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BERGENBIO
Annual Report & Accounts 2024
Selective AXL inhibition
to improve the lives of
patients
ANNUAL REPORT & ACCOUNTS 2024

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BERGENBIO
Annual Report & Accounts 2024
BERGENBIO
GOVERNANCE
STRATEGIC REPORT
02
3 - 4
5-15
16
Board of Directors
Management Statement and Strategic
Report
17
Management Team
18-30
Remuneration Report
32-39
Corporate Governance Report
Environmental, Social and Governance
40-46
Board of Directors’ Report
Table of
contents
FINANCIAL STATEMENTS
48-77
Financial Report
78-81
Independent Auditor’s report
82-84
WEF index and data summary
85-86
Definitions/About us
47
Confirmation from the Board of Directors
and CEO
Annual Report & Accounts 2024

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BERGENBIO
Annual Report & Accounts 2024
Management Statement
“The interim results of the BGB016 study were disappointing and
clearly not strong enough for the company to obtain additional
funding to complete the study as originally designed.
Consequently, we had to discontinue this clinical trial. We would
like to extend our sincere gratitude to the patients and investigators
who participated in our study in this particularly difficult-to-
treat patient group, as well as to our team members who have
worked tirelessly on this effort. We are now exploring strategic
alternatives, which may include a potential sale, merger, or other
strategic transaction.”
Anders Tullgren
Chair of the Board
of Directors
Olav Hellebø
CEO
Overview
›
03

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BERGENBIO
Annual Report & Accounts 2024
Exploring strategic alternatives
04
BerGenBio has several assets including its widely studied, selective AXL inhibitor bemcentinib
Strategic Report
In February 2025, the Company announced that it was terminating
its BGBC016 Ph1b/2a study in 1L NSCLC patients with mutations in
the STK11 gene designed to study bemcentininb in combination with
current standard of care therapies. Under its previously announced
focused strategy, the BGBC016 study was the only on-going
company sponsored clinical trial of bemcentinib at that time.
Background:
In 2024, the company announced the completion of enrollment in the
Ph1b portion of the BGBC016 study which demonstrated acceptable
safety in 1L NSCLC patients regardless of STK11 mutational
status, as evaluated by an independent Data Safety Monitoring
Board (DSMB). Preliminary indications of efficacy were seen in the
three STK11m Ph1b treated patients, including one patient who
experienced a complete response and received treatment for two
years. The company, in agreement with the independent DSMB,
determined that these initial results warranted the continuation of
the study into the Ph2a portion.
In March 2024, the company initiated the Ph2a portion of the study
designed to recruit 40 evaluable 1L STK11m NSCLC patients. The
primary endpoint for the Ph2a was overall response rate (ORR). To
determine the feasibility of obtaining near-term funding, the
company performed a preliminary analysis of the responses in the
10 efficacy evaluable Ph2a STK11m patients. While one patient
in the Ph1b achieved a complete response, we did not observe
additional responses in the Ph2a patients. Consequently, the
company decided to discontinue the BGBC016 study.
The Board of Directors has now initiated an exploration of strategic
alternatives. As part of this process, the board is considering a
range of options for the company including, among other things,
a potential sale, merger, or other strategic transaction. There can
be no assurance that this exploration process will result in any
transaction.

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BERGENBIO
Annual Report & Accounts 2024
Strategic Report
›
Environmental, Social and Governance
5
Environment, Social and Governance (ESG) is a key focus area for BerGenBio, and the following pages contain a
summary of the key policies, initiatives and impacts related to ESG
Since initiating our journey with ESG principles we have seen a
significant evolution within BerGenBio. What began as an initial
commitment has grown and deepened, firmly establishing ESG
considerations as a core pillar of our strategic vision and our values.
Emphasizing the importance of good governance, we have made
substantial progress in integrating these priorities throughout the
organization. This approach is anchored in our role as a responsible
corporate citizen, aligning with the United Nations’ Sustainable
Development Goals (SDGs) and Agenda 2030.
This section of the report consolidates ESG-related information.
We also refer to other parts of the annual report where the issues
in question are explained and presented in more detail. Governance
related topics are presented first before we turn to the social and
environmental aspects on the following pages. In addition, we have
included a table of key ESG-related indicators, combined with an
index referring to the most relevant ESG-related information at the
end of the annual report.
The report covers the ESG work during 2024. In February 2025, the
Company announced the early discontinuation of the main clinical
trial BGBC016 and initiated a strategic review process. The outcome
of this strategic review process will determine the future direction of
the Company’s ESG work.
Introduction

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BERGENBIO
Annual Report & Accounts 2024
Strategic Report | Environmental, Social and Governance
›
ESG AT BERGENBIO
Cancer remains one of the most pressing
healthcare challenges, accounting for
the second most common cause of
death globally. Our vision is to improve
and save lives and thereby generate
a positive impact for patients, society
and shareholders through our work
in discovering and developing novel
medicines to treat aggressive diseases,
including advanced, treatment-resistant
cancers. ESG is therefore important to us,
as it is the foundation of our activities and
directly linked to our long-term success.
The CEO has the overall responsibility
for ESG at BerGenBio and our ESG
commitment is overseen by the Board
of Directors. Our governance structure
is elaborated upon in the Corporate
Governance report of the annual report.
Having engaged with ESG principles for
several years, we have identified a range
of ESG topics relevant for our activities
and our stakeholders. Moving forward, our
focus will be on refining our ESG ambitions
and KPIs, ensuring they are well integrated
with our strategy and governance.
This long-standing commitment to
ESG has laid a robust foundation that
will evolve alongside our Company,
ensuring sustainable value creation as we
continue to develop.
THE SUSTAINABLE
DEVELOPMENT GOALS
We are committed to building our business
in line with international best practice on
Environmental, Social and Governance, in
particular Agenda 2030 and the Sustainable
Development Goals, as formulated by the
United Nations and launched in 2015.
Our vision is to develop innovative drugs
for aggressive diseases, and a key focus
for BerGenBio is consequently to innovate
(SDG 9) to enable SDG 3 – healthy lives
and promote well-being for all at all ages.
While this is our end goal, we are working
systematically at contributing to this goal
through our efforts to enable goals 8,
12 and 17. We believe that our positive
contribution to Agenda 2030 and the
SDGs will be largest if we become a role
model for responsible production (SDG 12)
and working in partnerships with others
(SDG 12 and SDG 17) in order to promote
innovation (SDG 9), and economic growth
and decent work (SDG 8).
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BERGENBIO
Annual Report & Accounts 2023
SDG 9 AND 3
Innovation, research and development
are at the center of our business. Our
dedicated team and collaborators focus
on gaining a thorough understanding of
cellular mechanisms, therapy resistance,
disease-specific attributes and clinical
evidence through rigorous research with
state-of-the-art technologies. Our approach
to innovation and results are elaborated
under the Innovation and Economic
Performance heading of this ESG report
as well as in the strategic report.
As a biopharmaceutical company aiming
to provide drugs for some of our society’s
greatest health issues, our foundation is
built on delivering innovation for improved
health and well-being in line with SDG 3.
The future impact of our drug candidates
is potentially great, and we make efforts
to ensure that our drugs will be widely
available, and we adhere to international
agreements.
The safety and well-being of our patients
is imperative for our drug candidates to
deliver on BerGenBio’s vision and will
become even more important when we
get to a commercialization phase of
our drug development. We embed drug
safety considerations throughout the
drug development lifecycle. Our research
from pre-clinical studies is evaluated and
discussed with experts and regulators prior
to proceeding to the clinical trial phase.
Clinical trials are essential to ascertain the
efficacy, safety and effectiveness of drug
candidates and it is crucial that they are
conducted in accordance with our high
standards and regulatory requirements.
We examine the potential outcome of our
trials to ensure patients are subjected to
testing only when suitable. The primary
consideration of all our clinical trials is
to ensure the safety and effectiveness
of our medicines. We conduct detailed
studies on the safety profiles of our drug
candidates throughout the trial and testing
phase. Adverse effects and risks linked
to drug candidates are recorded and
reported to regulatory authorities (aligned
with regulations) on a periodic basis.
Ensuring the confidentiality and security
of our patient’s personal information is
of paramount importance to us. In 2024
there were no incidents or claims of data
breaches reported.
Strategic Report | Environmental, Social and Governance
›
7
Annual Report & Accounts 2024

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BERGENBIO
Annual Report & Accounts 2024
SDG 8, 12 AND 17
While BerGenBio is a clinical trial stage company
with moderate drug manufacturing activity, we
have still chosen to focus on SDG 12 and our
role in supporting responsible production and
consumption. Key efforts in this regard relate
to our emphasis on promoting sustainability
in our supply chain through our dialog and
contracts with our partners and suppliers. We
have implemented actions related to the 2022
Norwegian Transparency Act, which includes
requirements related to performing due diligence,
and working on fundamental human rights and
decent working conditions. This is in line with our
efforts to be a responsible actor, focusing on a
responsible supply chain. Our commitments to high
standards in human and labor rights is reflected in
our Code of Conduct, which provides guidance on
ethical behavior and compliance. In line with the
requirements of the Transparency Act, BerGenBio
releases its Transparency Reports annually.
You can read more about our efforts related
to responsible sourcing under the Responsible
Sourcing heading of this ESG report.
Through our work we are also contributing to SDG
8 – decent work and economic growth, SDG 9 –
industry, innovation and infrastructure, and SDG 17
– partnerships for the goals. Decent work relates
to the efforts to secure human rights and decent
working conditions.
BerGenBio contributes economically to society
through our investments in research and
development, and our economic performance sets
the foundation for our future contribution, as we
further develop our Company towards production
and commercialization. Our performance is
disclosed in our financial statements.
BerGenBio intends to develop drug candidates
ourself and through strategic partnerships in
multiple indications. We retain all strategic options
for the future commercialization of our products.
While the research and development strategy is
designed in-house, the Company leverages our
network of external contract research organizations
(CROs) to execute our development strategy.
BerGenBio also collaborates with academic
institutions to extend research in areas of interest
for the Company. This approach allows BerGenBio
to react quickly and nimbly to industry changes.
Strategic Report | Environmental, Social and Governance
›
8

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BERGENBIO
Annual Report & Accounts 2024
Strategic Report | Environmental, Social and Governance
›
9
Material topics
To ensure that our commitment towards
sustainability results in activities that positively
impact our key sustainability targets, we
performed an initial materiality analysis which
have been reviewed annually. This analysis
involved mapping our value chain, as well as
reviewing industry standards, organizations,
and peers. More importantly, it has led us to
engage with key stakeholders and consulted
ESG experts, to gain insight into which topics
are most important to them, as well as their
expectations of us. These key stakeholders
include: our patients and their families,
employees, investors, regulators, suppliers,
and other business partners such as research
organizations and academic institutions.
This resulted in a mapping of the ESG
topics deemed important to our long-term
sustained value creation. The matrix to the
right provides an overview of these topics,
arranged according to the significance of their
ESG impacts, and the topics’ influence on
stakeholder assessments and decisions.
The topics in the top right corner are those
which are of most strategic importance
to BerGenBio and these are given detailed
descriptions in this report. A reference index
of the reporting is provided at the end of this
Annual Report.
Communicate decisions
& monitor development
Monitor & communicate
Strategic, active communication,
clear governance & follow-up
Active governance & communication
Protection of human &
labor rights
Occupational health & safety
Climate & environmental
management
Clinical trial
conduct
Wellbeing of
employees
Board
governance
Talent attraction
& retention
Responsible
sourcing
Economic
Patient health
& safety
Innovation
Business ethics
performance
Legend
Environment Social Governance
SIGNIFICANCE OF ENVIRONMENTAL, SOCIAL & GOVERNANCE IMPACTS
INFLUENCE ON STAKEHOLDER ASSESSMENTS & DECISIONS

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BERGENBIO
Annual Report & Accounts 2024
Strategic Report | Environmental, Social and Governance
›
BUSINESS ETHICS
To ensure that patients, research and
development partners, employees,
shareholders and other stakeholders
feel confident about our commitment to
operate in accordance with responsible,
ethical and sound corporate and business
principles, the Company has established a
set of ethical guidelines that are presented
in its Code of Conduct policy.
The Code of Conduct, implemented in 2023,
reflects our commitment to sustainability
and the guidelines provide a framework for
what the Company considers responsible
conduct and defines the individual
responsibilities of all employees and Board
members through a combination of broad
principles and specific requirements.
The Code of Conduct has been distributed
to all employees, managers and Board
members and is available on the BerGenBio
website.
BerGenBio takes a zero-tolerance stance
towards corruption, money laundering
and insider trading. All employees are
encouraged to report any breaches of
the Company’s policy. No incidents were
reported in 2024.
BOARD GOVERNANCE
For BerGenBio it is important that
the Board reflects the diversity of the
Company’s stakeholders to be adequately
aware of their needs. This will enable the
Board to assist the Company in making
robust strategic decisions, in addition
to controlling risks and ensuring legal
compliance. Furthermore, this enables
us to be well-positioned to deliver
long-term value for shareholders and
stakeholders. Our Board consists of
four non-executive members of whom
two are women. All of the members are
independent. The members of the Board
reflect different nationalities and a breadth
of competencies, including healthcare,
medicine, pharmacy, research, finance and
ESG.
Further information about the Board
of Directors and its Independence can
be found in section 8 of the Corporate
Governance report.
CLINICAL TRIALS
BerGenBio ensures strict conformity with
international, regional and local regulatory
requirements in all our sponsored studies.
All our clinical studies comply with the
principles elucidated in the Declaration
of Helsinki, the International Council for
Harmonization of Technical Requirements
for Pharmaceuticals for Human Use,
including Good Clinical Practice guidelines
E6 (R2) and International Ethical Guidelines
for Health-related Research Involving
Humans. In 2024, we had no critical
inspection findings from any regulators and
no monetary claims were received.
We make periodic disclosures of clinical
trial data in line with EFPIA-PhRMA
Principles for Responsible Clinical Trial
Data Sharing. We share information on the
outcomes of our clinical trial studies here
and through EUDRaCT, ClinicalTrials.gov
and other registries in accordance with
international legislation. We also support
academia by sharing clinical data upon
request pursuant to relevant regulations
and protocols.
10
Governance

