Ownership structure and AGM

Ownership structure

As of December 31, 2021 Sandvik’s share capital amounted to SEK 1,505,263,107.60 represented by 1,254,385,923 shares. At year-end Sandvik had about 129,900 shareholders and AB Industrivärden was the largest owner with about 13.4 percent of the share capital. Of the total share capital at year-end, about 44 percent was owned by investors outside Sweden.

Shareholders’ meeting

The General Meeting of Shareholders is the highest decision-making body. At the Annual General Meeting, the shareholders are given the possibility to exercise their voting rights in relation to, for example, the Annual Report, dividends, election of the Board and appointment of auditor, and other matters stipulated in the Companies Act, the Articles of Association and, where applicable, the Code.

All shareholders who have been entered in the share register and have informed the company of their participation within the time limit stated in the notice of the General Meeting are entitled to participate at Sandvik’s General Meetings and vote according to the number of shares held. Shareholders are also entitled to be represented by a proxy at the General Meeting. According to the Articles of Association, the Board may also decide to allow shareholders to exercise their voting rights through postal voting before a General Meeting.

All shares in Sandvik carry equal voting rights with one vote per share.

2021 Annual General Meeting

Shareholders representing 55.55 percent of the share capital and votes participated at the Annual General Meeting held on April 27, 2021. Due to the Covid‑19 pandemic, and in accordance with temporary legislation applicable in 2021, the Annual General Meeting was conducted without the physical presence of shareholders, representatives and third parties. Instead, shareholders were only entitled to exercise their voting rights by postal voting before the Meeting. However, the company arranged an online shareholder event before the Meeting where shareholders were able to listen to presentations by the President and CEO and Chairman of the Board and ask them questions.

Information on the resolutions passed at the Meeting were disclosed as soon as the outcome of the postal voting had been finally confirmed. Resolutions included the following:

• Dividend of SEK 6.50 per share (consisting of an ordinary dividend of SEK 4.50 and an extra dividend of SEK 2.00)
• Election of Andreas Nordbrandt as new Board member and re-election of Board members Jennifer Allerton, Claes Boustedt, Marika Fredriksson, Johan Molin, Helena Stjernholm, Stefan Widing and Kai Wärn as well as re-election of Johan Molin as Chairman of the Board
• Re-election of PricewaterhouseCoopers AB as auditor
• Approval of the Board of Directors’ remuneration report
• Adoption of a long-term incentive program in the form of a performance share program for about 350 senior executives and key employees in the Group
• Authorization for the Board to decide on acquisition of the company’s own shares up to a maximum of 10 percent of all the shares in the company
• Amendments to the Articles of Association, to include a possibility of postal voting before General Meetings

For additional information about the Annual General Meeting, including the minutes, visit home.sandvik.

2022 Annual General Meeting

The next Annual General Meeting will be held on April 27, 2022. More information can be found in the notice convening the General Meeting and at home.sandvik.