Nexstim Plc

Resolutions of the Annual General Meeting of Shareholders

Company Announcement, Helsinki, 28 March 2024 at 1 PM (EET)

Nexstim Plc: Resolutions of the Annual General Meeting of Shareholders

Nexstim Plc (NXTMH:HEX) (“Nexstim” or “Company”), announces as follows regarding the resolutions that were adopted at its Annual General Meeting of Shareholders held today on 28 March 2024.

1 PRESENTATION OF THE ANNUAL ACCOUNTS AND CONSOLIDATED ACCOUNTS, RESULT OF THE FINANCIAL YEAR AND DISCHARGE FROM LIABILITY.

The annual general meeting adopted the company’s financial statements, including the consolidated financial statements, for the year 2023, and resolved that no divided is paid for the financial year 1 January – 31 December 2023, and that the result of the financial year is recorded in the retained earnings account.

The annual general meeting discharged the members of the board of directors and the managing director from liability for the financial year 1 January–31 December 2023.

2 ELECTION AND NUMBER OF THE MEMBERS, AND ELECTION OF THE CHAIR OF THE BOARD OF DIRECTORS

In accordance with the proposal of the nomination board, the annual general meeting resolved that:

• The number of members in the board of directors is four (4);
• Tero Weckroth, Timo Hildén, Martin Forss and Leena Niemistö are re-elected as members of the board of directors.
• Leena Niemistö shall, in accordance with her consent, be elected as the chair of the board of directors.
  
  

3 REMUNERATION OF THE MEMBERS OF THE BOARD OF DIRECTORS

In accordance with the proposal of the nomination board of shareholders, the annual general meeting resolved that the members of the board of directors who are elected in the general meeting shall be paid as follows for the term ending at the end of the annual general meeting in 2025:

• for the chair of the board of directors: €24,000 and 12,000 option rights
• for each member of the board of directors: €12,000 and 8,500 option rights
• no board member acting in the nomination board of the shareholders shall receive any fees based on such membership.
  
  

A member of the board of directors shall be entitled to remuneration only for the period during which they are a member of the board. As per the company’s policy, the cash remuneration is paid in four payments.

The company establishes a share option programme for the members of the board of directors, VWAP-valuated 20 trading days after the date of the annual general meeting for trading on the Helsinki list, with a subscription period of 1 July 2025–15 December 2030. The purpose of the option plan to be established is to commit the participants to the company, to combine the objectives of the shareholders and participants and thus to increase the value of the company. The target group of the committing share option plan is the members of the board of directors who are independent of the company. However, a member of the target group member does not have to be independent of the company’s shareholders.