News from the Group https://www.home.sandvik/en/news-and-media/news/ Thu, 28 Mar 2024 10:00:00 +0100 https://www.home.sandvik/en/news-and-media/news/2024/03/invitation-presentation-of-sandviks-report-of-the-first-quarter-2024/ https://www.home.sandvik/en/news-and-media/news/2024/03/invitation-presentation-of-sandviks-report-of-the-first-quarter-2024/ Invitation: Presentation of Sandvik’s report of the first quarter 2024 <p><span><span><span><span><span>Sandvik will publish its first quarter results on Monday, April 22, 2024, at approximately 11:30 AM CEST.</span></span></span></span></span></p><p><span><span><span><span><span>A combined webcast and conference call for investors, analysts and financial media will be held at 1:00 PM CEST. The report will be presented by Stefan Widing, President and CEO as well as by Cecilia Felton, CFO.</span></span></span></span></span></p><p><span><span><span><span><span>The presentation will be broadcasted live on our website home.sandvik</span></span></span></span></span></p><p><span><span><span><span><span>Dial-in details for the conference call: </span></span></span></span></span></p><p><span><span><span><span><span>SE: +46 (0) 8 505 100 31</span></span></span></span></span></p><p><span><span><span><span><span>UK: +44 (0) 207 107 06 13</span></span></span></span></span></p><p><span><span><span><span><span>US: +1 (1) 631 570 56 13</span></span></span></span></span></p><p><span><span><span><span><span>From about 12:30 PM CEST presentation slides will be available on our website home.sandvik</span></span></span></span></span></p><p><span><span><span><span><span>Stockholm, March 28, 2024</span></span></span></span></span><br /><span><span><span><span><span>Sandvik AB</span></span></span></span></span></p><p><span><span><span><span><span>For</span> <span>further information, contact Louise Tjeder, VP Investor relations, phone: +46 (0) 707 826 374 or</span> <span>Johannes Hellstr&ouml;m, Press and Media Relations Manager, phone: +46 (0) 707 211 008. </span></span></span></span></span></p><p><a class="file" href="https://mb.cision.com/Main/208/3953575/2700853.pdf">Invitation: Presentation of Sandvik’s report of the first quarter 2024 (PDF)</a></p><ul class="file-list"></ul> Thu, 28 Mar 2024 10:00:00 +0100 https://www.home.sandvik/en/news-and-media/news/2024/03/annual-general-meeting-of-sandvik-aktiebolag/ https://www.home.sandvik/en/news-and-media/news/2024/03/annual-general-meeting-of-sandvik-aktiebolag/ Annual General Meeting of Sandvik Aktiebolag <p>The shareholders in Sandvik Aktiebolag are convened to the Annual General Meeting to be held on Monday, April 29, 2024, at 4:00 p.m. at the G&ouml;ransson Arena, S&auml;tragatan 21, Sandviken, Sweden.</p><p>Registration will begin at 2:30 p.m. The award of the Wilhelm Haglund medal and the Sandvik Sustainability Award in Memory of Sigrid G&ouml;ransson will take place at approx. 3:30 p.m. Coffee and tea will be served.</p><p><strong>RIGHT TO PARTICIPATE AND NOTICE</strong></p><p>There are two ways for shareholders to participate in the Meeting: (i) attending the Meeting in person or by proxy, or (ii) participating by postal voting. In either case, if the shares are registered in the name of a nominee, they must be temporarily re-registered in the name of the shareholder (as further described below).</p><p><strong>Participation in person or by proxy </strong></p><p>Shareholders who wish to attend the Meeting in person or by proxy must:</p><ul><li>be recorded as shareholder in the share register maintained by Euroclear Sweden AB on Friday, April 19, 2024, and</li><li>give notice of their intention to participate in the Meeting, not later than Tuesday, April 23, 2024, according to the instructions below.</li></ul><p>Notice of participation in the Meeting shall be made on the Company&rsquo;s website <a href="https://www.home.sandvik/en/investors/corporate-governance/general-meetings/2024-agm/">home.sandvik</a>, by telephone +46 (0)26-26 09 40 weekdays 9:00 a.m.&ndash;4:00 p.m. or by letter to Computershare AB, &ldquo;Sandvik&rsquo;s AGM&rdquo;, Box 5267, SE-102 46 Stockholm, Sweden. When giving notice of participation, please state name, personal or corporate registration number, address and telephone number and the number of assistants (maximum two), if any.</p><p>Shareholders represented by proxy shall issue a written and dated power of attorney to the proxy. Proxy forms are available on the Company&rsquo;s website. A proxy issued by a legal entity must be accompanied by a registration certificate or other authorization document. To facilitate registration at the Meeting, the proxy as well as the registration certificate or other authorization document should be received by the Company at the above address not later than Tuesday, April 23, 2024.</p><p><strong>Postal voting</strong></p><p>The Board of Directors has decided that shareholders should be able to exercise their voting rights by postal voting. Shareholders who wish to participate in the Meeting by postal voting must:</p><ul><li>be recorded as shareholder in the share register maintained by Euroclear Sweden AB on Friday, April 19, 2024, and</li><li>give notice of their intention to participate in the Meeting by submitting their postal votes, not later than Tuesday, April 23, 2024, according to the instructions below.</li></ul><p>A special form must be used for the postal vote. The form for postal voting is available on the Company&rsquo;s website <a href="https://www.home.sandvik/en/investors/corporate-governance/general-meetings/2024-agm/">home.sandvik</a>. The completed and signed form for postal voting shall be sent by e-mail to info@computershare.se or by post to Computershare AB, &rdquo;Sandvik&rsquo;s AGM&rdquo;, Box 5267, SE-102 46 Stockholm, Sweden. Completed forms must be received by Computershare not later than Tuesday, April 23, 2024. Shareholders may also cast their votes electronically through verification with BankID via the Company&rsquo;s website <a href="https://www.home.sandvik/en/investors/corporate-governance/general-meetings/2024-agm/">home.sandvik</a>. Such electronic votes must also be submitted not later than Tuesday, April 23, 2024.<em> </em></p><p>The shareholders may not provide special instructions or conditions to the postal vote. If so, the entire postal vote is invalid. Further instructions and conditions can be found in the postal voting form.</p><p>If a shareholder submits its postal vote through a representative, a written and dated proxy signed by the shareholder must be attached to the postal voting form. Proxy forms are available on the Company&rsquo;s website. A proxy issued by a legal entity must be accompanied by a registration certificate or other authorization document.