Notes

DS2:

Better PvP balance. God knows it's not perfect, but it's worlds above Dark Souls 3. Even people who hate this game can agree on this point.

Few directly superior weapons (in a weapon class). A common problem with Dark Souls 3 is having a weapon in a certain category that is directly superior to all the other ones—superior speed, range, damage—usually they'll combine them all in one weapon and make it a direct upgrade over its counterparts. 2 offers more variety in how it handles this, with some weapons being best for certain builds, some having different movesets, etc. There are more pros and cons to various weapons, offering people a wider variety of playstyles.

Better ultragreat weapons. They're faster than in Dark Souls 3 for gods sake, they can pancake and send people flying with ease, their damage is wonderful and doesn't rely on a semi-unreliable 2-hit combo for high damage, and you have extreme control over where they hit.

Less tracking on weapons. It reduces the skill needed to use them and makes it more a game of hitting a button over and over rather than one of positioning.

Can't roll a thousand times. The rolling in Dark Souls 3 is downright silly and works to make slow weapons even more useless.

Invasions are far more balanced. Summon signs disappear (it was the ominous sign an invader was coming, and I loved it), the invader has equal health, the invader can't estus but estus is slow enough for that to not really matter. It also gives an actual advantage to bringing along faith healing. Better all around, without a doubt.

Chugging is actually something that requires proper positioning. It doesn't heal you instantly, and you actually have to take time to drink it. It's more skill-based, and Dark Souls is supposed to be a game about using your own skill to overcome improbable odds.

Magic is better in...pretty much every way, in every category. Faith buffs work in PvP (Buffs being nerfed in Dark Souls 3 for no reason except to decrease variety even more), pyromancers have a far superior selection of damaging spells to work with, hexers are downright intimidating. And all of them have a huge variety of weapons to work with.

Spellslot system instead of FP-based. The Dark Souls 3 FP system turns an already terrible magic system even worse by effectively reducing the amount of healing a mage gets compared to their fighter counterpart, despite already being a build that requires more stat investment (and thus a squishier character). Worsened by invasions, which effectively reduce the number of spells a mage can cast.

Cast speed levels with Attunement, instead of Dex. So mages don't need to be level 800 to have effective spells.

No stupid mage rings required. Period.

Superior bosses mechanically. I'm not saying Dark Souls 2 has more interesting bosses—that's far too subjective. What I'm saying is that Dark Souls 2 has, without a doubt, a lot more "armored dudes" as bosses than 3. I'd say they still keep a nice variety in them, but what's really important is how this effects skill-based gameplay. As much as I enjoy monster bosses, the Dark Souls targeting and combat system, without a doubt, sucks for fighting giant monsters. The way our characters swing and hold our shields are obviously intended for fighting humanoid opponents, the way the lockon system works, it's all much better at fighting humanoid bosses than dragons 200 times your size. Some of this can be nullified by playing without locking on, but in 3 in particular some weapons are incredibly ineffective without locking on.

Cracked blue eye orb. A fun feature that made Sin important. I'm still not sure what Sin does in Dark Souls 3.

Less i-frames on everything. Having a host escape an invader's attack by going through a boss fog instead of being backstabbed in punished like he would be in 2 was one of the most disappointed experiences. When you can just ignore mobs to open a chest or a door, it really detracts from the feel of a game as a whole.

You can block and run while Chameleoned. Why they nerfed such a fun spell in DS3 is beyond me. But I could go on for days about how all they nerfed mages.

I-frames on backsteps. While i-frames on door opening may be silly, it's important for backsteps to have an actual use (in 3 they're only used for stupid backstab gimmicks against already awful weapons, or attempts to mixup running attacks). If there wasn't inherent latency and phantom range in Dark Souls games it might have a use still, but Dark Souls 3 also makes rolling so easy that you'd never use it instead anyway.

More and better DLC. The Ringed City DLC was fantastic, but Ashes of Ariandel was downright disappointing. All three DLC for Dark Souls 2 were wonderful, and I love the boss fights in each.

Less obsession with boss phases. Name me ONE NONGIMMICK BOSS in Dark Souls 3 without multiple phases. It turned from an interesting way to mix up bossfights to downright laziness. There's also the problem wherein a boss's healthbar can be an outright lie, refilling with each "Phase" of the fight. There were some phases in Dark Souls 2, but it shocked you, it was different and cool. In Dark Souls 3 enough bosses had phases for me to just expect it.

Slow and weighty combat. You can play a thousand games with fast-paced anime action, where people wield ultragreatswords like they're nothing and do anime flips in the air. This is one of the only games that has actual weight to its combat. It feels human. It feels powerful.

More appearance variety via Armor. People just can look far more different from each other in Dark Souls 2, and Fashion Souls is, as everyone knows, the true endgame.

Bonfire Ascetics* let you get the rings you need for a build without having to play through the whole game eighteen times.

NG+ is far superior, with changed enemy placements, added enemies, all sorts of fun things. It was like playing through a whole new game.

A longer game all around. Packed with more content, including more DLC and that fun NG+.

Poise works.

Weapon durability means something, and was an effective way of balancing certain weapons/rings. Third Dragon Ring was obscenely good, but also broke super fast. No disadvantages to always using Ring of Favor +3 in DS3.

A better Hollowing system, instead of just immediately going unembered. Made you consider whether it was worth nomming down that Humanity.

Could still be invaded after the boss was killed. Could still be invaded while Hollow. Hey, it's almost like they wanted people to interact with each other!

More fun covenants. The belltower and rat covenant were a hundred times more fun than Farron Doggos, and Aldrich is a miserable gankfest all around.

Prettier hubworld, as opposed to a dank cave that I can't even see outside of because it can't be assed to load the outside until I stand for a minute at the doorway.

Way more fun Sotfs phantoms/invaders. All their emoting and fun builds and interesting behavior just adds life and character to the world. Sellsword Luet is still my hero.

Strong attacks are just as viable as regular R1s a lot of the time, and combo into each other much better.

Powerstancing. I'll take powerstancing over 2-3 paired weapons any day of the week.

Twinblades exist

Whips are great.

Poison is great.

Acquiring souls and leveling feels rewarding. It takes a stupid amount of souls to level up in Dark Souls 3 very fast.

Way more fun gestures. Dark souls 3 may have 19 different ways to bow and sit, but I don't see anyone threatening decapitation.

Less gimmick boss fights. The difference between the chariot horse gimmick fight and the dragon that you do a drop attack on is that, while you both do a gimmicky gauntlet for, in the chariot boss fight you actually get to fight a boss at the end. There are also more ways you can handle it, potentially killing the chariot horse as he loops around instead of crashing it.

Distance between bonfires. You'll be happy to see one, not sick of them.

Health levels with things besides Vigor, so you aren't absolutely ruined if you need to invest a lot of points in other stats.

A lot of fun an useful infusions. Say hello to my ladle.

Fire doesn't require leveling both int and faith like hexing.