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ONWARD Medical Publishes Convocation of the 2026 Annual General Meeting of Shareholders and Proposed Resolutions

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ONWARD Medical (US ADR: ONWRY) convened its 2026 Annual General Meeting of Shareholders to be held in Amsterdam on May 13, 2026, with record date April 15, 2026. Proposed resolutions include adoption of 2025 accounts, discharge of directors, appointment of EY Accountants B.V. as auditor, three director appointments, delegation to issue ordinary shares (up to 10% and up to 50% of issued capital), and authorization to acquire ordinary shares. AGM materials and the convening notice are available on the company website as of April 1, 2026. US ADR holders (ONWRY) will receive notice from Bank of New York Mellon.

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Positive

  • Board seeks authority to issue up to 50% of issued share capital
  • Board seeks authority to issue up to 10% of issued share capital with pre-emptive rights flexibility
  • Authorization proposed to acquire ordinary shares (share buyback flexibility)
  • Appointment of three non-executive directors and re-appointment of one director

Negative

  • Potential dilution from up to 50% share issuance if fully used
  • Delegation to limit pre-emptive rights could reduce shareholder protections

News Market Reaction – ONWRY

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In the Apr 1 session, ONWRY gained 4.94%, reflecting a moderate positive market reaction.

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EINDHOVEN, the Netherlands, April 01, 2026 (GLOBE NEWSWIRE) -- ONWARD Medical N.V. (Euronext: ONWD – US ADR: ONWRY), the leading neurotechnology company pioneering therapies to restore movement, function, and independence in people with spinal cord injuries (SCI) and other movement disabilities, today convened the 2026 Annual General Meeting of Shareholders (AGM), which will be held in Amsterdam, the Netherlands, on May 13, 2026.

The resolutions proposed by the Board, to be submitted for adoption at the AGM, are as follows:

  1. Discussion of the annual report over the financial year 2025 (discussion item
  2. Adoption of the annual accounts over the financial year 2025 (voting item)          
  3. Implementation of the compensation policy over the financial year 2025 (advisory non-binding voting item
  4. Explanation of the dividend and reservation policy (discussion item
  5. Release of the directors from liability for the exercise of their duties during the financial year 2025 (voting item
  6. Instruction of EY Accountants B.V. as the Company's external auditor for the financial year 2026 (voting item
  7. Re-appointment of Kristina Maria Dziekan as non-executive director (voting item
  8. Appointment of Lucas Buchanan as non-executive director (voting item
  9. Appointment of Professor Tim Denison as non-executive director (voting item
  10. Delegation of the authority of the board to issue ordinary shares and to grant rights to subscribe for ordinary shares in the capital of the Company for 10% of the Company's issued share capital and to limit or exclude pre-emptive rights in connection therewith (voting item
  11. Delegation of the authority of the board to issue ordinary shares and to grant rights to subscribe for ordinary shares in the capital of the Company for 50% of the Company's issued share capital and to limit or exclude pre-emptive rights in connection with one or more potential capital raises, or for other strategic purposes (voting item
  12. Authorization of the board to acquire ordinary shares in the Company's capital (voting item

The record date for all shareholders to participate at the AGM will be April 15, 2026. The convening notice, the complete agenda, and all relevant detailed information concerning the 2026 AGM, as well as all related AGM materials, are available on the Company’s website in the financial information of the Investors section and made available to shareholders in compliance with legal requirements as of April 1, 2026. US ADR holders (ticker: ONWRY) will receive a corresponding notice from the US depositary bank, Bank of New York Mellon.

About ONWARD Medical

ONWARD Medical is the leading neurotechnology company pioneering therapies to restore movement, function, and independence in people with spinal cord injuries (SCI) and other movement disabilities. Building on decades of scientific discovery, preclinical research, and clinical studies conducted at leading hospitals, rehabilitation clinics, and neuroscience laboratories, the Company developed ARC Therapy. It has subsequently been awarded 10 Breakthrough Device Designations from the FDA. The Company’s ARC-EX® System is cleared for commercial sale in the US and Europe. The Company is also developing an investigational implantable system called ARC-IM®, designed to address several unmet needs, including blood pressure instability after spinal cord injury. It can also be paired with a brain-computer interface (BCI) and artificial intelligence (AI) to restore thought-driven movement.

Headquartered in the Netherlands, the Company has a Science and Engineering Center in Switzerland and a US office in Boston, Massachusetts. The Company is listed on Euronext Paris, Brussels, and Amsterdam (ticker: ONWD) and its US ADRs can be traded on OTCQX (ticker: ONWRY). For more information, please visit ONWD.com.

To stay informed about ONWARD’s research studies, technologies, and the availability of therapies in your area, please complete this webform.

For Media Inquiries:
Sébastien Cros, VP Communications
media@onwd.com  

For Investor Inquiries:
investors@onwd.com

Forward-Looking Statements  

Certain statements, beliefs, and opinions in this press release are forward-looking, which reflect the Company’s or, as appropriate, the Company directors’ current expectations and projections about future events. By their nature, forward-looking statements involve several risks, uncertainties, and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties, and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. A multitude of factors, including, but not limited to, delays in regulatory approvals, changes in demand, competition, and technology, can cause actual events, performance, or results to differ significantly from any anticipated development. Forward-looking statements contained in this press release regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. As a result, the Company expressly disclaims any obligation or undertaking to release any update or revisions to any forward-looking statements in this press release as a result of any change in expectations or any change in events, conditions, assumptions, or circumstances on which these forward-looking statements are based. Neither the Company nor its advisers nor representatives nor any of its subsidiary undertakings or any such person’s officers or employees guarantees that the assumptions underlying such forward-looking statements are free from errors, nor does either accept any responsibility for the future accuracy of the forward-looking statements contained in this press release or the actual occurrence of the forecasted developments. You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release.

Trademarks: ONWARD, ARC-EX, ARC-IM, ARC-BCI, and the stylized O-Logo are proprietary and registered trademarks of ONWARD Medical. Unauthorized use is strictly prohibited.


FAQ

When is ONWARD Medical's 2026 Annual General Meeting (ONWRY) scheduled?

The AGM is scheduled for May 13, 2026 in Amsterdam. According to the company, the record date for shareholder participation is April 15, 2026 and AGM materials were made available on April 1, 2026.

What share issuance authorities is ONWARD Medical (ONWRY) seeking at the May 13, 2026 AGM?

The board proposes authority to issue ordinary shares equal to 10% and 50% of issued capital. According to the company, these delegations may include limiting or excluding pre-emptive rights for strategic purposes or capital raises.

Will ONWARD Medical (ONWRY) seek permission to repurchase shares at the 2026 AGM?

Yes, the board proposes authorization to acquire ordinary shares. According to the company, this authorization would permit buybacks subject to the terms submitted for shareholder approval at the AGM.

Which auditor is ONWARD Medical (ONWRY) proposing for the 2026 financial year?

The board proposes EY Accountants B.V. as the company's external auditor for financial year 2026. According to the company, this appointment is a voting item on the AGM agenda.

What director appointments will shareholders vote on at ONWARD Medical's (ONWRY) 2026 AGM?

Shareholders will vote on the re-appointment of Kristina Maria Dziekan and the appointments of Lucas Buchanan and Professor Tim Denison as non-executive directors, according to the company.

How can US ADR holders of ONWRY participate in the 2026 AGM?

US ADR holders will receive a corresponding notice from Bank of New York Mellon. According to the company, ADR holders should follow the depositary's instructions to participate or vote their underlying shares.