Adoption of the Annual Report and Discharge from Liability
The AGM adopted the income statement and balance sheet for the parent company and the consolidated income statement and balance sheet.
In accordance with the Board of Directors’ proposal, the AGM resolved that the result for the financial year 2024 be carried forward, and that no dividend shall be paid for the financial year.
The AGM also resolved to discharge the members of the Board of Directors and the CEO from liability for the financial year 2024.

Election of the Board of Directors, Chairman and Resolution on Board Fees
The AGM resolved to re-elect Erik Nerpin, Jan Berggren, and Behzad Ardakani as members of the Board of Directors.
Erik Nerpin was re-elected as Chairman of the Board.
The AGM further resolved that the total remuneration to the Board shall remain unchanged at SEK 375,000, of which SEK 250,000 shall be paid to the Chairman and SEK 125,000 to Behzad Ardakani.
Jan Berggren is the CEO of the Company and therefore receives no Board remuneration.

Election of Auditor
The AGM resolved to re-elect Öhrlings PricewaterhouseCoopers AB (PwC) as the Company’s auditor.
Authorised Public Accountant Claes Sjödin will continue as the auditor in charge.
The auditor’s fee shall be paid in accordance with approved invoices.

Authorisation for the Board to Resolve on New Share Issues
The AGM resolved to authorise the Board of Directors to, on one or more occasions until the next AGM, resolve on new issues of shares, warrants and/or convertible instruments, with or without deviation from the shareholders’ preferential rights, against cash payment, set-off, contribution in kind or otherwise in accordance with Chapter 2, Section 5 of the Swedish Companies Act.
The purpose of the authorisation is to enable the Company to raise working capital and finance continued growth.

Employee Incentive Programme
The AGM resolved to implement an employee stock option programme comprising a maximum of 2,500,000 options.
Each option entitles the holder to acquire one B share in Neovici Holding AB at a subscription price corresponding to 140 percent of the volume-weighted average price of the Company’s B share on Nasdaq First North during the ten trading days following the AGM.
The options are granted free of charge and will vest over a three-year period until 31 October 2028.
The options may thereafter be exercised during the period 1 November 2028 – 31 January 2029, provided that the participant, with certain exceptions, remains employed by Neovici at the time of exercise.
To secure delivery of shares under the programme, the AGM resolved on a directed issue of 2,500,000 warrants to a wholly owned subsidiary, with terms corresponding to those of the employee stock options.
To cover the Company’s social security contributions, the AGM further resolved on a directed issue of an additional 800,000 warrants to the same subsidiary.
If all 2,500,000 employee stock options are exercised, Neovici Holding AB will issue the same number of B shares, corresponding to a dilution of approximately 5.3 percent based on the current number of shares.
If all 800,000 additional warrants are also exercised, the total dilution would amount to approximately 6.8 percent.
The AGM’s resolution means that the employee option programme adopted at the Extraordinary General Meeting held on 19 June 2024 will not be implemented and is replaced by the new programme.

Nomination Committee
The AGM resolved to approve the principles for appointing the Nomination Committee as set out in the notice to the AGM.

Other Information
All resolutions at the AGM were passed with the required majority.

 Contact
Jan Berggren, CEO and Founder
Email: jan.berggren@neovici.com
Phone: +46 70 615 10 01

About Neovici
Neovici Holding AB (“Neovici”), founded in Stockholm in 2009, is a leading provider of automated services through its innovative SaaS platform, Cosmoz. The company continuously introduces new features with a focus on AI-driven automation and annually handles large transaction flows for clients in retail, energy, and telecom. Neovici operates in the Nordics, Latin America, and Asia. In 2024, Neovici was listed on Nasdaq First North Growth Market.

More information: https://www.neovici.se

Certified Adviser
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Phone: +46 8 684 211 10
Email: adviser@eminova.se