The shareholders in Prolight Diagnostics AB (publ), reg. no. 556570-9499, (the ”Company”) are hereby convened to the extraordinary general meeting to be held on 19 November 2025 at 1 p.m. at the NGM’s (Nordic Growth Market) office, Stureplan 2, 114 35 Stockholm, Sweden.

Notification etc.

Shareholders who wish to participate in the extraordinary general meeting must:

- be recorded in the share register maintained by Euroclear Sweden AB on 11 November 2025; and
- give notice to the Company of their intention to attend the extraordinary general meeting no later than on 13 November 2025. Notification of attendance is to be sent by post to Prolight Diagnostics AB (publ), c/o Advokatfirman Lindahl KB, Att: Pontus Söderberg, Pråmplatsen 4, 211 19 Malmö, Sweden or by e-mail to prolightdiagnostics@lindahl.se.

When giving notice, shareholders shall state their name, personal ID/corporate registration number (or equivalent), address, telephone number, shareholdings, the names of any advisers (maximum two) and, when applicable, the details of a proxy or representative.

Nominee-registered shares

Shareholders who have registered their shares in the name of a nominee must, in order to participate in the extraordinary general meeting, request registration of the shares in their own name in the share register maintained by Euroclear Sweden AB. Such registration of shareholders shall be completed no later than on 13 November 2025. The shareholder must notify the nominee well in advance of this date. Such registration may be temporary.

Proxy

Shareholders who intend to attend by proxy must issue a dated power of attorney for the proxy. If a power of attorney is issued by a legal entity, a certified copy of the certificate of registration or its equivalent for the legal entity must be attached. The period of validity of the power of attorney is permitted to be up to five years from its issuance. A copy of the proxy, as well as any registration certificate, should be sent well in advance of the extraordinary general meeting to the Company on the address stated above. The Company provides proxy forms on request and these are also available at the Company website, www.prolightdx.com.

Proposed agenda

1. Opening of the general meeting and election of the chairman for the general meeting

2. Establishment and approval of the voting list

3. Election of one or two persons to verify the minutes

4. Approval of the agenda

5. Determination as to whether the extraordinary general meeting has been duly convened

6. Resolution on (a) directed issue of shares (equalization issue), (b) amendment of the articles of association, and (c) reverse share split

7. Resolution on incentive program, including directed share issue and transfer of warrants

8. Closing of the extraordinary general meeting
 
Proposals to resolutions

Item 6 – Resolution on (a) directed issue of shares (equalization issue), (b) amendment of the articles of association, and (c) reverse share split

The board of directors proposes, in order to achieve an appropriate number of shares, that the meeting resolves on a reverse share split according to below. The resolutions under this item 6 (a) – (c) should be regarded as one resolution.

A resolution in favour of the proposal requires the support of shareholders representing a minimum of two-thirds of the votes cast and of the shares represented at the general meeting.
 
Item 6 (a) – Resolution on a directed issue of shares (equalization issue)

To enable the proposed reverse share split, the board of directors proposes that the general meeting resolves to increase the Company’s share capital by SEK 89,624.20 through an issue of 896,242 new shares under the following conditions:

1. The subscription price to be paid for each share is SEK 0.1, corresponding to the share’s quotient value. The reason for setting the subscription price to the quotient value is that the new issue is carried out to achieve a total number of shares in the Company that is evenly divisible by the consolidation ratio and to be able to contribute shares to shareholders whose number of shares is not evenly divisible by the consolidation ratio according to (c) below.

2. Notwithstanding the shareholders’ pre-emptive rights, the new shares may only be subscribed for by Mangold Fondkommission AB with the right and obligation to transfer the shares for adjustment according to (c) below.

3. The reason for the deviation from the shareholders’ pre-emptive rights is that the new issue is carried out to achieve a total number of shares in the Company that is evenly divisible by the consolidation ratio and to be able to contribute shares to shareholders whose number of shares is not evenly divisible by the consolidation ratio according to (c) below.

4. Subscription of shares shall be made by cash payment and occur no later than three banking days after the general meeting. The board of directors shall have the right to extend the subscription and payment period.

5. The new shares shall entitle the holder to dividends from the first record date for dividends that fall closest after the resolution on the issue.
 
