Report from the Annual General Meeting 2024 in Elekta

A summary of the resolutions taken by the Meeting follows.

Accounting documents and discharge from liability
The meeting resolved to discharge the Directors as well as the President and CEO from liability for the financial year of 2023/24, after the income statements and balance sheets for the Parent Company and the Group were adopted.

Dividend and disposition of the Company's earnings
The Meeting resolved, in accordance with the Board of Directors’ proposal, on a dividend corresponding to SEK 2.40 per share and that the remaining profits are carried forward. The dividend is to be divided into two payments of SEK 1.20 per payment.

The first record day is September 9, 2024. The second record day is March 7, 2025. The dividend is expected to be paid out on September 12, 2024, and on March 12, 2025, respectively.

Board of Directors
The Meeting resolved, in accordance with the Nomination Committee’s proposal, to reelect Directors Laurent Leksell, Tomas Eliasson, Caroline Leksell Cooke, Wolfgang Reim, Jan Secher, Volker Wetekam and Cecilia Wikström, and to elect Ann Costello and Jan Kimpen, as Directors for the period until the end of the next Annual General Meeting. Laurent Leksell was reelected as the Chairman of the Board of Directors.

The Meeting resolved, in accordance with the Nomination Committee’s proposal, that the remuneration to the Board of Directors shall be increased in relation to the previous year.

Auditor
The meeting resolved, in accordance with the Nomination Committee’s proposal, to reelect Ernst & Young AB as the Company’s auditor for the period until the end of the next Annual General Meeting, with the authorized auditor Rickard Andersson as the auditor in charge. Furthermore, the Meeting resolved, in accordance with the Nomination Committee’s proposal, that the fee to the auditor shall be paid according to an invoice approved by the Company.

New instructions for the Nominating Committee
The Meeting resolved, in accordance with the Nomination Committee’s proposal, to adopt new instructions for the Nomination Committee.

The Board of Directors’ remuneration report
The Meeting resolved, in accordance with the Board of Directors’ proposal, to approve the Board of Directors’ remuneration report on remuneration.

Guidelines for salary and other renumeration to executive management
The Meeting resolved, in accordance with the Nomination Committee’s proposal, on new guidelines for renumeration to executive management.

Performance Share Plan 2024
The Meeting resolved, in accordance with the Board of Directors’ proposal, on the establishment of the Performance Share Plan 2024 (“PSP 2024”), and on the transfer of own shares due to the PSP 2024.

The program includes the President and CEO, executive management and nominated key contributors, all in all approximately 19 employees, who will qualify for allotment, free of charge, of B-shares in Elekta following expiry of the three-year performance period and provided a continued employment in the Group until the end of September 2027. The maximum number of shares that can be allotted is dependent on dependent on the degree of fulfilment of three targets, Elekta’s Total Shareholder Return (“TSR”) relative to the OMXSPI Index over a three-year period and two ESG targets. For the PSP 2024, the minimum performance requirement regarding the TSR target is that Elekta TSR outperform the OMXSPI Index with at least +0.1 percent. The maximum performance level requires that Elekta TSR outperform the OMXSPI Index at or above +15 percent. Regarding the ESG targets, the minimum performance requirement is that Elekta installs 546 linacs in underserved markets and reduces its’ CO2 emissions from operations by 7.70 percent during the three-year performance period.

The performance targets shall be adjusted at the occurrence of events affecting the number of outstanding shares in the Company, or unforeseen material events affecting the Group´s operations or otherwise affecting the performance targets and deemed relevant by the Board of Directors. Should the accounting principles change, or should the Company decide on restructuring costs, the Board of Directors may decide on changes to the PSP 2024 performance targets.

Assuming maximum allotment under the PSP 2024 and a share price of SEK 77.49 a maximum of 784,438 B-shares are required to fulfil the commitments under the program (including social security costs), corresponding to approximately 0.20 percent of the total number of outstanding shares. The number of shares covered by existing and outstanding incentive programs amounts to 1,764,886 B-shares, corresponding to approximately 0.46 percent of the total number of outstanding shares. Assuming maximum allotment of shares under the PSP 2024 and a share price of SEK 77.49, the costs, including social security costs and the financing cost for repurchased own shares, are estimated at approximately SEK 60.8 million.

Acquisition and transfer of own shares
The Meeting resolved, in accordance with the Board of Directors’ proposal, to authorize the Board of Directors during the period until the next Annual General Meeting to decide, on one or more occasions, on the acquisition of a total number of own B-shares so that, after the purchase, the Company holds not more than ten percent of the total number of shares in the Company. Furthermore, the Meeting authorized the Board of Directors, in accordance with the Board of Directors’ proposal, during the period until the next Annual General Meeting to decide, on one or more occasions, on the transfer of own B-shares in conjunction with the financing of company acquisitions and other types of strategic investments and acquisitions, and not exceeding the maximum number of treasury shares held by the Company at any given time.

The Meeting resolved, in accordance with the Board of Directors’ proposal and in view of the PSP 2024, that not more than 1,200,000 B-shares can be transferred with deviation from the shareholders’ preferential rights, and to authorize the Board of Directors, during the period until the next Annual General Meeting to decide, on one or more occasions, on the transfer of not more than 889,466 own B-shares on Nasdaq Stockholm to cover certain expenditures, mainly social security contributions.

Contribution to Elekta Foundation
The Meeting resolved, in accordance with the Board of Directors’ proposal, on a contribution to Elekta Foundation of up to SEK 10,000,000. Elekta Foundation was established by the Annual General Meeting's resolution on August 25, 2021, with the objective of improving access to, and quality of, cancer care with special focus on radiotherapy.

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For further information, please contact:
Peter Nyquist, Head of Investor Relations
Tel: +46 70 575 2906, e-mail: peter.nyquist@elekta.com
Time zone: CET (Central European Time)

About Elekta
As a leader in precision radiation therapy, Elekta is committed to ensuring every patient has access to the best cancer care possible. We openly collaborate with customers to advance sustainable, outcome-driven and cost-efficient solutions to meet evolving patient needs, improve lives and bring hope to everyone dealing with cancer. To us, it's personal, and our global team of 4,700 employees combine passion, science, and imagination to profoundly change cancer care. We don’t just build technology, we build hope. Elekta is headquartered in Stockholm, Sweden, with offices in more than 40 countries and listed on Nasdaq Stockholm. For more information, visit elekta.com or follow @Elekta on “X”, formerly known as Twitter.