The board has resolved that shareholders also shall be able to exercise their voting rights at the annual general meeting through postal voting in advance. 

Notice of participation at the meeting shall be given no later than Wednesday 20 May 2026 by submission of a notice of participation or postal vote, see below.

The notice to the annual general meeting, including the board's and the nomination committee's complete proposals to the annual general meeting, is attached to this press release. The notice document is also available on Billerud's website www.billerud.com/about-us/corporate-governance/general-meetings.

Agenda items in brief

The board's proposed agenda for the annual general meeting, and the complete proposals, are included in this document. The proposed resolutions are, in brief, the following.

Annual report, dividend and discharge of liability
·    The meeting is to resolve on the adoption of the annual report, including the sustainability report, for 2025. The annual report and sustainability report are available at the company's website at https://www.billerud.com/investors/financial-reports. 
·    The meeting shall resolve upon the distribution of the year's result. The board proposes a dividend of SEK 2.00 per share. The dividend is estimated to be paid out to the shareholders on Tuesday 2 June 2026. 
·    The meeting shall resolve whether or not to discharge the board and CEO from liability for the 2025 financial year.

Election of board and auditor, as well as remuneration to the board and auditor
·    The meeting shall resolve on remuneration to the board and auditor. The nomination committee proposes increased fees for the board work, and that the auditor's fee shall be paid in accordance with approved invoices.
·    The meeting shall elect the company's board of directors. Current board members Regi Aalstad, Andreas Blaschke, Florian Heiserer, Magnus Nicolin, Gunilla Saltin and Victoria Van Camp are proposed for re-election. In addition, Magnus Nicolin is proposed as new chairman of the board and Bernd Eikens is proposed as new member of the board. Jan Svensson will leave the board in connection with the 2026 annual general meeting.
·    The meeting shall elect auditor. The nomination committee proposes that KPMG is re-elected as auditor for one more year, in which case Hök Olov Forsberg will continue as the auditor-in-charge.

Remuneration and performance based long-term share program for 2026
·    The meeting is to resolve on the approval of the remuneration report for 2025.
·    The meeting shall resolve on the board's proposal to introduce a performance based long-term share program for 2026 for the CEO, other members of the Group Management Team (GMT members) and other key employees within Billerud. The proposed share program has the same overall structure as the share-based incentive program for 2025 and is described in detail below.

Authorization for the board to resolve on repurchases and transfer of own shares
·    The meeting shall resolve on the board's proposal to authorize the board to resolve on repurchases of own shares up to a holding that corresponds to a maximum of 10 percent of the total number of outstanding shares in the company, for the purpose of giving the board more options in its efforts to deliver long-term shareholder value and total return, as well as to secure delivery of shares to participants of the proposed share-based incentive program for 2026 and potential future share-based incentive programs.
·    The meeting shall resolve on the board's proposal to authorize the board of directors to resolve on transfer of own shares corresponding to a maximum of the total number of own shares held by Billerud at any time, including a right to resolve on deviation from the shareholders' preferential rights. The purpose of the authorization, and the reason for the deviation from the shareholders' preferential rights, is to enable financing of acquisitions of businesses through payment with own shares.

Right to participate and registration

Participation at the meeting venue
Shareholders who wish to participate in the annual general meeting at the meeting venue, in person or by proxy, must:
·    be recorded as a shareholder in the presentation of the share register (maintained by Euroclear Sweden) concerning the circumstances on Monday 18 May 2026 (the so called "Record Date"); and 
·    give notice of participation no later than Wednesday 20 May 2026, in accordance with the instructions below. 

Notice of participation may be submitted either: 
·    by mail to Billerud AB (publ), "Annual General Meeting 2026", c/o Euroclear Sweden AB, P.O box 191, SE-101 23 Stockholm, Sweden; or
·    by telephone to +46 (0)8-402 90 62; or 
·    on https://www.euroclear.com/sweden/generalmeetings/. 

Shareholders shall in their notice of participation state their name, personal identification number or company registration number, address, phone number and advisors (not more than two), if applicable. 

If the shareholder is represented by proxy at the meeting venue, a written and dated power of attorney, as well as, for legal entities, a registration certificate or other corresponding documentation, should be sent to the company to the address Billerud AB (publ), "Annual General Meeting 2026", c/o Euroclear Sweden AB, P.O box 191, SE-101 23 Stockholm, Sweden, well before the meeting. A template proxy form is available at the company's website at www.billerud.com/about-us/corporate-governance/general-meetings. 