</p><p>Shareholders who wish to attend the Meeting in person or by proxy must give notice to the Company in accordance with the instructions under &ldquo;Participation in person or by proxy&rdquo; above. This means that a notice of participation by postal voting only is not enough for a shareholder who wants to attend the Meeting in person or by proxy.</p><p><strong>Shares registered in the name of a nominee</strong></p><p>Shareholders whose shares are registered in the name of a nominee must, to be entitled to participate in the Meeting (including via postal voting), temporarily have re-registered the shares in their own name so that the shareholder is registered in the share register as of Friday, April 19, 2024. Please note that this procedure also applies with respect to shares held on a bank&rsquo;s shareholder deposit account and certain investment savings accounts. Request for such voting rights registration shall be made to the nominee, in accordance with the nominee&rsquo;s routines, at such time in advance as decided by the nominee. Voting rights registration that has been made by the nominee not later than Tuesday, April 23, 2024, will be taken into account in the preparation of the share register.</p><p><strong>Agenda</strong></p><p>1. Opening of the Meeting.</p><p>2. Election of Chairman of the Meeting.</p><p>3. Preparation and approval of the voting list.</p><p>4. Election of one or two persons to verify the minutes.</p><p>5. Approval of the agenda.</p><p>6. Examination of whether the Meeting has been duly convened.</p><p>7. Presentation of the Annual Report, Auditor&rsquo;s Report and the Group Accounts and Auditor&rsquo;s Report for the Group.</p><p>8. Speech by the President and CEO.</p><p>9. Resolution in respect of adoption of the Profit and Loss Account, Balance Sheet, Consolidated Profit and Loss Account and Consolidated Balance Sheet.</p><p>10. Resolution in respect of discharge from liability of the Board members and the President for the period to which the accounts relate.</p><p>11. Resolution in respect of allocation of the Company&rsquo;s result in accordance with the adopted Balance Sheet and resolution on record day.</p><p>12. Determination of the number of Board members and Auditors.</p><p>13. Determination of fees to the Board of Directors and Auditor.</p><p>14. Election of Board members:</p><p>14.1 Susanna Schneeberger</p><p>14.2 Claes Boustedt</p><p>14.3 Marika Fredriksson</p><p>14.4 Johan Molin</p><p>14.5 Andreas Nordbrandt</p><p>14.6 Helena Stjernholm</p><p>14.7 Stefan Widing</p><p>14.8 Kai W&auml;rn</p><p>15. Election of Chairman of the Board.</p><p>16. Election of Auditor.</p><p>17. Presentation and approval of the Board&rsquo;s remuneration report.</p><p>18. Resolution on guidelines for the remuneration of senior executives.</p><p>19. Resolution on a long-term incentive program (LTI 2024).</p><p>20. Authorization on acquisition of the Company&rsquo;s own shares.</p><p>21. Closing of the Meeting.</p><p><strong>PROPOSALS FOR RESOLUTIONS</strong></p><p><strong>Item 2 &ndash; Election of Chairman of the Meeting</strong></p><p>The Nomination Committee consists of its Chairman Fredrik Lundberg (AB Industriv&auml;rden), Daniel Kristiansson (Alecta), Marianne Nilsson (Swedbank Robur Funds), Lars Pettersson (Lundbergs) and Johan Molin (Sandvik&rsquo;s Chairman of the Board).</p><p>The Nomination Committee proposes attorney Patrik Marcelius as Chairman of the Meeting.</p><p><strong>Item 3 &ndash; Preparation and approval of the voting list</strong></p><p>The voting list proposed for approval is the voting list drawn up by Computershare on behalf of the Company, based on the Annual General Meeting&rsquo;s share register, shareholders having given notice of participation and being present at the meeting venue, and postal votes received.</p><p><strong>Item 11 &ndash; Dividend</strong><strong>and record day</strong></p><p>The Board of Directors proposes that the Annual General Meeting resolve on a dividend of SEK 5.50 per share. Thursday, May 2, 2024 is proposed as the record day. If the Meeting approves these proposals, it is estimated that the dividend be paid by Euroclear Sweden AB on Tuesday, May 7, 2024.</p><p><strong>Item 12</strong> <strong>&ndash; Determination of the number of Board members and Auditors </strong></p><p>The Nomination Committee proposes eight Board members and one registered public accounting firm as Auditor.</p><p><strong>Item 13 &ndash;</strong> <strong>Determination of fees to the Board of Directors and Auditor</strong></p><p>The Nomination Committee proposes fees to the Board of Directors as follows:</p><ul><li>Chairman of the Board of Directors: SEK 3,000,000 (2,875,000)</li><li>Other Board members not employed by the Company: SEK 800,000 (770,000) each</li><li>Chairman of the Audit Committee: SEK 352,000 (338,000)</li><li>Other members of the Audit Committee: SEK 200,000 (192,000) each</li><li>Chairman of the Remuneration Committee: SEK 167,000 (161,000)</li><li>Other members of the Remuneration Committee: SEK 132,000 (127,000) each</li><li>Chairman of the Acquisitions and Divestitures Committee: SEK 226,000 (218,000)</li><li>Other members of the Acquisitions and Divestitures Committee: SEK 167,000 (161,000) each</li></ul><p><em> </em></p><p>Fees to the Auditor shall be paid in accordance with approved invoices.</p><p><br /><strong>Item 14 &ndash;</strong> <strong>Election of Board members</strong></p><p>The Nomination Committee proposes the election of the following persons as Board members:</p><p>14.1 Susanna Schneeberger (new election)</p><p>14.2 Claes Boustedt (re-election)</p><p>14.3 Marika Fredriksson (re-election)</p><p>14.4 Johan Molin (re-election)</p><p>14.5 Andreas Nordbrandt (re-election)</p><p>14.6 Helena Stjernholm (re-election)</p><p>14.7 Stefan Widing (re-election)</p><p>14.8 Kai W&auml;rn (re-election)</p><p>Jennifer Allerton has declined re-election.</p><p>Susanna Schneeberger, born 1973, has a Master of Science in International Business and has extensive experience from various executive roles in both traditional industry and software companies in a global environment. Her solid experience of responsibility for sales and marketing, strategy, acquisitions and digital development is expected to strengthen and complement the existing competence in Sandvik's Board.</p><p><strong>Item 15 &ndash; Election of Chairman of the Board</strong></p><p>The Nomination Committee proposes re-election of Johan Molin as Chairman of the Board of Directors.</p><p><strong>Item 16 &ndash; Election of Auditor</strong></p><p>The Nomination Committee proposes, pursuant to the recommendation of the Audit Committee, re-election of PricewaterhouseCoopers AB as Auditor for the period until the end of the 2025 Annual General Meeting.