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Resolutions of the Annual General Meeting

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BioPorto  A/S
BioPorto A/S

April 11, 2025

Announcement no. 9

Resolutions of the Annual General Meeting

COPENHAGEN, DENMARK and BOSTON, MA, USA, April 11, 2025, (GLOBE NEWSWIRE) -- BioPorto A/S (BioPorto or Company) (CPH: BIOPOR), an in vitro diagnostics company focused on empowering the early detection of Acute Kidney Injury (AKI), today held its Annual General Meeting with the following results:

Item 1 - The Board's report on the Company’s activities during the past year was noted by the Annual General Meeting.

Item 2 – The Annual Report was approved by the Annual General Meeting and the result for the financial year 2024 was approved to be carried forward to the next financial year.

Item 3 - Discharge of liability was granted to the Board of Directors and Executive Management.

Item 4 – The Company’s Remuneration Report for the financial year 2024 was approved by an advisory vote.

Item 5 – The Annual General Meeting approved the following remuneration for the members of the Board of Directors for the financial year 2025 (comprising both a cash- and share-based component):

  • Cash remuneration: Members of the Board of Directors – DKK 300,000, Vice Chair of the Board of Directors – DKK 450,000, Chair of the Board of Directors – DKK 900,000.

  • Remuneration for participation in committees: Board Members receive DKK 25,000 per committee and the Chair of the committee receives DKK 50,000. The Chair and Vice Chair of the Board of Directors are not entitled to receive additional remuneration for participation on committees.

  • Warrants: Members of the Board of Directors – 200,000, Vice Chair of the Board of Directors – 300,000, Chair of the Board of Directors – 1,000,000.

The warrants issued to each board member shall be subject to the following performance criteria: The issued warrants shall vest in equal tranches quarterly over two years (i.e. based on calendar quarters), with the first tranche vesting on the first day of the commencement of the first calendar quarter after the grant date. The exercise period shall expire no later than on the tenth anniversary of grant.

The warrants shall not be subject to leaver terms, except that all warrants shall lapse in case the board member’s appointment terminates (for any reason) prior to the Company’s Annual General Meeting in 2026.

The warrants shall otherwise be governed by the terms and conditions of the Company’s Incentive Warrant Program, as set out in Appendix 1 of the Company’s Articles of Association, with appropriate adjustments reflecting the board members' role.

The implementation of the above grants shall be carried out by the Board of Directors in accordance with the authorization set out in the Company’s Articles of Association and the Company’s Remuneration Policy.