bit concerned with the dismissal of X number of managers, all former employees and engineers that got promoted. I'm a bit worried if I look in four years, five years' time, are we not basically in danger of giving the lead to our competitors? Because the real value of the company is in the employees, in the brains. With the forecast that we need another 20,000 people, where are we going to source these people? Thank you.

Nils Andersen
Chairman of the Supervisory Board, ASML

Thank you for the question. Thank you for raising the issue. It's a very important question that we've spent a lot of time discussing over the last month. Christophe, would you give your best bit for that?

Christophe Fouquet
President and CEO, ASML

Yeah. Thank you, Nils. First, thanks for asking the question. I think I totally agree with Nils, and I mentioned it before, this was one of the more painful decision we made in the company for many years. I like to remember the why we did that, and I think I mentioned it before. You heard it. We think that innovation has been key to the success of ASML, and we are absolutely convinced that the success of ASML moving forward, the ability we would have to grab all the opportunities we see, will rely on innovation. Therefore, the way we do innovation at ASML has to be the best in the world, it has to be above standard, and it has to be done in such a way that we can really unlock the potential of all our engineers.

When we had a discussion with our engineers last year, we spent several months doing that. They told us this was not the case anymore. They told us, in fact, that they felt that they were spending a lot of their time, a lot of their energy, sometimes leading to quite some frustration, on things that was not innovation, but things that was dealing basically with a very complex organization ASML had created. They were referring to, for one task, sometimes being steered by three, four, five different manager. This is why we decided to change the model. To go back to something that would be far more closer to what engineer needs to basically flourish. Comes the second part, and the second part is a consequence of that.

I will say, mostly we discussed that even more because as you are concerned, we were also, of course, concerned that as we do this change, as we move people away, this will have some consequence. The first consequence was, of course, on our people. Because the people we're talking about, as I said many times, were great people. These are people that have done a great job. They have done absolutely nothing wrong. They have done everything we have asked them to do for many, many years, and they did it with all their heart, all their passion, and they deliver well. We wanted to make sure that when it comes to those people, we reduce basically the impact on them as much as possible. Up front, we say, well, also we reduce the number of manager and management support position by 3,000.

We are going to create upfront 1,400 engineering positions to already allocate some of those great resources there. This was back in January. I think what we have done since then, as we go through the details of the change with a lot of people from technology, today as we speak, there is more than 900 people involved in the technology team to help us to go into the details. As we do that, we see new opportunities and therefore, potentially less impact. We are absolutely okay with that because I'm looking at my CFO, but we have never been after costs, we have never been after a number of people. We have always been about getting the innovation engine to be right. We see that we can reduce the impact, and we are happily doing it.

As you understood, we also look at a major ramp for ASML, a major ramp that will create hundreds of jobs that will be given with priority to the people that are impacted. If we can reuse those talents, we will, and I think someone in the audience also mentioned, by the way, that the ramp also has a positive impact on the rest of the ecosystem in Brainport. I know that some of our suppliers are also very eager to talk with some of those people. This is for the people piece. Now, the question about do we lose key talents, do we sometimes even have a risk that maybe they go to the competition? I think there, I'd like to go back to the number.

Even the number we started with, the 1,700 people, if you look at the total size of the company, you look basically at less than 5% of the company. That number is pretty much also the attrition number we are looking at every year. What I'm trying to say is that this is happening anyway, and every time someone leave ASML, yes, we're going to be concerned that this could be to the benefit of our competition, to the benefit of countries that may not be too friendly, et cetera. This is, I would say, something we have been living with for quite a few years. If you look at the United States, by the way, the attrition can be up to 7%-8% in some part of the country sometimes. This is something we have looked at.

I'm less concerned about that than I'm concerned about the people, about every single individual that is going to be concerned by that. I know that you may have had a chance to hear what I said last week to our employee. Our first priority today, as a management team, is to take care of those people and reduce the impact for them as much as we can.

Speaker 15

Good morning. Hello. I have a question about the gross margin. You mentioned, Mr. Dassen, about 50%, 51%, 53%, and you said that the margin in the past was like this, and the current margin is the same, and you could maintain the margin even when the customers were bleeding. You said in the future it will be the same. For me, I have a question about this. How sure are you about this? Because I want to say you have always to stay humble, because if you say like this, the margin will stay the same also in the future. It's about my own experience. My father started a company in the 1970s, Elite Electronic Lithography, and it turned to be Cycon after, and they went to the stock market on the NASDAQ. They had a value of $2 billion, and then they went bankrupt.

You never can say, "I'm sure about the future." I want to say this as a general remark. You never can be 100% sure about future.

Nils Andersen
Chairman of the Supervisory Board, ASML

Wise remark. Roger, do you want to regret your prediction?

Roger Dassen
EVP and CFO, ASML

No. Well, first, thank you for the comment. It's much appreciated, and I think you're absolutely right. I think we go to bed and we wake up every single day recognizing that we need to deserve the value that we bring to our customers. If in any way I imply that this gross margin will stay forever, no way. We have to deserve it every single day. That's also the reason why we price the tools in line with the value that the tool brings to the customer. That is a very important principle to us. We're only going to increase the price to the customer if we really can demonstrate that the value that it brings to the customer is more than what we incrementally price the tool for. I think what you just said is absolutely in the DNA of ASML.

We have a trajectory that we believe we can increase that value. As a result of that, you would also see, if you look at our Capital Markets Day, that we actually believe that we can grow gross margin in the future, but not because we're greedy, because we continue to push the value to our customers. That is something that, as I said, we wake up every day, go to bed every night recognizing that fact.

Nils Andersen
Chairman of the Supervisory Board, ASML

Thank you, Roger. We have one question online. Could you have that read out?

Reinier Kleipool
Partner and Civil Law Notary, De Brauw Blackstone Westbroek

Sure. Thank you, Chairman. It's a question from Mr. Carey, and he asks the question, "Who do you regard as your single most significant competitor?

Christophe Fouquet
President and CEO, ASML

Yeah, it's a very difficult question. I don't think that any one stands out as the single competitor when it comes to the company. I've been explaining to the ASML team in the last few months that when it comes to lithography, the absolute ambition of ASML is to try to provide their customer with what we call single exposure lithography, so meaning the ability to image a very complex pattern with only one mask. I've been explaining that the competition to that is called multi-patterning, where instead of using the most advanced litho tool, you use a set of all the tools, basically to do the same thing. That's a bit the way I see the competition to ASML. It's not a company, it's not a product. It's almost a different method.

If you look at the story of the company, one of the difficult moment in ASML's story was when we delayed EUV again and again and again. As we delayed EUV again and again and again, what we saw happening is that multi-patterning was basically flourishing. After we basically got EUV, we started to convert back multi-patterning to single exposure. I think Roger and I are very proud of what we have done last year on DRAM, because last year, 2025, on DRAM was a major year in converting multi-patterning to single exposure on DRAM. I think that's the biggest competition. Maybe we didn't address well the question about laser, about substrates, about X-ray.

