Sivers Semiconductors Invites Shareholders to Extraordinary General Meeting

KISTA, Sweden, 29 September 2026 /PRNewswire/, Sivers Semiconductors AB, reg. no. 556383-9348, is inviting its shareholders to an Extraordinary General Meeting to be held on Thursday, 22 October 2026 at 16:00 at Setterwalls Advokatbyrå's premises at Sturegatan 10 in Stockholm, Sweden.

Shareholders who wish to attend the meeting must be recorded in the share register kept by Euroclear Sweden AB no later than Wednesday, 14 October 2026. The notification should include the shareholder's name, personal identification number or company registration number, daytime telephone number, number of shares held, and any proxies if applicable.

Shareholders who wish to participate in the meeting by postal voting must also be recorded in the share register by Wednesday, 14 October 2026. They must give notice of participation no later than Friday, 16 October 2026, by casting the postal vote in accordance with the instructions provided. A special form must be used for the postal vote, which will be available on the company’s website, www.sivers-semiconductors.com, no later than three weeks before the meeting.

Nominee registered shares must be re-registered in the shareholder’s own name by the record date of Wednesday, 14 October 2026, to be entitled to participate in the meeting. This re-registration may be temporary and is carried out through the nominee according to their procedures at a time predetermined by the nominee.

If shareholders wish to attend the meeting through a proxy, a written and dated power of attorney signed by the shareholder must be enclosed with the notification. The power of attorney form is available on the company’s website.

As of 29 September 2026, there are a total of 356,740,332 ordinary shares in the company, corresponding to 356,740,332 votes. The company owns 12,872,916 ordinary shares which may not be represented at the Extraordinary General Meeting.

The meeting will include the election of a chairman, the election of one or two persons to verify the minutes, the preparation and approval of the voting list, the approval of the agenda, the determination as to whether the meeting has been duly convened, the election of an auditor, and resolutions on a long-term incentive program and on authorizing the Board of Directors to resolve on directed issue of Series C shares and transfer of ordinary shares to secure payment of social security charges.

The Nomination Committee has proposed that advokat Jorgen S. Axelsson be elected as Chairman of the Meeting. The Nomination Committee also proposes that the assignment of the company’s auditor Deloitte AB be terminated before the end of its term of office, with effect from the close of the Extraordinary General Meeting, and that the registered public accounting firm Ernst & Young AB be elected as auditor for the period until the close of the next Annual General Meeting. Deloitte AB has been the company’s auditor for ten years. The proposal follows a recommendation by the Audit Committee to change audit firm after ten years of service, which the Nomination Committee approved unanimously. The Nomination Committee considers it appropriate to establish a new long-term audit relationship with a Big Four firm in view of the company’s growth, its increasing international presence, and its preparations for a potential dual listing of the shares in the United States, expected to be completed during the first half of 2027. Ernst & Young AB has extensive experience of Swedish listed companies with U.S. capital markets activities and SEC reporting requirements.

The Board of Directors proposes that the Extraordinary General Meeting resolves to introduce an incentive program (the "P11") for employees of the company. P11 can be allotted to employees in the United States, Scotland, Sweden, India, and China. The program consists of stock options intended for the employees of the company (the "Stock Options"). To implement the P11 in a cost-effective and flexible manner, the Board of Directors proposes that the obligations of the company to deliver shares under the Stock Options are secured by an authorization for the Board of Directors to resolve upon issue, repurchase, and transfer of shares of series C according to the agenda items 8 and 9. Therefore, a resolution according to this item shall be conditional on the Extraordinary General Meeting also resolving in accordance with items 8 and 9.

The P11 is designed to consist of a maximum of 7,280,000 new Stock Options entitling to purchase of the same number of shares in the company, corresponding to approximately 2.0 per cent of the shares and votes in the company after dilution, based on the 356,740,332 ordinary shares outstanding in the company as of 29 September 2026. Including the 15,929,025 stock options outstanding under the company’s existing incentive programs, P11 and the outstanding incentive programs together correspond to a dilution of not more than approximately 6.