The annual general meeting 2022 ("AGM") of
Adoption of the income statement and the balance sheet
The AGM resolved to adopt the income statement and the balance sheet and the consolidated income statement and the consolidated balance sheet.
Allocation of profit
The AGM resolved that all funds available for the AGM shall be carried forward.
Discharge of liability
The Board of Directors and the CEO were discharged from liability for the financial year 2021.
Election of the Board of Directors, auditor and remuneration
The AGM resolved, in accordance with the Nomination Committee's proposal, that the Board of Directors shall consist of eight directors and that the number of auditors shall be one registered audit firm.
It was further resolved, in accordance with the Nomination Committee's proposal, that the remuneration to directors, shall be
250,000 SEK for each of the non-employed directors,750,000 SEK to the Chairman and400,000 SEK to to the Vice Chairman;
50,000 SEK for each member of the Audit Committee and200,000 SEK to the Chairman of the committee;
50,000 SEK for each member of the Remuneration Committee and200,000 SEK to the Chairman of the committee; and
50,000 SEK for each member of the Sustainability Committee and200,000 SEK to the Chairman of the committee;
Remuneration to the auditor is to be paid according to approved invoice.
In accordance with the Nomination Committee's proposal,
Ernst & Young Aktiebolag was re-elected as the Company auditor. Ernst & Young Aktiebolag has announced that the authorized accountant
Authorisation for the board to issue shares, convertibles and/or warrants
The AGM resolved, in accordance with the Board of Directors' proposal, to authorize the Board of Directors until the next AGM, on one or more occasions, with or without preferential rights for shareholders, to issue in total a maximum of shares, regardless of share class, warrants and/or convertibles, with the right to subscribe and convert to the respective share class in the Company, corresponding to not more than 10 percent of the share capital of the Company after dilution based on the number of shares at the time when the authorization is used for the first time.
Long-term performance based incentive program for key employees and directed issue of warrants as well as approval of transfer of warrants
The AGM resolved, in accordance with the board of directors' proposal, to implement a long-term performance based incentive program for key employees and key consultants in the Company and the subsidiaries operating within the business area Streaming (LTIP 2022/2026). In total, LTIP 2022/2026 will be offered to not more than 310 key employees and key consultants within the
LTIP 2022/2026 is a four year program under which the participants, without consideration, will be granted performance based restricted stock units which will entitle the holder to shares of series B in the Company. The categories CEO, group management and key employees with additional responsibilities will vest 75 percent of the restricted stock units three years after grant (around
In order to enable the Company's delivery of shares under LTIP 2022/2026 as well as to hedge ancillary costs, primarily social security contributions, the AGM resolved on a directed issue of a maximum of 466,250 warrants as well as approved transfer of the warrants. The warrants may be exercised for subscription of shares during the time period
If all warrants issued within LTIP 2022/2026 (including those for hedge of ancillary costs in the form of social security contributions) are exercised for subscription of shares of series B, the number of shares of series B and votes in the Company will increase with 466,250 (with reservation for any recalculation in accordance with the warrant terms and conditions), which corresponds to a dilution of approximately 0.68 per cent of the number of shares and votes in the Company.
Employee Stock Option Program 2019/2022, 2020/2023 and 2021/2024
The AGM resolved, in accordance with the Board of Directors' proposal, to change the terms of the Employee Stock Option Program 2020/2023 and 2021/2024 and related warrants of series 2020/2023:1 and 2021/2024:1 respectively. According to the resolution, the period for when participants in the above-mentioned employee stock options programs can exercise allotted and vested employee stock options will be extended for one-year.
It was further resolved to reject the Board's proposal to change the terms of the Employee Stock Option Program 2019/2022 and related warrants of series 2019/2022.
For more information, please contact:
Tel: +46 72 506 14 22
Email: andreas.lindblom@storytel.com
Tel: +46 70 186 52 90
Email: dan.panas@storytel.com
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