Saab : Notice of Annual General Meeting of Saab AB

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Date	Reference
25 February 2022	CU 22:006 E

Notice of Annual General Meeting of Saab AB

The shareholders of Saab Aktiebolag (Reg. No. 556036-0793) are invited to attend the Annual General Meeting in Saab's hangar, Åkerbogatan 10, Linköping, Sweden on Wednesday, 6 April 2022 at 16.00 (CEST).

Admission and registration will commence at 14.30 (CEST). An air show with Gripen is planned to take place about 15.00 (CEST).

The shareholders will also have the opportunity to exercise their voting rights by postal voting prior to the Meeting.

The Board of Directors has decided that it will be possible to follow the Annual General Meeting via webcast on the company's website www.saab.com/agm(however, without the opportunity to vote or ask questions.)

The Annual General Meeting will be conducted in Swedish.

RIGHT TO PARTICIPATE AND NOTIFICATION

Participation at the meeting venue

Shareholders who wish to attend the meeting venue in person or by proxy must:

• be recorded in the share register issued by Euroclear Sweden AB as of 29 March 2022; and
• give notice of their participation no later than 31 March 2022

1. by telephone [phone] (weekdays 09:00-16:00 (CET/CEST)),

1. by post to Saab AB, c/o Euroclear Sweden AB, P.O Box 191, SE-101 23 Stockholm, Sweden,

1. by email [e-mail], or o via the company's websitewww.saab.com/agm.

Notification must include name, personal- or corporate identification number, address and telephone number, and the number of any assistants (not more than two). If the shareholder is represented by proxy, a written and dated power of attorney signed by the shareholder shall be issued for the proxy. If the power of attorney has been issued by a legal entity, registration certificate or equivalent authorization document must be enclosed. In order to facilitate the registration at the Meeting, the power of attorney, registration certificate and other authorization

Saab AB (publ)

Postal address	Telephone	Website	Registered office	VAT No
SE-581 88 Linköping	[phone]	www.saab.com	Linköping	SE556036079301
Sweden
				Registered No
				556036-0793

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documents, shall be received by the company at the address stated above well in advance of the Meeting and no later than 4 April 2022. Proxy forms are available on the company's website www.saab.com/agm.

Postal voting

Shareholders who wish to participate in the Annual General Meeting by postal voting must

• be recorded in the share register issued by Euroclear Sweden AB as of 29 March 2022; and
• no later than 31 March 2022 give notice of their participation by submitting their postal votes in accordance with the instructions below so that the postal vote is received by Euroclear Sweden AB no later than that day.

A shareholder who wishes to attend the meeting venue in person or by proxy, must give notice in accordance with the instructions stated above. Hence, a notice of participation only through postal voting is not sufficient for a shareholder who wishes to attend the meeting venue.

A special form shall be used for postal voting. The form is available at the company's website www.saab.com/agm.The completed and signed form may be sent by post to Saab AB, c/o Euroclear Sweden AB, P.O. Box 191, SE-101 23 Stockholm, Sweden, or by email to [e-mail]. Shareholders may also submit their postal votes electronically through verification with BankID via Euroclear Sweden AB's website https://anmalan.vpc.se/EuroclearProxy/. The postal vote must be received by Saab c/o Euroclear Sweden AB no later than 31 March 2022.

The shareholder may not provide specific instructions or conditions to the postal vote. If so, the vote (i.e. the postal vote in its entirety) is invalid. Further instructions and conditions are included in the form for postal voting.

If the shareholder submits its postal vote by proxy, a written and dated power of attorney signed by the shareholder shall be enclosed with the form. If the shareholder is a legal entity, a registration certificate or other supporting document shall also be enclosed with the form. Proxy forms are available on the company's website www.saab.com/agm.

NOMINEE REGISTERED SHARES

In order to be entitled to participate in the Annual General Meeting, a shareholder whose shares are registered in the name of a nominee must, in addition to giving notice of participation, register its shares in its own name so that the shareholder is listed in the presentation of the share register as of 29 March 2022. Such re-registration may be temporary (so-called voting rights registration), and request for such voting rights registration shall be made to the nominee, in accordance with the nominee's routines, at such a time in advance as decided by the nominee.

Saab AB (publ)

Postal address	Telephone	Website	Registered office	VAT No
SE-581 88 Linköping	[phone]	www.saab.com	Linköping	SE556036079301
Sweden
				Registered No
				556036-0793

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Voting rights registrations that have been made by the nominee no later than 31 March 2022 will be taken into account in the presentation of the share register.

