The Board of Directors of WithSecure Corporation has decided on share issues related to share-based incentive schemes

WithSecure Corporation, Stock Exchange Release, 6 March 2023, at 12.00 EET

The Board of Directors of WithSecure Corporation has decided on share issues related to share-based incentive schemes

The Board of Directors of WithSecure Corporation has today decided on a directed share issue without payment to the company itself on the basis of the authorisation granted by the Annual General Meeting held on 16 March 2022. The purpose of the share issue is to, among other things, enable the payment of the rewards under the company’s share-based incentive schemes. The Board of Directors may also decide on other purposes of use for the shares. In the same connection, the Board of Directors has decided on a directed share issue without payment to the company’s key employees to pay the rewards under the share-based incentive schemes (Performance Share Plan 2020 and Restricted Share Plan 2020).

Notifications concerning these incentive schemes and their key terms and conditions were published on 29 September 2020 and 20 February 2020. For further information on the company’s incentive schemes, see Governance | Investor Relations | WithSecure™ .

Share issue without payment to the company itself

The Board of Directors has decided on the issuance of 1,500,000 new shares in a share issue without payment to the company itself under chapter 9, section 20 of the Limited Liability Companies Act. The shares are to be used, among other things, to pay the rewards under the company’s share-based incentive schemes. The Board of Directors may also decide on other purposes of use for the shares.

The new shares will be registered with the Trade Register on or about 14 March 2023, and the company will apply for the admission of the shares to trading on the official list of Nasdaq Helsinki Ltd together with the company’s existing shares so that trading will begin on or about 15 March 2023.

After the shares issued in the directed share issue without payment to the company itself have been registered with the Trade Register, the total number of shares in the company will be 176,098,739, of which 1,571,795 are treasury shares.

Directed share issue without payment to the company’s key employees

The Board of Directors has decided on a directed share issue without payment as a part of the company’s share-based incentive schemes (Performance Share Plan 2020 with the performance period 2020–2022, and Restricted Share Plan 2020 with the restriction period 2021–2022). In the share issue, a total of 1,267,369 treasury shares will be transferred in deviation from the shareholders’ pre-emptive subscription right to the 63 key employees participating in the above-mentioned incentive schemes in accordance with the terms and conditions of the schemes.

The shares will be transferred to the key employees participating in the schemes and entitled to shares once the shares issued to the company itself in the share issue without payment described above have been registered with the Trade Register.

After the transfer of treasury shares based on the directed share issue without payment to the company’s key employees, the company will hold 304,426 treasury shares.

Contact information:
Laura Viita, Investor relations director
WithSecure Corporation
Tel. +358 50 487 1044
Investor-relations@withsecure.com

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