6-K - GDEV - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TORULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of July, 2025

Commission File Number: 001-40758

GDEV Inc.

(Translation of registrant’s name into English)

55, Griva Digeni

3101, Limassol

Cyprus

Telephone: +35722580040

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x Form 40-F ¨

EXPLANATORY NOTE

This Form 6-K of GDEV Inc. (NASDAQ: GDEV) (the “Company”) includes:

(i)	a copy of the Company’s Notice of its 2025 Annual General Meeting (the “2025 AGM”), including the agenda items of the 2025 AGM, attached as Exhibit 99.1;
(ii)	the Proxy Notice, attached at Exhibit 99.2; and
---	---
(iii)	the Proxy Card, attached as Exhibit 99.3.
---	---

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

GDEV Inc.
By:	/s/ Alexander Karavaev
	Name:	Alexander Karavaev
	Title:	Chief Financial Officer

EXHIBIT INDEX

Exhibit	Description
99.1	Notice of 2025 Annual General Meeting
99.2	Proxy Notice
99.3	Proxy Card

Exhibit 99.1

Notice on the Convocation of an Annual GeneralMeeting of the Members of GDEV Inc.

Distributed electronically to:

those members of GDEV Inc. (the “Company”) whose names on July 3, 2025 (the “Record Date”) appear as members in the share register of the Company and are entitled to vote at the meeting; and

the other directors of the Company (the “Directors”);

July 11, 2025

This notice (the “Notice”) is given to inform that the Company will hold its 2025 annual general meeting (the “AGM”) of the members (the “Members”) on August 29, 2025, at 3:00 p.m. (Cypriot time) at the Company’s offices at: 55, Griva Digeni, Limassol, Cyprus. The AGM will be held virtually by telecommunications means.

GDEV Inc. Virtual Shareholder Meeting Information:

Meeting Date: Friday, August 29, 2025.

Meeting Time: 3:00 p.m. (Cypriot time), 8:00 a.m. Eastern Time (EDT).

Annual Meeting-meeting webpage (information, webcast, telephone access and replay):

https://www.cstproxy.com/gdevinc/2025

The following agenda items are proposed for consideration and, if thought proper, for approval by the Members:

1. Confirmation of Appointment of the Auditors

The Company’s board of directors (the “Boardof Directors”) recommends to the AGM to confirm the appointment of KPMG Somekh Chaikin (“KPMG”), as the Company’s auditors in accordance with the provisions of Section 153 of the Companies Law Cap 113 to hold office from the conclusion of this AGM until the Members appoint another auditor. The remuneration of the auditor shall be fixed by resolution of Directors in such manner as the Directors may determine or in a manner required by the rules and regulations of the stock exchange applicable to the Company.

The following resolution is proposed:

To confirm the appointment of KPMG, as the Company’s auditors in accordance with the provisions of Section 153 of the Companies Law Cap 113 to hold office from the conclusion of this AGM until the Members appoint another auditor. The remuneration of the auditor shall be fixed by resolution of Directors in such manner as the Directors may determine or in a manner required by the rules and regulations of the stock exchange applicable to the Company.

2. Election of Directors

According to Regulation 9.5 of the Company’s Articles of Association, each Director holds office for a term expiring at the Company’s next AGM immediately following their appointment, or until their earlier death, resignation or removal, and can be re-elected for successive terms. Upon the recommendation of the Nomination and Compensation Committee of the Board of Directors, the Board of Directors recommends to the AGM to re-elect the following Directors of the Company:

Marie Holive	Independent Director
Andrew Sheppard	Independent Director
Tal Shoham	Independent Director
Igor Bukhman*	Non-Executive Director
Andrey Fadeev*	Director and CEO of the Company

* These directors are, pursuant to Regulation 9.2 of the Articles, subject to nomination and appointment by Everix and FG (as defined in the Articles) and are subject to election by resolution of those persons only.

The following resolution is proposed:

To re-elect the following independent Directors of the Company:

Marie Holive	Independent Director
Andrew Sheppard	Independent Director
Tal Shoham	Independent Director

Record Date:

Only Members as of the end of business on July 3, 2025, are entitled to attend and vote at the AGM either personally or by proxy, and such proxy need not be a Member of the Company.

Proxy:

A Member may be represented at the AGM by a proxy who may speak and vote on behalf of the Member. The instrument appointing a proxy shall be produced before the time for holding the AGM. The instrument appointing a proxy shall be in substantially the form attached to this Notice.

