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Oatly Group AB (publ) Announces Results of 2026 Annual General Meeting

(Neutral)
(Very Positive)
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Oatly Group (Nasdaq: OTLY) reported decisions from its 2026 Annual General Meeting on May 20, 2026.

Shareholders approved the 2025 accounts, carried forward the result and resolved that no dividend be paid for 2025. The board and CEO were discharged from liability. The board will have ten members; Eric Melloul and new director Stefan Descheemaeker were elected until 2029, and Martin Brok was elected chairperson.

Shareholders approved the LTIP 2026–2028 authorizing up to 3,363,198 new awards and raised the Oatly Incentive Plan overall share limit to 143,861,475 common shares, plus up to 67,263,960 warrants of series 2026. A Board Equity Program 2026–2028 for up to 300,000 share awards, an additional one-time 55,050 share awards, and up to 7,101,000 series 2026-B warrants were also approved. Ernst & Young was re-elected auditor, and the articles of association were amended to update a shareholder name.

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Positive

  • Approval of LTIP 2026–2028 for up to 3,363,198 equity awards
  • Overall share limit under Oatly Incentive Plan increased to 143,861,475 shares
  • Up to 67,263,960 series 2026 warrants to secure LTIP settlement
  • Board Equity Program 2026–2028 for up to 300,000 share awards
  • Additional 2026 board allocation of up to 55,050 share awards
  • Re-election of Ernst & Young as auditor for the next term

Negative

  • No dividend will be distributed for the financial year 2025
  • Up to 67,263,960 new series 2026 warrants may increase future share count
  • Up to 7,101,000 new series 2026-B warrants approved for board equity programs

News Market Reaction – OTLY

+1.52%
+1.52% Session close to close

In the May 20 session, OTLY gained 1.52%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement details routine but important AGM decisions, including no dividend for 2025, refre...
Analysis

This announcement details routine but important AGM decisions, including no dividend for 2025, refreshed board composition, and new equity incentive structures. The LTIP 2026–2028 authorizes up to 3,363,198 Awards and raises the plan limit to 143,861,475 shares, while a board program adds up to 300,000 Share Awards plus a 55,050-award catch-up. Investors may track how these incentives tie to performance metrics and interact with the company’s recent financial trajectory.

Key Figures

Board chair cash fee: USD 140,000 Director cash fee: USD 60,000 Employee representative fee: SEK 24,000 +5 more
8 metrics
Board chair cash fee USD 140,000 Annual compensation for chairperson of the board
Director cash fee USD 60,000 Annual fee per non-employee board member
Employee representative fee SEK 24,000 Annual fee per ordinary employee representative
LTIP Awards cap 3,363,198 Awards Maximum stock options and RSUs under LTIP 2026–2028
Incentive plan share limit 143,861,475 shares Overall Share Limit in Oatly Incentive Plan
Series 2026 warrants 67,263,960 warrants Maximum new warrants to secure LTIP 2026–2028 Awards
Board equity awards 300,000 Share Awards Cap under Board Equity Program 2026–2028
Additional board awards 55,050 Share Awards Maximum 2026 Additional Allocation to certain directors

Historical Context

5 past events · Latest: Apr 29 (Positive)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Apr 29 Q1 2026 earnings Positive +3.7% Stronger revenue growth and margins with improved Adjusted EBITDA.
Apr 27 2025 Swedish report Neutral -4.2% Publication of full-year 2025 Swedish annual report on website.
Apr 16 Product expansion Positive -0.5% Launch of three new oat drinks across Canadian retailers.
Mar 30 Earnings date set Neutral -0.5% Announcement of Q1 2026 results date and conference call details.
Mar 13 Form 20-F filing Neutral +3.6% Filing of Form 20-F for fiscal 2025 with the SEC.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent news has mostly seen modest, directionally aligned price reactions, with one divergence on a product launch update.