I think those companies are just a sign that what we do has become so important for the entire world, that we will see a lot more people moving forward trying to come with new ideas to do that. They are ideas, they are concepts, they are not competition today. I just want to maybe make that clear. I would say the biggest competition to ASML is called Multi-Patterning.

Nils Andersen
Chairman of the Supervisory Board, ASML

Thank you, Christophe. Any further questions from the floor, from online? That does not seem to be the case, so thank you very much. The registration for the meeting has been processed, so I'll give the floor to Mr. Reinier Kleipool to give us the update on how that looks.

Reinier Kleipool
Partner and Civil Law Notary, De Brauw Blackstone Westbroek

Thank you, Mr. Chairman. The total number of issued ordinary shares per the record date for this general meeting amounted to 388,147,674 shares. Of those shares, 3,224,029 ordinary shares are held by the company as treasury shares. As each ordinary share carries one vote, the number of voting rights as a result thereof amounts to 384,923,645 votes. The count for this meeting showed that at the start of the meeting, 288,996,049 ordinary shares were present or represented at the meeting, representing 75.08% of the issued and outstanding ordinary shares per the record date. All voting items on the agenda can, as a result thereof, be adopted by a simple majority of votes cast, given that more than 50% of the outstanding share capital is represented. Back to you, Mr. Chairman.

Nils Andersen
Chairman of the Supervisory Board, ASML

Thank you, Reinier. I now open the voting. Please, operator, switch on the voting system. From now on to any other business, you can vote on any items on the agenda, and you may change your vote during the meeting, until the voting is closed. That goes both for the online participants and the people in the room. We now move to the agenda, points three and four to the agenda, and we group them a little bit, so there will be an opportunity to ask questions after agenda item four. The different items are, the first one, are the financial statements, results, and dividends. We've had an insight into that before for the year 2025. We have four sub-items on this big agenda point or pool agenda point.

It's the remuneration report for the Board of Management and the Supervisory Board for the financial year 2025 will be discussed. The general meeting has an advisory vote on the remuneration report. I'll give the floor to Terri, who will explain us what the situation looks on remuneration.

Terri Kelly
Vice Chair of the Supervisory Board, ASML

Yeah. Thank you, Mr. Chairman, and we're going to turn to the exciting topic of remuneration. The report, hopefully you all had a chance to look at, which really captures the main highlights of the implementation of our policy changes, both for the Board of Management, which were made last year in 2025, which we had very good support for. The last policy change for the Supervisory Board was in 2023. The report reflects the implementation of some of those changes, and I'll just make a couple comments on the main areas that we focused on as a committee and as a Supervisory Board.

For this past year, some of the key work streams, one for me personally, is continuing the outreach with our key stakeholders, both internally and externally, which we have found very helpful as we formulate new ideas, new concepts around the policy and even within the respective policies. Certainly a large part of our work last year was to finalize the policy changes for the board of management. I'll share some of the implementation of those changes a little later. Both that as well as we did put in place a couple structural changes to the fees for the supervisory board, and the pay levels all aligned again with the policy that was implemented in 2023.

The other thing we had to address this past year was the U.S. executive order related to DE&I, and you heard a key part of our long-term incentive is a pipeline of female leadership, which we are very proud to implement, but because of that order, we had to make a couple modifications, particularly impacting our U.S. population, but still continued with our European group of affected associates. That was a key part that we outlined our rationale and approach. Then we also worked with the Works Council to update a societal benchmark. This was a novel approach that had not done before, and we decided that it was probably timely after a couple of years to refresh. There's a couple of comments in the report that kind of outline some of the findings from that updated benchmark.

One of our goals always is to try to improve the readability and the transparency. Again, this is where I think your feedback has been very helpful in terms of refining our report every year. The main elements from an execution, if we look at just what was changed in 2025 for the Board of Management, we did make modest changes in base salary, which has been pretty consistent with our past practice. We continue to try to increase the opportunity for both the short-term incentive and more so the long-term incentive to be competitive, particularly when we look at our global benchmark peers. We don't need to match it exactly, but we do know we have a gap there. This has been a stated effort, I think, over the past several years to do this in a very measured way.

Obviously, we've continued to look at the incentive components, the variable components that are performance-based, because we also know as we increase the opportunity for the STI, LTI, this matters even more greatly in terms of how we measure. I have a couple charts just to talk about the performance for 2025. Could you change to the next? Yeah. A busy chart, but this reflects the short-term incentive payout for 2025 for the board of management. I think we are quite proud that it's a healthy balance of financial measures from EBIT margin weighted at 60%, but as important, some measures that we think are critical to our success, certainly the perspective of our customers, we try to reflect that across our business units.

This past year, because we made some of the changes to our policy, we've implemented some very specific, I call them strategic priority measures that really is about the most important execution priorities for the company. We think this has been a big upgrade. I think from a committee perspective, we feel there's very good alignment with what we're really trying to measure from a performance, and commensurate with the payout. You'll see we had a very nice payout this year of 142.5%. Again, one part of our committee's work is to step back and really kind of confirm, does this align with the performance of the company? I think you heard from some of the strong results from Roger, we feel on most of those matters, very good alignment. That's the story on short-term.

Then if we move to the long-term incentive over the 2023 through 2025 period, again, we continue to measure relative TSR, and we obviously had some good performance there. We have a measure that we're going to be shifting from one of Roger's favorite, cash conversion rate, and again, a very positive result at the end of the year, given some of the support from our customers, and so we saw a nice favorable development. We continue to use the technology leadership index, which I think for us is a really good lead indicator of our successful implementation of our technology roadmap. Finally, some very critical ESG measures that cover a range of topics from our footprint to our employee engagement to our pipeline of talent. Again, very strong performance of 137.4%.

That's all I have to offer on that, Chairman, so I'll give it back to you.

Nils Andersen
Chairman of the Supervisory Board, ASML

Thank you very much, Terri. We now continue with item threeb, which concern the discussion of the 2025 annual report and the adoption of the financial statements for the financial year 2025, as prepared in accordance with Dutch law. ASML published an annual report for the financial year 2025 containing financial and non-financial information. In the 2025 annual report, ASML reports on its compliance with the Dutch Corporate Governance Code, which was amended during the year. The amended code introduces revised best practice provisions related to risk management and internal controls. To comply with these revised provisions, a risk management statement has been included in our 2025 annual report based on EU IFRS. ASML complies with the best applicable, best practice provisions in the amended code. ASML has again prepared two sets of financial statements for the financial year.

It's the financial statement based on the U.S. GAAP, the accounting principle generally accepted in the U.S., and it's the financial statements based on IFRS as adopted in Europe and Dutch law. The 2025 financial statements based on IFRS and Dutch law are the ones submitted to you for adoption. Mr. Fernand Izeboud, our external auditor from PricewaterhouseCoopers, who is here with us as speaker for the first time, will provide us with some insight on the 2025 audit and assurance procedures. He'll also be available to answer questions about the financial audit and the assurance of the sustainability statements after his presentation. I now give the floor to Mr. Izeboud. Over to you, Fernand.

