Bulletin from the Annual General Meeting in Oncopeptides AB (Publ)
Stockholm, Sweden – 17 May 2018 – Oncopeptides AB (publ)’s (ONCO) Annual General Meeting 2018 was held today, at Tändstickspalatset in Stockholm. At the Annual General Meeting, the following principal resolutions were passed.
- The presented annual report was adopted and the members of the Board of Directors and the CEO were discharged from liability in respect of the financial year 2017.
- It was resolved to carry forward the loss for the year in accordance with the Board of Directors’ proposal.
- The proposed remunerations to the Board of Directors, its committees and the Company’s auditor were approved.
- Jonas Brambeck, Cecilia Daun Wennborg, Jarl Ulf Jungnelius, Per Samuelsson and Olof Tydén were re-elected as board members. Brian Stuglik and Per Wold-Olsen were elected as new board members. Per Wold-Olsen was also elected as Chairman of the Board of Directors.
- It was resolved to adopt the proposed guidelines for remuneration to the senior management.
- It was resolved to adopt the proposed principles for the establishment of the Nomination Committee and instructions regarding its work.
- It was resolved, in accordance with the Board of Directors’ proposal, to introduce a long term incentive program for members of the senior management and key persons (including employees and consultants) in the Company (“Co-worker LTIP 2018”). The participants will be granted options which after three years will entitle to the acquisition of shares in the Company at a pre-determined exercise price corresponding to the volume weighted average price of the Company’s share for the five trading days preceding the granting date of each option. Each option entitles to the acquisition of one share in the Company and a total of not more than 440,025 options will be granted. It was further resolved, in accordance with the Board of Directors’ proposal, to issue not more than 440,025 warrants in order to ensure delivery of shares and for hedging of social security costs under Co-worker LTIP 2018. It was further resolved, in accordance with the Board of Directors’ proposal, that warrants that have been issued by Oncopeptides under Co-worker LTIP 2017 for the purpose of hedging Oncopeptides’ social security costs under Co-worker LTIP 2017 can be used under Co-worker LTIP 2018 to cover social security costs under Co-worker LTIP 2018.
- It was resolved, in accordance with the Nomination Committee’s proposal, to introduce a long term performance based incentive program for certain members of the Board of Directors (“Board LTIP 2018”). The program is share based and intended for main owner independent members of the Board of Directors. The program comprises a total of not more than 55,000 share awards and the number of share awards that shall be awarded to each participant shall correspond to a certain amount (SEK 1,350,000 to the Chairman and SEK 540,000 to each of the other main owner independent members of the Board of Directors) divided by the volume weighted average price of the Company’s share on Nasdaq Stockholm for the 30 trading days preceding the Annual General Meeting. The share awards are subject to performance vesting based on the development of the price of the Company’s share over the period from the date of the Annual General Meeting up until the annual general meeting 2021. Each vested share award entitles the holder to receive one share in the Company without any compensation being payable provided that the holder is still a Board member of the Company at the relevant times of vesting. It was further resolved, in accordance with the Nomination Committee’s proposal, to issue not more than 55 000 warrants in order to ensure delivery of shares under Board LTIP 2018.
- It was resolved, in accordance with the Board of Directors’ proposal, to authorize the Board of Directors to, until the next Annual General Meeting, on one or more occasions, decide upon issuances of new shares, issuance of warrants and/or convertibles. New issues of shares and issues of warrants and/or convertibles may occur with or without preferential rights for shareholders of the Company and may be made either in cash and/or by way of set-off or contribution in kind or otherwise on terms. The number of shares issued under the authorisation, or the number of shares created in connection with exercise of warrants or conversion of convertibles, may not correspond to a dilution of more than 20 per cent of the total number of shares outstanding at the Annual General Meeting’s resolution on the proposed authorization, after full exercise of the authorization.
For further information
Jakob Lindberg, CEO, Oncopeptides AB
Telephone: +46 (0)8 615 20 40
Rein Piir, Head of Investor Relations, Oncopeptides AB
Telephone: +46 (0)70 853 72 92
Oncopeptides is a research and development stage pharmaceutical company developing drugs for the treatment of cancer. The company focus on the development of the lead product candidate Ygalo®, an innovative, Peptidase Enhanced Cytotoxic (PEnCs). Ygalo® is intended as an effective treatment of hematological cancers, and in particular multiple myeloma. The current clinical study program is intended to demonstrate better results from treatment with Ygalo® compared with established alternative drugs for patients with late-stage multiple myeloma. Ygalo® will potentially provide physicians with a new treatment option for patients suffering from this serious disease.
For more information visit www.oncopeptides.se.
The above information was released for public disclosure on 17 May, 2018 at 18.30 (CET).