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Vitrolife — Proxy Solicitation & Information Statement 2026
Apr 1, 2026
2989_rns_2026-04-01_adcd98a2-bda7-4f00-b52b-68d3c4eb07fb.pdf
Proxy Solicitation & Information Statement
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VITROLIFE GROUP™
Notice of the Annual General Meeting of Vitrolife AB (publ)
The Annual General Meeting of Vitrolife AB (publ), 556354–3452, will be held on Tuesday 5 May 2026 at 17:00 CEST at Elite Park Avenue Hotel, Kungsportsavenyn 36-38 in Gothenburg, Sweden. Registration for the Annual General Meeting will commence at 16:30 CEST. The Board has decided that shareholders may exercise their voting rights at the Annual General Meeting also by postal voting in advance, in accordance with the provisions of the Articles of Association.
PARTICIPATION
Shareholders who wish to participate in the Annual General Meeting must:
- be recorded as a shareholder in the presentation of the share register prepared by Euroclear Sweden AB concerning the circumstances on Friday 24 April 2026; and
- give notice of participation no later than Tuesday 28 April 2026.
To be entitled to participate in the Annual General Meeting, shareholders whose shares are registered in the names of nominees must, in addition to giving notice of participation in accordance with the instructions below, register such shares in their own name so that the shareholder is recorded in the presentation of the share register as of Friday 24 April 2026. Such registration may be temporary (so called voting rights registration) and can be requested from the nominee in accordance with the nominee's procedures in such time in advance as the nominee determines. Voting rights registrations effected by the nominee no later than Tuesday 28 April 2026 will be considered in the presentation of the share register.
Participation at the meeting venue
Shareholders who wish to attend the meeting venue in person or by proxy must give notice of participation no later than Tuesday 28 April 2026 via Euroclear Sweden AB's website at www.euroclear.com/sweden/generalmeetings/, by telephone to +46 (0) 8 402 58 74, or by post to Vitrolife AB (publ), "AGM", c/o Euroclear Sweden AB, P.O. Box 191, SE-101 23 Stockholm, Sweden. Shareholders shall in their notice of participation state their name, personal identification number or company registration number, address and phone number. If the shareholder is represented by a proxy, a written and dated power of attorney signed by the shareholder shall be issued to the proxy. A template proxy form is available on the company's website at www.vitrolifegroup.com. If the shareholder is a legal entity, a registration certificate or a corresponding authorisation document shall be enclosed. To facilitate registration at the Annual General Meeting, the power of attorney, registration certificate and other authorisation documents should be sent to the company at the above address well in advance of the Annual General Meeting.
Participation by postal voting
Shareholders who wish to participate in the Annual General Meeting by postal voting must give notice of participation by casting their postal vote so that it is received by Euroclear Sweden AB no later than Tuesday 28 April 2026. A special form shall be used for postal voting. The postal voting form is available on the company's website at www.vitrolifegroup.com. The postal voting form can be submitted either by email to [email protected], or by post to Vitrolife AB (publ), "AGM", c/o Euroclear Sweden AB, P.O. Box 191, SE-101 23 Stockholm, Sweden. Shareholders may also cast their postal votes electronically through verification with BankID via Euroclear Sweden AB's website at www.euroclear.com/sweden/generalmeetings/. If the shareholder postal votes by proxy, a written and dated power of attorney signed by the shareholder shall be enclosed with the form. A template proxy form is available on the company's website at www.vitrolifegroup.com. If the shareholder is a legal entity, a registration certificate or a corresponding authorisation document shall be enclosed with the form.
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Further instructions can be found on the postal voting form and on Euroclear Sweden AB's website at www.euroclear.com/sweden/generalmeetings/. Please note that shareholders who wish to attend the meeting venue in person or by proxy must give notice of participation in accordance with the instructions under the heading "Participation at the meeting venue". This means that a notice of participation only by postal voting is not sufficient for those who wish to attend the meeting venue.
PROPOSED AGENDA
- Opening of the Annual General Meeting.
- Election of Chairman of the Annual General Meeting.
- Preparation and approval of the voting list.
- Approval of the agenda.
- Election of one or two persons to check and verify the minutes.
- Determination of whether the Annual General Meeting has been duly convened.
- Presentation by the Chief Executive Officer.
- Presentation of the Annual Report and the Auditor's report as well as the Consolidated Accounts and the Group Audit Report.
