Notice of the Annual General Meeting of Formpipe Software AB (publ)

27 Mar 2026 12:30 CET Regulatory

The shareholders of Formpipe Software AB (publ), company reg. no. 556668-6605, (the “Company”) are hereby invited to attend the Annual General Meeting (“AGM”) to be held on Wednesday, 29 April 2026 at 17.00 at the Company’s premises at Sveavägen 168, Stockholm.

The Board has resolved that shareholders shall have the right to exercise their voting rights in advance through postal voting pursuant to § 11 in the Company’s Articles of Association. Therefore, shareholders may choose to exercise their voting rights at the AGM by attending by postal voting, in person or through a proxy.

Participation by postal voting

Shareholders who wish to participate at the AGM by postal voting must:

  • both be registered in the register of shareholders maintained by Euroclear Sweden AB per Tuesday, 21 April 2026, and
  • notify their intention to participate by submitting their postal vote in accordance with the instructions below, on Thursday, 23 April 2026 at the latest.

A special form must be used for the postal vote. The form for postal voting is available on the Company’s website ir.formpipe.com and can also be sent by mail to shareholders at the request by e-mail to proxy@computershare.se. Submitting of the form in accordance with the below will be considered as notice of attendance. The completed and signed form shall be sent to Computershare AB, Att: ”Formpipe Software AB’s AGM 2026”, Box 149, 182 12 Danderyd, Sweden and must be received by Computershare AB on Thursday 23 April 2026 at the latest. Completed form may also be submitted electronically by verification through BankID in accordance with instructions on the Company’s website, ir.formpipe.com, or by sending the completed form by e-mail to proxy@computershare.se, together with power of attorney and/or other documentation of authority. Shareholders may not add special instructions or conditions to the postal vote. If so, the entire postal vote is invalid. Further instructions and conditions can be found in the form.

Those who wish to withdraw a submitted postal vote and instead exercise their voting rights by participating in the AGM in person or through a proxy must give notice thereof to the AGM’s secretariat prior to the opening of the AGM.

Participation in person

Shareholders who wish to participate in the AGM in person must:

  • both be registered in the register of shareholders maintained by Euroclear Sweden AB per Tuesday, 21 April 2026, and
  • notify their intention to participate to the Company, at the address Computershare AB, Att. ”Formpipe Software AB’s AGM 2026”, Box 149, 182 12 Danderyd, Sweden, by e-mail to proxy@computershare.se (state ”AGM 2026” in the subject line), or by telephone to +46 771 246 400, on Thursday, 23 April 2026 at the latest. When giving notice of participation, the shareholder shall state name, personal identification number or company registration number, telephone number and number of shares represented.

Participation by proxy

Shareholders who are represented by proxy must issue a written, signed and dated power of attorney. The power of attorney in the original form shall be submitted to the Company at the above address well in advance of the AGM. A proxy form is available on the Company’s website, ir.formpipe.com. If the shareholder is a legal entity, a certificate of registration (or corresponding authorisation documents for a foreign legal entity) must be attached to the form.

Nominee-registered shares

For shareholders who have their shares nominee-registered through a bank or other nominee, the following applies to be entitled to participate in the AGM. In addition to giving notice of participation (or submitting their postal vote), such shareholder must re-register its shares in its own name so that the shareholder is registered in the share register maintained by Euroclear Sweden AB as of the record date on Tuesday, 21 April 2026. Such re-registration may be temporary (so-called voting rights registration). Shareholders who wish to register their shares in their own name must, in accordance with the respective nominee’s routines, request that the nominee make such registration. Voting rights registration that have been requested by the shareholder in such time that the registration has been completed by the nominee no later than on Thursday, 23 April 2026 will be considered when preparing the share register.

Number of shares and voting rights

At the time of issue of this notice, there are a total of 54,258,121 shares and votes in the Company, of which the Company holds 385,200 treasury shares.

Proposed Agenda

The Board’s proposal for the agenda for the AGM:

  1. Opening of the AGM and election of Chairman of the AGM
  2. Establishment and approval of the voting list
  3. Approval of the agenda
  4. Election of one or two persons to verify the minutes
  5. Determination whether the AGM has been duly convened
  6. Report from the CEO
  7. Presentation of the annual accounts and the consolidated financial statements
  8. Presentation of the auditor’s report and the auditor’s report on the consolidated financial statements
  9. Resolution on the adoption of the income statement and balance sheet and the consolidated income statement and balance sheet
  10. Resolution on allocation of the Company’s results according to the adopted balance sheet
  11. Resolution on discharge from liability for the members of the Board and the CEO
  12. Determination of the number of Board members and auditors
  13. Determination of the remuneration for Board members and the auditor
  14. Election of Board members and the Chairman of the Board and election of the auditor
  15. Resolution on approval of the Remuneration Report
  16. Resolution on the introduction of a long-term performance-based incentive program 2026 for employees within the group
  17. Resolution to authorise the Board to resolve on issues of shares and/or convertibles
  18. Resolution to authorise the Board to acquire and dispose of treasury shares
  19. Resolution on amendment of the Articles of Association entailing a change of the Company’s name
  20. Resolution on a) reduction of the share capital by cancellation of treasury shares, and b) increase of the share capital through a bonus issue without the issuance of new shares
  21. Resolution on the voluntary redemption program comprising a) reduction of the share capital for repayment to the shareholders, and b) a bonus issue without the issuance of new shares
  22. Closing of the AGM

Election of Chairman of the AGM (item 1)

The Nomination Committee ahead of the AGM 2026, has consisted of Katarina Berggren (Chairman of the Nomination Committee) elected by Aktiebolag Grenspecialisten, Joshua Braden, elected by Mission Trail, Petter Mattsson, elected by Alcur and Mathias Nimlin, elected by Julnie SA. Annikki Schaeferdiek has, in her capacity as Chairman of the Company, been co-opted to the Nomination Committee.

The Nomination Committee proposes that the AGM elects the Company’s Chairman of the Board Annikki Schaeferdiek as Chairman of the AGM.

The Board’s proposal to resolve on allocation of the Company’s results according to the adopted balance sheet (item 10)

The Board proposes that the results for the financial year are carried forward and that no dividend is paid for the financial year 2025. However, see the Board's proposal for a voluntary redemption program under item 21 on the agenda.

The Nomination Committee’s proposal regarding election of Board members, Chairman of the Board, auditor and remuneration (items 12-14)

The Nomination Committee proposes the following:

Item 12 – That the Board shall consist of five (5) Board members, including the Chairman of the Board. That the number of auditors shall be one accounting firm without deputies.

Item 13 – That the remuneration is set to SEK 520,000 (unchanged) for the Chairman of the Board and SEK 220,000 (unchanged) each for the other members of the Board that are elected by the General Meeting. The proposal thus entails a total remuneration to the Board of SEK 1,400,000. Further, an additional remuneration of SEK 220,000 (new) is proposed to the Chairman of the Board for extraordinary work efforts during the previous year. The remuneration includes work in the Audit and Remuneration Committees. Remuneration to the auditor is proposed to be paid in accordance with invoice.

Item 14 – That the AGM resolves to re-elect Annikki Schaeferdiek, Martin Bjäringer, Johan Stakeberg, Erik Ivarsson and Jim Bretschneider as members of the Board. Åsa Landén Ericsson has declined re-election. As the Chairman of the Board, it is proposed that the AGM re-elects Annikki Schaeferdiek.

A presentation of all proposed individuals is available on the Company’s website, ir.formpipe.com.

That the AGM, in accordance with the Audit Committee’s recommendation, resolves to re-elect the auditing firm Öhrlings PricewaterhouseCoopers AB as the auditor of the Company until the end of the AGM held in 2027. Öhrlings PricewaterhouseCoopers AB has announced that it intends to appoint the authorised auditor Erik Bergh as the principal auditor.

The Board’s proposed resolution on approval of the Remuneration Report (item 15)

The Board proposes that the AGM approves the Board’s Remuneration Report for 2025 in accordance with Chapter 8, Section 53 a of the Swedish Companies Act. The Remuneration Report will be available on the Company’s website, ir.formpipe.com.

The Board's proposed resolution on the introduction of a long-term performance-based incentive program 2026 for employees within the group (item 16)

The Board proposes that the AGM resolves to implement a long-term performance-based incentive program (“LTI 2026”) in accordance with items (a) – (c) below. Resolutions under items (a) – (c) are proposed to be conditional upon each other and adopted as one resolution. If the majority requirement for items (a) – (c) below is not met, the Board proposes that the Company shall be able to enter into a share swap agreement with a third party in accordance with item (d) below and resolutions under items (a) and (d) shall then be conditional upon each other and adopted as one resolution.

Summary and rationale for LTI 2026

The purpose of LTI 2026 is to create conditions to retain and increase motivation among senior executives and other key employees in the Company and its subsidiaries (the "Group"). The Board considers that it is in the interest of all shareholders that such persons, who are deemed important to the development of the Group, have a long-term interest in a favourable development of the share price of the Company. The proposed program creates long-term ownership engagement and focus on results, which is expected to stimulate increased interest in the business and its overall development.

