Napatech AS
At the general meeting 23.04.2026 Folketrygdfondet voted against the following items for the following reasons:
Item 4.00 Remuneration Report
Folketrygdfondet voted against this item due to the participation of board members in incentive schemes and the lack of clear, publicly disclosed performance linkage in executive remuneration, which is not aligned with Folketrygdfondet’s ownership principles.
Item 5.00 Directors' Fees
Folketrygdfondet voted against this item because board fees include warrants, which effectively introduce incentive-based compensation for shareholder-elected directors and may undermine board independence. While the overall fee level may be considered broadly acceptable, the structure is problematic.
Item 10.01 Remuneration Policy
Folketrygdfondet voted against this item because the remuneration policy allows incentives without clear performance conditions, includes the board in incentive arrangements, and permits automatic vesting in the event of an acquisition.
Item 10.02 Director Warrant Plan
Folketrygdfondet voted against this item as it establishes an incentive program for board members, which conflicts with the principle that the board should not participate in incentive-based compensation. The potential dilution, in isolation, is considered moderate.