Lassila & Tikanoja Plc
Stock exchange release
28 April 2026 at 6 PM EEST

Resolutions by Lassila & Tikanoja Plc’s Annual General Meeting and the constitutive meeting of the Board of Directors

The Annual General Meeting of Lassila & Tikanoja Plc, which was held today, on 28 April 2026, adopted the financial statements and consolidated financial statements for the financial year 2025, discharged the members of the Board of Directors and the President and CEO from liability, and adopted the Remuneration Report for the Company’s governing bodies as well as the Remuneration Policy for the governing bodies. The Annual General Meeting resolved on the use of the profit shown on the balance sheet and the payment of dividend, the composition and remuneration of the Board of Directors, the election and remuneration of the Auditor, the election and remuneration of the Sustainability Reporting Assurance Provider and authorising the Board of Directors to decide on the repurchase of the Company’s own shares and on a share issue and the issuance of special rights entitling to shares.

Resolution on the use of the profit shown on the balance sheet and the payment of dividend

The Annual General Meeting resolved that a dividend of EUR 0.42 per share be paid on the basis of the balance sheet to be adopted for the financial year 2025. The dividend will be paid in two instalments.

The first dividend instalment of EUR 0.21 per share will be paid to shareholders who on the record date of the first dividend instalment, 30 April 2026, are registered in the Company’s shareholders’ register held by Euroclear Finland Oy. The payment date of the first dividend instalment will be 8 May 2026.

The second dividend instalment of EUR 0.21 per share will be paid to shareholders who on the record date of the second dividend instalment are registered in the Company’s shareholders’ register held by Euroclear Finland Oy. The record date and payment date of the second dividend instalment shall be resolved by the Board of Directors in its meeting preliminarily scheduled for 18 September 2026. The record date of the second dividend instalment would then be on or about 22 September 2026, and the payment date of the second dividend instalment on or about 1 October 2026.

Resolutions on the composition and remuneration of the Board of Directors

The Annual General Meeting confirmed the number of members of the Board of Directors as five (5) in accordance with the proposal of the Shareholders’ Nomination Board. All of the current members of the Board of Directors, Tuija Kalpala, Teemu Kangas-Kärki, Sakari Lassila, Jukka Leinonen and Anna-Maria Tuominen-Reini were re-elected to the Board until the end of the next Annual General Meeting. Jukka Leinonen was re-elected as the Chair of the Board and Sakari Lassila was re-elected as the Vice Chair.

The Annual General Meeting resolved, in accordance with the proposal of the Shareholders’ Nomination Board, that the annual fees to be paid to the members of the Board be as follows: Chair EUR 70,000, Vice Chair EUR 47,000 and ordinary members EUR 35,000. In addition, the Annual General Meeting resolved, in accordance with the proposal of the Shareholders’ Nomination Board, that if a member of the Board of Directors were to serve as the chair of the Audit Committee or the Personnel and Sustainability Committee, and not simultaneously serve as the chair or vice chair of the Board of Directors, their annual remuneration would be EUR 47,000.

The fees shall be paid so that 40% of the annual fee is paid in Lassila & Tikanoja Plc's shares held by the Company or, if this is not feasible, shares acquired from the market, and 60% in cash. Notwithstanding the above, the annual fee can be paid fully in cash if, due to legal, tax, or other regulatory restrictions, or for any other reason related to Lassila & Tikanoja or a member of the Board of Directors, the fee cannot be paid in shares.

In addition, the following meeting fees will be paid to the members of the Board of Directors: Chair EUR 1,000, Vice Chair EUR 700 and ordinary members EUR 500 per meeting. Meeting fees will also be paid to the Chair and to the members of committees established by the Board as follows: Chair EUR 700 and ordinary members EUR 500.

Auditor and Sustainability Reporting Assurance Provider

The Annual General Meeting elected PricewaterhouseCoopers Oy, Authorised Public Accountants, as the auditor of the Company. PricewaterhouseCoopers Oy has announced that it will name Samuli Perälä, Authorised Public Accountant, as the auditor with principal responsibility. The Annual General Meeting resolved that the auditor’s remuneration be paid in accordance with an invoice approved by the Company.