Item 6 (b) – Resolution on amendment of the articles of association

To enable the reverse share split according to item 6 (c) below, the board of directors proposes that the general meeting resolves to amend the articles § 4 and § 5 in the articles of association as follows.

§ 4 Share capital

The share capital shall be a minimum of SEK 120,000,000 and a maximum of SEK 480,000,000.

§ 5 Number of shares

The number of shares shall be a minimum of 12,000,000 shares and a maximum of 48,000,000 shares.
 
Item 6 (c) – Resolution on reverse share split

The board of directors proposes that the meeting resolves on the reverse share split of the Company’s shares, whereby one hundred (100) existing will be consolidated into one (1) new share (consolidation 1:100).

The board of directors proposes that the meeting authorizes the board of directors to determine the record date for the reverse share split of shares. The record date may not occur before the resolution on the reverse split has been registered with the Swedish Companies Registration Office.

The board of directors shall, in connection with the determination of the record date for the reverse share split, public disclose the resolution on the determination of the record date and disclose further information on the procedure for the reverse share split.

A shareholder who on the record date does not hold a number of shares that is evenly divisible by 100 will receive from Mangold Fondkommission AB (the guarantor) free of charge such number of shares that the shareholder's holding is evenly divisible by 100 (so-called rounding up). This means that all shareholders at the time of the reverse share split will hold shares that correspond to a whole number of new shares and there will be no surplus shares.

The board of directors, the CEO, or a person appointed by the board of directors shall have the right to make any minor adjustments that may be necessary in connection with the registration of the resolutions with the Swedish Companies Registration Office and Euroclear Sweden.
 
Item 7– Resolution on incentive program, including directed share issue and transfer of warrants

The board of directors of the Company proposes that the general meeting resolve on a long-term incentive program for employees in the Company’s wholly owned subsidiary Psyros Diagnostics Ltd, by issuing employee stock options, including a directed issue of warrants.

Background and motive

The Board of Directors deems it important and in the interest of all shareholders that the employees of the group have a long-term interest in a favourable trend in the Company’s share price.

Through an employee stock option-based incentive program for current and future employees in the Company's wholly owned subsidiary Psyros Diagnostics Ltd, employees' reward can be linked to the Company's future performance and value development. Long-term value growth is thus rewarded, aligning the goals of shareholders and concerned employees. Stock-related incentive programs further create a common focus for concerned employees and thereby prioritise long-term actions. Additionally, such incentive programs are deemed to facilitate the Company in recruiting and retaining employees.

Considering the terms, allocation size, and other circumstances, the Board of Directors assesses that the proposed incentive program outlined below is reasonable and beneficial for the Company and its shareholders.

The detailed contents of the employee stock option program are outlined below. To ensure the Company's commitments under the employee stock option program, the Board of Directors also proposes that the general meeting resolve on a directed issue of warrants and approve the transfer of warrants in accordance with the details provided under Section B below.

A. The Board of Directors’ proposal for resolution regarding the implementation of an employee stock option program 2025/2032

The Board of Directors proposes that the general meeting resolve to implement an employee stock option program 2025/2032 according to the guidelines below (the “Employee Stock Option Program”):

1. The employee stock option program shall comprise of a maximum of 100,000 employee stock options (calculated on the number of shares in the Company after the reverse share split according to a separate proposal to the general meeting).

2. Each employee stock option entitles the holder to acquire one (1) new share in the Company at an exercise price equal to the closing price of the Company's share on the NGM Nordic SME on the trading day preceding the day the employee stock option is granted.

3. The exercise price and the number of shares each employee stock option entitles to may be subject to adjustment due to bonus issues, splits, preferential rights issues, and similar measures, whereby the adjustment terms in the complete terms of the warrant shall apply.

4. The Employee Stock Option Program shall include current and future employees of the Company's wholly owned subsidiary Psyros Diagnostics Ltd (excluding those employees who are also board members of the Company), and the Board of Directors of the Company shall have the right to decide on the allocation of employee stock options in accordance with the following guidelines:

5. The Board of Directors may decide on the allocation of employee stock options until the end of 2027.

6. Allocated employee stock options shall vest over a period of four years from the allocation date, in accordance with the following:

a) 75 percent of the employee stock options shall be deemed vested three years from the allocation date, and

b) additional 6,25 percent of the employee stock options shall be deemed vested every three months thereafter; thus, after four years, all employee stock options will be vested.

