2026-05-22
Seafire AB (publ) (the "Company") held its Annual General Meeting today, 22 May 2026, at which the following main resolutions were adopted.
For more detailed information regarding the resolutions, reference is made to the notice convening the Annual General Meeting, which is available on the Company's website, www.seafireab.com.
Adoption of the income statement and balance sheet
The Meeting resolved to adopt the income statement and balance sheet and the consolidated income statement and consolidated balance sheet for the financial year 2025.
Disposition of the result
The Meeting resolved, in accordance with the board of directors' proposal, that no dividend shall be paid for the financial year 2025 and that the available funds shall be carried forward to a new account.
Discharge from liability
The Meeting resolved to discharge each member of the board of directors and the CEO from liability for the financial year 2025.
Board of directors and auditor
The Meeting resolved, in accordance with the nomination committee's proposal, that the number of board members shall be five. It was further resolved that the Company shall have a registered audit firm as auditor.
The Meeting resolved, in accordance with the nomination committee's proposal, that remuneration for members appointed by the Annual General Meeting be paid as follows: SEK 330,000 to the chair of the board of directors and SEK 207,000 to each of the other members who are not employees of the group. In addition, it was resolved that remuneration for committee work be paid with SEK 90,000 to the chair of the audit committee and SEK 40,000 to each of the other members of the audit committee. It was further resolved that no remuneration be paid to the chair of the remuneration committee and that no remuneration be paid to the other members of the remuneration committee.
The Meeting resolved that fees to the auditor shall be paid in accordance with approved invoices as they arise.
The Meeting resolved, in accordance with the nomination committee's proposal, to re-elect Anders Hillerborg, Marcus Söderberg, Stina Wollenius and Sonny Mirborn as board members and to elect Richard Jernberg as a new board member for the period until the end of the next Annual General Meeting. Anders Hillerborg was re-elected as chair of the board.
The Meeting resolved, in accordance with the nomination committee's proposal and the audit committee's recommendation, to re-elect the registered auditing firm Öhrlings PricewaterhouseCoopers AB as auditor for the period until the end of the next Annual General Meeting with the auditor Fredrik Göransson as the Company's principal auditor.
Approval of remuneration report
The Meeting resolved, in accordance with the board of directors' proposal, to approve the board of directors' remuneration report regarding remuneration to senior executives in accordance with Chapter 8, Section 53 a of the Swedish Companies Act.
Authorisation to issue shares
The Meeting resolved, in accordance with the board of directors' proposal, to authorise the board of directors, on one or more occasions until the next Annual General Meeting, with or without preferential rights for the shareholders, to resolve on new issues of shares, convertibles and/or warrants, entailing the issue of, conversion into or subscription for a maximum number of shares corresponding to ten (10) per cent of the total number of shares in the Company at the time the authorisation is first utilised.
Acquisitions and transfers of own shares
The Meeting resolved, in accordance with the board of directors' proposal, to authorise the board of directors, on one or more occasions until the next Annual General Meeting, to acquire and/or transfer the Company's own shares, which in the latter case may be resolved with deviation from the shareholders' preferential rights.
Acquisition of the Company's own shares shall be made on Nasdaq Stockholm, and transfers of own shares may be made on Nasdaq Stockholm or in connection with acquisitions of companies or businesses on market terms, or in order to secure or facilitate the management of the Company's incentive programs. Acquisitions of the Company's own shares may be made so that the Company's total holding of own shares amounts to no more than one tenth (1/10) of all shares in the Company, and the maximum number of shares that may be transferred is the total number of own shares held by the Company at the time of the board of directors' decision.
Warrant program 2026/2029
The Meeting resolved, in accordance with the board of directors' proposal, to implement a long-term incentive program for certain senior executives within the Seafire group, whereby warrants will be issued free of charge to the Company, which will subsequently transfer the warrants to the participants at the market value of the warrants. The warrants entitle the holders to subscribe for new shares in the Company.
Allotment of warrants under the warrant program is conditional upon the participants, at the time of application to participate in the program, holding a number of shares in the Company corresponding to at least ten (10) or twenty (20) per cent, respectively, of the number of shares they may be allotted under the program, depending on the participant category to which they belong. In total, a maximum of 1,135,000 warrants will be issued with the right to subscribe for not more than 1,135,000 new shares.
The subscription price per share shall, in accordance with the resolution, be determined at an amount corresponding to a 12 per cent annual adjustment of the volume-weighted average price (VWAP) of the Company's share on Nasdaq Stockholm over a period of fifteen (15) trading days immediately preceding the date of the first transfer of the warrants to the participants.
Subscription for shares pursuant to warrants may take place during a one-week period commencing the day after the Company has published its quarterly report for the first quarter of 2029, and during a one-week period commencing the day after the Company has published its quarterly report for the second quarter of 2029.
The program may, upon full participation and full subsequent subscription of shares pursuant to the warrants, entail dilution of no more than approximately 1,6 per cent, calculated on the basis of the number of shares outstanding in the Company as of the date of the Annual General Meeting.
For more information, please contact
Anders Hillerborg, Chairman of the Board, +46 707-32 97 98, anders.hillerborg@creades.se
Daniel Repfennig, CEO, +46 722-00 89 41, daniel.repfennig@seafireab.com
About Seafire
Seafire is a company group consisting of the business segments Industrial components and Products, which acquires and develops companies in Sweden. The group was founded in 2016 and focuses on acquiring profitable companies with development potential. Seafire consists of 13 operating companies with sales of slighlty above 1.1 billion SEK. The company's shares are listed on Nasdaq Stockholm. For more information, please visit www.seafireab.com/en.
