Notice of Annual General Meeting in Precise Biometrics AB
Idag, 08:30
Precise Biometrics AB, Reg. No. 556545-6596, with its registered office in Lund, Sweden, gives notice of the Annual General Meeting to be held on Thursday 21 May 2026 at 9.30 a.m. at Ideon Gateway, Scheelevägen 27 in Lund, Sweden.
Right to participate in the Annual General Meeting and notice of participation
A shareholder who wishes to participate in the Annual General Meeting must (i) be recorded as a shareholder in the share register maintained by Euroclear Sweden AB relating to the circumstances on Tuesday 12 May 2026, and (ii) no later than Friday 15 May 2026, give notice of participation by post to Precise Biometrics AB, Attn: AGM 2026, Scheelevägen 27, SE-223 63 Lund, Sweden or via e-mail to bolagsstamma@precisebiometrics.com. When providing such notice, the shareholder shall state name, personal or corporate registration number, address, telephone number and the number of any accompanying assistant(s) (maximum two assistants) as well as information about any proxy.
If a shareholder is represented by proxy, a written, dated proxy for the representative must be issued. A proxy form is available on the company’s website, www.precisebiometrics.com. If the proxy is issued by a legal entity, a certificate of registration or equivalent certificate of authority should be enclosed. To facilitate the registration at the Annual General Meeting, the proxy and the certificate of registration or equivalent certificate of authority should be sent to the company as set out above so that it is received no later than 20 May 2026.
Nominee-registered shares
To be entitled to participate in the Annual General Meeting, a shareholder whose shares are held in the name of a nominee must, in addition to providing notification of participation, register its shares in its own name so that the shareholder is recorded in the share register relating to the circumstances on 12 May 2026. Such registration may be temporary (so-called voting right registration) and is requested from the nominee in accordance with the nominee’s procedures and in such time in advance as the nominee determines. Voting right registrations completed by the nominee not later than 15 May 2026 are taken into account when preparing the share register.
Proposed agenda
- Opening of the Annual General Meeting
- Election of Chairman of the Annual General Meeting
- Preparation and approval of the voting list
- Approval of the agenda
- Election of one or two persons to approve the minutes
- Determination of whether the Annual General Meeting has been duly convened
- Presentation by the CEO
- Presentation of the annual report and the auditor’s report as well as the consolidated financial statements and the auditor’s report on the consolidated financial statements
- Resolution regarding
- adoption of the income statement and the balance sheet as well as the consolidated income statement and the consolidated balance sheet
- allocation of the company’s result pursuant to the adopted balance sheet
- discharge from liability of the Board members and the CEO
- Determination of the number of members of the Board of Directors and the number of auditors
- Determination of remuneration for members of the Board of Directors and auditor
- Election of members of the Board of Directors and Chairman of the Board of Directors
- Election of auditor
- Presentation of the Board of Directors’ remuneration report for approval
- Resolution regarding authorisation for the Board of Directors to resolve on issue of ordinary shares
- Resolution regarding authorisation for the Board of Directors to resolve on issue of warrants
- Resolution regarding authorisation for the Board of Directors to resolve on issue of shares and/or convertible instruments
- Closing of the Annual General Meeting
The Nomination Committee’s proposals
Proposals regarding the Chairman of the Annual General Meeting, the number of members of the Board of Directors and the number of auditors, remuneration to the Board of Directors and the auditor, and election of members of the Board of Directors, Chairman of the Board of Directors and auditor (items 2 and 10–13)
The Nomination Committee’s proposals regarding these items will be made public as soon as possible following the resolutions adopted at the Extraordinary General Meetings in the company and in Fingerprint Cards AB (publ) on 30 April 2026 concerning the proposed merger between the companies.
The Board of Directors’ proposals
Resolution regarding allocation of the company’s result pursuant to the adopted balance sheet (item 9 b)
The Board of Directors proposes that no dividend shall be paid, and that the company’s result shall be carried forward.
Resolution regarding authorisation for the Board of Directors to resolve on issue of ordinary shares (item 15)
The Board of Directors proposes that the Annual General Meeting resolves to authorise the Board of Directors, for the period up to the next Annual General Meeting, to resolve, whether on one or several occasions, to increase the company’s share capital through new issues of ordinary shares. The Board of Directors shall be authorised to issue ordinary shares with deviation from the shareholders’ pre-emptive rights and/or an issue in kind or an issue by way of set-off or otherwise on such terms and conditions as referred to in Chapter 2, Section 5, second paragraph 1–3 and 5 of the Swedish Companies Act.
