UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 6-K
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REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
February 2, 2009
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NOVO NORDISK A/S
(Exact name of Registrant as specified in its charter)
NOVO ALLE
DK-2880, BAGSVAERD
DENMARK
(Address of principal executive offices)
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Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F
Form 20-F [X] Form 40-F [ ]
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes [ ] No [X]
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g-32(b):82-_____________________
DIRECTOR/PDMR SHAREHOLDING
TRADING IN NOVO NORDISK SHARES BY BOARD MEMBERS, EXECUTIVES AND ASSOCIATED
PERSONS AS REPORTED TO NOVO NORDISK ON 29 JANUARY 2009
In accordance with Section 28a of the Danish Securities Trading Act, Novo
Nordisk is required on a daily basis to publish trading in Novo Nordisk shares
by the company's board members, executives and their associated persons as
reported by those persons to Novo Nordisk.
As from 2004, members of Novo Nordisk's Executive Management and other members
of the Senior Management Board have participated in a performance based
incentive programme where a proportion of the calculated shareholder value
creation has been allocated to a joint pool for the participants. For 2005,
232,026 shares were allocated to the joint pool and the market value of the
scheme was expensed in the account s for 2005. In accordance with the principles
of the incentive program, the Board of Directors of Novo Nordisk A/S on 28
January 2009 evaluated that the conditions for release of the joint pool of
shares have been fulfilled. Accordingly, the shares in the joint pool were
transferred to 23 current and former members of senior management on 29 January
2009.
Further, members of Executive Management have traded shares through the exercise
of options. Please find below a statement of such trading in shares issued by
Novo Nordisk.
NAME LARS REBIEN SORENSEN
REASON FOR REPORTING CHIEF EXECUTIVE OFFICER
FINANCIAL INSTRUMENT AND NOVO NORDISK B DK006010261
ID CODE
TYPE OF TRANSACTION OTHER TRANSACTION (TRANSFER OF SHARES IN
ACCORDANCE WITH LONG-TERM INCENTIVE PROGRAMME)
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 23,208 SHARES
TOTAL VALUE OF TRANSACTION 0 (TRANSFERRED IN ACCORDANCE WITH THE LONG-TERM
INCENTIVE PROGRAMME FOR 2005)
NAME LARS REBIEN SORENSEN
REASON FOR REPORTING HIEF EXECUTIVE OFFICER
FINANCIAL INSTRUMENT AND NOVO NORDISK B DK006010261
ID CODE
TYPE OF TRANSACTION SALE OF SHARES
DATE OF TRANSACTION 29 JANUARY 2009 PLACE OF TRANSACTION NASDAQ OMX
COPENHAGEN
VOLUME OF TRANSACTION 23,208 SHARES
TOTAL VALUE OF TRANSACTION DKK 6,926,196
NAME LARS REBIEN SORENSEN
REASON FOR REPORTING CHIEF EXECUTIVE OFFICER
FINANCIAL INSTRUMENT AND NOVO NORDISK B DK006010261
ID CODE
TYPE OF TRANSACTION EXERCISE OF OPTIONS (PURCHASE OF SHARES)
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 22,000 SHARES
TOTAL VALUE OF TRANSACTION DKK 2,178,000
NAME LARS REBIEN SORENSEN
REASON FOR REPORTING CHIEF EXECUTIVE OFFICER
FINANCIAL INSTRUMENT AND
ID CODE NOVO NORDISK B DK006010261
TYPE OF TRANSACTION SALE OF SHARES
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 12,000 SHARES
TOTAL VALUE OF TRANSACTION DKK 3,581,280
NAME JESPER BRANDGAARD
REASON FOR REPORTING CHIEF FINANCIAL OFFICER
FINANCIAL INSTRUMENT AND NOVO NORDISK B DK006010261
ID CODE
TYPE OF TRANSACTION OTHER TRANSACTION (TRANSFER OF SHARES IN
ACCORDANCE WITH LONG-TERM INCENTIVE PROGRAMME)
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 15,468 SHARES
TOTAL VALUE OF TRANSACTION 0 (TRANSFERRED IN ACCORDANCE WITH THE LONG-TERM
INCENTIVE PROGRAMME FOR 2005)
NAME JESPER BRANDGAARD
REASON FOR REPORTING CHIEF FINANCIAL OFFICER FINANCIAL