7. Vesting of employee stock options is conditional upon the holder being employed within the Company group. Furthermore, vested employee stock options may only be exercised if the holder remains employed within the Company group, or within a short period after the termination of employment.

8. Employee stock options may not be transferred or pledged.

9. The employee stock options shall be allocated free of charge. The participant can exercise allocated and vested employee stock options after the end of the vesting period mentioned above, but no later than five years after the allocated date.

10. Participation in the Employee Stock Option Program is conditional upon both legal eligibility for such participation and, according to the Company's assessment, can take place with reasonable administrative costs and financial efforts.

11. The employee stock options shall be governed by a separate agreement with the participant. The Board of Directors shall be responsible for the design and management of the Employee Stock Option Program within the framework of the main terms and guidelines specified above. The Board of Directors has the right, within the framework of the agreement with each participant, to make reasonable changes and adjustments to the terms of the employee stock options deemed appropriate or necessary due to local labour or tax laws or administrative conditions. This may include continuing the vesting of employee stock options in certain cases where it would not otherwise have occurred. The Board of Directors also has the right to accelerate vesting and the timing of the exercise of employee stock options in certain cases, such as in the event of a public takeover offer, certain changes in ownership in the company, liquidation, merger, and similar measures. Finally, the Board of Directors has the right to, in extraordinary circumstances, limit the scope of or terminate the Employee Stock Option Program, in whole or in part, prematurely.

B. The Boards of Directors’ proposal for a resolution on the issue of warrants with deviation from the shareholders’ pre-emptive rights.

To ensure the Company's delivery of shares under the Employee Stock Option Program, the Board of Directors proposes that the general meeting resolve on a directed issue of a maximum of 100,000 warrants and approve the transfer of warrants as follows:

1. The right to subscribe for new warrants shall, with deviation from the shareholders' pre-emptive rights, belong to the Company.

2. The reason for deviating from the shareholders' pre-emptive rights is stated under the heading "Background and motive" above and constitutes part of the implementation of the Employee Stock Option Program.

3. Subscription for the warrants shall be made by subscribing to a subscription list no later than within one week from the resolution on the issue. The Board of Directors shall have the right to extend the subscription period.

4. All warrants are to be issued free of any consideration.

5. The Company shall have the right to transfer warrants to participants in the Employee Stock Option Program without consideration in connection with the exercise of employee stock options in accordance with the terms under A or otherwise dispose of the warrants to ensure the Company's commitments in relation to the Employee Stock Option Program, such transfer being approved by the general meeting through the resolution. The Board of Directors shall not have the right to dispose of the warrants for any purpose other than to ensure the Company's commitments in relation to the Employee Stock Option Program.

6. If all warrants are exercised for the subscription of shares, the Company's registered share capital will increase by up to SEK 1,000,000 (calculated on the number of shares in the Company after the reverse share split according to a separate proposal to the general meeting).

7. Each warrant shall entitle the holder to subscribe for one new share in the Company at a subscription price equivalent to SEK 10, which corresponds to the quotient value of the Company’s shares (calculated on the number of shares in the Company after the reverse share split according to a separate proposal to the general meeting). The subscription price may not be lower than the quotient value of the Company’s shares.

8. The part of the subscription price for a share subscribed for based on a warrant that exceeds the quota value of the previous shares shall be included under the free share premium reserve.

9. Subscription of shares upon exercise of the warrants shall be made in accordance with the terms and conditions for the warrants during the period from the day of registration of the warrants with the Swedish Companies Registration Office and until 31 March 2033.

10. A share that has been issued pursuant to exercise of a warrant entitles to dividends for the first time on the first record date for dividend that take place after the subscription of new shares has been registered with the Swedish Companies Registration Office and been recorded in the share register kept by Euroclear Sweden AB.

11. Further, the warrants are covered by the terms and conditions in Appendix A.

12. The managing director, or the person appointed by the Board of Directors, shall have the right to make minor adjustments as may be necessary in connection with the registration of the resolution with the Swedish Companies Registration Office and Euroclear Sweden AB.

