REGULATED INFORMATION

REGULATED INFORMATION

November 19, 2024, 7:00am CET / 1:00am ET

(Euronext Brussels/Nasdaq: NYXH)

Rue Edouard Belin 12, 1435 Mont-Saint-Guibert,

(hereinafter the "Company")

Invitation to attend the special shareholders'

meeting of the Company

to be held on December 19, 2024

The board of directors of the Company is pleased

to invite its securities holders to attend the special shareholders' meeting of the Company, to be held on Thursday, December 19,

2024 at 3:00 p.m. CET at the Company's seat, or at such other place as will be indicated prior to such time.

The Company will also set up a video conference

to allow holders of securities of the Company who have duly registered for the special shareholders' meeting to follow the meeting

remotely and ask questions, as the case may be in writing, during the meeting. The modalities to attend the meeting via video conference

will be communicated to the relevant securities holders in due time. The videoconference will not qualify as an electronic communication

tool to attend and vote at the special shareholders' meeting as referred to in Article 7:137 of the Belgian Code of Companies

and Associations, but will be an extra facility for securities holders to follow the special shareholders' meeting. Holders of securities

wishing to attend the special shareholders' meeting via video conference and also validly vote on the items on the agenda, are invited

to exercise their voting rights prior to the special shareholders' meeting by following the rules set out in this convening

notice, either by voting remotely by mail, or by giving a proxy to a representative of the Company.

In order to facilitate the keeping of the attendance

list on the day of the special shareholders' meeting, the holders of securities issued by the Company and their representatives are invited

to register as from 2:45 p.m. CET.

Agenda of the SPECIAL shareholders'

As announced on 3 July 2024, the

Company has entered into a loan facility agreement (the "Loan Agreement") and a synthetic warrant agreement (the "Warrant

Agreement") with the European Investment Bank (the "EIB") (the Loan Agreement and Warrant Agreement, together

the "EIB Agreements").

In summary, article 4.7.2 of the Loan

Agreement provides among others that the Company shall promptly inform the EIB if a Change-of-Control Event has occurred or is likely

to occur. In such case, the Company shall, on request of the EIB, consult with the EIB as to the impact of such event. If 30 days have

passed since the date of such request and the EIB is of the opinion that the effects of such event cannot be mitigated to its satisfaction,

or in any event if a Change-of-Control Event has actually occurred, the EIB may by notice to the Company, cancel the undisbursed portion

of the credit and/or demand prepayment of the amounts disbursed from time to time by the EIB under the Loan Agreement that remain outstanding,

together with accrued interest and all other amounts accrued or outstanding. In this context, a "Change-of-Control Event"

means (a) any person or group of persons acting in concert gaining Control of the Company or of any entity directly or ultimately

Controlling the Company; or (b) the Company being delisted from both Euronext Brussels and Nasdaq, and "Control" or "Controlling"

means the power to direct the management and policies of an entity, whether through the ownership of voting capital, by contract or otherwise

and, for the avoidance of doubt, owning more than 50% (fifty per cent.) of the shares of an entity would constitute Control.

In summary, article 5 of the Warrant

Agreement provides among others that upon the occurrence of a Trigger Event, the EIB shall be entitled to exercise its warrant rights

relating to the relevant tranche as from the moment of immediate notification by the Company in writing about the occurrence of a Trigger

Event. In this context, a "Trigger Event" means, among others, a Prepayment Event, whereby in accordance with Article 4.7.2

of the Loan Agreement a Change-of-Control Event (as defined in the Loan Agreement and as further described above) shall be considered

decision: The shareholders' meeting takes note of, approves and

ratifies, insofar as required and applicable, in accordance with Article 7:151 of the Belgian Code of Companies and Associations,

Article 4.7.2 of the Loan Agreement and Article 5 of the Warrant Agreement and any other provisions in the EIB Agreements which

fall or could be considered to fall within the scope of Article 7:151 of the Belgian Code of Companies and Associations (relating

to the granting of rights to third parties which significantly affect the Company's assets or give rise to a substantial debt or commitment

on its behalf, when the exercise of these rights is subject to the launch of a public takeover bid on the shares of the Company or to

a change in the control exercised over it). The shareholders' meeting also grants a special power of attorney to each director of the

Company and the General Counsel of the Company (each a "Proxy Holder" for the purposes of this resolution), each Proxy

Holder acting individually and with the right of substitution, to complete the formalities required by Article 7:151 of the Belgian

Code of Companies and Associations with regard to this resolution, including, but not limited to, the execution of all documents and forms

required for the publication of this resolution in the Annexes to the Belgian Official Gazette.

Admission formalities and

participation in the special shareholders' meeting

In order to attend the special shareholders'

meeting on December 19, 2024, the holders of shares and subscription rights are requested to comply with articles 26 and 27 of the

Company's articles of association and the following formalities.

The holders of subscription rights issued by the

Company can, in accordance with Article 7:135 of the Belgian Code of Companies and Associations, attend the special shareholders'

meeting with a consultative vote.

In order to be able to participate in the special

shareholders' meeting, a holder of securities issued by the Company must satisfy two conditions: (a) be registered as holder of such

securities on the registration date and (b) notify the Company, as described below.

The registration date is December 5, 2024

at midnight (Belgian time). Only persons registered as securities holders on that date and time will be entitled to attend and (if they

are shareholders) vote at the meeting. The number of securities held by the securities holder on the day of the meeting will not be taken

Intention to participate in the meeting

The securities holders must inform the board of

directors of the Company by e-mail to shareholders@nyxoah.com no later than December 13, 2024, of their intention to participate

in the meeting, indicate the number of securities for which they intend to vote, and, for holders of dematerialized shares, present proof

of their registration as a shareholder on the registration date.

In order to attend the meeting, securities holders

and proxy holders must prove their identity and representatives of legal entities must submit documents establishing their identity and

their power of representation, at the latest immediately before the start of the meeting.

Voting by proxy or by mail

Shareholders can exercise their voting rights

prior to the meeting either (i) by voting by mail or (ii) by giving a proxy to a representative of the Company.

If shareholders vote by proxy, the proxy holder

will be a representative of the Company. This proxy holder may only exercise the voting right in accordance with the voting instructions

contained in the proxy.

The proxy voting form and the form for voting

by mail approved by the Company must be used for this purpose. These forms can be downloaded from the Company's website (https://investors.nyxoah.com/shareholder-information

> Shareholders' Meetings).

If shareholders vote by proxy or by mail, they

must, in addition to the above formalities, send by e-mail to shareholders@nyxoah.com a duly completed and signed proxy voting form or

form for voting by mail. These documents must reach the Company no later than December 13, 2024.

Note that the proxy voting forms and the forms

for voting by mail may be signed by using an electronic signature as provided for in Article 7:143 2 of the Belgian Code of

Companies and Associations.

Participation in the virtual shareholders' meeting

Securities holders wishing to participate remotely,

virtually and in real time, to the Company's special shareholders' meeting are required to confirm their participation and communicate

their e-mail address to the Company by December 13, 2024 at the latest by e-mail to shareholders@nyxoah.com.

A few days before the special shareholders'

meeting, securities holders who have completed this formality will receive by e-mail (at the address they will have communicated to the

Company) a link, and as the case may be a user name and a password, enabling them to follow and participate in the special shareholders'

meeting via their computer, tablet or smartphone.