AGM Information • Dec 18, 2025
AGM Information
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Kongsberg Gruppen ASA – Notice of extraordinary general meeting for approval of demerger plan
18 December 2025 - Reference is made to the stock exchange announcement made by Kongsberg Gruppen ASA ("KOG" or the "Company") published on 17 December 2025 regarding the signing and publication of the demerger plan for the demerger of the Kongsberg Maritime business (the "KM business") from KOG to Kongsberg Maritime ASA ("KM ASA").
The demerger is, among other, conditional upon KOG's general meeting approving the demerger plan. To obtain such approval, the board of directors calls for an extraordinary general meeting to be held on 22 January 2026 at 14:00 hours (CET). The extraordinary general meeting will be held digitally, and a link and guide for online participation is attached to the notice of the extraordinary general meeting. The notice is attached hereto and has also been made available together with its appendices on the Company’s website https://www.kongsberg.com/.
The Company’s nomination committee has, in the period following the announcement of the proposed demerger on 30 October 2025, worked on identifying shareholder-elected board members to KM ASA’s board of directors, and members for KM ASA’s nomination committee, who will be elected with effect from and including the first day of trading of KM ASA’s shares on Euronext Oslo Børs. The nomination committee has also considered remuneration to the members of the board of directors, the nomination committee, the audit and sustainability committee and the remuneration committee of KM ASA. In addition to approving the Demerger Plan, the board of directors also proposes that the extraordinary general meeting approve the candidates nominated to KM ASA’s board of directors and nomination committee, as well as the remuneration proposed by the nomination committee.
The nomination committee’s recommendation in full is available on the Company’s website https://www.kongsberg.com/.
The board of directors also proposes that certain linguistic changes and adjustments are made to the Company’s articles of association. Furthermore, the board of directors proposes that the Company appoint a new auditor, effective for the audit of the financial year commencing 1 January 2027. A recommendation for the election of the new auditor has been prepared by the audit and sustainability committee and is available on the Company's website.
The Demerger plan with appendices is available on the Company’s website.
This information is subject to the disclosure requirements of Section 5-12 of the Norwegian Securities Trading Act.
Advisors
Arctic Securities AS is acting as financial advisor and Advokatfirmaet Thommessen AS as legal advisor to Kongsberg Gruppen ASA.
Contact Information
For investors/analysts:
Jan Erik Hoff, Group Vice President Investor Relations & Sustainability
Kongsberg Gruppen ASA
Phone: +47 991 11 916
Email: [email protected]
For media and press:
Ronny Lie, Group Vice President and Chief Communication Officer
Kongsberg Gruppen ASA
Phone: +47 916 10 798
Email: [email protected]
About Kongsberg Gruppen ASA
Kongsberg Gruppen ASA (OSE ticker: KOG) is an international knowledge-based group delivering high-tech systems and solutions to customers across a wide range of markets including defence, security, maritime, energy, aerospace, climate, and subsea technology. Kongsberg Gruppen ASA has more than 15,000 employees in 40 countries and recorded total revenues of NOK 48.9 billion in 2024.
Follow us at: kongsberg.com, LinkedIn and X.
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