INSTRUMENT AND NOVO NORDISK B DK006010261
ID CODE
TYPE OF TRANSACTION SALE OF SHARES
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 15,468 SHARES
TOTAL VALUE OF TRANSACTION DKK 4,616,270
NAME JESPER BRANDGAARD
REASON FOR REPORTING CHIEF FINANCIAL OFFICER
FINANCIAL INSTRUMENT NOVO NORDISK B DK006010261
AND ID CODE
TYPE OF TRANSACTION EXERCISE OF OPTIONS (PURCHASE OF SHARES)
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 12,000 SHARES
TOTAL VALUE OF TRANSACTION DKK 1,188,000
NAME JESPER BRANDGAARD
REASON FOR REPORTING CHIEF FINANCIAL OFFICER
FINANCIAL INSTRUMENT NOVO NORDISK B DK006010261
AND ID CODE
TYPE OF TRANSACTION SALE OF SHARES
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 12,000 SHARES
TOTAL VALUE OF TRANSACTION DKK 3,581,280
NAME LISE KINGO
REASON FOR REPORTING CHIEF OF STAFFS
FINANCIAL INSTRUMENT NOVO NORDISK B DK006010261
AND ID CODE
TYPE OF TRANSACTION OTHER TRANSACTION (TRANSFER OF SHARES IN
ACCORDANCE WITH LONG-TERMINCENTIVE PROGRAMME)
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 15,468 SHARES
TOTAL VALUE OF TRANSACTION 0 (TRANSFERRED IN ACCORDANCE WITH THE LONG-TERM
INCENTIVE PROGRAMME FOR 2005)
NAME LISE KINGO
REASON FOR REPORTING CHIEF OF STAFFS
FINANCIAL INSTRUMENT NOVO NORDISK B DK006010261
AND ID CODE
TYPE OF TRANSACTION SALE OF SHARES
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 15,468 SHARES
TOTAL VALUE OF TRANSACTION DKK 4,616,270
NAME KARE SCHULTZ
REASON FOR REPORTING CHIEF OPERATING OFFICER
FINANCIAL INSTRUMENT AND NOVO NORDISK B DK006010261
ID CODE
TYPE OF TRANSACTION OTHER TRANSACTION (TRANSFER OF SHARES IN
ACCORDANCE WITH LONG-TERM INCENTIVE PROGRAMME)
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 15,468 SHARES
TOTAL VALUE OF TRANSACTION 0 (TRANSFERRED IN ACCORDANCE WITH THE LONG-TERM
INCENTIVE PROGRAMME FOR 2005)
NAME KARE SCHULTZ
REASON FOR REPORTING CHIEF OPERATING OFFICER
FINANCIAL INSTRUMENT NOVO NORDISK B DK006010261
AND ID CODE
TYPE OF TRANSACTION SALE OF SHARES
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 8,214 SHARES
TOTAL VALUE OF TRANSACTION DKK 2,451,386
NAME MADS KROGSGAARD THOMSEN
REASON FOR REPORTING CHIEF SCIENCE OFFICER
FINANCIAL INSTRUMENT NOVO NORDISK B DK006010261
AND ID CODE TYPE OF
TRANSACTION OTHER TRANSACTION (TRANSFER OF SHARES IN
ACCORDANCE WITH LONG-TERM INCENTIVE PROGRAMME)
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 15,468 SHARES
TOTAL VALUE OF TRANSACTION 0 (TRANSFERRED IN ACCORDANCE WITH THE LONG-TERM
INCENTIVE PROGRAMME FOR 2005)
NAME MADS KROGSGAARD THOMSEN
REASON FOR REPORTING CHIEF SCIENCE OFFICER
FINANCIAL INSTRUMENT NOVO NORDISK B K006010261
AND ID CODE
TYPE OF TRANSACTION SALE OF SHARES
DATE OF TRANSACTION 9 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 4,000 SHARES
TOTAL VALUE OF TRANSACTION DKK 1,193,760
NAME MADS KROGSGAARD THOMSEN
REASON FOR REPORTING CHIEF SCIENCE OFFICER
FINANCIAL INSTRUMENT NOVO NORDISK B DK006010261
AND ID CODE
TYPE OF TRANSACTION EXERCISE OF OPTIONS (PURCHASE OF SHARES)
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION NASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 12,000 SHARES
TOTAL VALUE OF TRANSACTION DKK 1,188,000
NAME MADS KROGSGAARD THOMSEN
REASON FOR REPORTING CHIEF SCIENCE OFFICER
FINANCIAL INSTRUMENT NOVO NORDISK B DK006010261
AND ID CODE
TYPE OF TRANSACTION SALE OF SHARES
DATE OF TRANSACTION 29 JANUARY 2009
PLACE OF TRANSACTION ASDAQ OMX COPENHAGEN
VOLUME OF TRANSACTION 12,000 SHARES
TOTAL VALUE OF TRANSACTION DKK 3,581,280
DEFINITIONS AND BACKGROUND INFORMATION:
PUBLICATION
Publication shall take place the day after Novo Nordisk receives sufficient
information on the trading. Publication is only required when the total amount
of transactions of a specific board member/executive and his/her associated
persons in any one calendar year has reached 5,000 euros.
