Annual report and results

The annual general meeting adopted the income statement and the balance sheet for the financial year 2025 and resolved, in accordance with the board of directors’ proposal, that the result according to the approved income statement should be transferred to a new account. No dividends are to be paid.

Discharge from liability

The general meeting granted the members of the board of directors and the managing director discharge from liability for the management of the Company’s business for the financial year 2025.

Remuneration to the board of directors and the auditor and introduction of shareholder program for board members

The annual general meeting resolved, in accordance with the nomination committee's proposal, that cash base remuneration for the period until the end of the annual general meeting 2027 shall be paid in the amount of SEK 550,000 to the chairman of the board, SEK 375,000 to the vice chairman and SEK 275,000 to each of the other members of the board of directors. Furthermore, it was resolved that remuneration for committee work shall be paid in a total amount of not more than SEK 325,000, distributed in accordance with the nomination committee's proposal. No board remuneration shall be paid to a board member who during the fiscal year 2026 receives consultancy fees from the Company exceeding a total amount equivalent to twice the cash board remuneration resolved at this annual general meeting.

The annual general meeting further resolved, in accordance with the nomination committee's proposal, to introduce Board Program 2026, a shareholder program for board members. Under the program, the chairman of the board is allocated Share Rights equivalent to SEK 550,000 and other participating board members are allocated Share Rights equivalent to SEK 275,000 each, calculated on the basis of the volume-weighted average price of the Company's share on Nasdaq Stockholm during the 10 trading days prior to the Allocation Date. The Share Rights vest after approximately one year, provided that the participant is still a board member, and thereafter entitle the holder to receive common shares free of charge. Members connected to the Segulah group and the Crafoord group, respectively, do not participate in the program. The annual general meeting also resolved to authorize the board to resolve on a directed issue of a maximum of 700,000 Class C shares, on the repurchase of issued Class C shares and on the transfer of own common shares to participants in the program, in order to ensure the delivery of shares within the framework of Board Program 2026.

The annual general meeting resolved that remuneration to the auditor would be paid according to approved invoices.

Election of board of directors and auditor

The annual general meeting resolved that the board of directors should consist of six (6) directors without any deputy directors.

The general meeting resolved, for the time until the end of the next annual general meeting, to re-elect Per Wold-Olsen, Adam Dahlberg, Sorin Brull, Ann Costello and Lars Axelsson and elect Wolfgang Reim as members of the board of directors. Per Wold-Olsen was re-elected as the chairman of the board of directors and Adam Dahlberg was re-elected as vice chairman.

It was resolved to re-elect Öhrlings PricewaterhouseCoopers AB as auditor for the time until the end of the next annual general meeting.

Nomination committee for the annual general meeting 2027

The annual general meeting resolved that the Company, in advance of the annual general meeting in 2027, shall establish a nomination committee. The nomination committee shall be appointed by instruction from the chairman of the board of directors to the three largest shareholders in the Company on 30 September 2026 to appoint a representative each.

Remuneration report for the financial year 2025

The annual general meeting resolved to approve the remuneration report for the financial year 2025.

Articles of association

The annual general meeting resolved to amend the articles of association by adjusting the limits for the share capital and introducing a new share class, Class C shares.

Adoption of incentive program 2026/2030
The annual general meeting resolved, in accordance with the board of directors' proposal, to introduce an employee stock option program 2026/2030 for employees and key individuals in the Company or the Company’s group through a directed issue of warrants to the Company and approval of the transfer of warrants and shares in the Company to participants in the employee stock option program. The employee stock option program 2026/2030 includes a maximum of 2,640,000 employee stock options.

Authorization for the board of directors

The annual general meeting authorized the board of directors, for the time until the next annual general meeting, whether on one or several occasions, to increase the Company’s share capital with no more than fifteen (15) percent of the total share capital in the Company when the authorization is utilized for the first time. The board of directors shall be able to resolve on issues of shares, warrants and/or convertible instruments with or without deviation from the shareholders’ pre-emption rights and/or by an issue in kind or by way of set-off or other conditions as referred to in the Swedish Companies Act. The board of directors shall have the right to determine the terms and conditions for issues under this authorization and who shall have the right to subscribe for the instruments issued. The terms shall be in accordance with market terms.