Notice of extraordinary general meeting in Cyxone AB
The English text is an unofficial translation. In case of any discrepancies between the Swedish language version of this document and the English translation, the Swedish language version shall prevail.
The shareholders in Cyxone AB, Reg. No. 559020-5471 (“Cyxone”), are hereby invited to an extraordinary general meeting on Tuesday 18 April 2023 at 11.00 CEST, at the compa-ny’s office, Hyllie Boulevard 34 in Malmö, Sweden.
Right to participate and notification
Shareholders wishing to attend the annual general meeting must:
- be registered in the company’s share register kept by Euroclear Sweden AB as of Thursday 6 April 2023, and
- have notified their participation no later than Wednesday 12 April 2023 by mail to Cyxone AB, Hyllie Boulevard 34, SE-215 32 Malmö, Sweden or by e-mail to admin@cyxone.com. The notification should specify the shareholder’s complete name, personal identity number or company registration number, the number of shares held by the shareholder, address, telephone number during work hours and, when applicable, information on the number of advisors (two at the most).
Trustee-registered shares
Shareholders whose shares are trustee-registered in the name of a bank or other trustee must, to be able to exercise their voting rights at the meeting, request the trustee to register their shares in their own name with Euroclear Sweden AB (so called “voting rights registration”). Such voting rights registration must be implemented by the trustee no later than as of Wednesday 12 April 2023. Accordingly, shareholders must well in advance before this date notify their trustee of their request of such voting rights registration.
Proxy etc.
In case the shareholder should be represented by a proxy, the proxy must bring a written power of attorney, which is dated and duly signed by the shareholder, to the meeting. The validity term of the power of attorney may not be more than one year, unless a longer validity term is specifically stated in the power of attorney (however at the longest five years). If the power of attorney is issued by a legal entity, the representing proxy must also present a valid registration certificate or equivalent document for the legal entity. In order to facilitate the entrance at the meeting, a copy of the power of attorney and other authorization documents should preferably be attached to the shareholder’s notification to participate in the meeting.
Proposed agenda:
- Opening of the meeting.
- Election of Chairman of the meeting.
- Preparation and approval of the register of voters.
- Approval of the agenda.
- Election of one or two persons to confirm the minutes.
- Determination as to whether the meeting has been duly convened.
- Determination of the number of board members.
- Election of new board member.
- Determination of remuneration for the new board member.
- Closing of the meeting.
Proposed resolutions
Item 1: Election of Chairman of the meeting
The Nomination Committee, consisting of Ivar Nordqvist, Göran Ofsén, Mikael Lindstam and the Chairman of the board, Bert Junno, proposes that lawyer Ola Grahn is elected as Chairman of the meeting.
Item 7: Election of new board member
At the annual general meeting 16 May 2022, it was resolved to re-elect Bert Junno, Theresa Comiskey Olsen, Saad Gilani and Mikael Lindstam as board members. It was further resolved to re-elect Bert Junno as Chairman of the board.
On 31 March 2023, Theresa Comiskey Olsen and Saad Gilani resolved to resign from the board of directors, creating vacancies in the board of directors. Currently, the board of directors is composed of Bert Junno, Chairman, and Mikael Lindstam.
The Nomination Committee now proposes that Carl-Magnus Högerkorp is elected as new board member for the time until the close of the next annual general meeting, alongside the current remaining board members elected by the annual general meeting 16 May 2022, whereby the vacancies in the board of directors ceases.
Carl-Magnus Högerkorp, born 1970, CEO of Cyxone since June 2022, holds a PhD in immunology from Lund University, as well as an MBA from EFL/Lund school of Economics and Management. Carl-Magnus brings long and broad experience from pharma and biotech companies, both internationally and nationally. During his career, Carl-Magnus has for example worked with research and development projects within infectious disease, immuno oncology, regenerative medicine, inflammation and autoimmune diseases. Further, Carl-Magnus has held senior positions in several companies such as CEO for Edvince, Canimguide Therapeutics and ImModulate Pharma and CSO at Xintela, where he took part in the introduction of the company on Nasdaq First North Growth Market.
Other ongoing assignments: CEO of Cyxone AB. CEO and board member of HCB Development AB.
Shareholding in Cyxone: 110,873 shares.
Item 8: Determination of remuneration for the new board member
The Nomination Committee proposes that no remuneration shall be paid to the new board member.
Shareholders’ right to information
The shareholders are reminded of their right to request information at the meeting pursuant to chapter 7, section 32, paragraph 1 of the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)).
Number of shares and votes in the company
As of the date of this notice, the total number of shares and votes in the company amounts to 98,444,728. The company does not hold any own shares.
Processing of personal data
For information on how your personal data is processed, see
https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
____________________
Malmö in March 2023
Cyxone AB (publ)
The Board of Directors
Contact
Carl-Magnus Högerkorp
CEO, Cyxone AB
Tel: +46 (0)70 781 88 12
Email: carl.hogerkorp@cyxone.com
The information was submitted for publication, through the agency of the contact person set out above, at 15.35 CEST on 31 March 2023.
About Cyxone
Cyxone AB (publ) (Nasdaq First North Growth Market: CYXO) develops disease modifying therapies for diseases such as rheumatoid arthritis and multiple sclerosis. Rabeximod is a Phase 2 candidate drug being evaluated for the management of rheumatoid arthritis. T20K is a Phase 1 candidate drug for treatment of multiple sclerosis. Certified Adviser is FNCA Sweden AB. For more information, please visit www.cyxone.com
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