STRONGPOINT ASA (STRO) April 2026 Annual General Meeting Transcript

Good morning and welcome to StrongPoint's ordinary general meeting. My name is Morten Johannesson, and I'm the chair of StrongPoint at least for another few minutes. After the meeting our CFO Marius Drefelin will co-sign the protocol. Today I also have with me Hilde Gilliam, which is the chair of the nomination committee and also my a board colleague Ingeborg which will which is heading up the compensation committee at StrongPoint so they will they will also cover a couple of items on the formality side you have had the opportunity to post questions prior to the meeting and you still have an opening to do so if you would like during the meeting on on an email address that you that you have got investor at wrongpoint.com the voting we will refer to that's based on the advanced votes that we have have received and on the firmality side also they are checked against the shareholder register the agenda is exactly the same as you all received almost a month ago so i'm not going to go through every single item on the agenda right now but i would rather start and go into item one on the agenda which is a record of attending shareholders and the votes we have received in advance. We got close to 16 million votes in advance and that's close to 36% of the total issued shares of the company. Item two, approval of the notice and the agenda. The notice has been sent to all shareholders with their known address by the 30th of March this year. No comments or amendments to the notice that have been received that require any changes. So the notice and the agenda has been approved. Item three, approval of the annual accounts and the annual report for 2025. Also, you will see all details of course on the on the website and in our annual report but on the highlights the top line the revenue came in at 1 billion 359 million which is a growth of 4% on the important recurring revenue line we had a growth of 7%, so it ended at 385 million. And on EBTA, we made a significant uplift from 2 million in 24 to 26 million in 25, which means an uplift of 24 million, which is, I would say, good progress on the profitability side no amendments being received so 100% of the votes in favor of the board's proposal to approve their accounts and the annual report for 2025 item for approval of the auditors fee the total fee for the services in Item 25 amounted to 652,000, which was an increase of roughly 4.5%. No amendments being received. 99.97 of the votes were in favor of the board's proposal. That means close to 100%. Item 5, dividend for the financial year 2025. 2025, even if we had a long history of paying dividend and increasing dividend year on year, the last two, three years, we have not been in a position to recommend to pay a dividend. And that's the same case for the financial year 2025. So the proposal from the board has been not to pay a dividend. Of course, the company hopes to get back in a position in some years where it could be possible to pay dividends again item six that's on corporate governance that's not something that their shareholders are going to or have been voting on it's for information and I as always urge you all to spend some time on our annual report and our also our website where we will find all the all the details we are living in a complex world so we are trying to really to apply all rules and legislation and spending quite a lot of time and effort making sure that we do that at any time across the company we have a couple of items that I will get back to at the end of the meeting which represents some minor exceptions to some of the guidelines so I will get back to that the final stage of this this meeting and agenda and again you will find all the details on our website then I hand over to Hilde thank you Martin now before we move forward into item 7 I would like to take a moment on

