Right to participate in the extraordinary general meeting and notice of participation
A shareholder who wishes to participate in the extraordinary general meeting at the venue in person or represented by a proxy must be registered in the share register kept by Euroclear Sweden AB on the record date on 27 March 2026. Shareholders whose shares are registered in the name of a nominee must, well in advance of this date, re-register the shares in their own name. Such registration may be temporary and must have been effected on 31 March 2026, in order for the shareholder to exercise the right to participate in the general meeting.
Shareholders who wish to participate in the extraordinary general meeting shall further give notice no later than 31 March 2026 to the address: Diamyd Medical Aktiebolag, EGM 2026, c/o Advokatfirman Vinge KB, Box 1703, SE-111 87, Stockholm, Sweden or via e-mail to DiamydEGM@vinge.se. When providing such notice, the shareholder shall state name, address, telephone number, personal or corporate registration number as well as shareholding.
If a shareholder is represented by proxy, a written, dated proxy for the representative must be issued. A proxy form is available on the Company’s website, www.diamyd.com. If the proxy is issued by a legal entity, a certificate of registration or equivalent certificate of authority should be enclosed. To facilitate the registration at the general meeting, the proxy and the certificate of registration or equivalent certificate of authority should be sent to the Company as set out above so that it is received no later than 7 April 2026.
Nominee-registered shares
Shareholders whose shares are registered in the name of a bank or other nominee must, in order to exercise their voting rights at the general meeting, request to be entered in the share register in their own name (so-called voting rights registration) so that the shareholder is entered in the share register maintained by Euroclear Sweden AB on 27 March 2026. Voting rights registration requested by shareholders in such time that the registration has been made by the relevant nominee no later than 31 March 2026, will be taken into account in the preparation of the share register. This means that shareholders should communicate their request to the nominee well in advance of this date.
Proposed agenda
- Opening of the extraordinary general meeting
- Election of chairman of the general meeting
- Preparation and approval of the voting list
- Approval of the agenda
- Election of one or two persons to verify the minutes
- Determination of whether the extraordinary general meeting has been duly convened
- Resolution on approval of the Board of Directors’ resolution on issue of warrants
- Closing of the general meeting
Main proposals to resolutions
Item 2 – Election of chairman of the general meeting
The Board of Directors proposes that the attorney-at-law Erik Nerpin, or the person elected by the Board of Directors if he has an impediment to attend, is elected chairman of the general meeting.
Item 7 – Resolution on approval of the Board of Directors’ resolution on issue of warrants
The Board of Directors proposes that the extraordinary general meeting resolves to approve the Board of Directors’ resolution of 23 March 2026, on a directed issue of not more than 24,875,066 warrants, entailing an increase in the share capital of not more than SEK 2,522,860.285362 if all warrants are exercised. The resolution shall otherwise be governed by the following terms and conditions:
- The right to subscribe for the new warrants shall, with deviation from the shareholder’s pre-emptive rights, be granted Günther & Wikberg Holding AB solely, which acts as settlement institution in the issue together with Aqurat Fondkommission AB on behalf of a number of international institutional investors. The reason for the deviation from the shareholders’ pre-emptive rights is to fulfil the Company’s obligations to deliver warrants under agreements with the institutional investors.
- Subscription for the warrants shall take place no later than on 8 April 2026. Subscription shall be made on a separate subscription list. The Board of Directors shall be entitled to extend the subscription period.
- Warrants entitle to subscription for one (1) new Class B share in the Company per held warrant for a subscription price of SEK 20 per Class B share. The part of the subscription price which exceeds the shares’ quota value shall be allocated to the free share premium reserve.
- Subscription of new Class B shares in the Company by using the warrants can take place from the date of registration of the warrants with the Swedish Companies Registration Office up until and including the earlier of (i) 30 September 2027 and (ii) the date occurring 30 calendar days after the Company’s public announcement of the interim efficacy analysis in the Company’s ongoing pivotal Phase 3 trial (DIAGNODE-3) evaluating retogatein (rhGAD65) in individuals with Stage 3 type 1 diabetes.
- No payment shall be made for the warrants. The warrants are issued under the Company’s agreements with the institutional investors.
- The new Class B shares to be issued by using the warrants shall entitle to dividends in accordance with what is stipulated in the terms and conditions for the warrants.
The Board of Directors, or any person appointed by the Board of Directors, shall have the right to make any adjustments or amendments of the above resolutions which may be required in connection with the registration of such resolutions and to take any other measure deemed necessary for the execution of the resolutions.
Special majority requirements
For a valid resolution under item 7 it is required that the proposal is supported by at least two thirds of both the votes cast and the shareholders represented at the general meeting.
Shareholders’ right to information
The Board of Directors and the Chief Executive Officer shall, upon request by any shareholder, and where the Board of Directors believes that such may take place without significant harm to the Company, provide information in respect of any circumstances which may affect the assessment of an item on the agenda.
Provision of documents
Relevant documents will be held available at the Company’s office on Kungsgatan 29, SE-111 56 Stockholm, Sweden and on the Company’s website, www.diamyd.com, at least two weeks before the general meeting. Copies of the documents will be sent to the shareholders who so request and inform the Company of their postal address.
Handling of personal data
For information on how your personal data is processed, see the integrity policy that is available on Euroclear’s website, https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf. If you have questions regarding our processing of your personal data, you can contact us by emailing catherine.pham@diamyd.com.
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Stockholm in March, 2026
Diamyd Medical Aktiebolag
The Board of Directors