Proposal of the Shareholders’ Nomination Board for the composition and remuneration of Lindex Group’s Board of Directors

LINDEX GROUP plc, Other information disclosed according to the rules of the Exchange 30.1.2025 at 10:00 EET

Proposal of the Shareholders’ Nomination Board for the composition and remuneration of Lindex Group’s Board of Directors

Lindex Group’s Shareholders’ Nomination Board has in its meeting decided to propose the following to the Annual General Meeting, which will be held on 2 April 2025:

The Shareholders’ Nomination Board proposes that the number of members of the Board of Directors will be seven (7).

The Shareholders’ Nomination Board proposes that the present Board members Stefan Björkman, Timo Karppinen, Roland Neuwald, Sari Pohjonen, Tracy Stone and Harriet Williams, all having given their consents, will be re-elected for the term of office continuing until the end of the next Annual General Meeting.

The Shareholders’ Nomination Board proposes that Andrea Collesei, having given his consent, be elected as new member of the Board of Directors for the term of office continuing until the end of the next Annual General Meeting. Andrea Collesei is independent of the company and major shareholders.

Should any member of the candidates proposed by the Shareholders’ Nomination Board for any reason not be available for election to the Board of Directors, the proposed number of Board members shall be decreased accordingly, and the remaining available candidates are proposed to be elected in accordance with the proposal by the Nomination Board.

The Shareholders’ Nomination Board recommends that with regard to the selection procedure for Board members, the shareholders take a position on the proposal as a whole at the Annual General Meeting.

The proposed Board members have informed the company that, if elected, they will elect Sari Pohjonen as Chair of the Board and Roland Neuwald as Vice Chair of the Board.

The Shareholders’ Nomination Board proposes that the Board remuneration will remain unchanged and that the Chair of the Board be compensated EUR 85 000, the Vice Chair EUR 60 000, and other members EUR 42 500 as annual remuneration. The annual remuneration will be paid in company shares and cash, so that company shares will be acquired on behalf of the Board members to a value of 40% of the remuneration and the rest will be paid in cash. The company will cover the costs for the acquiring of the shares and the transfer tax. The shares will be acquired within two weeks from the publishing of the Interim Report 1 January–31 March 2025, or as soon as it is possible in accordance with applicable legislation. If the shares are not purchased and/or delivered based on a reason pertaining to the company or the Board member, the fee will be in cash in its entirety. The shares acquired for the Board members in 2025 cannot be handed over until two years from the date of purchase, or until the term of office of the person in question has ended, depending on which of the occasions takes place first.

In addition, the Shareholders’ Nomination Board proposes that Chair of the Audit Committee is compensated a fixed fee for the Committee work EUR 10 000 and Member of the Audit Committee EUR 5 000 year as annual remuneration.

The Shareholders’ Nomination Board proposes following meeting fees:
- meeting fee for the Chair of the Board EUR 1 200 per meeting
- meeting fee for the Board member EUR 600 per meeting
- meeting fee for the Chair of the Audit Committee EUR 1 200 per meeting
- meeting fee for the Audit Committee member EUR 600 per meeting
- meeting fee for the Chair of the People and Remuneration Committee EUR 1 200 per meeting
- meeting fee for the People and Remuneration Committee member EUR 600 per meeting

In addition, if the meeting takes place physically outside the country of residence of the Chair or member of the Board of Directors or a Board Committee, their fee will be doubled.

When a member participates in the meeting via remote connection, or for the decisions that are confirmed without convening a meeting, the meeting fee is EUR 1 200 for the Chair and EUR 600 for the member as a meeting remuneration for each meeting. The travel expenses of Board members are compensated in accordance with the company’s travel policy.

Additional information on the members proposed by the Lindex Group’s Shareholders’ Nomination Board can be found on the company’s website lindex-group.com. The proposals of the Shareholders’ Nomination Board will be included in the notice to the Annual General Meeting.

Stefan Björkman (nominated by Nordic Retail Partners JV LP) acts as Chair of Lindex Group’s Shareholders’ Nomination Board, Fabian Chrobog (nominated by North Wall Capital LLP), Markus Aho (nominated by Varma Mutual Pension Insurance Company), Björn Teir (nominated by The Society of Swedish Literature in Finland) act as members of the Shareholders’ Nomination Board. In addition, Lindex Group’s Chair of the Board Sari Pohjonen joins the Shareholders’ Nomination Board as an expert member.

LINDEX GROUP plc

Susanne Ehnbåge
CEO

Further information:
Stefan Björkman, Chair of the Shareholders’ Board of Lindex Group plc, tel. +358 50 63219

Distribution:
Nasdaq Helsinki
Principal media