Faron Pharmaceuticals: Faron Pharmaceuticals Ltd: NOTICE TO THE EXTRAORDINARY GENERAL MEETING

Faron Pharmaceuticals OyAnnouncement

09/02/2026 17:45

Faron Pharmaceuticals Ltd | Company announcement | February 09, 2026 at
19:45:00 EET

Shareholders of Faron Pharmaceuticals Ltd (business ID: 2068285-4, the
“Company”) are notified of the Extraordinary General Meeting (the “EGM”) to be
held on 2 March 2026 at 10:00 a.m. EET (Finnish time) at Biocity, meeting room
“Presidentti” at Tykistökatu 6, FI-20520 Turku, Finland. The registration of
attendees and the distribution of voting slips will commence at the meeting
venue at 9:30 a.m. EET (Finnish time).

A. MATTERS ON THE AGENDA OF THE EXTRAORDINARY GENERAL MEETING

At the EGM the following matters will be considered:

§ 1 Opening of the meeting

§ 2 Calling the meeting to order

§ 3 Election of persons to scrutinise the minutes and to supervise the
counting of votes

§ 4 Recording the legality of the meeting

§ 5 Recording the attendance at the meeting and adoption of the list of votes

§ 6 Authorising the Board to resolve on the rights offering

The Board proposes that the EGM authorises the Board to resolve on the
issuance of a maximum of 80,000,000 new shares in a rights offering as
follows:

The new shares to be issued based on the authorisation will be offered to the
Company's shareholders for subscription pursuant to their pre-emptive
subscription rights in the same proportion as they already hold shares in the
Company. Shares that remain unsubscribed at the end of the subscription period
of the rights offering on the basis of shareholders' pre-emptive subscription
rights may be offered on a secondary basis for subscription to other
shareholders or third parties. The Board is authorised to decide to whom such
shares that remain unsubscribed, if any, are offered to. In the event that
shares are to be issued to potential subscription guarantors in a secondary
offering, the Company would be authorised to issue the shares to itself first
without consideration to enable delivery versus payment in respect of such
subscription guarantors (without the authorisation being exercised twice in
respect of such shares). The Board is authorised to resolve on all other terms
and conditions of the rights offering, including the subscription and payment
period and the grounds for determining the subscription price.

The authorisation would be valid until 30 June 2026 and would not revoke the
authorisation granted to the Board by the Annual General Meeting on 21 March
2025 to resolve on issuances of shares, option rights or other special rights
entitling to shares.

§ 7 Closing of the meeting

B. DOCUMENTS OF THE EXTRAORDINARY GENERAL MEETING

This notice, which includes the decision proposal on the agenda of the EGM, is
available on the Company’s website at https://www.faron.com/investors. The
Company’s annual report for 2024, including the financial statements, the
report of the Board of Directors and the auditor’s report, as well as other
documents that shall be kept available for the shareholders according to the
Finnish Limited Liability Companies Act, are available on the above-mentioned
website no later than 23 February 2026. The decision proposal and other
documents mentioned above will also be available at the EGM. Copies of these
documents and of this notice will be sent to shareholders upon request.

The minutes of the EGM will be available on the above-mentioned website as of
16 March 2026 at the latest.

C. INSTRUCTIONS FOR THE PARTICIPANTS IN THE EXTRAORDINARY GENERAL MEETING

1. The right to participate and registration

Each shareholder who on the record date of the EGM, 18 February 2026 is
registered in the Company’s shareholders’ register held by Euroclear Finland
Oy has the right to participate in the EGM. A shareholder whose shares are
registered on their personal Finnish book-entry account is registered in the
Company’s shareholders’ register. If you do not have a Finnish book-entry
account, see section C.3 “Holder of nominee-registered shares (including
depositary interest holders)”.