The instrument appointing a proxy shall be in writing under the hand of the appointer or, if the appointer is a corporation, either under seal or under the hand of an officer.

Original of any instrument of proxy or its notarized copy shall be deposited at the Company’s offices at: 55, Griva Digeni, Limassol, Cyprus, or by e-mail to investor@gdev.inc.

The cut-off time to provide proxies is 2:00 p.m. (Cypriot time) on August 29, 2025. Proxies submitted thereafter will not be considered.

Voting

According to Regulation 6.1 of the Company’s Memorandum of Association, each ordinary share in the Company confers upon the Member the right to one vote at the AGM.

Materials

Copies of materials related to the AGM, including this Notice, the Proxy Notice and the Proxy Card, are available for no charge on the Company’s website: https://www.gdev.inc/governance/annual-general-meeting.

Yours faithfully,

By the order of the Board of Directors

Andrey Fadeev,

CEO and Chairperson of the Board of Directors

Exhibit 99.2

2025<br>You May Vote Your Proxy When You View The<br>Material On The Internet. You Will Be Asked<br>To Follow The Prompts To Vote Your Shares.<br>GDEV INC.<br>55, Griva Digeni, Limassol, Cyprus<br>NOTICE OF ANNUAL GENERAL<br>MEETING OF MEMBERS<br>to be held on<br>29 August 2025<br>Members are cordially invited to attend the Annual General Meeting and vote in person.<br>At the meeting, you will need to request a ballot to vote your shares.<br>Dear Member,<br>The 2025 annual general meeting (the “AGM”) of the members (the “Members”) of GDEV INC. (the “Company”) will be held<br>at the Company’s offices at: 55, Griva Digeni, Limassol, Cyprus on 29 August 2025, at 3:00 p.m. (Cypriot time), 8:00 a.m.<br>Eastern Time (EDT). The AGM will be held virtually by telecommunications means.<br>Proposals to be considered at the AGM:<br>(1) Confirmation of Appointment of the Auditors:<br>To confirm the appointment of KPMG, as the Company’s auditors in accordance with the provisions of section 153<br>of the Companies Law Cap 113 to hold office from the conclusion of this AGM until the Members appoint another<br>auditor. The remuneration of the auditor shall be fixed by resolution of Directors in such manner as the Directors may<br>determine or in a manner required by the rules and regulations of the stock exchange applicable to the Company.<br>(2) Election of Directors:<br>According to Regulation 9.5 of the Company’s Articles of Association (the “Articles”), each Director holds office for<br>a term expiring at the Company’s next AGM immediately following their appointment, or until their earlier death,<br>resignation or removal, and can be re-elected for successive terms. Upon the recommendation of the Nomination and<br>Compensation Committee, the Board recommends to the AGM to re-elect the following Directors of the Company:<br>(1) Marie Holive Independent Director<br>(2) Andrew Sheppard Independent Director<br>(3) Tal Shoham Independent Director<br>(4) Igor Bukhman Non-Executive Director<br>(5) Andrey Fadeev* Director and CEO of the Company<br>*These directors are, pursuant to Regulation 9.2 of the Articles, subject to nomination and appointment by Everix and FG (as defined in the Articles)<br>and are subject to election by resolution of those persons only.<br>Your electronic vote authorizes the named proxies to vote your shares in the same<br>manner as if you marked, signed, dated, and returned the proxy card.<br>The Proxy Materials are available for review at:<br>https://www.cstproxy.com/gdevinc/2025<br>CONTROL NUMBER<br>GDEV INC.<br>c/o Continental Proxy Services<br>1 State Street, New York NY 10004<br>Vote Your Proxy on the Internet:<br>Go to http://www.cstproxyvote.com<br>Have your notice available when you<br>access the above website. Follow the<br>prompts to vote your shares.<br>The Board of Directors recommends a vote “FOR” Proposal 1 and<br> “FOR” all nominees under Proposal 2.<br>Vote at the Meeting – If you plan to attend the virtual online annual<br>meeting, you will need your 12 digit control number to vote<br>electronically at the annual meeting. To attend the annual<br>meeting, visit: https://www.cstproxy.com/gdevinc/2025
2025<br>Important Notice Regarding the Availability of Proxy Materials<br>For the 2025 Annual General Meeting of Members to be Held On August 29, 2025<br>The following Proxy Materials are available to you to review at:<br>https://www.cstproxy.com/gdevinc/2025<br>- the Proxy Card.<br>- any amendments to the foregoing materials that are required to be furnished to Members.<br>This is not a ballot. You cannot use this notice to vote your shares. This communication presents only an<br>overview of the more complete proxy materials that are available to you on the Internet. We encourage<br>you to access and review all of the important information contained in the proxy materials before voting.<br>If you would like to receive a paper or e-mail copy of these documents, you must request one. There is no<br>charge for such documents to be mailed to you. Please make your request for a copy as instructed below<br>on or before August 15, 2025 to facilitate a timely delivery. You may also request that you receive paper<br>copies of all future proxy materials from the Company.<br>ACCESSING YOUR PROXY MATERIALS ONLINE<br>Have this notice available when you request a paper copy of the proxy materials<br>or to vote your proxy electronically. You must reference your Control number.<br>REQUESTING A PAPER COPY OF THE PROXY MATERIALS<br>By telephone please call 1-888-266-6791, or<br>By logging on to https://www.cstproxy.com/gdevinc/2025 or<br>By email at: proxy@continentalstock.com<br>Please include the company name and your control number in the subject line.<br>GDEV INC.<br>55, Griva Digeni, Limassol, Cyprus
---

