The Annual General Meeting of Shareholders (the “AGM”) of Orr?n Energy AB (“Orr?n Energy” or the "Company") was held today, 15 May 2024, in Stockholm.

The Company's and the Group's income statements and balance sheets for the financial year 2023, were adopted and the members of the Board of Directors and the Chief Executive Officers were discharged from liability for the financial year 2023.

The AGM resolved that no dividends should be paid for the financial year 2023 and that the distributable reserves are brought forward.

The AGM resolved to approve the Remuneration Report prepared by the Board of Directors.

The AGM resolved to approve a revised Nomination Committee Process.

The AGM resolved to remunerate the members of the Board of Directors as follows: (i) annual fees of the members of the Board of Directors of EUR 60,000 (excluding the Chair of the Board of Directors); (ii) annual fees of the Chair of the Board of Directors of EUR 120,000; (iii) annual fees for Committee members of EUR 5,000 per Committee assignment (excluding the Committee Chairs); and (iv) annual fees for Committee Chairs of EUR 10,000; with the total fees for Committee work (including fees for Chairs of Committees), not to exceed EUR 50,000.

Grace Reksten Skaugen, Jakob Thomasen, Peggy Bruzelius, and William Lundin were re-elected as members of the Board of Directors and Mike Nicholson was elected as a new member of the Board of Directors for a period until the end of the 2025 AGM. Grace Reksten Skaugen was re-elected as Chair of the Board of Directors.

The AGM resolved that auditor's fees shall be paid upon approval of their invoice. Ernst & Young AB was re-elected as the auditor of the Company for a period until the end of the 2025 AGM.

Further, the AGM resolved, in accordance with the Board of Directors' proposals:

• to approve a long-term share-related incentive plan in the form of a share option plan for members of Group Management and other employees of the Company (“Employee LTIP 2024”). Under Employee LTIP 2024, the Board of Directors is entitled to grant employee options to all employees. The Chief Executive Officer may be granted up to 1,850,000 employee options and other employees may be granted up to 870,000 employee options each (subject to the cap of 5,300,000 employee options in total). Each employee option entitles the holder to either purchase one share in the Company at a price per share corresponding to the volume weighted average price for the Company’s share on Nasdaq Stockholm during 20–24 May 2024 (or a later period of five trading days as determined by the Board of Directors in accordance with the resolution), subject to the continued employment within the group during a three-year vesting period. The Company plans to “net equity settle” the Employee LTIP 2024, where the number of shares delivered to participants is significantly reduced compared to the headline number of employee options granted. After the vesting period, the participants in Employee LTIP 2024 are entitled to exercise all or part of the employee options until 31 May 2031;
  

• to approve the issue and transfer of up to 5,300,000 warrants of series 2024:1 in order to secure the delivery of shares to the participants and cover any costs (including taxes and social security charges) at exercise of employee options under the Employee LTIP 2024. The warrants are issued free of charge and the subscription right rests with the Company itself. The subscription price at exercise of the warrants of series 2024:1 shall be equal to the quotient value of the Company’s share;
  

• to approve the issue and transfer of up to 6,300,000 warrants of series 2024:2 in order to secure the delivery of shares to the participants and cover any costs (including taxes and social security charges) at exercise of employee options under the Employee LTIP 2023 approved by the 2023 AGM. The warrants are issued free of charge and the subscription right rests with the Company itself. The subscription price at exercise of the warrants of series 2024:2 shall be equal to the quotient value of the Company’s share;
  
  

• to authorise the Board of Directors to issue new shares and/or convertible debentures corresponding to in total not more than 28,500,000 new shares, with or without the application of the shareholders pre-emption rights, in order to enable or facilitate acquisitions of companies or businesses or other major investments; and
  

• to authorise the Board of Directors to decide on repurchases and sales of shares in Orr?n Energy on Nasdaq Stockholm, where the number of shares repurchased shall be limited so that shares held in treasury from time to time do not exceed ten percent of all outstanding shares of the Company.