Share-based commitment and incentive programmes

Matching Share additional share programme

In the Employee Offering in autumn 2017, the Matching Share additional share programme was opened for the personnel. The programme offers employees one additional share for each three shares subscribed in the Employee Offering, if they remain employed by the group three years after the start of the share subscription, and if they have owned the subscribed shares continuously throughout this time.

On 30 June 2018, the company employed 249 people who participated in the Employee Offering and accepted the terms of the additional share programme. According to the programme, these employees are entitled to a total of 114,191 additional shares. Approximately half of this sum is surrendered as shares, and half is paid in money to be used for advance income tax. The company may acquire the shares to be surrendered from the market or organise a private placement of shares.

Share-based employment contract signing bonus

In the spring 2018, the Board of Directors decided on a new share-based employment contract signing bonus. Every new employee will be offered EUR 1,500 worth of shares as an employment contract signing bonus. The bonus shares were offered for a total of 49 employment contracts valid until further notice and signed between 15 February 2018 and 30 June 2018. All of the shares will be issued simultaneously in autumn 2018.

Based on the average price in the above-mentioned period, the Board of Directors has confirmed a total of 8,526 shares and 174 shares per person as the amount of signature bonuses. Approximately half of this sum is surrendered as shares, and half is paid in money to be used for advance income tax. The company may acquire the bonus shares from the market or organise a private placement of shares.

Share savings plan for Gofore Group employees

In the Fall, 2018, the Board of Directors resolved to launch the share savings plan to be offered to all of the Gofore Group employees. The objective of the plan is to motivate the Gofore employees to invest in the company’s shares and to become shareholders in the company. The aim is also to align the interests and commitment of the employees and management to work for the good value development and increased shareholder value in the long-term.

The plan is offered to all approximately 500 Gofore Group employees, who will be offered an opportunity to save a proportion of their regular salaries (EUR 50-400 per month) and use the savings for the acquisition of the company’s shares at a 10 per cent discount. The accrued savings will be used for the acquisition of the Gofore shares after the end of the plan period. Participation in the Plan is voluntary, and an employee will participate in the Plan for one plan period at a time. The first plan period will commence on 1 November 2018 and end on 28 February 2019.

After the holding period of two years, Gofore will grant the employees participating in the Plan, as a gross reward, one free matching share against every three shares acquired with savings. The prerequisites for receiving matching shares are that a participant holds the acquired shares for the entire holding period, and that his or her employment at Gofore has not terminated before the end of the holding period. The holding period will end on 28 February, 2021.

Any dividends to be paid on shares acquired with savings will automatically be reinvested into acquisition of shares on the next potential acquisition date.

Matching shares will be paid partly in the company’s shares and partly in cash as soon as possible after the end of the holding period. The cash proportion is intended to cover taxes and tax-related costs arising from the matching shares to a participant. The matching shares are freely transferable after their transfer on the participant’s book-entry account.

The intention is that the company will resolve on a share issue to subscribe for the new shares to be acquired with the accumulated savings at a 10% discount. The intention is that the company will resolve on the share issue after the end of the plan period.

The Board of Directors will resolve on the following plan period and its details separately.