Resolutions at Sleep Cycle’s Annual General Meeting 2024
Gothenburg, Sweden, 11 April 2024 — At the Annual General Meeting (the “AGM”) of Sleep Cycle AB (publ) on 11 April 2024, the following was resolved.
Adoption of the income statement and the balance sheet
The AGM adopted the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet for the financial year 2023.
Allocation of profit
The AGM resolved, in accordance with the Board of Directors’ proposal, on dividend of SEK 2.30 per share, of which SEK 1.30 per share is ordinary dividend for 2023 and SEK 1.00 per share is extraordinary dividend. The record date was set to 15 April 2024. The dividend is expected to be distributed by Euroclear Sweden AB starting 18 April 2024.
Discharge from liability
The Board members and the CEO were discharged from liability for their administration of the company for the financial year 2023.
Election of Board of Directors
Anne Broeng, Maciej Drejak and Mathias Høyer were re-elected as members of the Board and Hans Skruvfors was elected as new Board member. Anne Broeng was re-elected as Chairperson of the Board.
Board remuneration
The AGM resolved that Board fees shall be paid with SEK 735,000 to the Chairperson and SEK 290,000 to each of the other Board members elected by the AGM. For work in the Audit Committee, the AGM resolved that a fee of SEK 125,000 shall be paid to the Chairperson and a fee of SEK 65,000 shall be paid to each other member of the Audit Committee. For work in the Remuneration Committee, a fee of SEK 65,000 shall be paid to the Chairperson and a fee of SEK 40,000 shall be paid to each other member of the Remuneration Committee.
Election of auditor and auditor fees
The registered audit firm Öhrlings PricewaterhouseCoopers AB was re-elected as auditor of the company until the close of the AGM 2025. It was resolved that fees to the auditor shall be paid in accordance with approved invoice.
Principles for the Nomination Committee
The AGM resolved, in accordance with the Nomination Committee’s proposal, to adopt new principles for establishment of a Nomination Committee, to apply until further notice.
Remuneration report
The AGM resolved to approve the Board of Directors’ remuneration report pursuant to Chapter 8, Section 53 a of the Swedish Companies Act, regarding the financial year 2023.
Resolution on the implementation of an incentive program for employees of the company by a directed issue of warrants Series 2024/2027 and payment of a gratuity
The AGM resolved, in accordance with the Board of Directors’ proposal, on the implementation of an incentive program for the employees of the company, by a directed issue of warrants with the right to subscribe for new shares in the company, and payment of a gratuity. The company shall issue a maximum of 800,000 warrants that give the right to subscribe for 800,000 new shares. The right to subscribe for the warrants shall, with deviation from the shareholders’ preferential right, accrue to the employees of the company. Subscription of shares by exercise of warrants shall take place during the period from and including 15 May 2027 up to and including 15 June 2027. The subscription price per share shall amount to 160 percent of SEK 37.03, corresponding to the volume-weighted average price according to Nasdaq Stockholm’s official price list for shares in the company during the period of ten trading days preceding the AGM. As part of the incentive program, the participant receives a gratuity in the form of a gross salary supplement where the net salary corresponds to the amount paid by the participant for the warrants. The total salary cost excluding social security contributions shall not exceed SEK 60,000 and comprise a maximum of 10,000 warrants per participant. In the event that all warrants are exercised, the number of shares will increase by 800,000, which corresponds to a dilution of a maximum of approximately 3.8 percent of the shares and votes based on the company’s current number of shares.
For more information, please visit www.sleepcycle.com or contact:
Media contacts:
Per Andersson
CFO och Head of Investor Relations
per.andersson@sleepcycle.com
+46 70 939 5327
Jonna Grenfeldt
PR Manager
jonna.grenfeldt@sleepcycle.com
+46 707 357 539
About Sleep Cycle
With millions of daily active users and over two billion nights analyzed in more than 150 countries, Sleep Cycle is the leading sleep tracking application and one of the most widely used solutions worldwide to improve sleep health. Sleep Cycle’s mission is to improve global health by empowering people to sleep better. Since its launch in 2009, Sleep Cycle has helped millions of people understand their sleep habits and improve their sleep. The mobile application helps users fall asleep more easily, tracks and analyses sleep during the night, wakes the user in a light sleep phase, and provides insight into how sleep quality is best improved. Sleep Cycle is one of the world’s most comprehensive sources for statistics on sleep and contributes to research and reporting on sleep worldwide. Sleep Cycle is listed on Nasdaq Stockholm under the ticker SLEEP. The head office is located in Gothenburg, Sweden.