According to the guidelines adopted, Calliditas shall offer remuneration in accordance with market practice, which enables the recruitment and retention of qualified senior executives.

Guidelines for remuneration of the management team

At the Extraordinary General Meeting on September 14, 2017, guidelines were adopted on remuneration for the CEO and other executive management. Remuneration within Calliditas shall be based on principles of performance, competitiveness and fairness. Senior executives refer to the CEO and the other members of the executive management. The guidelines shall apply to employment agreements concluded after the listing on Nasdaq Stockholm, as well as when changes are made to existing agreements after the listing. The remuneration of senior executives may consist of fixed remuneration, variable remuneration, share and share price-related incentive programs, pension and other benefits. If local conditions justify variations in the remuneration principles, such variations may occur. The fixed remuneration shall reflect the individual’s responsibility and experience level. The fixed remuneration shall be reviewed annually. Senior executives may be offered variable remuneration paid in cash. Such remuneration may not exceed 40 per cent of the annual fixed remuneration. Variable remuneration shall be connected to predetermined and measurable criteria, designed with the aim of promoting the company’s long-term value creation.

The Board of Directors is entitled to deviate from the guidelines if the Board of Directors, in a certain case, deems that there are good reasons for the deviation.

Decisions as to the current remuneration levels and other conditions for employment of the CEO and the other members of the executive management have been resolved by the Board of Directors.

Incentive programs

Warrant Program 2015/2019

In 2015, Calliditas implemented a warrant program for certain Board members, management, key employees and key consultants in the company (“Warrant Program 2015”). In total, 146 warrants are outstanding under the program. The warrants in Warrant Program 2015 may be exercised up until April 30, 2019, and each warrant will entitle the participant to subscribe for 2,500 new shares in the company at a subscription price of SEK 60 per share. The warrants have, at the time of issue, been valued at market value in accordance with the Black&Scholes valuation model.

Warrant Program 2017/2020

In 2017, Calliditas implemented a second warrant program for certain Board members, management, key employees and key consultants in the company (“Warrant Program 2017”). In total, 5,186 warrants are outstanding under the program. 4,741 warrants in Warrant Program 2017 may be exercised up until 30 June 2020 and 445 warrants may be exercised up until August 30, 2017, and each warrant will entitle the participant to subscribe for 250 new shares in the company at a subscription price of SEK 42.36 per share. The warrants have, at the time of issue, been valued at market value in accordance with the Black&Scholes valuation model.