MALMÖ,
The AGM adopted, inter alia, the following resolutions:
Adoption of the Income Statement and Balance Sheet, Disposition Regarding the Company’s Results and Discharge from Liability
The AGM adopted the Company’s income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet.
The AGM resolved, in accordance with the board of directors’ proposal, that no dividend was to be distributed for the financial year 2025 and that the Company’s result for the financial year 2025 was to be carried forward.
The AGM also discharged the board of directors and the CEO from liability for the financial year 2025.
Number of Members of the Board of Directors
The AGM resolved, in accordance with the nominating, corporate governance and sustainability committee’s proposal, that the number of members of the board of directors elected by the general meeting or in accordance with Oatly’s articles of association shall be ten (10), without deputy members.
Election of Members and Chairperson of the Board of Directors
The AGM resolved, in accordance with the nominating, corporate governance and sustainability committee’s proposal, that:
Eric Melloul shall be elected as an ordinary member of the board of directors for the period until the close of the annual general meeting to be held in 2029;Stefan Descheemaeker shall be elected as a new ordinary member of the board of directors for the period until the close of the annual general meeting to be held in 2029; andMartin Brok shall be elected as chairperson of the board of directors for the period until the close of the annual general meeting to be held in 2029.
Remuneration to the Members of the Board of Directors
The AGM resolved, in accordance with the remuneration committee’s proposal, that compensation shall be allocated to the directors in accordance with the following:
USD 140,000 to the chairperson of the board of directors;USD 60,000 to each ordinary member of the board of directors, who is not employed by the Company or any of its subsidiaries;USD 22,500 to the chairperson of the audit committee;USD 10,000 to each ordinary member of the audit committee;USD 22,500 to the chairperson of the remuneration committee;USD 10,000 to each ordinary member of the remuneration committee;USD 22,500 to the chairperson of the nominating, corporate governance and sustainability committee;USD 10,000 to each ordinary member of the nominating, corporate governance and sustainability committee; andSEK 24,000 to each ordinary employee representative.
Election of Auditor
The AGM resolved, in accordance with the audit committee’s recommendation, that the registered auditing company
Resolution Regarding (a) Implementation of the LTIP 2026–2028 Incentive Program and Increase in the Overall Share Limit, (b) Issuance of Warrants of Series 2026 and (c) Approval of Transfer of 2026 Warrant Instruments
The AGM resolved, in accordance with the board of directors’ proposal, to implement a new long-term incentive program, LTIP 2026-2028, for the benefit of
Awards may be granted on one or more occasions per financial year, no later than
To secure delivery and settlement of Awards under LTIP 2026-2028, the AGM also resolved to issue not more than 67,263,960 new warrants of series 2026, which shall be issued and may be used only to secure delivery and settlement of the Awards.
Resolution Regarding (a) Implementation of the Board Equity Program 2026–2028 and Increase in the Overall Share Limit, (b) a One-Time Issue of Share Awards to Certain Members of the Board of Directors and (c) Issuance of Warrants of Series 2026-B and Approval of Transfer of Warrants of Series 2026-B
The AGM resolved, in accordance with the board of directors’ proposal, to implement a new board equity program, the Board Equity Program 2026-2028, under the Oatly Incentive Plan, to enable the Company to grant share awards ("Share Awards") to certain members of the board of directors. The Share Awards may be granted to the chairperson and to directors of the board of directors who are not employed by the
The Company is authorized to grant a total of 300,000 new Share Awards under the Board Equity Program 2026-2028. The chairperson of the board of directors may each year be granted a number of Share Awards equivalent to
In addition, the AGM resolved to approve a one-time grant of Share Awards to certain members of the board of directors (the "2026 Additional Allocation"). The 2026 Additional Allocation is intended to compensate relevant members of the board of directors for a shortfall in grants made in 2025, when the decrease in the market value of
To secure delivery and settlement of Share Awards granted under both the Board Equity Program 2026-2028 and the 2026 Additional Allocation, the AGM also resolved to issue not more than 7,101,000 new warrants of series 2026-B, which shall be issued and may be used only to secure delivery and settlement of the Share Awards.
Amendment to the Articles of Association
The AGM resolved, in accordance with the proposal submitted by
For more detailed information regarding the content of the resolutions, please refer to the notice to the AGM and the comprehensive proposals, which have previously been published and are available on the Company’s website, https://investors.oatly.com/corporate-governance/annual-general-meeting-2026.
About
We are the world’s original and largest oat drink company. For over 30 years, we have exclusively focused on developing expertise around oats: a global power crop with inherent properties. Our commitment to oats has resulted in core technical advancements that enabled us to unlock the breadth of the dairy portfolio, including alternatives to milks, ice cream, yogurt, cooking creams, spreads and on-the-go drinks. Headquartered in Malmö,
For more information, please visit www.oatly.com.
Contact person
Marie-José David, Chief Financial Officer
E-mail: investors@oatly.com, press.@oatly.com
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