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BERGENBIO
Annual Report & Accounts 2024
Strategic Report | Environmental, Social and Governance
›
PATIENT HEALTH AND SAFETY
As discussed in relation to SDG 3, the
safety and well-being of our patients is
imperative for our drug candidates to
deliver on BerGenBio’s vision. We embed
drug-safety considerations throughout the
drug development lifecycle. Our research
from pre-clinical studies is evaluated and
discussed with experts and regulators prior
to proceeding to the clinical trial phase.
We examine the potential outcome of our
trials to ensure patients are subjected to
testing only when suitable. The primary
consideration of all our clinical trials is to
ensure the safety and effectiveness of our
medicines. We conduct detailed studies on
the safety profiles of our drug candidates
throughout the trial and testing phase.
Adverse effects and risks linked to drug
candidates are recorded and reported to
regulatory authorities in alignment with
regulations on a periodic basis. It is also of
paramount importance to us to ensure the
security and confidentiality of the personal
information of our patients. No personal
data privacy claims of any breaches or
incidents were received in 2024.
RESPONSIBLE SOURCING
We rely on third parties for conduct of
our clinical studies (Contract Research
Organizations), supply of medicinal
products, office supplies and housekeeping
services. By end of 2024 we had 4 key
suppliers. We consider engaging with the
right vendors and suppliers as critical,
and therefore seek to only partner with
third parties who share our values of
business ethics, social and environmental
consciousness.
We have successfully implemented a
supplier self-assessment questionnaire,
adhering to the Pharmaceutical Supply
Chain Initiative (PSCI) standards, into our
existing supplier management system.
Additionally, we have established routines
to comply with the new Transparency Act,
focusing on due diligence processes that
address the risks of human rights violations
within in our value chain. This topic is
further discussed in the next section.
Our CMO and CEO are responsible
for procurement and supply chain
management-linked activities, overseeing
the effective implementation of
management systems and vendor selection
process. As an important component of
our process we perform an analysis on ESG
criteria, helping us to identify our critical
suppliers based on risks and opportunities
associated with each vendor. We administer
a self-assessment questionnaire to
prioritized existing and potential new
vendors. This vendor self-assessment
process enables us to appraise our partners
based on their adherence to regulatory
norms as well as social and environmental
standards. It also provides insights into our
vendors’ practices in terms of ethics, labor
management, environmental conservation
and employee health and safety
management. The outcome of the self-
assessment exercise helps us in engaging
with them to strengthen their performance
on identified improvement areas.
PROTECTION OF HUMAN AND
LABOR RIGHTS
We are committed to the protection of
human and labor rights in all our operational
endeavors. We recognize the universal
and fundamental nature of human rights
and align all our operations with the
Universal convention on Human Rights
and conventions of the International Labor
Organization (ILO). Our commitment
to human rights protection has been
emphasized in our Code of Conduct that
was implemented in 2023, as well as in our
Transparency Act statement, both available
on our website under the Corporate
Governance section.
While having robust systems to ensure
the protection of human rights within our
operational bounds, we also expect all our
suppliers and value-chain partners to strictly
comply with relevant norms on human
rights protection. We have zero tolerance
to child labor, forced labor, discrimination
of any form and direct or indirect violation
of human rights. We have established
grievance redressal mechanisms to ensure
timely resolutions of any breaches in this
regard. We are not aware of any cases of
discrimination or any other human rights
breaches in our operations during 2024.
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BERGENBIO
Annual Report & Accounts 2024
Strategic Report | Environmental, Social and Governance
›
INNOVATION AND ECONOMIC
PERFORMANCE
BerGenBio´s goal is to have a positive
impact on the lives of patients with
aggressive diseases, including immune-
evasive, drug-resistant and metastatic
cancers. Through cutting-edge technologies,
partnerships and scientific expertise we
seek to transform the lives of such patients.
Over the years, our organization has gained
a deep insight into AXL biology to bring
value for patients by tailoring transformative
drugs targeting AXL signaling pathways.
We have made substantial research
& development (R&D) investments to
strengthen our pipeline. Our greatest R&D
assets are our staff and collaborators, and
the scientific know-how they represent.
Over the years, by engaging in partnerships
with industry leaders, academic
institutions, pharmaceutical companies
and clinical research organizations, we
have strategically focused our capabilities
and impact. This has made us able to
accelerate our innovation-driven research
and development efforts.
Social
Our approach to social sustainability is
reflected in BerGenBio’s relationships with
people, communities, and society. Hence,
activities that improve social conditions
are important for us. By discovering
and developing novel medicines to treat
aggressive diseases, including advanced,
treatment-resistant cancers, we aim to
improve and save lives, which in turn creates
value for patients, society, and shareholders.
Therefore, sustainability is a foundation of
our activities.
We also seek to maintain and improve the
social conditions at both BerGenBio and in
our partnering companies. We especially
focus on activities that affect the topics:
diversity and inclusion, pay equality and
wage level, talent attraction and retention,
skills for the future, well-being of employees,
and occupational safety.
DIVERSITY AND INCLUSION
We value and encourage the development of
a diverse and inclusive work environment.
BerGenBio promotes an open and strong
corporate culture with a healthy, safe and
fair work environment that enables free
exchange of ideas and fosters collaboration.
We are committed to being an equal-
opportunity employer and to fair treatment
for each of our employees throughout their
tenure with BerGenBio. We strictly prohibit
discrimination of any form based on gender,
age, race, ethnic background and sexual
orientation, among other diversity metrics.
BerGenBio recruits from environments
where the number of women and men is
relatively equally represented. At year-end,
we employed 13 people, of which 62% are
women. Two out of four executives in the
management team are women while two
out of the four members of our Board of
Directors are women. Our team represents
a variety of nationalities, and their different
backgrounds enhance our ability to innovate
and strengthen our work environment.
Our team of highly-educated employees
includes six colleagues with PhDs. We make
provisions to cater to the diverse needs
and aspirations of our employees. We also
support each of our employees with their
individual challenges depending on their
personal circumstances.
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BERGENBIO
Annual Report & Accounts 2024
Strategic Report | Environmental, Social and Governance
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PAY EQUALITY AND WAGE LEVEL
BerGenBio’s Remuneration Policy aims to
support both the purpose and sustainability
of the Company, as well as the delivery of
our strategic priorities. With remuneration
components aligned with the interests
of shareholders and other stakeholders,
BerGenBio wants to attract, motivate, and
retain members of the Board of Directors
and the Executive Management Team. The
Remuneration Policy also intends to reward
members of the Executive Management
Team in line with corporate and individual
performance.
Our current remuneration policies are
based on the following principles: market
competitiveness, “pay for performance”,
transparency, business alignment and
consistency, and shareholder alignment.
In order to ensure the policy’s market
competitiveness, it is benchmarked with
an appropriate peer group of companies.
This is a key component in the process of
reviewing our Remuneration Policy. The
current Remuneration Policy was approved
by the Annual General Meeting 23 May 2024
and is available at the Company’s website
under the Corporate Governance section.
The policy was not materially changed in
2024. See the Remuneration Report in the
Annual Report for further details.
ATTRACTION AND RETENTION
OF TALENT
Our employees are at the core of
BerGenBio’s growth story. We aim to
engender an organizational culture which
appeals to employees with varied talent
and experience. Enabling the all-round
development and growth of our employees
plays a vital role in attracting and retaining
promising talent. Our hiring process focuses
on creating a diverse employee pool in
terms of culture, educational background
and skill sets, among other considerations.
In 2024 there was limited new hire of
employees caused by the reorganization
as part of the focused strategy strategy
implemented in 2023. All employees receive
regular performance and development
evaluation.
SKILLS FOR THE FUTURE
Growing our employees by ensuring they
are developing themselves and providing
the right skills to support BerGenBio are
important parts of the annual development
process for employees.
All employees have development discussions
with their line managers as part of the annual
review cycle to support the development and
growth of each team member.
During the year our employees have
attended conferences and are encouraged
to discuss their continued development
with their line manager and to request any
appropriate training which may assist in the
advancement of their skills which can be
applied in their role.
We provide various training and
development programs for our employees
in the areas of Good Clinical Practice (GCP)
and Good Manufacturing Practice (GMP),
as well as a mandatory basic course in
the General Data Protection Regulation
(GDPR) and Information security. We also
encourage our employees to enroll in
external accredited learning programs with
relevant professional bodies such as The
Organization for Professionals in Regulatory
Affairs (TOPRA) and The Institute of Clinical
Research (ICR). In order to support the
career growth of our employees, we engage
with them through periodic performance
appraisals to help them reflect on their
progress and set professional goals. The
appraisal process also helps to align
an employee’s career aspirations with
BerGenBio’s goals. We also provide long
term incentives through our stock option
program to support long-term association of
employees with BerGenBio.
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BERGENBIO
Annual Report & Accounts 2024
Strategic Report | Environmental, Social and Governance
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WELL-BEING OF EMPLOYEES
Employee well-being is important to boost
workplace satisfaction and productivity
levels. To ensure the well-being of our
employees, we consider it important to
focus on job satisfaction, financial security,
a healthy work environment and overall
engagement in organizational activities.
When the global pandemic during 2020
and 2021 required changes in working
arrangements with working from home and
sustained focus on employee well-being, we
introduced a hybrid working model in 2022
and involved employee representatives in
well-being and social activities for the entire
team. The hybrid working arrangements has
continued during 2024.
We periodically capture our workforce’s
sentiment and feedback through employee
engagement surveys and the feedback that
we receive from our employees helps us to
update our policies and design interventions
to enhance employee engagement and
satisfaction. We provide competitive
compensation for all our employees
commensurate with their level of experience,
qualification and expertise.
We had a sick-leave of 2.9% in 2024
compared to 3.6% in 2023.
All employees can take advantage of our
flexible hours and we have shower facilities
to enable our employees to exercise
comfortably around their working day.
OCCUPATIONAL HEALTH
AND SAFETY
We encourage our employees to embrace
a proactive approach to managing their
health. We focus holistically on the physical,
emotional and mental well-being of our
employees and provide them assistance to
cope with identified ailments.
All staff have access to private medical care
and we have employee assistance programs
which offer support with health (physical
and mental) and on general topics related
to well-being. We support a hybrid working
arrangement and occasionally review our
workstation assessments to ensure our
employees have safe work spaces and the
right equipment to work virtually as and
when required.
We believe that safe working conditions
are a fundamental right of each employee.
We ensure alignment of our occupational
safety management systems with globally
recognized standards and guidelines. A
systematic protocol is in place to record and
investigate any untoward incidents. In 2024,
no occupational safety-linked incidents
occurred at any of our facilities.
Environmental
At the currentdevelopment stage in 2024,
BerGenBio’s direct environmental impact is
relatively small. However, we are proactive
in our environmental responsibility and
have initiated measures to better assess
our impact. This will enable us to effectively
manage environmental risks as the
Company progress.
14

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BERGENBIO
Annual Report & Accounts 2024
Strategic Report | Environmental, Social and Governance
›
GREENHOUSE GAS EMISSIONS (GHG)
We recognize the importance of corporate engagement in
environmental conservation and climate action. Our approach to
carbon management currently focuses on tracking our energy
consumption and corresponding emissions.
As we are currently not engaged in any commercial drug supply
manufacturing activities, our direct environmental footprint stems
primarily from the resources consumed in our office spaces.
We account for the footprint arising out of our indirect business
activities such as employee travel and are conscious of the impact
of waste that we generate. Specifically bio-hazardous waste and
managing this risk is an important aspect of our supply chain
management. Currently we do not measure the environmental footprint
of the activities conducted by third parties. We are also cognizant of
the impact of pharmaceuticals on the environment and are developing
systems to manage this risk. Furthermore, we consider it imperative
to have stringent systems and initiatives in place to address our future
needs in terms of safe and responsible waste management.
We have started mapping our GHG-emissions to develop baselines
for setting emission targets. We consider this a first but crucial step
for understanding our carbon footprint and for identifying appropriate
actions for reducing this footprint. Our emissions are reported
according to the Greenhouse Gas Protocol’s standard for carbon
accounting, which categorizes emissions in three categories called
Scopes. Scope 1 represents direct emissions, Scope 2 covers indirect
emissions from purchased energy, and Scope 3 includes indirect
emissions from upstream and downstream activities.
Our total emissions in 2024 were 69.35 tons CO2e (2023: 76.91
tons CO2e). The results of our initial mapping of direct and indirect
emissions confirm that business travel is where we have our largest
impact, representing 97% (2023: 97%) of our total emissions. While our
office space and scope 2 CO2e consumption have reduced over the last
two years due to our focused strategy and reorganization, the impact
from travel activities has increased after the COVID-19 pandemic. In
order to secure the development of our projects and business, some
level of travel is required externally and between our offices.
We will, in general continue to conduct digital meetings, when possible,
to limit travel.
BerGenBio does not own or lease any vehicles and no other fossil fuels
or greenhouse gases are consumed in our direct business activities,
hence no Scope 1 emission sources are reported. Within our offices
in Norway and the UK, use of electricity and district heating represent
3% (2023: 3%) of our total emissions. The scope 3 numbers recorded
in 2021 were significantly affected by travel restriction caused by the
pandemic and therefore represent an historic low.
We acknowledge that a large part of the emissions within our business
are found in Scope 3. Going forward we will take further steps to
identify the most relevant sources to develop our carbon account. This
will include conversations with our suppliers in order to collect data on
our indirect emissions generated by our impact on the activities of our
partners’ operations.
ESG actions going forward
In February 2025, the Company announced the early discontinuation of
the BGBC016 lead clin-ical trial and initiated a strategic review process.
The outcome of this review will determine the future direction of the
Company’s ESG initiatives.
15
2024 2023
SOURCE tCO2e
Share of
emissions
tCO2e
Share of
emissions
SCOPE 2
Total electricity & heat 2.15 3% 2.03 3%
SCOPE 3
Total flights 67.20 97% 74.88 97%
Total 69.35 100% 76.91 100%