WHO ARE BOARD MEMBERS, EXECUTIVES AND ASSOCIATED PERSONS?
Board members and executives are members of the Board of Directors and Executive
Management, respectively, of Novo Nordisk A/S. Associated persons are defined as
the following persons associated to a board member/executive: 1) spouse or
cohabitant, 2) children under the age of 18 years, 3) relatives defined as
brothers, sisters, parents, grandparents etc, children, grandchildren etc who
have shared the same household with a board member/executive for at least one
year, and 4) any legal person, including a company, a foundation or a
partnership, which is controlled directly or indirectly by a board
member/executive and/or a person mentioned in 1)-3), or to which a board
member/executive and/or a person mentioned in 1)-3) has managerial
responsibilities or economic interests substantially equivalent to the legal
person.
WHAT IS TRADING/TRANSACTION?
Trading is any kind of transaction, including shares purchased or otherwise
acquired, shares sold or otherwise disposed, gifts, mortgages and grants and
exercise of options, but not heritage.
WHAT IS FINANCIAL INSTRUMENT AND ID CODE?
Financial instrument includes shares listed on the NASDAQ OMX Copenhagen and
London Stock Exchange as well as ADRs listed on New York Stock Exchange, except
for ADRs held in 401(k) retirement plan by US-based employees. The ID code is
the code (ISIN DK006010261) of the Novo Nordisk share on the NASDAQ OMX
Copenhagen, the code (NVOB) on London Stock Exchange or the code (NVO) on New
York Stock Exchange.
WHAT IS DATE AND PLACE OF TRANSACTION?
Date of transaction is the actual transaction date. The place of transaction is
the actual place of transaction, ie NASDAQ OMX Copenhagen, London Stock Exchange
or New York Stock Exchange.
WHAT IS VOLUME AND VALUE OF TRANSACTION?
The volume of transaction is the number of shares (of DKK 1 nominal value) or
other financial instruments traded. The transaction value is the number of
shares traded multiplied by the transaction price. The exchange rate of the
Danish Central Bank (Nationalbanken) on the date of transaction is used for
calculating the transaction value in DKK in case of shares traded on London
Stock Exchange and ADRs listed on New York Stock Exchange.
Novo Nordisk is a healthcare company and a world leader in diabetes care. In
addition, Novo Nordisk has a leading position within areas such as haemostasis
management, growth hormone therapy and hormone replacement therapy. Novo Nordisk
manufactures and markets pharmaceutical products and services that make a
significant difference to patients, the medical profession and society. With
headquarters in Denmark, Novo Nordisk employs over 27,000 employees in 81
countries, and markets its products in 179 countries. Novo Nordisk's B shares
are listed on the stock exchanges in Copenhagen and London. Its ADRs are listed
on the New York Stock Exchange under the symbol 'NVO'. For more information,
visit novonordisk.com.
FOR FURTHER INFORMATION PLEASE CONTACT:
Media: Investors:
Outside North America: Outside North America:
Mike Rulis Mads Veggerby Lausten
Tel: (+45) 4442 3573 Tel: (+45) 4443 7919:
E-mail:mike@novonordisk.com E-mail:mlau@novonordisk.com
Kasper Roseeuw Poulsen
Tel: (+45) 4442 4471
E-mail: krop@novonordisk.com
In North America: In North America
Sean Clements Hans Rommer
Tel: (+1) 609 514 8316 Tel: (+1) 609 919 7937
E-mail: secl@novonordisk.com E-mail: hrmm@novonordisk.com
Company Announcement no 3 / 2009
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf of the
undersigned, thereunto duly authorized.
Date: February 2, 2009 NOVO NORDISK A/S
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Lars Rebien Sorensen,
President and Chief Executive Officer