Recent Company History

Over the last few months, Oatly has focused on reporting 2025 results, regulatory filings, and product and earnings updates. Q1 2026 results on Apr 29 showed revenue of $228.3M and a positive price reaction of 3.71%. Filings of the 2025 Form 20‑F and Swedish annual report, plus an earnings date announcement, produced relatively small moves in both directions. A Canadian product expansion update saw a slight negative move. Today’s AGM outcomes fit into this cadence of governance and reporting milestones.

Key Terms

rsus, warrants, ads, american depositary shares, +2 more
6 terms
rsus financial
"provides for grants of stock options and restricted stock units ("RSUs" and together, "Awards")"
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
warrants financial
"issue not more than 67,263,960 new warrants of series 2026, which shall be issued"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
View in glossary
ads financial
"twenty (20) warrants of series 2026, or one (1) ADS."
Ads are paid promotional messages a company places across media — online, on TV, in print, or on social platforms — to attract customers, explain products, or shape public perception. For investors, ads matter because they drive sales growth, affect how much a company must spend to win customers, and influence brand strength and long-term value. Ads can also create regulatory or reputational risk if claims are misleading, which can affect profits and stock price.
american depositary shares financial
"warrants of series 2026-B or American Depositary Shares ("ADSs")"
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
long-term incentive program financial
"to implement a new long-term incentive program, LTIP 2026-2028, for the benefit"
A long-term incentive program is a company plan that pays executives or employees rewards—often stock, options, or cash—only if the business hits performance goals over several years. It matters to investors because these payouts align managers’ interests with shareholders, encouraging decisions that boost sustained growth and share value rather than short-term gains; think of it as a multi-year bonus tied to measurable company outcomes.
articles of association regulatory
"to amend the Company’s articles of association to change the reference"
A company's articles of association are its written rulebook that sets how the business is run, how decisions are made, and what rights owners and directors have—covering voting, meetings, appointment and removal of directors, share classes and dividend policies. For investors, these rules matter because they determine how easily control can change, what protections minority owners have, and how corporate actions (like issuing new shares or changing leadership) are approved, much like a home’s bylaws shaping what residents can and cannot do.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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MALMÖ, Sweden, May 20, 2026 (GLOBE NEWSWIRE) -- Oatly Group AB (publ) (Nasdaq: OTLY) (“Oatly” or the “Company”), the world’s original and largest oat drink company, today announced the results of its Annual General Meeting of shareholders (the “AGM”) held on May 20, 2026.

The AGM adopted, inter alia, the following resolutions:

Adoption of the Income Statement and Balance Sheet, Disposition Regarding the Company’s Results and Discharge from Liability

The AGM adopted the Company’s income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet.

The AGM resolved, in accordance with the board of directors’ proposal, that no dividend was to be distributed for the financial year 2025 and that the Company’s result for the financial year 2025 was to be carried forward.

The AGM also discharged the board of directors and the CEO from liability for the financial year 2025.

Number of Members of the Board of Directors

The AGM resolved, in accordance with the nominating, corporate governance and sustainability committee’s proposal, that the number of members of the board of directors elected by the general meeting or in accordance with Oatly’s articles of association shall be ten (10), without deputy members.

Election of Members and Chairperson of the Board of Directors

The AGM resolved, in accordance with the nominating, corporate governance and sustainability committee’s proposal, that:

  • Eric Melloul shall be elected as an ordinary member of the board of directors for the period until the close of the annual general meeting to be held in 2029;
  • Stefan Descheemaeker shall be elected as a new ordinary member of the board of directors for the period until the close of the annual general meeting to be held in 2029; and
  • Martin Brok shall be elected as chairperson of the board of directors for the period until the close of the annual general meeting to be held in 2029.

Remuneration to the Members of the Board of Directors

The AGM resolved, in accordance with the remuneration committee’s proposal, that compensation shall be allocated to the directors in accordance with the following:

  • USD 140,000 to the chairperson of the board of directors;
  • USD 60,000 to each ordinary member of the board of directors, who is not employed by the Company or any of its subsidiaries;
  • USD 22,500 to the chairperson of the audit committee;
  • USD 10,000 to each ordinary member of the audit committee;
  • USD 22,500 to the chairperson of the remuneration committee;
  • USD 10,000 to each ordinary member of the remuneration committee;
  • USD 22,500 to the chairperson of the nominating, corporate governance and sustainability committee;
  • USD 10,000 to each ordinary member of the nominating, corporate governance and sustainability committee; and
  • SEK 24,000 to each ordinary employee representative.

