Report from the Annual General Meeting 2025 of Elekta

A summary of the resolutions made by the Meeting follows.

Accounting documents and discharge from liability
The Meeting resolved to discharge the individuals who have held the position of Director, as well as those who have held the position of President and CEO, from liability for the financial year of 2024/25, 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 8, 2025. The second record day is March 6, 2026. The dividend is expected to be paid out on September 11, 2025, and on March 11, 2026, respectively.

Board of Directors
The Meeting resolved, in accordance with the Nomination Committee’s proposal, to reelect Laurent Leksell, Ann Costello, Tomas Eliasson, Jan Kimpen, Wolfgang Reim, Jan Secher, Volker Wetekam and Cecilia Wikström, and to elect Jan De Witte, 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 Annual General Meeting 2026, 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.

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.

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, on one or several occasions, to resolve on acquisition of such number of Series B shares that the Company, after the acquisition, holds no 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, on one or more occasions, to resolve on the transfer of own Series B shares in conjunction with, or following, company acquisitions and other strategic investments, however not exceeding the number of Series B shares held by the Company at the time of the Board of Directors’ resolution on the transfer.

Furthermore, the Meeting resolved, in accordance with the Board of Directors’ proposal and in view of the Performance Share Plan 2023, that the Board of Directors shall have the right, during the period until the next Annual General Meeting, on one or several occasions, to transfer a maximum of 160,000 own Series B shares in the Company, in order to cover costs related to social security contributions, which may arise as a result of the Company’s obligations under the previously resolved Performance Share Plan 2023.

Long-term performance-based share program for 2025
The Meeting resolved, in accordance with the Board of Directors’ proposal, on the adoption of a long-term performance-based share program for 2025 (“PSP 2025”), and on the transfer of own shares in conjunction with PSP 2025.

The program includes the President and CEO, Executive Committee members and certain key employees, all in all no more than 20 employees, who will qualify for allocation, free of charge, of Series B shares in Elekta following expiry of the three-year performance period and provided a continued employment in the Group. The maximum number of Series B shares that can be allotted is dependent on the degree of fulfilment of three performance targets, (i) total shareholder return (“relative TSR”) relative to the OMXSPI index, (ii) number of installed units with effective hypofractionation, i.e. access to hypofractionation, and (iii) reduction of CO2 equivalents from the operations. For the PSP 2025, the minimum performance requirement regarding the relative TSR target is that Elekta’s relative TSR outperforms the OMXSPI Index with at least +3.0 percent. The maximum performance level requires that Elekta’s relative TSR outperforms the OMXSPI Index at or above +15 percent. Regarding the other two performance targets, the minimum performance requirement is that Elekta installs 221 units with effective hypofractionation and reduces its CO2 emissions from operations by 5.95 percent during the 2025-2028 period.

Before the number of shares to be allocated is finally determined, the Board of Directors shall assess whether the allocation is reasonable in relation to the Company’s financial results and position, conditions on the stock market and other circumstances. The Board of Directors shall also be entitled to make other adjustments provided that there are significant changes in the Group or its external environment that would result in the terms and conditions for allocation under PSP 2025 no longer being appropriate.

The total costs for PSP 2025, at maximum allocation of performance shares, are estimated to amount to not more than SEK 62.7 million, which corresponds to approximately 1.14 percent of the Group’s total personnel costs for 2024/2025. The costs have been calculated as the sum of the maximum allocation value, including social security contributions and administrative costs for the program. A maximum price per share of SEK 52.15 has been used in the calculation. Administrative costs have been estimated to amount to less than SEK 1 million. If no allocation of performance shares is made, only administration costs will arise.

Furthermore, the Meeting resolved, in accordance with the Board of Directors’ proposal, on the transfer of not more than 1,450,000 Series B shares, with deviation from the shareholders’ preferential rights, to participants in the PSP 2025, in order to ensure the delivery of performance shares in accordance with the terms of PSP 2025.

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: [email protected]
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 4,500 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.