Report from Ambea’s annual shareholders’ meeting 11 May 2023

Today’s Annual General Meeting in Ambea AB (publ) voted to support all proposals from the board of directors and the nomination committee.

The Annual General Meeting adopted the annual report for the financial year 2022 and resolved on a dividend of SEK 1.25 per share. Monday 15 May 2023 was established as record day for dividend. The dividend is expected to be paid out to the shareholders on Friday 19 May 2023.

The Annual General Meeting resolved to reduce the share capital by an amount of SEK 126,220.900090 by way of cancellation of the 5,055,298 own shares repurchased by Ambea and to increase the share capital by way of bonus issue by an amount of SEK 126,220.900090 through transfer from unrestricted equity, without issuance of new shares.

The Annual General Meeting discharged the members of the board of directors and the CEO from liability for the financial year 2022.

The Annual General Meeting resolved that the number of board members shall be six, with no deputy members and that the number of auditors shall be one, with no deputy auditors. The Annual General Meeting re-elected Daniel Björklund, Hilde Britt Mellbye, Yrjö Närhinen, Dan Olsson, Gunilla Rudebjer and Samuel Skott as members of the board of directors until the end of the 2024 Annual General Meeting. Yrjö Närhinen was re-elected as chairman of the board of directors.

The Annual General Meeting re-elected EY AB as auditor until the end of the Annual General Meeting 2024.

The Annual General Meeting also resolved to:

• approve remuneration to the board of directors and auditor;
• approve the board of directors’ proposed remuneration report;
• to adopt a long-term incentive program to senior executives and key employees in the form of warrants, entailing an issue of a maximum of 895,627 warrants;
• authorise the board of directors to, up until the next Annual General Meeting, on one or several occasions, resolve to purchase own shares so that the company’s holding, at any given time, does not exceed 10 percent of the total number of shares in the company and authorise the board of directors to, up until the next Annual General Meeting, on one or several occasions, resolve to transfer (sell) own shares; and
• authorise the board of directors to, up until the next Annual General Meeting, on one or several occasions, resolve on issue of new shares to such an extent that it corresponds to a dilution which corresponds to 10 percent, based on the number of outstanding shares when the board of directors exercises the issuance authorisation for the first time, after full exercise of the authorisation.

Additional information from the Annual General Meeting

Complete proposals regarding the resolutions by the Annual General Meeting in accordance with the above are available at www.ambea.com. Minutes from the Annual General Meeting will be made available at www.ambea.com no later than two weeks after the Annual General Meeting.