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BERGENBIO
Annual Report & Accounts 2024
Board of Directors
16
Governance
ANDERS TULLGREN Independent Chair
Anders Tullgren has over 35 years of global experience in both large pharmaceutical
and small/mid-size biotech environments, with senior leadership roles in the United
States, Germany, France, the United Kingdom and the Nordic region. He spent over
20 years at Bristol Myers Squibb, most recently as President Intercontinental Region.
Anders Tullgren has in his career worked with several oncology products and led the
successful launch of BMS immuno-oncology portfolio in the intercontinental region.
Mr Tullgren is an experienced Non-Executive Director with several international
Board and Chair positions. He holds an MSc in Pharmaceutical Studies from Uppsala
University (Sweden) and a Diploma in Marketing & Business Administration from MIS
(Sweden).
Mr. Tullgren joined the Board of Directors on 6 January 2022 as Chairman. He is a
Swedish citizen and resides in Portugal. He attended 15 Board meetings in 2024.
DAVID COLPMAN Independent Non-Executive Director
David Colpman joined the board in 2024 and has 35+ years of experience within the
Life Sciences Industry. His primary interests are mergers and acquisitions, business
development, licensing and divestments. He led Business Development at Shire
Pharmaceuticals where he worked from 1999 to 2014. In his time at Shire he led
the acquisition of numerous companies and execution of both licensing deals and
divestments. Before Shire he worked at Glaxo Welcome and Novo Nordisk amongst
others. Since 2014 Mr Colpman has advised and led a succession of M&A and
out-licensing deals for Biotech clients. He is currently an Independent Director at
Elutia Inc and Oak Hill Bio Ltd.and an Advisor at HighCape Partners Management
LLC, ScienceCreates Ventures LLP and Norgine B.V. He is a Member of the Royal
Pharmaceutical Society and holds a degree in Pharmacy from the University of
Portsmouth in 1984. He is a UK citizen. He attended 3 Board meetings in 2024.
DR DEBRA BARKER Independent Non-Executive Director
Debra Barker is a seasoned clinical development executive with experience from
Novartis, Roche, SmithKline Beecham and Knoll and serves as Chief Medical Officer
in Destiny Pharma PLC (UK). Dr Barker has a Diploma in Pharmaceutical Medicine
and received a MSc in immunology from King’s College in London and a medical
degree from Queens College, Cambridge.
Dr Barker joined the Board of Directors on 13 March 2019. She is a UK citizen and
resides in Switzerland. She attended 14 Board meetings in 2024.
DR SALLY BENNETT Independent Non-Executive Director
Dr Sally Bennett has a career spanning medicine, equity & capital markets and
investment management. She brings 25 years industry experience in senior roles
across the financial sector within the life science and biopharmaceutical space.
She currently serves as a senior advisor to Catalio Capital Management, a multi
strategy investment firm. Prior to Catalio she spent 15 years as a senior member of
the investment team at HealthCor, a global healthcare investment manager. Prior
to HealthCor she spent a decade in senior analyst roles at ING Financial Markets
and latterly Piper Jaffray. She currently serves on the Board of several other publicly
listed and private biotech companies. Dr Bennett is a member of the Institute of
Directors (IoD) and has been awarded the CertIoD qualification. She received a BSc
in Anatomical Sciences and a Medical Degree, awarded with Honours, both from the
University of Manchester.
Dr Bennett joined the Board of Directors on 9 December 2020. She is a UK citizen
and resides in the UK. She attended 15 Board meetings in 2024.

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BERGENBIO
Annual Report & Accounts 2024
17
OLAV HELLEBØ Chief Executive Officer
Olav Hellebø brings three decades of experience in the pharmaceutical and
biotechnology industries. Since 2023, he has served as board director in the
clinical stage immuno-oncology company Cytovation ASA, and since 2021 he has
been a board director at the clinical stage biopharmaceutical company, Antev
Ltd, specializing in urology and oncology treatments. Prior to this, Mr. Hellebø's
experience includes the role as CEO of ReNeuron Group PLC for seven years, a
UK-based clinical-stage company specializing in cell therapy for ophthalmic and
neurology-related diseases, and CEO at Clavis Pharma ASA for three years, an
oncology-focused biotech company traded at the Oslo Stock Exchange. Mr Hellebø's
earlier career includes leadership roles at UCB-Celltech, Novartis UK, and at
Schering-Plough (now part of Merck & Co.)
CRISTINA OLIVA Chief Medical Officer
Cristina Oliva, MD, joined BerGenBio as Chief Medical Officer in 2022. Cristina brings
over 20 years of senior clinical development experience across large pharmaceutical,
biotechnology and Clinical Research Organizations (CROs). Most recently Cristina
was Vice President, Oncology and Head of Oncology Centre of Excellence at IQVIA
Ltd, where she supported customers with their oncology development plans and
established and led the IQVIA Oncology Global Scientific Advisory Board. Prior
to her role at IQVIA, Cristina held senior positions leading oncology development
programs for Nordic Nanovector, Takeda Pharmaceuticals, GlaxoSmithKline and
Eli Lilly. Cristina is a Board-certified oncologist and has global experience in drug
development in oncology and onco-haematology compounds.
RUNE SKEIE Chief Financial Officer
Rune Skeie joined BerGenBio as Chief Financial Officer in 2018. He has over 25
years of financial management, corporate development, corporate governance and
advisory experience with public and private companies across multiple industry
sectors. The majority of his career was spent at EY (formerly Ernst & Young), where
he held the role of Executive Director, before joining REMA Franchise Norge AS, the
multinational supermarket business. Mr Skeie has been awarded as Registered
Accountant and a State Authorized Public Accountant.
GAYLE MILLS Chief Business Officer
Gayle Mills joined BerGenBio as Chief Business Officer in 2021. Ms Mills has held a
variety of positions at senior levels in both major pharmaceutical and biotechnology
firms. Her most recent position was as Chief Business Officer at Symphogen A/S,
where she executed major collaborators with Merck KGaA and Baxalta.
Prior to Symphogen she was in senior business development positions at Abgenix,
Inc., Roche Bioscience and Syntex USA. In addition to leading the execution and
management of significant partnerships with several major pharmaceutical firms,
she has been actively involved in the negotiation and execution of the acquisitions of
Symphogen A/S, ROXRO Pharma and Abgenix, Inc.
Management Team
Governance/Management
›

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BERGENBIO
Annual Report & Accounts 2024
18
Remuneration Report
Governance/Remuneration report
›
With this report, we are providing
greater insight and transparency into the
remuneration outcomes for 2024 and
our Executive remuneration practices.
The current Remuneration Policy was
approved by the Annual General Meeting in
2024. The policy is in compliance with the
Shareholder Rights Directive (SRD II) and
serves our current business needs.
Our core focus has been inhibition of AXL,
which is known to play a central role in
the mediation of aggressive diseases.
Our strategic priorities have been diseases
in which the scientific rationale, pre-clinical
and clinical data confers a clear rationale
for advancing our highly selective AXL
inhibitor bemcentinib towards potential
treatment modalities addressing unmet
medical needs.
In 2023 the Company focused its strategy
into clinical development of our main AXL
inhibitor, bemcentinib, in 1L NSCLC STK11
mutated patients in our Ph 1b/2a BGBC016
clinical study. During 2024 the focus was
on the execution of the agreed strategy.
The implementation of the focused
strategy in 2023 implied a significant
change of the organization, including a
reduction of members in the Executive
management and the Board of Directors.
The changes implemented during 2023
along with the reduced remuneration to
the Executive management and Board of
Directors materialized with full effect in
2024. This report shows a reduction of the
total remuneration of the Board of Directors
of 10% from 2023 to 2024 (reduction from
2022 to 2023 was 20%), and a reduction
of the total remuneration to the Executive
management of 33% from 2023 to
2024 (reduction from 2022 to 2023 was
19%). The majority of the Executives are
remunerated in a different currency than
NOK and when converted into NOK in table
7.1., the numbers are affected by weakness
of NOK from 2023 to 2024 by 5% (from
2022 to 2023 by 10%).
The Board of Directors has cautiously
applied its remuneration practices, while
retaining the ability to develop the business,
recruit and retain key personnel to pursue
our strategic goals.
Post-period in February 2025, the Company
announced it was discontinuing the
BGBC016 study based on a data analysis
of the first ten patients studied in the
Ph2a portion of the study. The Company
determined that it would be unable to
obtain additional funding to complete the
study based on the analysis. Based on
this analysis, the Company is conducting
a strategic analysis of alternatives for the
company in the future.
This statement regarding remuneration of
the management of BerGenBio ASA has
been adopted by the Board of Directors
of BerGenBio ASA pursuant to section
6–16a of the Norwegian Public Limited
Companies Act.
1. Chair’s Letter
ANDERS TULLGREN
Chairman of the Remuneration Committee
29 April 2025

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Annual Report & Accounts 2024
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Governance/Remuneration report
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2.1 REMUNERATION POLICY &
OBJECTIVES
The remuneration principles for the Board
and Executive Management are governed
by our Remuneration Policy, which was
adopted at the Annual General Meeting held
on 23 May 2024. The Remuneration Policy
is available in the Corporate Governance
section at www.bergenbio.com.
The objective of the remuneration
principles for the Board and Executive
Management are to:
• Support the purpose and sustainability
of BerGenBio
• Align the remuneration components
with the interests of our stakeholders
• Support delivery of BerGenBio’s
strategic priorities
• Attract, motivate and retain members of
the Board of Directors and the Executive
Management Team of the appropriate
calibre, given the size and complexity of
the business
• Reward members of the Executive
Management Team in line with
corporate and individual performance
This Remuneration Report discloses all
the Group’s remuneration of members
of the Board of Directors of BerGenBio
ASA (“the Company”) and the Executive
Management of BerGenBio in 2024,
inclusive of remuneration received from
the subsidiaries BerGenBio Limited and
BerGenBio ApS.
The disclosures are primarily derived from
the audited financial statements, which
are available at www.bergenbio.com in
the Investor/Financial report section. The
Remuneration Report has been compiled
in accordance with section 6–16a of the
Norwegian Public Limited Companies Act
and to align with the amended Shareholder
Rights Directive.
2.2 NOMINATION &
REMUNERATION COMMITTEES
The Board has established both a
Nomination Committee and a Remuneration
Committee to assist the Board with
all matters related to establishing,
implementing, and executing the principles
set out in the Remuneration Policy.
2.2.1 NOMINATION COMMITTEE
The objectives for the Nomination
Committee are to recommend candidates
for the election of member and Chairman
to the Board of Directors, and remuneration
for the Board of Directors and Board
Committees. The Nomination Committee
issues a report to the Annual General
Meeting on the work of the Nomination
Committee and the recommendation of
remuneration of the Board of Directors and
Committees. The Nomination Committee of
BerGenBio ASA consists of three members:
Hans Peter Bøhn (Chairman), Ann-Tove
Kongsnes and Shantrez Miller Gillebo.
2.2.2 REMUNERATION
COMMITTEES
The objective for the Remuneration
Committee is to act as a preparatory and
advisory body in relation to the Company’s
remuneration of Executive Management.
The Remuneration Committee reviews the
remuneration and benefits strategy, reviews
performance and prepares matters relating
to other material employment issues in
respect to the Executive Management,
including Short Term Incentive (STI) and
Long Term Incentive (LTI) principles.
2. Introduction

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Annual Report & Accounts 2024
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Governance/Remuneration report
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In 2024, the Remuneration Committee held three meetings and consisted of two members: Anders Tullgren (Chairman) and Debra Barker.
The Remuneration Committee reviews the approach to remuneration based on the following principles:
PRINCIPLES SUMMARY
Market competitive remuneration
BerGenBio offers market-competitive remuneration opportunities to attract, retain, and motivate the talent needed to achieve BerGenBio’s vision, business
strategy and other Company objectives. BerGenBio shall balance the need to provide competitive levels of reward against a desire to be cost effective when
determining reasonable and responsible reward outcomes.
Pay for performance
A proportion of the remuneration package, the short-term incentive program, is performance based to link remuneration outcomes with the achievement
of key financial and non-financial targets that are aligned with BerGenBio’s strategy. Each element of remuneration is weighted to ensure continuous and
further positive development of BerGenBio.
Transparency Remuneration programs are designed and communicated in a manner that reinforces the link between vision, business objectives and culture.
Business alignment and consistency
Remuneration decisions are made to ensure local practices are aligned and consistent with BerGenBio´s principles and policies. The remuneration practices
will remain flexible enough to evolve as BerGenBio’s business priorities change.
Shareholder and strategic alignment
The remuneration programs will align the interests of all employees in driving value creation for shareholders. BerGenBio’s strategy is focused on developing
novel medicines for aggressive diseases. To sustain BerGenBio’s position as a world leader in this field, BerGenBio’s strategy hinges upon actionable
strategic priorities. Each of these strategic priorities consists of several themes where BerGenBio has defined specific financial and non-financial goals and
related actions to execute over time.
3. Overall Company financial performance in 2024
In 2024 BerGenBio sharpened its strategy to focus on the treatment of NSCLC STK11m patients with its lead compound bemcentinib.
BerGenBio’s EBIT in 2024 was a loss of NOK 151 million against a loss of NOK 192 million in 2023. The significant decrease in loss from 2023
to 2024 is a direct effect of the focused strategy including the rightsizing of the organization. Revenue was NOK 0.8 million (2023: NOK 0.4
million). Revenue in 2024 and 2023 resulted from a repayment of patent costs from our license agreement with ADCT.

