Core Points - Fingerprint Cards AB held its Annual General Meeting on June 24, 2025, in Stockholm, where several key resolutions were passed [1] Dividend - The Meeting resolved that no dividend be paid [2] Board of Directors and Auditors - The directors of the Board and the managing director were discharged from liability for the period from January 1 to December 31, 2024 [3] - Christian Lagerling and Adam Philpott were re-elected as Board Members, while John Lord and Carl Johan Grandinson were newly elected [3] - Christian Lagerling was re-elected as Chairman of the Board of Directors [3] Board Remuneration - Board remuneration was set at SEK 675,000 for the Chairman and SEK 295,000 for each other Board Member, with no remuneration for employed Board members [4] - The adjusted Board remuneration is expected to result in significant cost savings for the Company [4] Auditors - BDO Mälardalen AB was re-elected as auditor, with Johan Pharmanson as Auditor-in-Charge, until the end of the next Annual General Meeting [5] - Remuneration for auditors will be paid according to approved invoices [5] Remuneration Report - The Meeting approved the Board of Directors' remuneration report for 2024 in accordance with Swedish Companies Act [6] Share Repurchase and Transfer Authorization - The Board was authorized to repurchase up to 10% of the total number of outstanding class B shares until the next Annual General Meeting [7] - The Board was also authorized to transfer class B shares, deviating from shareholders' preferential rights [7] Amendment of Articles and Reverse Share Split - The Meeting approved amendments to the articles of association to enable a reverse share split, consolidating 2,000 existing shares into one [8] - Post-split, the number of shares will decrease from 15,175,375,766 to 7,587,687 shares, and votes will decrease from 15,246,250,766 to 7,623,120 [8] - The Board was authorized to determine the record date for the reverse share split [8] New Share Issue Authorization - The Board was authorized to issue new class B shares, warrants, and/or convertibles up to 20% of the total number of outstanding shares until the next Annual General Meeting [11] Long-term Incentive Programs - The Meeting approved an Employee Stock Option Program 2025/2028, allowing for the issuance of up to 265,595 options for B-shares [12] - The program allows subscription for B-shares at a price corresponding to 150% of the volume-weighted average price during the first ten trading days following the record date for the reverse share split [12] - A separate Employee Stock Option Program 2025/2029 was also approved for the Board, allowing for up to 113,815 options [13]
Bulletin from the 2025 Annual General Meeting of Fingerprint Cards AB (publ)
Globenewswire·2025-06-24 14:45