2025 You May Vote Your Proxy When You View The Material On The Internet. You Will Be Asked To Follow The Prompts To Vote Your Shares. GDEV INC. 55, Griva Digeni, Limassol, Cyprus NOTICE OF ANNUAL GENERAL MEETING OF MEMBERS to be held on 29 August 2025 *Members are cordially invited to attend the Annual General Meeting and vote in person. At the meeting, you will need to request a ballot to vote your shares. Dear Member, The 2025 annual general meeting (the “AGM”) of the members (the “Members”) of GDEV INC. (the “Company”) will be held at the Company’s offices at: 55, Griva Digeni, Limassol, Cyprus on 29 August 2025, at 3:00 p.m. (Cypriot time), 8:00 a.m. Eastern Time (EDT). The AGM will be held virtually by telecommunications means. Proposals to be considered at the AGM: (1) Confirmation of Appointment of the Auditors: To confirm the appointment of KPMG, as the Company’s auditors in accordance with the provisions of section 153 of the Companies Law Cap 113 to hold office from the conclusion of this AGM until the Members appoint another auditor. The remuneration of the auditor shall be fixed by resolution of Directors in such manner as the Directors may determine or in a manner required by the rules and regulations of the stock exchange applicable to the Company. (2) Election of Directors: According to Regulation 9.5 of the Company’s Articles of Association (the “Articles”), each Director holds office for a term expiring at the Company’s next AGM immediately following their appointment, or until their earlier death, resignation or removal, and can be re-elected for successive terms. Upon the recommendation of the Nomination and Compensation Committee, the Board recommends to the AGM to re-elect the following Directors of the Company: (1) Marie Holive Independent Director (2) Andrew Sheppard Independent Director (3) Tal Shoham Independent Director (4) Igor Bukhman* Non-Executive Director (5) Andrey Fadeev* Director and CEO of the Company *These directors are, pursuant to Regulation 9.2 of the Articles, subject to nomination and appointment by Everix and FG (as defined in the Articles) and are subject to election by resolution of those persons only. Your electronic vote authorizes the named proxies to vote your shares in the same manner as if you marked, signed, dated, and returned the proxy card. The Proxy Materials are available for review at: https://www.cstproxy.com/gdevinc/2025 CONTROL NUMBER GDEV INC. c/o Continental Proxy Services 1 State Street, New York NY 10004 Vote Your Proxy on the Internet: Go to http://www.cstproxyvote.com Have your notice available when you access the above website. Follow the prompts to vote your shares. The Board of Directors recommends a vote “FOR” Proposal 1 and “FOR” all nominees under Proposal 2. Vote at the Meeting – If you plan to attend the virtual online annual meeting, you will need your 12 digit control number to vote electronically at the annual meeting. To attend the annual meeting, visit: https://www.cstproxy.com/gdevinc/2025

