Bulletin from Annual General Meeting of Diamyd Medical AB
The Annual General Meeting of Diamyd Medical AB (publ) was held on December 5, 2024.
The Company's income statement and balance sheet were adopted, and the Board members and the Chief Executive Officer were discharged from liability for the fiscal year 2023/2024. The Annual General Meeting approved the Board's proposal that no dividend shall be paid for the fiscal year 2023/2024.
Anders Essen-Möller, Erik Nerpin, Maria-Teresa Essen-Möller, Torbjörn Bäckström, Mark A. Atkinson, Karin Hehenberger and Karin Rosén were re-elected to the Board.
Anders Essen-Möller was elected as Chairman of the Board and Erik Nerpin was elected as Vice Chairman of the Board.
The Annual General Meeting approved the proposed remuneration to Board members , the Chairman of the Board and the Vice Chairman of the Board.
The Annual General Meeting resolved to re-elect the auditing company BDO until the end of the Annual General Meeting 2025. Principal auditor is the authorized public accountant Johan Pharmanson.
The Annual General Meeting resolved to authorize the Board, on one or more occasions prior to the next Annual General Meeting, to issue shares and/or warrants and to deviate from the shareholders' preferential rights when so doing. Payment may be made in cash, through a contribution or by offsetting. In a share issue for cash payment and in deviation from the shareholders' preferential rights, the number of shares and/or warrants issued pursuant to the authorization may not exceed 20 percent of the shares in the Company when the share issue occurs.
The Annual General Meeting approved in accordance with the Board's proposal to implement a new performance-based incentive program for employees within Diamyd Medical ("LTI 2024"), The program runs over approximately 3 years and the participants in LTI 2024 will be given the opportunity to be granted the right to acquire B shares in Diamyd Medical free of charge at a subscription price corresponding to the share's quote value within the framework of LTI 2024, or receive a warrant entitling them to subscribe for one share free of charge in Diamyd Medical at a subscription price corresponding to the quote value of the share, "Performance share rights". In the event of a maximum outcome of Performance share rights, 450 000 B shares can be allocated to participants according to LTI 2024, and a further 69 750 B shares can be used to cover social security costs as a result of LTI 2024, which constitutes a dilution effect of approximately 0.5 percent of the total number of shares in the Company.
The Annual General Meeting resolved, in accordance with the Board's proposal, that the company shall issue a maximum of 519 750 warrants, of which 450 000 warrants shall be issued to ensure delivery of shares or warrants to the participants in LTI 2024 in accordance with the terms and conditions of the program, and 69 750 shall be issued to cover for the company's exposure against social security costs that may arise as a result of the exercise of Performance share rights.
The Annual General Meeting approved in accordance with the principal owner Anders Essen Möller's proposal to implement a new performance-based incentive program for Board members of Diamyd Medical ("Board LTI 2024"), The program runs over approximately 3 years and the participants in Board LTI 2024 will be given the opportunity to be granted the right to acquire B shares in Diamyd Medical free of charge at a subscription price corresponding to the share's quote value within the framework of Board LTI 2024, or receive a warrant entitling them to subscribe for one share free of charge in Diamyd Medical at a subscription price corresponding to the quote value of the share, "Performance share rights". In the event of a maximum outcome of Performance share rights, 70 000 B shares can be allocated to participants according to Board LTI 2024, and a further 10 850 B shares can be used to cover social security costs as a result of Board LTI 2024, which constitutes a dilution effect of approximately 0.08 percent of the total number of shares in the Company.
The Annual General Meeting resolved, in accordance with the principal owner's proposal, that the Company shall issue a maximum of 80 850 warrants, of which 70 000 warrants shall be issued to ensure delivery of shares or warrants to the participants in Board LTI 2024 in accordance with the terms and conditions of the program, and 10 850 shall be issued to cover for the company's exposure against social security costs that may arise as a result of the exercise of Performance share rights.
About Diamyd Medical
Diamyd Medical develops precision medicine therapies for the prevention and treatment of Type 1 Diabetes and LADA (Latent Autoimmune Diabetes in Adults). Diamyd® is an antigen-specific immunomodulatory therapeutic for the preservation of endogenous insulin production that has been granted Orphan Drug Designation in the U.S. as well as Fast Track Designation by the U.S. FDA for the treatment of Stage 1, 2 and 3 Type 1 Diabetes. DIAGNODE-3, a confirmatory Phase III trial is actively recruiting patients with recent-onset (Stage 3) Type 1 Diabetes at 60 clinics in eight European countries and in the US. Significant results have previously been shown in a large genetically predefined patient group - in a large-scale meta-analysis as well as in the Company's prospective European Phase IIb trial, where Diamyd® was administered directly into a superficial lymph node in children and young adults with recently diagnosed Type 1 Diabetes. Injections into a superficial lymphnode can be performed in minutes and are intended to optimize the treatment response. A biomanufacturing facility is under development in Umeå, Sweden, for the manufacture of recombinant GAD65 protein, the active ingredient in the antigen-specific immunotherapy Diamyd®. Diamyd Medical also develops the GABA-based investigational drug Remygen® as a component in the treatments of metabolic diseases. Diamyd Medical is a major shareholder in the stem cell company NextCell Pharma AB and in the artificial intelligence company MainlyAI AB.
Diamyd Medical's B share is traded on Nasdaq First North Growth Market under the ticker DMYD B. FNCA Sweden AB is the Company's Certified Adviser.