Fernand Izeboud
Partner, PricewaterhouseCoopers

Thank you, Nils. Good morning, shareholders. Yes, my name is Fernand Izeboud of PricewaterhouseCoopers Accountants N.V., and thank you very much for inviting me to be at the meeting today and to discuss our first ASML audit with you. On February 25, 2026, we issued two reports on the annual report of ASML prepared under Dutch law, one on the financial statements, and the other on the sustainability statements. On that same date, we also issued a report on our integrated audit of the financial statements prepared under U.S. law, including on the effectiveness of internal control over financial reporting. That reflects the two sets that Nils mentioned. Now, in line with this agenda item, my comments today are focused on our audit of the financial statements prepared under Dutch law and on the sustainability statements.

You can find our reports on pages 335 - 343 of the annual report. Both of these reports are unqualified, and that means that in our opinion, the financial statements are fairly stated in accordance with Dutch law, and that nothing has come to our attention that causes us to believe that the sustainability statements are not, in all material respects, prepared in accordance with ESRS reporting requirements. That was a mouthful. We also concluded that the information in the management report contains the required information and is consistent with the results of our audit, and I can confirm that we did not identify material fraud. Now, you've been able to read the detail of our report, so today I'd like to add some color on key aspects of both.

I'll discuss how we approached the first year of audit, the size and scope of the audit, the key audit matter that we reported, and our work on the sustainability statements. 2025 was our initial audit year for PwC, and an audit transition is a pretty intense period, both for us and my team, but also for the company's finance department. In this period, we developed our understanding of the strategy of the group, its business, its IT systems, its internal control environment, and how this all translates to the financial statements. We designed the process of exchange of information between ASML and my team, and that's quite a choreography, and we implemented tooling to support automated data analysis and testing. We inquired with the predecessor auditor, reviewed their audit files, and discussed and considered the outcome of their work.

We attended, throughout 2024 and early 2025, the meetings relating to their audit. All of these procedures served as an input to our risk assessment, our audit strategy, and our audit plan, and those we discussed with the board of management, the audit committee, and the supervisory board as a whole. Let me give you a bit of a feel of the size and scope of the audit. We conduct a highly centralized audit with a core team based here in the Netherlands. This mirrors the ASML organization. As part of our audit, we involve specialists in the areas of IT, valuation, tax, forensics, and sustainability, and all of them from PwC. All in all, the audit this year involved over 54,000 hours by more than 150 of my colleagues.

Approximately 40% of this effort related to the first-year audit transition, so it gives an idea of the significance of that effort. Our scope of work covered more than 90% of the consolidated revenues and the same percentage of the consolidated assets. The components that were not in our scope, individually, were less than 2% of these ratios, so are very small individually. I mentioned materiality, and that is the precision with which we audit. In other words, the maximum size of error that we believe would be acceptable to users of the financial statements, including yourselves. We used 5% of profit before tax as a benchmark, and that is the most common auditing practice, so I'm sure you'll recognize that. Throughout the year, my team and I met with a wide range of people within ASML.

We did quarterly progress updates to management and to the audit committee, and we had robust discussions around the results of our work. We experienced very active engagement, and our insights are taken seriously. Let's move on to the key audit matter, or KAM, as we refer to it in short. Those are the matters that, in our professional judgment, were of most significance in the audit of the financial statements. Here at ASML, you will find one for our report, and it's in relation to our audit of revenues. Most revenues of the company relate to large contracts covering multiple systems and related services that are not always delivered at the same time. These contracts generally include volume purchasing discounts. Our audit needed to identify whether the revenues were recognized at the right time and at the right amount.

Now, you can imagine that we had to put a lot of effort in identifying those individual performance obligations in the various agreements in performing our audit work in concluding that we have sufficient and appropriate evidence to support the revenue recognition. For that reason, we identified this as a key audit matter. You can find more detail on the work we did and the results thereof in our audit reports. Let's move on to our second report covering the sustainability statements. This is a limited assurance engagement, and that means that the procedures performed in this context consist mainly of making inquiries, determining the plausibility of the indicators, and limited levels of substantive testing. The level of assurance, therefore, is substantially lower than as in an audit.

We paid specific attention to the process of the double materiality analysis, and the translation thereof to the information to be reported in the sustainability statements pursuant to the European Sustainability Reporting Standards. Within the information included therein, we paid specific attention to the key estimates for Scope 3 emissions and the resource inflows. Looking ahead, we're currently in the process of planning the 2026 audit and assurance engagements. We've discussed our draft audit plan with management and the audit committee last week. At this point, we expect that the approach will be largely consistent with 2025, obviously with variations to incorporate the changes in the global and business environment, company-specific developments, and of course, to insert a level of unpredictability. That includes my comments. We value the relationship with you as shareholders.

On behalf of PwC, I'd like to thank you for your attention and thank you for your trust. I'm happy to take questions in the walk after item four. Thank you very much.

Nils Andersen
Chairman of the Supervisory Board, ASML

Right, we'll take the questions later, obviously. Thank you, Fernand. We continue with items 3C and 3D, which concern the explanation of ASML's reserves and dividend policy, and the proposal to adopt a dividend for the financial year 2025. As explained in the explanatory notes and also by Roger during his presentation, ASML aims to pay an annual dividend that will grow over time to be paid out quarterly. We made two interim dividend payments in 2025 and one in February 2026, each at EUR 1.60 per ordinary share, and the Board of Management now proposes declaring a final dividend of EUR 2.70 per ordinary share. That brings the total dividend for 2025 to EUR 7.50 per ordinary share. The Supervisory Board has approved the proposal, and we hope you'll approve it as well on the voting platform.

We now move on to agenda item four, after which you will have the opportunity to ask questions both on three, so that means also to our auditor, for item three and four. Item four is the proposal to discharge the members of the Board of Management and the members of the Supervisory Board from liability for performance of their or our duties in the financial year 2025. The agenda item consists of two separate voting items. item foura is the discharge of the members of the Board of Management, and item fourb is the discharge of the members of the Supervisory Board. I'll now like to open the floor to questions, and as I said before, it's to both point three and four. We have more questions, then.

Gerben Everts
Shareholder, Vereniging van Effectenbezitters

Thank you, Mr. Chairman. Gerben Everts on behalf of the Dutch Shareholders' Association . I forgot to mention that last time.

Nils Andersen
Chairman of the Supervisory Board, ASML

We know.

Gerben Everts
Shareholder, Vereniging van Effectenbezitters

On agenda item threea, we have a question, and also on the financials. Please allow me to raise some questions regarding the SDI performance metrics first. For the EBIT margin, we saw it on the screen, the quantitative elements in the metrics, is quite transparent. ASML is transparent vis-a-vis the performance targets, its ambition, the weight attached to the KPIs. However, the more qualitative targets under the heading Customer Orientation and Strategic Orientation, the 20% and 20% both, they are black boxes for us. We have no clue what the sub-criteria are. In our view, this provides the Supervisory Board with a too wide, too extended discretionary power. Due to the lack of prior disclosure, we cannot verify the fairness of the targets and whether they are actually achieved, at least in our view.