2025 Important Notice Regarding the Availability of Proxy Materials For the 2025 Annual General Meeting of Members to be Held On August 29, 2025 The following Proxy Materials are available to you to review at: https://www.cstproxy.com/gdevinc/2025 - the Proxy Card. - any amendments to the foregoing materials that are required to be furnished to Members. This is not a ballot. You cannot use this notice to vote your shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. If you would like to receive a paper or e-mail copy of these documents, you must request one. There is no charge for such documents to be mailed to you. Please make your request for a copy as instructed below on or before August 15, 2025 to facilitate a timely delivery. You may also request that you receive paper copies of all future proxy materials from the Company. ACCESSING YOUR PROXY MATERIALS ONLINE Have this notice available when you request a paper copy of the proxy materials or to vote your proxy electronically. You must reference your Control number. REQUESTING A PAPER COPY OF THE PROXY MATERIALS By telephone please call 1-888-266-6791, or By logging on to https://www.cstproxy.com/gdevinc/2025 or By email at: proxy@continentalstock.com Please include the company name and your control number in the subject line. GDEV INC. 55, Griva Digeni, Limassol, Cyprus

---

Exhibit 99.3

2025<br>GDEV INC.<br>PLEASE DO NOT RETURN THE PROXY CARD<br>IF YOU ARE VOTING ELECTRONICALLY.<br> FOLD HERE • DO NOT SEPARATE • INSERT IN ENVELOPE PROVIDED<br>This notice (the “Notice”) is given to inform that the Company will hold its 2025 annual general meeting (the “AGM”) of the members<br>(the “Members”) onAugust 29, 2025, at 3:00 p.m. (Cypriot time) at the Company’s offices at: 55, Griva Digeni, Limassol, Cyprus. The<br>AGM will be held virtually by telecommunications means.<br>GDEV Inc. Virtual Shareholder Meeting Information:<br>Meeting Date: Friday, August 29, 2025.<br>Meeting Time: 3:00 p.m. (Cypriot time), 8:00 a.m. Eastern Time (EDT).<br>Annual Meeting-meeting webpage (information, webcast, telephone access and replay):<br>https://www.cstproxy.com/gdevinc/2025<br>Record Date:<br>Only Members as of the end of business on July 3, 2025, are entitled to attend and vote at the AGM either personally or by proxy, and<br>such proxy need not be a Member of the Company.<br>Proxy:<br>A Member may be represented at the AGM by a proxy who may speak and vote on behalf of the Member. The instrument<br>appointing a proxy shall be produced before the time for holding the AGM. The instrument appointing a proxy shall be in<br>substantially the form attached to this Notice. The instrument appointing a proxy shall be in writing under the hand of the<br>appointer or, if the appointer is a corporation, either under seal or under the hand of an officer. Original of any instrument<br>of proxy or its notarized copy shall be deposited at the Company’s offices at: 55, Griva Digeni, Limassol, Cyprus, or by e-mail to investor@gdev.inc. The cut-off time to provide proxies is 2:00 p.m. (Cypriot time) on August 29, 2025. Proxies submitted<br>thereafter will not be considered.<br>Voting<br>According to Regulation 6.1 of the Company’s Memorandum of Association, each ordinary share in the Company confers upon<br>the Member the right to one vote at the AGM.<br>Materials<br>Copies of materials related to the AGM, including this Notice and form of instruments appointing proxy, are available for no charge<br>on the Company’s website: https://www.gdev.inc/governance/annual-general-meeting.<br>(Continued and to be marked, dated and signed on the other side)<br>INTERNET<br>www.cstproxyvote.com<br>Use the Internet to vote your proxy. Have<br>your proxy card available when you access<br>the above website. Follow the prompts to vote<br>your shares.<br>Vote at the Meeting –<br>If you plan to attend the virtual online annual<br>general meeting, you will need your 12 digit<br>control number to vote electronically at the<br>annual general meeting. To attend the annual<br>general meeting, visit:<br>https://www.cstproxy.com/gdevinc/2025<br>MAIL – Mark, sign and date your proxy card<br>and return it in the postage-paid envelope<br>provided.<br>Your Internet vote authorizes the named proxies to<br>vote your shares in the same manner as if you marked,<br>signed and returned your proxy card. Votes submitted<br>electronically over the Internet must be received by<br>2:00 p.m., Cyprus Time, on August 29, 2025.<br>YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY.<br>IMMEDIATE - 24 Hours a Day, 7 Days a Week or by Mail<br>Vote by Internet, Smartphone or Tablet - QUICK EASY<br>GDEV INC.<br>PROXY<br>THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
2025 Important Notice Regarding the Internet Availability of Proxy<br>Materials for the 2025 Annual General Meeting<br>To view the 2025 Proxy Statement and to Attend the<br>Annual General Meeting, please go to:<br>https://www.cstproxy.com/gdevinc/2025<br>Signature_________________________________Signature, if held jointly__________________________________Date___________, 2025<br>Note: Please sign exactly as name appears hereon. When shares are held by joint owners, both should sign. When signing as attorney, executor, administrator, trustee,<br>guardian, or corporate officer, please give title as such.<br>CONTROL NUMBER<br>PROXY<br>The following agenda items are proposed for consideration and, if thought proper, for approval by the Members:<br>Please mark<br>your votes<br>like this X<br>1. Confirmation of Appointment of the Auditors<br>The following resolution is proposed:<br>To confirm the appointment of KPMG, as the<br>Company’s auditors in accordance with the<br>provisions of section 153 of the Companies<br>Law Cap 113 to hold office from the conclusion of this AGM until the<br>Members appoint another auditor. The remuneration of the auditor<br>shall be fixed by resolution of Directors in such manner as the Directors<br>may determine or in a manner required by the rules and regulations of<br>the stock exchange applicable to the Company.<br>2. Election of Directors<br>According to Regulation 9.5 of the Company’s Articles of Association,<br>each Director holds office for a term expiring at the Company’s<br>next AGM immediately following their appointment, or until their<br>earlier death, resignation or removal, and can be re-elected for<br>successive terms. Upon the recommendation of the Nomination and<br>Compensation Committee, the Board recommends to the AGM to re-elect the following Directors of the Company:<br>FOR AGAINST ABSTAIN<br>(1) Marie Holive<br>(2) Andrew<br>Sheppard<br>(3) Tal Shoham<br>(4) Igor Bukhman <br>(5) Andrey Fadeev <br>Independent<br>Director<br>Independent<br>Director<br>Independent<br>Director<br>Non-Executive<br>Director<br>Director and CEO<br>of the Company<br>*These directors are, pursuant to Regulation 9.2 of the Articles, subject to<br>nomination and appointment by Everix and FG (as defined in the Articles)<br>and are subject to election by resolution of those persons only.<br>Form of Instrument Appointing a Proxy to Exercise Discretion<br>I/We being a Member of the above Company<br>HEREBY APPOINT [Insert Full Name of Proxy,<br>passport No. ____________________________________________,<br>residing at ___________________________________________ ] of<br>_______________________________________________________<br>[Insert Full Name of the Legal Entity] or failing them<br>_______________________________________________________<br>[Insert Full Name of Additional Proxy, as necessary,<br>passport No. ____________________________________________<br>residing at ___________________________________________ ] of<br>[Insert Full Name of the Legal Entity]<br>______________________________________________________<br>to be my/our proxy to vote for me/us at the meeting of Members to be<br>held on August 29, 2025 and at any adjournment thereof.<br>By this instrument the Proxy is empowered and authorized to<br>participate in the selection of the chairman of the AGM and request a<br>poll if the Proxy thinks fit.<br>Signed this day of ___________________________________, 2025.<br>Signature:<br>Name of the Member: _____________________________________<br>Represented by: _________________________________________<br>FOR AGAINST ABSTAIN
---

