Investors
Notice of Annual General Meeting in Freemelt Holding AB (publ)
The shareholders of Freemelt Holding AB (publ), org.nr 559105-2922 (the ”Company”), are hereby summoned to the Annual General Meeting (AGM) on Thursday, May 21st 2026 at 16.00 CET which will be held at the Company’s headquarters located at Fiskhamnsgatan 6A, 414 51 Göteborg. Entry to the AGM takes place from 15:45.
This English version is a translation of the Swedish original. The Swedish text is the binding version and shall prevail in the event of any discrepancies.
The right to participate in the Annual General Meeting and registration
Shareholders wishing to attend must register their participation no later than May 15th, 2026. Registration is made by mail to Freemelt Holding AB (publ), Fiskhamnsgatan 6A, 414 51 Göteborg, Sweden, or by e-mail to admin@freemelt.com. The notification must contain information about the shareholder’s name, social security number or organisation number, as well as address and telephone number, and if applicable, information about any assistants.
In order to be entitled to participate in the meeting, shareholders must be registered as shareholders in the share register kept by Euroclear Sweden AB on May 12th 2026 and be registered at the meeting as described above.
Shareholders who have had their shares registered with a nominee must, in order to be entitled to participate in the meeting, have the shares registered in the shareholder’s own name with Euroclear Sweden AB, so that the person in question is registered as a shareholder in the share register on May 12th, 2026. Such registration may be temporary.
For information on how personal data is processed in relation to the meeting, see the Privacy Notice available on Euroclear Sweden AB’s website: https://www.euroclear.com/dam/ESw/Legal/Privacynotice bolagsstammorengelska.pdf
Proxy
If shareholders are to be represented by a proxy, the proxy holder must have an original power of attorney which is dated and signed by the shareholder. The power of attorney may not be older than one year unless a longer period of validity is explicitly stated, but no longer than five years. If the power of attorney has been issued by a legal entity, the representative must also have the relevant registration certificate or equivalent authorisation document for the legal entity. A power of attorney is available at the Company’s website www.freemelt.com for shareholders wishing to participate by proxy. The original power of attorney must be shown at the AGM.
Proposed agenda
1. Opening of the meeting and election of chairman and secretary at the meeting;
2. Establishment and approval of the ballot paper;
3. Approval of the agenda;
4. Election of one or two adjusters;
5. Examination of whether the Annual General Meeting has been duly convened;
6. Presentation of submitted annual report and auditor’s report as well as consolidated accounts and consolidated auditor’s report;
7. Decisions
a. on the adoption of the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet;
b. on dispositions regarding profit or loss according to the approved balance sheet;
c. on discharge from liability of Board members and the CEO;
8. Determination of board and auditor fees;
9. Election of the board and any deputy board members, as well as auditors and any deputy auditors;
10. Proposed principles for composition of the Nomination Committee and the Nomination Committees instruction ahead of the Annual General Meeting 2027;
11. Resolution authorizing the Board of Directors to decide on a new issue of shares, warrants and/or convertibles;
12. Closing of the meeting.
Proposed decisions
The proposed resolutions to items 8, 9 and 10 have been proposed by the Nomination Committee of the Company. The proposed resolutions to item 11 have been proposed by shareholder Stiftelsen Industrifonden.
Item 1. Election of chairman of the meeting
The Nomination Committee proposes Tobias Elmquist to be elected Chairman of the meeting. The Board of Directors proposes Martin Granlund to be elected secretary of the meeting.
Item 7 b). Proposed resolution on the adoption of the income statement and balance sheet, as well as the consolidated income statement and consolidated balance sheet
The Board of Directors proposes that the funds available to the Annual General Meeting of SEK 530 103 thousand be balanced in a new account and that no profit be distributed for the financial year 2025.
Item 8. Determination of board and auditor fees
The Nomination Committee proposes that the Board of Directors be compensated with a maximum amount of SEK 750,000; where the Chairman is remunerated with SEK 250,000 and each of the other Board members, who are not employees of the Group, are remunerated with SEK 100,000. Fees to the auditor are proposed to be paid according to an approved invoice.
Item 9. Election of the Board of Directors and any deputy Board members as well as auditors and any deputy auditors
The Nomination Committee proposes that the Board consist of six ordinary Board members and no deputy Board members. It is further proposed to re-elect Cecilia Jinert Johansson, Martin Julander, Johannes Henrich Schleifenbaum and Mikael Wahlsten, and to newly elect Roland Kasper and Per Anell. Kai Gruner, Lottie Saks and Mala Valroy have declined to be re-elected.
The Nomination Committee proposes to:
• Elect Roland Kasper as Chairman
• Re-elect Grant Thornton as the Company auditor with Victor Cukierman as the principal auditor
Biographies
Roland Kasper holds a Master of Science in Energy and Thermal Engineering from Technische Hochschule Giessen, Germany. He has extensive experience in international industrial operations. For ten years, he served as CEO and Group President of the publicly listed ventilation company Systemair, where he led the company through a period of strong expansion with a significant focus on improving profitability. In addition, Roland has broad experience of international industrial operations and board work in global organizations such as Fläkt Woods AB and ABB. Other assignments include board membership in Dahrén Group AB, Emballator Group, and Ellagro Group, as well as being proposed as a new board member of AQ Group and Nexam Chemicals AB.