We cannot judge whether the Supervisory Board performed well and the targets set are ambitious enough and fully aligned with those of us investors. On customer orientation, we would like to know which specific operational KPIs, for instance, availability, throughput, overlay, yield impact, drive EUV maturity, and how are these targets weighted in internal performance assessments? Is EUV maturity based on actual external performance as specific clients like TSMC? Furthermore, we are interested in what explains the gap in performance between EUV Low-NA maturity with a 110% score and EUV 0.55 NA insertion with a 0% score in last year's performance metrics. Why did management perform subpar and below threshold on the latter, the High-NA performance score? Should we be worried or not? That's the question. A final question on the remuneration report on the performance criteria on strategic orientation.

With subjective internal metrics, the discretionary power here is very large as well. As we do not see any sub-criteria here either, and a score of 149%, implying that management achieved almost the highest possible score. I think the Supervisory Board owes us a bit more disclosure. Is the Supervisory Board willing to provide some additional disclosure as to the specific items that are taken into consideration in order to assess management performance on the four sub-targets? Terri, those questions are addressed to you.

Nils Andersen
Chairman of the Supervisory Board, ASML

We'll pause here.

Gerben Everts
Shareholder, Vereniging van Effectenbezitters

We'll pause here, and then I'll raise some other questions.

Nils Andersen
Chairman of the Supervisory Board, ASML

Thank you very much. If ou, Terri, take the

Terri Kelly
Vice Chair of the Supervisory Board, ASML

I'll

Nils Andersen
Chairman of the Supervisory Board, ASML

the explanation on how we calculate, and then I think the worry on whether we should be worried on the High-NA performance, I think depends on the

Terri Kelly
Vice Chair of the Supervisory Board, ASML

I'll let Christophe.

Nils Andersen
Chairman of the Supervisory Board, ASML

We'll let answer.

Terri Kelly
Vice Chair of the Supervisory Board, ASML

I think it's a good indication that we don't always achieve all of our aspirations, and I think that's a healthy balance that we try to look at. I would say you said that the measures for strategic and customer are very qualitative. Actually, there's a quantitative component to quite a number of them that we have lots of debates. Some I think we do disclose, and some we are obviously very sensitive to commercial sensitivity in terms of that information being disclosed. I would say on the strategic orientation, we do try to outline specific subsets, and I think they were outlined in my chart of areas. We can always do a better job in our disclosure in terms of giving you more color.

I would say they're in areas of our implementation of our ERP platform, which has been an area of focus for quite some time. These are somewhat execution-oriented. The adoption of our high-performance platform, which again, really will help us with efficiency and cycle time. There's, I'd say, a very robust conversation, starting with our committee, in concert with Roger and Christophe to kind of debate which are the key few. Because one of our challenges, we have many as a company, and how do we pare it down to the ones that we think really send a message to the whole organization. Another comment, these metrics aren't just for the Board of Management. We actually look at metrics that really matter for the whole organization, and all of them get cascaded throughout the organization. They're taken very seriously.

To your point, we can always do a better job on the non-financial. I would just caution that some of the non-financial are probably the better lead indicators of our ability to execute, to ultimately achieve the financials, and sometimes there's actually a lag there. I would caution to throw them out, but I think we will take your advice. We will try our best to continue to refine them. To your point, the strategic orientation is brand new this year, and so we feel it's a very big upgrade from, I think, the past. We continue to look at how we can best measure that. The last comment I'll make is, just to give another added level of oversight, auditor did not mention, but we also have PricewaterhouseCoopers do their own independent evaluation of the performance against all of these qualifications.

It's not just a subjective report out from the management or from the supervisory. We actually have another level of just review to make sure it follows all of the procedures, and we don't deviate in any way. I'll pass over the "why did we miss that," Christophe, the one.

Christophe Fouquet
President and CEO, ASML

All right. I'll use maybe also this example to illustrate the relevance of those targets towards our customers first and therefore our business. When it comes to EUV, we are looking both at indeed Low-NA and High-NA maturity. The reason for that was in both cases, we had new platform getting to our customer. The case of Low-NA NXE:3800E, which was a major change. I would say technology-wise, quite some risk. That was also a tool that our customers would rely on to ramp basically this whole AI capacity we've talked about. We wanted to have a very strong focus on Low-NA. There, to your question, the metrics we picked was the availability of the system. Because the system is in spec when we ship it, meets all the requirements.

What's very important for the customer is how it's going to behave in their manufacturing floor. We picked that number for Low-NA. We had a similar number for High-NA, because again, in order to be able to insert the tool, you need the tool to be mature enough. There also we look at the availability. The result shows that when it comes to Low-NA, we did in fact ended up above what we thought was the needed number for our customer. When we came to High-NA, we were below, but there I should give you a bit more background. I think we already mentioned that by the end of last year, we had shipped 8 High-NA systems, which means that about half of that were really measured at our customer.

They were still measured at our customer to give you the answer. One of the tool behaved pretty badly at the end of last year. This basically, when you have limited amount of-

Sample statistic is going to go up and down very quickly if one tool goes off. This is why we missed at the end of Q4. Should we be concerned? No, because this was really a very short-term issue. We've published a new maturity number at SPIE in February, and there we show that those tools were now above 80% availability. If they had been at that level at the time we measure the results of the target, it would have got a much higher percentage.

Nils Andersen
Chairman of the Supervisory Board, ASML

Okay.

Gerben Everts
Shareholder, Vereniging van Effectenbezitters

One follow-up question. I understand this, so many thanks for the explanation. We are not worried anymore. I really like to recommend a bit more quantitative elements in the qualitative elements on the short-term on the STI, short-term incentives plan. Because you have to be ambitious, and we would like to test whether the Supervisory Board has set ambitious standards and metrics for the executives. Because we had some reference to Amsterdam beforehand in the same meeting, and there people rested on their laurels. They become champion every year. Also the shareholders and the Supervisory Board was not very keen to set the standards as ambitious as possible for strategic and customer orientation or delivery of football in this case.

Nils Andersen
Chairman of the Supervisory Board, ASML

Okay.

Gerben Everts
Shareholder, Vereniging van Effectenbezitters

You see what happens. We would like you to be and remain ambitious there.

Nils Andersen
Chairman of the Supervisory Board, ASML

Okay.

Gerben Everts
Shareholder, Vereniging van Effectenbezitters

To prevent any wrongdoing here and at PSV.

Nils Andersen
Chairman of the Supervisory Board, ASML

Okay. I think.

as well.

Thank you for that.

Gerben Everts
Shareholder, Vereniging van Effectenbezitters

May I raise one question on the accounting, and also for the accountant?

Nils Andersen
Chairman of the Supervisory Board, ASML

Yeah, I just wanted to, before we go to that, ask whether there are other questions to remuneration before we go to the other issues or the other points. It doesn't seem to be the case. Any question? Well, you can ask your question to the accounting now.

