At Mowi ASA’s (the “Company”) annual general meeting (“AGM”) on 13 June 2022 the Board of Directors was authorised to grant options under the Share Option Scheme to Senior Executives, as described in Mowi’s updated guidelines for remuneration of leading personnel (the “Guidelines”). On 16 June 2022 the Board of Directors granted 1.57 million options with a strike price of NOK 252.0070, corresponding to 107.5% of the volume weighted average share price on the Oslo Stock Exchange at the date of the AGM, to a total of 31 individuals.
In accordance with the Guidelines, the options have a term of 4 years but will become exercisable immediately if a mandatory bid is made for all of the shares in Mowi, if a voluntary offer is followed-up with a forced transfer of shares in accordance with the Norwegian Securities Trading Act or if Mowi is the non-surviving entity in a merger with another company.
The exercise of 50% of the options awarded to an option holder is conditional on achievement of performance criteria, measured in the development of the share price of the Company's shares compared with those of peers ("Performance-based Options"). The exercise of the remaining 50% of the options awarded to an option holder is not conditional on achievement of such performance criteria ("Ordinary Options").
The number of shares and the strike price will be adjusted for dividends and changes in the equity capital during the term of the option according to the Oslo Stock Exchange's derivative rules and provisions in the option agreements. Total profit through the exercise of Performance-based Options in a year is capped at one year’s salary for the option holder, and total profit through the exercise of Ordinary Options in a year is capped at one year’s salary for the option holder. If the profit exceeds this limit, the number of shares to be issued will be reduced accordingly.
The following primary insiders in the Company have been allocated options according to the above, please see attached allocation details. The primary insiders have the following number of shares and options, adjusted for dividends paid, in the Company.
| Total number of | Options granted | Total options | |
| Name | shares owned | in 2022 | outstanding |
| Ivan Vindheim (CEO) | 7,557 | 200,000 | 760,577 |
| Kristian Ellingsen (CFO) | 897 | 100,000 | 259,841 |
| Øyvind Oaland (COO Farming Norway) | 5,285 | 100,000 | 314,892 |
| Ben Hadfield (COO Farming Scotland, Ireland, Faroes and Canada East) | 7,767 | 100,000 | 480,044 |
| Fernando Villarroel (COO Farming Americas) | 309 | 100,000 | 338,240 |
| Ola Brattvoll (COO Sales & Marketing) | 10,128 | 100,000 | 480,044 |
| Atle Kvist (COO Feed) | 440 | 100,000 | 286,625 |
| Catarina Martins (CTO & Chief Sustainability Officer) | 2,342 | 25,000 | 103,384 |
| Anne Lorgen Riise (Chief HR Officer) | 1,255 | 25,000 | 131,651 |
| Kim Galtung Døsvig (Investor Relations & Head of Treasury) | 1,033 | 25,000 | 131,651 |
This information is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.
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