Fractal Gaming Group AB (publ) has today, on May 19, 2026, held its Annual General Meeting. The Annual General Meeting was held with physical presence of shareholders and with the possibility for shareholders to exercise their voting rights by advance voting (postal voting). The complete proposals for resolutions have previously been published and are available on the Company’s website, https://group.fractal-design.com/. Among other things, the following resolutions were passed.
Approval of the financial statements for 2025
The Annual General Meeting resolved to approve the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet for 2025.
Allocation of profit or loss
The Annual General Meeting resolved, in accordance with the proposal of the Board of Directors, that the result for the year be carried forward and that no dividend be paid.
Discharge from liability
The Annual General Meeting resolved to grant all members of the Board of Directors and the Managing Director discharge from liability for the management of the Company’s affairs during 2025.
Number of board members and auditors, election of board members and auditors and fees to the board members and auditor
The Annual General Meeting resolved, in accordance with the proposal of the Nomination Committee, that the number of board members, appointed by the Annual General Meeting, shall be five without deputies.
Hannes Wallin was re-elected, in accordance with the proposal of the Nomination Committee, as chairman of the Board of Directors. Anders Hülse, Martin Axhamre, Hanna Mannberg and Daniel Gabriel were newly elected, in accordance with the proposal of the Nomination Committee, as members of the Board of Directors.
The Annual General Meeting resolved, in accordance with the proposal of the Nomination Committee, to re-elect the authorised auditing firm KPMG AB as the Company’s auditor, without deputy auditors, for the period until the end of the next Annual General Meeting. The authorised public accountant Maria Kylén will be the auditor in charge.
The Annual General Meeting further resolved, in accordance with the proposal of the Nomination Committee, that Board fees shall amount to SEK 400,000 to the chairman of the Board and SEK 200,000 to each of the other Board members not employed by the Company. Remuneration to the auditor shall be paid in accordance with approved invoices.
Nomination Committee instructions and principles for the appointment of the Nomination Committee
The Annual General Meeting resolved, in accordance with the proposal of the Nomination Committee, to approve the proposed Nomination Committee instructions and principles for the appointment of the Nomination Committee, to apply until further notice.
Authorisation for the Board of Directors to issue new shares
The Annual General Meeting resolved, in accordance with the proposal of the Board of Directors, to authorise the Board of Directors, at one or several occasions and for the period until the next Annual General Meeting, to increase the Company’s share capital by issuing new shares. Such share issue may be carried out with or without deviation from the shareholders’ preferential rights and with or without provisions for contribution in kind, set-off or other conditions. The number of shares that may be issued under the authorisation may correspond to not more than 10 per cent of the number of outstanding shares and votes at the time of the Annual General Meeting. The purpose of the authorisation is to increase the financial flexibility of the Company and the general flexibility of the Board of Directors. Should the Board of Directors resolve on a share issue with deviation from the shareholders’ preferential rights, the reason for this shall be to finance acquisitions of businesses. Upon such deviation from the shareholders’ preferential rights, the new issue shall be made at market terms and conditions. The Board of Directors or the CEO shall have the right to make such minor adjustments to the Annual General Meeting’s resolution as may be required for registration of the authorisation with the Swedish Companies Registration Office.