Gerben Everts
Shareholder, Vereniging van Effectenbezitters

Thank you, Chairman. We have a question regarding the working capital and factoring, more specifically, and the impact on the cash flow. Despite an increase in revenue, the receivables, the receivable balance declined by approximately EUR 1.5 billion. This is the result of factoring. Last year, EUR 6.2 billion of receivables were sold under factoring arrangements. Consequently, in last year, the operating cash flow increased significantly due to this, as well as, of course, improved business performance. My question, why is ASML making use of factoring? It's not free of charge. The intermediary will gain. Since not all receivables are sold, we would like to know which receivables were sold. In other words, from which counterparties and why, and is the amount receivable still including the best clients? Or is that something to worry?

Furthermore, does ASML consider the absolute amount of cash inflow due to factoring in 2025 to be a one-off event, or does ASML intend to continue making use of this instrument? Has it had any impact, as we saw the cash conversion rate in one of the overviews of the LTI? Does it have an impact then? One very last question on the accounting treatment of the acquisition of the stake in Mistral AI. This acquisition last year was presented as a strategic partnership. We discussed this. However, this stake is accounted for as equity investment. Why is this stake, unlike the stake in ZEISS, and you made a reference that it's quite similar, not accounted for as an investment in an associate? What's the underlying rationale for this?

Nils Andersen
Chairman of the Supervisory Board, ASML

This is all for you, Roger, if you

Roger Dassen
EVP and CFO, ASML

I guess it is.

Nils Andersen
Chairman of the Supervisory Board, ASML

No?

Roger Dassen
EVP and CFO, ASML

I guess it is. Really good question on the factoring and the cash flow generation. To us, what really matters, Gerben, in the relationship to our customers is that customers maintain when they place an order with us, that they put a down payment into that. That to us is important. That is, to us, of strategic importance, not just because it helps us in maintaining our working capital at a decent level, but also because we think this is the appropriate risk management, i.e., you put in an order with ASML. At that stage, you also put skin in the game, i.e., you put a down payment. That's why we started introducing that concept a number of years ago. Now, sometimes situations can arise at the discretion of customers, where for whatever reason, that becomes rather inconvenient.

For whatever specific reasons for a customer, they might say, "You know, this is difficult for us or inconvenient for us to pay from our own cash balance." Therefore, customers might come to us and might say, "Are you okay that we do this, that we pay for this down payment, but then we do it in the form of a factoring construction?" It's not because we want to factor, but it's because customers choose not to pay it directly from their own cash, but to extend it into the next year and then have it done by way of factoring.

Of course, we have those discussions and if we can accommodate customers in doing that, we're very happy to do that, as long as the key principle that down payments are being paid is being held up. The cost associated with that somehow is being imposed on the customer, and I think that is important. The only thing is that sometimes in a different line within the P&L, than where the cost resides. Because sometimes it is being compensated for by the customer in a different way. So that's why sometimes there is a bit of a mismatch about where the cost is being recognized and where the offset is being treated. But to us, it is important that ultimately it is the customer that in some way pays for this. So in that way, I would argue it's at the discretion of the customer, not at our discretion.

It's just to make sure that customers can live up to our expectation of a down payment, which we believe is a strategic risk management element for the company. That's the background. That also means that it's not an anomaly in our free cash flow generation. It's just something that where we use a different construct in collaboration with the customer because the payment from their own cash balance happens to be inconvenient at that point in time. I think that's it on the factoring.

In terms of the strategic partnership, I think you need to draw a distinction between the strategic partnership and the equity stake that we have. The strategic partnership is way beyond the equity statement. The strategic partnership is the way we engage with Mistral, that we allow them into our kitchen, that we work with them on improving the software on our models, et cetera. I think that's the strategic nature. The equity stake in and by itself, I wouldn't qualify as a strategic equity stake. The equity stake we just take because, it underpins, if you like, the strategic nature of the partnership. The equity stake is not a strategic stake, and therefore, we account for it the way we do it. It's the partnership, it's the way we work together that qualifies as strategic.

Nils Andersen
Chairman of the Supervisory Board, ASML

All right. Thank you. Any other questions to point three or four? It doesn't seem to be the case, so then we will move on to agenda items five and six, and there'll be opportunity for asking questions to these two agenda items after item six. agenda item five is the proposal to approve the maximum number of ordinary shares being 170,000 that is available for remuneration of the Board of Management, and this is a voting item. The proposal also includes the proposal to designate the Board of Management as the authorized body to issue these ordinary shares for the period starting today until the AGM in 2027, subject to the approval of the Supervisory Board. The actual share grants will be decided upon by the Supervisory Board based on the applicable remuneration policy, and the actual number of shares granted will be disclosed in the remuneration report.

We'll now move on to item six concerns the composition of the Board of Management and consists of three non-voting items. In accordance with Dutch law and ASML's articles of association, the Board of Management members are appointed by the Supervisory Board, subject to notification thereof to the general meeting. In item six, the Supervisory Board gives notice of the intended appointment of Mr. Marco Pieters and the intended reappointment of Mr. Roger Dassen and Mr. Frédéric Schneider-Maunoury as members of the Board of Management, and I refer to the explanatory notes to the agenda if you want more information about these appointments. Firstly, the Supervisory Board gives notice of the intended appointment of Mr. Marco Pieters as member of the Board of Management in the position of Chief Technology Officer. The intended appointment was announced back in October, on October 9th, 2025.

In the role of CTO, Marco will be responsible for shaping and driving ASML's long-term technology vision and innovation strategy, thereby driving forward our technology roadmap in service of our customers. With over 25 years of experience at ASML, most recently as Executive Vice President for the Product Area Applications, Marco has a very strong record in technology leadership. Mr. Marco's appointment will be for a period of four years, effective by today. With Marco's appointment to the ASML Board of Management, the Board of Management will expand from five to six members. Since Marco has not been speaking here before, I think I'll kindly ask you to say a few words about yourself.

Marco Pieters
EVP and CTO, ASML

Thank you, Nils. Dear shareholders, my name is Marco Pieters. I joined ASML in September of 1999, and for the last 26 years, I had the privilege to work in various technology and leadership positions across the company, in DUV and EUV, and as of late, in Applications. I'd like to thank the Supervisory Board for the trust they placed in me by appointing me to the Board of Management in the position of CTO, and this responsibility I happily accept with great pride and a deep sense of purpose.

Technology lies really at the heart of ASML. I think for the last 2.5 decades, I witnessed firsthand how our innovation in lithography and also metrology and inspection has really enabled our customers to push the boundaries of what's possible and what we see in semiconductor manufacturing. Also looking forward, I see tremendous opportunity for ASML, for us. I think Christophe showed that AI has given new impetus to Moore's Law and is demanding faster, more energy-efficient compute power. If we look to our holistic litho roadmap, but also our expanding capabilities in advanced packaging and AI, we're very well positioned to deliver the technology that our customers need and also when they need it. I'm deeply committed to drive this roadmap moving further in my role as CTO and part of the board of management.