A shareholder who is registered in the Company’s shareholders’ register and
who wants to participate in the EGM should register for the meeting by no
later than 10:00 a.m. EET (Finnish time) on 25 February 2026 by giving a prior
notice of participation. The notice must be received before the end of the
registration period. Notice of participation can be given:

* by email to egm@faron.com or
* by mail to Faron Pharmaceuticals Ltd, attn. Kaisa Kyttä, Joukahaisenkatu 6,
  FI-20520 Turku, Finland.

When registering, a shareholder shall state their name, personal
identification number / business identity code, address, telephone number and
the name of a possible proxy representative, legal representative or assistant
and the personal identification number of the proxy representative or legal
representative. The personal data given by shareholders to the Company is used
only in connection with the EGM and the necessary processing of related
registrations.

Shareholders, and their authorised representatives or proxy representatives
should be able to prove their identity and/or right of representation at the
meeting venue upon request.

2. Proxy representative and powers of attorney

Shareholders may participate in the EGM and exercise their rights at the
meeting by way of proxy representation. A proxy representative must present a
dated power of attorney or other reliable proof of their authority to
represent the shareholder.

If a shareholder participates in the EGM by means of several proxy
representatives, who represent the shareholder with shares held in different
book-entry accounts, the shares represented by each proxy representative shall
be identified when registering for the EGM.

The Company offers the possibility for shareholders to designate the Company’s
employee, Paavo Koivisto, director of IR & Funding, as their proxy
representative, to represent them at the EGM in accordance with the
shareholder’s voting instructions. Authorising the designated proxy
representative will not accrue any costs for the shareholder, excluding
possible postal fees for proxy documents.

Possible proxy documents should be sent by email to egm@faron.com and as
originals to Faron Pharmaceuticals Ltd, attn. Kaisa Kyttä, Joukahaisenkatu 6,
FI-20520 Turku, Finland before the end of the registration period by which
time the proxy documents must be received.

In addition to providing proxy documents, the shareholder or their proxy
representative must take care of registering for the EGM in the manner
described in this notice.

3. Holder of nominee-registered shares (including depositary interest holders)

A holder of nominee-registered shares (including depositary interest holders)
has the right to participate in the EGM by virtue of such shares based on
which the holder would be entitled to be registered in the Company’s
shareholders’ register held by Euroclear Finland Oy on the EGM’s record date
of 18 February 2026.

Additionally, participation requires that the holder of nominee-registered
shares is on the basis of such shares being temporarily registered in the
Company’s shareholders’ register held by Euroclear Finland Oy by 10:00 EET
(Finnish time) on 25 February 2026. In regard to nominee-registered shares,
this constitutes due registration for the EGM.

A holder of nominee-registered shares is advised to request the necessary
instructions regarding temporary registration in the shareholders’ register,
the issuing of proxy documents and registration for the EGM from their
custodian bank without delay. A holder of nominee-registered shares shall note
that custodian banks may apply deadlines for the registration and the
provision of voting instructions of holders of nominee-registered shares. The
account management organisation of the custodian bank must register a holder
of nominee-registered shares who wants to participate in the EGM temporarily
in the Company’s shareholders’ register by the above-mentioned time.

4. Other instructions and information

Pursuant to Chapter 5, Section 25 of the Finnish Limited Liability Companies
Act, shareholders who are present at the EGM are entitled to request
information regarding the matters on the agenda of the EGM.

Changes in shareholding occurring after the record date of the EGM do not
affect the right to participate in the EGM or the number of votes held by a
shareholder.

On the date of this notice, 9 February 2026, the total number of shares and
votes in the Company is 119,472,660.

The EGM shall be held in Finnish, partially translated into English.

Turku, 9 February 2026

FARON PHARMACEUTICALS LTD

Board of Directors

THE NEW SHARES ISSUED IN THE PROPOSED RIGHTS OFFERING WILL NOT BE REGISTERED
UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES
ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE
UNITED STATES, AND MAY NOT BE OFFERED, SOLD OR TRANSFERRED, DIRECTLY OR
INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES EXCEPT PURSUANT TO AN
EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION
REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE WITH ANY APPLICABLE
SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES