Bonesupport : The Nomination Committees proposals and reasoned statement

The English text is an unofficial translation. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.

The Nomination Committee's proposals and reasoned statement for the annual general meeting 2024

1. Background
   In accordance with the guidelines adopted by the annual general meeting in BONESUPPORT HOLDING AB (the "Company") on 17 May 2023, a Nomina- tion Committee has been appointed and announced through publication of the Q3 2023 interim report, on 26 October 2023. The Nomination Committee has consisted of Jan Särlvik, appointed by Fjärde AP-fonden (AP4), Staffan Lindstrand, appointed by HealthCap V L.P. and Caroline Sjösten, appointed by Swedbank Robur Fonder AB. Staffan Lindstrand has been the chairperson of the Nomination Committee. In addition, Lennart Johansson, the chairperson of the board, has been co-opted to the Nomination Committee except from when the Nomination Committee has considered the question regarding the chairperson of the board and his remuneration.
2. The Nomination Committee's proposals for the annual general meeting 2024
   The Nomination Committee submits the following proposals for resolutions: Item 2: Election of chairperson of the meeting
   The Nomination Committee proposes to the annual general meeting that attor- ney Madeleine Rydberger is elected as chairperson of the meeting.
   Item 10: Determination of the number of members of the board and the number of auditors
   The Nomination Committee proposes to the annual general meeting that the number of the members of the board shall be five. Furthermore, it is proposed that one registered accounting firm is appointed as auditor until the end of the next annual general meeting.
   Item 11: Determination of fees to the board of directors and the auditor
   The Nomination Committee proposes to the annual general meeting that board remuneration shall be paid with SEK 475,000 to the chairperson of the board (SEK 450,000 previous year) and with SEK 235,000 to each of the other board members who are not employed by the Company (SEK 225,000 previous year). It is further proposed that remuneration for committee work shall be paid with SEK 165,000 to the chairperson of the audit committee (SEK 150,000 previous year), with SEK 80,000 to each of the other members of the audit committee (SEK

The English text is an unofficial translation. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.

75,000 previous year), with SEK 60,000 to the chairperson of the remuneration committee (SEK 60,000 previous year) and with SEK 30,000 to each of the other members of the remuneration committee (SEK 30,000 previous year). The Nomination Committee also proposes that additional remuneration of SEK 100,000 (corresponding to approximately USD 10,000) shall be paid to the board member Mary I O'Connor as compensation for lost time due to travel to and from the Company.

The Nomination Committee further proposes that the board members Lennart Johansson, Mary I O'Connor and Christine Rankin together shall receive an extended board remuneration of a total of SEK 945,000, subject to (i) the board member acquiring shares in BONESUPPORT HOLDING AB for the entire extended board remuneration (after tax) as soon as possible after the annual general meeting's resolution and the payment of the extended board remuneration, and (ii) the board member undertakes not to sell the shares during the board member's entire term of office at BONESUPPORT HOLDING AB. The extended board remuneration shall be distributed as follows: SEK 475,000 to the chairperson of the board, corresponding to 100 percent of the ordinary board remuneration to the chairperson of the board, and SEK 235,000 to each of Mary I O'Con- nor and Christine Rankin, corresponding to 100 percent of the ordinary board remuneration to each of the other board members who are not employed by the Company. In the event that the board member before the next annual general meeting is dismissed as a result of breach of his or hers obligations as a board member or leaves the board at his or hers own request, the board member is obliged to repay the entire extended board remuneration (after tax). Prior to the proposal for increased board fees for the purchase of shares, the Nomination Committee has held discussions with all current board members, whereby Håkan Björklund and Björn Odlander have informed that they choose to waive the extended board remuneration.

Lennart Johansson has not participated in the Nomination Committee's consideration of the proposal in the part it refers to himself.

Remuneration to the auditor is proposed to be paid in accordance with invoiced amounts in accordance with customary charging standards.

Item 12: Election of members of the board, chairperson of the board and election of auditor

The Nomination Committee proposes to the annual general meeting that Håkan Björklund, Lennart Johansson, Mary I O'Connor, Björn Odlander and Christine Rankin are re-elected as ordinary board members. The Nomination Committee further proposes to the annual general meeting that Lennart Johansson is reelected as chairperson of the board.

The English text is an unofficial translation. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.

Information on the board members proposed for re-election can be found at the Company's website, www.bonesupport.com, and in the annual report.

Furthermore, the Nomination Committee proposes to the annual general meet- ing, in accordance with the recommendation from the audit committee, that Ernst & Young AB is re-elected as accounting firm for the period until the end of the 2025 annual general meeting. Ernst & Young AB has announced that, provided that the Nomination Committee's proposal is approved by the annual general meeting, the authorized public accountant Henrik Rosengren will continue to be the auditor in charge.

3. Description of the Nomination Committee's work and the Nomination Com- mittee's reasoned statement

1. The composition of the Nomination Committee was announced on 26 October 2023.
2. The Nomination Committee has held three meetings and has also had additional contacts. The Nomination Committee has applied the instruction for the Nomi- nation Committee which was adopted by the annual general meeting on 17 May 2023.
3. The Company's shareholders have been informed on the Company website, that it has been possible to submit proposals to the Nomination Committee. No such proposals have been submitted.
4. Following the constitution of the Nomination Committee, the Nomination Com- mittee has oriented itself with regard to how the work in the board of directors has been conducted and how it works as well as with regard to the Company's strategy and future challenges. The Nomination Committee has furthermore evaluated the competence and experience that the members of the board should possess, which has served as guidance for the Nomination Committee's work. The chairperson of the board has ensured that the Nomination Committee has received relevant information about the board work during the year, as well as the board evaluation which has been carried out by the members of the board.
5. The Nomination Committee makes the assessment that the board of directors has worked well during the period and that the members of the board who are available for re-election together possess the competence and the qualifications required to lead the Company's continued development.
6. The Nomination Committee further makes the assessment that the proposed composition of five members of the board is well in line with the Company's

The English text is an unofficial translation. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.

needs and with the requirements of the Swedish Corporate Governance Code (Sw. Svensk kod för bolagsstyrning) (the "Code").

1. In light of the foregoing, the Nomination Committee has concluded that the pro- posed board of directors composed of five members meets the requirements well with regard to the Company's operations, stage of development, current situa- tion, future alignment and other circumstances as well as the requirements of breadth in terms of qualifications, experience and background of the members of the board elected by the annual general meeting.
2. The Nomination Committee has also discussed the requirement for diversity as set forth in the Code. The Nomination Committee looks at diversity in terms of areas of competence, background, international experience and gender balance. The Nomination Committee can conclude that the proposed composition of the board of directors consists of 2 women and 3 men. The gender diversity is thus 40% / 60%. The Nomination Committee's ambition is that the gender balance shall increase further over time.
3. When assessing the independence of the proposed board members, the Nomina- tion Committee has found that the proposed composition of the board of the Company meets the requirements regarding independence set forth in the Swe- dish Corporate Governance Code.

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April 2024

The Nomination Committee in BONESUPPORT HOLDING AB (publ)