None of this is actually possible without our people, our customers, and our partners across the globe. As such, I'm really looking forward with my fellow board members, but also our talented people and all our other stakeholders to make this a success moving forward. I thank you for the opportunity, and it's an honor to serve ASML. Thank you.

Nils Andersen
Chairman of the Supervisory Board, ASML

Thank you, Marco. The supervisory board also gives notice, as I said before, of the intended reappointment of Mr. Roger Dassen as member of the board of management in the position of Chief Financial Officer. He has been the CFO of ASML since 2018, and as the supervisory board, we're very confident that ASML will continue to benefit from Roger's membership of ASML's board of management, given his performance over the past eight years. We would like this appointment to be for four years, so this appointment will be for four years, effective as from today. I don't think Roger needs to make any speech here.

Terri Kelly
Vice Chair of the Supervisory Board, ASML

Any more speech.

Nils Andersen
Chairman of the Supervisory Board, ASML

He's well known to everybody. We look forward to the continued cooperation. Finally, the Supervisory Board gives notice of the intended reappointment of Mr. Frédéric Schneider-Maunoury as a member of the Board of Management in the position of Chief Operations Officer. Frédéric has served in this role since 2010 and is also probably well known to all of you. The Supervisory Board is of the opinion that Frédéric will continue to bring great value to the company, with his extensive knowledge and experience in the field of operations. Frédéric's appointment will be for a period of two years, effective as of today. Where's Frédéric?

Terri Kelly
Vice Chair of the Supervisory Board, ASML

There he is.

Nils Andersen
Chairman of the Supervisory Board, ASML

There. I now open the floor to questions on these points. Any questions? There's one.

There's one?

Terri Kelly
Vice Chair of the Supervisory Board, ASML

Right there. Yeah.

Nils Andersen
Chairman of the Supervisory Board, ASML

Are they? Okay.

Speaker 15

A very short question on the last notification. Why is it only two years, if I may ask?

Nils Andersen
Chairman of the Supervisory Board, ASML

The reason for the shorter appointment time of Frédéric is something we have agreed, and it really reflects the fact that Frédéric is 65, and that's the age where you start to think about other things potentially. It doesn't mean that we cannot extend and work longer together. Any other questions? All right. There doesn't seem to be any further questions. A little problem here. This now concludes the agenda items on this point, and we go on. We just have a little problem here. I'll just go on with the notes. We now go on to the second point on the agenda, which is the composition of the Supervisory Board, and we have-

Reinier Kleipool
Partner and Civil Law Notary, De Brauw Blackstone Westbroek

Mr. Chairman.

Nils Andersen
Chairman of the Supervisory Board, ASML

Pardon?

Reinier Kleipool
Partner and Civil Law Notary, De Brauw Blackstone Westbroek

I think an important point is not only the confirmation of the appointments.

Terri Kelly
Vice Chair of the Supervisory Board, ASML

Yeah. I thought we covered that.

Nils Andersen
Chairman of the Supervisory Board, ASML

Sorry?

Reinier Kleipool
Partner and Civil Law Notary, De Brauw Blackstone Westbroek

That you confirm now that the three appointments will now take effect.

Nils Andersen
Chairman of the Supervisory Board, ASML

Yes. Okay.

Yes. We confirm that. Thank you. Approved. Good. Let's go to the composition of the Supervisory Board. The first, as announced last year, the appointment of Mrs. Terri Kelly, An Steegen, and Mr. Alexander Everke comes to an end for this agenda or for this AGM. This is in accordance with our normal rotation program. Terri Kelly and An Steegen have informed the Supervisory Board that they are available for reappointment. Alexander Everke has informed the Supervisory Board that he will not be standing for reelection. For now, I'd just like to say a few words to Alexander. You've been a great and valued member of our Supervisory Board, Remuneration Committee, and ESG Committee since 2022. We've highly appreciated the time you have devoted at ASML, the considerable experience you have from the semiconductor industry, and the vast leadership you've achieved over the many years.

Your insight and sound judgment have been a welcome addition to the board during a very important period for the company, where we have made a management transfer. Having people on board who have been CEOs and who've had the experience themselves have been very valuable. A reliable and always collegial experience and willing to share your perspectives and offer constructive input. Thank you very much. As you move on, we'd like to thank you for your service to ASML and wish you will do very well in your future endeavors. We'll now continue with the nomination for reappointment, and appointment, and I'll refer to the explanatory notes again. It's the intention, and you can ask questions, of course, after item seven.

Agenda item seven is the proposal to reappoint Terri Kelly for another two periods of two years, starting today and ending at the 2028 AGM. Terri Kelly became a member of ASML Supervisory Board in 2018 and is currently also the vice chair of the Supervisory Board. I really would appreciate if we could re-elect her today. She's the chair of the Remuneration Committee and a member of the Selection and Nomination Committee. As a supervisory board, we are convinced that we'll continue to benefit greatly from her participation in our work and yes, recommend her strongly for re-election. Similar, for the agenda item seven is An Steegen, who would like to be reappointed for a period of four years. An Steegen started four years ago, so therefore it's the right number of years, or the natural number of years. An Steegen became a member in 2022.

She's become a member of the ESG Committee and a member of the Technology Committee. The Supervisory Board is convinced that she will continue to bring great value and with her technical insight, as she has already demonstrated in the last four years. item seven is a proposal to appoint Mr. Benjamin Loh as a member of our Supervisory Board for a period of four years, starting per the date of today's AGM and ending at the 2030 AGM. The Supervisory Board nominates Benjamin Loh for appointment as a member of the Supervisory Board because of his strategic insight, international perspective, including Asian, and a long track record in the semiconductor industry.

We feel that Benjamin fits very well in the profile of the current vacancy, and we look forward to working with him as we expect him to bring great value, lots of experience, and technical knowledge to the company. I think, Benjamin, you have been already recommended by one of the shareholders, but nevertheless, could you say a few words?

Benjamin Loh
Member of the Supervisory Board, ASML

Thank you, Mr. Chairman. First of all, to everybody in this room, the supervisory board, the board of management, shareholders, it's a pleasure to be able to stand here. It's an honor to be nominated for appointment to the supervisory board of ASML. I especially want to thank the supervisory board for the trust and the confidence. As somebody who's been in the industry for the better part of the last three decades, I, of course, have kind of followed ASML. It's a fascinating company, really. What really struck me was recently when I was given a tour in the High-NA litho tool. The first impression that struck me was, you have a bunch of crazy people here to build a machine. It's unbelievably complex. I'm used to semiconductor equipment as well, but nothing compares to that.

It speaks a lot to the innovation power, the engineering prowess, and the, I would say, the dedication of the ASML family to be able to pull off something like that. I look forward, first of all, to be able to contribute in a small way with my experience, also maybe with both in the industry and on the regional level my experience. I've spent the better part of my last 30 years living from country to country. Now I do live in the Netherlands. I hope to be able to, of course, work together with my colleagues on the Supervisory Board, with the Board of Management, and again, to contribute in a small way.