Participation in LTI 2026 is offered to the current and future CEO and other key employees in the Group, whereby the program can include a maximum of 10 employees. The program is proposed to consist of performance shares and entails a requirement of own holding of Formpipe shares through acquisition of new Formpipe shares to the program ("Investment Shares"). For each Investment Share, the participants are granted four (4) performance share rights. After a vesting period of three (3) years, each performance share right will entitle the participant to acquire one share in the Company at a price corresponding to the quota value of the share, provided that the participant has retained his/her employment in the Group during the vesting period, that the participant has retained all acquired Investment Shares during the same period and that certain performance conditions have been met in accordance with what is set out below.

To enable the implementation of LTI 2026 in a cost-efficient manner, the Board also proposes that the AGM resolves to authorise the Board to resolve on the acquisition of treasury shares on Nasdaq Stockholm in accordance with item (b) below, which may subsequently be transferred to participants in LTI 2026. The Board further proposes that the AGM resolves on the transfer of treasury shares free of charge to participants in LTI 2026 in accordance with item (c) below. In the event that the required majority cannot be achieved under items (a) – (c) below, the Board proposes that the Company shall be able to enter into a share swap agreement with a third party in accordance with item (d) below.

Following the implementation of LTI 2026, the Board intends to evaluate participation in and the effects of the program in order to decide whether a similar program with similar conditions should be proposed to future Annual General Meetings. However, the Board's intention is to annually propose an incentive program with a corresponding structure.

(a) Implementation of LTI 2026

Participation in LTI 2026

LTI 2026 comprises up to ten (10) employees comprising the interim CEO and the incoming CEO and other key employees in the Group.

The first category comprises the Company’s current interim CEO and the incoming CEO, and the second category comprises a maximum of eight (8) other key employees within the Group.

Personal investment in Investment Shares, grant of performance share rights and vesting period

To participate in LTI 2026, the participant must have a personal shareholding in the Company (Investment Shares) and these shares shall be allocated to LTI 2026. The Investment Shares shall be acquired specifically for LTI 2026. For participation in LTI 2026, the participant is required to allocate a minimum number of Investment Shares as set out in the table below. The number of Investment Shares that participants can allocate under LTI 2026 has been differentiated between employees taking into account, inter alia, position, responsibility and performance within the Group. The participants can allocate the maximum number of Investment Shares as follows:

Function Minimum number of Investment Shares per person Maximum number of Investment Shares per person Maximum number of Investment Shares per category Maximum amount (SEK 14 per share) per person, SEK
Category 1 (maximum of 2 persons) Interim CEO and incoming CEO 7,500 30,000 60,000 420,000
Category 2 (maximum of 8 persons) Other key employees 2,500 10,000 80,000 140,000
Total 140,000

If the participant in connection with the application to the program is prevented from acquiring Formpipe shares according to market abuse rules or similar rules, or if the Board makes an assessment that it is reasonable, the acquisition of shares shall take place as soon as possible thereafter but no later than 31 October 2026.

For the incoming CEO, allocation of Investment Shares may take place later, but no later than before the AGM 2027. The remaining term of LTI 2026 may therefore be less than three (3) years for the incoming CEO. The reason for this is that it is deemed to be of great value to the Company to be able to quickly connect the incoming CEO to the same incentive structure that applies to other key employees in the Group.

Each Investment Share entitles to four (4) performance share rights. The participant will normally receive performance share rights as soon as practically possible after the AGM 2026 in connection with, or shortly after, an agreement is entered into between the participant and Formpipe on participation in LTI 2026. The Board is entitled to extend the time for allocation of performance share rights if deemed necessary for administrative reasons. The incoming CEO shall receive performance share rights as soon as practically possible after Investment Shares have been allocated to LTI 2026.

The participants can be allocated a maximum number of performance share rights as follows:

Function Minimum number of performance share rights per person Maximum number of performance share rights per person Maximum number of performance share rights per category
Category 1 (maximum of 2 persons) Interim CEO and incoming CEO 30,000 120,000 240,000
Category 2 (maximum of 8 persons) Other key employees 10,000 40,000 320,000
Total 560,000

Terms and conditions for the performance share rights

The following conditions apply for the performance share rights:

  1. The performance share rights are granted free of charge to the participants in LTI 2026.
  2. The participant is not entitled to transfer, pledge or dispose of the performance share rights or perform any shareholders' rights regarding the performance share rights during the vesting period.
  3. Allocation of shares based on the performance share rights shall normally take place within two weeks after the announcement of Formpipe's interim report for the first quarter of 2029, whereby the participant is offered to acquire one share in the Company free of charge. The Board is entitled to extend the time for allocation of shares if deemed necessary for administrative reasons.
  4. Allocation of shares based on performance share rights is conditional upon that the participant remains employed within the Group until the announcement of Formpipe's interim report for the first quarter of 2029, and has not terminated his or her employment, been made redundant or dismissed before that time, and that the participant has not disposed of any of the Investment Shares. For shares to be allocated based on the participant's holding of performance share rights, the performance conditions must also be met.
  5. The maximum value that a participant may receive per performance share right is limited to SEK 43, which corresponds to approximately 185 percent of the share price of the Company's share. If the value of the share per performance share right at the date of allocation exceeds this amount, a proportional reduction of the number of shares in the Company that each performance share right entitles to shall be made so that the amount is not exceeded.
  6. The number of shares that may be allocated to the participants based on the performance share rights shall be recalculated in the event of a share split, rights issue or similar corporate events with the aim that the economic value of a performance share right shall not be affected by such events. The Company will not compensate the participants in the program for dividends paid in respect of the shares to which each performance share right entitles.

Performance conditions

The vesting of the performance share rights is dependent on the extent to which the performance conditions for the Group's organic growth and operating margin (measured as Cash EBITDA, which is the measure used internally for monitoring purposes), are met during the period 1 January 2026 – 31 December 2028 (the "Performance Period"), whereby it is determined to what extent (if any) the performance share rights entitle the participants to receive Formpipe shares at the end of the vesting period.

The Board has determined certain maximum and minimum levels for target fulfilment for the two performance conditions, see further below. The outcome will be measured between the determined minimum level and the determined maximum level and does not have to be linear. If the minimum levels for both performance conditions are met, the participants will vest one (1) performance share right per Investment Share. If the maximum levels of the two performance conditions are met, all four (4) performance share rights will be vested, and each performance share right will entitle the acquisition of one share. If the minimum levels for the two performance conditions are not met, no vesting will take place.

For one (1) performance share to vest, the Group's average annual organic growth must be at least 12.5 percent. In addition, the annual average Cash EBITDA margin must be at least 12.5 percent.

For two (2) performance shares to vest, the Group's average annual organic growth must be at least 15 percent. In addition, the annual average Cash EBITDA margin must be at least 15 percent.

For three (3) performance shares to vest, the Group's average annual organic growth must be at least 17.5 percent. In addition, the annual average Cash EBITDA margin must be at least 17.5 percent.

For four (4) performance shares to vest, the Group's average annual organic growth must be at least 20 percent. In addition, the annual average Cash EBITDA margin must be at least 20 percent.

The Group's organic growth shall take into account currency effects and any acquisitions, disposals, etc. The Group's operating margin shall be calculated based on audited full-year figures for each of the financial years 2026-2028 and according to the same definition used by the Board for the financial year 2025. When calculating the extent to which the performance conditions are met, the Board is authorised to make adjustments for structural changes such as acquisitions or disposals as well as for extraordinary events.

Preparation and administration

The Board shall be responsible for the preparation and administration of LTI 2026, and the detailed terms and conditions that will apply between the Company and the participant in the program, within the scope of the terms and conditions set out herein. In connection therewith, the Board shall be entitled to establish deviating terms and conditions for the program regarding, inter alia, the vesting period and allocation of Formpipe shares in the event of termination of employment during the vesting period as a result of, e.g., early retirement. Furthermore, the Board shall be able to authorise participants to allocate Investment Shares in LTI 2026 that are owned through a wholly owned company, pension insurance or endowment insurance.

The Board shall be entitled to make the necessary adjustments to fulfil specific rules or market prerequisites in other jurisdictions. In the event that the distribution of shares cannot be achieved at reasonable costs and with reasonable administrative efforts, the Board shall be entitled to resolve that the participating person may instead be offered cash-based settlement. Formpipe’s Board may also make other adjustments if structural changes occur, such as acquisitions and disposals and other extraordinary events, and the terms and conditions set out above no longer serve the purpose. The Board shall also be authorised to sell shares on behalf of participants in connection with the allocation to cover the tax liability arising for the participant.

If significant changes occur in Formpipe or its business environment, which would mean that the resolved terms and conditions for allocation and the possibility to utilise the performance share rights no longer serve the purpose, the Board shall be entitled to make other adjustments. Before the number of Formpipe shares to be allocated under the performance share rights is finally determined, the Board shall assess whether the outcome of LTI 2026 is reasonable. This assessment is made in relation to Formpipe's financial results and position, conditions on the stock market and otherwise. If the Board in its assessment deems that the outcome is not reasonable, the Board shall reduce the number of shares to be allocated based on the performance share rights.