The authorisation shall only be utilized to resolve on a rights issue of approximately 110 MSEK, in accordance with what the company has previously communicated in connection with the announcement of the proposed merger with Fingerprint Cards AB (publ).
The CEO is proposed to be authorised to make such minor adjustments to this resolution that may be necessary in connection with the registration thereof.
A resolution in accordance with the Board of Directors’ proposal is valid only if supported by shareholders holding not less than two-thirds of both the votes cast and the shares represented at the Annual General Meeting.
The proposal by the Board of Directors under this item is conditional upon that the Extraordinary General Meetings in the company and in Fingerprint Cards AB (publ) on 30 April 2026 resolve to approve the proposed merger between the companies.
Resolution regarding authorisation for the Board of Directors to resolve on issue of warrants (item 16)
The Board of Directors proposes that the Annual General Meeting resolves to authorise the Board of Directors, for the period up to the next Annual General Meeting, to resolve, whether on one or several occasions, to increase the company’s share capital through issues of warrants. The Board of Directors shall be authorised to issue warrants with deviation from the shareholders’ pre-emptive rights and/or an issue in kind or an issue by way of set-off or otherwise on such terms and conditions as referred to in Chapter 2, Section 5, second paragraph 1–3 and 5 of the Swedish Companies Act.
The authorisation shall only be utilized to resolve on the issuance of warrants to holders of Fingerprint Cards’ Series 2025:1 warrants, in accordance with what the company has previously communicated in connection with the announcement of the proposed merger with Fingerprint Cards AB (publ).
The CEO is proposed to be authorised to make such minor adjustments to this resolution that may be necessary in connection with the registration thereof.
A resolution in accordance with the Board of Directors’ proposal is valid only if supported by shareholders holding not less than two-thirds of both the votes cast and the shares represented at the Annual General Meeting.
The proposal by the Board of Directors under this item is conditional upon that the Extraordinary General Meetings in the company and in Fingerprint Cards AB (publ) on 30 April 2026 resolve to approve the proposed merger between the companies.
Resolution regarding authorisation for the Board of Directors to resolve on issue of shares and/or convertible instruments (item 17)
The Board of Directors proposes that the Annual General Meeting resolves to authorise the Board of Directors, for the period up to the next Annual General Meeting to resolve, whether on one or several occasions, to issue ordinary shares and/or convertibles regarding such shares corresponding to an increase of the Company’s share capital with not more than 20 percent of the share capital as per the date of the resolution on the new issue with the support of this authorisation. The Board of Directors shall be authorised to issue ordinary shares and/or convertibles with or without deviation from the shareholders’ pre-emptive rights and/or an issue in kind or an issue by way of set-off or otherwise on such terms and conditions as referred to in Chapter 2, Section 5, second paragraph 1–3 and 5 of the Swedish Companies Act.
An issue in accordance with this authorization shall be on market conditions, subject to issue discounts in line with market practice. The reason to propose that the Board of Directors shall be authorised to resolve on an issue with deviation from the shareholders’ pre-emptive rights is that the Company shall be able to issue ordinary shares and/or convertibles in connection with acquisitions of companies or businesses and to carry-out directed new issues in order to raise capital to the Company.
It is proposed that the CEO is authorised to make such minor adjustments to this resolution that may be necessary in connection with the registration with the registration thereof.
A resolution in accordance with the proposal is valid only if supported by shareholders holding not less than two-thirds of both the votes cast and the shares represented at the Annual General Meeting.
_______________________
Shareholders’ right to obtain information
Shareholders are reminded of their right to, at the Annual General Meeting, obtain information from the Board of Directors and CEO in accordance with Chapter 7, Section 32 of the Swedish Companies Act. Shareholders who wish to submit questions in advance may do so by sending post to Precise Biometrics AB, Attn: AGM 2026, Scheelevägen 27, SE-223 63 Lund, Sweden or via e-mail to bolagsstamma@precisebiometrics.com.
