Pricer

Adoption of the income statements and the balance sheets
The AGM resolved to adopt the income statement and the balance sheet and the consolidated income statement and the consolidated balance sheet for the financial year 2024.

Dividend
The AGM resolved, in accordance with the Board’s proposal, that no dividend shall be paid for the financial year 2024 and that the company’s available funds shall be balanced in a new account.

Discharge from personal liability
The members of the Board (including members of the Board who resigned or was appointed during the financial year) and the CEO were discharged from personal liability for the financial year 2024.

Board and auditor
The AGM resolved that the Board shall be composed of five (5) directors with no deputy. The AGM resolved on re-election of Board members Bernt Ingman, Ole Mikael Jensen, Emil Ahlberg, Jenni Virnes and Linda Pimmeshofer. Bernt Ingman was re-elected as Chairman of the Board.

Fees to the directors, for the coming term, were set to SEK 700,000 to the Chairman of the Board and SEK 350,000 to each of the other directors elected by the general meeting who are not employed by the company. An additional fee of SEK 100,000 will be paid to the Chair of the audit committee and an additional fee of SEK 75,000 will be paid to each of the other ordinary members of the audit committee.

The registered accounting firm Öhrlings PricewaterhouseCoopers AB, with Victor Lindhall as auditor in charge, was newly elected for the period until the end of the next AGM. It was resolved that remuneration to the auditor should be paid according to invoices approved by the company.

Principles for appointment of the nomination committee
The AGM resolved, in accordance with the nomination committee’s proposal, on principles for appointment of the nomination committee before the AGM 2026.

Remuneration report
The AGM resolved to approve the Board’s remuneration report.

Guidelines for remuneration to senior executives
The AGM resolved to adopt the guidelines for remuneration to senior executives proposed by the Board.

Long term incentive program in the form of warrants for certain employees
The AGM resolved, in accordance with the Board’s proposal, to adopt an incentive program in the form of warrants for certain employees within the Pricer group, whereby warrants will be issued without payment of any consideration to the company which will thereafter transfer the warrants to employees of the group for the warrants’ market price.

In total, 400,000 warrants will be issued to enable allotment, corresponding to approximately 0.24 percent of the currently outstanding shares in the company. Each warrant entitles the holder to subscribe for one new class B share in the company at an exercise price equal to 130 percent of the volume-weighted average price of the company’s class B share on Nasdaq Stockholm during the period of ten trading days falling immediately before the offer for subscription of the warrants, however as a minimum the quota value of the share.  Subscription for shares based upon warrants may take place during the period commencing on 1 August 2028 (however not earlier than the day after the publication of the company’s interim report for the period Q2 2028) and up to and including 1 September 2028.

Authorisation for the Board to resolve to issue new shares
The AGM resolved, in accordance with the Board’s proposal, to authorise the Board to resolve to issue new class B shares at a number that does not exceed 10 percent of the total number of outstanding class B shares at the time of utilisation of the authorisation.

Authorisation for the Board to resolve on transfer of own shares
The AGM resolved, in accordance with the Board’s proposal, to authorise the Board to resolve on transfers of own shares. The maximum number of shares that may be transferred is the total number of own shares held by the company at the time of the Board’s resolution to transfer the shares.

For more detailed information, please see the complete notice to the AGM and the complete proposals at the company’s website, www.pricer.com.

For further information, please contact:
Magnus Larsson, President and CEO, +46 704 316851
Claes Wenthzel, Acting CFO, +46 70 862 01 22
info@pricer.com

Every care has been taken in the translation of this document. In the event of discrepancies, the Swedish original will supersede the English translation.

About Pricer
Pricer is a pioneer and partner for in-store communication and digitalization in the rapidly evolving retail tech landscape. As a global technology leader, we empower leading retailers worldwide to shape effortless and inspiring shopping experiences that fundamentally change buying behaviors, boost sales, and drive operational efficiency. Leveraging cutting-edge innovation, we deliver scalable, high-performing solutions that easily integrate with existing systems, are energy-efficient, and user-friendly. Founded in Sweden in 1991 and listed on Nasdaq Stockholm, Pricer has delivered over 350 million electronic shelf labels in more than 28,000 stores across more than 70 countries. For further information, please visit www.pricer.com