Share-Based Payments | Note 10 Share-Based Payments Option Program Calliditas implements option programs for employees and key consultants in Calliditas. The options are granted free of charge to participants of the program. The options have a three-year vesting period calculated from the grant date, provided that, with customary exceptions, the participants remain as employees of, or continue to provide services to, Calliditas. Once the options are vested, they can be exercised within a one-year period. Each vested option entitles the holder to acquire one share in Calliditas at a predetermined price. The price per share is to be equivalent to 115% of the weighted average price that the company’s shares were traded for on Nasdaq Stockholm during the ten trading days preceding the grant date. The options have, at the time of each issue, been valued according to the Black & Scholes valuation model. Changes and holdings of options for CEO, other executive management and other employees on the opening and closing balance are presented below. Options Outstanding as of Holder January 1, 2021 Change December 31, 2021 Change December 31, 2022 Renée Aguiar-Lucander, CEO 225,000 71,000 296,000 295,000 591,000 Other executive management 415,000 120,000 535,000 520,000 1,055,000 Other employees and consultants 449,000 1,009,000 1,458,000 848,166 2,306,166 Total 1,089,000 1,200,000 2,289,000 1,663,166 3,952,166 Calculation of fair value of option program (ESOP) The fair value on the grant date was calculated using an adapted version of the Black & Scholes valuation model, which takes into consideration the exercise price, the term of the options, share price on the grant date and expected volatility in the share price, and risk-free interest for the term of the options. Fair value Upon No. of Shares Issue of the Options, Exercise Covered by Grant Date Exercised Date SEK Price, SEK Volatility Options ESOP 2020:1 July 1, 2020 July 1, 2023 22.14 121.43 39.60 % 836,500 ESOP 2020:2 September 17,2020 September 17,2023 22.50 116.78 41.60 % 104,000 ESOP 2020:3 February 4, 2021 February 4, 2024 30.41 145.05 44.30 % 37,000 ESOP 2020:4 March 9, 2021 March 9, 2024 30.41 141.26 45.20 % 394,166 ESOP 2021:1 June 14, 2021 June 14, 2024 35.88 140.71 46.00 % 500,000 ESOP 2021:2 September 29, 2021 September 29, 2024 25.72 109.38 47.50 % 329,500 ESOP 2021:3 March 17, 2022 March 17, 2025 27.64 93.77 43.84 % 650,000 ESOP 2022:1 September 27, 2022 September 27, 2025 26.57 94.66 45.14 % 1,101,000 3,952,166 The total cost of the outstanding option program is presented below. These costs do not affect the Groups consolidated statements of cash flows. The Group has in total 5,000,000 warrants which are set aside to secure the delivery of shares in connection with the utilization of the option programs. For additional information see Note 25 Equity. Year Ended December 31, 2022 2021 2020 Share-based payments 34,549 24,737 5,304 Provisions attributable to changes in social security costs (Share-based payments) 234 9,992 3,164 Total 34,783 34,729 8,468 Share Awards Calliditas implements share awards programs which is a performance-based long-term incentive program for members of the Board of Directors in Calliditas. Calliditas currently has three share award programs ongoing at year-end. For each share award program, the share awards are vested by 1/3 at the end of each period, provided that the participant is still a member of the Board of Calliditas that day. In addition to these conditions for vesting, for each share award program, the share awards are subject to performance-based vesting based on the development of Calliditas share price. If Calliditas share price has increased by more than 60 percent, 100 percent of the share awards shall be earned, and if the share price has increased by 20 percent, 33 percent of the share awards shall be vested. In the event of an increase in the share price by between 20 and 60 percent, vesting will be linear. If the share price has increased by less than 20 percent, no vesting will take place. Each share award entitles the holder to receive a share in Calliditas free of charge, provided that the holder is still a member of the Board of Calliditas at the relevant vesting date. Changes and holdings of share awards for the Board on the opening and closing balance are presented below: Board LTIP 2019 Share Awards Outstanding as of Holder January 1, 2021 Change December 31, 2021 Change December 31, 2022 Elmar Schnee, Chairman of the Board 23,236 — 23,236 (23,236) — Thomas Eklund, Board member (until June, 2020) 2,816 — 2,816 (2,816) — Hilde Furberg, Board member 8,449 — 8,449 (8,449) — Lennart Hansson, Board member (until May, 2022) 8,449 — 8,449 (8,449) — Diane Parks, Board member 8,449 — 8,449 (8,449) — Total 51,399 — 51,399 (51,399) — Board LTIP 2020 Share Awards Outstanding as of Holder January 1, 2021 Change December 31, 2021 Change December 31, 2022 Elmar Schnee, Chairman of