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Zealand Pharma starts long-term incentive programs for

Corporate announcement – No. 9/2025

Zealand Pharma starts long-term incentive programs for the board of directors for Zealand Pharma, company management and employees for 2025

Copenhagen, Denmark, April 19, 2025 -Zealand Pharma A/S (“The Company” Or “Zealand Pharma”) (NASDAQ: ZEAL) (CVR-No. 20045078), A Biotechnology Company Focused on the Discovery and Development of Innovative Peptide-Based Medicines, Announces the Implementation of Long-Tterm Incentive Programs for 2025 (the “LTIP”) for Zealand Pharma’s Board of Directors, Corporate Management and Employees in Accordance with the remuneration policy of Zealand Pharma and the general guidelines for the incentive wages, which was adopted at the Announcement on March 20, 2024 (“remuneration policy”).

Long -term incentive program

Zealand Pharma received the following awards in his long-term incentive plan. It forgiven:

  • 29,169 Units restricted shares (“RSUS”) for the Board of Directors from Zealand Pharma
  • 96,788 Performance stock units (“PSUS”) and 96,788 RSUs were awarded to Zealand Pharma’s company management
  • 18,502 RSus were awarded to the US employees of Zealand Pharma and
  • 128,519 RSUs were awarded to the employees of Zealand Pharma in Denmark (with the exception of members of the company management).

Zealand Pharma implemented the LTIP to be based on selected peers European and US Biotech colleagues, and it is intended to achieve long-term performance, to organize the interests of corporate management and employees with those of the shareholders of Zealand Pharma and to support the attraction, storage and motivation of first-class talent.

The number of self -evident RSUs and PSUs can be adjusted due to the EC, changes to the share capital structure of Zealand Pharma or other important events, subject to calculation of the Auditor of Zealand Pharma or an independent third party.

Board RSUS

To the extent that the board member has an additional role as a member of the Zealand Pharma examination board, the remuneration committee and/or the scientific committee, the board member received an additional granting of RSUs in accordance with remuneration policy. Such grants are included in the total number mentioned above.

With regard to the RSU subsidies from 2025 to the Board of Directors, RSUs will be distributed for the same tranches for the same tranches (from April 19, 2025 to the General Assembly 2028) for over three years.

For a certain financial year, the total number of RSUs, which was granted to a member of the board of directors, may not exceed 8,000 RSUs, and at the time the granting, the total value of RSUS cannot exceed the chairman of the board of directors an amount of 3 million DKK. For board members who work in a committee (except the chairman of the board of directors), the total value of DKK must not exceed 1.5 million, and for other board members who are not active in one committee, the total value DKK must not exceed 600,000. Each RSU entitles the owner to receive a share in Zealand Pharma at no cost at certain conditions, which include the continued service of the board member on the Board of Directors (or if necessary relevant) for the full term of the elected elections.

The members of the Board of Directors are also subject to a stopping requirement that is to be met within two years of the first elected board member if they are still members of the Board of Directors. This is intended to align the interests of the board of directors and the shareholders. The holding requirement for the members in question is 200% of their annual RSU scholarship value, as specified at the time of the subsidy date.
The granting of RSUs for the members of the Board of Directors as part of this program will have an estimated fair market value of DKK 12.4 million, based on each RSU with an accompanying current value of DKK 424.50.

The fair market value of the RSUS is determined as the closing course of the shares of Zealand Pharma to Nasdaq Copenhagen on the trading day before the grant.

Company management -rsus and psus

Members of the company management can receive annual granting of PSUS and RSUs.
The PSU element of the award is free of fulfilling certain predefined performance goals. As a result, based on certain predefined market -based goals that promote the performance of shares against comparable companies (e.g.