- Resolution on:
a. adoption of the Income Statement and Balance Sheet as well as the Consolidated Income Statement and Consolidated Balance Sheet;
b. disposition of the company's profits in accordance with the adopted Balance Sheet and determination of the record date for dividend; and
c. discharge from liability for the Board members and the Chief Executive Officer. - Presentation and resolution on approval of the Board's Remuneration Report.
- Report on the work and proposals of the Nomination Committee.
- Determination of the number of Board members and the number of Auditors and any Deputy Auditors.
- Determination of the remuneration to the Board members and Auditors.
- Election of Board members and the Chairman of the Board as well as Auditors and any Deputy Auditors.
Board members:
(a) Henrik Blomquist (re-election);
(b) Karen Lykke Sørensen (re-election);
(c) Pia Marions (re-election);
(d) Jón Sigurdsson (re-election);
(e) Nicklas Hansen (new election); and
(f) David T. Hansen (new election).
Chairman of the Board:
(g) Jón Sigurdsson (re-election).
Auditor:
(h) Deloitte AB (re-election).
- Approval of the procedure of the Nomination Committee.
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Resolutions regarding a long-term share incentive plan for 2026:
a. adoption of the plan; and
b. issue of warrants and transfer of warrants to the participants or a third party; or
c. share swap agreement with a third party in relation to the plan. -
Resolution on authorisation for the Board to resolve to issue shares.
- Resolution on authorisation for the Board to resolve on acquisitions of own shares.
- Resolution on amendments to the Articles of Association.
- Closing of the Annual General Meeting.
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RESOLUTIONS PROPOSED BY THE NOMINATION COMMITTEE
The Nomination Committee ahead of the 2026 Annual General Meeting comprises Niels Jacobsen, appointed by William Demant Invest A/S, Patrik Tigerschiöld, appointed by Bure Equity AB, Patricia Hedelius, appointed by AMF Fonder & Pension, and the Chairman of the Board Jón Sigurdsson. Patrik Tigerschiöld is the Chairman of the Nomination Committee. The Nomination Committee proposes the following to the Annual General Meeting.
Item 2: Election of Chairman of the Annual General Meeting
The Nomination Committee proposes that Patrik Tigerschiöld is elected to be the Chairman of the Annual General Meeting.
Item 12: Determination of the number of Board members and the number of Auditors and any Deputy Auditors
The Nomination Committee proposes that the Board shall consist of six (6) Board members and that the Company shall have a registered accounting firm as Auditor.
Item 13: Determination of the remuneration to the Board members and Auditors
The Nomination Committee proposes that the Board remuneration remains unchanged per member level. Accordingly, the Committee proposes the following remuneration to the Board members for the period until the next Annual General Meeting: SEK 1,350,000 to the Chairman of the Board, SEK 450,000 to each of the other Board members, SEK 160,000 to the Chairman of the Audit Committee and SEK 80,000 each to the other members of the Audit Committee, as well as SEK 100,000 to the Chair of the Remuneration Committee and SEK 50,000 each to the other members of the Remuneration Committee.
The Nomination Committee proposes that remuneration to the Auditor shall be paid in accordance with approved invoices.
Item 14(a)-(h): Election of Board members and the Chairman of the Board as well as Auditors and any Deputy Auditors
The Nomination Committee proposes that, for the period until the end of the next Annual General Meeting, Henrik Blomquist, Karen Lykke Sørensen, Pia Marions and Jón Sigurdsson shall be re-elected as members of the Board and that Nicklas Hansen and David T. Hansen shall be elected as new members of the Board. Lars Holmqvist has declined re-election.
The Nomination Committee proposes that Jón Sigurdsson be re-elected as Chairman of the Board.
Information on the proposed members of the Board and the Nomination Committee's motivated statement is available on the company's website at www.vitrolifegroup.com.
In accordance with the Audit Committee's recommendation, the Nomination Committee further proposes that the registered accounting firm Deloitte AB shall be re-elected as Auditor until the end of the 2027 Annual General Meeting. Deloitte AB has informed that the authorised public accountant Anneli Pihl will continue as Auditor in Charge if the Annual General Meeting re-elects Deloitte AB as Auditor.
Item 15: Approval of the procedure of the Nomination Committee
The Nomination Committee proposes that the Annual General Meeting resolves to adopt the following instruction for the Nomination Committee, to apply until the General Meeting resolves to change the procedure for appointing the Nomination Committee.