</p><p><strong>Item 18 &ndash; Resolution on guidelines for the remuneration of senior executives</strong></p><p>The Board of Directors proposes that the Annual General Meeting resolve to adopt the following guidelines for the remuneration of senior executives. Compared to the guidelines adopted by the Annual General Meeting in 2020, the only amendment to these guidelines relates to the pension benefits, where the cap for defined contribution benefits has been lowered to be better aligned with market practice and the possibility to offer defined benefit schemes has been removed.</p><p><strong><em><strong>Scope of the guidelines </strong></em></strong></p><p><em> </em></p><p>These guidelines encompass the President and other members of the Group Executive Management. The guidelines do not apply to any remuneration decided on or approved by the General Meeting.</p><p><strong><em><strong>The guidelines&rsquo; promotion of the Company&rsquo;s business strategy, long-term interests and sustainability</strong></em></strong></p><p><em> </em></p><p>A prerequisite for the successful implementation of the Company&rsquo;s business strategy and safeguarding of its long-term interests, including its sustainability, is that the Company is able to recruit and retain qualified personnel. To this end, it is necessary that the Company offers competitive remuneration. These guidelines enable the Company to offer senior executives a competitive total remuneration. For more information regarding the Company&rsquo;s business and sustainability strategy, please see the Company&rsquo;s website home.sandvik.</p><p><strong><em><strong>Types of remuneration </strong></em></strong></p><p>The total remuneration package should be based on market terms, be competitive and reflect the individual&rsquo;s performance and responsibilities as well as the Group&rsquo;s earnings trend. The remuneration may consist of fixed salary, variable remuneration, pension benefits and other benefits.</p><p><u>Fixed salary</u></p><p>The purpose of the fixed salary is to attract and retain senior executives with the right competence for the respective positions. The salary level should be determined by comparing the salary to similarly complex positions within a defined peer group.</p><p><u>Variable remuneration</u></p><p><em>Variable share related remuneration</em></p><p>The Company may offer long-term share related or share price related remuneration. Such programs are adopted by the General Meeting and are therefore not covered by these guidelines. There are currently ongoing long-term share related incentive programs for senior executives and key employees in the Group. For more information on these programs, see the Company&rsquo;s website home.sandvik.</p><p><em>Variable cash remuneration</em></p><p>The Company may offer short or long-term variable cash remuneration. The fulfillment of objectives for awarding such remuneration shall be measured over a period of one to three years. Such remuneration may amount to not more than 75 percent of the fixed annual salary per year.</p><p>Variable cash remuneration shall be conditional upon the fulfilment of defined and measurable criteria. These criteria shall aim at promoting the Company&rsquo;s business strategy and performance as well as its long-term interests, including its sustainability. At the beginning of each year the Board of Directors and the Remuneration Committee shall establish the criteria, including key performance indicators (KPIs) and the target ranges, deemed relevant for the upcoming measurement period. The criteria may be financial, with at least three KPIs, and non-financial, and shall always be related to business performance. At least 80 percent of the variable cash remuneration shall be linked to the financial criteria. The President and Group Function heads shall be measured on Group level KPIs and the Business Area Presidents shall be measured on both Group level and Business Area level KPIs. The established KPIs shall be presented on the Company&rsquo;s website home.sandvik. The extent to which the criteria for awarding variable cash remuneration have been fulfilled shall be determined when the measurement period has ended and will be published in the Report on Evaluation of Remuneration the following year. For financial criteria, the evaluation shall be based on the latest financial information made public by the Company.</p><p><em> </em></p><p><em>Special arrangements</em></p><p>In specific cases, the Company may offer one-off remuneration provided that such remuneration is only made on an individual basis, for the purpose of recruiting or retaining senior executives, does not exceed an amount corresponding to 100 percent of the individual&rsquo;s fixed annual salary and maximum variable cash remuneration and is not paid more than once per year and individual.</p><p><em>Right to withhold or reclaim remuneration</em></p><p>Terms and conditions for variable remuneration shall be designed so that the Board of Directors (i) has the right to limit or refrain from payment of variable remuneration if exceptional economic circumstances prevail and such a measure is considered reasonable, and (ii) has the right to withhold or reclaim variable remuneration paid to an executive based on results that afterwards were found to have been misstated because of wrongdoing or malpractice (so called malus and clawback).</p><p><u>Pension benefits </u></p><p>For the President, the pension benefit shall be defined contribution and the pension premiums shall amount to not more than 37.5 percent of the fixed annual salary. For the other senior executives, pension benefits shall be defined contribution and amount to not more than 35 percent of the fixed annual salary.</p><p><u>Other benefits</u></p><p>Other benefits may include, for example, life insurance, medical insurance and company car benefit. Such benefits may amount to not more than 5 percent of the fixed annual salary. For senior executives in need of double accommodation, paid accommodation etc may be added in line with Sandvik&rsquo;s regulations and such benefits may amount to not more than 20 percent of the fixed annual salary.</p><p><strong><em><strong>Termination of employment </strong></em></strong></p><p>Severance pay may be paid when employment is terminated by Sandvik. The President and the other senior executives may have a period of notice of not more than 12 months, in combination with severance pay corresponding to 6&ndash;12 months fixed salary. When employment is terminated by the senior executive, the notice period may not exceed six months and no severance pay shall be paid.