Election of Auditor

The AGM resolved, in accordance with the audit committee’s recommendation, that the registered auditing company Ernst & Young Aktiebolag is re-elected as auditor for the period until the end of the next AGM.

Resolution Regarding (a) Implementation of the LTIP 2026–2028 Incentive Program and Increase in the Overall Share Limit, (b) Issuance of Warrants of Series 2026 and (c) Approval of Transfer of 2026 Warrant Instruments

The AGM resolved, in accordance with the board of directors’ proposal, to implement a new long-term incentive program, LTIP 2026-2028, for the benefit of Oatly's chief executive officer, other members of the executive management team, top key personnel and selected senior key personnel. LTIP 2026-2028 is implemented under and pursuant to the Oatly Incentive Plan and provides for grants of stock options and restricted stock units ("RSUs" and together, "Awards"), with the Company being authorized to grant a total of 3,363,198 new Awards under the program. The AGM also resolved to increase the “Overall Share Limit” in the Oatly Incentive Plan to 143,861,475 Common Shares (as defined in the Oatly Incentive Plan).

Awards may be granted on one or more occasions per financial year, no later than December 31, 2028. The stock options shall be granted at an exercise price equal to at least 100 percent of the fair market value of the relevant instrument at the time of grant, while RSUs are granted free of charge. Each stock option and RSU entitles the holder to acquire or receive, as determined by the board of directors, either twenty (20) ordinary shares in the Company, twenty (20) warrants of series 2026, or one (1) ADS. Both stock options and RSUs are subject to time-based vesting, normally three years from the grant date, conditional upon the participant remaining employed or engaged by the Oatly group at the applicable vesting date. Vested stock options remain exercisable for a period of up to seven years from the grant date.

To secure delivery and settlement of Awards under LTIP 2026-2028, the AGM also resolved to issue not more than 67,263,960 new warrants of series 2026, which shall be issued and may be used only to secure delivery and settlement of the Awards.

Resolution Regarding (a) Implementation of the Board Equity Program 2026–2028 and Increase in the Overall Share Limit, (b) a One-Time Issue of Share Awards to Certain Members of the Board of Directors and (c) Issuance of Warrants of Series 2026-B and Approval of Transfer of Warrants of Series 2026-B

The AGM resolved, in accordance with the board of directors’ proposal, to implement a new board equity program, the Board Equity Program 2026-2028, under the Oatly Incentive Plan, to enable the Company to grant share awards ("Share Awards") to certain members of the board of directors. The Share Awards may be granted to the chairperson and to directors of the board of directors who are not employed by the Oatly group, Verlinvest or China Resources (the "Board Participants"). The program is intended to reward board members in equity instruments using ordinary shares, warrants of series 2026-B or American Depositary Shares ("ADSs").

The Company is authorized to grant a total of 300,000 new Share Awards under the Board Equity Program 2026-2028. The chairperson of the board of directors may each year be granted a number of Share Awards equivalent to USD 160,000 (but in no event more than 19,000 Share Awards per year), and each other Board Participant may each year be granted a number of Share Awards equivalent to USD 140,000 (but in no event more than 17,000 Share Awards per year), with grants to be made no later than December 31, 2028. Share Awards vest on the date of the next annual general meeting following the date of grant, subject to the relevant Board Participant continuing as a member of the board of directors at such time, with each vested Share Award entitling the holder to receive, as determined by the board of directors, either twenty (20) ordinary shares in the Company, twenty (20) warrants of series 2026-B, or one (1) ADS, without any compensation being payable.