Hedging arrangements

To ensure delivery of shares under LTI 2026, the Board proposes that the AGM resolves to authorise the Board to resolve on the acquisition of treasury shares on Nasdaq Stockholm in accordance with item (b) below, which may subsequently be transferred to participants in LTI 2026. The Board further proposes that the AGM resolves on the transfer of treasury shares free of charge to participants in LTI 2026 in accordance with item (c) below. In the event that the required majority cannot be achieved under items (a) – (c) below, the Board proposes that the Company shall be able to enter into a share swap agreement with a third party in accordance with item (d) below.

Dilution

The maximum dilution for existing shareholders as a result of LTI 2026 amounts to approximately 1.03 percent of the total number of shares in the Company (without considering the voluntary redemption program proposed at the AGM 2026). The dilution has been calculated as the number of additional shares in relation to the existing number of shares.

Scope and costs of the program

In accordance with IFRS 2, the performance share rights will be expensed as employee costs over the vesting period, with no impact on the Group's cash flow. If performance share rights are exercised, LTI 2026 will also incur costs in the form of social security contributions. The total costs for social security contributions depend on the participant's employment relationship, how many performance share rights are vested, and the value of the benefit that the participant finally receives, i.e. the value of the performance share rights at exercise in 2029. Social security contributions will be expensed in the income statement during the vesting period.

Based on the assumption that all performance share rights included in LTI 2026 are vested, an assumed share price of SEK 14.50 when the performance share rights are exercised and an assumed average percentage for social security contributions of 31.42 percent, the total costs for the program, including social security contributions, are estimated to amount to SEK 4.8 million per year, which corresponds to approximately 4 percent of the Group's total annual salary costs for employees (including social security contributions) calculated on salary costs for the financial year 2025. The cash flow effect for the program is estimated to be approximately SEK 5.2 million and will be charged to the Company in 2028 if the program falls out in full.

The preparation of the proposal

The Board has prepared LTI 2026 in consultation with external advisors.

(b) Authorisation to acquire treasury shares

The Board proposes that the AGM authorises the Board, on one or more occasions, for the period until the next AGM, to resolve on the acquisition of treasury shares in the Company on Nasdaq Stockholm in accordance with the following conditions.

  1. Repurchases of shares may only be made on Nasdaq Stockholm.
  2. A maximum of 560,000 shares may be acquired to ensure delivery of shares to participants in LTI 2026.
  3. Purchases may be made of as many shares that the Company's holding does not exceed 10 percent of all shares in the Company.
  4. Purchases shall be made on Nasdaq Stockholm in accordance with Nasdaq Stockholm's rulebook for issuers of shares on the main market. Purchases of shares shall be made in observance of the price limitations set out in Nasdaq Stockholm's rulebook for issuers of shares on the main market, which stipulates that shares may not be acquired at a price higher than the higher of the price of the last independent trade and the highest current independent bid on the trading venue where the purchase is carried out. Purchases may not be made at a price lower than the lowest price at which an independent purchase can be made.

The purpose of the proposed repurchase authorisation is to ensure delivery of shares and associated costs, such as social security contributions, for LTI 2026.

(c) Resolution on transfer of treasury shares to participants in LTI 2026

The Board proposes that the AGM resolves to transfer shares in the Company as follows.

  1. A maximum of 560,000 shares in the Company may be transferred free of charge to the participants in LTI 2026.
  2. The right to acquire shares in the Company free of charge shall, with deviation from the shareholders' preferential rights, accrue to participants in LTI 2026. Furthermore, subsidiaries of the Company shall, with deviation from the shareholders' preferential rights, be entitled to acquire shares in the Company free of charge, whereby such subsidiary shall be obligated to, in accordance with the terms and conditions of LTI 2026, transfer the shares to such persons within the Company who participate in LTI 2026.
  3. Transfers of shares in the Company shall take place at the time and on the other conditions under which participants in LTI 2026 are entitled to acquire shares, i.e. normally during the financial year 2029.
  4. The number of shares in the Company that may be transferred within the scope of LTI 2026 shall be recalculated as a result of bonus issues, reverse share splits or share splits, rights issues and/or other similar corporate events.

The reasons for the deviation from the shareholders' preferential rights are that the transfer of shares constitutes part of the implementation of LTI 2026. The Board therefore considers it to be to the benefit of the Company to transfer shares in accordance with the proposal.

(d) Share swap agreement with third party

If the majority requirement for items (b) and (c) above is not met, the Board proposes that the AGM resolves that LTI 2026 shall instead be secured by the Company being able to enter into a share swap agreement with a third party on market terms, where the third party in its own name shall be entitled to acquire and transfer shares in the Company to the participants in LTI 2026.