2025 GDEV INC. PLEASE DO NOT RETURN THE PROXY CARD IF YOU ARE VOTING ELECTRONICALLY. FOLD HERE • DO NOT SEPARATE • INSERT IN ENVELOPE PROVIDED This notice (the “Notice”) is given to inform that the Company will hold its 2025 annual general meeting (the “AGM”) of the members (the “Members”) onAugust 29, 2025, at 3:00 p.m. (Cypriot time) at the Company’s offices at: 55, Griva Digeni, Limassol, Cyprus. The AGM will be held virtually by telecommunications means. GDEV Inc. Virtual Shareholder Meeting Information: Meeting Date: Friday, August 29, 2025. Meeting Time: 3:00 p.m. (Cypriot time), 8:00 a.m. Eastern Time (EDT). Annual Meeting-meeting webpage (information, webcast, telephone access and replay): https://www.cstproxy.com/gdevinc/2025 Record Date: Only Members as of the end of business on July 3, 2025, are entitled to attend and vote at the AGM either personally or by proxy, and such proxy need not be a Member of the Company. Proxy: A Member may be represented at the AGM by a proxy who may speak and vote on behalf of the Member. The instrument appointing a proxy shall be produced before the time for holding the AGM. The instrument appointing a proxy shall be in substantially the form attached to this Notice. The instrument appointing a proxy shall be in writing under the hand of the appointer or, if the appointer is a corporation, either under seal or under the hand of an officer. Original of any instrument of proxy or its notarized copy shall be deposited at the Company’s offices at: 55, Griva Digeni, Limassol, Cyprus, or by e-mail to investor@gdev.inc. The cut-off time to provide proxies is 2:00 p.m. (Cypriot time) on August 29, 2025. Proxies submitted thereafter will not be considered. Voting According to Regulation 6.1 of the Company’s Memorandum of Association, each ordinary share in the Company confers upon the Member the right to one vote at the AGM. Materials Copies of materials related to the AGM, including this Notice and form of instruments appointing proxy, are available for no charge on the Company’s website: https://www.gdev.inc/governance/annual-general-meeting. (Continued and to be marked, dated and signed on the other side) INTERNET www.cstproxyvote.com Use the Internet to vote your proxy. Have your proxy card available when you access the above website. Follow the prompts to vote your shares. Vote at the Meeting – If you plan to attend the virtual online annual general meeting, you will need your 12 digit control number to vote electronically at the annual general meeting. To attend the annual general meeting, visit: https://www.cstproxy.com/gdevinc/2025 MAIL – Mark, sign and date your proxy card and return it in the postage-paid envelope provided. Your Internet vote authorizes the named proxies to vote your shares in the same manner as if you marked, signed and returned your proxy card. Votes submitted electronically over the Internet must be received by 2:00 p.m., Cyprus Time, on August 29, 2025. YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY. IMMEDIATE - 24 Hours a Day, 7 Days a Week or by Mail Vote by Internet, Smartphone or Tablet - QUICK EASY GDEV INC. PROXY THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

