Sivers Hands Staff 7.28 Million Options and Sends Existing Owners the Bill

Shareholders vote on 22 October on 7.28 million new options carrying a 110% strike and no performance conditions, and on swapping Deloitte for Ernst & Young, both framed as groundwork for a US dual listing due in the first half of 2027. The first grants go out after the Q3 report; the $1.2 billion pipeline behind the plan has so far produced one disclosed production order, worth $8.2 million.

Vincent JiangVincent Jiang · 3 min read
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A patterned compound-semiconductor wafer, the kind of product behind Sivers Semiconductors' expansion plan
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A patterned compound-semiconductor wafer of the kind Sivers makes in Sweden and Scotland. No licensed photograph of the company's executives exists.

The Notice Arrives Before the Money Does

Sivers Semiconductors' owners have three weeks to decide whether they will pay for the company's American ambitions in shares. On 29 September the chipmaker called an extraordinary general meeting in Stockholm for 22 October, record date 14 October 12.

Two items are on the ballot: P11, an options program for staff in the United States, Scotland, Sweden, India and China, and replacing Deloitte with Ernst & Young after ten years as auditor. Both are framed as groundwork for a US dual listing the company expects to complete in the first half of 2027 12.

The Bill Arrives in Options, Not Cash

P11 would grant up to 7,280,000 options, about 2.0% of the enlarged share count 2. Stack the 15,929,025 options already outstanding and the overhang reaches about 6.1% 2. The terms: a 110% exercise price, full vesting only at the third anniversary, and, in the board's own wording, no performance conditions 2. First grants go out immediately after the Q3 2026 report, and the chief executive's category alone runs to 1,000,000 options 2.

The Pipeline Is a Promise, the Order Is a Fact

The pitch for paying now is a growth story that has not reached the accounts. Currency-adjusted product revenue rose 18% in the second quarter while total net sales fell 12% to SEK 53.8 million and operating cash flow ran at minus SEK 70.0 million 3.

The opportunity pipeline hit $1.2 billion in July, up 268% from December 2025, and one production order underpins the 2027 ramp: $8.2 million from ALL.SPACE for Ka-band beamforming ICs 14. The shares still change hands at 37.6 times sales 5.

The Register Has Been Paying All Year

P11 lands on a register reshaped twice this summer: a directed placement of 12,280,701 shares and the conversion of Bootstrap Europe's $12 million loan into 22,847,044 more, roughly 35 million new shares in July alone 36.

P11 stacks onto a register that took on 35 million shares in July

  • Share-equivalents, millions
  • Estimate
0M shares10M shares20M shares30M sharesBootstrap loan conversionExisting option programsJuly directed placementP11 proposalproposed, vote on 22 Oct
Data
Share-equivalents, millions
Bootstrap loan conversion22.85M shares
Existing option programs15.93M shares
July directed placement12.28M shares
P11 proposal (estimate)7.28M shares
Shares or share-equivalents, millions. P11 is the proposed maximum, subject to the 22 October vote. Options outstanding and P11 per the extraordinary general meeting notice of 29 September 2026; July placement and loan conversion per company disclosures reported 10 August 2026. Sources: 2, 6.2,6

The Books Were Rewritten Before the Listing

To meet PCAOB standards ahead of New York, Sivers revised its 2024 and 2025 books, cutting 2024 net revenue to SEK 219.2 million from SEK 243.7 million and widening the 2025 operating loss to SEK 178 million 7. Sweden's Economic Crime Authority is investigating whether the listing plans were leaked, and short seller Ningi Research has publicly questioned roughly 31% of 2025 revenue, allegations that are not formal findings 78.

The consensus target sits 77% below where Sivers closed on 30 September

0 SEK10 SEK20 SEK30 SEK40 SEKMarket close, 30 SepTarget highTarget averageTarget low6 SEK31.48 SEK
Data
SEK per share
Market close, 30 Sep31.48 SEK
Target high8 SEK
Target average7.13 SEK
Target low6 SEK
SEK per share. Nasdaq Stockholm close of 30 September 2026 and analyst consensus (one covering analyst), retrieved the same day. Source: 9.9

The Bull Case Lives in 2027

The case for the dilution is that the demand is physical, not promotional: indium phosphide lasers are sold out across the industry, with Coherent and Lumentum adding capacity as fast as they can 10. Sivers is spending $30 million to expand its Glasgow indium phosphide site to more than 100 million CW-DFB lasers a year, with operations due from the fourth quarter of 2027 1.

July's insider trades point both ways: the chief executive bought 70,000 shares while his chairman sold 275,000 67. The horizon is explicit: "Our North Star remains delivering to our long-term financial model from 2028 onwards" 3. The demand may be real. The options still vest on a clock shareholders are being asked to start today 2.

22 October Is the Tell

Passage needs nine tenths of the votes cast and shares represented 2. Clear it and the first grants land with the Q3 report, the EY handover closes that evening, and the listing runs into the first half of 2027 2. The dilution is dated 22 October; the revenue is dated 2027.

Deepdive

AI-generated from this story and its cited sources. Not investment advice.

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