Majority requirements

The AGM’s resolution in accordance with the Board’s proposal under item (a) above requires a majority of more than half of the votes cast at the AGM. The AGM’s resolution in accordance with the Board’s proposal under items (b) and (c) above requires that the resolution is supported by shareholders with at least nine tenths of both the votes cast and the shares represented at the AGM. A valid resolution in accordance with the Board’s proposal under item (d) above requires a majority of more than half of the votes cast at the AGM.

Resolutions under items (a) – (c) are proposed to be conditional on each other and adopted as one resolution. If the majority requirement for items (b) and (c) is not met, resolutions under items (a) and (d) are proposed to be conditional on each other and adopted as one resolution.

The Board’s proposed resolution to authorise the Board to resolve on issues of shares and/or convertibles (item 17)

The Board proposes that the AGM authorises the Board to, within the limits of the Articles of Association, until the next AGM, on one or more occasions, resolve to issue new shares and/or convertibles. The Board is proposed to be authorised to resolve on issues to the extent that the Company's share capital may be increased by an amount equal to not more than 10 percent of the registered share capital at the time of the AGM 2026. The purpose of the issues shall be to carry out or finance acquisitions of all or parts of other companies or businesses, through issue with or without deviation from the shareholders' preferential rights, through cash payment or through payment in kind or by set-off of claims or on other terms. The issues shall be made at market terms less the discount that may be required to achieve sufficient subscription interest.

The Board, the CEO or the person that the Board appoints shall be authorised to make minor adjustments of the resolution as may be necessary in connection with registration with the Swedish Companies Registration Office.

For a valid resolution in accordance with the Board’s proposal above, it is required that the proposal is supported by shareholders with at least two thirds of both the votes cast and the shares represented at the AGM.

The Board's proposed resolution to authorise the Board to acquire and dispose of treasury shares (item 18)

The Board proposes that the AGM authorises the Board, for the period until the next AGM, on one or more occasions, to resolve to acquire and/or dispose of the Company's shares on the following principal conditions.

Purchases may be made of as many shares that the Company's holding does not exceed 10 percent of all shares of the Company. Purchases shall be made on Nasdaq Stockholm in accordance with Nasdaq Stockholm's rulebook for issuers of shares on the main market. Purchases of shares shall be made in observance of the price limitations set out in Nasdaq Stockholm's rulebook for issuers of shares on the main market, which stipulates that shares may not be acquired at a price higher than the higher of the price of the last independent trade and the highest current independent bid on the trading venue where the purchase is carried out. Purchases may not be made at a price lower than the lowest price at which an independent purchase can be made.

Transfer of shares may take place on Nasdaq Stockholm at a price within the current registered price range, and beyond Nasdaq Stockholm, with or without deviation from the shareholders' preferential rights and with or without provisions in kind or by set-off rights and other conditions, to be used as full or part payment for acquisition of companies or businesses. Transfer may be made of all or part of the Company's holding of treasury shares at the time of the Board's resolution.

The purpose of the authorisation is to enable the Board to adjust and improve the capital structure of the Company in order to create increased shareholder value and to dispose of shares in connection with financing of any company and business acquisitions by paying all or part of the purchase price with the Company's treasury shares. In the latter case, the Company shall for example be able to, when acquiring a company, use the shares held in treasury as payment of the purchase price and thereby create a greater community of interest between the seller and the Company in its future operations, without resulting in a dilution for existing shareholders.

For a valid resolution in accordance with the Board’s proposal above, it is required that the proposal is supported by shareholders with at least two thirds of both the votes cast and the shares represented at the AGM.

The Board’s proposed resolution on amendment of the Articles of Association entailing a change of the Company’s name (item 19)

The Board proposes that the AGM resolves to amend § 1 of the Company’s Articles of Association as set out below, whereby the Company’s name will be changed to Lasernet Group AB.

Current wording Proposed wording
§ 1 NameThe Company’s name is Formpipe Software AB. The Company shall be a public company (publ). § 1 Company nameThe Company’s name is Lasernet Group AB. The Company shall be a public company (publ).

The Board, the CEO or the person that the Board appoints shall be authorised to make minor adjustments of the resolution, including adjustment to another variant of the Company name, as may be necessary in connection with registration with the Swedish Companies Registration Office.

For a valid resolution in accordance with the Board’s proposal above, it is required that the proposal is supported by shareholders with at least two thirds of both the votes cast and the shares represented at the AGM.

