SAS — AGM Information 2020

Mar 12, 2020

Resolutions by the 2020 Annual General Meeting in SAS AB (publ)

Resolutions by the 2020 Annual General Meeting in SAS AB (publ)

The March 12, 2020 Annual General Meeting in SAS (the "AGM") resolved to adopt

the proposal by the Nomination Committee to re-elect Carsten Dilling as Chairman

of the Board and Dag Mejdell, Monica Caneman, Liv Fiksdahl, Lars-Johan

Jarnheimer, Kay Kratky, Sanna Suvanto-Harsaae, and Oscar Stege Unger as Board

members. The AGM also resolved to adopt the revised proposal from the Nomination

Committee that the Board fees remain unchanged. At the meeting, Carsten Dilling

also informed that all Board members, on their own initiative and with effect

immediately, decided on reducing their Board fees resolved by the AGM with

20 percent for the remainder of the year by giving up this portion of the fee.

The meeting resolved to re-elect the auditing firm KPMG AB as auditor.

It was further resolved that the five members of the Nomination Committee would

be the Chairman of the Board, along with the shareholder representatives Åsa

Mitsell, Swedish Ministry of Enterprise and Innovation, for the Swedish

government; Peder Lundquist, Danish Ministry of Finance, for the Danish

government; Jacob Wallenberg for the Knut and Alice Wallenberg Foundation; and

Gerald Engström, representing himself and Färna Invest AB.

The AGM resolved in line with the Board's proposal to implement a long-term

incentive plan for all approximately 13,000 full-time and part-time SAS

employees (with the exception of Group Management) comprising up to 7,142,857

SAS shares in total. In terms of hedging arrangements, the AGM did not approve

the Board's proposal that included issuing and repurchasing convertible C shares

with subsequent transfer to plan participants. Instead, the AGM approved the

Board's alternative hedge proposal of entering into an equity swap agreement

with a third party.

As regards other issues, the AGM resolved in accordance with the respective

proposals from the Board and the Nomination Committee, including to adopt

amended guidelines for remuneration of senior executives and not to distribute

any dividend to SAS shareholders for the financial year 1 November 2018-31

October 2019.

For further information. please contact:

Michel Fischier. VP Investor Relations. +46 70 997 0673

SAS, Scandinavia's leading airline, carries 30 million passengers annually to,

from and within Scandinavia. The airline connects three main hubs - Copenhagen,

Oslo and Stockholm - with over 125 destinations in Europe, the US and Asia.

Spurred by a Scandinavian heritage and sustainable values, SAS will reduce total

carbon emissions by 25% and operate with biofuel equivalent to equal the total

consumption of fuel used to operate all domestic SAS flights, by 2030. In

addition to airline operations, SAS offers ground handling services. technical

maintenance and air cargo services. SAS is a founding member of Star AllianceT

and together with partner airlines offers almost 19.000 daily flights to more

than 1.300 destinations around the world.

Learn more at https://www.sasgroup.net