behalf of the nomination committee and I'm sure the whole company to acknowledge and thank you Morten. This you didn't know. You joined the board of Strongpoint back in April 2016 so for nearly a decade now you have served as board member and chairman of the board and been a steady constructive leader through significant change including the company's strategic repositioning within the retail technology market. You have been through leadership transitions and the challenges that comes with operating in a competitive international market. I know you have been a trusted aspiring partner for management, a clear voice in the boardroom and a strong guardian of the shareholder interests. So on behalf of shareholders, management, employees and the board we thank you for your dedication and many contributions to Strongpoint. Moving forward then into the election of the new board, the nomination committee has worked extensively to find your replacement Martin and we are pleased to recommend Tron Johannesson as the new chairman of the board. Tron brings more than 25 years of experience leading and developing international businesses within technology and B2B sectors. You can read more about Tron in the attachment to the notice of this general meeting. Tron holds the position currently as CEO of PECSIP holding ASA which is listed on Oslo Stock Exchange and brings extensive board experience from publicly listed companies. We are also very pleased that the other four members of the last boards have all agreed to contribute for another year which preserves the continuity and a time when we had to change the cheerlead. So as all of the board members are up for election every year. The nomination proposed the election of the board members Trond Johannesson as the chair, Ingeborg Hegstad, Poul Vibe, Monika Aune and Preben Rask Olsen as board members from this meeting to the annual general meeting 2027. 97.32% of the votes were in favor of the nomination committee's proposal and the proposal has been approved. Moving forward to item 8, the determination of remuneration to the board members. The nomination committee proposed an increase of the average salary based on the average salary development from last year. We suggest that the chairman receives a full year compensation of $700,000 and each director to have $365,000 as remuneration for the next year. 20% of this remuneration is to be used for mandatory purchase of shares in Strongpoint. The remuneration of the committee work during the next year is proposed as follows. The chairman of the audit committee would receive 95 000 per year while the members of the audit committee the same 68 000 per year. For the remuneration committee we propose that the chairman received 65,000 per year while the members received 45,000. Received 95.88% of the votes in favor of the proposal and the proposal has been approved. When we go to the election of the members of the nomination committee each member is vote is selected for two years and to continue to secure continuity. We have one person that was elected in 2024 and is now up for election in 2026. That is Inge Johanne Solhaug. She has agreed to contribute another two years and the nomination committee proposed that she get this position also in the next period. The nomination committee will then consist of myself Hilde Gilden as chair, Are Juklestad Berg and Inger Johannes Solhaug as members. No amendments have been received and 100% of the votes were in favour of the nomination committee's proposal. As item 10 specifies the remuneration for the members of the nomination committee, there is proposed an increase of the fee to 65 000 per year for the chair and 45 000 per year for the members we know amendments have been received and 99.97 again almost 100 percent of the votes were in favor of the nomination committee's proposal then we come to item 11 and i hand it over to you yes let me take you through item 11 uh this is about the the remuneration report uh the

presentation and an adoption of that and as you may have seen it's available on the company's website the report is in line with the public act and being developed together with management and the board of directors. And the report outlines the remuneration policy as well as the detailed information about the remuneration of StrongPoint's governing bodies, the CEO and other senior executives for the fiscal year of 2025. And the board does not propose any changes to the policy and hence we propose that the annual general meeting endorses the report and no amendments have been received to this item either and 91.66% of the votes were in favor and hence it has been endorsed. I will also take you through item number 12 which is the long-term incentive program for the coming year, or 2026. Back in 2020, the Board of Directors launched an equity-settled share-based option program, in line with our overall remuneration policy. The objective of this program has been twofold, twofold, to incentivize and align management compensation with shareholder value creation, as well as to attract and retain high-caliber executive management and key personnel. And the board suggests that we continue the program for another year with the same key principles as we had previous years, which means, first of all, a yearly allocation between 0 and 3% of outstanding shares. Secondly, we will never exceed the number of options above 10% of the outstanding shares. The strike price for the option will always equal market price at grant and be invested over three years. non-exercised options will expire after five years and the 2020 options are now expired and the options will be issued by new shares or us acquiring own shares in the market we will come back to that so the proposal from the board of directors is to endorse the LTIP program and approve it. And the 80.62% of the votes were in favor of the board's proposal. Now I will hand it over back to you, Morten, for item number 13.

Thank you, Ingeborg. Item 13 and the following 14 also is almost the two standard ones that we have on the agenda to make sure that the board, if needed, can act quickly. So the number 13 is an authorization for the board to increase the share capital with up to 9 million shares. It can be used for M&A purposes for example. It can also be used for incentive programs if needed going forward. Ninety nine percent has voted in favor so it has been approved and the final one is also a standard authorization for the board to acquire StrongPoint own shares to at any time have a holding of own shares again can be used for example in M&A cases, can be used also for for making sure we have an optimal capital structure, and can be used also of course for incentive programs, so we need to have that. 99.28% of all the votes were in favor of the board's proposal, so there also this proposal has been approved. We have not received any questions during this session I had hoped to get to get one which would be Morten are you still optimistic about the future of strongpoint and my answer to that if I have got that question would be I'm very optimistic about the long-term opportunities for for strongpoint by far so I really will continue to follow strongpoint very closely and a big a big big thank and applause to I mean all my great colleagues at the board and management and the entire organization it's really been a pleasure serving on this board for 10 years now so thank you all and that kind of close our annual

general meeting this year