The Board’s proposed resolution on a) reduction of the share capital by cancellation of treasury shares, and b) increase of the share capital through a bonus issue without the issuance of new shares (item 20)

The Company has, pursuant to an authorisation from the AGM 2025, acquired treasury shares. The Board proposes that the AGM resolves on a reduction of the share capital by cancellation of treasury shares held by the Company and an increase of the share capital through a bonus issue without issuing new shares in accordance with items (a) and (b) below. Resolutions under items (a) and (b) are proposed to be adopted as one resolution.

  1. Reduction of the share capital by cancellation of treasury shares

The Board proposes that the AGM resolve to reduce the Company’s share capital by a maximum of SEK 38,520 through the cancellation of a maximum of 385,200 treasury shares held by the Company. The purpose of such share capital reduction is for allocation to non-restricted equity.

The resolution regarding a share capital reduction as per this item (a) may be made without the permission of the Swedish Companies Registration Office or, in disputed cases, of a general court of law, as the Company will simultaneously carry out a bonus issue as per item (b) below, with the same amount by which share capital is to be reduced, as per above. Taken together, these measures mean that neither the Company’s restricted equity nor its share capital will be reduced.

Statement by the Board pursuant to Chapter 20, Section 13, fourth paragraph of the Swedish Companies Act

As stated above, the Board proposes that the Company’s share capital shall be reduced by SEK 38,520 through the cancellation of 385,200 shares in the Company. To achieve an efficient process without requiring approval from the Swedish Companies Registration Office or a general court, the Board has also proposed that the AGM resolve to restore the Company’s share capital to its current amount by increasing the share capital by SEK 38,520 through a bonus issue without issuing new shares. The amount will be transferred from the Company’s non-restricted equity to the Company’s share capital, in accordance with item (b) below. A resolution in accordance with item (a) above will reduce the share capital by SEK 38,520 and a resolution in accordance with item (b) below will increase the share capital by the same amount. Following implementation of the bonus issue the Company’s restricted equity and share capital will therefore be unchanged.

  1. Increase of the share capital through a bonus issue without the issuance of new shares

For the purpose of restoring the share capital following the proposed reduction of the share capital in accordance with item (a) above, the Board proposes that the AGM simultaneously resolve to increase the share capital through a bonus issue with a maximum amount of SEK 38,520, corresponding to the amount by which the share capital was reduced through the cancellation of shares in accordance with item (a) above. Such bonus issue shall be carried out without the issuance of new shares by transferring the amount from non-restricted equity (in accordance with the balance sheet to be adopted by the AGM pursuant to item 9 on the agenda).

Following the completion of the bonus issue, the Company’s share capital will amount to SEK 5,425,812.10, divided among a total of 53,872,921 shares, each share with a quota value of approximately SEK 0.100715.

The Board, the CEO or the person that the Board appoints shall be authorised to make such amendments and adjustments of the resolutions under (a) and (b) above that are required when registering it with the Swedish Companies Registration Office or Euroclear Sweden AB and otherwise to take such measures as are required to implement the resolutions.

The Board’s proposal on (a) reduction of the share capital by cancellation of treasury shares, and (b) increase of the share capital through a bonus issue without the issuance of new shares shall be adopted as one resolution and requires that it is supported by shareholders with at least two-thirds of both the votes cast and the shares represented at the AGM.

The Board's proposed resolution on the voluntary redemption program comprising a) reduction of the share capital for repayment to the shareholders and b) a bonus issue without the issuance of new shares (item 21)

The Board proposes that the AGM resolves on a voluntary redemption program, in the form of an offer to all shareholders for voluntary redemption of shares. The proposal is made considering the Company's completion of the divestment of the Public business area during 2025, which has resulted in a significant strengthening of the Company's liquidity and financial position. The Board considers, in view of the completed transaction, that the Company's capital structure is not optimally balanced in relation to the Company's operations and future needs. The Board considers that a return of capital to the shareholders is justified and that a redemption procedure is more advantageous for the shareholders than a dividend.

The voluntary redemption program entails that the share capital is reduced through cancellation of shares for repayment to the shareholders in accordance with items (a) and (b) below.

An information brochure describing the voluntary redemption program in further detail will be prepared in connection with the Board's proposal. The information brochure will be available before the application period commences.

a) Reduction of the share capital for repayment to the shareholders

The Board proposes that the AGM resolves that the Company's share capital shall be reduced by a maximum of SEK 2,532,045.60 for repayment to the shareholders. The reduction shall be carried out through the redemption of a maximum of 25,140,696 shares, each share with a quota value of approximately SEK 0.100715 (after taking into account the reduction of the share capital through the cancellation of treasury shares and the increase of the share capital through a bonus issue without the issuance of new shares pursuant to item 20 on the agenda). The reduction is made for repayment to the shareholders in a total maximum amount of SEK 30 per share. In aggregate, the Company may pay a maximum of SEK 754,220,880 in consideration to the shareholders through the redemption program. The number of shares that may be redeemed is based on the total number of shares in the Company excluding shares held by the Company.

