Incentive Programs

The AGM 2017 resolved to adopt a long-term incentive program (“LTIP 2017”). LTIP 2017 encompass 25 individuals within the Fingerprint Group. Within the framework of LTIP 2017, the participants will be given an opportunity to receive Class B shares free of charge, also known as “Performance Shares,” according to the terms and conditions specified below.
Within the framework of LTIP 2017, the company will allot to participants awards for Performance Shares, whereby the award, assuming that certain terms and conditions are fulfilled, will provide entitlement to the receipt, free of charge, of one Performance Share (“Awards”).

To be able to implement LTIP 2017 cost-effectively and flexibly, the AGM resolved to authorize the Board on one or several occasions up to the 2018 AGM to make decisions on the buyback of at most 812,438 Class B shares on a free-of-charge transfer of at most 618,200 Class B shares to participants in accordance with LTIP 2017 and that it be possible to transfer at most 194,238 Class B shares on Nasdaq Stockholm at a price within the registered span of share prices at the particular time in order to cover any social security contributions due to LTIP 2017.

Motion concerning authorization of the Board to make decisions regarding buybacks and transfers of Class B treasury shares for participants of the program and in the market The AGM resolved to authorize the Board, on one or more occasions prior to the 2018 AGM, to decide on the buyback of no more than 812,438 Class B shares. The shares are to be bought back on Nasdaq Stockholm at a price within the registered span of share prices (the share spread) at the particular time, by which is meant the span between the highest price paid and the lowest asked price, and to otherwise observe the regulations pursuant to the Exchange Rules. The reason for buying back the Company’s own shares is to secure delivery of performance shares in accordance with LTIP 2017, and to cover possible social security costs due to LTIP 2017.

Motion concerning authorization of the Board to make decisions regarding buybacks and transfers of Class B treasury shares for participants of the program and in the market

The AGM resolved to authorize the Board on one or several occasions up to the next AGM to decide that the Class B shares that the company buys back pursuant to the buyback authorization as described above can be transferred free of charge to the participants of LTIP 2017 in accordance with the decided terms and conditions, to be transferred in order to cover any social security contributions pursuant to LTIP 2017.

Accordingly, the AGM resolved that at most 618,200 Class B shares will be transferable to participants in accordance with the terms and conditions for LTIP 2017, and that at most 194,238 Class B shares will be transferable on Nasdaq Stockholm at a price per share that is within the registered span of share prices at the particular time to cover to cover any social security contributions connected to LTIP 2017. The number of shares that are transferable will be subject to recalculation should a bonus issue, share split and/or similar event occur in the interim period.

Resolution to buyback and transfer of Class B treasury shares

The AGM resolved to authorize the Board on one or several occasions up to the next AGM to make decisions concerning the buyback of a number of Class B shares in Company that at each point in time does not exceed 10% of all of the shares in the Company, taking into account the treasury shares and any shares bought back by the Company according to the resolution of long-term incentive program.
The shares are to be acquired on Nasdaq Stockholm and may only be acquired at a price within the registered span of share prices at the particular time, by which is meant the span between the highest price paid and the lowest asked price.