Proposals of the Shareholders' Nomination Board to Stora Enso Oyj's Annual General Meeting 2026

Rhea-AI Summary

Stora Enso (OTC:SEOAY) Shareholders' Nomination Board proposed an eight-member Board for the AGM on 24 March 2026. It recommends re-electing Håkan Buskhe, Helena Hedblom, Astrid Hermann, Christiane Kuehne, Richard Nilsson, Elena Scaltritti and Antti Vasara, and electing Jouko Karvinen as a new member. The Board proposes Håkan Buskhe as Chair and Jouko Karvinen as Vice Chair. Two current directors, Kari Jordan and Reima Rytsölä, are not available for re-election. Annual Board fees are maintained at 2025 levels and paid 40% in Stora Enso R shares and 60% in cash.

Positive

• Proposed Board size maintained at 8 members
• Experienced executive Jouko Karvinen nominated as Board member
• Board fees retained at 2025 levels, providing compensation stability

Negative

• Current Chair Kari Jordan not available for re-election
• Director Reima Rytsölä not available for re-election
• Jouko Karvinen is independent of the company but not independent of shareholders

News Market Reaction

-1.36%

1 alert

-1.36% News Effect

On the day this news was published, SEOAY declined 1.36%, reflecting a mild negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Board size: 8 members Board Chair fee: EUR 221,728 Board Vice Chair fee: EUR 125,186 +5 more

8 metrics

Board size 8 members Proposed Board of Directors size for AGM 2026

Board Chair fee EUR 221,728 Proposed annual remuneration for Board Chair, maintained at 2025 level

Board Vice Chair fee EUR 125,186 Proposed annual remuneration for Board Vice Chair, 2026

Board member fee EUR 85,933 Proposed annual remuneration for other Board members, 2026

Audit Committee Chair fee EUR 23,976 Annual remuneration for Financial and Audit Committee Chair

Audit Committee member fee EUR 16,868 Annual remuneration for Financial and Audit Committee members

2024 sales EUR 9 billion Stora Enso 2024 sales disclosed in company description

Employees approximately 19,000 Stora Enso global headcount referenced in company profile

Market Reality Check

Price: $14.41 Vol: Volume 5,595 vs 20-day av...

low vol

$14.41 Last Close

Volume Volume 5,595 vs 20-day average 9,185 (relative volume 0.61). low

Technical Trading above 200-day MA of 10.87 at a price of 12.5, close to the 52-week high of 12.8.

Peers on Argus

SEOAY fell 1.5% while closely related tickers SEOFF, SEOJF, SPPJY, and OCLDY sho...

SEOAY fell 1.5% while closely related tickers SEOFF, SEOJF, SPPJY, and OCLDY showed 0% change and EDVMF gained 3.89%, indicating stock-specific trading rather than a coordinated sector move.

Historical Context

5 past events · Latest: Nov 24 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Nov 24	Targets & reporting	Positive	+1.6%	New reporting structure and financial targets with growth and margin ambitions.
Nov 14	Strategic review	Neutral	-3.2%	Strategic review of Central European sawmills and building solutions operations.
Nov 14	Forest demerger plan	Positive	-3.2%	Planned demerger of Swedish forest assets into a new listed company.
Oct 23	Interim results	Positive	+9.0%	Q3 2025 update with sales growth, lower EBIT margin, and cash flow detail.
Sep 05	Nomination Board setup	Neutral	+1.3%	Announcement of Shareholders' Nomination Board composition and mandate.

Pattern Detected

News on strategy, structure and governance often coincided with modestly positive moves, while major structural transactions saw at least one negative divergence.

Recent Company History

Over the last few months, Stora Enso has reported operational and strategic milestones. The Q3 2025 interim report showed higher sales but weaker margins and was followed by a 9.03% gain. Announcements on a new reporting structure and financial targets on 24 Nov 2025 and the Shareholders' Nomination Board composition on 5 Sep 2025 both saw small positive reactions. In contrast, November inside-information about a major demerger of Swedish forest assets and a strategic review of Central European sawmills coincided with a -3.16% move, showing that large structural steps have not always been rewarded immediately.