The Nomination Committee shall be formed during September in consultation with the largest shareholders of the company as of the last banking day in August, based on owner statistics from Euroclear Sweden AB and other reliable information provided to the company. The Nomination Committee shall consist of at least three members appointed by the largest shareholders of the company who wish to appoint a member as well as the Chairman of the Board, who shall convene the first meeting of the Nomination Committee. If any of the three largest shareholders waives its right to appoint a member of the Nomination Committee, the next largest shareholder shall be given the opportunity to appoint a member, provided that no more than ten shareholders must be contacted unless required to ensure that the Nomination Committee comprises at least three members including the Chairman of the Board. The members of the Nomination Committee shall appoint the Chairman of the Nomination Committee at their first meeting. The composition of the Nomination Committee shall be made public no later than six months prior to the Annual General Meeting.
The Nomination Committee shall be appointed for a term of office commencing at the time of its formation and ending when a new Nomination Committee is formed. If a member resigns during the Committee term, the Nomination Committee may appoint a new member. The shareholder that appointed the resigning member shall in such case be asked to appoint a new member, provided that the shareholder still is one of the largest shareholders in the company. If that shareholder declines to appoint a new member, the Nomination Committee may choose to ask the next largest shareholder. In the event of changes to the ownership structure of the company, the Nomination Committee may choose to amend its composition in order to ensure that the Nomination Committee appropriately reflects the ownership of the company. However, unless there are special circumstances, the composition of the Nomination Committee may remain unchanged following changes in the ownership structure of the company that are either minor or occur less than three months prior to the Annual General Meeting.
The Chairman of the Nomination Committee shall ensure that the work of the Nomination Committee is operated effectively and in accordance with the Swedish Corporate Governance Code. This includes, among other things, to prepare an annual agenda for the Committee's work in line with its objectives for the upcoming governance year, that each member shall in good time prior to meetings receive notice including relevant documentation, and with the aim that the proposals to the Annual General Meeting shall be submitted to the company no later than six weeks prior to the Annual General Meeting.
The Nomination Committee shall have the right to upon request receive personnel resources such as secretarial services from the company, and to charge the company with costs for recruiting consultants and related travel if deemed necessary.
RESOLUTIONS PROPOSED BY THE BOARD
Item 9.b: Resolution on disposition of the company's profits in accordance with the adopted balance sheet
The Board proposes a dividend of SEK 1.10 per share and that Thursday 7 May 2026 shall be the record date for the dividend, as well as that the remaining funds at the disposal of the Annual General Meeting shall be carried forward. If the Annual General Meeting resolves in accordance with the Board's proposal, the dividend is expected to be paid on Tuesday 12 May 2026.
Item 16: Resolutions regarding a long-term share incentive plan for 2026
Item 16.a: Adoption of the plan
The Board proposes that the Annual General Meeting resolves to adopt a long-term incentive plan for key employees in the Vitrolife Group domiciled in and outside Sweden ("LTIP 2026"). The purpose of LTIP 2026
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is to create conditions for Vitrolife to recruit, retain and motivate key employees and encourage the participants to become shareholders in Vitrolife and thereby align the interests of participants and shareholders. LTIP 2026 also promotes continued loyalty to Vitrolife and thereby long-term value growth. Against this background, the Board is of the opinion that LTIP 2026 will have a positive impact on Vitrolife's future development and consequently be beneficial for both Vitrolife and its shareholders.
The following terms shall apply to LTIP 2026:
- A maximum of 400,000 performance stock units may be allotted to the participants under LTIP 2026. Allotment shall occur as soon as practically possible following the approval by the Annual General Meeting. Each performance stock unit entitles the holder to one (1) Vitrolife share at the end of the plan subject to the terms of LTIP 2026.
- LTIP 2026 shall comprise a maximum of 40 employees. Allotment will occur in accordance with the below category division, whereby an employee within a certain category may be allotted a maximum of performance stock units stated in the table, although with variations within the respective category depending on individual position.
| Category | Maximum number of performance stock units |
|---|---|
| 1. CEO | 60,000 |
| 2. Other members of the executive management team (9 individuals) | 35,000 per person |
| 3. Other key employees (30 individuals) | 20,000 per person |
| Total | 400,000 |
- If fewer than the maximum number of individuals within Category 2 are offered participation in LTIP 2026, a corresponding number of additional individuals may instead be offered participation within Category 3. Consequently, the number of participants in Category 3 may exceed 30. However, the total number of participants in LTIP 2026 may in no event be more than 40.
- The performance stock units shall be allotted to the participants free of charge. The performance stock units may not be transferred or pledged.
- Vesting of the performance stock units is conditional upon the participants, subject to customary good leaver exemptions, maintaining continuous employment with the Vitrolife Group throughout a three year vesting period.