Depending on the fulfillment of the goals, the PSUS can transmit between 0% and 150% after three years (on April 19, 2028). With regard to the RSU subsidies 2025 to Zealand Pharma’s company management, RSUS will be broadcast for the same tranches (from April 19, 2025 to April 19, 2028) for over three years. Each RSU entitles the owner to receive a share in Zealand Pharma free of charge and under certain conditions that contain the continued employment of the owner at Zealand Pharma.

The granting of RSUS and PSUS for the company management of Zealand Pharma as part of the above -mentioned programs will have an estimated, fair market value of 82.2 million DKK, based on each RSU and PSU with an accompanying current value of DKK 424.50 per share. The market value of RSUS and PSUS to be accompanied by Zealand Pharma to Nasdaq Copenhagen a/s on the trading day before the subsidy is determined as the closing price of Zealand Pharma.

Each RSU corresponds to a share in Zealand Pharma, while psus is converted into a number of shares between 0% and 150% of the psus depending on the achievement of the performance goals.

For the 2025 financial year, the total value of grants as part of the long -term incentive programs, including RSUs and PSUs, may not exceed 400% of the fixed annual content for CEO and 250% for other members of the managing director.

The members of the Executive Management are also subject to a retention order that is to be met within a period of five years from the time of the member of the Executive Management. This is intended to align the interests of executive management and shareholders. The prerequisite for the members in question is 200% of the fixed annual content for CEO and 100% for other members of the managing director.

US employee RSUS

With regard to the RSU subsidies from 2025 to the US employees, the RSUS will be broadcast the same tranches annually over three years (from April 19, 2025 to April 19, 2028). Each RSU entitles the owner to receive a share in Zealand Pharma free of charge and under certain conditions that contain the continued employment of the owner at Zealand Pharma.

The granting of RSUs to US employees as part of this program will have an estimated fair market value of DKK 7.9 million, based on each RSU with an at the time value of 424.50 DKK per share. The fair market value of the RSUS is determined as the closing course of the proportion of Zealand Pharma to Nasdaq Copenhagen a/s on the trading day before the grant.

Restricted RSUs entitles the owner to receive the shares in Zealand Pharma free of charge, subject to continued employment of the owner throughout the overall time. Each RSU corresponds to a share in Zealand Pharma.

RSUS to employees in Denmark

With regard to the RSU subsidies 2025 to the employees in Denmark, the RSUS will be broadcast after three years (on April 19, 2028). Each RSU entitles the owner to receive a share in Zealand Pharma free of charge and under certain conditions that contain the continued employment of the owner at Zealand Pharma.

The granting of RSUS for Danish employees as part of this program will have an estimated accessories of DKK 54.6 million, based on each RSU with an accompanying current value of DKK 424.50 per share. The fair market value of the RSUS is determined as the closing course of the proportion of Zealand Pharma to Nasdaq Copenhagen a/s on the trading day before the grant.

Restricted RSUs entitles the owner to receive the shares in Zealand Pharma free of charge, subject to continued employment of the owner throughout the overall time. Each RSU corresponds to a share in Zealand Pharma.

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About Zealand Pharma A/S
Zealand Pharma A/S (Nasdaq: Eseal) (“Zealand”) is a biotechnology company that focuses on the discovery and development of medication on peptide base. More than 10 drug candidates invented by Zealand are built into clinical development, two of which have reached the market and three candidates in the late stage are developed. The company has development partnerships with a number of blue chip pharmaceutical companies and commercial partnerships for its marketed products.

Zealand was founded in 1998 and has its headquarters in Copenhagen, Denmark, with a presence in the United States. Further information on the business and activities of Zealand can be found at www.zealandpharma.com.

contact
Adam Lange (investors)
Vice President, Investor Relations
Zealand Pharma
E -mail: [email protected]

Neshat ahmadi (investors)
Investor Relations Manager
Zealand Pharma
E -Mail: [email protected]

Anna Krassowska, PhD (investors and media)
Vice President, Investor Relations & Corporate Communications
Zealand Pharma
E -mail: [email protected]

(Tagstotranslate) Copenhagen exchange: zeal

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