The reduction shall be carried out through a voluntary redemption program. For each share in the Company, one (1) redemption right will be received. Fifteen (15) redemption rights entitle the holder to redeem seven (7) shares.

For each share redeemed, the Company shall pay an amount of SEK 30. The redemption amount per share exceeds the quota value of the share by SEK 29.90. The portion of the redemption amount exceeding the quota value of the shares shall be taken from the Company's non-restricted equity in accordance with the balance sheet to be adopted by the AGM pursuant to item 9 on the agenda.

The record date for receiving redemption rights is 5 May 2026. The application period commences on 7 May 2026 and runs until and including 21 May 2026. Customary trading in redemption rights and redemption shares will be arranged. Payment of the redemption amount shall take place after the conclusion of trading in redemption rights and redemption shares, respectively, and after the reduction of the share capital has been registered with the Swedish Companies Registration Office.

Following the completion of the share capital reduction, the Company's share capital will amount to not less than SEK 2,893,766.50, divided into not less than 28,732,225 shares in total, each share with a quota value of approximately SEK 0.100715 (after taking into account the reduction of the share capital through the cancellation of treasury shares and the increase of the share capital through a bonus issue without the issuance of new shares pursuant to item 20 on the agenda).

The right to have shares redeemed requires that the shareholder has notified this within the stipulated time and in accordance with applicable instructions to be provided by the Company and/or the engaged issuing agent and, where applicable, by the nominee, and that the shareholder holds the requisite number of shares and redemption rights.

This resolution on the redemption procedure is conditional upon the AGM having, prior to the resolution, adopted the annual report including a balance sheet for the financial year 2025 showing sufficient distributable funds to carry out the redemption procedure in accordance with the terms and conditions of this resolution.

The Board, the CEO or the person that the Board appoints shall be authorised to make such amendments and adjustments of the resolution that are required when registering it with the Swedish Companies Registration Office or Euroclear Sweden AB and otherwise to take such measures as are required to implement the resolutions.

b) Bonus issue without the issuance of new shares

For the purpose of restoring the Company's share capital following the completion of the voluntary redemption program as set out above, the Board proposes that the AGM resolves on a bonus issue whereby the Company's share capital shall be increased by SEK 2,532,045.60 through the transfer of funds from non-restricted equity (in accordance with the balance sheet to be adopted by the AGM pursuant to item 9 on the agenda). The bonus issue shall be carried out without the issuance of new shares.

Following the completion of the bonus issue, the Company's share capital will amount to not less than SEK 5,425,812.10, divided into not less than 28,732,225 shares in total.

The resolution shall be implemented as soon as possible following registration of the resolution with the Swedish Companies Registration Office.

The Board's proposal on the voluntary redemption program comprising (a) reduction of the share capital for repayment to the shareholders and (b) increase of the share capital through a bonus issue without the issuance of new shares shall be adopted as one resolution and requires that it is supported by shareholders with at least two-thirds of both the votes cast and the shares represented at the AGM.

The Board, the CEO or the person that the Board appoints shall be authorised to make such amendments and adjustments of the resolution that are required when registering it with the Swedish Companies Registration Office or Euroclear Sweden AB and otherwise to take such measures as are required to implement the resolutions.

Other

Shareholders may request that the Board and the CEO provides information about conditions that may affect the assessment of an item on the agenda for the AGM, conditions that may affect the assessment of the Company's or its subsidiaries’ financial situation and the Company’s relationship with other group companies. The Board and the CEO shall provide such information at the AGM if it can be done without material injury to the Company.

Accounting documents and audit report, the Board’s remuneration report, the auditor’s opinion on the application of the guidelines for remuneration to senior executives, the Board's complete proposals for resolutions under the items above and other documents in accordance with the Companies Act will be made available on the Company's office, address as above, and on the Company website ir.formpipe.com at the latest from Wednesday, 8 April 2026. Copies of those documents are also sent free of charge to those shareholders who so request and provide their postal addresses. The documents will also be available and presented at the AGM.

Processing of personal data

For information on how your personal data is processed in connection to the AGM see the privacy policy available on Euroclear Sweden AB’s website: https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.

Formpipe Software AB (publ)

Stockholm in March 2026

The Board

For additional information, contact:

Sophie Reinius

Acting CEO and CFO

+46 73 408 28 77

sophie.reinius@lasernetgroup.com

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