AGENDA

1. Election of Chairman of the Meeting
2. Approval of the Voting list
3. Approval of the Agenda
4. Election of persons to verify the Minutes
5. Question as to whether the Meeting has been duly convened
6. Presentation of the Annual Report and the Auditor's report, the Consolidated Annual Report and the Consolidated Auditor's report as well as the Auditor's statement regarding whether the guidelines for remuneration to senior executives have been complied with
7. Speech by the CEO
8. Resolutions on
9. 1. Approval of the parent company's Income Statement and Balance Sheet, and the Consolidated Income Statement and Balance Sheet
   2. Allocations of profit according to the approved Balance Sheet and record date for dividend
   3. Discharge from liability for the Board Members and the CEO
10. Determination of the number of Board Members and deputy Board Members, and the number of Auditors and deputy Auditors
11. Determination of fees for the Board and the Auditor
12. Election of Board Members and deputy Board Members
13. 1. New election of Lena Erixon
    2. Re-electionof Henrik Henriksson
    3. Re-electionof Micael Johansson
    4. Re-electionof Danica Kragic Jensfelt
    5. Re-electionof Sara Mazur
    6. Re-electionof Johan Menckel

Saab AB (publ)

Postal address	Telephone	Website	Registered office	VAT No
SE-581 88 Linköping	[phone]	www.saab.com	Linköping	SE556036079301
Sweden
				Registered No
				556036-0793

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1. 1. Re-electionof Daniel Nodhäll
   2. Re-electionof Bert Nordberg
   3. Re-electionof Erika Söderberg Johnson
   4. Re-electionof Marcus Wallenberg
   5. Re-electionof Joakim Westh
   6. Re-electionof Marcus Wallenberg as Chairman of the Board
2. Election of Auditors and deputy Auditors
3. Resolution on approval of the remuneration report
4. Resolution on the Board's proposal on a Long-term Incentive Program 2023 and acquisition and transfer of own shares
5. 1. Implementation of LTI 2023 - Share Matching Plan 2023, Performance Share Plan 2023 and Special Projects Incentive 2023
   2. Authorization for the Board of Directors to resolve on acquisitions of shares and resolution on transfers of own shares to the participants in LTI 2023
   3. Equity swap agreement with third party
6. Resolution on the Board's proposal on acquisition and transfer of own shares
7. 1. Authorization for the Board of Directors to resolve on acquisition of own shares
   2. Authorization for the Board of Directors to resolve on transfer of own shares in connection with acquisitions of companies
   3. Transfer of own shares to cover costs as a result of previous years' implementation of incentive programs
8. Closing of the Annual General Meeting

PROPOSED RESOLUTIONS:

THE NOMINATION COMMITTEE'S PROPOSAL FOR CHAIRMAN OF THE ANNUAL GENERAL MEETING (item 1)

The Nomination Committee consists of Petra Hedengran, Investor AB (Chairman), Peter Wallenberg Jr, Wallenberg Investments AB, Ossian Ekdahl, Första AP-Fonden, Anders Algotsson, AFA Försäkring, and Marcus Wallenberg, Chairman of the Board of Saab AB.

The Nomination Committee proposes Advokat Eva Hägg, member of the Swedish Bar Association, as Chairman of the Annual General Meeting.

Saab AB (publ)

Postal address	Telephone	Website	Registered office	VAT No
SE-581 88 Linköping	[phone]	www.saab.com	Linköping	SE556036079301
Sweden
				Registered No
				556036-0793

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THE BOARD'S PROPOSAL FOR DIVIDEND AND RECORD DATE (item 8 b)

The Board proposes a dividend of SEK 4.90 per share. Friday, 8 April 2022 is proposed as record date. Provided the General Meeting resolves according to this proposal, payment of the dividend is expected to be made from Euroclear Sweden AB on Wednesday, 13 April 2022.

THE NOMINATION COMMITTEE'S PROPOSALS FOR BOARD OF DIRECTORS, AUDITOR AND FEES (item 9-12)

Number of Board Members and deputy Board Members, and number of Auditors and deputy Auditors (item 9)

The Nomination Committee proposes eleven Board Members and no deputy Board Members.

The Nomination Committee proposes that one registered audit firm shall be appointed as Auditor, with no deputy.

Fees for the Board and the Auditor (item 10)

The Nomination Committee proposes an increase of the Board fees to SEK 2,065,000 (1,975,000) to the Chairman, to SEK 755,000 (725,000) to the Deputy Chairman and to SEK 675,000 (645,000) to each of the other Board Members elected by the General Meeting and not employed by the Company.

Further, the Nomination Committee proposes an increase of compensation for work in the Audit Committee to SEK 285,000 (275,000) to the Chairman of the Audit Committee and SEK 185,000 (175,000) to each of the other Audit Committee Members. In respect of compensation for work in the Remuneration Committee, an increase to SEK 160,000 (155,000) to the Chairman of the Remuneration Committee and SEK 100,000 (95,000) to each of the other Remuneration Committee Members is proposed.

The Nomination Committee proposes that auditor's fees shall be paid according to approved invoice.

Saab AB (publ)

Postal address	Telephone	Website	Registered office	VAT No
SE-581 88 Linköping	[phone]	www.saab.com	Linköping	SE556036079301
Sweden
				Registered No
				556036-0793