The shareholders of OEM International AB, Cor...
Friday 23 October 2026 1 pm at Badhotellets Konferenscentrum, Ågatan 16, Tranås
Registration
Shareholders wishing to attend the Meeting must:
- be entered in the share register held by Euroclear Nordic AB regarding the circumstances on 15 October 2026, and
- notify the company by 19 October 2026 at the latest, at this address:
OEM International AB
Box 1009, 573 28 Tranås
Tel: +46 (0 )75-242 40 02 or by e-mail: ir@oem.se
Please note that no refreshments will be served.
Shares held in a nominee account
To be entitled to participate in the Meeting, a shareholder whose shares are held in the name of a nominee must register its shares in its own name so that the shareholder is recorded in the share register kept by Euroclear Nordic AB as of 15 October 2026 (so-called voting right registration). Such registration is requested from the nominee in accordance with the nominee’s procedures and such time in advance as the nominee determines. Voting right registrations completed no later than the second banking day after 15 October 2026 are taken into account when preparing the register of shareholders.
Proxy
Shareholders who wish to be represented by proxy or are a legal entity should submit a signed and dated power of attorney. If the shareholder is a legal entity, a certificate of registration or other authorisation document must be issued. The original power of attorney and authorisation documents must be sent in good time before the Meeting to the company at the above address.
The power of attorney form is available at www.oem.se, under For Investors/Corporate governance/Extraordinary General Meeting. To receive the power of attorney form by post, contact OEM International AB, Anna Enström on +46 (0) 75-242 40 02 or by e-mail: ir@oem.se.
Proposed Agenda
- Call to order
- Election of a chair of the Meeting
- Preparation and approval of the voting register
- Approval of the agenda
- Election of one or two persons to countersign the minutes
- Determination of whether the Meeting has been duly convened
- Resolution on the number of Board members
- Resolution on remuneration of the Board of Directors
- Election of the Board of Directors
- Election of the Chairperson of the Board
- Resolution on repurchase authorization
- Closing of the Meeting
Nomination Committee
Item 2 – Election of a chair of the Meeting
The Nomination Committee proposes that Sofie Bjärtun (Advokatfirman Vinge), or in her absence, the person the Nomination Committee designates instead, is elected as Chair of the Extraordinary General Meeting.
Item 7 – Resolution on the number of Board members
The Nomination Committee proposes that the Board of Directors shall comprise seven members and no deputies.
Item 8 – Resolution on remuneration of the Board of Directors
The Nomination Committee proposes a compensation of SEK 780,000 to the Chairperson and SEK 420,000 to each of the other Board members who are not employed by the company. The remuneration refers to the remuneration for a mandate period from one Annual General Meeting until the next Annual General Meeting. The remuneration above is therefore proposed to be paid pro rata based on the number of months served from and including the Annual General Meeting 2026 until the Annual General Meeting 2027.
Items 9 and 10 – Election of the Board of Directors and Chairperson of the Board
For the period until the next Annual General Meeting, the Nomination Committee proposes the election of Patrik Andersson and Simon Tillmo as new Board members and re-election of Jörgen Rosengren, Thijs Bakker, Martin Gaarn Thomsen, Matthias Wittkowski and Anne Thorburn as Board members, with Patrik Andersson as Chairperson of the Board. The proposal entails that Simon Tillmo replaces Albert Gustafsson.
Board of Directors
Item 11 – Resolution on repurchase authorization
The Board proposes that the Extraordinary General Meeting resolves to authorize the Board to decide on purchases of the company’s own shares as follows:
The Board is authorized to make purchases of the company’s shares on as many occasions as it deems appropriate during the period up to the Annual General Meeting 2027. The number of shares purchased must at no time result in the company’s holding exceeding 10 percent of all the shares in the company.
The purchases are to be made on Nasdaq Stockholm, in accordance with an offer to acquire shares directed to all shareholders or to all shareholders of the same share class or through a combination of these alternatives. Acquisition of shares on Nasdaq Stockholm shall not be made at a price higher than the higher of the price of the last independent trade and the highest current independent purchase bid. Acquisitions shall not be made at a price lower than the lowest price at which an independent purchase can be made. Acquisitions of shares by way of offers to acquire shares directed to all the company’s shareholders or to all shareholders of the same share class shall be made at an acquisition price which is no more than 15 percent above the prevailing market price and no less than SEK 0.
The purposes of the authorization on repurchase of own shares are to enable the Board of Directors to adjust the company’s capital structure and to enable acquisitions of companies and business operations where payment is made with own shares.
Other information
On the date of notice of the Extraordinary General Meeting, the total number of shares in the company is 139,015,854, of which 27,864,176 are Class A and 111,151,678 are Class B. The total number of voting rights in the company is 389,793,438.
As of the call date, the company holds 240,192 Class B shares and no Class A shares.
Majority rules
The Board of Directors’ proposal under item 11 on the agenda is subject to the approval at the Extraordinary General Meeting with at least two-thirds (2/3) of both the votes cast and of the shares represented at the meeting.
Documentation
Documents in accordance with the Companies Act and the Nomination Committee’s proposals and motivated statement regarding the proposed Board of Directors will be made available on the company’s website, www.oem.se, under For Investors/Corporate governance/Extraordinary General Meeting. Copies of the documents will be sent to those shareholders who have requested this and have provided their postal address.
Disclosures
The Board of Directors and the CEO shall, if requested by a shareholder and if the Board of Directors believes that it can be done without material harm to the company, provide information regarding circumstances that may affect the assessment of a matter on the agenda.
Personal data processing
For information about how your personal data are processed, please read the company's Privacy Policy for Extraordinary General Meetings and shareholders, which is available at www.oem.se, under For Investors/Corporate governance/Annual General Meeting (Extraordinary General Meeting).
Tranås, Sweden 29 September 2026
OEM International AB
BOARD OF DIRECTORS
Contacts
For further information, please contact the CFO, Daniel Warnholtz, on +46 75-242 40 18 or via email at daniel.warnholtz@oem.se
About Us
OEM International is one of Europe's leading technology trading companies with 38 operating units in 16 countries. The group operates in the trade of components and systems from leading suppliers in selected markets in Europe. A well-structured local market organisation and efficient logistics make OEM a better alternative to the supplier’s own sales organisations.
For more information see www.oem.se