Lund, Sweden, September 22, 2026. Hansa Biopharma AB (publ), "Hansa" (Nasdaq Stockholm: HNSA), has today on September 22, 2026 held its Extraordinary General Meeting. The Extraordinary General Meeting was held by physical presence of shareholders and with the option for shareholders to exercise their voting rights by advance voting (postal voting). The Extraordinary General Meeting of Hansa passed the following resolutions.
The number of members of the Board of Directors, election of new members of the Board of Directors and fees for the new members of the Board of Directors
The Extraordinary General Meeting resolved that the members of the Board of Directors shall be eight with no deputy members.
The Extraordinary General Meeting resolved that the fees for the new members of the Board of Directors, for the period until the end of the next Annual General Meeting, shall be SEK 400,000 in cash and SEK 200,000 in Restricted Share Units ("RSUs"). The new members of the Board of Directors residing outside of Europe shall also receive an amount of SEK 150,000 for travel compensation. The resolved remuneration is in accordance with the remuneration resolved upon by the Annual General Meeting 2026 and refers to the remuneration for a mandate period from one Annual General Meeting until the next Annual General Meeting. The remuneration above was therefore resolved to be paid pro rata to each Board member based on the number of months each Board member serves from and including the Annual General Meeting 2026 until the Annual General Meeting 2027. Remuneration for work within the committees of the Board of Directors shall be paid in accordance with the resolution from the Annual General Meeting 2026.
The Extraordinary General Meeting resolved on new election of Shannon Campbell and Gregory Perry as members of the Board, both for the time until the end of the next Annual General Meeting.
Resolution to adopt a long-term shareholder program Board RSU 2026:2 for the new members of the Board of Directors
The Extraordinary General Meeting resolved, in accordance with the Nomination Committee's proposal, to introduce a long-term shareholder program for the new members of the Board of Directors ("Board RSU 2026:2"). Board RSU 2026:2 is a program under which the participants will be granted RSUs that entitle to not more than 15,000 ordinary shares in Hansa. The number of RSUs that shall be granted to each participant shall equal the below amount for the respective participant divided by the volume weighted average price of Hansa's ordinary share on Nasdaq Stockholm for the five (5) trading days preceding the grant date. Under Board RSU 2026:2, RSUs shall be awarded based on a value of SEK 200,000 to each of the new Board members, however, to be reduced pro rata to each Board member based on the number of months each Board member serves from and including the Annual General Meeting 2026 until the Annual General Meeting 2027. The RSUs shall vest at the earlier of the day before (i) the Annual General Meeting 2027 and (ii) 1 July 2027, provided that the participant is still a Board member of Hansa at said date. Each vested RSU entitles the holder to receive one ordinary share in the company free of charge. It was further resolved, in accordance with the Nomination Committee's proposal, that Hansa can enter into an equity swap agreement with a third party on terms in accordance with market practice, whereby the third party in its own name shall be entitled to acquire and transfer ordinary shares in Hansa to the participants, to secure delivery of ordinary shares to the participants in Board RSU 2026:2.
Resolution to amend the articles of association
The Extraordinary General Meeting resolved, in accordance with the Board of Directors' proposal, to amend the articles of association by adding a new section regarding an exclusive forum for resolving any complaint filed in the United States asserting a cause of action arising under the U.S. Securities Act of 1933, as amended.
More information about the resolutions is available in the notice and the complete proposals which are available on the company's website, www.hansabiopharma.com.
The information was submitted for publication, through the agency of the contact person set out below, at 17:30 CEST on September 22, 2026.
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Contacts for more information:
Adam Cutler, Chief Financial Officer
IR@hansabiopharma.com
Kerstin Falck, VP Global Corporate Affairs
media@hansabiopharma.com
Notes to editors
About Hansa Biopharma
Hansa Biopharma AB is a pioneering commercial-stage biopharmaceutical company developing and commercializing novel immunomodulatory therapies to transform care for patients with acute or complex immune disorders. Hansa's proprietary IgG-cleaving enzyme technology platform addresses serious unmet medical needs in transplantation, gene therapy and autoimmune diseases. The company's portfolio includes imlifidase, a first-in-class immunoglobulin G (IgG) antibody-cleaving enzyme therapy, which has been shown to enable kidney transplantation in highly sensitized patients, and HNSA-5487, a next-generation IgG-cleaving molecule that will be developed for Guillain-Barré Syndrome (GBS). Hansa Biopharma is based in Lund, Sweden, and has operations in Europe and the U.S. The company is listed on Nasdaq Stockholm under the ticker HNSA. Find out more at www.hansabiopharma.com and follow us on LinkedIn.
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