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Annual Report & Accounts 2024
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Governance/Remuneration report
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IN ‘1,000 NOK
NAME POSITIONS 2023
BASE
BOARD FEE
AUDIT
COMMITTEE
REMUNERATION
COMMITTEE
OTHER
BENEFITS
3
TOTAL FEES
Anders Tullgren Chair of the board, Chair of Remuneration Committee and member of Audit Committee 701 30 45 40 817
David Colpman
2
Non-executive member of the Board of Directors 92 6 98
Debra Barker
Non-executive member of the Board of Directors, member of Remuneration Committee
and member of Clinical Committee
302 25 34 361
Sally Bennett
Non-executive member of the Board of Directors, Chair of the Audit Committee and
member of the Clinical Committee
302 55 11 368
Sveinung Hole
1
Non-executive member of the Board of Directors, member of Remuneration Committee
and member of Audit Committee
117 13 10 140
Total remuneration 1,514 98 81 161 1,784
1
Sveinung Hole was board member up to the AGM in May 2024.
2
David Colpman was elected as board member at the EGM in October 2024.
3
Other benefits include compensation for traveling hours to and from board meetings.
The Nomination Committee, as defined in the
Corporate Governance section of BerGenBio’s
website, reviews Board fees at least annually.
Fees are evaluated relative to Nordic and UK
companies of comparable size and complexity
to BerGenBio. The work of the Board of Directors
and committees are covered in section 8 and 9 in
the Corporate Governance Report in the Annual
Report.
The Nomination Committee prepares
recommendations for remuneration of the Board
of Directors. The recommendations are put before
shareholders for approval before they come into
effect. The Board of Directors’ remuneration is
approved by the shareholders as a separate item
on the agenda at the Annual General Meeting.
The Chairman and each member of the Board
of Directors receives a fixed annual fee. The
Chairman or Board members who participate in
the Audit Committee or Remuneration Committee
receive separate compensation for this.
As relevant, Board members not domiciled in
Norway are also entitled to compensation for
traveling time within business hours to and from
Board meetings.
Additional fees or benefits may be provided to
reflect, for example, accommodation, transport
and other business-related expenses incurred
while carrying out their role.
Board members are not eligible to participate
in any incentive arrangements operated by
BerGenBio.
The remuneration of Board members is not linked
to the Company’s performance and does not
contain option elements.
Board fees were to September 2024 nominated in
NOK but from October 2024 nominated in Euro.
Board fees are for the full year 2024 presented in
NOK.
4.1 REMUNERATION OF INDIVIDUAL MEMBERS OF THE BOARD OF DIRECTORS IN 2024
Table 4.1 Remuneration of individual members of the Board of Directors in 2024
4. Remuneration of the Board of Directors
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4.2 BOARD OF DIRECTORS SHAREHOLDINGS
The table illustrates shares purchased and sold by Board members in 2024.
Table 4.2 Board of Directors shareholdings
NAME SHARES AT 1 JANUARY 2024 ADDITIONS DURING THE YEAR SOLD DURING THE YEAR Reclassified
1
SHARES AT 31 DECEMBER 2024
Anders Tullgren 2,164,730 35,192 (2,177,922) 22,000
Sally Bennett 472,239 (467,517) 4,722
Debra Barker 465,540 (461,875) 4,665
Sveinung Hole 3,000,000 (3,000,000) 0
Total 6,103,509 35,192 0 (6,107,314) 31,387
1
Reclassified includes change in shareholding due to the reverse share split approved by the AGM 23 May 2024 and reclassified for individuals resigned from of the board of directors during the year.
Remuneration of the Executive Management
Remuneration for the CEO is proposed by the Remuneration Committee and subsequently approved by the Board of Directors annually, in line
with the policy. Remuneration for other members of the Executive Management is proposed by the CEO to the Remuneration Committee for
their approval in line with the policy.
The remuneration arrangements for the BerGenBio Executive Management comprise the following elements:
REMUNERATION DESCRIPTION
Base salary
Enables BerGenBio to attract, engage and retain talent needed to drive long-term value creation. It is an annual market-consistent remuneration that is fixed based on skills,
performance, experience, scope of work and responsibility, taking into consideration the rate of pay rise for executives and other employees.
Short-term incentive (STI)
Enables BerGenBio to incentivize delivery of its short-term objectives and ensure a clear link with value creation. Performance measures and targets are normally set annually by
the Board of Directors. The Board sets the individual objectives of the CEO and the overall objectives for the executive team. The Committee, in discussion with the CEO, reviews
the level of performance achieved and the amount of STI earned by the members of the Executive Management.
The Board of Directors determines pay-outs based on performance against the targets and to ensure that the outcome is fair in the context of overall performance of BerGenBio
and the individual. Awards are normally paid out in cash. The target award for CEO is 50%, with a maximum award in any financial year up to 75% of base salary. For other
executives the target award is 30%, with a maximum award in any financial year up to 45% of base salary.
Long-term incentive (LTI) program
Enables BerGenBio to incentivize and reward long-term value creation and align with shareholders’ interest. Award of share options is not dependent on achieving specific
targets; however, their values are linked to BerGenBio’s share price and its development. Share options vest over three years from time of grant and expire eight years after grant.
Other benefits
Enables BerGenBio to provide market competitive and cost-effective benefits. Benefits may include, but are not limited to healthcare, life and accident insurance on customary terms,
house allowance. Specific benefit provision may be subject to minor change from time to time. Additional benefits may be provided on recruitment or to support relocation.
Pension
Encourages planning for retirement and long-term saving. BerGenBio ASA has a defined contribution pension plan according to the mandatory requirements in the Norwegian Law.
BerGenBio Limited has a defined contribution pension plan according to the requirements in the UK. Company-paid pension contributions are set considering the wider workforce
rate and market practice in the country in which the executive resides.
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TERMS AND CONDITIONS FOR INDEMNITY FOR THE
MEMBERS OF THE BOARD OF DIRECTORS
BerGenBio has a Directors and Officers’ liability insurance and indemnification
for the members of the Board of Directors. It is the policy of BerGenBio to
indemnify Directors and Officer’s against claims for damages. In 2024, no claims
were reported and BerGenBio did not indemnify its Directors and Officers against
claims for damages.
5.1 EXECUTIVE MANAGEMENT REMUNERATION BENCHMARK
Executive Management remuneration is evaluated against relevant benchmarks
of Nordic general industry companies and European biotech companies, similar
to BerGenBio in size, complexity, and market capitalization. After the 2020
update, the BerGenBio Comparator Peer Group consists of 19 companies from
the Nordic countries (13) and the UK (6) with number of employees, revenue,
R&D expense and market capitalization spanning from well below to well above
the relevant metrics for BerGenBio. The peer group is used for a benchmarking
of the Executive Management Team to assess the market positioning of
remuneration packages.
5.2 REMUNERATION OF INDIVIDUAL MEMBERS OF THE
EXECUTIVE MANAGEMENT IN 2024
Table 5.2.1 shows a decrease in the total remuneration to employed Executive
management by 38% and table 5.2.2 a reduction by 11% for executives engaged
as consultants, in total a reduction in remuneration to executive management by
35% from 2023 to 2024. This is caused by individual reduction in compensation
package and reduction of Executive Management members.
As a majority of the Executives have compensations nominated in currecies
other than NOK their compensations in NOK value has been affected (increased)
by the weakness in NOK during the year. For comparison year on year in NOK
see table 7.1.
Table 5.2.1 Remuneration of individual members of the Executive Management in 2024
This table is presented in nominated currency per individual Executive member.
IN ‘1,000 AND
NOMINATED CURRENCY
FIXED REMUNERATION VARIABLE REMUNERATION
NAME
Joined /
Departed
Currency Year
Base
salary
Pension
Severance
pay
Other
benefits
1
Total fixed
remuneration
% out of total
remuneration
Short-term
incentive
Total granted fair value
of share options
Total variable
remuneration
% out of total
remuneration
Total
Martin Olin
3
(CEO)
Departed
Nov 2024
DKK
GBP
2024
2023
2,829
407
424
61
143
33
3,397
501
74%
63% 133
1,166
156
1,166
289
26%
37%
4,563
790
Rune Skeie (CEO)
NOK
NOK
2024
2023
2,049
1,960
216
205
32
27
2,297
2,192
65%
61%
379
375
857
1,025
1,236
1,400
35%
39%
3,533
3,592
Cristina Oliva (CMO)
GBP
GBP
2024
2023
297
283
30
28
327
312
73%
71%
56
51
62
78
118
129
27%
29%
446
441
Other Executives
2
GBP
GBP
2024
2023
0
360
0
36 13 17
0
426
0%
95%
0
23
0
0
0
23
0%
5%
0
449
1
Other benefits include housing allowance, insurances, expenses to mobile, internet, newspapers, other business-related expenses and compensation for untaken holidays.
2
Other executives in 2023: Nigel McCracken (to 31 August 2023) and James Barnes (to 31 December 2023).
3
Base salary is reduced by 23 % effective from 1 October 2023. From 2024 base salary is nominated in DKK.
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Table 5.2.2 Remuneration of individual members of the
Executive Management engaged as contractors
IN ‘1,000 REMUNERATION
NAME Joined / Resigned Year Invoice fee
Olav Hellebø
1
(CEO) Joined 21 Nov 2024
2024
2023
34 (GBP)
0 GBP)
Gayle Mills
2
(CBO)
2024
2023
385 (USD)
322 (USD)
Debbie Molyneux (CPO)
Left 30 June 2023 2024
2023
0 (GBP)
51 (GBP)
1
Olav Hellebø is contracted through a consultancy agreement with a fixed monthly fee, and a
termination fee equivalent to one month fee.
2
Gayle Mills is contracted through a consultancy agreement with a fixed monthly fee and is eligible
for an incentive fee on certain partnering and/or M&A deals.
5.3 SHORT-TERM INCENTIVE OF THE EXECUTIVE
MANAGEMENT IN 2024
BerGenBio Executive Management engaged as employees participates in a
short-term incentive scheme in line with the Remuneration Policy. Target STI
level is 30% of base salary for other Executives than the CEO, and maximum
STI level is 45% of base salary for other Executives than the CEO. Individual
STI is dependent on performance and achievement of goals. Goals for 2024
consisted of specific development goals relating to financials, bemcentinib
and organizational development. Overall achievement of corporate goals for
2024 was 50%. Short-term incentive for the Executive Management for 2024
amounted in total to NOK 1.1 million.
The current CEO and CBO is both hired through consultancy agreements and
are not participating in the regular short term incentive.
CATEGORY MEASURES OVERALL ACHIEVEMENTS 2024
Financials • Secure additional capital to fund activities beyond 2024
Development of bemcentinib
• Patient enrollment in the Ph1b and Ph2a of the NSCLC STK11m clinical study
• Support initiation of new Investigator Sponsored Study(ies)
• Complete transfer of drug product manufacturing process & additional activities to support Phase 3
readiness
Organization development
• Pursue relevant partnership and licence opportunities
• Corporate compliance and risk management oversight
Total 50%
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5.4 LONG-TERM INCENTIVE (LTI) PROGRAM
To promote and achieve long-term goals and strategies for
BerGenBio, as well as sustainability, and thereby contribute to
BerGenBio´s development and growth, incentive remuneration in the
form of share options are offered to the Executive Management and
the wider team.
Share options normally vest over three years by one third per
annum. The maximum award in respect of a financial year is 100%
of annual base salary for the CEO and 50% for all other executives
calculated according to the Black-Scholes model. Options are
awarded at an exercise price identical to the fair value of the shares
at the time of the grant, which is to be determined when the grant
is made. In addition to the exercise price, the participant shall pay
to the Company an amount that covers any payroll tax payable as
a result of exercising the options. Individual share option awards
are determined by considering the overall performance, potential,
competitiveness of the employment terms, position responsibility,
need for retention, and the overall long-term organization need.
Exercise is not subject to performance measures, but the value
of the options will be measured based on development in share
price. Vested share options can be exercised partly or fully at four
specified points per year in connection with the release of financial
results. In addition, the Board of Directors may allow exercise at
other suitable times during the year.
Annual Report & Accounts 2024
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Table 5.4 Long-term incentive (LTI) program
NAME Program Grant date Earliest vesting date Exercise price
No. of share options
Beginning of the year
4
No. of share
options granted
No. of share options
cancelled or reclassified
2
No. of share options
exercised
No. of share options
end of the year
Fair value of share options at
grant (1’000 NOK)
1
Martin Olin (CEO to
Nov 2024)
2024 26.06.2024 26.06.2025 11.226 350,000 (350,000) 0 1,818
2023 08.12.2023 08.12.2024 21.13 240,000 (240,000) 0 2,050
2022 23.11.2022 08.09.2022 759.00 9,500 (2,533) 6,967 2,714
Rune Skeie (CFO) 2024 26.06.2024 26.06.2025 11.226 165,000 165,000 857
2023 08.12.2023 08.12.2024 21.13 120,000 120,000 1,025
2022 23.11.2022 23.11.2023 759.00 1,002 1,002 286
2021 06.05.2021 06.05.2022 2,855.00 546 546 787
2020 08.04.2020 08.04.2021 1,500.00 1,467 1,467 1,100
2019 17.04.2019 17.04.2020 2,500.00 522 522 650
2018 31.10.2018 31.10.2019 2,850.00 201 201 285
2018 22.05.2018 22.05.2019 4,670.00 243 243 563
Cristina Oliva (CMO) 2024 26.06.2024 26.06.2025 11.226 165,000 165,000 857
2023 08.12.2023 08.12.2024 21.13 120,000 120,000 1,025
2022 23.11.2022 25.04.2023 759.00 2,001 2,001 571
Other executives
3
2021 06.05.2021 06.05.2022 2,855.00 427 (427) 0 929
2020 08.04.2020 08.04.2021 1,500.00 1,780 (1,780) 0 1,335
2019 17.04.2019 17.04.2020 2,500.00 594 (594) 0 743
1
Fair value of total share options at grant date is based on Black Scholes fair value calculation (from 2021 program).
2
Reclassified from time of resigned from the executive management or expiry date of options.
3
Other executives are James Barnes and Nigel McCracken, both left in 2023.
4
The AGM in May 2024 approved a reverse share split 100:1. The exercise price and number of options in table 5.4 have been adjusted retrospect.
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5.5 EXECUTIVE MANAGEMENT SHAREHOLDINGS
Shares purchased and sold by Executive members in 2024.
Table 5.5 Executive Management shareholdingss
NAME
SHARES AT 1 JANUARY
2024
ADDITIONS DURING
THE YEAR
SOLD DURING THE
YEAR
RECLASSIFICATION 1 SHARES AT 31 DECEMBER 2024
Martin Olin (CEO to Nov 2024) 3,037,100 (3,037,100) 0
Rune Skeie (CFO) 388,785 (384,897) 3,888
Total shares 3,425,885 0 0 (3,421,997) 3,888
1) Reclassified includes change iin shareholding due to the reverse share split approved by the Annual General Meeting 23 May 2024 and relassified for individuals resignation from Executive Managemet.
6. Terms of termination and termination benefits
BerGenBio does not apply a standard notice policy. The normal notice period for the Executive Management Team is three months by the
executive or the Company. The CEO is currently engaged through a consultancy agreement of six months from 20 November 2024 and has a
notice period of two months by the CEO or the Company. Notice of termination can be given from 20 March 2025 at the earliest.
Severance payments for executives will normally be made up of fees, salary, benefits, pension contributions and short-term incentive (where
eligible) and would reflect the notice period of the contract. The Board of Directors reserves the right to make any other payments in connection
with a member of the Executive Management stepping down/ceasing employment where the payments are made in good faith in discharge of
an existing legal obligation (or by way of damages for breach of such an obligation) or by way of settlement of any claim arising in connection
with the individual stepping down/ceasing employment. Any termination payments, including payment during the notice period, may not exceed
a total value of the equivalent to 12 months’ remuneration. This maximum severance amount includes all components of remuneration, both
fixed and variable elements.
7. Comparison of remuneration and financial performance figures
BerGenBio has included five years of comparative figures for the annual change in remuneration, Company performance, and average
remuneration based on full-time equivalents (“FTEs”) of employees other than Executive Management members in table 7.1.
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TABLE 7.1 COMPARISON OF TOTAL REMUNERATION AND FINANCIAL PERFORMANCE FIGURES
Executive Management total remuneration includes base salary, pension, other remuneration, short-term incentive and total calculated fair value of granted options. Table 7.1 is
presented in NOK. Individual Executive Management members and Group employees have remuneration nominated in GBP and DKK. The average exchange rates NOK/GBP used for
conversion are: 2024: 13.74, 2023: 13.13, 2022: 11.85, 2021: 11.83 and 2020: 12.05. Caused by the weakness in NOK/GBP from 2023 to 2024, the NOK amount below for individuals with
base salary nominated in GBP is affected (increased) by 5% (from 2022 to 2023 positive by 10%).
IN ‘1,000 NOK 2024 Change % 2023
1
Change % 2022 Change % 2021 Change % 2020
Executive Management – remuneration
Martin Olin CEO, from Sep 2021to Nov 2024
1
7,113 -31,4% 10,376 -5.4% 10,974 181.5% 3,898 0
Rune Skeie, CFO 3,533 -1.6% 3,592 26.3% 2,844 -13.0% 3,271 2.5% 3,190
Cristina Oliva CMO, from April 2022
1
6,121 5.8% 5,787 61.5% 3,586 0 0
Other employed executives
1
0 5,902 -34.4% 8,990 -62.9% 24,204 -18.1% 29.546
Board of Directors – remuneration
Anders Tullgren, from January 2022 817 -3.7% 848 -23.9% 1,115 0 0
David Colpman, from October 2024 98 100% 0 0 0 0
Sally Bennett, from December 2020 368 2.9% 358 -5.3% 378 20.2 315 1,201.6% 24
Debra Barker 361 5.0% 344 -2.5% 353 10.3% 320 26.4% 253
Sveinung Hole, to May 2024 140 -58.3% 335 -2.9% 345 -31.9% 506 7.7% 470
François Thomas, from Dec 2020 to May 2023 0 140 -59.9% 349 -4.7% 366 1,251.5% 27
Stener Kvinnsland, to January 2022 0 24 -91.6% 285 22.8% 232
1
Remuneration nominated in GBP or DKK. Converted to NOK by average annual currency rate. 2024 numbers in NOK are effected by weakness in NOK of 5% (from 2022 to 2023 by 10%)..
The calculation of average fixed and variable remuneration is very sensitive to the relatively low number of FTEs involved and is further impacted due to a significant reduction in FTEs
during 2023 and 2022 as part of the announced focused strategy, compared to 2021 and 2020.Increase of average fixed remuneration from 2022 to 2023 was 4% on Group level (from
2021 to 2022 4% on Group level).
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2024 Change % 2023
1
Change % 2022 Change % 2021 Change % 2020
Financial performance figures: Employees – average remuneration based on FTE’s
Number of FTE’s (excl. Executive Management) – Group 11.9 -42.4% 20.7 -33.9% 31.3 -15.8% 37.2 47.1% 25.3
Average total remuneration for Group employees (1’000 NOK)
1 2
1,892 36.7% 1,384 10.0% 1,258 -8.3% 1,371 25.9% 1,089
Average fixed remuneration for Group employees (1’000 NOK)
1 3
1,440 33.1% 1,082 0.7% 1,074 10.5% 972 12.9% 861
Average variable remuneration for Group employees (1’000 NOK)
1 4
453 49.9% 302 64.2% 184 -53.9% 399 75.2% 228
Number of FTE’s (excl. Executive Management) – Parent 4.4 -51.2% 9.0 -25.3% 12.0 -2.9% 12.4 15.9% 10.7
Average total remuneration for parent company employees (1’000 NOK)
2
1,660 30.1% 1,277 16.7% 1,094 -4.2% 1,142 40.2% 815
Average fixed remuneration for parent company employees (1’000 NOK)
3
1,246 26.3% 986 3.2% 956 23.5% 774 8.1% 716
Average variable remuneration for parent company employees (1’000 NOK)
4
415 43.0% 290 110.0% 138 -62.4% 368 271.6% 99
Group financial results
Revenue of BerGenBio (´1.000 NOK) 848 139.5% 354 -9.0% 389 -49.7% 774 28.8% 601
Research & Development (R&D) costs (´1.000 NOK) 109,271 -22.9% 141,800 -43.9% 252,600 -0.4% 253,700 22.6% 206,857
1
Remuneration nominated in GBP is converted to NOK by average annual currency rate. 2024 numbers in NOK are effected by weakness in NOK/GBP by 5% (in 2023 by 10%)..
2
Average total remuneration for Group employees and Parent Company employees is calculated as total remuneration [salary, pension and short-term incentive for all employee (excluding Executive Management)
including fair value of granted options divided by total FTEs (excluding Executive Management)].
3
Average fixed remuneration for Group employees and Parent Company employees is calculated as fixed remuneration [salary and pension for all employees (excluding Executive Management) excluding short-term
incentive and fair value of granted options divided by total FTEs (excluding Executive Management)].
4
Variable remunerations include introduction of STI and LTI scheme for additional employees from 2021.
8. Compliance with the remuneration policy
The remuneration of members of the Board of Directors and Executive Management for 2024 is consistent with the scope of the Remuneration
Policy. There has been no deviation or derogation from the framework provided by the Remuneration Policy.
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The Board of Directors has today considered and approved the
Remuneration Report of BerGenBio for the financial year 1 January to
31 December 2024.
The Remuneration Report is presented in accordance with section
6–16a of the Norwegian Public Limited Companies Act.
In our opinion, the Remuneration Report is in accordance with
the Company’s Remuneration Policy, which has been adopted at
the Company’s Annual General Meeting, and is free of material
misstatement, whether due to fraud or error.
We recommend the Remuneration Report for advisory vote at the
Company’s Annual General Meeting.
Bergen, 29 April 2025
Board of Directors
9. Statement by the Board of Directors
Anders Tullgren
Chair of the Board of Directors
David Colpman
Non-Executive Director
Dr. Sally Bennett
Non-Executive Director
Dr. Debra Barker
Non-Executive Director
30
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BERGENBIO
Annual Report & Accounts 2024
To the General Meeting of Bergenbio ASA
Opinion

