GOTHENBURG, Sweden, May 19, 2026 – Isofol Medical AB (publ), (Nasdaq Stockholm: ISOFOL) (the “Company”) held its annual general meeting (the “AGM”) today. The following resolutions, in principle, were passed by the shareholders.
The information in the press release is intended for investors.
Adoption of income statements and balance sheets for 2025 and discharge from liability
The AGM resolved to adopt the income statements and balance sheets for the Company for the financial year 2025. The members of the Board of Directors and the CEO were discharged from liability for the financial year 2025.
Allocation of earnings
The AGM resolved that no dividend shall be distributed for 2025 and that the Company’s unappropriated earnings shall be carried forward.
Election of board members and auditor, and fees to the Board of Directors and auditor
The AGM resolved that the number of members of the Board of Directors shall be six ordinary members without deputies and that the Company shall have one registered accounting firm as auditor.
The AGM re-elected Jan-Eric Österlund, Alain Herrera, Helena Taflin, Lars Lind and Sten Nilsson as members of the Board of Directors and elected Christian Haglund as new member of the Board of Directors. Jan-Eric Österlund was re-elected as chairman of the Board of Directors. Information about all members of the Board of Directors is available on the Company’s website.
The registered accounting firm KPMG AB was re-elected as auditor of the Company, and it was noted that the authorised accountant Daniel Haglund will be auditor-in-charge.
The AGM resolved that fees to the chairman of the Board of Directors shall be paid with SEK 605,000, to each of the other members of the Board of Directors with SEK 275,000, to the chairman of the audit committee with SEK 137,500 to each of the other members of the audit committee with SEK 82,500, to the chairman of the remuneration committee with SEK 82,500 and to each of the other members of the remuneration committee with SEK 55,000.
The AGM resolved that the members of the Board of Directors (in addition to remuneration for expenses relating to travel and accommodation) domiciled in Europe, but outside the Nordic countries, shall receive a remuneration of SEK 8,250 per physical board meeting as well as when Board of Directors travel on company business beyond their Board duties.
The AGM resolved that remuneration, for services rendered by the auditor of the Company, shall be paid in accordance with approved invoice.
Determination of principles for the appointment of the nomination committee
The AGM resolved, in accordance with the nomination committee’s proposal, that the principles for the appointment of the members of the nomination committee shall remain unchanged.
Approval of the Board of Directors’ remuneration report
The AGM resolved, in accordance with the Board of Director’s proposal, to approve the remuneration report for the financial year 2025.
Resolution on Guidelines for Remuneration to Senior Executives
The Annual General Meeting resolved, in accordance with the Board of Directors’ proposal, to approve the Board’s proposed guidelines for remuneration to senior executives. The guidelines are essentially unchanged compared to those adopted at the 2022 annual general meeting. They cover the Chief Executive Officer and other members of the executive management team, as well as the Company’s board members to the extent that remuneration other than that resolved by the annual general meeting is paid to board members, and aim to ensure that Isofol can offer market-based and competitive total remuneration that enables the recruitment and retention of qualified senior executives. Remuneration shall consist of fixed salary, any variable salary, pension, and other benefits. The variable salary shall be linked to predetermined and measurable criteria that promote the Company’s business strategy, long-term interests, and sustainability.
Approval of the Implementation of Warrant Program 2026
The Annual General Meeting resolved, in accordance with the Board of Directors’ proposal, to establish a long-term incentive program directed at certain senior executives within Isofol, and a directed issue of warrants to the Company, as well as approval of the transfer of such warrants.
The purpose of Warrant Program 2026 and the reasons for the deviation from the shareholders’ preferential rights are that the Board of Directors considers that a warrant-based incentive program, which allows the Chief Executive Officer and other members of senior management to participate in the Company’s value development, promotes commitment and accountability and increases motivation to work towards favourable financial development for the Company. Overall, it is the Board of Directors’ assessment that Warrant Program 2026 will benefit both senior executives and the Company’s shareholders through increased shareholder value.
The Annual General Meeting resolved on a directed issue of a maximum of 1,800,000 warrants of series 2026/2029:1 (the “Warrants”), and the subsequent transfer of a maximum of 1,800,000 Warrants. The Warrants will be acquired at market value, and each Warrant entitles the holder to subscribe for one new share in Isofol during the period from 1 June 2029 up to and including 31 July 2029.
Approval of Long-Term Incentive Program for Members of the Board of Directors of Isofol Medical AB and Directed Issue of Warrants
The Annual General Meeting resolved, in accordance with proposals submitted by certain of the Company’s shareholders, to establish a long-term incentive program (Board LTIP 2026) directed at the members of the Board of Directors of Isofol, in accordance with the principal terms and guidelines set out below. The purpose of the incentive program is that, in a Company such as Isofol, the Board of Directors has a greater impact on the Company’s development than in a larger, more established company. The work of the Board is intensive and to a large extent closely integrated with management. The shareholders wish both management and the Board of Directors to be guided by the same objectives as the Company’s owners and seek to incentivise increased share ownership. Overall, it is the shareholders’ assessment that Board LTIP 2026 will benefit the Company’s shareholders through increased shareholder value.
The Annual General Meeting resolved on a directed issue of a maximum of 1,000,000 warrants of series 2026/2029:2 (the “Warrants”) to participants. The Warrants will be acquired at market value, and each Warrant entitles the holder to subscribe for one new share in Isofol during the period from 1 June 2029 up to and including 31 July 2029.
Board LTIP 2026 will comprise a total of five board members, Jan-Eric Österlund (chairman), Alain Herrera, Helena Taflin, Lars Lind, and Sten Nilsson. All five participating board members are independent in relation to the Company and the shareholders. Christian Haglund, who has been elected as a new board member of Isofol, will not be included in the program.
Resolution to authorize the Board of Directors to resolve on new share issues
The AGM resolved to approve the Board of Director’s proposal to authorize the Board of Directors, for the period until the end of the next Annual General Meeting, on one or more occasions and with or without deviation from the shareholders’ preferential rights, to resolve on a new issue of shares.
The authorization may be utilized for issues of shares corresponding to a maximum of 20 percent of the registered share capital of the Company at the time of the issue resolution. Deviation from the shareholders’ preferential rights may be made in connection with future investments in the Company’s research studies where a deviation from the preferential rights is deemed to create increased value for all shareholders. If the Board of Directors resolves on an issue with deviation from the shareholders’ preferential rights, the reason shall be that the Board of Directors shall be able to, in a quick and cost-effective manner, raise capital for research studies or for the purpose of attracting strategic and/or institutional investors.
For more information, please contact
Isofol Medical AB (publ)
Petter Segelman Lindqvist, CEO
E-mail: petter.s.lindqvist@isofolmedical.com
Phone: +46 (0)739 60 12 56
Margareta Hagman, CFO
E-mail: margareta.hagman@isofolmedical.com
Phone: + 46 (0)738 73 34 18
The information was submitted for publication, through the agency of the contact persons set out above, at 16:45 CEST on May 19, 2026.
About Isofol
Isofol Medical AB (publ) is a clinical stage biotechnology company focused on improving outcomes for patients with severe forms of cancer. The Company’s drug candidate arfolitixorin, a next generation folate treatment, is designed to enhance the efficacy of established standard treatments for several types of solid tumors. Arfolitixorin is currently being evaluated in phase Ib/II in colorectal cancer, the world’s third most common cancer, where there is a significant unmet medical need. Isofol is listed on Nasdaq Stockholm.