The Annual General Meeting elected PricewaterhouseCoopers Oy, Authorised Sustainability Audit Firm, as the sustainability reporting assurance provider of the Company. PricewaterhouseCoopers Oy has announced that it will name Samuli Perälä, Authorised Sustainability Auditor, as the responsible authorised sustainability auditor. The Annual General Meeting resolved that the sustainability reporting assurance provider’s remuneration be paid in accordance with an invoice approved by the Company

Authorising the Board of Directors to decide on the repurchase of the Company’s own shares

The Annual General Meeting authorised the Board of Directors to decide on the repurchase of the Company’s own shares under the following terms and conditions:

By virtue of the authorisation, the Board of Directors is authorised to decide on the repurchase and/or acceptance as pledge of a maximum of 2,000,000 Company’s own shares using the Company’s non-restricted equity. This number of shares corresponds to approximately 5.2% of the Company’s total number of shares on the date of the notice to the Meeting.

Shares may be repurchased in one or more lots. The Company’s own shares will be repurchased otherwise than in proportion to the existing shareholdings of the Company’s shareholders through trading on regulated market organized by Nasdaq Helsinki Ltd (“Stock Exchange”) at the market price quoted at the time of the re-purchase. Shares will be acquired and paid for in accordance with the rules of the Stock Exchange and Euroclear Finland Oy.

The purpose of the repurchase and/or acceptance as pledge of shares is to develop the Company’s capital structure and/or to use the shares as consideration in potential acquisitions, other business arrangements, as part of the Company’s share-based incentive programme, or to finance investments. The repurchased shares may either be held by the Company or be cancelled or conveyed.

The Board of Directors shall decide on other terms and conditions related to the repurchase and/or acceptance as pledge of shares. The authorisation shall be valid for 18 months. The authorisation shall revoke the previous authorisations for repurchasing and/or accepting as pledge the Company's own shares.

Authorising the Board of Directors to decide on a share issue and the issuance of special rights entitling to shares

The Annual General Meeting authorised the Board of Directors to decide, in one or more instalments, on the issuance of new shares or shares possibly held by the Company through a share issue and/or the issuance of option rights or other special rights entitling to shares, as referred to in Chapter 10, Section 1 of the Finnish Companies Act, so that by virtue of the authorisation altogether 2,000,000 shares may be issued and/or conveyed at a maximum. This number of shares corresponds to approximately 5.2% of the Company’s total number of shares on the publication date of the notice to the meeting.

The authorisation can be used for the financing or execution of potential acquisitions or other arrangements or investments relating to the Company’s business, for the implementation of the Company’s incentive scheme or for other purposes subject to the Board of Directors’ decision.

The authorisation entitles the Board of Directors to decide on all terms and conditions of the share issue and the issuance of special rights as referred to in Chapter 10, Section 1 of the Finnish Companies Act. The authorisation thus includes the right to issue shares also in a proportion other than that of the shareholders’ current shareholdings in the Company under the conditions provided in law, the right to issue shares against payment or without charge as well as the right to decide on a share issue without payment to the Company itself, subject to the provisions of the Finnish Companies Act on the maximum amount of treasury shares.

The authorisation is valid for 18 months. The share authorisation revokes the previous authorisations for the Board to decide on a share issue and the issuance of special rights entitling to shares.

The minutes of the Annual General Meeting will be available on the Company’s website at www.lt.fi/en/ on 12 May 2026 at the latest.

Constitutive meeting of the Board of Directors

In its constitutive meeting held after the Annual General Meeting, the Board of Directors elected the members of the Audit Committee and the Personnel and Sustainability Committee from amongst its members.

The members of the Audit Committee are Teemu Kangas-Kärki (Chair), Sakari Lassila and Anna-Maria Tuominen-Reini.

The members of the Personnel and Sustainability Committee are Jukka Leinonen (Chair), Sakari Lassila and Tuija Kalpala.

LASSILA & TIKANOJA PLC

Eero Hautaniemi
President and CEO

For further information, please contact:
Joni Sorsanen, CFO, tel. +358 50 443 3045

Lassila & Tikanoja is a leading Nordic circular economy company committed to unleashing the potential of circularity together with its customers and partners. Our services include waste management and recycling, hazardous waste and remediation services as well as industrial services and water treatment. Our goal is to strengthen an efficient infrastructure in society and promote the sustainable use of materials by transforming waste streams into valuable raw materials. L&T employs approximately 2,300 people in Finland and Sweden and is listed on Nasdaq Helsinki.

Distribution:
Nasdaq Helsinki
Major media
www.lt.fi/en