We have performed an assurance engagement to obtain reasonable
assurance that BerGenBio ASA’s report on salary and other
remuneration to directors (the remuneration report) for the financial
year ended 31 December 2024 has been prepared in accordance with
section 6-16 b of the Norwegian Public Limited Liability Companies Act
and the accompanying regulation.
In our opinion, the remuneration report has been prepared, in all
material respects, in accordance with section 6-16 b of the Norwegian
Public Limited Liability Companies Act and the accompanying
regulation.
Board of directors’ responsibilities

The board of directors is responsible for the preparation of the
remuneration report and that it contains the information required in
section 6-16 b of the Norwegian Public Limited Liability Companies
Act and the accompanying regulation and for such internal control as
the board of directors determines is necessary for the preparation of a
remuneration report that is free from material misstatements, whether
due to fraud or error.
Our independence and quality control

We are independent of the company in accordance with the
requirements of the relevant laws and regulations in Norway and the
International Ethics Standards Board for Accountants’ International
Code of Ethics for Professional Accountants (including International
Independence Standards) (IESBA Code), and we have fulfilled our
other ethical responsibilities in accordance with these requirements.
The firm applies International Standard on Quality Management, which
requires the firm to design, implement and operate a system of quality
management including policies or procedures regarding compliance
with ethical requirements, professional standards and applicable legal
and regulatory requirements.
Auditor’s responsibilities

Our responsibility is to express an opinion on whether the
remuneration report contains the information required in section 6-16
b of the Norwegian Public Limited Liability Companies Act and the
accompanying regulation and that the information in the remuneration
report is free from material misstatements. We conducted our work in
accordance with the International Standard for Assurance Engagements
(ISAE) 3000 – “Assurance engagements other than audits or reviews of
historical financial information”.
We obtained an understanding of the remuneration policy approved
by the general meeting. Our procedures included obtaining an
understanding of the internal control relevant to the preparation of the
remuneration report in order to design procedures that are appropriate
in the circumstances, but not for the purpose of expressing an opinion
on the effectiveness of the company’s internal control. Further we
performed procedures to ensure completeness and accuracy of the
information provided in the remuneration report, including whether
it contains the information required by the law and accompanying
regulation. We believe that the evidence we have obtained is sufficient
and appropriate to provide a basis for our opinion.
Bergen, 29 April 2025
ERNST & YOUNG AS


Truls Nesslin
State Authorised Public Accountant (Norway)
31
Governance/Remuneration report
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INDEPENDENT AUDITOR’S ASSURANCE REPORT ON REMUNERATION REPORT
31
Statsautoriserte revisorer
Ernst & Young AS
Thormøhlens gate 53 D, 5006 Bergen
Postboks 6163, 5892 Bergen
Foretaksregisteret: NO 976 389 387 MVA
Tlf: +47 24 00 24 00
www.ey.no
Medlemmer av Den norske Revisorforening

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Corporate governance report
Governance/Corporate Governance report
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BerGenBio considers good corporate governance to be a prerequisite
for value creation and trustworthiness, and for access to capital.
In order to secure strong and sustainable corporate governance,
it is important that BerGenBio ensures good and healthy business
practices, reliable financial reporting and an environment of
compliance with legislation and regulations.
BerGenBio is incorporated and registered in Norway and is subject
to Norwegian law. The Company’s shares are listed on Oslo Stock
Exchange (Oslo Børs) under the ticker BGBIO, and thus subject to
the requirement to prepare an annual statement of its principles
and practices for corporate governance. The Company endorses the
Norwegian Code of Practice for Corporate Governance, issued by the
Norwegian Corporate Governance Board (the “Code”). Compliance
with the Code is based on the “comply or explain” principle, which
means that the Company must either comply with the individual items
in the Code or explain why they have chosen an alternative solution.
IMPLEMENTATION AND REPORTING OF
CORPORATE GOVERNANCE
BerGenBio has governance documents setting out principles for how
business should be conducted. References to more specific policies
are included in this corporate governance report where relevant. The
BerGenBio governance regime is approved by the Board of Directors
in the Company.
BerGenBio believes good corporate governance involves
openness and trustful cooperation between the Company and all
its stakeholders. By practicing good corporate governance, the
Company’s Board of Directors and management will contribute to
achieving the Company’s objectives of openness, independence,
equal treatment, and control and management.
The following sections provide a discussion of the Company’s
corporate governance in relation to each section of the Code.
According to the Company’s own evaluation, the Company deviates
from the Code on the following points:
• Formulation of Company takeover policy (section 14)
• Formulation of guidelines for use of the auditor for services other
than auditing (section 15)
VALUES AND ETHICAL POLICIES
The Company’s main values and ethical principles form the basis
for the Code of Conduct. The Code of Conduct is distributed to all
employees, management and Board members, and published on the
Company’s website.
The Company’s Code of Conduct rules set forth the basic principles
for business practices and personal behavior for BerGenBio and
apply to all employees, as well as persons/entities related to the
Company, including hired consultants acting on behalf of the Group.
They comprise the Company’s main principles on issues such as
human and labor rights, health and safety, business ethics, legal
compliance, insider trading, whistleblowing and other relevant issues
related to the Company’s operations.
Material breaches of the ethical guidelines may result in termination
of employment/engagements.
1. Corporate Governance in BerGenBio

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2. Business
BerGenBio is a clinical-stage biopharma-
ceutical Company focused on developing
novel medicines for aggressive diseases.
The Company’s lead clinical asset,
bemcentinib targets the receptor tyrosine
kinase AXL and has been clinically
evaluated in a number of indications.
The Company’s operations comply with
the business objective set forth in its
articles of associations section 3:
“The company’s objective is to
undertake research and development
in biotechnology with a focus on new
pharmaceutical therapeutics”.
The Company has developed clear goals
and strategies which are further described
in the Annual Report for 2024.
3. Equity and Dividends
CAPITAL ADEQUACY
BerGenBio’s total equity as of 31
December 2024 was NOK 122.7 million,
corresponding to an equity ratio of
78.8%. The Group cash position as of 31
December 2024 was NOK 140.2 million.
Following the discontinuation of the
STK11m NSCLC program and actions taken
to save costs and preserve cash, the Board
of Directors is confident that the cash
position will cover the cash need for the next
12 months. This includes operations cost
and close down activity costs, completion of
the strategic review and fund the company
to complete a strategic transaction or
alternatively a solvent liquidation.
The Board of Directors considers this to
be an adequate level, relative to the risk
and scope of operations based on the
Company’s internal estimated capital
requirements during the closure phase of
the BGBC016 study.
DIVIDEND POLICY
BerGenBio has not developed a dividend
policy. The Company is focusing on the
development of novel pharmaceutical
products and does not anticipate paying
any cash dividend until sustainable
profitability is achieved. The Company has
not previously distributed any dividends to
its shareholders.
AUTHORIZATIONS TO THE
BOARD OF DIRECTORS
At the Company’s Annual General Meeting,
on 23 May 2024, the Board of Directors
was granted the following authorization:
• Authorization to increase the Company’s
share capital by up to NOK 3,908,711 in
connection with its existing share option
scheme. The authorization is effective
until the earlier of the AGM in 2025 and
30 June 2025.
• Authorization to increase the Company
share capital by up to NOK 7,817,423
by subscription of new shares, which
constitute approximately 20% of the
Company´s outstanding shares. The
purpose of the authorization is to permit
the issue of new shares to strengthen
the Company equity and to increase
the liquidity and/or to broaden the
Company’s shareholder base. The
authorization is effective until the
earliest of the AGM in 2025 and 30 June
2025.
For supplementary information on the
authorizations, reference is made to the
minutes of the Annual General Meeting
held on 23 May 2024, available from the
Company’s website.

