Full Press Release Details
of annual general meeting
25 May 2021 at 15:00 (CEST)
The board of directors hereby convenes the Annual
General Meeting of Evaxion Biotech A/S, company registration (CVR) no. 31 76 28 63 (the "Company"), to be held on
Tuesday 25 May 2021 at 15:00 (CEST)
at c/o Evaxion Biotech A/S, Dr Neergaards Vej
5F, 2920 H rsholm, Denmark.
AND COMPLETE PROPOSALS
The board of directors proposes that
attorney-at-law Lars L thjohan Jensen be elected as chairman of the general meeting.
The board of directors recommends that
the Company's audited annual report for the financial year 2020 be approved. The audited annual report is available on the Company's website.
The board of directors proposes that
the loss be transferred to the next financial year.
The board of directors currently consists
of the following members: Marianne S gaard (chairperson), Helen Marie Boudreau, Jo Ann Suzich, Roberto Prego Pineda and Steven
Jo Ann Suzich and Helen Marie Boudreau
have informed the board of directors that they do not stand for re-election. All other members seek re-election to the board of directors.
The board of directors proposes the
re-election of Marianne S gaard, Roberto Prego Pineda and Steven J. Projan.
In addition, the board of directors
proposes that Lars Holtug be elected as a new member of the board of directors.
The board of directors proposes that
EY Godkendt Revisionspartnerselskab, CVR no. 30700228, be re-elected as the auditor of the Company.
The board of directors does not propose
changes to its existing authorization to issue warrants.
The board of directors proposes to
amend the Company's articles of association in accordance with the draft articles of association enclosed hereto as Appendix 1
in order to reflect the recent listing of American Depositary Shares on Nasdaq, New York.
The board of directors proposes to
authorize the chairman of the meeting (with a right of substitution) on behalf of the Company to apply the Danish Business Authority for
registration of the resolutions passed by the general meeting and in this connection to make any such amendments to the documents prepared
for such resolutions that may be required for registration with the Danish Business Authority.
H rsholm, Denmark, 29 April 2021
The board of directors of Evaxion Biotech A/S
Chairperson of the board of directors
Adoption requirements
The proposal under agenda item 8 must be adopted
by a majority of not less than two thirds of all votes cast and of the share capital represented at the Annual General Meeting.
All other proposals of the agenda may be adopted
by a simple majority of the votes cast.
Share capital and voting rights
The Company's nominal share capital currently
amounts to DKK 19,198,668 divided into 19,198,668 shares of DKK 1 nominal value. At the Annual General Meeting, each share carries one
The right of a shareholder to attend the Annual
General Meeting and to vote in respect of his/her shares is determined on the basis of the shares held by the shareholder at the Annual
General Meeting. The shareholdings and voting rights are calculated on the basis of entries in the register of shareholders and any notice
of ownership received by the Company for the purpose of registration in the register of shareholders.
Furthermore, participation is conditional upon
the shareholder having timely notified the Company of his/her attendance as described below.
Information to online participants
In order to protect the health and safety of all, and given the Danish
authorities' restrictions on assembly, we strongly recommend that shareholders make use of the possibility to give proxy or vote by correspondence
and follow the Annual General Meeting online instead of attending in person.
The Annual General Meeting will be broadcasted live in English. For
shareholders attending online, a link will be available at the Company's website: www.evaxion-biotech.com/agm2021.
Shareholders can vote by proxy no later than 21
May 2021 at 11:59 (CEST).
The proxy can be submitted in writing by using
the proxy form which is attached to the convening notice and can be downloaded from the Company's website: www.evaxion-biotech.com/agm2021.
If the form is used, it must be completed, signed and forwarded to Computershare A/S, Lottenborgsvej 26 D, 1st floor, DK-2800 Kgs. Lyngby,
Denmark, by mail or by fax no. + 45 45460998. Computershare must receive completed proxy forms no later than 21 May 2021 at 11:59
Proxies may also be granted electronically on
the Company's website, www.evaxion-biotech.com/agm2021, or on the website of Computershare, www.computershare.dk, by using
a Computershare username and password. Usernames and passwords will be sent to all shareholders by email. Electronic proxies must be
granted no later than 21 May 2021 at 11:59 (CEST).
Votes by correspondence
Shareholders can vote by correspondence no later
than 21 May 2021 at 11:59 (CEST).
The vote by correspondence can be submitted in
writing by using the correspondence form which is attached to convening notice and can be downloaded from the Company's website: www.evaxion-biotech.com/agm2021.
If the form is used, it must be completed, signed and forwarded to Computershare A/S, Lottenborgsvej 26 D, 1st floor, DK-2800 Kgs. Lyngby,
Denmark, by mail or by fax no. + 45 45460998.
It is also possible to vote electronically on
the website of Computershare, www.computershare.dk, by using Computershare username and password.
Questions from shareholders
Shareholders may submit questions concerning
the agenda or the Company in general no later than 21 May 2021 at 11:59 (CEST) forwarded to Lars Wegner at lsw@evaxion-biotech.com.
The Company will aim to answer such questions
at the Annual General Meeting.
Additional information
On the Company's website, www.evaxion-biotech.com/agm2021,
the following information is available:
The convening notice will also be forwarded in
writing to all shareholders recorded in the register of shareholders who have requested such notification.
The Annual General Meeting will be conducted in
English according to section 4.7 of the Company's articles of association.