Pratteln, Switzerland, May 26, 2026 – Santhera Pharmaceuticals (SIX: SANN) today announces that its shareholders approved all motions by the Board of Directors at the Annual General Meeting (AGM) held today in Pratteln, Switzerland, with a large majority. Participating shareholders represented a total of 4,838,464 shares or 31.31% of the Company’s share capital.
Approval of the 2025 Annual Report and discharge of corporate bodies
The shareholders approved the Annual Report, the annual financial statements and the consolidated financial statements for 2025, as well as the appropriation of the annual result and its offset against free reserves. Furthermore, the shareholders granted discharge to the members of the Board of Directors and Executive Management for the financial year 2025.
Approval of conditional capital for employee participation
The shareholders approved to amend the Articles of Incorporation to increase the conditional capital for employee participation by CHF 46,500 to CHF 118,272.10.
Election of new Member and re-election of Members of the Board of Directors and the Nomination & Compensation Committee
Shareholders re-elected Thomas Meier, Philipp Gutzwiller, Bradley C. Meyer and Melanie Rolli to serve another one-year term on the Board of Directors. In addition, shareholders re-elected Thomas Meier as Chairman of the Board of Directors and approved the election of Srishti Gupta as a Member of the Board. As members of the Nomination & Compensation Committee, the shareholders confirmed Bradley C. Meyer (Committee Chairman) and the election of the new member, Melanie Rolli.
Compensation Report and remuneration for Board and Executive Management approved
In a consultative vote, the shareholders endorsed the Compensation Report 2025. In separate binding votes, Santhera’s shareholders agreed to the compensation for members of the Board of Directors (maximum total amount of fixed compensation covering the period from the 2026 AGM to the 2027 AGM) and for the members of the Executive Management (maximum total amount of fixed compensation for 2027, variable cash compensation for 2025 and variable compensation in the form of Share Appreciation Rights and Performance Share Units for 2026).
AGM documents
Details and accompanying explanations on all motions, which were all approved by the AGM, can be viewed in the “Invitation to the Annual General Meeting of Shareholders”, available on Santhera’s website at https://www.santhera.com/share-bondholder-meetings. From the end of next week, the minutes of the 2026 AGM will also be available.
About Santhera
Santhera Pharmaceuticals (SIX: SANN) is a Swiss specialty pharmaceutical company focused on the development and commercialization of innovative medicines for rare neuromuscular diseases with high unmet medical need. The Company has an exclusive license from ReveraGen for all indications worldwide to AGAMREE® (vamorolone), a dissociative steroid with novel mode of action, which was investigated in a pivotal study in patients with Duchenne muscular dystrophy (DMD) as an alternative to standard corticosteroids. AGAMREE for the treatment of DMD is approved in the U.S. by the Food and Drug Administration (FDA), in the EU by the European Commission (EC), in the UK by the Medicines and Healthcare products Regulatory Agency (MHRA), in Switzerland by Swissmedic, in China by the National Medical Products Administration (NMPA), in Hong Kong by the Department of Health (DoH) and in Canada by Health Canada. Santhera has out-licensed the rights to AGAMREE as follows: to Catalyst Pharmaceuticals for North America; to Sperogenix Therapeutics for China and certain countries in Southeast Asia; and to Nxera Pharma for Japan, South Korea, Australia, and New Zealand. For further information, please visit www.santhera.com.
AGAMREE® is a trademark of Santhera Pharmaceuticals.
For further information please contact:
Santhera
Catherine Isted, Chief Financial Officer:
IR@santhera.com
ICR Healthcare:
Santhera@icrhealthcare.com
Stifel
+44 (0)20 7710 7600
Brough Ransom, Charles Hoare, Fred Walsh
Octavian
+41 (0)44 520 1588
Serge Monnerat, Marius Zuberbuehler
Disclaimer / Forward-looking statements
This communication does not constitute an offer or invitation to subscribe for or purchase any securities of Santhera Pharmaceuticals Holding AG. This publication may contain certain forward-looking statements concerning the Company and its business. Such statements involve certain risks, uncertainties and other factors which could cause the actual results, financial condition, performance or achievements of the Company to be materially different from those expressed or implied by such statements. Readers should therefore not place undue reliance on these statements, particularly not in connection with any contract or investment decision. The Company disclaims any obligation to update these forward-looking statements.
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