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4. Equal Treatment
of Shareholders and
Transactions with Close
Associates
BerGenBio has only one class of shares.
Each share in the Company carries one vote,
and all shares carry equal rights, including
the right to participate in General Meetings.
All shareholders shall be treated on an equal
basis, unless there is just cause for treating
them differently.
SHARE ISSUES WITHOUT
PREFERENTIAL RIGHTS FOR
EXISTING SHAREHOLDERS
In the event of a share capital increase
through the issue of new shares, a decision
to waive the existing shareholders’
preferential rights to subscribe for shares
shall be justified. Where the Board of
Directors resolves to issue shares, and
waive the preferential rights of existing
shareholders pursuant to an authorization
granted to the Board of Directors by the
general meeting, the justification will be
publicly disclosed in a stock exchange
announcement issued in connection
with the shares issuance. There were no
such transactions in 2024. The Rights
Issue in June 2023 was conducted by
issuing subscription rights to all existing
shareholders and the Warrants issued
as part of the Rights Issue were issued
to all subscribers in the Rights Issue.
The Warrants was traded on Oslo Stock
Exchange and the Warrants where
exercised within the terms approved by
the General Meeting. The Warrant exercise
was partly underwritten and guaranteed
by existing shareholders and external
underwriters. The fee to the underwriters
was set at market level for similar
transactions.
TRANSACTIONS IN
TREASURY SHARES
Any transactions in treasury shares shall be
carried out through Oslo Stock Exchange,
and in any case to prevailing stock
exchange prices. In the event that there is
limited liquidity in the Company’s shares,
the Company will consider other ways to
cater for equal treatment of shareholders.
There were no such transactions in 2024
APPROVAL OF AGREEMENTS
WITH SHAREHOLDERS AND
CLOSE ASSOCIATES
For transactions that are considered to
be not immaterial between the Company
and its closely related parties, the Board of
Directors will arrange for an independent
third-party valuation. Members of the Board
of Directors and executive personnel are
required to notify the Board of Directors
when such members have any significant,
direct or indirect, interest in a transaction
carried out by the Company. There were no
such transactions in 2024.
5. Freely Negotiable Shares
The shares of the Company are freely
negotiable, and the Company’s articles of
association do not place any restrictions on
the negotiability of shares.

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6. General Meetings
The General Meeting is open to all
shareholders, and BerGenBio encourages
all shareholders to participate and exercise
their rights in connection with the Company’s
General Meetings. The right to participate
and vote at the general meeting can only
be exercised for shares registered in the
shareholders’ register by the fifth business
day prior to the day of the General Meeting.
Notice of a General Meeting and any
supporting documents, including the
recommendation by the Nomination
Committee and other information on the
resolutions to be considered, shall be made
available on the Company’s website no later
than 21 days prior to the date of the General
Meeting. In accordance with the Company’s
articles of association, documents that are
to be considered by the General Meeting are
not required to be sent to the shareholders
if they have been made available on the
Company’s website. The deadline for
registration of proxy or pre-votes will be set
as close to the meeting as possible, and all
the necessary registration information will
be described in the notice.
Shareholders unable to attend may vote by
proxy. Whenever possible, the Company will
prepare a proxy form that will allow separate
votes for the items that are to be considered
in the General Meeting.
The agenda for the Annual General Meeting
is stipulated by the articles of association,
and the main topics to be considered
include the approval of the annual accounts
and the Directors’ report, including
distribution of dividend, and remuneration of
leading personnel.
If the Board Chairman is the chair for the
General Meeting and there is disagreement
on individual items for which the Board
Chairman belongs to one of the factions,
or is not regarded as being impartial for
other reasons, another chairperson will be
appointed to ensure impartiality regarding
the items to be considered.
The Board Chairman and the CEO will be
present at General Meetings, together with
representatives of the Board. Representatives
of the Nomination Committee, the
Remuneration Committee and the Audit
Committee, as well as the auditor, should be
present at General Meetings where matters
of relevance for such committees/persons
are on the agenda.
Minutes from the General Meetings will
be published in accordance with the stock
exchange regulations and made available on
the Company’s website.
In 2024, BerGenBio held its Annual
General Meeting on 23 May 2024 and an
Extraordinary General Meeting 10 October
2024.
7. Nomination Committee
The Nomination Committee of BerGenBio
consists of three members, elected
pursuant to section 9 of the Company’s
Articles of Association.
The Nomination Committee is responsible for
recommending candidates for the election
of members and Chairman of the Board
of Directors, candidates for the election of
members and Chairman of the Nomination
Committee, and remuneration of the Board
of Directors, Board subcommittees and the
Nomination Committee.
The objectives, responsibilities and functions
of the Committee are further described in the
“Instructions for the Nomination Committee”,
which were adopted by the General Meeting
at the AGM in 2017. The instructions are
available from the Company’s website.
The current Nomination Committee
consists of:
• Hans Peter Bøhn (Chair) – elected at the
Annual General Meeting 22 March 2017
• Ann-Tove Kongsnes – elected at the
Annual General Meeting 19 June 2014
• Shantrez Miller Gillebo – elected at
the Extraordinary General Meeting 9
December 2020
All members are re-elected with a term
until the Annual General Meeting in 2025.
All members are considered independent
of the Company’s Board of Directors and
Executive Management.
All shareholders are entitled to nominate
candidates to the Board and contact
information for proposing candidates can
be found on the Company’s website.

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Pursuant to the articles of association
section 5, the Company’s Board of Directors
shall consist of three to seven members.
As of 31 Decmber 2024, the Boad of
Directors consited of four members, of
whom two are women:
• Anders Tullgren (Chair) – elected at the
Extraordinary General Meeting (EGM)
6 January 2022 and re-elected up to the
AGM in 2026
• David Colpman – elected at the
Extraordinary General Meeting (EGM) in
October 2024 up to the AGM in 2026
• Debra Barker – elected at the Annual
General Meeting on 13 March 2019 and
re-elected up to the Annual General
Meeting in 2025
• Sally Bennett – elected at the
Extraordinary General Meeting on
9 December 2020 and re-elected up to
the Annual General Meeting in 2025
The composition of the Board of Directors
is in compliance with the independence
requirements of the Norwegian Code of
Practice for Corporate Governance, (the
“Corporate Governance Code”), meaning
that (i) the majority of the shareholder-
elected Board Members are independent of
the Company’s Executive Management and
material business contacts, (ii) at least two
of the shareholder-elected Board Members
are independent of the Company’s main
shareholders (shareholders holding more
than 10% of the shares in the Company),
and (iii) no members of the Company’s
Management serve on the Board of
Directors. Furthermore, pursuant to the
Norwegian Public Limited Companies Act,
if the Board of Directors of a Norwegian
Public Limited Liability Company consists of
four to five members, then each gender shall
be represented by at least two members.
All board members are independent of the
Company’s significant business relations
and large shareholders (shareholders
holding more than 10% of the shares in the
Company) and of the Management.
Board members are not part of the share option program in the Company but are encouraged to own shares in BerGenBio. The following
shares are held by the Board as of 31 December 2024:
NAME POSITION CONSIDERED INDEPENDENT SERVED SINCE TERM EXPIRES BOARD MEETING ATTENDANCE 2024 SHARES
Anders Tullgren Chair Yes 06.01.2022 AGM 2026 15 22,000
Debra Barker Board member Yes 13.03.2019 AGM 2025 14 4,665
Sally Bennett Board member Yes 09.12.2020 AGM 2025 15 4,722
David Colpman Board member Yes 10.10.2024 AGM 2026 3 0
8. Board of Directors; Composition and Independence

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9. The Work of the Board of Directors
The Board of Directors is responsible for
the management of the Company, including
the appointment of the Chief Executive
Officer (CEO), convening and preparing
for General Meetings and supervising the
daily management and the activities of the
Company in general.
The Board of Directors has implemented
instructions for the Board and the Executive
Management, with focus on allocation of
internal responsibilities and duties. The
objectives, responsibilities and functions
of the Board of Directors and the CEO are
in compliance with rules and standards
applicable to the Company and are
described in the Company’s “Instructions for
the Board of Directors” and “Instructions for
the CEO”.
The Board of Directors will produce
an annual schedule for its work, with
particular focus on objectives, strategy and
implementation. The CEO is responsible for
keeping the Board of Directors informed
and provides regular reports to the Board
of Directors about the Company’s activities,
position and financial and operational
developments. During 2024, the Board of
Directors held 15 meetings.
The Board of Directors’ consideration of
material matters in which the Chairman
of the Board is, or has been, personally
involved, shall be chaired by another
member of the Board.
The Board of Directors shall annually
evaluate its performance and expertise in
the previous year. The evaluation is made
available to the Nomination Committee.
AUDIT COMMITTEE
The Board of Directors established an Audit
Committee on 28 February 2017, which is a
subcommittee of the Board of Directors. Its
main duties are to assess the Company’s
financial reporting and internal control,
monitor statutory audit and report outcome
of the audit to the Board of Directors. The
Audit Committee also supports the Board
in the administration and exercise of its
responsibility for supervision in accordance
with applicable rules and legislations. From
2021 pre-approval of non-audit services
delivered by the independent auditor is
required from the Audit Committee. The
Company’s Audit Committee is governed
by the Norwegian Public Limited Liability
Companies Act and a separate instruction
adopted by the Board of Directors. The
Audit Committee has held five meetings
in 2024, and met with the Auditor,
EY, separately without the Executive
Management present.
The members of the Audit Committee are
elected by and amongst the members of
the Board of Directors for a term of up to
two years.
The current members of the Audit
Committee are:
• Sally Bennett (Chair)
• Anders Tullgren
REMUNERATION COMMITTEE
The Board of Directrs has established
an Remuneration Committee to act as a
preparatory and advisory body in relation to
the Company’s remuneration of Executive
Management. Se further description of the
work of the Remuneration Committee in
section 2.2.2 in the Remuneration Report
2024.

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10. Risk Management and Internal Control
The Board of Directors of BerGenBio are responsible for ensuring
that the Company has sound and appropriate risk management and
internal control systems in accordance with the regulations that
apply to its business activities.
The Company has implemented a comprehensive set of relevant
corporate manuals and procedures, which provide detailed descriptions
of procedures covering all aspects of managing its operations,
including the development of clinical data and financial performance.
The procedures and manuals are continuously revised to reflect best
practice derived from experience or adopted through regulations.
The Board of Directors receives reports from the management on
developments and results related to strategy, finance, KPIs, risk
management, clinical studies, challenges and plans for the coming
periods. In addition, quarterly and annual reports are prepared in
accordance with the listing requirements and recommendations of
Oslo Stock Exchange, and they are reviewed by the Audit Committee
prior to the Board’s approval and subsequent publication.
BerGenBio prepares its financial accounts in accordance with the
international accounting standard IFRS, which aims to provide a true
and fair overview of the Company’s assets, financial obligations,
financial position and operating profit. For information on the
Company’s financial risk and risk management, reference is made to
the Board of Directors’ report and Note 20 in the 2024 annual report.
11. Remuneration of the Board of Directors
The remuneration of the Board of Directors is determined by the
shareholders at the Annual General Meeting of the Company based
on the proposal from the Nomination Committee. Guidelines are
set out in the Remuneration policy approved by the AGM 23 May
2024. The level of the remuneration is based on remuneration of
Board members for comparable companies and reflects the Board of
Directors’ responsibility, expertise, the complexity of the Company,
as well as time spent and the level of activity in both the Board of
Directors and any Board Committees.
The remuneration of Board members is not linked to the Company’s
performance and does not contain option elements. Board members
who participate in the Audit Committee or Remuneration Committee
receive separate compensation for this.
Detailed information on the remuneration of the Board of Directors
can be found in the Remuneration Report for 2024.
Members of the Board of Directors, or companies with which they
are associated, should not engage in specific assignments for the
Company in addition to their appointment as members of the Board,
but if they do, this shall be fully disclosed to the Board of Directors.
The remuneration for such additional duties will be approved by the
Board of Directors and specifically identified in the annual report.
12. Remuneration of Executive
Management Team
The Remuneration Policy sets out the main principles for remuneration
of BerGenBio’s Executive Management Team, and was approved by the
AGM on 23 May 2024.
The overall objectives of the Remuneration Policy are to:
• Support the purpose and sustainability of the Company
• Align the remuneration components with the interests of
shareholders and other stakeholders relevant to the above
• Support delivery of BerGenBio’s strategic priorities
• Attract, motivate, and retain members of the Board of Directors
and the Executive Management Team of the appropriate caliber
given the size and complexity of the business; and
• Reward members of the Executive Management Team in line with
corporate and individual performance
Detailed information on the remuneration of the Executive Management
Team can be found in the Remuneration Report for 2024.

