Resolution on amendment of the Articles of Association
The meeting resolved to amend §§ 4–5 of the Articles of Association so that the limits for the share capital and the number of shares in the company are changed. The limits that will finally be registered with the Swedish Companies Registration Office will depend on the number of units subscribed and paid for in the Rights Issue (see definition below).

Resolution on approval of the board of directors’ resolution on rights issue of units
The meeting resolved to approve the board of directors’ resolution of 2 December 2024 on a rights issue of units (the “Rights Issue”). Upon full subscription in the Rights Issue, the company will initially receive approximately SEK 280 million before issue costs. Each unit consists of ten (10) new ordinary shares, ten (10) warrants series TO 12 (“TO 12”) and five (5) warrants series TO 13 (“TO 13”). It is informed that the warrants issued under this item were initially referred to as warrants series TO 10 and TO 11, but that the company had subsequently been informed that the warrants in Euroclear Sweden AB's account management system will be referred to as warrants series TO 12 and TO 13, which is why the warrants will be referred to as such in all contexts in the future.

Subscription of units with preferential rights shall be made by exercise of unit rights. The right to receive unit rights for subscription of units with preferential rights shall vest in those who, on the record date 27 January 2025, are registered as shareholders and thereby are allotted unit rights in relation to their shareholding as of the record date. The subscription period runs from and including 29 January 2025 to and including 12 February 2025.

The board of directors, or a person appointed by the board of directors, shall be authorized to, no later than five weekdays prior to the record date, determine the maximum amount by which the company’s share capital shall be increased, the maximum number of new ordinary shares, TO 12 and TO 13, and consequently the number of units, that shall be issued, the number of existing ordinary shares that shall entitle to subscription of a certain number of units and the amount that shall be paid for each unit in the Rights Issue.

One (1) TO 12 entitles the holder the right to subscribe for one (1) new ordinary share in the company at a subscription price corresponding to seventy (70) percent of the volume-weighted average price of the company’s ordinary share on Nasdaq Stockholm during the period from and including 11 April 2025 up to and including 28 April 2025, however not lower than the higher of (i) the quota value of the share and (ii) SEK 0.01, and not higher than 125 percent of the subscription price per ordinary share in the Rights Issue. Subscription of shares by exercise of TO 12 shall be made during the period from and including 5 May 2025 up to and including 19 May 2025.

One (1) warrant series TO 13 entitles the holder the right to subscribe for one (1) new ordinary share in the company at a subscription price corresponding to seventy (70) percent of the volume-weighted average price of the company’s ordinary share on Nasdaq Stockholm during the period from and including 14 August 2025 up to and including 27 August 2025, however not lower than the higher of (i) the quota value of the share and (ii) SEK 0.01, and not higher than 125 percent of the subscription price per ordinary share in the Rights Issue. Subscription of shares by exercise of warrants series TO 13 shall be made during the period from and including 1 September 2025 up to and including 15 September 2025.

Resolution on authorization for the board of directors to issue ordinary shares and warrants to guarantors
The meeting resolved to, in order to enable the issuance of units consisting of ordinary shares and warrants as compensation to those who have entered into guarantee commitments (the "Guarantors") to secure the Rights Issue, authorize the board of directors, for the period until the next annual general meeting, on one or several occasions, with deviation from the shareholders’ preferential rights and with or without provisions regarding set-off or other conditions, to resolve on issue of ordinary shares and warrants to the Guarantors.

Upon exercise of the authorization, the terms and conditions for units shall be the same as in the Rights Issue, meaning that each unit shall consist of ten (10) ordinary shares, ten (10) warrants series TO 12 and five (5) warrants series TO 13, including the subscription price in the Rights Issue.

The purpose of the authorization and the reason for the deviation from the shareholders’ preferential rights is to be able to carry out an issue of units as compensation to the Guarantors. The number of ordinary shares and warrants that may be issued pursuant to the authorization may not exceed the total number of ordinary shares and warrants corresponding to the agreed underwriting fee that the company has to pay to the Guarantors.

Resolution on authorization for the board of directors to issue warrants
The meeting resolved to authorize the board of directors to, on one occasion during the period until the next annual general meeting, with deviation from the shareholders’ preferential rights, resolve to issue warrants. The warrants shall be issued free of charge and shall be of the same series as the warrants that are issued in the Rights Issue.

The purpose of the authorization as well as the reasons for the deviation from the shareholders’ preferential rights and the warrants being issued free of charge is to enable an issue of TO 12 and TO 13 to Fenja Capital II A/S (“Fenja Capital”) as part of the restructuring of the company’s existing loan agreement with Fenja Capital as described in the company’s press release from 2 December 2024.

Lund on 13 January 2025
Alligator Bioscience AB (publ)