Market Pulse Summary

This announcement details proposals for Stora Enso’s 2026 Annual General Meeting, including an eight...

Analysis

This announcement details proposals for Stora Enso’s 2026 Annual General Meeting, including an eight-member Board, leadership changes, and maintaining 2025-level fees such as the Chair’s EUR 221,728 remuneration. It also confirms that 40% of Board pay would be delivered in R shares, further aligning directors with shareholders. In the context of recent strategic moves and a structural reorganisation announced in late 2025, investors may focus on how this Board composition supports executing the company’s roadmap and sustaining EUR 9 billion in 2024 sales.

Key Terms

shareholders' nomination board, interim report, finnish corporate governance code, nasdaq helsinki, +3 more

7 terms

shareholders' nomination board regulatory

"The Shareholders' Nomination Board, established by Stora Enso's Annual General Meeting"

A shareholders' nomination board is a group chosen to identify and recommend people to serve on a company’s board of directors, with members typically representing significant investors rather than the company’s management. It matters to investors because it helps shape who oversees strategy and risk—like a hiring committee that picks the leaders who will watch over the business—so its choices can affect governance, accountability and long‑term value.

interim report financial

"within two weeks of the publication of the interim report for the period 1 January 2026–31 March 2026"

An interim report is a company's short financial update published between annual reports—usually quarterly or semiannual—showing recent revenue, profit or loss, cash flow and notable operational developments. Investors treat it like a progress report that reveals current trends, changing risks or momentum before the year-end numbers, so it can shift expectations and trading decisions based on more timely information.

finnish corporate governance code regulatory

"meets other requirements of the Finnish Corporate Governance Code for listed companies"

A Finnish corporate governance code is a set of recommended rules and best practices for how companies listed in Finland should be run, overseen, and reported to shareholders. It covers board duties, management accountability, transparency and auditing, acting like a rulebook that helps align leaders’ actions with shareholders’ interests; investors use it as a quick signal of whether a company is well-managed, transparent and likely to safeguard their investment.

nasdaq helsinki financial

"Stora Enso shares are listed on Nasdaq Helsinki Oy (STEAV, STERV)"

A stock exchange in Finland that operates as part of the global Nasdaq group, where shares and other securities of Finnish companies are bought and sold. Think of it as a regulated marketplace or trading floor that sets listing rules, price discovery and trading hours; its activity affects how easily investors can buy or sell Finnish stocks, how those companies are valued, and how quickly market-moving news is reflected in prices.

nasdaq stockholm financial

"and Nasdaq Stockholm AB (STE A, STE R)"

Nasdaq Stockholm is the main stock exchange in Sweden where shares of Swedish and other Nordic companies are bought and sold; think of it as a large, regulated marketplace or auction house that sets prices by matching buyers and sellers. It matters to investors because where a company lists affects how easily its shares can be traded, how transparent pricing is, and whether the stock is included in regional indexes or funds that can drive buying or selling.

otc markets financial

"the shares are traded in the USA on OTC Markets (OTCQX) as ADRs"

Over-the-counter (OTC) markets are trading venues where buyers and sellers deal directly through dealers or electronic networks instead of on a formal exchange; think of a neighborhood flea market versus a supermarket. They matter to investors because OTC-listed stocks often represent smaller or international companies with fewer reporting requirements, which can mean lower liquidity, wider price swings and higher risk but sometimes earlier access to growth opportunities.

adrs financial

"on OTC Markets (OTCQX) as ADRs and ordinary shares (SEOAY, SEOFF, SEOJF)"

American Depositary Receipts (ADRs) are certificates issued by a U.S. bank that stand in for shares of a foreign company, allowing those shares to be bought and sold on U.S. stock exchanges in U.S. dollars. Think of an ADR as a local ticket representing a foreign stock: it makes trading, settlement, and tax reporting simpler for U.S. investors, but still exposes them to risks like currency moves, different accounting rules, and foreign corporate practices.