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13. Information and Communications
BerGenBio complies with Oslo Stock Exchange’s Code of Practice
for IR. The Board of Directors has adopted an investor relations
(IR) policy, to clarify roles and responsibilities related to financial
reporting, regulate contact with shareholders and the investor market
and ensure that the principles of openness and equal treatment of
market participants are followed. The IR policy is available from the
Company’s website. In addition, the Board has adopted separate
instructions for financial reporting and the handling of inside
information in line with the EU’s Market Abuse Regulation and the
Norwegian Securities Trading Act.
The Company will each year publish a financial calendar, providing
an overview of the dates for major events such as its Annual General
Meeting and publication of interim financial reports and annual report.
Interim reports are published on a quarterly basis, in line with Oslo
Stock Exchange’s recommendations. The Company will give open
presentations in connection with its interim financial reporting.
All financial and other IR information is provided in English. All
information is distributed to the Company’s shareholders by postings
on the Company’s website at the same time as it is sent to Oslo Stock
Exchange through its information system www.newsweb.no.
14. Take-Overs
There are no defense mechanisms against take-over bids in the
Company’s articles of association, nor have other measures
been implemented to specifically hinder acquisitions of shares in
the Company.
In the event of a take-over process, the Board of Directors and the
Executive Management will ensure that the Company’s shareholders
are treated equally and that the Company’s activities are not
unnecessarily interrupted. The Board of Directors has a special
responsibility in ensuring that the shareholders have sufficient
information and time to assess the offer. In addition to complying
with relevant legislation and regulations, the Board of Directors will
seek to comply with the recommendations in the Code, including a
valuation from an independent third party. On this basis,
the Board of Directors will make a recommendation as to whether
the shareholders should accept the bid.
The Board of Directors has not established any other written
guidelines for procedures to be followed in the event of a take-over
bid, as such situations normally are characterized by specific and
one-off situations which makes guidelines challenging to prepare.
15. Auditor
The Company’s auditor is EY and is regarded as independent in relation
to BerGenBio ASA. The Audit Committee and Board of Directors
receives an annual confirmation from the auditor that the requirements
regarding in-dependence and objectivity have been satisfied.
The auditor prepares an annual plan for carrying out the auditing
work, which is made known to the Audit Committee.
The Audit Committee have annual meetings with the auditor to
discuss the annual accounts, accounting principles, assessment
of any important accounting estimates and matters of importance
on which there has been dis-agreement between the auditor and
the Company’s Executive Management. At least once per year, the
auditor will present to the Audit Committee a review of the Company’s
internal control procedures, including identification of weaknesses
and proposals for improvement. These meetings will also be held with
an opportunity for a review with the auditor, without the Company’s
day-to-day management being present. No separate guidelines have
been prepared for use of the auditor for services other than auditing,
but from 2021 pre-approval is required from the Audit Committee for
non-audit services.
The Board of Directors will disclose the remuneration paid to the
auditor, to the shareholders, at the Annual General Meeting, including
a break-down of the fee paid for audit work and fees paid for other
specific assignments, if any. The Audit Committee has reviewed the
work of the auditor and recommend to the General Meeting to retain
EY as the Company’s auditor. The auditor will participate at the
Annual General Meeting.

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BerGenBio ASA (“the Company”) and its
subsidiaries (together “the Group”) is a
biopharmaceutical Company developing
novel medicines for patients with severe
unmet medical needs. The Company is a
world-leader in understanding the potential
applications of AXL inhibition in mediating
aggressive diseases.
The Company’s lead clinical asset,
bemcentinib, targets AXL a tyrosine kinase
associated with poor prognosis in a
number of severe diseases. Bemcentinib
has been studied in a number of potential
indications including AML, 2L NSCLC and
COVID.
During 2024, the Company announced
acceptable safety data from the Ph1b
portion of BGBC016 in patients with 1L
NSCLC, supporting entry into the Ph2a
portion of the study in STK11m patients.
Post-period in February 2025, the Company
announced it was discontinuing the
BGBC016 study based on a data analysis
of the first ten patients studied in the
Ph2a portion of the study. The Company
determined that it would be unable to
obtain additional funding to complete the
study based on the analysis. Based on
this analysis, the Company is conducting
a strategic analysis of alternatives for the
company in the future.
During 2024, the Company also announced
it had discontinued all activities, including
out-licensing activities for tilvestamab
(formerly BGB149), an anti-AXL antibody.
In addition, the Company's partner ADC
Therapeutics announced that ADCT-601 an
ADC program employing a BGB-generated
antibody as a targeting agent, was
discontinued from development due to the
inability to demonstrate a favorable benefit-
risk profile during early clinical studies.
Company management and the Board of
Directors are currently focused on the close
out activities required for the BGBC016
study and the exploration of strategic
options. The Company will announce any
developments related to this analysis as
soon as practicable.
Operational review
During 2024 the Company maintained its
clinical research focus with its lead drug
candidate bemcentinib, a novel, once-a-
day, orally-administered, highly-selective
inhibitor of AXL. In 2024, the Company
had one active clinical trial (BGBC016)
in 1L STK11m NSCLC sponsored by the
Company in addition to one Investigator
Led Trial (BGBIL025).
Clinical Trials:
BGBC016 in STK11m pts
During 2024, the Company announced
acceptable safety during the Ph1b stage
of BGBC016 in 1L NSCLC patients. The
Data Safety Monitoring Board for the
study approved entry of two doses of
bemcentininb in combination with standard
of care therapies into the Ph2 phase of
the study which was originally designed to
study 40 STK11m NSCLC patients.
In February 2025, it was announced that
the trial would be discontinued due to
disappointing early results in the Ph2a
portion of the study.
Strategy

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BGBIL025 in advanced lung
adenocarcinoma
In 2024, the Company announced the
inclusion of bemcentinib in a Ph1b/2a NIH
funded study of bemcentinib in combination
with pacritinib, a JAK2 inhibitor indicated
for treatment of the bone marrow disorder
myelofibrosis in patients with platelet
counts below 50 x 109/L. Preclinical data
from the trial sponsor, the University of
Texas at San Antonio has shown synergy
between the two compounds in models of
adenocarcinoma lung cancer. Post period
in January 2025, the Company announced
enrollment of the first patient into the
BGBIL025 study which is still ongoing.
Organization development
The Company has focused its strategy over
the previous two years and the organization
has been resized to fit the business needs.
The Company has maintained all required
functions as either full time employees or
as part-time consultants. This resizing has
also affected the Executive Management
and the Board of Directors. The cost savings
from these reduced activities have fully
materialized in 2024.
In 2025, following the announcement of the
discontinuation of the BGBC016 clinical trial
and initiation of a strategic review, additional
cost savings and organizational changes
have been implemented.
Risks and uncertainties
The Group operates in a highly competitive
industry sector with many large players and
may be subject to rapid and substantial
technological change.
Our experience from the COVID-19
pandemic makes us confident we can
adjust our operations to react to significant
industry changes, such as limitations on
clinical trial recruitment. A future event
such as this may impact the operations
differently but the Company and the
industry now have valuable experience in
adjusting to rapidly evolving conditions.
BerGenBio is currently in an early
development phase involving activities
that entail exposure to various risks in
the conduct of clinical studies. Timelines
for completion of clinical studies are to
some extent dependent on external factors
outside the control of the Group, including
resource capacity at clinical trial sites,
competition for patients, etc.
The financial success of BerGenBio and/or
its commercial partners requires obtaining
marketing authorization and achieving
an acceptable reimbursement price for
its drugs. There can be no guarantee that
the drugs will obtain the selling prices or
reimbursement rates foreseen.
BerGenBio has a liability insurance which
covers Directors and Officers in the
Company and subsidiaries.
Financial risks
INTEREST RATE RISK
The Group holds cash and cash equivalents
and does not have any borrowings. The
Group’s interest rate risk is; therefore, in
the rate of return of its cash on hand. Bank
deposits and money market funds are
exposed to market fluctuations in interest
rates, which affect the financial income and
the return on cash.
EXCHANGE RATE RISK
The value of non-Norwegian currency
denominated costs will be affected by
changes in currency exchange rates or
exchange control regulations. The Group
undertakes various transactions in foreign
currencies and is consequently exposed
to fluctuations in exchange rates. The
exposure arises largely from the clinical
trials and research expenses and operations
in subsidiaries. The Group is mainly exposed
to fluctuations in pounds sterling (GBP),
euro (EUR), and US dollar (USD). The Group
are holding part of the bank deposit in GBP,
EUR and USD depending on the need for
such foreign exchange.
The foreign currency exposure is also mostly
linked to trade payables with short payment
terms. The Group might consider changing
its current risk management of foreign
exchange rate if it deems it appropriate.

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CREDIT RISK
Credit risk is the risk of a counterparty’s
default in a financial asset, liability or
customer contract, giving a financial loss.
The Group’s receivables are generally
limited to receivables from public
authorities by way of government grants.
The credit risk generated from financial
assets in the Group is limited since it is
cash deposits. The Group places its cash
in bank deposits in recognized financial
institutions to limit its credit risk exposure.
The Group has not suffered any loss on
receivables during 2024 and the Group
considers its credit risk as low.
FUNDING AND LIQUIDITY RISK
Liquidity is monitored by Group management.
The Group works continuously to ensure
financial flexibility to achieve its strategic
and operational objectives.
Following the announcement of the
discontinuation of the BGBC016 clinical
trial in February 2025, the Company has
initiated exploration of potential strategic
alternatives that may include, but are not
limited to, an acquisition, merger, business
combination, sale of assets, licensing, or
other transactions. A solvent liquidation
can also be an alternative.
The cash position is expected cover the
cash need for the next 12 months. This
includes operations cost and close down
activity costs, completion of the strategic
review and fund the company to complete
a strategic transaction or alternatively a
solvent liquidation.
Non-financial risks
TECHNOLOGY RISK
The Group’s lead product candidate,
bemcentinib, is currently in a Ph1b/2a
Investigator Led clinical trial. This is
regarded as an early stage of development
and the Group’s clinical studies may not
prove successful.
COMPETITIVE TECHNOLOGY
The Group operates in a highly competitive
industry sector with many large players
and is subject to rapid and substantial
technological change.
The Group is currently in a development
phase involving activities that entail
exposure to various risks. Timelines for
completion of clinical studies are to some
extent dependent on external factors
outside the control of the Group, including
resource capacity at clinical trial sites,
competition for patients, etc.
PATENT AND INTELLECTUAL
PROPERTY IP RISKS
The success of the Company will highly
depend on the Company’s ability to obtain
and maintain patent protection for its
products, methods, processes and other
technologies, to preserve trade secrets,
to prevent third parties from infringing
proprietary rights of the Company and to
operate without infringing the proprietary
rights of third parties. To date, the
Company holds certain exclusive patent
rights in major markets. The patent rights
are limited in time. The Company cannot
predict the range of protection any patents
will afford against competitors and
competing technologies, including whether
third parties will find ways to invalidate the
patents, obtain patents claiming aspects
similar to those covered by the Company’s
patents and patent applications, and
whether the Company may be subject to
litigation proceedings.

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REGULATORY AND
COMMERCIAL RISKS
The financial success of the Group requires
obtaining marketing authorization and
achieving an acceptable reimbursement
price for its drugs. There can be no
guarantee that the Group’s drugs will obtain
the selling prices or reimbursement rates
foreseen by the Group.
The Group will need approvals from the FDA
to market its products in the US, and from
the European Medicines Agency (EMA) to
market its products in Europe, as well as
equivalent regulatory authorities in other
worldwide jurisdictions to commercialize
in those regions. The Group’s future
earnings are likely to be largely dependent
on the timely marketing authorization of
bemcentinib for various indications.
Financial review
(Figures in brackets = same period 2023
unless stated otherwise).
ACCOUNTING POLICIES
The financial statements of BerGenBio Group
have been prepared in accordance with
International Financial Reporting Standards
(IFRS) as adopted by the EU on 31 December
2024. Figures are for the Group and for the
Parent Company BerGenBio ASA labelled
ASA on the next pages.
FINANCIAL RESULTS
OPERATING REVENUES
Revenue for the full year 2024 amounted
to NOK 0.8 million (NOK 0.4 million) for
the Group and NOK 1.9 million (NOK 1.0
million) for ASA. Revenue in the Group in
2024 and 2023 are refund of patent costs
from an out-licensed agreement with ADCT.
OPERATING EXPENSES
Total operating expenses for 2024 for the
Group amounted to NOK 152.1 million
(NOK 192.2 million), and NOK 154.4 million
(NOK 192.9 million) for ASA.
Employee expenses were NOK 40.6 million
(NOK 55.6 million) for the Group and NOK
17.2 million (NOK 19.3 million) for ASA.
Payroll expenses decreased for the full
year compared to 2023. As part of the
focused strategy FTE's has been reduced
from 25 FTE's end of 2023 to 15 FTE's
end of 2024. For the full-year 2024, other
operating costs for the Group amounted to
NOK 111.0 million (NOK 136.3 million), and
NOK 136.8 million (NOK 173.3 million) for
ASA. Operating expenses are mainly driven
by activities in the development program
and reflecting the effects of the focused
strategy previously announced where the
Company in 2024 was focusing on 1L
NSCLC STK11m compared to 2023 where
additional clinical studies were active and
open.
The Group has recognized government
grants amounting to NOK 7.8 million
(NOK 9.6 million) for the full-year 2024.
Government grants are recognized as cost
reduction in the profit and loss. Payroll
expenses have been reduced by NOK
3.4 million (NOK 5.1 million) and other
operating expenses by NOK 4.4 million
(NOK 4.6 million) as a result of these
government grants. ASA has recognized
government grants for a total of NOK 4.8
million (NOK 5.1 million) for the full year
2024. Payroll expenses have been reduced
by NOK 0.3 million (NOK 0.6 million) and
other operating expenses by NOK 4.4
million (NOK 4.6 million) as a result of
these government grants.
The operating loss for the Group in 2024
was NOK 151.2 million (NOK 191.8 million)
and NOK 152.5 million (NOK 191.8 million)
for ASA, reflecting the operations during the
period and the focused strategy including
decrease in activity and decrease in the
headcount after restructuring.

