Grant of warrants

Company Announcement No. 19-2023

Copenhagen, 31 March 2023

Today, the board of directors has exercised part of its current authorization to issue a total of 823,761 warrants to the Board of Directors, the Executive Management and key managers in Penneo. 

329,730 warrants were granted to the Board of Directors and 494,031 warrants were granted to the Executive Management and key managers in accordance with the newly adopted remuneration policy.

Of the warrants granted to chair Christian Sagild, part of it was granted to complete his entry warrant program. As stated in the 2022 Remuneration Report, Christian Sagild was to be awarded warrants at a value of DKK 600,000 after the Annual General Meeting in 2022 and 2023, respectively, if he is still the Chair of the company. Thus the entry warrant program for Christian Sagild is now considered completed. 

The warrants covered by the entry warrant program vest in 36 equal monthly installments with the first installment vesting on 30 April 2023. Warrants that have not been exercised after five years from the vesting of the last installment will lapse automatically. Warrants can be exercised in periods of four weeks starting the day after the publication of the Company's annual report, half-year report or quarterly report, respectively.

The remaining warrants were granted to the Board of Directors, Executive Management and key managers in accordance with the remuneration policy that was adopted by the General Assembly on 29 March 2023.

The board members and the Executive Management were granted warrants in accordance with the revolving warrant program as mentioned in the remuneration policy, whereas the key managers were granted warrants on a discretionary basis. 

These warrants vest in three equal yearly installments with the first installment vesting on 31 March 2024. Warrants that have not been exercised after three years from the vesting of the last installment will lapse automatically. Warrants can be exercised in periods of two weeks starting the day after the publication of the Company's annual report, half-year report or quarterly report, respectively.

For both schemes the exercise price is fixed at DKK 8.91 per share corresponding to the average of the average share price for the five days prior to the date on which the board of directors decided to grant the warrants. The warrants are issued in accordance with section 4 of the Articles of Association.

The warrants include conditions on accelerated vesting in case of change of control, e.g. a takeover bid, merger or delisting. The theoretical market value of one warrant granted is DKK 2.22 (calculated using the Black Scholes model). The key assumptions for the calculation are a share price of DKK 8.91, an exercise price of DKK 8.91, volatility of 18.05 %, and a risk-free interest rate of 2.75 %.