To the long-term sustainable strategy that ASML has in place. Thank you very much.

Nils Andersen
Chairman of the Supervisory Board, ASML

Thank you, Benjamin. Now we continue with the item sevend, and the Supervisory Board, as we usually do, it gives notice of the vacancies that are set to arise next year, just to ensure the audience that we do think and plan ahead. In 2027, the appointment term of Jack de Kreij and myself will end in accordance with the four-year rotation schedule. Both the general meeting, of course, shareholders, and the Works Council will have the right to recommend candidates for the vacancies that will arise. This was the last thing under this point, so I now open the floor for questions, comments. Well, I give you the word first always , but-

You were very fast to raise your hand, sorry.

Gerben Everts
Shareholder, Vereniging van Effectenbezitters

Thank you, Chairman, and of course, the Dutch Shareholder Association is speaking on behalf of 26,000 retail shareholders, all part-time. They could not all be present here, hence I appreciate that we get the floor. Despite the plea earlier today for more quantitative transparency, and less discretion for the non-executives, of course, we're very happy to go with the proposed reappointments, so let that be clear. Also, Mr. Benjamin Loh, many thanks for your presentation, and we consider you to be an experienced executive in the market, especially for advanced packaging as ASMI and ASML and ASMI. That is a nice combination, and also your former role at FEI. We understand that there's the rationale for ASML to expand its dominant position in the chip market, for instance, also in advanced packaging.

From a strategic point of view, I think this is a very good candidate. We cannot ignore the takeover rumors in the past months around Besi, the Dutch advanced packaging leader with hybrid bonding as its specialty. Yeah, we cannot then ignore this question if we look at this appointment as well. My question on the appointment of Mr. Loh, which we of course, wholeheartedly appreciate, are the following. Does the appointment and the proposal to appoint him signal maybe a strategic shift towards a larger role in advanced packaging? Christophe, you referred to it, that there are more and more wafers in one chip. The Blackwell chip of NVIDIA was mentioned, and also that the competition will come from the multi-patterning. Is this something ASML will look at over time?

If advanced packaging becomes more strategic, are you looking for opportunities to extend the product portfolio? Are you capable of organically building these capacities, or would you prefer to acquire and buy maybe one of those that actually do that? Finally, given that the key hybrid bonding capacities currently sit with specialized players such as Besi, how dependent is ASML on external partners to execute on possible advanced packaging ambitions? Are you looking at Besi? Not yet? Perhaps in the future? What can you say about that?

Nils Andersen
Chairman of the Supervisory Board, ASML

Well, first of all, as you imagine, we wouldn't have any comments on that. I can say to you that we have, of course, appointed Benjamin. We propose him for appointment because of his vast experience across the industry. We think it's very important, as Christophe said earlier, to keep an eye out for other parts of the industry. We're constantly working on that. Christophe, if you have any comments on what you're thinking is.

Christophe Fouquet
President and CEO, ASML

No. I think first, I will not qualify or look into what we call 3D integration as a shift. I think as I said before, the predominance of the opportunity in lithography is still here to stay. What we have done for many, many years remains our primary focus, because as we explained today with EUV, High-NA, the rest of our product, we see a major increase on the need for lithography moving forward. I think there is no shift there. I think what we see is more of an and type of opportunity, where I think the market is going to use lithography with 2D shrink and basically some 3D integration. Which, by the way, also require lithography, and the first product I talked about, the XT260, is a lithography tool.

Because even advanced packaging require to expose basically patterns that will be used when come the packaging of the different chiplets. I think what I explained before is, we never do something for our customer if we don't believe that we can create real value or that we can bring real technological advantage, potential disruption, basically, to a new field. That's what we have done with metrology in the past, both optic or E-beam, and this is what we will also do with basically this new opportunity. I also explained before that the second reason why we in fact go there is because the technology we have today can be used, we strongly believe, for some of those new opportunity.

Which means that, of course, we can start working using this technology on such product, and this points to organic growth, and the product we mentioned today are about organic growth. Now you know a bit the history of ASML. I think we'll make our own journey there. We will develop our product. We will use, in this case, reuse some of our technology. Of course, as we take this journey, we continue to be open at potential opportunity to strengthen further basically what we do. I think going to anyone specific is absolutely not the point. I think I'm just, again, stressing the principle we have been using for many, many years. The decision we made to move in 3D integration, we took last summer, and right now we're starting to work on several products with the technology we have at hand.

Terri Kelly
Vice Chair of the Supervisory Board, ASML

Maybe I could just say a comment from the selection nominating regarding Benjamin. I think the other thing that was very attractive of his profile was not only his expertise in the industry, but his global experience, particularly in Asia, and I think we've gotten that comment from many of you of where is the representation in Asia, and I think we have the perfect ability with Benjamin, who's lived there, he experienced it, but he lives on this time zone, so it does make it a little less complicated when we manage our global meetings. I think that was another key part of the discussion.

Nils Andersen
Chairman of the Supervisory Board, ASML

Good.

Terri Kelly
Vice Chair of the Supervisory Board, ASML

There's an online one too. Sorry.

Nils Andersen
Chairman of the Supervisory Board, ASML

Question here, and then there's an online afterwards.

Terri Kelly
Vice Chair of the Supervisory Board, ASML

Mm-hmm.

Jan Maas
Shareholder, Private Investor

Hello. My name is Jan Maas. I'm from Düsseldorf, and I have a question. Do you have restrictions to your management and maybe also to Mr. Loh to travel to China? Because it's, I don't know, you maybe know better, but is there any special policy you have for managers or even for employees about, for instance, traveling to China?

Christophe Fouquet
President and CEO, ASML

I'm not sure how much we can share about that, but. No, I think so maybe on the bigger question, I think that there is no restriction per se. A lot of us are visiting any place of the world. We have policy when it comes to travel, and those policy covers all elements, security of our people, security of our data. Maybe one concern when you think about China, which we apply rigorously for every traveler. We are doing business with China, as you know, and we continue to do so. I'm too far from the mic, I've been told, sorry. This is what he says. You're too far from the mic. It's not like President Trump.

Terri Kelly
Vice Chair of the Supervisory Board, ASML

Online. One more online.

Nils Andersen
Chairman of the Supervisory Board, ASML

We have a question online. Reinier Kleipool, can you read that to us?

Reinier Kleipool
Partner and Civil Law Notary, De Brauw Blackstone Westbroek

Thank you, Mr. Chairman. That's an online question from Mr. Houtackers. It relates to agenda item five, and the question is, why is it requested to reserve 170,000 ordinary shares worth more than EUR 200 million to execute the remuneration policy for the Board of Management consisting of six persons for the next year? With the remark that for FY 2025, approximately 31,000 shares were used for the LTI.

Nils Andersen
Chairman of the Supervisory Board, ASML

We'll give that to Terri to answer.

