HUHTAMÄKI OYJ STOCK EXCHANGE RELEASE 24.4.2025 AT 12:45 EEST
Resolutions of Huhtamäki Oyj’s Annual General Meeting of Shareholders
Huhtamäki Oyj’s Annual General Meeting of Shareholders was held in Helsinki on April 24, 2025. The meeting adopted the Annual Accounts including the Consolidated Annual Accounts for 2024, discharged the members of the Company’s Board of Directors and the CEO from liability, and approved all proposals made to the Annual General Meeting by the Board of Directors and the Shareholders’ Nomination Board. The Annual General Meeting also approved the Remuneration Report for the Company’s Governing Bodies presented to it.
Dividend
The Annual General Meeting resolved that an aggregate dividend of EUR 1.10 per share be paid based on the balance sheet adopted for the financial period ended on December 31, 2024. The dividend will be paid in two instalments. The first dividend instalment, EUR 0.55 per share, will be paid to shareholders registered in the Company’s register of shareholders maintained by Euroclear Finland Ltd on the record date for the first dividend instalment April 28, 2025. The payment date for the first dividend instalment will be May 6, 2025. The second dividend instalment, EUR 0.55 per share, will be paid to shareholders registered in the Company’s register of shareholders maintained by Euroclear Finland Ltd on the record date for the second dividend instalment October 1, 2025. The payment date for the second dividend instalment will be October 8, 2025.
In addition, the Annual General Meeting authorized the Board of Directors to decide, if necessary, on a new record date and a new payment date for the second dividend instalment if regulations applicable to the Finnish book-entry system change or otherwise so require.
Composition of the Board of Directors
The number of members of the Board of Directors was confirmed to as nine (9). Ms. Mercedes Alonso, Mr. Doug Baillie, Mr. Robert K. Beckler, Ms. Anja Korhonen, Ms. Pauline Lindwall, Ms. Kerttu Tuomas and Mr. Pekka Vauramo were re-elected and, as new members, Ms. Essimari Kairisto and Mr. Johann Christoph Michalski were elected as members of the Board of Directors for a term ending at the end of the next Annual General Meeting.
The Annual General Meeting re-elected Mr. Pekka Vauramo as the Chair of the Board of Directors and Ms. Kerttu Tuomas as the Vice-Chair of the Board of Directors.
In a meeting that took place after the Annual General Meeting, the Board of Directors resolved upon members of its Committees. Ms. Anja Korhonen was elected as the Chair and Ms. Mercedes Alonso, Ms. Essimari Kairisto and Mr. Johann Christoph Michalski as the members of the Audit Committee. Mr. Doug Baillie was elected as the Chair and Ms. Pauline Lindwall, Ms. Kerttu Tuomas and Mr. Pekka Vauramo as the members of the Human Resources Committee. Mr. Robert K. Beckler was elected as the Chair and Mr. Johann Christoph Michalski and Mr. Pekka Vauramo as the members of the Investment Committee.
Remuneration of the members of the Board of Directors
The Annual General Meeting resolved that the annual remuneration to the members of the Board of Directors will be paid as follows: to the Chair of the Board EUR 180,000, to the Vice-Chair EUR 84,000 and to the other members EUR 69,000 each. In addition, the Annual General Meeting resolved that the annual remuneration to the Chairs and members of the Board Committees will be paid as follows: to the Chair of the Audit Committee EUR 17,500 and to the other members of the Audit Committee EUR 7,000, to the Chair of the Human Resources Committee EUR 10,500 and to the other members of the Human Resources Committee EUR 4,200 as well as to the Chair of the Investment Committee EUR 10,500 and to the other members of the Investment Committee EUR 4,200. In addition, the Annual General Meeting resolved that EUR 1,500 will be paid for each Board and Committee meeting attended. Traveling expenses of the Board members will be compensated in accordance with the Company policy.
Auditor
KPMG Oy Ab, a firm of authorized public accountants, was re-elected as Auditor of the Company for the financial year January 1 – December 31, 2025. Mr. Henrik Holmbom, APA, will continue as the Auditor with principal responsibility.
The Auditor’s remuneration will be paid against an invoice approved by the Audit Committee of the Board of Directors.
Sustainability Reporting Assurer
KPMG Oy Ab, an authorized sustainability audit firm, was elected as Sustainability Reporting Assurer of the Company for the financial year January 1 – December 31, 2025. Mr. Henrik Holmbom, Authorized Sustainability Auditor (ASA), will act as the key sustainability partner.
The Sustainability Reporting Assurer’s remuneration will be paid against an invoice approved by the Audit Committee of the Board of Directors.
Authorization for the Board of Directors to resolve on the repurchase of the Company’s own shares
The Annual General Meeting authorized the Board of Directors to resolve on the repurchase of an aggregate maximum of 10,776,038 of the Company’s own shares. Own shares may be repurchased at a price formed in public trading on the date of the repurchase or otherwise at a price formed on the market. The authorization also covers directed repurchases of the Company’s own shares. The authorization remains in force until the end of the next Annual General Meeting, however, no longer than until June 30, 2026.
Authorization for the Board of Directors to resolve on the issuance of shares and the issuance of special rights entitling to shares
The Annual General Meeting authorized the Board of Directors to resolve on the issuance of shares and the issuance of options and other special rights entitling to shares referred to in chapter 10 section 1 of the Companies Act. The aggregate number of new shares to be issued may not exceed 10,000,000 shares which corresponds to approximately 9.3 percent of the current shares of the Company, and the aggregate number of own treasury shares to be transferred may not exceed 4,000,000 shares which corresponds to approximately 3.7 percent of the current shares of the Company. The authorization also covers directed issuances of shares. The authorization remains in force until the end of the next Annual General Meeting, however, no longer than until June 30, 2026.
Mr. Antti Ihamuotila, Attorney-at-Law, chaired the meeting.
The minutes of the Annual General Meeting will be available on the website of Huhtamäki Oyj at www.huhtamaki.com as of May 8, 2025, at the latest.
For further information, please contact:
Sami Pauni, Executive Vice President, Corporate Affairs and Legal, Group General Counsel, tel. +358 (0)10 686 7167
About Huhtamaki
Huhtamaki is a leading global provider of sustainable packaging solutions for consumers around the world. Our innovative products protect on-the-go and on-the-shelf food and beverages, and personal care products, ensuring hygiene and safety, driving accessibility and affordability, and helping prevent food waste. We embed sustainability in everything we do.
Huhtamaki has over 100 years of history and a strong Nordic heritage. Our around 18 000 professionals are operating in 36 countries and 102 locations around the world. Our values are Care Dare Deliver. In 2024 Huhtamaki’s net sales totaled EUR 4.1 billion. Huhtamäki Oyj is listed on the Nasdaq Helsinki and the head office is in Espoo, Finland. Find out more at www.huhtamaki.com.
