Notice of AGM

Swedbank AB

19 February 2025

 

Welcome to Swedbank's Annual
General Meeting on 26 March 2025

19 February 2025

The shareholders of Swedbank AB (publ) are hereby given notice that the Annual General Meeting will be held at Cirkus (Cirkusscenen), Djurgårdsslätten 43-45, Stockholm, at 11:00 am (CET) on Wednesday, 26 March 2025.

Shareholders are welcome for registration from 09:30 am (CET). Light refreshments will be offered before the Annual General Meeting.

The Annual General Meeting will be simultaneously interpreted to English.

Pursuant to § 9 of the Articles of Association, the Board of Directors has resolved that shareholders may also exercise their voting rights at the Annual General Meeting by postal voting. Shareholders may thus choose to exercise their voting rights at the Annual General Meeting by physical participation or by postal voting. The Annual General Meeting will also be broadcasted online via Swedbank's website, www.swedbank.com/AGM, but without the opportunity to vote or ask questions. No registration is required to follow the Annual General Meeting online.

Right to participate in the Annual General Meeting and registration

Participation by attending the meeting venue

Anyone wishing to participate in the Annual General Meeting by attending the meeting venue in person or by proxy must:

·      be recorded in the share register maintained by Euroclear Sweden AB ("Euroclear") as per 18 March 2025, and

·      give notice of their intention to attend the Annual General Meeting in accordance with the instructions below, no later than 20 March 2025. This means that registration only by postal voting is not sufficient for those wishing to attend the meeting venue.

Notification of participation by attending the meeting venue must be made no later than 20 March 2025 in accordance with the following:

·      by post to Swedbank AB, "Annual General Meeting", c/o Euroclear Sweden AB, Box 191, 101 23 Stockholm, Sweden,

·      by phone [phone], or

·      via Euroclear's website https://anmalan.vpc.se/EuroclearProxy.

The notification shall include name or company name, personal identification number or corporate registration number, address, phone number and, if applicable, the number of persons attending with you (maximum two persons).

If you are attending by proxy or representative, a power of attorney, registration certificate or other authorisation documents should be sent to the bank at the above address well in advance of the Annual General Meeting and preferably no later than 20 March 2025. Proxy forms are available on the bank's website at www.swedbank.com/AGM.

Participation through postal voting

Anyone wishing to participate in the Annual General Meeting by postal voting, personally or by proxy must:

·      be recorded in the share register maintained by Euroclear as per 18 March 2025, and

·      give notice of participation by casting their postal vote in accordance with the instructions below, so that the postal vote is received by Swedbank, c/o Euroclear no later than 20 March 2025.

A special form shall be used for postal voting. The postal voting form is available on the bank's website www.swedbank.com/AGM and on Euroclear's website https://anmalan.vpc.se/EuroclearProxy.

A completed and signed postal voting form can be sent by post to Swedbank AB, "AGM", c/o Euroclear Sweden AB, Box 191, 101 23 Stockholm, Sweden, or by e-mail to [e-mail]. The completed form must be received by Euroclear no later than 20 March 2025. Shareholders may also, no later than 20 March 2025, cast a postal vote electronically via verification through BankID on Euroclear's website https://anmalan.vpc.se/EuroclearProxy.

The shareholder may not give instructions other than selecting one of the options specified in the form. If the shareholder has provided special instructions or conditions in the form or changed or made amendments to pre-printed text, the postal vote will be considered invalid. Further instructions and conditions may be found on the postal voting form and at Euroclear's website 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. A proxy form is available on Swedbank's website www.swedbank.com/AGM. If the shareholder is a legal entity, a registration certificate or other authorisation document must be enclosed to the form.

Please note that anyone who wishes to attend the meeting venue in person or by proxy must give notice about this in accordance with the instructions under the heading "Participation by attending the meeting venue" above. This means that a notice of participation only by postal voting is not sufficient for those who wishes to attend the meeting venue.

Nominee-registered shares

Shareholders whose shares are nominee-registered through a bank or other authorised depositary, e.g., in a custody account, must - in addition to giving notice of participation or casting a postal vote - request that the shares be re-registered in their own name so that the shareholder is registered in the share register maintained by Euroclear as of the record date on 18 March 2025. Such registration may be temporary (so-called voting rights registration) and is requested from the nominee in accordance with the nominee's routines and at such time in advance decided by the nominee. Voting rights registration that the shareholder has requested at such time that the registration has been completed by the nominee no later than 20 March 2025 will be accepted in the preparation of the share register.

Proposed agenda

1.   Opening of the General Meeting

2.   Election of Chair of the General Meeting

3.   Preparation and approval of the voting list

4.   Approval of the agenda

5.   Election of two persons to verify the minutes

6.   Decision whether the General Meeting has been duly convened

7.   a)   Presentation of the annual report and the consolidated accounts, including the sustainability report, for the financial year 2024

b)   Presentation of the Auditor's report for the bank and the group as well as the sustainability assurance report on the sustainability report for the financial year 2024

8.   Adoption of the profit and loss account and balance sheet as well as the consolidated profit and loss account and consolidated balance sheet for the financial year 2024

9.   Decision on the allocation of the bank's profit in accordance with the adopted balance sheet as well as decision on the record date for dividend

10.  Decision whether to discharge the members of the Board of Directors and the CEO from liability

11.  Determination of the number of Board members

12.  Determination of the remuneration to the Board members and the Auditor

13.  a)-k) Election of Board members

14.  Election of the Chair of the Board of Directors

15.  Election of Auditor

16.  Decision on the Nomination Committee

17.  Decision to acquire own shares pursuant to the Securities Market Act

18.  Decision on authorisation for the Board of Directors to decide on acquisitions of own shares in addition to what has been stated in item 17

19.  Decision on authorisation for the Board of Directors to decide on the issuance of convertibles

20.  Decision on performance and share based remuneration programs for 2025

a)   Decision on a general performance and share based remuneration program for 2025 ("Eken 2025")

b)   Decision on deferred variable remuneration in the form of shares under the individual program 2025 ("IP 2025")

c)   Decision on transfer of own shares

21.  Presentation of Remuneration Report for approval

22.  Proposal from the shareholder Carl Axel Bruno regarding that the bank shall contribute to improving Finance Sweden's procedures for issuing new BankID

23.  Proposal from the shareholder Carl Axel Bruno regarding that the bank shall contribute to improving the security of BankID usage

24.  Closing of the General Meeting

For the full notice and more information, see attachment or visit www.swedbank.com/AGM.

http://www.rns-pdf.londonstockexchange.com/rns/7547X_1-2025-2-19.pdf

Contact:
Hannes Mård, Media Relations Manager, tel: [phone]
Magnus Alvesson, Acting Head of Investor Relations, tel: [phone]

 

END