Number of shares and votes
There are 78,464,327 shares outstanding in Precise Biometrics, corresponding to 77,487,827 votes, of which 1,085,000 are class C shares which entitle to 0.1 votes per share and 77,379,327 are ordinary shares which entitle to 1 vote per share. As of the date of this notice, the company holds all 1,085,000 class C shares.
Documentation
The annual report, the Board of Directors’ remuneration report and all other documentation for resolutions are available at the company’s office at Scheelevägen 27, SE-223 63 Lund, Sweden, and on the company’s website www.precisebiometrics.com, no later than three weeks before the Annual General Meeting. Moreover, the Nomination Committee’s motivated statement is available at the company’s above address, as well as on www.precisebiometrics.com from the date of this notice. Copies of the documents will be sent to shareholders who so request and who inform the company of their postal address.
Processing of personal data
For information on how your personal data is processed, please refer to the integrity policy that is available on Euroclear’s website: www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf. If you have questions regarding our processing of your personal data, you can contact us by emailing info@precisebiometrics.com.
This notice is a translation of a Swedish notice and in case of any deviations between the language versions, the Swedish version shall prevail.
Lund in April 2026
Precise Biometrics AB
The Board of Directors
For further information, please contact:
Torgny Hellström, Chairman of the Board
Telephone: +46 733 45 13 00
E-mail: torgny.hellstrom@precisebiometrics.com
About Precise Biometrics
Precise Biometrics AB (publ) (“Precise”) is a global pioneer in biometrics and cybersecurity. The offering includes algorithm products for fingerprint, facial, and palm recognition, along with turnkey solutions for visitor management (Precise Visit by EastCoast) and biometric physical access (Precise Access).
Our premium solutions enable secure and seamless access to data, mobile devices, premises, and trusted identities. Key focus areas include biometric authentication for mobile phones, laptops, security keys, logical access, vehicles, government biometric programs, as well as enterprise solutions for visitor management and biometric physical access.
Precise operates through two business units, Digital Identity and Biometric Technologies, and the company has offices in Sweden (HQ in Lund), the US, South Korea, Taiwan, and China. Precise is a public company listed on Nasdaq Stockholm (PREC). Learn more at www.precisebiometrics.com.
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Notice of Annual General Meeting in Precise Biometrics AB
Idag, 08:30
Precise Biometrics AB, Reg. No. 556545-6596, with its registered office in Lund, Sweden, gives notice of the Annual General Meeting to be held on Thursday 21 May 2026 at 9.30 a.m. at Ideon Gateway, Scheelevägen 27 in Lund, Sweden.
Right to participate in the Annual General Meeting and notice of participation
A shareholder who wishes to participate in the Annual General Meeting must (i) be recorded as a shareholder in the share register maintained by Euroclear Sweden AB relating to the circumstances on Tuesday 12 May 2026, and (ii) no later than Friday 15 May 2026, give notice of participation by post to Precise Biometrics AB, Attn: AGM 2026, Scheelevägen 27, SE-223 63 Lund, Sweden or via e-mail to bolagsstamma@precisebiometrics.com. When providing such notice, the shareholder shall state name, personal or corporate registration number, address, telephone number and the number of any accompanying assistant(s) (maximum two assistants) as well as information about any proxy.
If a shareholder is represented by proxy, a written, dated proxy for the representative must be issued. A proxy form is available on the company’s website, www.precisebiometrics.com. If the proxy is issued by a legal entity, a certificate of registration or equivalent certificate of authority should be enclosed. To facilitate the registration at the Annual General Meeting, the proxy and the certificate of registration or equivalent certificate of authority should be sent to the company as set out above so that it is received no later than 20 May 2026.
Nominee-registered shares
To be entitled to participate in the Annual General Meeting, a shareholder whose shares are held in the name of a nominee must, in addition to providing notification of participation, register its shares in its own name so that the shareholder is recorded in the share register relating to the circumstances on 12 May 2026. Such registration may be temporary (so-called voting right registration) and is requested from the nominee in accordance with the nominee’s procedures and in such time in advance as the nominee determines. Voting right registrations completed by the nominee not later than 15 May 2026 are taken into account when preparing the share register.
