Itera

Remuneration Information • Jun 22, 2021

ITERA: Share option and purchase programmes

ITERA: Share option and purchase programmes

The board of Itera ASA has in its meeting on 22 June 2021 approved the issuance a share purchase and option programme as long-term incentives for key employees in the company, in addition to a general employee share purchase programme, pursuant to a mandate given by the general meeting on May 25, 2021.

The general share purchase program for employees has limits corresponding to the maximum of the tax rules in Norway in 2021 with a 25% tax-free discount of up to NOK 30,000 in investment. A total of 130 employees subscribed for a total of 268,615 shares.

The extended share purchase programme has restriction on sales for a period of 3 years. The restriction period is considered to be a value-reducing element equivalent to a European put option. If the employee terminates his/her employment with the company before the end of the restriction period, the company has an option to repurchase the shares at a value corresponding to the then current market price minus the original NOK value of the value-reducing restriction period. The subscription price of NOK 10.13 per share is set at the volume-weighted average price for the last ten trading days (1-15 June 2021) before the subscription period, less the original NOK value of the restriction period. A total of 24 employees subscribed to a total of 474,075 shares.

The share option programme from 2017 was finally redeemed with 753,520 options at a strike price of NOK 6.42 per share.

A new share option programme of 775,000 options and a vesting period of up to four years was issued. The exercise price for the options is NOK 13.50, which is equal to the average volume-weighted transaction price on the Oslo Stock Exchange for the period 1-15 June 2021. The exercise price is not adjusted for any dividend payments in the vesting period.

The options can be exercised at the following times:

- with up to 1/3 of the options during the period 01.06.2023-15.06.2024

- remaining options during the period 01.06.2024-15.06.2025

Options that are not exercised within the first exercise period are rolled forward to the next exercise period. The exercising of options is contingent on the employee not having terminated his/her employment at the time of exercise.

In total, Itera ASA has today sold the following number of shares:

- General employee share purchase programme: 268,615 shares

- Extended share purchase programme with restrictions: 474,075 shares

- Settled redemption of options: 615,440 shares. A further 138,080 options were settled for cash.

- Total: 1,358,130 aksjer

Itera ASA’s new holding is 1,647,006 own shares. The total number of outstanding share options is 2,185,000.

The following primary insiders have purchased/sold shares and/or redeemed or been granted options:

CEO Arne Mjøs and through his company, Arne Mjøs Invest:

- Conversion of 57,960 options into shares at a strike price of NOK 6.42 / share

- Purchase of 50,000 shares with a 3-year restriction at a price of NOK 10.13 / share

- Purchase of 205,160 shares at a price of NOK 13.50 / share

The new holding is 24,463,031 shares in addition to 2,600,000 shares at term, a total of 27,063,031 shares (32.9% of the total outstanding shares).

CFO Bent Hammer:

- Conversion of 123,840 options to shares at a strike price of NOK 6.42 / share

- Purchase of 2,223 discounted shares at a price of NOK 10.13 / share

- Allocation of 100,000 options.

The new holding is 506,376 shares and 100,000 options.

Communications Director Ane Gjennestad personally and through Triceps AS:

Conversion of 41,280 options into shares at a strike price of NOK 6.42 / share

- Sale of 41,280 shares at a price of NOK 13.50 / share

- Purchase of 2,223 discounted shares at a price of NOK 10.13 / share

The new holding is 166,242 shares.

COO Anine Ragnif:

- Purchase of 2,223 discounted shares at a price of NOK 10.13 / share

- Purchase of 40,000 shares with a 3-year restriction at a price of NOK 10.13 / share

The new holding is 43,967 shares and 150,000 options.

HR Director Mette Mowinckel:

- Purchase of 30,000 shares with a 3-year restriction at a price of NOK 10.13 / share

The new holding is 34,594 shares and 100,000 options.

Sales Director Bjørn Myrvold:

- Conversion of 68,800 options into shares at a strike price of NOK 6.42 / share

- Sale of 49,000 shares at a price of NOK 13.50 / share

- Purchase of 2,223 discounted shares at a price of NOK 10.13 / share

Allocation of 50,000 options.

The new holding is 74,224 shares and 150,000 options.

Andreas Almquist, board member:

- Conversion of 24,000 options into shares at a strike price of NOK 6.42 / share

- Purchase of 2,223 discounted shares at a price of NOK 10.13 / share

- Purchase of 17,500 shares with a 3-year restriction at a price of NOK 10.13 / share

The new holding is 118,978 shares and 50,000 options.

Anne Nyseter Perez, board member:

- Purchase of 1,112 discounted shares at a price of NOK 10.13 / share

New holding is 1548 shares.

Odd Khalifi, observer for the board:

- Conversion of 24,000 options into shares at a strike price of NOK 6.42 / share

- Purchase of 2,223 discounted shares at a price of NOK 10.13 / share

- Allocation of 50,000 options

The new holding is 101,047 shares and 150,000 options.

Jørgen Mjelde, Deputy to the Board:

- Purchase of 2,223 discounted shares at a price of NOK 10.13 / share

- Purchase of 7,500 shares with a 3-year restriction at a price of NOK 10.13 / share

The new holding is 9,723 shares.

Tom Kr. Foosnæs, deputy to the board:

- Purchase of 2,223 discounted shares at a price of NOK 10.13 / share

The new holding is 15,125 shares and 30,000 options.

For further information:

Bent Hammer, CFO

Tel +47 98215497

bent.hammer@itera.com