</p><p>In case a senior executive is not entitled to severance pay, but is covered by a non-compete undertaking, the senior executive may instead be compensated for such a non-compete undertaking. Any remuneration paid as compensation for a non-compete undertaking shall not exceed 60 percent of the fixed salary at the time of notice of termination of the employment and shall not be paid for a longer period than 18 months. Fixed salary during the notice period together with any compensation for the non-compete undertaking shall not exceed an amount equivalent to the senior executive&rsquo;s fixed salary for 24 months.</p><p><strong><em><strong>Consideration of remuneration to the Company&rsquo;s employees</strong></em></strong></p><p>When preparing the proposal for these guidelines, the employment conditions applied within the Company as a whole have been used as a benchmark, following the principle that the remuneration packages of all Sandvik employees should be based on the complexity of the position, performance and market practice. In general, the same combination of remuneration components such as fixed salary, variable remuneration, pension and other benefits are offered within Sandvik.</p><p><strong><em><strong>The decision-making process to determine, review and implement the guidelines</strong></em></strong></p><p>The Board of Directors has established a Remuneration Committee. The Committee&rsquo;s tasks include preparing the Board of Directors&rsquo; decision to propose guidelines for senior executive remuneration. The Board of Directors shall prepare a proposal for guidelines at least every fourth year and submit it to the General Meeting. The guidelines shall be in force until new guidelines are adopted by the General Meeting. The Remuneration Committee shall also monitor and evaluate programs for variable remuneration for the executive management, the application of the guidelines for senior executive remuneration as well as the current remuneration structures and compensation levels in the Company. The members of the Remuneration Committee are independent of the Company and its executive management. The President and the other senior executives do not participate in the Board of Directors&rsquo; processing of and resolutions regarding remuneration related matters to the extent that they are affected by such matters.</p><p>Decisions on remuneration to the President are taken by the Board of Directors, based on proposals from the Remuneration Committee, and decisions on remuneration to the other senior executives are taken by the Remuneration Committee.</p><p><strong><em><strong>Adjustments to local rules</strong></em></strong></p><p>Remuneration under employments subject to other rules than Swedish may be duly adjusted to comply with mandatory rules or established local practice, taking into account, to the extent possible, the overall purpose of these guidelines.</p><p><em> </em></p><p><strong><em><strong>Derogation from the guidelines</strong></em></strong></p><p>The Board of Directors may temporarily resolve to derogate from the guidelines, in whole or in part, if in a specific case there is special cause for the derogation and a derogation is necessary to serve the Company&rsquo;s long-term interests, including its sustainability, or to ensure the Company&rsquo;s financial viability. As set out above, the Remuneration Committee&rsquo;s tasks include preparing the Board of Directors&rsquo; resolutions in remuneration related matters. This includes any resolutions to derogate from the guidelines.</p><p>_________________________</p><p>For information concerning the current remuneration of senior executives, including ongoing long-term incentive programs, refer to note G4 in the Company&rsquo;s 2023 Annual Report and the Company&rsquo;s website.</p><p><strong>Item 19 &ndash; Resolution on a long-term incentive program (LTI</strong><strong>2024)</strong></p><p><strong><em><strong>Background</strong></em></strong></p><p>Since 2014 Sandvik&rsquo;s Annual General Meeting has annually resolved on long-term incentive programs for senior executives and key employees, in the form of performance share programs requiring investment by all participants. The Board of Directors considers that these programs fulfill their purpose of aligning the interests of the participants and the shareholders, strengthening the Sandvik Group&rsquo;s ability to attract, retain and motivate qualified employees and strengthening Sandvik&rsquo;s focus and objective to meet its long-term business goals. Accordingly, the Board of Directors proposes that the Annual General Meeting resolve on a long-term incentive program for senior executives and key employees for 2024 (&ldquo;LTI 2024&rdquo;) on the below terms and conditions.</p><p><strong><em><strong>General</strong></em></strong></p><p>LTI 2024 encompasses approximately 350 senior executives and key contributors in the Sandvik Group. The maximum number of Sandvik shares that can be allocated pursuant to LTI 2024 is 2.0 million shares, which corresponds to approximately 0.16 percent of the number of outstanding shares in Sandvik.</p><p>To participate in LTI 2024 the employee is required to invest in Sandvik shares at market price no later than June 30, 2024 (&ldquo;Investment Shares&rdquo;). If the employee is not able to invest before this date due to being entered in an insider list (logbook) kept by Sandvik, the Board of Directors shall be entitled to postpone the date of investment for such employee. The employee may within the scope of LTI 2024 invest an amount corresponding to not less than five (5) percent and not more than ten (10) percent of the employee&rsquo;s fixed annual salary before tax at the time of the investment.</p><p>Provided such acquisition of Investment Shares is made, participants of LTI 2024 will be entitled to allotment of Sandvik shares, free of charge, after a period of three years on the terms and conditions set forth below.</p><p><strong><em><strong>Performance Shares</strong></em></strong></p><p>Each acquired Investment Share entitles participants to be allotted Sandvik shares provided certain performance targets are met (&ldquo;Performance Shares&rdquo;). The maximum number of Performance Shares that may be allotted for each acquired Investment Share depends on the Participant&rsquo;s program category as follows:</p><ul><li>8 for the President,</li><li>7 for each additional member of the Group Executive Management (currently 9<br />persons),</li><li>6 for each senior manager (approximately 60 persons), and</li><li>5 for each key contributor (approximately 280 persons).</li></ul><p>Each member of the Group Executive Management shall nominate the persons that are to be offered participation in LTI 2024 and that are to be classified as senior manager and key contributor, respectively, based on position, qualification, and individual performance. All nominations are to be approved by the President and CEO.