Costs, dilution effects and effects on relevant key figures

As the Employee Stock Option Program is implemented in accordance with special tax rules under British law, the Company's assessment is that no costs for social security contributions or similar will arise for the Company. Therefore, the costs will mainly consist of limited expenses for the implementation and administration of the program. The incentive program is not expected to incur any significant costs for the Company. Furthermore, the options have no market value as they are non-transferable.

The proposed incentive program comprises a total of up to 100,000 employee stock options that can be exercised for the subscription of a total of up to 100,000 shares, corresponding to a dilution effect of up to approximately 0.8 percent based on the number of shares and votes in the Company after the exercise of the employee stock options (calculated on the number of shares in the Company after the reverse share split according to a separate proposal to the general meeting).

The proposed incentive program, together with other outstanding incentive programs comprises a total of employee stock options/warrants that can be exercised for the subscription of a total of up to approx. 300,000 shares, corresponding to a dilution effect of up to approximately 2.4 percent based on the number of shares and votes in the Company after the exercise of the warrants (calculated on the number of shares in the Company after the reverse share split according to a separate proposal to the general meeting).

The dilution and costs associated with establishing and administering the incentive program are expected to have a marginal impact on the Company's key figures.

Preparation of the proposal

The proposal has been prepared by the Board of Directors after obtaining input from major shareholders and independent experts and has been discussed at board meetings in October 2025.

Majority requirement

A resolution in favour of the proposal requires the support of shareholders representing a minimum of nine tenths of the votes cast and nine tenths of the shares represented at the general meeting.

Outstanding and previous share-related incentive programs

The Company resolved at an extraordinary general meeting during 2022 to establish a number of incentive programs for board members and senior executives in the Company as well as employees in the Company's subsidiary Psyros Diagnostics Ltd. and at the 2024 annual general meeting to establish a number of incentive programs for employees of the Company's subsidiary Psyros Diagnostics Ltd.

The program for board members Maria Holmlund and Tobias Volker comprises a total of 1,500,000 warrants, of which all warrants are outstanding and held by the participants in the program. Each warrant gives the holder the right to subscribe for 0.01 new shares in the Company (calculated on the number of shares in the Company after the reverse share split according to a separate proposal to the general meeting) during the period from 1 September 2025 to 30 November 2025 at a subscription price corresponding to SEK 1 per share.

The program for the senior executive Ulf Bladin (managing director) comprises a total of 1,000,000 warrants, of which all warrants are outstanding and held by Ulf Bladin. Each warrant gives the holder the right to subscribe for 0.01 new shares in the Company (calculated on the number of shares in the Company after the reverse share split according to a separate proposal to the general meeting) during the period from 1 September 2025 to 30 November 2025 at a subscription price corresponding to SEK 1 per share.

The programs for employees in the Company's wholly owned subsidiary Psyros Diagnostics Ltd includes a maximum of 10,000,000 employee stock options, of which approx. 6,800,000 are outstanding and held by participants in the incentive program and which gives the participants the right to subscribe for approx. 83,000 new shares in the Company (calculated on the number of shares in the Company after the reverse share split according to a separate proposal to the general meeting). Each employee stock option entitles the holder to acquire new shares in the Company at an exercise price per share corresponding to the closing price of the Company's share on the NGM Nordic SME on the trading day preceding the day the employee stock option was allocated to the respective participant. Allocated employee stock options vest over a period of four years from the date of allocation and in accordance with the following: a) 75 percent of the employee stock options shall be considered vested three years from the date of allocation, and b) an additional 6.25 percent of the employee stock options shall be deemed vested every three months thereafter, i.e. after four years, all employee options will be vested.
 
Information at the extraordinary general meeting

The board of directors of directors and the CEO shall, upon request by any shareholder and where the board of directors of directors believes that it can be done without significant harm to the Company, provide information concerning circumstances which may affect the assessment of an item on the agenda.

Available documentations

The complete proposals of the board of directors of directors in accordance with the above as well as other documents pursuant to the Swedish Companies Act, will be available at the Company’s office on Gasverksgatan 3 A, 222 29 Lund, Sweden and on the Company website, www.prolightdx.com, not later than two weeks before the extraordinary general meeting. The documents will also be sent free of charge to shareholders who have requested this and provided their postal address. The documents will also be available at the extraordinary general meeting.

Processing of personal data

For information regarding the processing of your personal data, please see https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
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Lund in October 2025
Prolight Diagnostics AB (publ)
Board of directors