- Each vested performance stock unit entitles to one (1) Vitrolife share in accordance with the terms of LTIP 2026, to the extent that the performance condition is fulfilled. The performance condition refers to the total shareholder return ("TSR") (including returned dividends, as applicable) on Vitrolife's shares on Nasdaq Stockholm during the term of LTIP 2026. The starting value shall be the volume-weighted average price of Vitrolife's shares on Nasdaq Stockholm during the ten days of trading following the 2026 Annual General Meeting and the end value shall be the volume-weighted average price of Vitrolife's shares on Nasdaq Stockholm during the last ten business days of the three-year period following the 2026 Annual General Meeting. If the minimum level of a TSR of at least 7.5 percent is achieved, 50 per cent of the performance stock units will be exercisable. If the maximum level of a TSR of at least 12.5 percent is achieved, 100 per cent of the performance stock units will be exercisable. If the outcome falls between the
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minimum and maximum levels, the participants' right to exercise the performance stock units will be calculated on a linear basis between 50 per cent and 100 per cent.
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After the performance stock units have been vested, and provided that the performance condition set out above has been fulfilled, each performance stock unit entitles the holder to a right to, during the period from 1 June up to and including 31 July 2029 either (a) acquire one (1) share at a price corresponding to the quota value, or (b) be allotted, free of charge, a warrant entitling to subscription for one (1) share in Vitrolife at a price corresponding to the quota value. The Board may, in individual cases, extend the exercise period to no later than 15 September 2029 if the holder, due to applicable rules, cannot exercise the performance stock units during the above stated exercise period.
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The number of shares that each performance stock unit entitles to shall be recalculated in the event of share splits, rights issues and similar corporate actions with the aim that the economic value of a performance stock unit shall be unaffected by such actions.
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Participation in LTIP 2026 requires that such participation is legally possible as well as possible at reasonable administrative cost and financial efforts according to the assessment of Vitrolife.
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The Board shall be responsible for preparing the agreements with the participants and the administration of LTIP 2026. In connection therewith, the Board may make adjustments in order to fulfil specific rules or market conditions outside Sweden, including resolving that participants may be offered cash-based settlement if the delivery of shares under LTIP 2026 to persons outside of Sweden cannot be achieved at reasonable costs and with reasonable administrative efforts. Further, in extraordinary cases, the Board is entitled to limit the extent of or terminate LTIP 2026 in advance, in whole or in part.
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The maximum dilution for current shareholders due to LTIP 2026 is 0.35 per cent of the current total number of outstanding shares in Vitrolife. The plan is expected to result in costs, mainly related to accounting (IFRS2) salary costs and social security costs. Based on the assumptions of a share price of SEK 89 (the closing price of Vitrolife's share on 23 March 2026) and that 100 per cent of the performance stock units will vest, the accounting salary costs for the performance stock units are estimated to amount to approximately SEK 30 million during the vesting period. Under the assumption that 100 per cent of the performance stock units will be vested and a share price of SEK 126.72 when the performance stock units are exercised, the social security costs will amount to approximately SEK 10.1 million. Accounting (IFRS2) salary costs will be recognised during the vesting period based on the changes in value of the performance stock units. The total costs for social security costs during the vesting period will depend on the number of performance stock units that will be vested and the value of the benefit that the participant will receive. All calculations above are indicative and only serve to illustrate the costs that the LTIP 2026 may entail.
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The Company has three outstanding share-related incentive programs in accordance with resolutions of previous Annual General Meetings: Long-Term Incentive Program 2023 (LTIP 2023), Long-Term Incentive Program 2024 (LTIP 2024) and Long-Term Incentive Program 2025 (LTIP 2025) which were decided by the 2023, 2024 and 2025 Annual General Meetings. The Company's share-related incentive programs are described on pages 57–58 of the Annual Report for the financial year 2025 and also appear in the Board's remuneration report.
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The Board has prepared LTIP 2026 in consultation with external advisers. The Board has thereafter resolved to submit this proposal to the Annual General Meeting. Except for the
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employees who prepared the matter pursuant to instructions from the Board, no employee that may be included in the program has taken part in the design of the terms and conditions.
Item 16.b: Issue of warrants transfer of warrants to the participants or a third party
To secure the delivery of shares pursuant to LTIP 2026 and to cover costs (including taxes and social security costs), the Board proposes that the Annual General Meeting resolves that the company, deviating from the shareholders' preferential rights, issues a maximum of 480,000 warrants, entitling to subscription for new shares in Vitrolife as follows.
