Teqnion convenes an Extraordinary General Meeting and proposes a mandate to repurchase own shares
The Board of Directors of Teqnion AB convenes an Extraordinary General Meeting on Saturday 5 December 2026 at 11:08 CET at the company's premises at Dalvägen 14 in Solna. The Board proposes that the meeting authorizes the Board to acquire and transfer the company's own shares.
As of 5 December 2026, companies whose shares are traded on a multilateral trading facility, such as Nasdaq First North Growth Market, may acquire and transfer their own shares under Swedish law. The Board therefore proposes that an Extraordinary General Meeting on the same day authorizes the Board to acquire and transfer own shares. The mandate will give the Board an additional capital allocation tool alongside acquisitions, as well as the ability to use treasury shares as consideration in acquisitions and for incentive programs. The authorization does not mean that any decision on share repurchases has been made.
The authorization covers acquisitions of no more than so many shares that the company's holding at any time does not exceed ten percent of all shares, and is valid until the Annual General Meeting 2027. The resolution is conditional upon the legislative amendments having entered into force at the time of the meeting.
"This is not a turn in strategy. Acquiring good companies is and will remain our primary use of capital. Now that the law allows it, we also want share repurchases in our toolbox, so that every krona can go where it creates the most long-term value for our shareholders," says Johan Steene, CEO of Teqnion.
The full notice is set out below. The Board's complete proposals and documents pursuant to the Swedish Companies Act are available at www.teqnion.se.
_______________
The shareholders of Teqnion AB, Reg. No. 556713-4183 ("Teqnion" or the "company"), are hereby summoned to the Extraordinary General Meeting on Saturday, 5 December 2026, at 11:08 CET at the company's premises, Dalvägen 14, SE-169 56 Solna, Sweden. Entry and registration begin at 10:30 CET.
Right to attend
In order to attend the Extraordinary General Meeting, shareholders shall be registered in the share register kept by Euroclear Sweden AB as of 27 November 2026. Further, shareholders who wish to participate in the Extraordinary General Meeting must give notice of participation to the company no later than 30 November 2026. Notice of participation can be made:
- by mail: Teqnion AB, Dalvägen 14, SE-169 56 Solna, Sweden, labelled "Extraordinary General Meeting", or
- by e-mail: [email protected].
The notice of participation should state name, personal identification number or corporate registration number, postal address, telephone number, shareholding and, where applicable, information about any proxy or shareholder assistants at the Extraordinary General Meeting. Shareholders or its proxies may bring a maximum of two assistants, provided that their attendance is notified as above.
Nominee-registered shares
In order to be entitled to attend the Extraordinary General Meeting, a shareholder whose shares are nominee-registered must, in addition to giving notice of participation in the Extraordinary General Meeting, register its shares in its own name so that the shareholder is registered in the share register kept by Euroclear Sweden AB as of the record date on 27 November 2026. Such registration may be temporary (so-called voting rights registration), and request for such voting rights registration shall be made to the nominee in accordance with the nominee's routines at such a time in advance as decided by the nominee. Voting rights registrations made no later than 1 December 2026 are taken into account in the presentation of the share register.
Proxy and proxy form
If a shareholder is represented by proxy, a written and dated power of attorney signed by the shareholder must be issued for the proxy. The power of attorney must not have been issued more than one year before the date of the Extraordinary General Meeting, unless the power of attorney provides for a longer period, however, not exceeding five years from issuance. The original power of attorney as well as registration certificate and other authorization documents, evidencing the authorized representative, should reach the company at the above address no later than 30 November 2026.
Proxy form is available from the company and on the company's website, www.teqnion.se, and is upon request sent to shareholders who provide their postal address.
Proposed agenda
Opening of the Extraordinary General Meeting.
- Election of Chairman of the Extraordinary General Meeting.
- Preparation and approval of the voting list.
- Approval of the agenda.
- Election of one or two persons to verify the minutes in addition to the Chairman.
- Determination as to whether the Extraordinary General Meeting has been duly convened.
- Resolution on authorization for the Board of Directors to resolve on acquisition and transfer of treasury shares.
- Closing of the Extraordinary General Meeting.
Proposed resolutions
Item 2 - Election of Chairman of the Extraordinary General Meeting
The Board of Directors proposes that Board member Henrik Joelsson, or, if he is prevented from attending, the person appointed by the Board of Directors, be elected Chairman of the Extraordinary General Meeting.
Item 7 - Resolution on authorization for the Board of Directors to resolve on acquisition and transfer of treasury shares
The Board of Directors proposes that the Extraordinary General Meeting authorizes the Board of Directors to, at one or several occasions during the period up until the next Annual General Meeting, resolve upon acquisitions and transfers of shares in the company on the following terms.