Participation through postal voting 
Shareholders who wish to participate in the annual general meeting by postal voting, in person or by proxy, must:
·    be recorded as a shareholder in the presentation of the share register (maintained by Euroclear Sweden) concerning the circumstances on Monday 18 May 2026 (the so called "Record Date"); and 
·    give notice of their participation no later than Wednesday 20 May 2026 by casting their postal vote so that it is received by Euroclear Sweden (administrating the forms on behalf of Billerud) no later than that day.

A dedicated form shall be used for postal voting. The form is available at Billerud's website www.billerud.com/about-us/corporate-governance/general-meetings. The completed form can be submitted electronically, either through BankID verification via Euroclear Sweden's website in accordance with instructions on https://www.euroclear.com/sweden/generalmeetings/ or by sending the completed and signed form by e-mail to [email protected]. The completed and signed form may also be sent by mail to Billerud Aktiebolag (publ), "Annual General Meeting 2026", c/o Euroclear Sweden AB, P.O. Box 191, SE-101 23 Stockholm, Sweden. 

If the shareholder submits its postal vote by proxy, a written and dated power of attorney shall be enclosed with the postal voting form. A template proxy form is available at the company's website www.billerud.com/about-us/corporate-governance/general-meetings. If the shareholder is a legal entity, a registration certificate or a corresponding document for the legal entity shall be enclosed with the postal voting form. Further instructions can be found on the postal voting form and on Euroclear Sweden's website at https://www.euroclear.com/sweden/generalmeetings/.

Please note that shareholders who wish to attend the meeting venue in person or by proxy must give notice of participation in accordance with the instructions under the heading "Participation at the meeting venue" above. This means that a notice of participation only through postal voting is not sufficient for shareholders who wish to attend the meeting venue.

Nominee-registered shares (voting rights registration)
In order to be entitled to participate in the annual general meeting, shareholders whose shares are registered in the name of a nominee must, in addition to giving notice of participation, register such shares in their own name so that the shareholder is recorded in the presentation of the share register as of Monday 18 May 2026. Such registration may be temporary (so-called voting rights registration), and is requested from the nominee in accordance with the nominee's routines, and at such time in advance as determined by the nominee. Voting rights registrations that have been effectuated by the nominee no later than Wednesday 20 May 2026 will be taken into account in the presentation of the share register for the annual general meeting.

Proposed agenda for the annual general meeting 2026

1.    Opening of the meeting.

2.    Election of chairman of the meeting.

3.    Drawing up and approval of the voting list.

4.    Election of one or two persons to verify the minutes.

5.    Determination as to whether the meeting has been duly convened.

6.    Approval of the agenda.

7.    Presentation by the CEO.

8.    Presentation of:
(a)    the annual report and the consolidated accounts, including the sustainability report, for the financial year 2025, and
(b)    the auditor's report and the consolidated auditor's report as well as the sustainability assurance report on the sustainability report for the financial year 2025.

9.    Resolution on
(a)    the adoption of the income statement and the balance sheet as well as the consolidated income statement and the consolidated balance sheet for 2025,
(b)    the distribution of the company's profits based on the adopted balance sheet for 2025 and the record date for the dividend, and
(c)    discharge of personal liability for board members and the CEO for the year 2025.

10.    Presentation of the remuneration report for approval.

11.    Resolution on number of board members to be elected by the meeting.

12.    Resolution on remuneration for board members and committee work and on fees for auditors. 

13.    Election of board members:
(a)    Regi Aalstad (re-election, proposed by the nomination committee),
(b)    Andreas Blaschke (re-election, proposed by the nomination committee),
(c)    Florian Heiserer (re-election, proposed by the nomination committee),
(d)    Magnus Nicolin (re-election, proposed by the nomination committee),
(e)    Gunilla Saltin (re-election, proposed by the nomination committee),
(f)    Victoria Van Camp (re-election, proposed by the nomination committee), and 
(g)    Bernd Eikens (new election, proposed by the nomination committee).

14.    Election of chairman of the board.

15.    Election of auditor.

16.    Resolution on a performance based long-term share program for 2026, including resolutions to 
(a)    implement a performance based long-term share program for 2026, and
(b)    transfer own shares to the participants.

17.    Resolution on authorization for the board to resolve on repurchases and transfer of own shares.

18.    Closing of the meeting.

For further information, please contact:
Andreas Mattsson, General Counsel, +46 (0) 553 335 16