Resolutions at the annual general meeting in OX2 AB (publ)

Adoption of income statements and balance sheets
The annual general meeting adopted the income statement and the balance sheet as well as the consolidated income statement and the consolidated balance sheet for the financial year 2023.

Disposition of profits
The annual general meeting resolved that no dividends shall be paid for the financial year 2023 and that funds at the disposal of the general meeting are carried forward.

Election of the board of directors and determination of the fees to be paid to the members of the board of directors
Johan Ihrfelt was re-elected as member and chairman of the board of directors for the period until the end of the next annual general meeting. Thomas von Otter, Anna-Karin Eliasson Celsing, Niklas Midby, Malin Persson and Ann Grevelius was re-elected as board members for the period until the end of the next annual general meeting. Amending the nomination committee’s proposal, Øystein Løseth, Peter Wallin and Kristina Patek declined new election at the annual general meeting.

The annual general meeting resolved on fees to the members of the board of directors on an annual basis, for the period until the end of the next annual general meeting, in accordance with the following:
– SEK 320,000 shall be paid to each of the members of the board of directors;
– SEK 175,000 shall be paid to the chairman of the audit committee and SEK 125,000 to a member of the audit committee;
– SEK 200,000 shall be paid to the chairman of the investment committee and SEK 150,000 to a member of the investment committee;
– SEK 100,000 shall be paid to the chairman of the remuneration committee and SEK 75,000 to a member of the remuneration committee;
– remuneration for the Business Compliance Committee shall be paid with an amount of SEK 10,000 per meeting (however not more than SEK 100,000 per board member); and
– remuneration for ad hoc committees that are established by the board of directors shall be paid with an amount of SEK 10,000 per meeting (however not more than SEK 100,000 per board member).

Election of auditor and determination of fees to the auditor
The annual general meeting re-elected Deloitte AB as the company’s auditor for the period until the end of the next annual general meeting. The fees to the auditor shall be paid in accordance with approved invoices.

Resolution on an authorisation for the board of directors to resolve on issuances of shares
The annual general meeting resolved to authorise the board of directors to, at one or several occasions during the period before the next annual general meeting, with or without deviation from the shareholders’ preferential rights, resolve upon the issuance of new shares. The board of directors’ authorisation is limited so that the board of directors may not resolve upon the issuance of shares that entails the issuance of shares corresponding to more than ten per cent of the total number of shares in the company at the time when the authorisation is exercised by the board of directors for the first time. In the event that new shares are issued with deviation from the shareholders’ preferential rights, the new share issue shall be carried out on market terms.

Resolutions on implementation of a long-term incentive programme in the form of a share savings programme for certain key persons
The annual general meeting resolved to implement a long-term incentive programme in the form of a share savings programme for up to 73 persons existing and future key persons in the group. The share savings programme requires that the participants for own funds acquire shares in the company on Nasdaq Stockholm. The investment in shares that can be acquired in this way as so-called savings shares is limited to a minimum of SEK 20,000 and a maximum investment which is dependent on which category the participant belongs to. Each savings share entitles the participant to receive up to 3.5 shares free of charge at the expiry of a three-year vesting period, depending on the fulfilment of certain predetermined performance conditions and subject to certain other restrictions and potential re-calculations pursuant to the complete terms and conditions of the share savings programme. In order to ensure delivery of the shares in the share savings programme, the annual general meeting resolved on a directed issue of not more than 1,103,866 warrants to the company and to approve that the company transfers the warrants to the participants (and/or to a designated third party) in connection with the delivery in accordance with the share savings programme at the end of the three-year vesting period.

Other resolutions:
The annual general meeting also resolved on:
– Discharge of liability for the members of the board of directors and the managing director.
– To approve the remuneration report.
– That the principles and the instructions for the appointment of the members of the nomination committee, which was adopted by the annual general meeting 2021, shall continue to apply until further notice.
The minutes from the annual general meeting will be available at the company and on the company’s website (www.ox2.com).

For further information, please contact:
 
Henrik Vikström, Investor Relations Director OX2
+46 709 528 006
henrik.vikstrom@ox2.com