</p><p>The number of Performance Shares that will finally be allotted to the participant for each acquired Investment Share is dependent on the development of the Sandvik Group adjusted Earnings Per Share (&ldquo;EPS&rdquo;), excluding amortizations and other accounting effects arising from business combinations, during the financial year 2024 (&ldquo;EPS 2024&rdquo;), compared to adjusted EPS, excluding amortizations and other accounting effects arising from business combinations, for the financial year 2023 (&ldquo;EPS 2023&rdquo;). The Board of Directors establishes the levels regarding adjusted EPS that must be attained for allotment of a certain number of Performance Shares. Allotment will take place as follows:</p><ul><li>One Performance Share will be allotted for each acquired Investment Share if EPS 2024 exceeds EPS 2023.</li><li>For any remaining Performance Shares to be allotted EPS 2024 growth must exceed 5 percent in relation to EPS 2023. The EPS growth required for the maximum number of Performance Shares to be allotted for each acquired Investment Share is established by the Board of Directors.</li></ul><p>The level required for maximum allotment and the extent to which the established levels are attained will be disclosed in the 2024 Annual Report.</p><p><strong><em><strong>Prerequisites for allotment</strong></em></strong></p><p>The allotment of Performance Shares requires continuous employment and that all Investment Shares be held during a period of three years from the acquisition of the Investment Shares (&ldquo;Vesting Period&rdquo;). The Chairman of the Board of Directors may in special cases grant exemptions from these requirements for individual participants, whereas the Board of Directors may decide on any such exemption concerning groups of participants. If the prerequisites for allotment set forth for LTI 2024 are met, allotment of Performance Shares will take place during 2027, and no later than June 30, 2027. The allotment will take place free of charge, subject to tax.</p><p><strong><em><strong>Adjustment of the number of Performance Shares etc.</strong></em></strong></p><p>Before the allotment of Performance Shares takes place, the Board of Directors shall consider whether the number of Performance Shares is reasonable taking into account the financial results and position of Sandvik, the impact of larger acquisitions, divestments and other significant capital transactions, stock market conditions and other circumstances. If the Board of Directors deems that this is not the case, the Board of Directors shall reduce the number of Performance Shares to the lower number the Board of Directors finds appropriate or decide that no allotment should take place.</p><p>In the event of a bonus issue, split, rights issue and/or other similar events in Sandvik, the Board of Directors shall be entitled to decide on the recalculation of the terms of LTI 2024.</p><p>An alternative cash-based incentive solution may be implemented for participants in countries where the acquisition of Investment Shares or allotment of Performance Shares is not appropriate, or if such solution is otherwise considered appropriate. Such alternative incentive solution shall to the extent practically possible be designed to correspond to the terms of LTI 2024. The President and CEO shall be authorized to decide which persons that should be offered participation in the cash-based incentive solution.</p><p>The Board of Directors, or a committee appointed by the Board of Directors for this purpose, shall be responsible for the detailed design and administration of LTI 2024 based on the main terms set forth herein.</p><p>The right to be allotted Performance Shares cannot be transferred and does not give the participant a right to compensation for dividend distributed during the Vesting Period with respect to the underlying shares.</p><p><strong><em><strong>Costs of LTI 2024 and hedging arrangements</strong></em></strong></p><p>The number of Sandvik shares that will be needed for LTI 2024 will depend on the Sandvik share price at investment and the participation rate. To secure an adequate number of shares, given the increased market volatility, a Sandvik share price of SEK 180 has been used when calculating the maximum number of shares needed. Based on this share price the total cost of LTI 2024 is estimated at up to SEK 385 million. The costs have been calculated as the sum of personnel costs, including social security costs of SEK 64 million, and administration costs of approximately SEK 2 million for the program. Based on a share price of SEK 230 (which would result in fewer Sandvik shares being needed) the total cost is estimated at up to SEK 395 million, of which SEK 65 million constitutes social security costs and approximately SEK 2 million constitutes administration costs. The costs for LTI 2024 will be allocated over the years 2024&ndash;2026.</p><p>Sandvik intends to secure its commitment to deliver Sandvik shares under LTI 2024 through a share swap agreement with a third party. The interest cost for such a share swap is estimated at approximately SEK 1.6 million per year based on the current interest levels, regardless of whether the calculation is based on a share price of SEK 180 or SEK 230. Against this cost, however, stands the value of possible dividends.</p><p><strong><em><strong>Preparation of the proposal</strong></em></strong></p><p>The proposal has been prepared by the Board&rsquo;s Remuneration Committee and has been discussed and resolved on by the Board of Directors. The President has not taken part in the Board of Directors&rsquo; discussion and resolution with respect to the proposal.</p><p><strong><em><strong>Majority requirement</strong></em></strong></p><p>The resolution regarding LTI 2024 requires a majority of more than half of the votes cast at the Meeting.</p><p><strong><em><strong>Other</strong></em></strong></p><p>For a description of other long-term incentive programs within Sandvik reference is made to note G4 in Sandvik&rsquo;s 2023 Annual Report and to the Company&rsquo;s website.</p><p><strong>Item 20 &ndash; A</strong><strong>uthorization of the Board of Directors to resolve on acquisition of the Company&rsquo;s own shares</strong></p><p>The Board of Directors proposes that the Annual General Meeting authorizes the Board of Directors to, for the period until the 2025 Annual General Meeting, resolve on acquisitions of the Company&rsquo;s own shares in accordance with the following conditions.</p><ul><li>Acquisitions shall take place on Nasdaq Stockholm.</li><li>Acquisitions may only be made at a price per share within the price range (spread) applicable from time to time, meaning the spread between the highest purchase price and the lowest selling price prevailing and disseminated by Nasdaq Stockholm from time to time.