Proposed agenda
- Opening of the Annual General Meeting
- Election of Chairman of the Annual General Meeting
- Preparation and approval of the voting list
- Approval of the agenda
- Election of one or two persons to approve the minutes
- Determination of whether the Annual General Meeting has been duly convened
- Presentation by the CEO
- Presentation of the annual report and the auditor’s report as well as the consolidated financial statements and the auditor’s report on the consolidated financial statements
- Resolution regarding
- adoption of the income statement and the balance sheet as well as the consolidated income statement and the consolidated balance sheet
- allocation of the company’s result pursuant to the adopted balance sheet
- discharge from liability of the Board members and the CEO
- Determination of the number of members of the Board of Directors and the number of auditors
- Determination of remuneration for members of the Board of Directors and auditor
- Election of members of the Board of Directors and Chairman of the Board of Directors
- Election of auditor
- Presentation of the Board of Directors’ remuneration report for approval
- Resolution regarding authorisation for the Board of Directors to resolve on issue of ordinary shares
- Resolution regarding authorisation for the Board of Directors to resolve on issue of warrants
- Resolution regarding authorisation for the Board of Directors to resolve on issue of shares and/or convertible instruments
- Closing of the Annual General Meeting
The Nomination Committee’s proposals
Proposals regarding the Chairman of the Annual General Meeting, the number of members of the Board of Directors and the number of auditors, remuneration to the Board of Directors and the auditor, and election of members of the Board of Directors, Chairman of the Board of Directors and auditor (items 2 and 10–13)
The Nomination Committee’s proposals regarding these items will be made public as soon as possible following the resolutions adopted at the Extraordinary General Meetings in the company and in Fingerprint Cards AB (publ) on 30 April 2026 concerning the proposed merger between the companies.
The Board of Directors’ proposals
Resolution regarding allocation of the company’s result pursuant to the adopted balance sheet (item 9 b)
The Board of Directors proposes that no dividend shall be paid, and that the company’s result shall be carried forward.
Resolution regarding authorisation for the Board of Directors to resolve on issue of ordinary shares (item 15)
The Board of Directors proposes that the Annual General Meeting resolves to authorise the Board of Directors, for the period up to the next Annual General Meeting, to resolve, whether on one or several occasions, to increase the company’s share capital through new issues of ordinary shares. The Board of Directors shall be authorised to issue ordinary shares with deviation from the shareholders’ pre-emptive rights and/or an issue in kind or an issue by way of set-off or otherwise on such terms and conditions as referred to in Chapter 2, Section 5, second paragraph 1–3 and 5 of the Swedish Companies Act.
The authorisation shall only be utilized to resolve on a rights issue of approximately 110 MSEK, in accordance with what the company has previously communicated in connection with the announcement of the proposed merger with Fingerprint Cards AB (publ).
The CEO is proposed to be authorised to make such minor adjustments to this resolution that may be necessary in connection with the registration thereof.
A resolution in accordance with the Board of Directors’ proposal is valid only if supported by shareholders holding not less than two-thirds of both the votes cast and the shares represented at the Annual General Meeting.
The proposal by the Board of Directors under this item is conditional upon that the Extraordinary General Meetings in the company and in Fingerprint Cards AB (publ) on 30 April 2026 resolve to approve the proposed merger between the companies.
Resolution regarding authorisation for the Board of Directors to resolve on issue of warrants (item 16)
The Board of Directors proposes that the Annual General Meeting resolves to authorise the Board of Directors, for the period up to the next Annual General Meeting, to resolve, whether on one or several occasions, to increase the company’s share capital through issues of warrants. The Board of Directors shall be authorised to issue warrants with deviation from the shareholders’ pre-emptive rights and/or an issue in kind or an issue by way of set-off or otherwise on such terms and conditions as referred to in Chapter 2, Section 5, second paragraph 1–3 and 5 of the Swedish Companies Act.
The authorisation shall only be utilized to resolve on the issuance of warrants to holders of Fingerprint Cards’ Series 2025:1 warrants, in accordance with what the company has previously communicated in connection with the announcement of the proposed merger with Fingerprint Cards AB (publ).
The CEO is proposed to be authorised to make such minor adjustments to this resolution that may be necessary in connection with the registration thereof.
A resolution in accordance with the Board of Directors’ proposal is valid only if supported by shareholders holding not less than two-thirds of both the votes cast and the shares represented at the Annual General Meeting.