(a) Acquisition of shares in the company shall take place on Nasdaq First North Growth Market.
(b) Acquisitions may only be made by a maximum of so many shares that, at any given time, the company's own holdings do not exceed ten (10) percent of all shares in the company.
(c) Acquisition of shares shall be made in accordance with the price limitations set out from time to time in the applicable rulebook for Nasdaq First North Growth Market.
(d) Payment for the shares shall be made in cash.
(e) Transfer of shares under the authorization may comprise all treasury shares held by the company from time to time.
(f) Transfer of shares on Nasdaq First North Growth Market may only take place at a price within the price interval at any time recorded on Nasdaq First North Growth Market, which shall refer to the interval between the highest buying price and the lowest selling price.
(g) Transfers of shares outside of Nasdaq First North Growth Market or another multilateral trading facility may be made against payment in cash, in kind or by way of set-off. The price shall be determined so that the transfer is made on terms corresponding to the terms for relevant incentive programs, in accordance with current or future contractual obligations of the company or any group company (e.g., as payment for acquisitions) or otherwise on market terms.
(h) Transfers of shares may be made with deviation from the shareholders' preferential rights.
(i) The authorization may be exercised on one or more occasions during the period up until the Annual General Meeting 2027.
The purpose of the proposed authorization is to enable the Board of Directors to continuously adapt the company's capital structure and capital allocation, including by repurchasing shares when the Board considers this to be the most value-creating alternative for the shareholders, and to use treasury shares as consideration for, or to finance, acquisitions of companies and to secure commitments under incentive programs, thereby contributing to increased shareholder value over time.
As of 31 December 2025, the disposable amount pursuant to Chapter 17, Section 3, first paragraph of the Swedish Companies Act amounted to SEK 722.5 million. No resolutions on dividends or other value transfers have been adopted since then. The disposable amount pursuant to the aforementioned provision therefore remains unchanged.
The Board of Directors, or the person appointed by the Board of Directors, shall have the right to resolve on the other terms for transfer of treasury shares in accordance with the authorization.
Documentation pursuant to Chapter 19, Section 22 and 24 of the Swedish Companies Act has been prepared.
The Board of Directors' proposal is conditional upon the legislative amendments adopted by the Riksdag in Government Bill 2025/26:125 (Committee Report 2025/26:CU35, Riksdag Communication 2025/26:274), which according to the Riksdag's decision of 20 May 2026 shall enter into force on 5 December 2026, having entered into force at the time of the Extraordinary General Meeting. The resolution shall have no validity and shall not be implemented in the event that the legislative amendments have not entered into force.
Other information
Majority requirements
Resolution pursuant to item 7 is valid only when supported by shareholders representing no less than two thirds (2/3) of both the votes cast and the shares represented at the Extraordinary General Meeting.
Number of shares and votes in the company
At the time of issuance of this notice, the total number of shares in the company, as well as the total number of voting rights, amounts to 17,165,756. The company holds no treasury shares.
Shareholders' right to receive information
The Board of Directors and the Chief Executive Officer shall, if any shareholder so requests and the Board of Directors believes that it can be done without material harm to the company, provide information at the Extraordinary General Meeting about circumstances that may affect the evaluation of an item on the agenda.
Available documents
The Board of Directors' complete proposal for resolution pursuant to item 7 is available from the company and on its website stated below.
Documents in accordance with Swedish Companies Act will be available from the company no later than three weeks prior to the Extraordinary General Meeting, i.e. as from 14 November 2026 at the latest. The documents will also be available on the company's website, www.teqnion.se.
Copies of the above documents are also sent to the shareholders who so request and provide their postal address. The documents will also be presented at the Extraordinary General Meeting.
Processing of personal data
For information about how your personal data are processed, see https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
______
Stockholm, November 2026
Teqnion AB
The Board of Directors
_______________
For more information, please contact:
Johan Steene, CEO, phone: +46 73 333 57 33, E-mail: [email protected]
Jonathan Alexandersson, CFO, phone: +46 76 146 85 71, E-mail: [email protected]
Teqnion AB
Dalvägen 14
169 56 Solna
Phone: 08-655 12 00
E-mail: [email protected]
About Teqnion
Teqnion AB is an industrial group that acquires stable niche companies with good cash flows to develop and own with an eternal horizon. The subsidiaries are managed decentralized with support from the parent company. We operate in numerous industries with leading products, which gives us good resistance to economic fluctuations as well as solid industrial know-how. For us, it is central to focus on profitability and long-term sustainable business relationships. The company's shares with the abbreviation TEQ are traded on the Nasdaq First North Growth Market.
Redeye Nordic Growth AB is Certified Adviser.