</li><li>The Company may acquire a maximum number of shares so that the Company&rsquo;s holding at any time does not exceed 10 per cent of the total number of shares in the Company.</li><li>The authorization may be utilized on one or several occasions up to the 2025 Annual General Meeting.</li></ul><p>The purpose of the authorization is to enable the Board of Directors to continuously adapt the Company&rsquo;s capital structure and thereby contribute to increased shareholder value.</p><p>In order for the resolution on authorization to be valid, it must be supported by shareholders representing at least two thirds of the votes cast as well as the shares represented at the Annual General Meeting.</p><p><strong>INFORMATION AT THE ANNUAL GENERAL MEETING</strong></p><p>The Board of Directors and the President shall, if any shareholder so requests and the Board of Directors believes that it can be done without material harm to the Company, provide information regarding circumstances that may affect the assessment of an item on the agenda, and circumstances that can affect the assessment of the Company&rsquo;s or its subsidiaries&rsquo; financial situation, or the Company&rsquo;s relation to other group companies.</p><p><strong>DOCUMENTATION </strong></p><p>The Nomination Committee&rsquo;s proposals under items 2 and 12&ndash;16 and the Board of Directors&rsquo; proposals under items 11 and 18&ndash;20 are included in their entirety in this notice. The Nomination Committee&rsquo;s statement and the presentation of the proposed Board members are available on the Company&rsquo;s website home.sandvik. Accounting documents, the Board of Directors&rsquo; remuneration report, the Auditor&rsquo;s Report and the Auditor&rsquo;s statement regarding the application of the guidelines for remuneration, as well as the Board of Directors&rsquo; statement pursuant to Chapter 19, Section 22 of the Swedish Companies Act are available at Sandvik AB, Kungsbron 1, section G, floor 6, Stockholm, Sweden, as well as on the Company&rsquo;s website. Copies of the documents will be sent without charge to those shareholders who so request and provide their address to the Company.</p><p><strong>SHARES AND VOTES</strong></p><p>The total number of shares and votes in the Company is 1,254,385,923.</p><p><strong>PROCESSING OF PERSONAL DATA</strong></p><p>Sandvik Aktiebolag, reg. no. 556000-3468, is the controller of the processing of personal data performed by the Company or its service providers in connection with the Meeting. For information on how your personal data is processed, please see https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.</p><p>Stockholm, March 2024</p><p>SANDVIK AKTIEBOLAG (PUBL)</p><p>The Board of Directors</p><p>For further information, contact Louise Tjeder, VP Investor relations, phone: +46 (0) 70782 6374 or Johannes Hellstr&ouml;m, Press and Media Relations Manager, phone: +46 (0) 70721 1008</p><p><a class="file" href="https://mb.cision.com/Main/208/3948650/2681089.pdf">Annual General Meeting of Sandvik Aktiebolag (PDF)</a></p> Wed, 20 Mar 2024 11:00:00 +0100 https://www.home.sandvik/en/news-and-media/news/2024/03/sandvik-ab-annual-report-2023/ https://www.home.sandvik/en/news-and-media/news/2024/03/sandvik-ab-annual-report-2023/ Sandvik AB Annual Report 2023 <p><span><span>The Sandvik AB Annual Report 2023 is from today available at our website: <a href="https://www.annualreport.sandvik/en/2023">https://www.annualreport.sandvik/en/2023</a></span></span></p><p><span><span>The Annual Report has been printed in a limited edition and will be distributed to shareholders that have ordered the report. The Annual Report is available, and can be ordered, at <a href="https://www.home.sandvik/en/investors/reports-presentations/annual-reports/"><span>https://www.home.sandvik/annualreports</span></a>.</span></span></p><p><span><span>This information is information that Sandvik AB is obliged to make public pursuant to the Securities Market Act. The information was submitted for publication at 10:00 CET on March 13, 2024.</span></span></p><p><span><span>Stockholm, March 13, 2024</span></span></p><p><span><span>Sandvik AB</span></span></p><p><span><span>For further information, contact Louise Tjeder, VP Investor relations, phone: +46 (0) 70782 6374 or Johannes Hellstr&ouml;m, Press and Media Relations Manager, phone: +46 (0) 70721 1008</span></span></p><p><a class="file" href="https://mb.cision.com/Main/208/3943621/2664685.pdf">Sandvik AB Annual Report 2023 (PDF)</a></p><ul class="file-list"></ul> Wed, 13 Mar 2024 10:00:00 +0100 https://www.home.sandvik/en/news-and-media/news/2024/03/sandvik-completes-the-acquisition-of-cam-reseller-cimquest/ https://www.home.sandvik/en/news-and-media/news/2024/03/sandvik-completes-the-acquisition-of-cam-reseller-cimquest/ Sandvik completes the acquisition of CAM reseller Cimquest <p><span><span><span><span>Sandvik has completed the previously announced acquisition of Cimquest, a US based reseller of Computer Aided Manufacturing (CAM) solutions and one of the largest resellers in the Mastercam network. Cimquest will be a part of business unit Mastercam and will be reported within business area Sandvik Manufacturing and Machining Solutions.</span></span></span></span></p><p><span><span><span><span><span><span>Cimquest, founded in 1990, is headquartered in Branchburg, New Jersey, and has 55 employees. In 2023, the company had revenues of around 26 MUSD*. The impact on Sandvik&rsquo;s EBITA margin will be limited. Impact on earnings per share will be positive. </span></span></span></span></span></span></p><p><span><span><span><span><span><span>*A limited part of Cimquest revenues in 2023 were to Sandvik-owned Mastercam and will not impact Group total external revenues.</span></span></span></span></span></span></p><p><span><span><span><span>Stockholm, March 4, 2024</span></span></span></span><br /><span><span><span><span>Sandvik AB</span></span></span></span></p><p><span><span><span><span>For further information, contact Louise Tjeder, VP Investor relations, phone: +46 (0) 70782 6374 or Johannes Hellstr&ouml;m, Press and Media Relations Manager, phone: +46 (0) 70721 1008</span></span></span></span></p><p><a class="file" href="https://mb.cision.com/Main/208/3940049/2643512.pdf">Sandvik completes the acquisition of CAM reseller Cimquest (PDF)</a></p><ul class="file-list"></ul> Mon, 04 Mar 2024 15:00:00 +0100 https://www.home.sandvik/en/news-and-media/news/2024/03/sandvik-wins-major-mining-automation-order-from-codelco/ https://www.home.sandvik/en/news-and-media/news/2024/03/sandvik-wins-major-mining-automation-order-from-codelco/ Sandvik wins major mining automation order from Codelco <p><span><span><span><span>Sandvik has received a major order from Codelco, the world&rsquo;s largest copper producer, to supply a AutoMine<sup>&reg;</sup> load and haul automation system, for use in the new Andesita project at the El Teniente mine in Chile. The order is valued at approximately SEK 300 million and was booked in the first quarter 2024.