Minutes of the Extraordinary General Meeting – 5 July 2024

Cessatech A/S, CVR no. 41293055 (“Cessatech” or the “Company”) held its extraordinary general meeting on Friday 5 July 2024 at 08:30 (CET) at the Company's address Kanonbådsvej 2, 1437 København K.

The agenda for the general meeting was as follows:

1. ELECTION OF THE CHAIRMAN OF THE MEETING
   1. Attorney Anders Rubinstein was elected chairman of the meeting. The chairman of the meeting ascertained that none of the shareholders objected to the legality of the extraordinary general meeting and announced that the extraordinary general meeting had been duly convened and was legal and competent in terms of all items on the agenda. The chairman of the general meeting then informed that based on postal votes and proxies duly received prior to the general meeting a solid support of all proposals on the agenda had been secured in advance of the meeting.

2. PROPOSALS FROM THE BOARD OF DIRECTORS
   1. Proposal to elect Anders Dyhr Dombernowsky-Toft as a board member

It was noted that Peter Birk Rasmussen was leaving the Board of Directors. The general meeting unanimously resolved to elect Anders Dyhr Dombernowsky-Toft as a new board member.

1. 2. Clarification of clause 3.1.2 in the Articles of Association

The general meeting unanimously resolved to include a specification of the number of warrants related to a potential new incentive warrant scheme for employees or board members of Cessatech, in article 3.1.2 with the following wording:

“3.2.1 Authorization to issue incentive warrants

The Board of Directors is authorized during the period until 1 January 2027 on one or more occasions to issue 1,936,122 warrants without pre-emptive rights for the Company’s shareholders, each conferring the right to subscribe one share of nominal value of DKK 0.20 against cash contribution. Warrants may be issued to board members, members of management and other employees of the Company and its subsidiaries, if any. The specific terms and conditions of the warrants are to be determined by the Board of Directors.”

The chairman of the general meeting announced that all the agenda items had been discussed and announced that the extraordinary general meeting had come to an end.

As chairman of the extraordinary general meeting:

__________

Anders Rubinstein
Attorney

For more information about Cessatech, please contact:
Jes Trygved, CEO
Phone: +45 9387 2309
E-mail: jes.trygved@cessatech.com
www.cessatech.com

About Cessatech
Cessatech A/S is a Danish pharmaceutical company committed to developing and commercializing evidence-based and innovative medicines for children for the treatment of paediatric acute pain. Its lead asset (CT001) is an analgesic nasal spray for the treatment of acute and planned painful procedures in children. The advantages include needle-free administration, easy administration, a fast-acting therapeutic effect, and being medically approved for children. CT001 is at its pivotal stage of clinical development, and CT002 is at the early development phase.