the Board 14,063 — 14,063 — 14,063 Hilde Furberg, Board member 4,327 — 4,327 — 4,327 Lennart Hansson, Board member (until May, 2022) 4,327 — 4,327 (1,443) 2,884 Diane Parks, Board member 4,327 — 4,327 — 4,327 Molly Hendersson, Board member 4,327 — 4,327 — 4,327 Total 31,371 — 31,371 (1,443) 29,928 Board LTIP 2021 Share Awards Outstanding as of Holder January 1, 2021 Change December 31, 2021 Change December 31, 2022 Elmar Schnee, Chairman of the Board — 10,624 10,624 — 10,624 Hilde Furberg, Board member — 4,086 4,086 — 4,086 Lennart Hansson, Board member (until May, 2022) — 4,086 4,086 (2,724) 1,362 Diane Parks, Board member — 4,086 4,086 — 4,086 Molly Henderson, Board member — 4,086 4,086 — 4,086 Total — 26,968 26,968 (2,724) 24,244 Board LTIP 2022 Share Awards Outstanding as of Holder January 1, 2021 Change December 31, 2021 Change December 31, 2022 Elmar Schnee, Chairman of the Board — — — 13,926 13,926 Hilde Furberg, Board member — — — 5,356 5,356 Diane Parks, Board member — — — 5,356 5,356 Molly Hendersson, Board member — — — 5,356 5,356 Henrik Stenqvist, Board member — — — 5,356 5,356 Elisabeth Björk, Board member — — — 5,356 5,356 Total — — — 40,706 40,706 For each share award program, calculation of fair value of share-based payments (Board LTIP) Fair value at grant day has been measured using a Monte Carlo simulation of future share price developments. The simulated share price trend has been used to both calculate the outcome of the program and the value of each share at the time of acquisition (present value adjusted to the grant date). Fair Value Number Exercised at Grant of Share Date Date Awards Board LTIP 2019 June 1, 2022 22.49 51,399 Board LTIP 2020 July 1, 2023 33.97 29,928 Board LTIP 2021 July 1, 2024 62.95 24,244 Board LTIP 2022 July 1, 2025 51.54 40,706 The total cost of the outstanding share-based payments is presented below. These total costs do not affect the Groups consolidated statement of cash flows. The Group has in total 72,000 warrants, which are set aside to secure the delivery of shares in connection with the exercise of the share award programs. For additional information see Note 25 Equity. Year Ended December 31, 2022 2021 2020 Share-based payments 1,531 876 267 Provisions attributable to changes in social security costs (Share-based payments) (1,614) 297 207 Total (83) 1,173 474 Warrants Calliditas has implemented warrant programs for employees and key consultants in Calliditas. When warrant is exercised, the holder pays a subscription price and then receives one common share in the Parent Company. The warrants have been valued according to the Black & Scholes model, which means the value of the warrant depends on factors including the value of the underlying share, which in this case is the common share. For the programs initiated in 2018 and 2019, the observation period was short for the underlying share and the volatility was then based on the observation period with a discount as it normally decreases as the share’s history becomes longer. The risk-free interest rate is at the same level as Swedish government bonds with a corresponding term. Dividends are assumed to amount to zero during the period until the date of expiration. Warrants Outstanding as of Inputs used for the Black & Scholes valuation December 31, December 31, Exercise Price, Price per Value per Outstanding Warrants per Year 2021 2022 SEK Warrant in SEK Share in SEK Risk-Free Rate Volatility Expiration Date Warrant program 2018/2022 856,586 — 74.30 3.29 46.50 (0.28%) 33 % 2022-03-31 Warrant program 2019/2022 422,500 — 74.50 6.69 * 54.39 * (0.55%) * 36 %* 2022-12-31 Total 1,279,086 — * Average value Changes and holdings of warrants for the Board, CEO, other executive management and other employees and consultants on the opening and closing balance are presented below; Warrants Outstanding as of Holder January 1, 2021 Change December 31, 2021 Change December 31, 2022 CEO Renée Lucander 545,000 — 545,000 (545,000) — Other executive management 437,500 — 437,500 (437,500) — Other employees, consultants and external parties 296,586 — 296,586 (296,586) — Total 1,279,086 — 1,279,086 (1,279,086) — Summary of Granted Warrants, Options and Share Awards Options Share Awards Warrants Weighted Average Weighted Average Weighted Average Number of Shares Exercise Prices Number of Shares Exercise Prices Number of Shares Exercise Prices Outstanding as of January 1, 2021 1,089,000 120.94 82,770 — 1,279,086 74.37 Granted 1,331,000 133.48 26,968 — — — Forfeited (131,000) 121.78 — — — — Outstanding as of December 31, 2021 2,289,000 128.18 109,738 — 1,279,086 74.37 Outstanding as of January 1, 2022 2,289,000 128.18 109,738 — 1,279,086 74.37 Granted 1,751,000 94.33 40,706 — — — Forfeited (87,834) 133.33 (4,167) — — — Exercised — — (51,399) — (1,279,086) 74.37 Outstanding as of December 31, 2022 3,952,166 113.07 94,878 — — — Weighted average share price at the date of exercise — — 102.06 — 91.45 — |