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Remuneration

Nyfosa’s forms of remuneration shall motivate senior executives to do their utmost to safeguard the interests of the shareholders. This is why they must be simple, long term, measurable and, above all, competitive.

The Annual general meeting on 9 May 2019 resolved that until the next annual general meeting an annual fee of SEK 170,000 was to be paid to each of the board members who are not employed by the Company and SEK 524,000 was to be paid to the chairman of the board. It was also resolved that fees for committee work amounting to SEK 60,000 were to be paid to the chairman of the audit committee and SEK 30,000 to each of the other members of the audit committee as well as SEK 40,000 were to be paid to the chairman of the remuneration committee and SEK 30,000 to each of the other members of the remuneration committee.

Guidelines for remuneration to senior executives

The following guidelines for remuneration to senior executives in Nyfosa were adopted by the Annual general meeting on May 9, 2019.

LTIP 2019 – Employee warrant program

The Annual General Meeting 2019 resolved on a directed issue of 1,950,000 warrants and approval of transfer of the warrants to employees (LTIP 2019). LTIP 2019 aims to create a remuneration structure which is competitive within each market the company operates, to provide alignment for the management team with company strategy, to create focus amongst employees on delivering exceptional performance which contributes to value creation for shareholders and to give employees the opportunity to take part in the company’s success.

The warrants have in accordance with the resolution by the General Meeting been transferred to employees in the Group, based on a placement in set categories. The subscription price per share shall be based on the average price of the share at the time of issuance of the warrants and thereafter follow Carnegie’s Real Estate Index (CREX) up to and including September 2022.

The company will by a cash bonus subsidize up to 100 percent of the participants’ cost to acquire the warrants. The bonus consists of two payments, each of 50 percent, during the term of the warrants. Each warrant entitles a right to subscribe for one (1) share in the company. In accordance with the terms and conditions of the warrants, the warrants may be exercised to subscribe for new shares during a two week period from the day following the publication of the interim report for the period January-September 2022, the year-end report for 2022 and the interim report for the period January-March 2023, however, no later than up to and including June 10, 2023.

Upon full exercise of all warrants, 1,950,000 new shares can be issued, which corresponds to a dilution of approximately 1.15 percent of the total number of shares and the total number of votes in the company, subject to the re-calculation which may occur as a result of the terms and conditions of the warrants.