In addition, the AGM resolved to approve a one-time grant of Share Awards to certain members of the board of directors (the "2026 Additional Allocation"). The 2026 Additional Allocation is intended to compensate relevant members of the board of directors for a shortfall in grants made in 2025, when the decrease in the market value of Oatly's ADSs led to the maximum number of awards approved under the prior board program being fully utilized, resulting in relevant board members receiving less than their intended grants. Under the 2026 Additional Allocation, the chairperson of the board of directors during 2025 may be granted a maximum of 16,050 Share Awards and each other eligible Board Participant may be granted a maximum of 9,750 Share Awards, with the total number of Share Awards under the 2026 Additional Allocation not to exceed 55,050. These Share Awards are to be granted free of charge no later than June 30, 2026, and will vest as soon as practically possible after the grant date, provided that the relevant participant is still a member of the board of directors at such time.

To secure delivery and settlement of Share Awards granted under both the Board Equity Program 2026-2028 and the 2026 Additional Allocation, the AGM also resolved to issue not more than 7,101,000 new warrants of series 2026-B, which shall be issued and may be used only to secure delivery and settlement of the Share Awards.

Amendment to the Articles of Association

The AGM resolved, in accordance with the proposal submitted by Nativus Company Limited, to amend the Company’s articles of association to change the reference from “China Resources (Holdings) Co. Limited” to “Blossom Key (Hong Kong) Holdings Limited” in Section 6 of the articles of association.

For more detailed information regarding the content of the resolutions, please refer to the notice to the AGM and the comprehensive proposals, which have previously been published and are available on the Company’s website, https://investors.oatly.com/corporate-governance/annual-general-meeting-2026.

About Oatly
We are the world’s original and largest oat drink company. For over 30 years, we have exclusively focused on developing expertise around oats: a global power crop with inherent properties. Our commitment to oats has resulted in core technical advancements that enabled us to unlock the breadth of the dairy portfolio, including alternatives to milks, ice cream, yogurt, cooking creams, spreads and on-the-go drinks. Headquartered in Malmö, Sweden, the Oatly brand is available in more than 60 countries globally.

For more information, please visit www.oatly.com.

Contact person
Marie-José David, Chief Financial Officer
E-mail: investors@oatly.com, press.@oatly.com


FAQ

What key decisions were made at the Oatly (NASDAQ: OTLY) 2026 Annual General Meeting?

Oatly’s 2026 AGM approved the 2025 accounts, paid no dividend, confirmed a ten-member board, and elected Martin Brok as chairperson. According to Oatly, shareholders also approved new long-term incentive and board equity programs, warrant issuances, auditor re-election, and an articles amendment.

Did Oatly (OTLY) declare a dividend for the 2025 financial year at the 2026 AGM?

Oatly did not declare a dividend for 2025. The 2026 AGM resolved that no dividend be distributed and the 2025 result be carried forward. According to Oatly, this decision follows the board’s proposal on the disposition of the year’s earnings.

What is included in Oatly’s LTIP 2026–2028 incentive program approved at the 2026 AGM?

LTIP 2026–2028 allows grants of up to 3,363,198 stock options and RSUs to key executives and staff. According to Oatly, each award can settle in ordinary shares, series 2026 warrants, or ADSs, with time-based vesting over about three years and up to seven-year option exercisability.

How many new warrants did Oatly (OTLY) approve under the 2026 AGM resolutions?

Oatly’s 2026 AGM approved up to 67,263,960 series 2026 warrants for LTIP settlement and up to 7,101,000 series 2026-B warrants for board equity programs. According to Oatly, these warrants are solely to secure delivery and settlement of approved share-based awards.

What are the main features of Oatly’s Board Equity Program 2026–2028 for OTLY directors?

The Board Equity Program 2026–2028 authorizes up to 300,000 share awards for non-employee directors and the chair. According to Oatly, each vested award can convert into ordinary shares, series 2026-B warrants, or ADSs, with annual grants allowed through December 31, 2028.

What change to Oatly’s articles of association was approved at the 2026 AGM?

The 2026 AGM approved an amendment updating a shareholder reference in Section 6 of the articles. According to Oatly, the name “China Resources (Holdings) Co. Limited” was replaced with “Blossom Key (Hong Kong) Holdings Limited” following a proposal from Nativus Company Limited.