AI-generated analysis. Not financial advice.

STORA ENSO OYJ STOCK EXCHANGE RELEASE 16 January 2026 at 16:45 EET

HELSINKI, Finland, Jan. 16, 2026 /PRNewswire/ -- The Shareholders' Nomination Board, established by Stora Enso's Annual General Meeting (AGM), will propose to the AGM planned to be held on 24 March 2026 that the Company's Board of Directors shall have eight (8) members. 

The Shareholders' Nomination Board proposes that of the current members of the Board of Directors, Håkan Buskhe, Helena Hedblom, Astrid Hermann, Christiane Kuehne, Richard Nilsson, Elena Scaltritti and Antti Vasara be re-elected members of the Board of Directors until the end of the following AGM and that Jouko Karvinen be elected new member of the Board of Directors for the same term of office.

Kari Jordan, currently Chair of the Board, and Reima Rytsölä have announced that they are not available for re-election to the Board of Directors.

"I thank Kari for serving four years as a member of the Board of Directors and especially for the last three years as Chair. During his time as Board Chair, Stora Enso has renewed its leadership, turned around and improved financial performance, executed major growth investments and taken significant steps to strengthen its balance sheet. Furthermore, the Company's strategic focus and direction have been clarified to maximise value creation. I also thank Reima for his contributions during three years on the Board of Directors," says Marcus Wallenberg, Chair of the Shareholders' Nomination Board.

The Shareholders' Nomination Board proposes that Håkan Buskhe be elected Chair and Jouko Karvinen be elected Vice Chair of the Board of Directors. 

"I welcome Jouko to join the Board. Håkan's proposed nomination as Board Chair and Jouko's as Vice Chair reflect both continuity and endorsement of the strategic direction as well as strong owners' commitment and engagement," continues Marcus Wallenberg.

Jouko Karvinen, born in 1957, Finnish citizen with a Master of Science in Engineering (M.Sc. Eng.), is Chair of the Board of Solidium. He has an extensive industrial experience from executive and leading roles in global companies. These include acting as the CEO of Stora Enso (2007–2014), CEO of Philips Medical Systems Division (2002-2006), Executive Vice President & Head of the Automation technology Products Division at ABB Group (2000-2002) as well as several prior leadership roles in the ABB Group. He further has an extensive board professional background with previous roles including the Chair, Vice Chair or member of the Board of, amongst others, Finnair, Nokia, SKF and Valmet. Currently, he is a Board Member of Heritage Foundation Opportunity Corporation or HFOC, an investment management company owned by the province of Alberta, Canada. Jouko Karvinen is independent of the Company but not of its shareholders due to his position as Chair of the Board of Solidium. Currently, he does not own shares in Stora Enso.

With regard to the selection procedure for the members of the Board of Directors, the Shareholders' Nomination Board recommends that shareholders take a position on the proposal as a whole at the General Meeting. This recommendation is based on the fact that at Stora Enso, in line with a good Nordic governance model, the Shareholders' Nomination Board is separate from the Board of Directors.

The Shareholders' Nomination Board, in addition to ensuring that individual nominees for membership of the Board of Directors possess the required competences, is also responsible for making sure that the proposed Board of Directors as a whole has the best possible expertise and experience for the company and that the composition of the Board of Directors also meets other requirements of the Finnish Corporate Governance Code for listed companies.

The Shareholders' Nomination Board proposes to the AGM that the annual remuneration for the Chair, Vice Chair and members of the Board of Directors be maintained at the 2025 level and be paid as follows:  

Board of Directors

Chair  EUR 221,728
Vice Chair   EUR 125,186
Members   EUR 85,933

The Shareholders' Nomination Board also proposes that the annual remuneration for the members of the Board of Directors be paid in Company shares and cash so that 40% is paid in Stora Enso R shares to be purchased on the Board members' behalf from the market at a price determined in public trading, and the rest in cash. The shares will be purchased within two weeks of the publication of the interim report for the period 1 January 2026–31 March 2026 or as soon as possible in accordance with applicable legislation. The Company will pay any costs and transfer tax related to the purchase of Company shares.

