The annual general meeting 2026 (the "AGM") of Coffee Stain Group AB ("Coffee Stain") was held today on 24 September 2026 in Karlstad and the following resolutions were passed by the meeting.

Adoption of the income statement and the balance sheet
The AGM resolved to adopt the income statement and the balance sheet in Coffee Stain and the consolidated income statement and the consolidated balance sheet.

Allocation of profit
The AGM resolved that a dividend of SEK 0.68 per share to the shareholders and that the remaining non-restricted equity, in total approximately SEK 2.6 billion, would be carried forward. The dividend is proposed to be distributed in four tranches as set out below.

Discharge from liability
The directors of the board and the CEO were discharged from liability for the financial year 2025/2026.

Election of the board of directors, auditor and remuneration and adoption of new principles for the nomination committee 
The AGM resolved, in accordance with the nomination committee’s proposal, that the board of directors shall consist of six directors without any deputy directors. The AGM resolved that the number of auditors shall be one registered audit firm.

The AGM further resolved, in accordance with the nomination committee’s proposal, that the remuneration for each director elected by the meeting and who is not employed by Coffee Stain or group the remuneration shall be SEK 415,000 (SEK 400,000 the previous year) and the chair of the board of directors is to receive SEK 800,000 (SEK 750,000 the previous year).

Furthermore, it was resolved, in accordance with the nomination committee’s proposal, that remuneration for members of the audit and sustainability committee shall be SEK 100,000 (SEK 100,000 the previous year) and the remuneration to the chair of the audit and sustainability committee shall be SEK 200,000 (SEK 150,000 the previous year) and that remuneration for members of the remuneration committee shall be SEK 50,000 (SEK 50,000 the previous year) and remuneration to the chair of the remuneration committee shall be SEK 75,000 (SEK 75,000 the previous year).

It was further resolved, in accordance with the nomination committee’s proposal, that remuneration to the auditor shall be paid in accordance with approved invoices.

Sara Börsvik, Henrik Tjärnström, Lars Wingefors, Anton Westbergh and Jacob Jonmyren were re-elected as directors of the board. Susana Meza Graham was elected as new director.

Jacob Jonmyren was re-elected as the chair of the board. The board also resolved that the audit and sustainability shall comprise: Sara Börsvik (to be appointed chair by the committee), Henrik Tjärnström and Jacob Jonmyren, and that the remuneration committee shall comprise Jacob Jonmyren (chair) and Susana Meza Graham.

PwC was re-elected as Coffee Stain’s auditor. PwC has announced that the authorized auditor Martin Bengtsson will be appointed as the new main responsible auditor.

The AGM resolved to adopt new principles for the nomination committee.

Authorization for the board to issue shares, convertibles and/or warrants
The AGM, in accordance with the board of directors' proposal, resolved to authorize the board of directors during the period up until the next annual general meeting to, on one or more occasions, resolve to issue B shares, convertibles and/or warrants with right to convert into and subscribe for B shares respectively, with or without preferential rights for the shareholders, in the amount not exceeding ten (10) percent of the total number of shares in Coffee Stain at the time when the authorization is used the first time, to be paid in cash, in kind and/or by way of set-off. The purpose for the board to resolve on issuances with deviation from the shareholders preferential rights in accordance with the above is primarily for the purpose to raise new capital to increase flexibility of Coffee Stain or in connection with acquisitions. If the board of directors finds it suitable in order to enable delivery of shares in connection with a share issuance as set out above it may be made at a subscription price corresponding to the shares quota value.

Approval of long-term warrant program by way of issuance of warrants
The AGM resolved, in accordance with the board of directors' proposal, on a long-term warrant program (“Warrant Program 2026/2029”) by way of issuance of warrants.

The Warrant Program 2026/2029 consists of no more than 1,200,000 warrants. The right to subscribe for warrants under Warrant Program 2026/2029 is, with deviation from the shareholders' pre-emption rights, granted to the CEO and the CFO. The reason for the deviation from the shareholders' pre-emption rights is to implement a long-term incentive program for the executive management of Coffee Stain. 

The warrants shall be subscribed for by the participants against cash payment corresponding to the market value.

The warrants in Warrant Program 2026/2029 have a term of three (3) years calculated from the last day for subscription of the warrants. Each warrant entitles to subscription for one (1) share of series B in Coffee Stain during the period from and including the date falling three (3) years after the last day for subscription of the warrants up to and including the date falling two (2) weeks thereafter. 

Subscription for shares by way of exercising warrants shall be made at a price per share corresponding to 135 percent of the volume-weighted average trading price of Coffee Stain Group AB's series B share on Nasdaq First North Growth Market during the ten (10) trading days commencing on the first trading day after the annual general meeting on 24 September 2026.

If the warrants are exercised in full, the share capital will increase by SEK 2,760.

For further details regarding the resolutions at the AGM refer to the notice, the annual report, the complete proposals which are available at Coffee Stain and have been made public at Coffee Stain’s webpage https://coffeestain.com/agm/annual-general-meeting-2026/.

Attachments
Announcement from Coffee Stain Group's annual general meeting