2025 Important Notice Regarding the Internet Availability of Proxy Materials for the 2025 Annual General Meeting To view the 2025 Proxy Statement and to Attend the Annual General Meeting, please go to: https://www.cstproxy.com/gdevinc/2025 Signature_________________________________Signature, if held jointly__________________________________Date___________, 2025 Note: Please sign exactly as name appears hereon. When shares are held by joint owners, both should sign. When signing as attorney, executor, administrator, trustee, guardian, or corporate officer, please give title as such. CONTROL NUMBER PROXY The following agenda items are proposed for consideration and, if thought proper, for approval by the Members: Please mark your votes like this X 1. Confirmation of Appointment of the Auditors The following resolution is proposed: To confirm the appointment of KPMG, as the Company’s auditors in accordance with the provisions of section 153 of the Companies Law Cap 113 to hold office from the conclusion of this AGM until the Members appoint another auditor. The remuneration of the auditor shall be fixed by resolution of Directors in such manner as the Directors may determine or in a manner required by the rules and regulations of the stock exchange applicable to the Company. 2. Election of Directors According to Regulation 9.5 of the Company’s Articles of Association, each Director holds office for a term expiring at the Company’s next AGM immediately following their appointment, or until their earlier death, resignation or removal, and can be re-elected for successive terms. Upon the recommendation of the Nomination and Compensation Committee, the Board recommends to the AGM to re-elect the following Directors of the Company: FOR AGAINST ABSTAIN (1) Marie Holive (2) Andrew Sheppard (3) Tal Shoham (4) Igor Bukhman * (5) Andrey Fadeev * Independent Director Independent Director Independent Director Non-Executive Director Director and CEO of the Company *These directors are, pursuant to Regulation 9.2 of the Articles, subject to nomination and appointment by Everix and FG (as defined in the Articles) and are subject to election by resolution of those persons only. Form of Instrument Appointing a Proxy to Exercise Discretion I/We being a Member of the above Company HEREBY APPOINT [Insert Full Name of Proxy, passport No. ____________________________________________, residing at ___________________________________________ ] of _______________________________________________________ [Insert Full Name of the Legal Entity] or failing them _______________________________________________________ [Insert Full Name of Additional Proxy, as necessary, passport No. ____________________________________________ residing at ___________________________________________ ] of [Insert Full Name of the Legal Entity] ______________________________________________________ to be my/our proxy to vote for me/us at the meeting of Members to be held on August 29, 2025 and at any adjournment thereof. By this instrument the Proxy is empowered and authorized to participate in the selection of the chairman of the AGM and request a poll if the Proxy thinks fit. Signed this day of ___________________________________, 2025. Signature: Name of the Member: _____________________________________ Represented by: _________________________________________ FOR AGAINST ABSTAIN

---