</span></span></span></span></p><p><span><span><span><span>Under the new contract, which follows multiple automation solutions orders from Codelco in 2023, Sandvik will implement an advanced automation system and deliver a new automated Toro&trade; LH621i loader during 2024.</span></span></span></span></p><p><span><span><span><span>&ldquo;We are very pleased to expand our partnership with Codelco and look forward to provide our leading mining automation solutions to the new Andesita project, enhancing safety, efficiency and productivity in the operations,&rdquo; says Mats Eriksson, President of Sandvik Mining and Rock Solutions.</span></span></span></span></p><p><span><span><span><span>Stockholm, March 1, 2024</span></span></span></span><br /><span><span><span><span>Sandvik AB</span></span></span></span></p><p><span><span><span><span>For further information, contact Louise Tjeder, VP Investor relations, phone: +46 (0) 70782 6374 or Johannes Hellstr&ouml;m, Press and Media Relations Manager, phone: +46 (0) 70721 1008</span></span></span></span></p><p><a class="file" href="https://mb.cision.com/Main/208/3938342/2638629.pdf">Sandvik wins major mining automation order from Codelco (PDF)</a></p><ul class="file-list"></ul> Fri, 01 Mar 2024 09:00:00 +0100 https://www.home.sandvik/en/news-and-media/news/2024/02/sandvik-to-acquire-cam-reseller-cimquest/ https://www.home.sandvik/en/news-and-media/news/2024/02/sandvik-to-acquire-cam-reseller-cimquest/ Sandvik to acquire CAM reseller Cimquest <p>Sandvik has signed an agreement to acquire Cimquest, a US based reseller of Computer Aided Manufacturing (CAM) solutions and one of the largest resellers in the Mastercam network. With the acquisition, Sandvik strengthens its position in the CAM market and further builds on its capabilities to serve customers and expand the customer base. Cimquest will be a part of business unit Mastercam and will be reported within business area Sandvik Manufacturing and Machining Solutions.</p><p>Cimquest has since 1990 been a reseller of Mastercam, a global leading provider of CAD/CAM software solutions for manufacturing industries, owned by Sandvik. In addition to reselling Mastercam, Cimquest is a distributor of additive products, mainly 3D printers for both metal and polymers.</p><p>&ldquo;The acquisition of Cimquest is another step in our strategic direction to grow in the digital manufacturing space, and an important investment in Mastercam&rsquo;s channels. This will strengthen our presence within CAM, expand our ability to serve customers and improve our growth platform going forward,&rdquo; says Stefan Widing, President and CEO of Sandvik.</p><p>Cimquest, founded in 1990, is headquartered in Branchburg, New Jersey, and has 55 employees. In 2023, the company had revenues of around 26 MUSD*. The impact on Sandvik&rsquo;s EBITA margin will be limited. Impact on earnings per share will be positive. The parties have agreed not to disclose the purchase price.</p><p class="text-sm">*A limited part of Cimquest revenues in 2023 were to Sandvik-owned Mastercam and will not impact Group total external revenues.</p><p>Stockholm, February 26, 2024<br />Sandvik AB</p><p>For further information, contact Louise Tjeder, VP Investor relations, phone: +46 (0) 70782 6374 or Johannes Hellstr&ouml;m, Press and Media Relations Manager, phone: +46 (0) 70721 1008</p><p><a class="file" href="https://mb.cision.com/Main/208/3935899/2628508.pdf">Sandvik to acquire CAM reseller Cimquest (PDF)</a></p> Mon, 26 Feb 2024 16:00:00 +0100 https://www.home.sandvik/en/news-and-media/news/2024/02/sandvik-completes-the-acquisition-of-pro-micron-gmbh/ https://www.home.sandvik/en/news-and-media/news/2024/02/sandvik-completes-the-acquisition-of-pro-micron-gmbh/ Sandvik completes the acquisition of pro-micron GmbH <p><span><span><span><span>Sandvik has completed the previously announced acquisition of pro-micron GmbH, a German-based supplier of sensorised tools and automation software. The company will be reported in Sandvik Coromant, a division within Sandvik Manufacturing and Machining Solutions.</span></span></span></span></p><p><span><span><span><span><span><span>Pro-micron, founded in 2002 has around 56 employees and is headquartered in Kaufbeuren, Bavaria, Germany. In 2022, the company generated revenues of about SEK 88 million. The impact on Sandvik&rsquo;s EBITA margin and earnings per share will be limited.</span></span></span></span></span></span></p><p><span><span><span><span>Stockholm, February 2, 2024</span></span></span></span><br /><span><span><span><span>Sandvik AB</span></span></span></span></p><p><span><span><span><span>For further information, contact Louise Tjeder, VP Investor relations, phone: +46 (0) 70782 6374 or Johannes Hellstr&ouml;m, Press and Media Relations Manager, phone: +46 (0) 70721 1008</span></span></span></span></p><p><a class="file" href="https://mb.cision.com/Main/208/3921444/2579383.pdf">Sandvik completes the acquisition of pro-micron GmbH (PDF)</a></p><ul class="file-list"></ul> Fri, 02 Feb 2024 09:00:00 +0100 https://www.home.sandvik/en/news-and-media/news/2024/01/interim-report-fourth-quarter-2023/ https://www.home.sandvik/en/news-and-media/news/2024/01/interim-report-fourth-quarter-2023/ Interim report fourth quarter 2023 <p><strong>Fourth quarter 2023</strong></p><p>A good ending to the year</p><p><strong>Continuing operations </strong></p><ul><li>Order intake SEK 30,062 million (30,751)</li><li>Order intake, at fixed exchange rates, declined by 2%</li><li>Revenues SEK 31,816 million (31,094)</li><li>Revenue growth, at fixed exchange rates 2%</li><li>Adjusted EBITA SEK 6,211 million (6,413)</li><li>Adjusted EBITA margin 19.5% (20.6)</li><li>Adjusted EBIT SEK 5,738 million (5,977)</li><li>Adjusted EBIT margin 18.0% (19.2)</li><li>Adjusted profit before tax SEK 5,107 million (5,587)</li><li>Profit for the period SEK 4,259 million (3,435)</li><li>Adjusted profit for the period SEK 4,047 million (4,041)</li><li>Earnings per share, diluted SEK 3.39 (2.73)</li><li>Adjusted earnings per share, diluted SEK 3.22 (3.22)</li><li>Free operating cash flow SEK 5,463 million (6,226)</li><li>The Board of Directors proposes a dividend of SEK 5.50 per share (5.00)</li></ul><p>Additional information may be obtained from Sandvik Investor Relations, phone +46 70&nbsp;782 63 74 (Louise Tjeder).</p><p>A webcast and conference call will be held on January 25, 2024, at 10:00 AM CET. Information is available at home.sandvik/investors</p><p>Stockholm, January 25, 2024</p><p>Sandvik Aktiebolag (publ)</p><p>Stefan Widing</p><p>President and CEO</p><p>This information is information that Sandvik AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at about 08:00 AM CET on January 25, 2024.