No. |
Proposition |
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For |
Against |
Abstain |
1 |
Approving the Companys Management Report, Annual Financial Statements and Consolidated Financial Statements for the year ended December 31, 2024, and acknowledging the Auditors Reports for the year ended December 31, 2024: The Board of Directors proposes that the Management Report, the Annual Financial Statements and the Consolidated Financial Statements for the year ended December 31, 2024, be approved and the Auditors Reports for the year ended December 31, 2024, be acknowledged. |
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2 |
Approving, on an advisory basis under Swiss law, the Companys Compensation Report for the year ended December 31, 2024: The Board of Directors proposes that the Companys Compensation report for the year ended December 31, 2024, be approved in a non-binding advisory vote. |
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3 |
Discharging the members of the Board of Directors and the Executive Committee from Liability for the year ended December 31, 2024: The Board of Directors proposes that the members of the Board of Directors and the Executive Committee be discharged from liability for the year ended December 31, 2024. |
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4 |
Approving the appropriation of the financial results for the year ended December 31, 2024, by carrying forward the loss resulting from such year ...(due to space limits, see proxy material for full proposal). |
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5 |
The Board of Directors proposes that Ron Squarer be reelected as the chair of the Board of Directors and a director for a one-year term, beginning as of the Annual Meeting and ending at the closing of the 2026 annual general meeting of Shareholders |
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6 |
The Board of Directors proposes that Robert Azelby be reelected as a director for a one-year term, beginning as of the Annual Meeting and ending at the closing of the 2026 annual general meeting of Shareholders. |
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7 |
The Board of Directors proposes that Jean-Pierre Bizzari be reelected as a director for a one-year term, beginning as of the Annual Meeting and ending at the closing of the 2026 annual general meeting of Shareholders. |
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8 |
The Board of Directors proposes that Peter Hug be reelected as a director for a one-year term, beginning as of the Annual Meeting and ending at the closing of the 2026 annual general meeting of Shareholders. |
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9 |
The Board of Directors proposes that Ameet Mallik be reelected as a director for a one-year term, beginning as of the Annual Meeting and ending at the closing of the 2026 annual general meeting of Shareholders. |
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10 |
The Board of Directors proposes that Viviane Monges be reelected as a director for a one-year term, beginning as of the Annual Meeting and ending at the closing of the 2026 annual general meeting of Shareholders. |
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11 |
The Board of Directors proposes that Tyrell Rivers be reelected as a director for a one-year term, beginning as of the Annual Meeting and ending at the closing of the 2026 annual general meeting of Shareholders. |
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12 |
The Board of Directors proposes that Victor Sandor be reelected as a director for a one-year term, beginning as of the Annual Meeting and ending at the closing of the 2026 annual general meeting of Shareholders. |
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13 |
The Board of Directors proposes that Timothy Coughlin be elected as a director for a one-year term, beginning as of the Annual Meeting and ending at the closing of the 2026 annual general meeting of Shareholders. |
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14 |
Re-election of nominee to the Compensation Committee of the Board of Directors: The Board of Directors proposes that Robert Azelby be reelected as a member of the Compensation Committee for a one-year term, beginning as of the Annual Meeting and ending at the closing of the 2026 annual general meeting of Shareholders. |
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15 |
Re-election of nominee to the Compensation Committee of the Board of Directors: The Board of Directors proposes that Peter Hug be reelected as a member of the Compensation Committee for a one-year term, beginning as of the Annual Meeting and ending at the closing of the 2026 annual general meeting of Shareholders. |
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16 |
Re-election of nominee to the Compensation Committee of the Board of Directors: The Board of Directors proposes that Victor Sandor be reelected as a member of the Compensation Committee for a one-year term, beginning as of the Annual Meeting and ending at the closing of the 2026 annual general meeting of Shareholders. |
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17 |
Reelecting PHC Notaires, in Lausanne, Switzerland, as the Independent Proxy: The Board of Directors proposes that PHC Notaires, in Lausanne, Switzerland, be reelected as the Independent Proxy for a one-year term, beginning as of the Annual Meeting and ending at the closing of the 2026 annual general meeting of Shareholders. |
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18 |
Reelecting PricewaterhouseCoopers SA as the auditors: The Board of Directors proposes that PricewaterhouseCoopers SA be reelected as the statutory auditor and independent registered public accounting firm for the year ending December 31, 2025. |
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19 |
Approving, on a binding basis under Swiss law, the compensation of the Board of Directors and the Executive Committee: The Board of Directors proposes that the maximum aggregate amount of compensation for the members of the Board of Directors for the period between the Annual Meeting and the 2026 annual general meeting of Shareholders be set at $2,300,000. |
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20 |
Approving, on a binding basis under Swiss law, the compensation of the Board of Directors and the Executive Committee: The Board of Directors proposes that the maximum aggregate amount of fixed compensation for the members of the Executive Committee for the year ending December 31, 2026, be set at $2,600,000. |
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21 |
Approving, on a binding basis under Swiss law, the compensation of the Board of Directors and the Executive Committee: The Board of Directors proposes that the maximum aggregate amount of variable compensation for the members of the Executive Committee for the year ending December 31, 2025, be set at $3,500,000. |
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22 |
Approving, on an advisory basis under U.S. law, the compensation paid to our Named Executive Officers: The Board of Directors is proposing that the following proposal: RESOLVED, that the Companys Shareholders approve, on an advisory basis under U.S. law, the compensation of the Companys Named Executive Officers, as disclosed in Executive Compensation and the related compensation tables and narrative disclosure in this proxy statement, be approved. |
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23 |
Approving an amendment to increase the number of shares authorized under the 2019 Equity Incentive Plan: The Board of Directors is proposing that an amendment to increase the number of shares authorized under 2019 Equity Incentive Plan be approved |
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24 |
Approving amendments to article 4b of the articles of association to increase the Companys conditional share capital for employee participation: The Board of Directors is proposing that the amendments to article 4b paragraph 1 of the articles of association to increase the Companys conditional share capital for employee participation from 9,547,482 common shares (CHF 763,798.56) to 12,776,259 common shares (CHF 1,022,100.72) be approved, as follows (amendment underlined for ease of ... (due to space limits, see proxy mater |
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