Corporate Governance

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Renumeration and Incentive Programmes

In accordance with the Swedish Companies Act, the general meeting of shareholders is to pass a resolution on remuneration guidelines for the CEO and other senior executives. The following guidelines were adopted by the annual general meeting on 5 May 2020.

The AGM on 5 May 2020 resolved on remuneration to the board of directors amounting to SEK 1,750,000 in total, whereby SEK 400,000 shall be distributed to the chairman of the board and SEK 200,000 to each of the other board members not employed by the company. In addition, SEK 100,000 shall be distributed to the chairman of the audit committee and SEK 50,000 to the chairman of the remuneration committee.

The guidelines for remuneration to the CEO and other senior executives are set out in theCorporate Governance Report 2019.

LTIP 2018/2021
At an Extraordinary General Meeting of Bygghemma Group First AB (publ) held on 26 March 2018, shareholders resolved on an issue of warrants and the implementation of a long-term incentive programme (LTIP 2018/2021) in the company. The programme invited approximately 60 senior executives, key individuals and employees in the Group to subscribe for warrants that will entitle the holder to purchase shares three years after the Meeting at a pre-determined price. A total of 2,760,016 warrants were subscribed for (100 percent of the programme), corresponding to a dilution effect of about 2.5 percent should all of the warrants be exercised.

Each warrant entitles the holder to subscribe for one (1) share in the company during the exercise period at a subscription price of SEK 61.75, corresponding to 130 percent of the offer price set in the investment contract dated 26 March 2018 in conjunction with the listing of the company’s shares on Nasdaq Stockholm. The exercise period for the subscription for shares extends from 1 January 2021 to 26 March 2021.

LTIP 2019/2022
At the Annual General Meeting of Bygghemma Group First AB (publ) held on 15 May 2019, shareholders resolved on an issue of warrants and the implementation of a long-term incentive programme (LTIP 2019/2022) in the company. The programme invited approximately 40 senior executives, key individuals and employees in the Group to subscribe for warrants that will entitle the holder to purchase shares three years after the Meeting at a pre-determined price. A total of 1,610,526 warrants were subscribed for (100 percent of the programme), corresponding to a dilution effect of 1.5 percent should all of the warrants be exercised.

Each warrant entitles the holder to subscribe for one (1) share in the company during the exercise period at a subscription price of SEK 48.20, corresponding to 130 percent of the volume-weighted average price quoted during the period from 24 May 2019 to 31 May 2019. The exercise period for the subscription for shares extends from 1 June 2022 to 31 August 2022.

LTIP 2020/2023
The AGM on 5 May 2020 resolved to implement a new long-term incentive program for certain senior executives and key individuals within the group, through the issue of not more than 1,100,000 warrants. Each warrant entitles to subscription for one new share in the company at a subscription price corresponding to 130 percent of the volume-weighted average share price during the five-day period preceding the allotment of warrants to each person participating in the program. Subscription for new shares by virtue of the warrants shall be made during the period 1 June 2023 up to and including 31 August 2023.

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