ORION CORPORATION
STOCK EXCHANGE RELEASE – OTHER INFORMATION DISCLOSED ACCORDING TO THE RULES OF THE EXCHANGE 


25 FEBRUARY 2025 at 12.35 EET
        
Orion Corporation: The Board of Directors of Orion Corporation decided on incentive programs for the company’s key persons

The Board of Directors of Orion Corporation has decided on new share-based incentive programs for the Group’s key persons: a Long-term Incentive Program and a Restricted Share Unit Plan 2025–2027. The aim of the programs is to combine the objectives of the shareholders and the key persons in order to increase the value of the company, to commit the key persons to the company, and to offer them a competitive reward program based on earning and holding the company’s shares.

The Long-term Incentive Program consists of annually launched performance share plans, offering participants the opportunity to earn Orion Corporation class B shares of the company as a long-term incentive. Each plan includes a three-year earning period, after which any earned shares are delivered to the participants. The launch of each new plan within the program, including the maximum number of shares to be awarded, the number of participants, their earning opportunities, and the performance criteria and targets, is subject to separate approval by the Board of Directors.

The first plan of the Long-term Incentive Program has an earning period spanning the calendar years 2025–2027. The potential reward for this period will be determined based on the achievement of the Company’s targets for operating profit, net sales, and an ESG performance criteria.

The target group of the Plan for the earning period 2025–2027 will consist of a maximum of 125 Orionees. The total maximum reward to be granted under the plan for the earning period 2025–2027 amounts to 495,400 class B shares of Orion Corporation, representing the gross maximum incentive earning opportunity defined in shares. The estimated maximum total cost for the LTI Plan 2025-2027 is MEUR 22,7 calculated based on the trade volume-weighted average quotation of the share on the Nasdaq Helsinki Ltd. regulated market during the two months preceding the decision to launch the LTI Plan 2025–2027. Since the earning period is three years, the program does not include a restriction period.

The potential reward will be paid partly in the company’s class B shares and partly in cash after the end of the earning period. The cash portion is intended to cover the estimated taxes and tax-related costs arising from the reward for the participant. The total reward is capped at three times the participant’s annual base salary. The Board of Directors reserves the right to reduce the rewards if the limits set for payments from the plan in a single calendar year are exceeded.

The Restricted Share Unit Plan for the years 2025–2027 includes a commitment-based reward component, which the Board of Directors may activate through a separate decision. The total gross maximum reward for this program is capped at 200,000 Company class B shares. The estimated maximum total cost for the Restricted Share Unit Plan 2025–2027 is MEUR 9,1 following the same calculation principles as for the LTI Plan 2025-2027. As with other programs, the potential reward will be paid partly in the Company’s class B shares and partly in cash. The awarded shares must be held for a fixed restriction period of at least two years after receipt.

Orion Corporation

                        
Contact person:
Julia Macharey, Executive Vice President, People & Culture
Orion Corporation
Tel. +358 50 486 8056
julia.macharey@orion.fi

Publisher:
Orion Corporation
Communications
Orionintie 1A, FI-02200 Espoo, Finland
http://www.orionpharma.com

Orion is a globally operating Finnish pharmaceutical company – a builder of well-being for over a hundred years. We develop, manufacture and market human and veterinary pharmaceuticals and active pharmaceutical ingredients. Orion has an extensive portfolio of proprietary and generic medicines and consumer health products. The core therapy areas of our pharmaceutical R&D are oncology and pain. Proprietary products developed by Orion are used to treat cancer, neurological diseases and respiratory diseases, among others. Orion's net sales in 2024 amounted to EUR 1,542 million and the company had about 3,700 employees at the end of the year. Orion's A and B shares are listed on Nasdaq Helsinki.