The Shareholders' Nomination Board further proposes that the annual remuneration for the members of the Financial and Audit Committee, the People and Culture Committee and the Sustainability and Ethics Committee be maintained at the 2025 level and be paid as follows:

Financial and Audit Committee
Chair    EUR 23,976
Members   EUR 16,868

People and Culture Committee
Chair  EUR 11,988
Members  EUR 7,214

Sustainability and Ethics Committee
Chair   EUR 11,988
Members   EUR 7,214

In 2025–2026, the Shareholders' Nomination Board comprised four members: Kari Jordan (Chair of the Board), Håkan Buskhe (Vice Chair of the Board) and two other members appointed by the two largest shareholders, namely Matts Rosenberg (Solidium Oy) and Marcus Wallenberg (FAM AB). Until 18 December 2025, Solidium was represented by Jouko Karvinen.  Marcus Wallenberg was elected Chair of the Shareholders' Nomination Board.

The main tasks of the Shareholders' Nomination Board were to prepare the proposals for the AGM 2026 concerning Board members and their remuneration. The Shareholders' Nomination Board convened six times during its 2025-2026 working period. Each member of the Shareholders' Nomination Board attended all the meetings. Kari Jordan and Håkan Buskhe did not participate in the preparation of or decision on remuneration.   

The forest is at the heart of Stora Enso, and we believe that everything made from fossil-based materials today can be made from a tree tomorrow. We are the leading provider of renewable products in packaging, biomaterials, and wooden construction, and one of the largest private forest owners in the world. Stora Enso has approximately 19,000 employees and our sales in 2024 were EUR 9 billion. Stora Enso shares are listed on Nasdaq Helsinki Oy (STEAV, STERV) and Nasdaq Stockholm AB (STE A, STE R). In addition, the shares are traded in the USA on OTC Markets (OTCQX) as ADRs and ordinary shares (SEOAY, SEOFF, SEOJF). storaenso.com/investors

STORA ENSO OYJ

CONTACT:

For further information, please contact: 
Hanna Rutanen 
SVP Communications 
tel. +358 41 507 1361 

Jutta Mikkola 
SVP Investor Relations 
tel. +358 50 544 6061

This information was brought to you by Cision http://news.cision.com

https://news.cision.com/stora-enso-oyj/r/proposals-of-the-shareholders--nomination-board-to-stora-enso-oyj-s-annual-general-meeting-2026,c4293733

 

View original content:https://www.prnewswire.com/news-releases/proposals-of-the-shareholders-nomination-board-to-stora-enso-oyjs-annual-general-meeting-2026-302663498.html

SOURCE Stora Enso Oyj

FAQ

Who did the Shareholders' Nomination Board propose as Chair and Vice Chair for Stora Enso for 2026 (SEOAY)?

The proposal names Håkan Buskhe as Chair and Jouko Karvinen as Vice Chair.

When is Stora Enso's AGM where the 2026 Board proposals (SEOAY) will be voted?

The AGM is planned for 24 March 2026.

What are the proposed annual Board fees for Stora Enso members (SEOAY) for 2026?

Proposed fees maintained at 2025 levels: Chair EUR 221,728, Vice Chair EUR 125,186, Members EUR 85,933.

How will Stora Enso (SEOAY) pay Board member remuneration under the 2026 proposal?

Payment to be 40% in Stora Enso R shares purchased on the market and 60% in cash.

What change does the nomination proposal make to Stora Enso's Board composition for 2026 (SEOAY)?

It re-elects seven current directors and proposes electing Jouko Karvinen as a new member, totaling 8 members.

Are any current Stora Enso Board members stepping down ahead of the 2026 AGM (SEOAY)?

Yes. Kari Jordan and Reima Rytsölä have announced they are not available for re-election.