Notice of Extraordinary General Meeting of Medivir AB (publ)
The shareholders of Medivir AB (publ), reg. no. 556238-4361, (the “Company”) are hereby summoned to the extraordinary general meeting on 14 January 2026 at 2 p.m. CET at the Company´s premises on Lunastigen 5, 141 44 Huddinge. Registration starts at 1.30 p.m. and will stop when the general meeting starts.
Pursuant to § 11 of the Company’s articles of association, the board of directors has resolved that shareholders may exercise their voting rights at the general meeting by post. Shareholders may therefore choose to exercise their voting rights at the general meeting, by proxy or through postal voting.
Shareholders who wish to exercise their voting rights at the general meeting is required to:
- be recorded in the share register maintained by Euroclear Sweden AB (“Euroclear”) on 5 January 2026; and
- notify the Company of their intention to attend the general meeting according to the instructions under the heading “Notification of attendance in person or by proxy”, alternatively cast a postal vote according to the instructions under the heading “Instructions for postal voting”, no later than 8 January 2026.
Nominee-registered shares
Shareholders whose shares are nominee-registered through a bank or other authorised depositary, for example in a custody account, are required to – in addition to notifying their attendance – request that the shares be temporarily re-registered in their own name so that the shareholder is registered in Euroclear’s share register as of the record date on 5 January 2026. Re-registration may be temporary (so-called voting rights registration) and is requested from the nominee in advance in accordance with the nominee’s routines. Voting right registration that the shareholder has requested and has been issued by the nominee no later than 8 January 2026 will be accepted in the preparation of the share register.
Please observe that this procedure may also apply for shares that are held in a bank’s custody account and on certain Swedish investment savings accounts (ISK).
Notification of attendance in person or by proxy
Shareholders who wish to attend the general meeting in person or by proxy must notify the Company of this no later than 8 January 2026 either:
- at the Company’s website www.medivir.com;
- by e-mail to https://www.euroclear.com/sweden/generalmeetings/;
- by phone + 468-402 92 37; or
- by post to Medivir AB “Extra bolagsstämma”, c/o Euroclear Sweden AB, Box 191, 101 23 Stockholm.
In the notification, provide your name or company name, personal or organisation ID number, address, phone number and, if applicable, the number of persons attending with you (maximum two).
If attending by proxy or representative, authorisation documents (a power of attorney and/or registration certificate) should be sent to the Company at the above address well in advance of the general meeting and preferably by 8 January 2026. Power of attorney forms are available on the Company’s website, www.medivir.com.
Instructions for postal voting
A special form shall be used for postal voting. Postal voting form is available at the Company’s website, www.medivir.com.
Shareholders can vote by post in following ways:
- Completed and signed postal voting form can be sent by post to Medivir AB, “Extra bolagsstämma”, c/o Euroclear Sweden AB, Box 191, 101 23 Stockholm, or by e-mail to GeneralMeetingService@euroclear.com. The completed form must be received by Euroclear no later than 8 January 2026.
- Shareholders may also, no later than 8 January 2026, cast a postal vote electronically via verification with BankID on Euroclear’s website https://anmalan.vpc.se/EuroclearProxy.
The shareholder may not give other instructions than to mark one of the alternative answers on the form. If the shareholder has included special instructions or conditions on the form, or changed or made amendments to the pre-printed text, the postal vote will be considered invalid. Further instructions and conditions can be found in the postal voting form and at https://anmalan.vpc.se/EuroclearProxy.
If a shareholder casts a postal vote by proxy, a written and dated power of attorney signed by the shareholder shall be enclosed with the postal voting form. Power of attorney forms are available on the Company’s website, www.medivir.com. If the shareholder is a legal entity, a registration certificate or other authorization document must be enclosed with the form.
Those who wish to withdraw a submitted postal vote, and instead cast their vote by participating in the general meeting in person or by proxy, must notify the general meeting’s secretariat before the meeting is opened. For questions concerning the postal voting procedure, please contact Euroclear, tel. +468-402 92 37 (Monday – Friday, between 9 a.m. – 4 p.m.).