</p><p><a class="file pdf" href="https://www.home.sandvik/globalassets/group/investors/reports--presentations/interim-reports/2023/interim-report-2023-q4.pdf">See the entire report<span class="file-meta"> (PDF document, 1.8 MB)</span></a></p> Thu, 25 Jan 2024 08:00:00 +0100 https://www.home.sandvik/en/news-and-media/news/2024/01/sandvik-implements-restructuring-program-to-continue-strengthen-operational-efficiency/ https://www.home.sandvik/en/news-and-media/news/2024/01/sandvik-implements-restructuring-program-to-continue-strengthen-operational-efficiency/ Sandvik implements restructuring program to continue strengthen operational efficiency <p><span><span><span><span><span><span>Sandvik is continuously looking at ways to strengthen operational efficiency and resilience and have now decided to implement a new program of restructuring measures, supporting the strategy and the financial targets of the Group</span></span><span>.</span></span></span></span></span></p><p><span><span><span><span><span>The new measures include consolidation of productions units and optimizing the structure of the organization. The measures are group-wide and global. </span></span></span></span></span></p><p><span><span><span><span><span>The program will generate annual savings of about SEK 1.2 billion. The share of total annualized savings expected to be reached by end of 2024 and end of 2025 are approximately around 80% and 100%, respectively. Out of the planned savings initiatives, 85% are structural and 15% are volume related. </span></span></span></span></span></p><p><span><span><span><span><span>&ldquo;We are always reviewing options to improve our operational efficiency and enhance the resilience of the company. Driving efficiency in various ways also becomes important in times of </span>macro-economic uncertainty. <span>These initiatives will make us more resilient as well as further improve our ability to capture the growth opportunities ahead,&rdquo; says Stefan Widing, President and CEO of Sandvik. </span></span></span></span></span></p><p><span><span><span><span><span>Costs related to the restructuring are expected to amount to SEK 2.4 billion, which will be reported as non-recurring costs and reported as items affecting comparability in EBITA in the first quarter 2024. </span></span></span></span></span></p><table cellspacing="0"><tbody><tr><td><span><span><span><span>BSEK</span></span></span></span></td><td><span><span><span><span>SMM</span></span></span></span></td><td><span><span><span><span>SMR</span></span></span></span></td><td><span><span><span><span>SRP</span></span></span></span></td><td><span><span><span><span>Total</span></span></span></span></td></tr><tr><td><span><span><span><span>Costs</span></span></span></span></td><td><span><span><span><span>1.4</span></span></span></span></td><td><span><span><span><span>0.5</span></span></span></span></td><td><span><span><span><span>0.5</span></span></span></span></td><td><span><span><span><span>2.4</span></span></span></span></td></tr><tr><td><span><span><span><span>Savings</span></span></span></span></td><td><span><span><span><span>0.7</span></span></span></span></td><td><span><span><span><span>0.4</span></span></span></span></td><td><span><span><span><span>0.1</span></span></span></span></td><td><span><span><span><span>1.2</span></span></span></span></td></tr></tbody></table><p><span><span><span><span><span>Of the total SEK 2.4 billion, approximately SEK 0.7 billion are non-cash items and the remaining SEK 1.7 billion mainly refers to redundancies of some 1,100 employees in total.</span></span></span></span></span><br /> </p><p><span><span><span><span>Stockholm, January 25, 2024</span></span></span></span><br /><span><span><span><span>Sandvik AB</span></span></span></span><br /> </p><p><span><span><span><span>For further information, contact Louise Tjeder, VP Investor relations, phone: +46 (0) 70782 6374 or Johannes Hellstr&ouml;m, Press and Media Relations Manager, phone: +46 (0) 70721 1008</span></span></span></span></p><p><a class="file" href="https://mb.cision.com/Main/208/3915128/2561791.pdf">Sandvik implements restructuring program to continue strengthen operational efficiency (PDF)</a></p><ul class="file-list"></ul> Thu, 25 Jan 2024 07:55:00 +0100 https://www.home.sandvik/en/news-and-media/news/2024/01/sandvik-ab---nomination-committees-proposal-for-board-of-directors-for-the-2024-annual-general-meeting/ https://www.home.sandvik/en/news-and-media/news/2024/01/sandvik-ab---nomination-committees-proposal-for-board-of-directors-for-the-2024-annual-general-meeting/ Sandvik AB - Nomination Committee’s proposal for Board of Directors for the 2024 Annual General Meeting <p><span><span>The Nomination Committee of Sandvik AB proposes the re-election of the Board members Claes Boustedt, Marika Fredriksson, Johan Molin, Andreas Nordbrandt, Helena Stjernholm, Stefan Widing and Kai Wärn as well as the election of Susanna Schneeberger as new Board member. Jennifer Allerton has declined re-election. Johan Molin is proposed to be re-elected Chairman of the Board.</span></span></p><p><span><span>Susanna Schneeberger, born 1973, has a Master of Science in International Business and has extensive experience from various executive roles in both traditional industry and software companies in a global environment. Her solid experience of responsibility for sales and marketing, strategy, acquisitions and digital development is expected to strengthen and complement the existing competence in Sandvik's Board.</span></span></p><p><span><span>The Nomination Committee’s other proposals will be made public in the notice convening the Annual General Meeting of Sandvik AB. The Meeting will be held on April 29, 2024 in Sandviken, Sweden.</span></span></p><p><span><span>The Nomination Committee consists of its Chairman Fredrik Lundberg (AB Industrivärden), Daniel Kristiansson (Alecta), Marianne Nilsson (Swedbank Robur Funds), Lars Pettersson (Lundbergs) and Johan Molin (Sandvik’s Chairman of the Board).</span></span></p><p><span><span>Further information can be obtained from the Nomination Committee’s Chairman.</span></span></p><p><span><span>Stockholm, January 24, 2024</span></span></p><p><span><span>Sandvik AB</span></span></p><p><span><span><span>For further information, contact Louise Tjeder, VP Investor relations, phone: +46 (0) 70782 6374 or Johannes Hellström, Press and Media </span></span></span><span><span><span>Relations Manager, phone: +46 (0) 70721 1008</span></span></span></p><p><a class="file" href="https://mb.cision.com/Main/208/3914600/2559912.pdf">Sandvik AB - Nomination Committee’s proposal for Board of Directors for the 2024 Annual General Meeting (PDF)</a></p><ul class="file-list"></ul> Wed, 24 Jan 2024 11:00:00 +0100