The decision stems from the company’s long-term variable compensation structure for 2023, known as “LTV I and II 2023,” which forms part of Ericsson’s broader effort to align executive and employee rewards with performance and shareholder value.
At its annual general meeting on March 31, 2026, shareholders approved a measure allowing Ericsson “to retain and sell no more than 70% of LTV I and II 2023 shares of series B in the company.” The authorization is now being put into action to facilitate settlement obligations connected to those incentive awards.
Purpose: covering tax and social security obligations for participants
Ericsson has confirmed that it will use the mandate specifically to manage financial obligations arising from the incentive programme. In practical terms, the company will transfer shares in order to cover costs related to withholding taxes and social security contributions on behalf of participants receiving performance-based equity awards.
This approach is common in large listed companies, where share-based compensation schemes often require mechanisms to ensure tax compliance and liquidity for employees when awards vest.
The company stated that the transactions are intended solely to meet these obligations rather than to adjust its broader capital structure.
Trading window and scale of the planned transactions
The planned transfer of shares may take place on Nasdaq Stockholm between May 18, 2026, and the annual general meeting scheduled for 2027. Pricing will be determined within the prevailing market range at the time of execution, rather than at a fixed rate.
Ericsson currently holds 47,132,698 class B shares in treasury. Under the approved authorization, the maximum number of shares that may be transferred during the period amounts to 1,878,306 class B shares.
While the volume represents only a small portion of the company’s total holdings, the execution reflects routine operational use of previously granted shareholder authority rather than a new equity issuance or capital expansion.
