#Sweden #Stockholm #stock options #SciBase Holding #AGM 2026

Notice of Annual General Meeting for SciBase Holding AB

SciBase Holding AB (publ), registration number 556773-4768, has invited its shareholders to attend the annual general meeting scheduled for May 19, 2026, beginning at 10:00 AM CEST. The location for this important gathering will be BAHR Advokatbyrå, situated at Birger Jarlsgatan 16 in Stockholm. Shareholders can register their attendance starting at 9:30 AM CEST.

Right to Participate

For shareholders aiming to participate in this meeting, two key criteria must be met:

1. You must be recorded in the share register managed by Euroclear Sweden AB on May 8, 2026.
2. You must inform the Company of your intent to participate by sending a notification, whether via postal mail to BAHR Advokatbyrå AB, attention Victor Marklund, or via email to [email protected], no later than May 12, 2026. The notification should provide your full name, personal identification number or corporate registration number, address, contact number, shareholding details, and any information about accompanying guests (limited to two).

Shareholders with Nominee-Registered Shares

If your shares are nominee-registered, you must temporarily re-register your shares in your name in the share register maintained by Euroclear Sweden AB to participate and vote at the meeting. Ensure that your nominee completes this voting right registration by May 12, 2026, in order to be counted for the record date of May 8, 2026.

Participation by Proxy

Shareholders planning to be represented by a proxy will need to provide a power of attorney. If this document originates from a legal entity, a registration certificate showing authority for the power of attorney must also be included. Send the original power of attorney and if applicable, the registration certificate to BAHR Advokatbyrå AB, attention Victor Marklund, in advance of the meeting. Keep in mind, the power of attorney should not exceed one year unless a longer validity is specified.

Meeting Agenda

The agenda for the annual meeting includes:
1. Opening of the meeting.
2. Election of the chairperson.
3. Preparation and approval of the voting list.
4. Approval of the agenda.
5. Election of one person to approve the meeting minutes.
6. Determining if the meeting is duly convened.
7. Presentation of the annual report and auditor's report, along with consolidated financial statements.
8. Resolutions regarding:
i. Adoption of profit & loss statements and balance sheets.
ii. Allocation of the Company’s profit or loss.
iii. Discharge from liability for board members and the CEO.
9. Determination of board members and deputies, as well as number of auditors.
10. Determination of remuneration for board members and auditors.
11. Election of board members and auditor.
12. Resolutions on nomination committee principles.
13. Resolutions regarding amendments to the articles of association and reverse share splits.
14. Stock option program implementation and related measures.
15. Authorization for the board to issue shares, warrants, or convertible debentures.
16. Meeting closure.

Nomination Committee's Recommendations

The nomination committee, which comprises Jesper Høiland (board chairman), Anders Bladh (Ribbskottet AB), Derek Maetzold (Castle Biosciences Inc), and Maria Anderqvist, will propose the following:

• - The board shall consist of four ordinary members until the next annual general meeting.
• - The chairman’s remuneration is proposed at SEK 415,000, with other board members receiving SEK 150,000.
• - Jesper Høiland and other current board members are recommended for re-election.
• - A registered accounting firm will be suggested as auditor. The existing auditor, Magnus Lagerberg, will remain responsible.

Stock Option Program Proposal

The board has proposed an incentive structure involving stock options for key employees (stock option program 2026/2029). This is aimed at fostering long-term engagement and aligning their interests with those of shareholders.

Financial Proposals

The proposal includes details on profit allocation, suggesting no dividend in 2025 to favor reinvestment.
Further strategies for reverse share splits and stock option programs will also be discussed, with a total costs assessment expected to be around SEK 1.57 million.

Shareholders are also reminded of their right to pose inquiries during the meeting.

For detailed documentation and updates regarding the meeting, interested shareholders can visit the Company's website at www.scibase.com, starting three weeks prior to the annual meeting.

In summary, this annual general meeting is poised to play a critical role in shaping SciBase Holding AB's future direction, and shareholder participation is encouraged.