Divio publishes communiqué from the Annual General Meeting

Adoption of Annual Accounts
The Meeting resolved to adopt the income statement and balance sheet for the Company and the Group for the financial year 2025.

Discharge from Liability
The Meeting resolved to grant discharge from liability to the members of the Board of Directors and the Chief Executive Officer for the financial year 2025.

Allocation of Result
The Meeting resolved that the Company’s result shall be carried forward and that no dividend shall accordingly be distributed.

Board of Directors and Auditor
The Meeting resolved to re-elect Leif Liljebrunn and Anette Ringnér and to elect Jon Levin as a new member of the Board of Directors. Leif Liljebrunn was also re-elected as Chairman of the Board. The Meeting further resolved that Board remuneration shall amount to SEK 150,000 to the Chairman of the Board and SEK 100,000 to each of the other Board members elected by the Meeting who are not employed within the Group.

As auditor, Anders O Persson of the audit firm Forvis Mazars AB was re-elected for the period until the end of the next Annual General Meeting. Remuneration to the auditor shall be paid in accordance with approved invoices.

Long-term Incentive Programme
The Meeting resolved to adopt a long-term incentive programme (series 2026/2029) for the Chief Executive Officer, other members of senior management and other employees within the Company and the Company’s group, in the form of an issue of no more than 25,000,000 warrants. The warrants shall be issued free of charge to the Company for subsequent transfer to the participants at market value calculated in accordance with the Black-Scholes valuation model. Each warrant entitles the holder to subscribe for one new share of series B in the Company during the period from and including 3 September 2029 up to and including 17 September 2029 at a subscription price corresponding to 200 percent of the volume-weighted average price of the Company’s share during a period of 30 trading days immediately prior to the first offer to acquire warrants, however not less than the quota value of the share.

Authorisation to Issue New Shares
The Meeting resolved to authorise the Board of Directors to, within the limits of the articles of association as applicable from time to time with respect to the number of shares and share capital, on one or more occasions during the period until the next Annual General Meeting, resolve to issue new shares and to issue convertibles and/or warrants. Such a resolution to issue may be passed with or without deviation from the shareholders’ pre-emption rights and with provisions regarding non-cash consideration, set-off or cash payment. Issues resolved pursuant to the authorisation with deviation from the shareholders’ pre-emption rights shall be effected on market terms. The purpose of the authorisation is to increase the Company’s financial flexibility and the Board of Directors’ scope of action.

Approval of Directed Share Issue
The Meeting resolved to approve the Board of Directors’ resolution of 21 May 2026 to issue no more than 8,558,630 shares of series B at a subscription price of SEK 0.062 per share. The issue is directed to Jon Levin (CEO), LEVINVEST Aktiebolag (a related party of Jon Levin) and Ralf Brändli (CTO) and is carried out at the same subscription price as in the Company’s recently completed rights issue. The reason for the deviation from the shareholders’ pre-emption rights is to take advantage of the investment interest demonstrated by the subscribers in the rights issue, in which they were unable to be allocated the full number of units for which they had applied due to oversubscription.

Complete Information and Resolutions
All resolutions were passed in accordance with the proposals set out in the notice convening the Meeting. The proposals regarding the resolutions of the Meeting are available on the Company’s website, www.divio.com.

For further information, please contact:
Jon Levin, CEO Divio Technologies AB
Email: ir@divio.com