The following resolutions were passed at the Annual General Meeting (the "AGM") of CellaVision AB (publ) on 28 April 2026 in Lund.
Adoption of profit and loss account and balance sheet and discharge from liability
The AGM resolved to adopt the profit and loss account and the balance sheet as well as the consolidated profit and loss account and the consolidated balance sheet for the financial year 2025. Furthermore, the members of the Board of Directors and the CEO were discharged from liability for the financial year 2025.
Allocation of profit
The AGM resolved, in accordance with the Board of Directors' proposal, on a dividend of SEK 2.75 per share with record date on 30 April 2026. The dividend is expected to be distributed by Euroclear Sweden AB on 6 May 2026.
Board of Directors and auditor
The AGM resolved, in accordance with the Nomination Committee's proposal that the number of Board members shall be six, with no deputy Board members, and that the number of auditors shall be one, with no deputy auditor.
Furthermore, the AGM resolved, in accordance with the Nomination Committee's proposal, on re-election of Mikael Worning, Christer Fåhraeus, Stefan Wolf, Ann-Charlotte Jarleryd and Emil Hjalmarsson as Board members and on the election of Zlatko Rihter as new Board member. Louise Armstrong-Denby had declined re-election. Zlatko Rihter was elected as the new Chairman of the Board of Directors. The AGM resolved on re-election of the audit firm KPMG AB as auditor.
The AGM also resolved on remuneration to the Board of Directors, remuneration to the auditor and additional remuneration for work in the Board's committees in accordance with the Nomination Committee's proposal.
Nomination Committee for the next AGM
The AGM resolved, in accordance with the Nomination Committee's proposal, that the principles for appointing the Nomination Committee which were adopted at the AGM in 2020 shall apply also for the AGM to be held in 2027.
Remuneration report
The AGM resolved, in accordance with the Board of Directors' proposal, to approve the Board of Directors' remuneration report for the financial year 2025.
Authorization to repurchase and transfer the company's own shares
The AGM resolved, in accordance with the Board of Directors' proposal, to authorize the Board of Directors to, on one or several occasions and for the period up until the next AGM, repurchase and transfer the company's own shares. Repurchase may not exceed such a number of shares that the company's holding at any time exceed ten percent of all shares in the company.
The purpose of the authorization, and the reason for any deviation from shareholders' pre-emption rights, is to give the Board increased opportunities to adapt the company's capital structure to the capital needs from time to time and thus be able to contribute to increased shareholder value in the company. Furthermore, the authorization aims to facilitate the procurement of working capital or broadening of the ownership base. The purpose of the authorization does not allow the company to trade its own shares for short-term profit purposes.
Complete information and resolutions
All resolutions were passed in accordance with the proposals submitted by the Board of Directors and the Nomination Committee, respectively. The proposals regarding the resolutions of the AGM are available on the company's website, www.cellavision.com.
Contact
Lisa Bodily Nordqvist
Investor Relations and Corporate Communications Manager
Phone: + 46 76 345 31 87
E-mail: lisa.bodilynordqvist@cellavision.com
www.cellavision.com
About Us
CellaVision is a global medical technology company that develops and sells its own leading systems for routine analysis of blood and other body fluids in health care services. These analyses play a vital role in swift and accurate disease diagnoses, particularly in cases of infections and serious cancer diseases. The products replace manual laboratory work, and secure and support effective workflows and skills development within and between hospitals. The company has leading-edge expertise in sample preparation, image analysis, artificial intelligence and automated microscopy. Sales are via global partners with support from the parent company in Lund and by the company's 13 local market support organizations covering more than 40 countries. In 2025, sales were SEK 759 million and the company's growth target is 15% per year over an economic cycle. CellaVision's registered office is in Lund, Sweden. The share is listed on the Nasdaq Stockholm, Mid Cap list. Read more at www.cellavision.com
