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Copenhagen, Denmark, April 19, 2026 — Zealand Pharma A/S (“Zealand Pharma”) (Nasdaq: ZEAL) announced the implementation of long-term incentive programs for 2026 (“LTIP”) for its Board of Directors, Corporate Management and employees, in accordance with the company’s remuneration policy adopted at the annual general meeting held on March 20, 2024.
Zealand Pharma said it has made the following awards under its long-term incentive program, granting a total of:
The company said the allocation of RSUs and PSUs was determined based on the average share price over the five trading days on Nasdaq Copenhagen A/S following the company’s Annual General Meeting 2026.
Zealand Pharma noted that the number of granted RSUs and PSUs may be adjusted to reflect changes in share capital structure or other significant events, subject to an independent calculation performed by the company’s auditor or another independent third party.
In addition to the grants described above, the Board approved a reserve for off-cycle grants during the remainder of 2026 to support continued growth. Off-cycle grants are expected to follow the terms of LTI 2026 applicable to each participant category, with grant date valuation expected to be based on the average share price following the company’s release of quarterly or semi-annual financial reports.
The reserve represents an additional off-cycle allocation of up to approximately one-fifth of the total grant described above.
Zealand Pharma said Board members serving on its Audit Committee, Remuneration Committee and/or Scientific Committee received additional RSU grants in accordance with the remuneration policy, and these grants are included in the total RSU figure disclosed above.
For the 2026 RSU grants to the Board of Directors, RSUs vest annually in equal tranches over three years, at annual general meetings, from April 19, 2026 until the AGM in 2029.
The company stated that, for any financial year, the total number of RSUs granted to any Board member cannot exceed 8,000 RSUs. It also said the total value of RSUs granted to the Chair of the Board cannot exceed DKK 3 million at the time of grant, while committee members (other than the Chair) are capped at DKK 1.5 million and other Board members not serving on a committee are capped at DKK 600,000.
Each vested RSU entitles the holder to receive one share in Zealand Pharma at no cost, subject to conditions including continued service on the Board (or relevant committee) for the full elected term.
Zealand Pharma said Board members are also subject to a shareholding requirement to be met within two years from the date of first election, provided they continue to serve on the Board. The required holding equals 200% of the annual RSU grant value, as determined at the grant date.
The company estimated the fair market value of the Board RSU grants at DKK 11.6 million, based on a fair market value per RSU of DKK 329.30, determined using the closing price on Nasdaq Copenhagen A/S on the latest trading day preceding the grant date.
Zealand Pharma said members of Corporate Management are eligible to receive annual grants of PSUs and RSUs.
The PSU component is free of charge and subject to predefined performance targets. The company said PSUs vest based on market-based goals intended to encourage share performance against comparable companies, including total shareholder return performance against the Nasdaq Biotechnology Index.
Depending on goal fulfillment, PSUs may vest between 0% and 150% after three years (on April 19, 2029). For the 2026 RSU grants to Corporate Management, RSUs vest annually in equal tranches over three years, from April 19, 2026 to April 19, 2029.
Each vested RSU entitles the holder to receive one share in Zealand Pharma at no cost, subject to conditions including continued employment. Zealand Pharma said each vested RSU equals one share, while PSUs convert into a number of shares equal to between 0% and 150% of the PSUs, depending on achievement of performance targets.
The company estimated the fair market value of the Corporate Management RSUs and PSUs at DKK 115.3 million, based on each RSU and PSU having a fair market value of DKK 329.30 per share. It said the fair market value of the RSUs is determined based on the closing price on Nasdaq Copenhagen A/S on the latest trading day preceding the grant date.
Zealand Pharma also stated that, for the financial year 2026, the total aggregated value of grants under the long-term incentive programs (including RSUs and PSUs) cannot exceed 400% of the fixed annual salary for the CEO and 250% for other members of Executive Management.
Executive Management members are subject to a holding requirement to be met within five years from becoming part of Executive Management. Zealand Pharma said the holding requirement amounts to 200% of the fixed annual salary for the CEO and 100% for other members of Executive Management.
For the 2026 RSU grants to U.S. employees, RSUs vest annually in equal tranches over three years, from April 19, 2026 to April 19, 2029. Each vested RSU entitles the holder to receive one share in Zealand Pharma at no cost, subject to conditions including continued employment.
Zealand Pharma estimated the fair market value of the U.S. employee RSU grants at DKK 24.0 million, based on each RSU having a fair market value of DKK 329.30 per share, determined using the closing price on Nasdaq Copenhagen A/S on the latest trading day preceding the grant date.
For the 2026 RSU grants to employees in Denmark, RSUs vest after three years (on April 19, 2029). Each vested RSU entitles the holder to receive one share in Zealand Pharma at no cost, subject to conditions including continued employment.
The company estimated the fair market value of the Danish employee RSU grants at DKK 92.4 million, based on each RSU having a fair market value of DKK 329.30 per share, determined using the closing price on Nasdaq Copenhagen A/S on the latest trading day preceding the grant date.
Zealand Pharma A/S (Nasdaq: ZEAL) is a biotechnology company focused on advancing medicines for obesity and metabolic health. The company said it combines more than 25 years of peptide R&D expertise with a proprietary data platform using advanced data-driven and AI/ML approaches. Zealand Pharma said more than 10 invented drug candidates have entered clinical development, with two products reached the market and three candidates in late-stage development. The company has collaborations with global pharmaceutical and biotechnology partners for research, development and commercialization. Founded in 1998, Zealand Pharma is headquartered in Copenhagen, Denmark, with a U.S. presence in Boston, Massachusetts.
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