Personal data
Personal data obtained from the share register, notices of attendance at the general meeting and information on proxies will be used for registration, preparation of the voting list for the meeting and, where applicable, the minutes of the meeting.
For information about how your personal data is processed, please refer to the Privacy Policy available on Euroclear’s website: https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
Proposed agenda
- Opening of the meeting
- Election of the chairperson for the meeting
- Establishment and approval of the voting list
- Election of one or two persons to attest the minutes
- Approval of the agenda
- Determination as to whether the meeting has been duly convened
- Determination of the number of board members
- Election of board members
- Election of the chairman of the board of directors
- Determination of renumeration to the board of directors
- Closing of the meeting
Resolution proposals
Election of chairperson of the meeting (item 2)
The Company's largest shareholder Linc AB and Hallberg Management AB, proposes the chairman of the board Uli Hacksell, or the person appointed by the board of directors if he has an impediment to attend, to be appointed chairperson of the meeting.
Determination of the number of board members (item 7)
Linc AB and Hallberg Management AB proposes that the board of directors shall consist of four (4) members without deputies. This means an increase in the number of board members from the current three (3) members.
Election of board members (item 8)
Linc AB and Hallberg Management AB also proposes that Uli Hacksell, Angelica Loskog and Anna Törner are re-elected as ordinary board members for the period until the next annual general meeting and that Anders Hallberg is elected as ordinary board member for the period until the next annual general meeting.
Anders Hallberg
Born 1973. Master’s degree in economics and bachelor’s degree in business administration from Lund University. Anders Hallberg has more than 25 years' experience in investments within the healthcare sector and was previously a majority owner of the fund management company HealthInvest Partners AB, before it was divested in 2022.
Prior to founding HealthInvest Partners AB, Hallberg was employed as both an analyst and fund manager within the healthcare sector at Carnegie Investment Bank AB. Hallberg has been awarded the highest ranking as healthcare analyst by Prospera and has been named Fund Manager of the Year in the pharmaceutical funds category by Dagens Industri and Morningstar.
Hallberg Management AB is a limited liability company wholly owned by Anders Hallberg. As at the date hereof, Hallberg Management AB is the largest shareholder in Medivir AB.
Shares in Medivir: 93,445,403 shares by Hallberg Management AB. Independent in relation to the Company and Company management but dependent in relation to the Company's major shareholders.
Election of the chairman of the board of directors (item 9)
Linc AB and Hallberg Management AB further proposes that Anders Hallberg is elected as chairman of the board of directors.
Determination of renumeration to the board of directors (item 10)
If the general meeting resolves in accordance with the proposals in items 7-9 above, Linc AB and Hallberg Management AB proposes that the remuneration to the board of directors resolved at the extraordinary general meeting on 10 November 2025 shall remain unchanged. For the sake of clarity, the remuneration of the chairman of the board shall be distributed proportionally between the former chairman and the new chairman based on the proportion of the term of office. Uli Hacksell shall receive remuneration as ordinary board member for the remainder of the term of office until the next annual general meeting.
Number of shares and votes
As of the date of this notice, the total number of shares in the Company amounts to 451,121,383 of which 448,671,220 are ordinary shares and 2,450,163 are class C shares, with a total number of votes of 448,916,236.3. The Company's holding of own shares amounts to 2,450,163 class C shares. The Company may not vote for its own shares.
Documentation
Documents in accordance with the Swedish Companies Act will be kept available at the Company and on the Company's website in accordance with the Swedish Companies Act. The documents will be sent upon request and free of charge to shareholders who provide their postal address. The documents will also be available at the extraordinary general meeting.
Information at the extraordinary general meeting
Shareholders are reminded of their right to, at the extraordinary general meeting, obtain information from the board of directors and the managing director in accordance with Chapter 7 Section 32 of the Swedish Companies Act.
Huddinge in December 2025
Medivir AB (publ)
The Board of Directors