- The warrants shall be issued free of charge. Each warrant shall entitle to subscription of one (1) share in Vitrolife at a subscription price corresponding to the quota value of the share. Thus, the share capital will increase by a maximum of SEK 97,920. Any share premium upon exercise of the warrants shall be entered under the free share premium reserve.
- The right to subscribe for the warrants shall, with deviation from the shareholders' preferential rights, be granted to a wholly-owned subsidiary of Vitrolife.
- Subscription of the warrants shall take place within four weeks from the 2026 Annual General Meeting. The Board shall have the right to extend the subscription period.
- The warrants may be exercised for subscription of shares from the date of registration with the Swedish Companies Registration Office up to and including 15 September 2029.
- The reason for the deviation from the shareholders' preferential rights is that the issue of warrants ensures delivery of shares to the participants in LTIP 2026 as well as aims to cover costs (including taxes and social security costs) related to the plan.
- The newly issued shares shall entitle to dividend for the first time on the first record date that occurs after the new shares have been registered with the Swedish Companies Registration Office and been recorded in the share register maintained by Euroclear Sweden AB.
The complete terms and conditions of warrants of series 2026/2029 are available on the company's website at www.vitrolifegroup.com.
The Board further proposes that Vitrolife may transfer the warrants to the participants in LTIP 2026 or to a designated third party, for the purpose of delivering shares to the participants in accordance with the terms and conditions of LTIP 2026 and for the purpose of covering costs (including taxes and social security costs) under LTIP 2026.
Item 16.c: Share swap agreement with a third party in relation to the plan
The Board proposes that the Annual General Meeting, should the majority required under item 16.b not be reached, resolve that Vitrolife may, to secure delivery of shares to the participants in LTIP 2026 and to hedge the expected financial exposure, enter into an equity swap agreement with a third party, whereby the third party, in its own name, shall be entitled to acquire and transfer Vitrolife shares to the participants in accordance with the terms and conditions of the plan and for the purpose of covering costs (including taxes and social security costs) under LTIP 2026.
Item 17: Resolution on authorisation for the Board to resolve to issue shares
The Board proposes that the Annual General Meeting resolves to authorise the Board to, on one or more occasions during the period up until the next Annual General Meeting, resolve upon the issue of new shares with or without deviation from the shareholders' preferential rights. New issues of shares shall be made under market conditions, taking into account any discount on market terms. Payment may be made
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in cash, in kind or through set-off. New share issues resolved by the Board using the authorisation shall, in aggregate, represent no more than 10 per cent of the total number of shares in Vitrolife at the time when the Board exercises the authorisation for the first time. The purpose of the authorisation, as well as the reason for any deviation from the shareholders' preferential rights, is to increase the company's financial flexibility, use the shares as purchase consideration (including additional purchase consideration) in connection with the acquisitions or financing of companies or businesses, or to bring in new shareholders of strategic importance to the company.
Item 18: Resolution on authorisation for the Board to resolve on acquisitions of own shares
The Board proposes that the Annual General Meeting resolves to authorise the Board to, on one or more occasions during the period up until the next Annual General Meeting, resolve to repurchase own shares on the following main terms and conditions. Acquisition of shares may be effected on Nasdaq Stockholm and in accordance with the Nasdaq Nordic Main Market Rulebook for Issuers of Shares. The maximum number of shares that may be repurchased is such that the company's holding of own shares at any time does not exceed 10 per cent of the total number of shares in the company. Repurchase of shares shall be made in accordance with the price limitations set out in the Nasdaq Nordic Main Market Rulebook for Issuers of Shares, which states that shares may not be purchased at a price higher than the higher of the price of the last independent trade and the highest current independent purchase bid on the trading venue where the purchase is carried out. Acquisition of shares on Nasdaq Stockholm may not be made at a price lower than the lowest price at which an independent purchase can be made. Payment for acquired shares shall be made in cash. The purpose of the authorisation is to allow the Board the opportunity to adjust the capital structure and thus create increased value for the company's shareholders.
