Employee share option program

The grant of options is based on the authorization from the Company’s annual general meeting 1 April 2020 to issue new shares in connection with the Company’s incentive plan for employees, and the same annual general meeting's adoption of the statement of the board regarding long term incentive plans.

A total of 6 500 000 share options are approved in a groupwide program comprising key employees in the Company fulfilling certain criteria. Each option will give the right to one share in the Company.

Pursuant to the vesting schedule, one third of the options will vest one year after the day of grant, one third of the options will vest two years after the day of grant and one third of the options will vest three years after the day of grant. Vesting requires the option holder still to be an employee in the Company. For the tranches vesting each year, the exercise price per share is NOK 17.25 for 20% of the options, NOK 22.00 for 30% of the options and NOK 28.00 for the last 50% of the options. Options that have not been exercised will lapse 5 years after the date of grant.

Primary insiders in the Company have received the following grants of options, according to the terms described above:

Glen Ole Rødland, Chairman of Axactor SE, has been granted 1 000 000 share options. Following the grant, he holds 0 shares and 1 000 000 options in the Company.

Johnny Tsolis, CEO of Axactor SE, has been granted 750 000 share options. Following the grant, he holds 1 570 000 shares and 1 742 456 options in the Company.

Arnt Andre Dullum, COO of Axactor SE, has been granted 375 000 share options. Following the grant, he holds 41 674 shares and 556 228 options in the Company.

Robin Knowles, Chief of Investments in Axactor SE, has been granted 375 000 share options. Following the grant, he holds 278 180 shares and 692 228 options in the Company.

Vibeke Ly, Chief of Staff in Axactor SE, has been granted 375 000 share options. Following the grant, she holds 0 shares and 541 228 options in the Company.

In addition, the country managers in the Axactor have received the following grants of options, according to the terms described above:

Stina Koren, Country Manager in Axactor Norway, has been granted 375 000 share options. Following the grant, she holds 20 000 shares and 668 713 options in the Company.

Lisa Sohtell, Country Manager in Axactor Sweden, has been granted 375 000 share options. Following the grant, she holds 0 shares and 718 713 options in the Company.

Jarkko Jalonen, Country Manager in Axactor Finland, has been granted 375 000 share options. Following the grant, he holds 366 108 shares and 668 713 options in the Company.

Steffen Fink, Country Manager in Axactor Germany, has been granted 375 000 share options. Following the grant, he holds 0 shares and 375 000 options in the Company.

Antonio Cataneo, Country Manager in Axactor Italy, has been granted 375 000 share options. Following the grant, he holds 0 shares and 568 713 options in the Company.

Andres Lopez, Country Manager in Axactor Spain, has been granted 500 000 share options. Following the grant, he holds 1 177 525 shares and 901 313 options in the Company.

David Martin, Country Manager in Axactor Spain, has been granted 500 000 share options. Following the grant, he holds 1 177 525 shares and 901 313 options in the Company.

Out of the 6 500 000 share options approved, 750 000 share options are kept for future allocations.