Talenom Plc, Stock exchange release, 29 January 2026 at 16:45 EET

Talenom Plc’s Board of Directors has decided to terminate the company’s existing option and share‑based incentive schemes and has decided on directed share issues without payment

Talenom Plc’s Board of Directors (the “Company” or “Talenom”) has decided today to terminate its performance share plan for 2024–2027 for the group’s key employees and to accelerate the payment under the 2024–2025 and 2025–2026 vesting periods. The payment will be carried out through a directed share issue without payment, with the Company’s new shares. For the avoidance of doubt, no reward will be paid for the 2026–2027 vesting period under the now terminated scheme. The Company’s Board of Directors has also decided to terminate the existing option schemes (Option rights 2021, Option rights 2022 and Option rights 2023) and has resolved that no compensation will be paid to the holders of the option rights in accordance with the terms and conditions of the option schemes. In addition, the Company’s Board of Directors has decided to terminate the Company’s Executive Board’s short‑term share‑based incentive scheme. For the year 2025, the Company’s Executive Board’s rewards will be paid through a directed share issue without payment, with the Company’s new shares. For the avoidance of doubt, no reward will be paid for the year 2026 under the now terminated scheme. The termination decisions are related to Talenom’s partial demerger (the “Demerger”), which was approved by the Company’s Extraordinary General Meeting on 27 January 2026.

In the share issues, a total of maximum 170,660 new shares are issued free of payment to the eligible reward recipients. Approximately 130 persons are included in the target group of the plan, including the Company’s Executive Board members. The rewards will be paid partly in the Company’s new shares and partly in cash. The cash proportion is intended to cover taxes and tax-related expenses arising from the rewards to the participants.

Talenom expects that the shares are registered with the Finnish Trade Register on or about 5 February 2026 and entered in the book-entry system maintained by Euroclear Finland Ltd on or about 5 February 2026. The total number of Talenom shares following the registration will equal 45,799,232. The new shares are expected to commence trading on Nasdaq Helsinki on or about 6 February 2026, together with other Talenom shares (TNOM).

The Boards of Directors of Talenom and Easor Plc, which will be established in the Demerger, will assess the establishment of incentive programmes directed at the key personnel of the companies following the effective date of the Demerger.

The directed share issue without payment is based on the authorisation granted to the Board of Directors by Talenom’s Annual General Meeting held on 19 March 2025.

TALENOM PLC
Board of Directors

Further information:
Otto-Pekka Huhtala
CEO, Talenom Plc
+358 40 703 8554
otto-pekka.huhtala@talenom.fi

About Talenom

Talenom is a customer-centric and advanced accounting firm founded in 1972. Our mission is to help entrepreneurs succeed. We want to be a genuine partner to our customers and we help our customers with comprehensive accounting, payroll and expert services. Our vision is to be the most recommended financial partner. Talenom operates in Finland, Sweden and Spain. Talenom's share is listed on the main market of Nasdaq Helsinki. Read more: https://investors.talenom.com/en/.

Forward-looking statements

This release includes “forward-looking statements” that are based on present plans, estimates, projections and expectations and are not guarantees of future performance. Words such as “intend”, “assess”, “expect”, “may”, “plan”, “believe”, “estimate” and other expressions entailing indications or predictions of future developments or trends, not based on historical facts, constitute forward-looking information. They are based on certain expectations and assumptions, which, even though they seem to be reasonable at present, may turn out to be incorrect. Shareholders should not rely on these forward-looking statements. Numerous factors may cause the actual result of operations or financial condition of Talenom or Easor to differ materially from those expressed or implied in the forward-looking statements. Neither Talenom, Easor, nor any of their affiliates, advisors or representatives or any other person undertakes any obligation to review, confirm or to release publicly any updates or revisions to any forward-looking statements to reflect events that occur or circumstances that arise after the date of this release other than as required by applicable laws and regulations.