The proposal by the Board of Directors under this item is conditional upon that the Extraordinary General Meetings in the company and in Fingerprint Cards AB (publ) on 30 April 2026 resolve to approve the proposed merger between the companies.
Resolution regarding authorisation for the Board of Directors to resolve on issue of shares and/or convertible instruments (item 17)
The Board of Directors proposes that the Annual General Meeting resolves to authorise the Board of Directors, for the period up to the next Annual General Meeting to resolve, whether on one or several occasions, to issue ordinary shares and/or convertibles regarding such shares corresponding to an increase of the Company’s share capital with not more than 20 percent of the share capital as per the date of the resolution on the new issue with the support of this authorisation. The Board of Directors shall be authorised to issue ordinary shares and/or convertibles with or without deviation from the shareholders’ pre-emptive rights and/or an issue in kind or an issue by way of set-off or otherwise on such terms and conditions as referred to in Chapter 2, Section 5, second paragraph 1–3 and 5 of the Swedish Companies Act.
An issue in accordance with this authorization shall be on market conditions, subject to issue discounts in line with market practice. The reason to propose that the Board of Directors shall be authorised to resolve on an issue with deviation from the shareholders’ pre-emptive rights is that the Company shall be able to issue ordinary shares and/or convertibles in connection with acquisitions of companies or businesses and to carry-out directed new issues in order to raise capital to the Company.
It is proposed that the CEO is authorised to make such minor adjustments to this resolution that may be necessary in connection with the registration with the registration thereof.
A resolution in accordance with the proposal is valid only if supported by shareholders holding not less than two-thirds of both the votes cast and the shares represented at the Annual General Meeting.
_______________________
Shareholders’ right to obtain information
Shareholders are reminded of their right to, at the Annual General Meeting, obtain information from the Board of Directors and CEO in accordance with Chapter 7, Section 32 of the Swedish Companies Act. Shareholders who wish to submit questions in advance may do so by sending post to Precise Biometrics AB, Attn: AGM 2026, Scheelevägen 27, SE-223 63 Lund, Sweden or via e-mail to bolagsstamma@precisebiometrics.com.
Number of shares and votes
There are 78,464,327 shares outstanding in Precise Biometrics, corresponding to 77,487,827 votes, of which 1,085,000 are class C shares which entitle to 0.1 votes per share and 77,379,327 are ordinary shares which entitle to 1 vote per share. As of the date of this notice, the company holds all 1,085,000 class C shares.
Documentation
The annual report, the Board of Directors’ remuneration report and all other documentation for resolutions are available at the company’s office at Scheelevägen 27, SE-223 63 Lund, Sweden, and on the company’s website www.precisebiometrics.com, no later than three weeks before the Annual General Meeting. Moreover, the Nomination Committee’s motivated statement is available at the company’s above address, as well as on www.precisebiometrics.com from the date of this notice. Copies of the documents will be sent to shareholders who so request and who inform the company of their postal address.
Processing of personal data
For information on how your personal data is processed, please refer to the integrity policy that is available on Euroclear’s website: www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf. If you have questions regarding our processing of your personal data, you can contact us by emailing info@precisebiometrics.com.
This notice is a translation of a Swedish notice and in case of any deviations between the language versions, the Swedish version shall prevail.
Lund in April 2026
Precise Biometrics AB
The Board of Directors
For further information, please contact:
Torgny Hellström, Chairman of the Board
Telephone: +46 733 45 13 00
E-mail: torgny.hellstrom@precisebiometrics.com
About Precise Biometrics
Precise Biometrics AB (publ) (“Precise”) is a global pioneer in biometrics and cybersecurity. The offering includes algorithm products for fingerprint, facial, and palm recognition, along with turnkey solutions for visitor management (Precise Visit by EastCoast) and biometric physical access (Precise Access).
Our premium solutions enable secure and seamless access to data, mobile devices, premises, and trusted identities. Key focus areas include biometric authentication for mobile phones, laptops, security keys, logical access, vehicles, government biometric programs, as well as enterprise solutions for visitor management and biometric physical access.
Precise operates through two business units, Digital Identity and Biometric Technologies, and the company has offices in Sweden (HQ in Lund), the US, South Korea, Taiwan, and China. Precise is a public company listed on Nasdaq Stockholm (PREC). Learn more at www.precisebiometrics.com.
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