Bulletin from Moberg Pharma’s AGM 2016


STOCKHOLM, MAY 18th, 2016. Moberg Pharma AB’s (“Company”) Annual General Meeting
took place on Wednesday, May 18, 2016 in the Company´s premises in Bromma.
Adoption of the income statements and the balance sheets
The Annual General Meeting (the “Meeting”) approved the income statements and
the balance sheets for the fiscal year 2015.

The Meeting resolved, in accordance with the proposal of the Board of Directors,
that no dividend should be paid for the fiscal year 2015.

The Meeting discharged the Board members and the Chief Executive Officer from
liability for the fiscal year 2015.

Board of Directors
In accordance with the proposal of the Nomination Committee, the Meeting
resolved that the Board of Directors shall consist of six persons and no
deputies.

The Meeting resolved re-election of the Board Directors Wenche Rolfsen, Torbjörn
Koivisto, Geert Cauwenbergh, Thomas B. Thomsen, Thomas Eklund and Mattias
Klintemar. Mats Pettersson has decided to resign as Board Director.

Thomas Eklund was elected as Chairman of the Board of Directors.

The Meeting resolved, in accordance with the proposal of the Nomination
Committee, that an aggregate fee to Board members of SEK 1,250,000 shall be
paid, of which SEK 340,000 to the Chairman and SEK 170,000 for all members
elected by the Annual General Meeting. It was also resolved that an additional
fee of SEK 60,000 shall be paid to the Chairman of the Compensation Committee.

Fees to the Auditors, for a period until the end of the next Annual General
Meeting, are to be paid as per approved invoice.

Nomination Committee
The Meeting resolved, in accordance with the proposal of the Nomination
Committee, that the Company shall have a Nomination Committee consisting of four
members. The Nomination Committee shall comprise one representative of each of
the three largest shareholders or owner groups in the Company in terms of votes
as per September 30, 2016, besides the Chairman of the Board of Directors.

Principles for remuneration
The Meeting resolved to approve the Board of Director’s proposal for principles
of remuneration to senior executives in Moberg Pharma.

Employee Stock Option Plan 2016
In accordance with the Board of Directors’ revised proposal, the Meeting
resolved to adopt an employee stock option plan for employees in the Company in
the Company and in the Company’s wholly-owned subsidiary Moberg Pharma North
America LLC. It will be permissible to allot a maximum of 75,000 employee stock
options per plan participant. The Board of Directors and the Chief Executive
Officer shall decide which persons shall be encompassed by the Employee Stock
Option Plan based on position, qualification and individual performance. The
maximum allotment may be adjusted proportionally based on each person's time as
an employee in the Company and Moberg Pharma North America LLC, respectively.
The employee stock option plan will include the following senior executives in
the Company; Anna Ljung and Martin Ingman are proposed to be allotted 40,000
employee stock options each, Kjell Rensfeldt is proposed to be allotted 60,000
employee stock options and Peter Wolpert is proposed to be allotted 75,000
employee stock options. In order to secure the Company’s commitments under the
employee stock option plan, the Meeting resolved on an issue of a maximum
428,000 warrants to the Company’s wholly-owned subsidiary Moberg Derma
Incentives AB. In addition the Meeting resolved to approve that the subsidiary
is entitled to transfer warrants or shares in the Company to the participants in
the employee stock option plan, or otherwise dispose of the warrants, in order
to secure the Company’s commitments and costs in connection with the employee
stock option plan. In the event that all warrants issued in respect of Employee
Stock Option Plan 2016 are used to subscribe for new shares, the Company’s share
capital will increase by SEK 42,800 from SEK 1,421,752.20 to SEK 1,464,552.20.
This is equivalent to a dilution of approximately 2.9 per cent of the shares and
votes in the Company.

Authorization to issue share
The Meeting resolved, in accordance with the proposal of the Board of Directors,
to authorize the Board of Directors to, within the scope of the articles of
association, with or without deviation from the shareholders’ preferential
right, on one or several occasions during the period until the next Annual
General Meeting, resolve to increase the Company’s share capital by issuing new
shares in the Company. The total number of shares issued in accordance with this
authorization may be equivalent to a maximum of 20 per cent of the shares in the
Company at the time of the 2016 Annual General Meeting.

About this information
Moberg Pharma discloses the information provided herein pursuant to the
Securities Markets Act and/or the Financial Instruments Trading Act. The
information was submitted for publication at 8:00 pm (CET) on May 18th, 2016.
For further information, please contact:
Peter Wolpert, CEO, Telephone: +46 707 35 71 35, E-mail:
peter.wolpert@mobergpharma.se
Anna Ljung, CFO, Telephone: +46 707 66 60 30, E-mail: anna.ljung@mobergpharma.se
About Moberg Pharma, www.mobergpharma.com
Moberg Pharma AB (publ) is a rapidly growing Swedish pharmaceutical company with
OTC sales operations in the U.S. and a distributor network in more than 40
countries. The company’s portfolio includes the OTC brands Kerasal®, Kerasal
Nail®, Balmex®, Domeboro®. Kerasal Nail®(Emtrix®or Nalox™ in certain markets) is
a leading OTC treatment of nail disorders in the U.S., Canada and several EU
markets and is currently being launched in Southeast Asia. The company is
growing organically as well as through acquisitions. Internal development
programs focuses on innovative drug delivery of proven compounds and include two
clinical stage assets, MOB-015 (onychomycosis) and BUPI (pain management in oral
mucositis). Moberg Pharma has offices in Stockholm and New Jersey and the
company’s shares are listed on the Small Cap list of the NASDAQ OMX Nordic
Exchange Stockholm (OMX: MOB).

Attachments

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