Remuneration

Pursuant to the Finnish Limited Liability Companies Act, the General Meeting decides upon the remuneration paid to the members of the Board of Directors and the basis for it.

The Board of Directors appoints and dismisses the CEO and decides on the terms and conditions of the CEO's employment defined in a written service agreement. In addition, the Board of Directors decides on the remuneration of the members of the Management Team.

The Board of Directors decides upon the individual incentive scheme for the members of the Management Team annually in connection with the preparation of the budget based on the proposal prepared by the CEO.

Stock option plans

The company has established several share option programs as incentive plans for Bioretec’s key personnel, members of the Board of Directors, and for example members of the Scientific Advisory Board.

Currently there are five stock option programs valid: stock options 2018-1, 2020-1, 2023-1, 2025-1 and 2025-2. The stock options are issued free of charge. The shareholder’s rights begin when the shares are registered in the Trade Register.

Terms and conditions of Option Program 2020-1
Terms and conditions of Option Program 2023-1
Terms and conditions of Option Program 2025-1
Terms and conditions of Option Program 2025-2

ID Number of options according to original option plan Share subscription price (EUR) Number of shares to be subscribed1 Subscription period Number of remaining unexercised options2 Number of shares to be subscribed based on remaining unexercised options1
2018-1A 8,500,000 1.50 566,667 1.1.2019-31.12.2026 8,125,000 541,667
2018-1B 8,500,000 1.50 566,667 1.1.2020-31.12.2026 8,500,000 566,667
2018-1C 1,500,000 2.25 100,000 1.1.2021-31.12.2026 1,500,000 100,000
2018-1D 1,500,000 2.25 100,000 1.1.2022-31.12.2026 1,500,000 100,000
2020-1A 8,450,000 2.25 563,324 1.1.2022-31.12.2026 5,650,000 376,662
2020-1B 9,150,000 3.00 609,998 1.1.2023-31.12.2026 5,300,000 353,332
2020-1C 8,400,000 3.75 559,998 1.1.2024-31.12.2026 4,550,000 303,332
2023-1 1,000,000 2.84 1,000,000 21.10.2024-31.12.2029 607,000 607,000
2025-1 150,000 2.79 150,000 22.3.2026-31.12.2030 150,000 150,000
2025-2 610,105 2.79 610,105 20.5.2025-31.12.2030 610 105 610,105
Total 47,760,105 4,826,758 36,492,105 3,708,764

1Option programs implemented before reverse split (taken place in spring 2021) entitle to subscribe one (1) new company share with 15 options.

2The number of remaining options and shares have been deducted with those options, which have already been subscribed and registered as shares. Additionally, the unallocated share of option programs 2020 and 2023 has been deducted, as the board no longer has a mandate to allocate options based on those.