Adoption of the income statement and balance sheet
It was resolved to adopt the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet for the financial year 2025.

Resolution on dispositions in respect of the company’s result
Disposition in accordance with the Board's proposal, which means that no dividend is paid for the financial year 2025 and that available profits are carried forward.

Resolution on discharge from liability
The Board members and the Chief Executive Officer were granted discharge from liability for the financial year 2025.

Remuneration report
The Board of Directors’ remuneration report for the financial year 2025 was approved.

Determination of fees to the Board of Directors and the auditor
It was resolved that the fee to the Chairman of the Board shall be SEK 620,000 in cash and share awards corresponding to SEK 250,000 and that the fee to other Board members elected by the Annual General Meeting who are not employees of the company shall be SEK 310,000 in cash each, and share awards corresponding to SEK 100,000 to each of the other Board members who are not employees of the company or of companies controlled by the company’s major shareholders.

It was further resolved that remuneration for committee work in the Audit Committee shall amount to SEK 50,000 to the Chair of the Audit Committee and SEK 20,000 to each of the other members of the Audit Committee, and that auditor’s fee, for the period until the end of the next Annual General Meeting, shall be paid as per approved invoice.

Election of Board of Directors and auditor
It was resolved that the number of members of the Board of Directors shall be five.

It was resolved on re-election of Juha Mört, Janne Holmia, Nils Normell and Sara Lindell as well as new election of Sophie Reinius as Board members for the period until the end of the next Annual General Meeting.

It was resolved on re-election of Juha Mört as Chairman of the Board.

It was resolved on re-election of the registered accounting firm Öhrlings PricewaterhouseCoopers AB as auditor for the period until the end of the next Annual General Meeting; Authorized Public Accountant Johan Rönnbäck continues as auditor in charge.

Principles for appointing a Nomination Committee and instructions for the Nomination Committee
It was resolved to adopt new principles for appointing a Nomination Committee and instructions for the Nomination Committee.

Resolution on the establishment of a shareholder program for Board members
It was resolved to establish a shareholder program for Board members (“Board SHP 2026”). Board SHP 2026 is a program under which the participants will be granted share awards free of charge (“Share Awards”) which entitle to shares in Careium. The Share Awards shall be granted as soon as practically possible after the Annual General Meeting (the “Grant Date”).

The number of Share Awards to be granted to each participant shall be determined by dividing the below amount (corresponding to part of the approved board remuneration for the respective board member) by the volume weighted average price of the company’s share on Nasdaq First North Growth Market for the ten (10) trading days preceding the Grant Date.

The Share Awards in Board SHP 2026 shall be awarded in accordance with the following:

• Share Awards calculated based on SEK 250,000 to the Chairman of the Board Juha Mört; and
• Share Awards calculated based on SEK 100,000 to each of Janne Holmia, Nils Normell and Sophie Reinius.

In total, no more than 45,832 Share Awards shall be awarded to the participants under Board SHP 2026.

The Share Awards shall vest after approximately one year (corresponding to one year of service as a Board member), corresponding to the earlier of the day before (i) the Annual General Meeting 2027 or (ii) 1 July 2027 (the “Vesting Date”), provided that the participant is still a Board member of Careium on said date.

The earliest point in time at which vested Share Awards may be exercised shall be the day falling immediately after the Vesting Date. The latest point in time at which vested Share Awards may be exercised shall be the earlier of (i) 90 days after the last day of service as a Board member, or (ii) four years after the Grant Date.

Each vested Share Award entitles the holder to receive, free of charge, a warrant of series 2026/2030 entitling the holder to subscribe for one share in Careium at a subscription price corresponding to the share’s quota value.

Each Share Award is subject to a ceiling condition. If the volume weighted average price of the company’s share on Nasdaq First North Growth Market during the ten (10) trading days immediately preceding the date of notification of exercise of the Share Award exceeds 120 percent of the volume weighted average price of the company’s share on Nasdaq First North Growth Market during the ten (10) trading days immediately preceding the Grant Date, the number of shares to which each Share Award entitles shall be adjusted.

It was further resolved, in order to cover delivery of shares to the participants in Board SHP 2026, on a directed issue of no more than 45,832 warrants of series 2026/2030 to the company and approval of transfer of warrants of series 2026/2030 to the participants upon exercise of Share Awards, provided that the vesting conditions under Board SHP 2026 are met.

The Nomination Committee’s proposal is set out in full in the notice to the Annual General Meeting and the general meeting documents which are available on the company’s website.

Resolution on authorization for the Board of Directors to resolve on issuance of shares
It was resolved to authorize the Board of Directors to, on one or more occasions during the period up until the next Annual General Meeting, with or without deviation from the shareholders' preferential rights, resolve on new issues of shares. The total number of shares that are issued by support of the authorization may correspond to a total of no more than 10 percent of the total number of outstanding shares in the company at the time of the Annual General Meeting.

Payment may, in addition to cash payment, be made in kind or by set-off, or otherwise with conditions. The purpose of the authorization and the reasons for any deviation from the shareholders’ preferential rights is to increase the company’s financial flexibility and the Board’s room for maneuver to raise capital in a time- and cost-effective manner to complement the shareholder base with new shareholders of strategic importance for the company, and enable the company to, fully or partially, finance any company acquisitions or acquisitions of businesses by issuing financial instruments as payment in connection with acquisitions, or to raise capital for such acquisitions.

Resolution on guidelines for remuneration to senior executives
It was resolved to adopt the new guidelines for remuneration to senior executives in accordance with the Board of Directors’ proposal.

Resolution on an addendum to Employee Stock Option Program 2025
It was resolved, in order to enable the appointed Chief Executive Officer Tove Christiansson to participate in Employee Stock Option Program 2025, to make an addendum to Employee Stock Option Program 2025 whereby (i) Tove Christiansson shall be offered 120,000 employee stock options within the framework of Employee Stock Option Program 2025, (ii) the employee stock options shall be granted to Tove Christiansson no later than 30 June 2026, (iii) such granted employee stock options shall vest on 28 February 2029, and (iv) such vested employee stock options may be exercised during the period from 1 March 2029 to 31 March 2029.

Tove Christiansson’s participation in the Employee Stock Option Program shall in all other respects be governed by and subject to the terms and conditions of the program as resolved by the Annual General Meeting on 24 April 2025, including the barrier condition, the ceiling condition and the share purchase requirement. The requirement of employment during the vesting period shall apply to Tove Christiansson, whereby the vesting period for her employee stock options shall be the period from the grant date until 28 February 2029 in accordance with item (iii) above.

For more information, please contact:
David Granath, CFO, +46 (0) 73 363 89 01
E-mail: ir@careium.com

About Careium
Careium is a leading provider in Europe of technology-enabled care solutions, enhancing the safety, independence, and quality of life for seniors while improving operational efficiency for care providers. Careium is one of the few players that delivers end-to-end digital assisted living systems, including security alarms, smart sensors, accessories and secure communication platforms with alarm response.
 
By combining innovation with regulatory compliance, Careium empowers care providers to deliver smarter, safer, and more cost-effective support, freeing resources for higher-value care. Demand for home-based care solutions grows, and our recurring revenue model and technology gives us a strong position in the care tech market. The company is listed at Nasdaq First North Stockholm with FNCA Sweden AB as the Certified Adviser.