Terri Kelly
Vice Chair of the Supervisory Board, ASML

Yeah, maybe I can take that, and I think consistent with our prior practice, we definitely have a buffer there, and I think this is not inconsistent with our approach in the past, and you are correct. The actual amount we utilize is less than that, but we also want to give ourselves some room for various scenarios in terms of share price appreciation and other changes in use for that. But you'll see we have been very prudent in terms of the actual use of it, but we just don't want to come back to the shareholders and run the risk of having to come for another vote. I think that was the pragmatic answer, hopefully.

Nils Andersen
Chairman of the Supervisory Board, ASML

Right. Okay, thank you. Any other questions to point six or seven? No? Good. We'll move to point eight, which is the reappointment of the internal auditor, or the appointment. The accountants of ASML's external audit, or the appointment of PricewaterhouseCoopers as accountants for our financial statements, both our IFRS and our U.S. GAAP statements, as well as the assurance of the ASML sustainability statements. Both the appointments are for the reporting year 2027. We are submitting these proposals following the recommendation of the audit committee.

Would be happy to answer questions to this item, and you might also want to address an item to Fernand, who said he was available for questions if you have any. Are there any questions to this item? It doesn't seem to be a big concern of the shareholders, so you've obviously done a good job convincing them today. The agenda items 9, 10, and 11 are annually recurring items relating to ASML's capital structure. They consist of four voting items in total, which are explained in detail in the explanatory notes to the agenda. The rationale behind these proposals is allowing ASML to react timely and quickly if particular circumstances arise that requires an issuance of shares. Agenda item 10 concerns the proposal to authorize the board of management to repurchase ordinary shares up to 10% of the issued share capital.

Agenda item 11 proposes to cancel any or all ordinary shares in the share capital of the company held or repurchased by the company per the authorization referred to in agenda item 10. Furthermore, ASML aims to be flexible in executing a return of capital to its shareholders, and therefore ask the general meeting to mandate further share purchases and to approve the cancellation of shares. These are the three very linked items, and we would take questions now to any of them. Are there any shareholders in the room who would like to, or online, who would raise questions on this? No, doesn't seem to be the case. We'll move on to the agenda item 12, any other business.

As we previously explained, we will shortly close the meeting, so please take a moment now to finalize your votes, and make sure if you change your mind and do it now. We just waited a minute or so. Ladies and gentlemen, I hereby formally close the voting. We'll show the voting results after discussing any other business under agenda item 12. Are there any remaining questions you would like to ask? No, there-

Geoffroy Cassagnes
Shareholder, Private Investor

Given that the share price is now above EUR 1,000, should the company consider a stock split?

Nils Andersen
Chairman of the Supervisory Board, ASML

To split? A stock split.

Maybe Roger, you'd be the right person to have an opinion on this.

Roger Dassen
EVP and CFO, ASML

That's okay. We continue to evaluate that. At this stage, we do not see a lot of value in it. We think that these days there are multiple financial instruments that allow splitting, and that also is relevant, we think, for employees. There are also in our employee schemes, we have mechanisms to split the stock for those purposes. Frankly, we don't think there is a lot of value at this stage. That's been our determination so far. We will continue to monitor the potential for that.

Terri Kelly
Vice Chair of the Supervisory Board, ASML

How can he get his name mentioned? Same?

Nils Andersen
Chairman of the Supervisory Board, ASML

Would you like to give your name, please?

Geoffroy Cassagnes
Shareholder, Private Investor

Geoffroy Cassagnes.

Nils Andersen
Chairman of the Supervisory Board, ASML

Thank you. Any other question?

Speaker 15

You have a special remuneration scheme for critical engineers.

Nils Andersen
Chairman of the Supervisory Board, ASML

For critical pensioners?

Speaker 15

Engineers.

Roger Dassen
EVP and CFO, ASML

Martin, that's the one.

Nils Andersen
Chairman of the Supervisory Board, ASML

I'm getting old. My hearing is getting bad. I'll leave that to Christophe or Roger to answer.

Christophe Fouquet
President and CEO, ASML

I think to make the answer short, I think we have many different tools in ASML to retain critical talents. I would extend that beyond engineers, of course. There's many tools to do that, short, long-term, and we use those tools as needed.

Nils Andersen
Chairman of the Supervisory Board, ASML

Did that answer your question?

Speaker 15

Very much.

Nils Andersen
Chairman of the Supervisory Board, ASML

Pretty much. All right. Any other questions or comments? Does not seem to be the case, so let's look at the voting results. I give the floor to Mr. Kleipool.

Reinier Kleipool
Partner and Civil Law Notary, De Brauw Blackstone Westbroek

Thank you, Mr. Chairman.

Nils Andersen
Chairman of the Supervisory Board, ASML

We cannot hear you.

Reinier Kleipool
Partner and Civil Law Notary, De Brauw Blackstone Westbroek

Thank you, Mr. Chairman. We would like to ask the operator to present the voting results on the screen. Whenever they're done, of course.

Nils Andersen
Chairman of the Supervisory Board, ASML

They're still counting.

Reinier Kleipool
Partner and Civil Law Notary, De Brauw Blackstone Westbroek

Still counting? Yeah. It's a lot of votes. Let's give them a minute. Here we go. A lot of numbers on the screen. You can see the voting results for the individual agenda items 3A to 7C. I will not read out all the numbers. If you look at agenda item threea, a majority of 94.01% has cast their vote in favor, and 5.99% against. Agenda item three B, 99.93% in favor, 0.07% against. Agenda item three D, 99.93% in favor and 0.07% against. Agenda item four A, 98.24% in favor and 1.76% against. Agenda item four B, 98.03% in favor and 1.97% against. Agenda item five, 96.38% in favor and 3.62% against. Agenda item sevena, 96.87% in favor and 3.13% against. Agenda item seven 7, 99.34% in favor and 0.66% against. Agenda item sevenc, 99.79% in favor and 0.20% against. Move to the next items.

As you can see, agenda item eighta, 99.95% in favor and 0.05% against. Agenda item eightb, 99.89% in favor and 0.11% against. 9A, 99.65% in favor and 0.35% against. 9B, 99.40% in favor and 0.6% against. Agenda item 10, 99.27% in favor and 0.73% against. The final one, agenda item 11, 99.52% in favor and 0.48% in favor. There is a requisite majority for all the agenda items, Mr. Chairman. Back to you.

Nils Andersen
Chairman of the Supervisory Board, ASML

Very good. It sounds like, Reinier that the numbers you reported, that all proposals have been adopted with the required majority. That means that we can continue working with no changes. It also means that we come to the end of this AGM, and I would like to congratulate the members of the Board of Management and the Supervisory Board members who've been appointed or reappointed here today. Thanks once again, Alex, for the time you served with us, and I hereby close the meeting today. Very important, don't forget to return your voting devices. It's not your phones, the voting devices and the headphones to the staff, and then we'd like to invite you for some refreshments in the hall out in front.

Let me, on behalf of the whole Supervisory Board and the Board of Management and everybody in the company present, thank you for joining the Annual General Assembly. We look forward to seeing you again next year.

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