SalMar - 2016 share-based incentive scheme for senior executives and key personnel

16 december 2016

In accordance with the authorisation granted by the AGM on 7 June 2016, the board of directors of SalMar ASA has decided to establish a share-based incentive scheme (Restricted Share Unit Plan) for senior executives and key personnel employed by the company and its subsidiaries. The scheme encompasses up to 198,281 shares and has a duration of three years. The company's liability with respect to the scheme will be met through existing holdings of treasury shares. As of 16 December 2016, SalMar ASA holds 984 368 treasury shares.

The purpose of the share-based incentive scheme (RSUP) is to encourage employees to maintain a deep, long-term engagement in the company, through a further alignment of the employees' interests with those of other shareholders. Under the RSUP, participating individuals will be awarded shares to motivate them to contribute to the continued success and profitability of the company, as well as deliver outstanding results. The RSUP will also enhance SalMar's ability to attract and retain staff.

Under the RSUP, participants will receive, free of charge, Restricted Share Units (RSUs), which, if certain predefined performance criteria are met within an accrual period, will be released and transferred to them as shares. The RSUP comprises three accrual periods of one, two and three calendar years respectively, with 2016 being the first year. Each accrual period encompasses 1/3 of the total number of RSUs included in the scheme. One RSU gives a contingent entitlement to one share.

The following criteria determine the award of RSUs during each of the three accrual periods:
- Award of 1/3 of the RSUs is independent of any performance criteria.
- Award of 1/3 of the RSUs depends on SalMar achieving a certain EBIT/kg more than other aquaculture companies listed on the Oslo Stock Exchange during the accrual period
- Award of 1/3 of the RSUs depends on SalMar's shares achieving a higher total shareholder return (TSR) than a defined group of comparable companies during the accrual period.

Accrual of RSUs under the scheme presumes that the individual is an employee of SalMar or a participating subsidiary. The total gain from released RSUs during one calendar year shall not exceed 100 per cent of the participant's basic salary. Under the scheme's rules, the number of RSUs will be adjusted in the event of a dividend payout in order to preserve, but not increase, the value of the RSU allocation.

The RSUP goes into effect on 16 December 2016 and encompasses senior executives and key personnel at SalMar and its subsidiaries.

Restricted share units granted primary insiders December 16 th 2016:
Trond Williksen has received 5 753  RSUs in the Company
Trond Tuvstein has received 4 108  RSUs in the Company
Ulrik Steinvik has received 3 325  RSUs in the Company
Eva Haugen has received 2 267  RSUs in the Company
Tom Aleksandersen has received 4 182  RSUs in the Company
Olav Andreas Ervik has received 4 108  RSUs in the Company
Tonette Bjørgård has received 2 266  RSUs in the Company
Runar Sivertsen has received 1 284  RSUs in the Company
Geir Berg has received 1 314  RSUs in the Company
Merethe Gisvoll Sandberg has received 1 523  RSUs in the Company
Ståle Eide (related party of primary insider) has received 1 809  RSUs in the Company

New holdings:
After completion of the abovementioned grant Trond Williksen holds 5 753 RSUs in the Company. As of today the primary insider holds 0 shares in the Company.

After completion of the abovementioned grant Trond Tuvstein* holds 11 021 RSUs in the Company. As of today the primary insider holds 15 955 shares in the Company.

After completion of the abovementioned grant Ulrik Steinvik holds 9 800 RSUs in the Company. As of today the primary insider holds 9 105 shares in the Company.

After completion of the abovementioned grant Eva Haugen holds 6 803 RSUs in the Company. As of today the primary insider holds 3 117 shares in the Company.

After completion of the abovementioned grant Tom Aleksandersen holds 9 310 RSUs in the Company. As of today the primary insider holds 1 709 shares in the Company.

After completion of the abovementioned grant Olav Andreas Ervik holds 10 762 RSUs in the Company. As of today the primary insider holds 6 361 shares in the Company.

After completion of the abovementioned grant Tonette Bjørgård holds 6 801 RSUs in the Company. As of today the primary insider holds 2 315 shares in the Company.

After completion of the abovementioned grant Runar Sivertsen holds 3 804 RSUs in the Company. As of today the primary insider holds 2 429 shares in the Company.

After completion of the abovementioned grant Geir Berg holds 3 906 RSUs in the Company. As of today the primary insider holds 1 740 shares in the Company.

After completion of the abovementioned grant Merethe Gisvoll Sandberg holds 3 365 RSUs in the Company. As of today the primary insider holds 343 shares in the Company.

After completion of the abovementioned grant Ståle Eide holds 5 352  RSUs in the Company. As of today the primary insider holds 0 shares in the Company.

*Shares are owned directly and indirectly through TTU Invenst AS.

For more information, please contact:
CFO Trond Tuvstein,
Tel: + 47 918 53 139
Email: trond.tuvstein@salmar.no
Website: www.salmar.no

This information is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.

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