At the Annual General Meeting in CDON AB ("CDON" or the "company") held on 7 May 2025, the following resolutions were passed.

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 2024.

Resolution on dispositions in respect of the company's result

It was resolved, in accordance with the proposal from the Board of Directors, that no dividend is paid and that available profits are carried forward.

Resolution on discharge from liability

It was resolved to discharge all members of the Board of Directors and the Chief Executive Officer from liability for the financial year 2024.

Resolution on fees to the Board of Directors and auditor

It was resolved, in accordance with the proposal from the Nomination Committee, that the fees to the members of the Board of Directors shall be distributed as follows:

• SEK 350,000 to the Chairman of the Board and SEK 225,000 to each of the other Board members elected by the Annual General Meeting, and
• SEK 75,000 to the Chairman of the Audit Committee.

It was resolved, in accordance with the proposal from the Nomination Committee, that the auditor's fees 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 six (6), without deputies. The Annual General Meeting resolved on re-election of Christoffer Norman and Brad Hathaway and new election of Alexander Bricca, Houman Akhavan, Mikaela Willman and Felix Erhardt as members of the Board of Directors for the period until the end of the next Annual General Meeting.

It was resolved, in accordance with the proposal from the Nomination Committee, to re-elect Christoffer Norman as Chairman of the Board.

It was resolved, in accordance with the proposal from the Nomination Committee, that one registered accounting firm be elected as auditor, without deputies. The Annual General Meeting resolved to elect the registered accounting firm Öhrlings PricewaterhouseCoopers AB as the company's auditor for the period until the end of the next Annual General Meeting. The Authorized Public Accountant Eva Carlsvi will be appointed auditor in charge.

Resolution on adoption of a warrant-based incentive program for senior executives

It was resolved, in accordance with the proposal from the Board of Directors, to adopt a warrant-based incentive program for senior executives and to issue and approve of transfer of no more than 122,349 warrants in accordance with the Board of Directors' proposal. The right to acquire warrants is granted to the CEO and members of the senior management in the company. Vesting of the warrants shall take place gradually during a three-year period, whereby 33 percent of allotted warrants shall be vested after one year and vesting of the remaining warrants shall take place on a quarterly basis. If the participant's employment with CDON is terminated during the three year period, CDON has the right to repurchase warrants from the participant under certain circumstances. In order to stimulate high participation in the program, participants who participate in the program shall receive a subsidy in the form of a bonus payment corresponding, after tax, to 50 percent of the premium for the warrants acquired.

Each warrant entitles to subscribe for one ordinary share in the company at a subscription price corresponding to 185 percent of the volume-weighted average price of the company's ordinary share on Nasdaq First North Growth Market during the ten (10) trading days immediately preceding 7 May 2025. Subscription of new shares by support of the warrants may take place during the period from and including 22 May 2028 up to and including the date that falls 30 calendar days thereafter. Transfer of warrants shall take place at market value at the time of transfer. Application for acquisition of the warrants shall be made no later than 21 May 2025.

The complete terms and conditions for the warrants are available on the companys website, investors.cdon.com/en.

Resolution on authorization for the Board of Directors to issue ordinary shares

It was resolved, in accordance with the proposal from the Board of Directors, to authorize the Board of Directors to, on one or several occasions during the period up until the next Annual General Meeting, resolve on new issue of ordinary shares, with or without deviation from the shareholders' preferential rights. The total number of ordinary shares that can be issued by support of the authorization may not exceed twenty-five (25) percent of the total number of outstanding ordinary shares in the company at the time of the first utilization of the authorization. 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, in a time- and cost-effective manner be able to supply the company with new capital and/or 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 ordinary shares as payment in connection with agreements on acquisitions, or to raise capital for such acquisitions. New issue of shares, with deviation from the shareholders' preferential rights, shall take place at a subscription price in line with market conditions, including any discount in line with market conditions where applicable.

For further information, please contact:

Fredrik Norberg
CEO
E-mail: fredrik.norberg@cdon.com

Carl Andersson
CFO
E-mail: carl.andersson@cdon.com

Certified Adviser
FNCA Sweden AB is the company's Certified Adviser.

About CDON Group
CDON AB (publ) is a leading marketplace group in the Nordics, owning and operating the online marketplaces CDON and Fyndiq. CDON Group is listed on Nasdaq First North Growth Market and is headquartered in Stockholm. In 2023, CDON AB acquired Fyndiq, bringing the two platforms together under the CDON Group. Fyndiq and CDON combine technology competencies, marketplace infrastructure, and customer reach - creating a comprehensive and complementing offering for merchants and consumers alike. The Group's vision is to unleash the power of the marketplace to give the best shopping experience in the Nordics.