Item 19: Resolution on amendments to the Articles of Association
The Board proposes that the Annual General Meeting resolves on amendments to the Articles of Association in accordance with the following.
| Current wording | Proposed wording |
|---|---|
| § 1 The name of the company is Vitrolife Aktiebolag. The company is a public company (publ). | § 1 The company's business name (Sw. företagsnamn) is Vitrolife Aktiebolag. The company is a public company (publ). |
| § 6 The Board shall consist of no less than three and no more than 10 directors, with or without deputy directors amounting to no more than the same number. | § 6 The Board shall consist of no less than three and no more than 10 directors, without deputy directors. |
| § 8 Notice of a General Meeting of shareholders shall be given to shareholders through an announcement in the Swedish Official Gazette (Sw. Post- och Inrikes Tidningar) and on the company's website. That notice has been given shall be announced in Dagens Industri. | § 8 Notice of a General Meeting of shareholders shall be given to shareholders through an announcement in the Swedish Official Gazette (Sw. Post- och Inrikes Tidningar) and on the company's website. That notice has been given shall be announced in Dagens Industri. |
| Notice of the Annual General Meeting of shareholders and notice of an Extraordinary General Meeting where the question of changes in the Articles of Association will be considered shall be given no more than six weeks and no less than four weeks before the General Meeting. In other cases, notice of an Extraordinary General Meeting of shareholders shall be given no more than six weeks and no less than three weeks before the General Meeting. | To be able to participate in a General Meeting, shareholders shall give the company notice of their intention to attend not later than the day stated in the notice convening the meeting. This day may not be a Sunday, any other public holiday, Saturday, Midsummer Eve, Christmas Eve or New Year's Eve and may not be earlier than the fifth working day before the General Meeting. |
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To be able to participate in a General Meeting, shareholders shall give the company notice of their intention to attend not later than 12 o'clock noon on the day stated in the notice convening the General Meeting. This day may not be a Sunday, any other public holiday, Saturday, Midsummer Eve, Christmas Eve or New Year's Eve and may not be earlier than the fifth working day before the General Meeting.
The Board may decide that the shareholders shall be able to exercise their voting rights by post before a General Meeting in accordance with what is stated in Chapter 7, Section 4a of the Swedish Companies Act.
The Board may decide that a person who is not a shareholder in the company shall, under the terms determined by the Board, have the right to attend or otherwise follow the proceedings at the General Meeting.
A shareholder may be accompanied by one or two assistants at the General Meeting, but only if the shareholder has notified the company of the number of assistants in the manner prescribed in the paragraph above.
The Board may decide that the shareholders shall be able to exercise their voting rights by post before a General Meeting in accordance with what is stated in Chapter 7, Section 4a of the Swedish Companies Act.
The Board may decide that a person who is not a shareholder in the company shall, under the terms determined by the Board, have the right to attend or otherwise follow the proceedings at the General Meeting.
ADDITIONAL INFORMATION
The number of shares and votes
As of the date of this notice, the total number of shares and votes in the company amounts to 135,447,190, of which the company holds 24,568 shares in treasury that cannot be represented at the Annual General Meeting.
Special conditions and majority requirements
A valid resolution under item 16.b requires support by shareholders holding not less than nine-tenths of both the votes cast and the shares represented at the Annual General Meeting. Valid resolutions under items 17, 18 and 19 require support by shareholders holding not less than two-thirds of both the votes cast and the shares represented at the Annual General Meeting.
Available documents
Documents that shall be made available prior to the Annual General Meeting according to the Swedish Companies Act and the Swedish Corporate Governance Code are available at the company at Gustaf Werners Gata 2 in Västra Frölunda, and on the company's website at www.vitrolifegroup.com. The documents will also be sent to shareholders who so request and inform the company of their address. Such a request may be sent to Vitrolife AB (publ), Att: "AGM", Gustaf Werners Gata 2, 421 32 Västra Frölunda, Sweden or by e-mail to [email protected].
Shareholders' rights to request information
The Board and the Chief Executive Officer shall, if a shareholder so requests, and the Board believes that it can be done without material harm to the company, at the Annual General Meeting provide information on any circumstances that may affect the assessment of a matter on the agenda or any circumstances that may affect the assessment of the company's or its subsidiaries' financial situation. Such duty also includes information on the company's relation to another group company and the consolidated financial statements.
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Authorisation
The Chief Executive Officer, or any person appointed by the Chief Executive Officer, shall be authorised to make the minor adjustments to the resolutions adopted by the annual general meeting as may be required in connection with registration with the Swedish Companies Registration Office or because of other formal requirements.
Processing of personal data
For information on how personal data is processed in connection with the annual general meeting, please visit Euroclear Sweden AB's and Vitrolife's respective websites at www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf and www.vitrolifegroup.com/en/site-services/privacy-policy.
Gothenburg in April 2026
Vitrolife AB (publ)
The Board of Directors