Bulletin from the annual general meeting of Xspray Pharma AB (publ) 12 May 2026
Prenumeration
Beskrivning
| Land | Sverige |
|---|---|
| Lista | Small Cap Stockholm |
| Sektor | Hälsovård |
| Industri | Bioteknik |
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The following resolutions were passed at the annual general meeting (the “AGM”) of Xspray Pharma AB (publ) (“Xspray”) on 12 May 2026.
Adoption of income statement and balance sheet for the financial year 2025 and discharge from liability
The AGM resolved to adopt the income statement and the consolidated income statement for the financial year 2025 as well as the balance sheet and consolidated balance sheet as of 31 December 2025. The members of the board of directors and the managing director were discharged from liability for the financial year 2025.
Allocation of profit or loss
The AGM resolved, in accordance with the board of directors’ proposal, that no dividend shall be paid for 2025 and that the results of the company shall be carried forward.
Election of board members, auditors, fees to the board of directors and auditors
The AGM resolved, in accordance with the nomination committee’s proposal, to, for the period until the end of the next annual general meeting, re-elect Anders Ekblom, Anders Bladh, Christine Lind, Robert Molander, Carl-Johan Spak, Markus Haeberlein and Anne Prener as members of the board of directors. Anders Ekblom was re-elected as the chairman of the board of directors. The audit firm KPMG AB was re-elected as auditor of the company for the period until the end of the next annual general meeting.
The AGM further resolved on remuneration to the board of directors in accordance with the nomination committee’s proposal. The AGM also resolved, in accordance with the nomination committee’s proposal, that the remuneration to the auditor shall be paid in accordance with approved statement of costs.
Nomination committee for the next annual general meeting
The AGM resolved, in accordance with the nomination committee’s proposal, on principles for appointing the nomination committee. The principles are unchanged in relation to the principles adopted by the annual general meeting 2025 and imply, in short, that the nomination committee shall comprise the chairman of the board of directors together with one representative of each of the four largest shareholders, based on ownership in the company as of 31 August.
The board of directors’ remuneration report
The AGM resolved to approve the remuneration report as presented by the board of directors.
Long-term incentive program 2026 (LTIP 2026) based on warrants and employee stock options
The AGM resolved, in accordance with the board of directors’ proposal, to adopt a long-term incentive program for employees within Xspray based on warrants and employee stock options (LTIP 2026). Within the framework of the program, it was also resolved to issue and transfer a maximum of 521,779 warrants.
Long-term incentive program 2026 (PSU 2026) based on performance-based share rights
The AGM resolved, in accordance with the board of directors’ proposal, to adopt a long-term incentive program for employees within Xspray based on performance-based share rights (PSU 2026). In order to enable hedging measures to secure the delivery of shares to the participants at the end of the program, it was resolved to introduce a new share class with reclassifiable and redeemable class C shares by amending the articles of association. Within the framework of the program, it was also resolved to authorise the board of directors to resolve on the issue and repurchase of a maximum of 626,522 class C shares and to transfer own ordinary shares to participants and in the market.
Authorisation to issue new shares, warrants and/or convertibles with or without deviation from the shareholders’ preferential rights
The AGM resolved, in accordance with the board of directors’ proposal, to authorise the board of directors, at one or several occasions and for the period until the next annual general meeting, with or without deviation from the shareholders’ preferential rights, to issue new shares, warrants and/or convertibles. Such issue may be made with or without provisions for contribution in kind or set-off or other conditions. If such issue is made with deviation from the shareholders´ preferential rights, the authorisation may only be utilised to the extent that the number of shares issued by virtue of the authorisation corresponds to not more than 20 per cent of the total number of shares outstanding at the time of the AGM’s resolution on the proposed authorisation.