Per Anell is a Senior Investment Director and Practice Lead at Stiftelsen Industrifonden, a venture capital firm investing in emerging science and technology ventures. From previous positions, he has experience, from amongst others, seed and pre-seed investments at Almi Invest and Vice President positions from Sectra Mamea AB and Proximion Fiber Optics. Per holds a MSc in Mechanical Engineering from Lunds Tekniska Högskola and holds Board positions in Nodica Group AB, Cascade Drives AB, Fishbrain AB, Fast Travel Games AB, KISAB AB and KTH Ventures AB.
Item 10. Proposed principles for composition of the Nomination Committee and the Nomination Committees instruction ahead of the Annual General Meeting 2027
The Nomination Committee proposes that the AGM instructs the Chairman of the Board of Directors to contact the three largest shareholders, as set out in the shareholders register of Euroclear Sweden AB per September 30th 2026, who each shall nominate a person to the Nomination Committee. If any of the three largest shareholders do not wish to nominate a person, the fourth largest shareholder shall be contacted. This procedure shall continue until the Nomination Committee consists of three members. The Chairman of the Board of Directors can be called to participate in committee meetings.
The term of Nomination Committee members last until a new Nomination Committee has been elected as per mandate from the next AGM. If a member leaves the Nomination Committee before its work has been finalized and if the Nomination Committee considers it necessary to replace the member, a new member shall be nominated in accordance with the principles above on the basis of an extract from Euroclear Sweden AB’s shareholders register as soon as possible after the member has left.
The Nomination Committee shall put forward a proposal to the 2027 AGM in the following matters:
• Election of Chairman at the meeting
• Determination of the number of Board members and deputy Board members
• Determination of Board fees and the distribution between Chairman of the Board and other Board members
• Determination of auditor fees
• Election of Board members, deputy Board members and Chairman of the Board
• Election of auditor
• Proposed principles for composition of the Nomination Committee and the Nomination Committees instruction ahead of the 2028 Annual General Meeting
The Nomination Committee shall appoint a Chairman among its members. The Chairman of the Board shall not be eligible as Chairman of the Nomination Committee.
The Nomination Committee shall convene as often as required for the group to fulfil their duties, once a year as a minimum. The Chairman of the Nomination Committee shall convene meetings. If a member requests that the Nomination Committee convene, such request shall be heard.
The Nomination Committee shall have decision authority if a minimum of two members are present. The Nomination Committee shall decide by majority vote, or in case of equal number of votes, the decision shall be in favour of the Chairmans vote.
Nomination Committee meetings shall be minuted.
Work in the Nomination Committee shall not be remunerated. The company shall reimburse reasonable costs that the Nomination Committee considers necessary to complete their assignment.
Item 11. Proposed resolution authorizing the Board of Directors to decide on a new issue of shares, warrants, and/or convertibles
Shareholder Stiftelsen Industrifonden proposes the AGM to mandate the Board of Directors, until the next AGM, on one or several occasions, with or without preferential rights for the company’s shareholders, to decide on the issue of shares, warrants or convertibles. Payment shall be in cash, non-cash, or by offset, with or without terms. Share capital and number of shares shall not increase by more than twenty (20) percent compared to the number of shares of the company on the date of the 2026 AGM. A resolution must be within the limits of the company’s articles of association.
The purpose of such a mandate and the reason for deviating from shareholders’ preferential rights is that the issue shall add capital to the company and/or add strategic shareholders. Any issue of shares, warrants or convertibles which deviates from shareholders’ preferential rights shall reflect market conditions, including any market-based discount.
The Chairman of the Board, or whoever the Board of Directors elect, shall have the right to make any formal adjustments necessary when registering the issue.
Available documents and information
Annual accounts, the auditor’s statement, and other documents that, according to the Swedish Companies Act must be available at the AGM, will also be available at the company’s main office Fiskhamnsgatan 6A, 414 51 Göteborg, and on the company website www.freemelt.com latest April 30, 2026. The documentation will be sent to shareholders who request it and provide their e-mail or postal address. All above mentioned documents will be available at the AGM.
Total number of shares and votes
The total number of shares and votes in the Company as of the date of this notice amounts to 188,755,549. The Company does not own any of its own shares.
Majority requirements
A resolution in accordance with item 11 is valid only where supported by shareholders holding not less than two-thirds (2/3) of both the shares voted and of the shares represented at the meeting.
Shareholders’ right to information
Shareholders are hereby notified regarding their right to, at the AGM, request information from the Board of Directors and the Managing Director according to Ch. 7 § 32 of the Swedish Companies Act.
Göteborg April 2026
Freemelt Holding AB (publ)
The Board of Directors
For more information, please contact:
Name: Martin Granlund
Contact details: admin@freemelt.com