Joining Arrangements

Galapagos’ Remuneration Policy provides that the Remuneration Committee may recommend appropriate and balanced joining arrangements on a case-by-case basis, to enable Galapagos to attract, engage and retain the necessary caliber of executive talent. Such joining arrangements may deviate from the remuneration arrangements otherwise set out in the Remuneration Policy. Any such joining arrangements have to be discussed by the Remuneration Committee, which shall provide a recommendation to the Board of Directors.

During 2025, the Board of Directors approved the following joining arrangements for newly appointed Executive Committee members, upon recommendation of the Remuneration Committee. The Remuneration Committee and Board of Directors determined that these arrangements were appropriate given the competitive hiring environment and represent balanced measures designed to support the Company’s efforts to attract and retain key executive talent:

• The Board of Directors approved a one-time sign-on transaction bonus for the CEO appointed in 2025, of up to $1.5M in cash. The bonus was linked to successful completion of a restructuring, divestiture or other transformational transaction involving the cell therapy business. To support objective decision-making, the Board of Directors approved a structured framework to evaluate bonus eligibility with as overarching objective maximizing shareholder value reflecting key financial and strategic factors. A first instalment of $225,000 became payable in 2025 following the Company’s announcement of October 21, 2025, of intention to wind down the cell therapy activities after the comprehensive strategic review process. A second instalment of $1,125,000 became payable in 2026 following the Board’s decision to initiate the wind-down of the cell therapy activities after completion of the consultations with works councils in Belgium and the Netherlands, as announced in the Company’s press release of January 5, 2026. The payment of both instalments was recommended by the Remuneration Committee and approved by the Board.

• The Board of Directors approved a one-time sign-on bonus for the CFO appointed in 2025 of up to $250,000 in cash, linked to his contribution to and the achievement of development objectives associated with the ongoing strategic transformation in 2025. In 2026, upon recommendation of the Remuneration Committee, the Board approved a bonus payment of $250,000.

• Furthermore, the Board approved enhanced change of control arrangements for the CFO and General Counsel who were appointed in 2025 as Executive Committee members. Under these arrangements severance compensation equal to twelve months’ base salary and immediate vesting of subscription rights (which is in line with the Remuneration Policy) and RSUs shall apply in the event of a termination following a change of control of Galapagos. The same provisions apply to the CEO. The Remuneration Policy already provides for such arrangements regarding the severance compensation and immediate vesting of subscription rights. The Board of Directors decided to extend the accelerated vesting to the RSUs held by the CEO.