Resolutions at Thule Group’s Annual General Meeting 2026
Thule Group AB (publ)’s Annual General Meeting was held today, 11 May 2026. At the Meeting the following was resolved.
Adoption of the Income Statement and the Balance Sheet and discharge from liability
The Annual General Meeting approved the adopted Income Statement and Balance Sheet as well as the Consolidated Income Statement and Consolidated Balance Sheet.
The Board of Directors and CEO were granted discharge from liability for the time period to which the reports relate.
Disposition of the company’s profit
In accordance with the Board of Directors’ proposal, the Annual General Meeting resolved to declare a dividend of SEK 8.30 per share for 2025. Further, it was resolved that the dividend shall be paid in two partial payments for a more favorable adaptation to the group’s cash flow profile.
13 May 2026 was resolved as record date for the first payment of SEK 4.15 per share. 5 October 2026 was resolved as record date for the second payment of SEK 4.15 per share. The first payment by Euroclear is expected to start on 19 May 2026, and the second payment on 8 October 2026.
Approval of Remuneration Report
The Annual General Meeting approved the Board of Directors’ remuneration report.
Election of Board of Directors
Hans Eckerström, Johan Westman, Helene Willberg, Sandra Finér and Paul Gustavsson were re-elected as members of the Board. Per-Arne Blomquist and Sara Molnar were elected as new members of the Board. Hans Eckerström was re-elected as Chairman of the Board and Per-Arne Blomquist was elected as Vice Chairman of the Board.
Committee members
At the statutory board meeting after the Annual General Meeting, the Board of Directors appointed members to the Audit and Sustainability Committee and the Remuneration Committee. The Audit and Sustainability Committee will consist of Helene Willberg (chairman) and Per-Arne Blomquist. The Remuneration Committee will consist of Hans Eckerström (chairman), Paul Gustavsson and Sara Molnar.
Fees to the Board of Directors
It was resolved that Board fees, excluding Committee fees, shall be paid by SEK 1,500,000 to the Chairman of the Board, SEK 590,000 to the Vice Chairman of the Board and SEK 475,000 to each of the other Board members elected by the Annual General Meeting.
Work in the Audit and Sustainability Committee shall be remunerated by SEK 300,000 to the Chairman and SEK 125,000 to each of the other members. Work in the Remuneration Committee shall be remunerated by SEK 95,000 to the Chairman and SEK 50,000 to each of the other members.
Election of auditor
Öhrlings PricewaterhouseCoopers AB was elected as auditor for the period until the end of the 2027 Annual General Meeting. Öhrlings PricewaterhouseCoopers AB has informed the company that the authorized public accountant Erik Bergh will be the auditor in charge. It was resolved that auditor fees shall be paid in accordance with approved invoice.
Guidelines for remuneration to senior executives
In accordance with the Board of Directors' proposal, the Annual General Meeting resolved to adopt guidelines for remuneration to senior executives.
Authorisation for the Board of Directors to resolve on new share issue
In accordance with the Board of Directors' proposal, the Annual General Meeting resolved to authorize the Board of Directors to, on one or more occasions during the period up until the next Annual General Meeting, resolve on a new issue of shares corresponding to no more than 10 percent of the registered share capital. The issue may take place with or without deviation from the shareholders' preferential right and with or without provisions on payment in kind or set-off or other terms. The purpose of the authorization is to increase the company's financial flexibility.
Authorisation for the Board of Directors to repurchase own shares
In accordance with the Board of Directors' proposal, the Annual General Meeting resolved to authorize the Board of Directors to, on one or more occasions during the period up until the next Annual General Meeting, repurchase its own shares. Repurchase shall maximum comprise so many shares that the company’s holding does not at any time exceed 10 percent of the total number of shares in the company, may only take place on Nasdaq Stockholm and at a price within the price range applicable at any given time. The purpose of the authorization is to promote efficient capital utilization within the company and to provide flexibility regarding the company’s ability to distribute capital to its shareholders.
Resolution on incentive program for senior executives and key employees
In accordance with the proposal from the Board, the Annual General Meeting resolved to adopt an incentive program for executive management and key employees in the group. The program entails that a maximum of 750,000 subscription warrants shall be issued to Thule Group’s wholly owned subsidiary Thule AB, for further transfer to the participants. Transfer of subscription warrants to the participants can take place during 2026, as soon as practically possible after the 2026 Annual General Meeting. Transfer shall be made at market value at the time of transfer, and allotment shall be made in accordance with the principles set out in the Board’s proposal. Subscription of shares by exercise of subscription warrants shall take place from and including 15 June 2029 up to and including 15 December 2029. The starting point is that the subscription price shall correspond to 120 percent of the volume-weighted average price according to Nasdaq Stockholm’s official price list for shares in the company during five trading days preceding the time when executive management and key employees in the Thule Group covered by the subscription warrant program acquire subscription warrants from Thule AB. Upon subscription of shares, net-strike shall be applied, in accordance with the full terms and conditions. Participants may receive a retention bonus in the form of a gross salary addition from the company that in total amounts to the amount paid by the participant for its subscription warrants, provided that the participant at the time of payment remains in its position within the group and has not terminated its employment. The maximum dilution effect if all 750,000 subscription warrants are exercised, i.e. without the application of the net-strike model, is approximately 0.69 percent.