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Net financial gain for the Group was NOK
12.0 million (gain NOK 1.4 million) and NOK
12.6 million (NOK 1.2 million) for ASA for
the full-year 2024.
Losses after tax for the Group were NOK
139.3 million (NOK 190.4 million) and NOK
139.9 million (NOK 190.6 million) for ASA
for the full year 2024.
FINANCIAL POSITION
Total assets as of 31 December 2024 for
the Group decreased to NOK 155.8 million
(NOK 174.3 million at year-end 2023) for the
Group and to NOK 151.8 million (NOK 168.0
million at year-end 2023) for ASA, mainly
due to the funding secured in 2024 reduced
by the operational loss in the period.
Total liabilities were NOK 33.1 million (NOK
46.9 million at year-end 2023) for the Group
and NOK 29.1 million (NOK 41.2 million at
year-end 2023) for ASA.
Total equity as of 31 December 2024 was
NOK 122.7 million (NOK 127.5 million at
year-end 2023) for the Group and NOK 122.7
million (NOK 126.8 million at year-end 2023)
for ASA, corresponding to an equity ratio
of 78.8% (73.1%) for the Group and 80.8 %
(75.5 %) for ASA.
CASH FLOW
Net cash flow from operating activities was
negative by NOK 153.2 million (NOK 225.1
million) for the Group and negative by NOK
152.3 million (NOK 218.2 million) for ASA
for the full-year 2024, mainly driven by the
level of activity and changes in working
capital.
Net cash flow received from investing
activities during the full-year 2024 was NOK
3,7 million (NOK 3.1 million) for the Group
and NOK 3.4 million (NOK 2.8 million) for
ASA.
Net cash flow from financing activities
was NOK 129.6 million (NOK 224.9 million)
for the Group and NOK 129.6 million (NOK
224.9 million) for ASA for the full-year 2024,
representing the proceeds from the funding
secured in the year.
Cash and cash equivalents decreased to
NOK 140,2 million (NOK 156.4 million) for
the Group and NOK 134.2 million (NOK
148.6 million) for ASA.
Research and
development
While the research and development
strategy is designed in-house in BerGenBio,
the Group leverages its network of external
contract research organizations (CROs) in
order to execute its development strategy.
BerGenBio also collaborates with academic
institutions to extend the research in areas
of interest of the Group.
The Group has employed experienced
personnel that are capable of directing
work that is performed by the CROs. This
approach to product development allows
the Group to quickly change research
directions and efforts when needed and
to quickly bring in new technologies and
expertise when necessary.
Uncertainties related to the regulatory
approval process and results from ongoing
clinical trials generally indicate that the
criteria for capitalization of R&D costs
are not met until market authorization
is obtained from relevant regulatory
authorities. The Group has currently no
development expenditure that qualifies for
recognition as an asset under IAS 38.
Going concern
The Board stated that the annual accounts
represent a true and fair view of the Group’s
financial position at the turn of the year.
According to the Norwegian Accounting
Act section 3-3 (a), the Board of Directors
confirmed that the financial statements
have been prepared under the assumption
of going concern.

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Environmental, social and
governance (ESG)
In order to have a real impact we have
identified ESG topics in BerGenBio’s
value chain that are material for us and
our stakeholders. Our key stakeholders
include our patients and their families, our
employees, investors, regulators, suppliers
and other business partners, such as
research organizations and academic
institutions. The have mapped our value
chain and review of industry standards,
other organizations and peers. The topics
which are of most strategic importance
to us are; innovation, clinical trial conduct,
business ethics, economic performance
and patient health and safety.
In connection with the materiality analysis,
we also analyzed the United Nation’s
Sustainability Development Goals (SDGs)
to identify those we have the largest
impact upon. We directly contribute to SDG
3 – health and wellbeing. In addition, we
also contribute to SDG 8 – decent work
and economic growth for our employees
and society, SDG 9 – industry, innovation
and infrastructure – through our research
and development and finally, SDG 17
– partnerships for the goals – through
our extensive cooperation with research
organizations and academic institutions.
Given the current stage of development
of BerGenBio, we do not have significant
negative impact on the goals, but this may
change when we move into production and
will be reassessed.
All topics are addressed in the ESG
section of this annual report and we refer
to the World Economic Forum disclosure
reference index in the appendix, for
ease of location, along with an overview
of performance data. The reporting
in this section addresses BerGenBio’s
requirements under section 3-3 a and c of
the Norwegian Accounting Act.
The ESG analysis provided a basis for
determining BerGenBio’s ambitions and
KPIs and alignment with our strategy.
We also determined metrics to monitor
our performance for our material ESG
topics. Moreover, we strengthened our
management structures by revising our
Corporate Social Responsibility policy and
augmenting it to our new Code of Conduct
in addition to strengthening our responsible
supply chain management.
Since 2021 we have reported in line
with the current ESG mapping. The new
sustainability standards CRSD will not be
mandatory for BerGenBio before 2026.
BerGenBio does not expect to voluntarily
adopt the standards before it will be
mandatory; however, the ESG reporting
will be improved and aligned over the next
years as the relevant standards will develop
before fully implemented.
Share information
As of 31 December 2024, there were
39,087,116 ordinary shares outstanding,
down from 2,688,689,214 shares at
year end 2023. Additional 1,220,022,353
new shares where issued in the Warrant
exercise in April 2024, but the decrease
in number of shares is mainly caused by
the reverse share split (factor 100 to 1)
approved by the AGM 23 May 2024.
The Company has one class of shares, and
all shares carry equal voting rights.
The Company had more than 13,000
shareholders as of 31 December 2024.
The results for BerGenBio ASA for 2024 show
a loss of tNOK 139,927. The Board proposes
that the loss in 2024 is covered by the
retained earnings.

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BERGENBIO
Annual Report & Accounts 2024
46
Governance/Board of Directors report
›
Outlook
Following the decision to discontinue the main clinical trial BGBC016
in STK11m NSCLC patients, in February 2025, the Board of Directors
has initiated an exploration of strategic alternatives and as part
of this process the board will consider a range of options. There
can be no assurance that this exploration process will result in any
transaction and an alternative is a solvent liquidation.
The cash position at end of 2024 was NOK 140.2 million. Following
the decision to close the BGBC016 study the company has taken
action to save costs and to preserve cash. The cash position
will cover the cash need for the next 12 months. This includes
operations cost and close down activity costs, completion of the
strategic review and fund the company to complete a strategic
transaction or alternatively a solvent liquidation.
Anders Tullgren
Chair of the Board of Directors
David Colpman
Non-Executive Director
Dr. Sally Bennett
Non-Executive Director
Dr. Debra Barker
Non-Executive Director
Olav Hellebø
CEO
Bergen, 29 April 2025
The Board of Directors, BerGenBio ASA

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BERGENBIO
Annual Report & Accounts 2024
47
Governance/Confirmation from the Board of Directors and CEO
›
Confirmation from the Board of Directors and CEO
We confirm that, to the best of our knowledge, the financial statements for the period from 1 January to 31 December 2024 have been prepared
in accordance with IFRS as adopted by EU and the Norwegian Accounting Act and give a true and fair view of the Group and the Company’s
consolidated assets, liabilities, financial position and results of operations, and that the Report of the Board of Directors provides a true and fair
view of the development and performance of the business and the position of the Group and the Company together with a description of the key
risks and uncertainty factors that the Company is facing.
Anders Tullgren
Chair of the Board of Directors
David Colpman
Non-Executive Director
Dr. Sally Bennett
Non-Executive Director
Dr. Debra Barker
Non-Executive Director
Olav Hellebø
CEO
Bergen, 29 April 2025
The Board of Directors, BerGenBio ASA

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Annual Report & Accounts 2024
Financial Report
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48
Financial Report
1 JANUARY - 31 DECEMBER |
NOK 1000
Income Statement and other Comprehensive Income
PARENT 2023 PARENT 2024 NOTE GROUP 2024 GROUP 2023
1,036 1,909
Revenue
4 848 354
16,135 11,510
Payroll and other related employee cost
5, 7, 10 34,938 52,428
3,177 5,667
Employee share option cost
5, 6 5,667 3,177
223 456
Depreciation
8 456 223
173,323 136,776
Other operating expenses
7, 9 ,13, 22 111,020 136,345
192,857 154,410
Total operating expenses
152,082 192,172
(191,821) (152,501)
Operating profit (loss)
(151,234) (191,819)
13,169 16,536
Finance income
11 16,653 13,409
11,945 3,962
Finance expense
9, 11 4,700 11,991
1,224 12,574
Financial items, net
11,953 1,418
(190,597) (139,927)
Profit (loss) before tax
(139,282) (190,401)
0 0
Income tax expense
12 0 0
(190,597) (139,927)
Profit (loss) after tax
(139,282) (190,401)
Other comprehensive income (loss)
Items which may be reclassified over profit and loss
0 0
Exchange differences on translation of foreign operations
(1,249) 1,167
(190,597) (139,927)
Total comprehensive income for the year
(140,531) (189,234)
Attributable to:
BerGenBio shareholders
(140,531) (189,234)
Non-controlling interest
0 0
Total comprehensive income for the year
(140 531) (189 234)
Earnings per share:
(0.13) (3.97)
Basic and diluted per share
14 (3.95) (0.13)


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Annual Report & Accounts 2024
Financial Report
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49
31 DECEMBER |
NOK 1000
Statement of Financial Position
PARENT 2023 PARENT 2024 NOTE GROUP 2024 GROUP 2023
ASSETS
Non-current assets
431 1,254 Property, plant and equipment and right-of-use assets 8 1,254 431
431 1,254 Total non-current assets 1,254 431
Current assets
18,948 16,294 Other current assets 7, 15, 22 14,387 17,482
148,637 134,232 Cash and cash equivalents 16, 20 140,155 156,421
167,585 150,526 Total current assets 154,543 173,904
168,016 151,780 TOTAL ASSETS 155,796 174,335
EQUITY AND LIABILITIES
Equity
Paid in capital
268,869 39,087 Share capital 17 39,087 268,869
1,569 9,614 Share premium 17 8,899 854
46,987 52,696 Other paid in capital 6, 17 52,696 46,987
317,424 101,397 Total paid in capital 100,682 316,710
(190,597) 21,261 Retained earnings 17 22,019 (189,234)
126,827 122,657 Total equity 122,702 127,476
Non-current liabilities
0 818 Long term debt 9, 20, 24 818 0
0 818 Total non-current liabilities 818 0
Current liabilities
17,745 11,979 Accounts payable 12,924 18,605
23,401 16,326 Other current liabilities 9, 18, 22 19,353 28,212
42 0 Provisions 19 0 42
41,188 28,305 Total current liabilities 32,277 46,859
41,188 29,122 TOTAL LIABILITIES 33,095 46,859
168,016 151,780 TOTAL EQUITY AND LIABILITIES 155,796 174,335


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Annual Report & Accounts 2024
Financial Report
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50
NOK 1000
Statement of Changes in Equity
GROUP 2024 NOTE SHARE CAPITAL SHARE PREMIUM OTHER PAID IN CAPITAL RETAINED EARNINGS TOTAL EQUITY
Balance at 1 January 2024 268,869 854 46,987 (189,234) 127,476
Profit (loss) after tax (139,282) (139,282)
Other comprehensive income (loss) for the year, net of income tax (1,249) (1,249)
Total comprehensive income (loss) for the year 0 0 0 (140,531) (140,531)
Recognition of share-based payments 5 ,6 5,709 5,709
Issue of ordinary shares 17 122,002 31,111 153,113
Share issue costs 17 (23,066) (23,066)
Transaction with owners 122,002 8,045 5,709 0 135,756
Capital reduction 17 (351,784) 351,784 0
Balance at 31 December 2024 39,087 8,899 52,696 22,019 122,702
GROUP 2023 NOTE SHARE CAPITAL SHARE PREMIUM OTHER PAID IN CAPITAL RETAINED EARNINGS TOTAL EQUITY
Balance at 1 January 2023 8,866 35,780 43,852 0 88,498
Profit (loss) after tax (190,401) (190,401)
Other comprehensive income (loss) for the year, net of income tax 1,167 1,167
Total comprehensive income (loss) for the year 0 0 0 (189,234) (189,234)
Recognition of share-based payments 5 ,6 3,135 3,135
Issue of ordinary shares 17 260,003 2,045 262,048
Share issue costs 17 (36,971) (36,971)
Transactions with owners 260,003 (34,926) 3,135 228,211
Balance at 31 December 2023 268,869 854 46,987 (189,234) 127,476

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BERGENBIO
Annual Report & Accounts 2024
Financial Report
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51
NOK 1000
Statement of Changes in Equity
PARENT 2024 NOTE SHARE CAPITAL SHARE PREMIUM OTHER PAID IN CAPITAL RETAINED EARNINGS TOTAL EQUITY
Balance at 1 January 2024 268,869 1,569 46,987 (190,597) 126,827
Profit (loss) for the year (139,927) (139,927)
Other comprehensive income (loss) for the year, net of income tax 0
Total comprehensive income (loss) for the year 0 0 0 (139,927) (139,927)
Recognition of share-based payments 5 ,6 5,709 5,709
Issue of ordinary shares 17 122,002 31,111 153,113
Share issue costs 17 (23,066) (23,066)
Transaction with owners 122,002 8,045 5,709 0 135,756
Capital reduction 17 (351,784) 351,784 0
Balance at 31 December 2024 39,087 9,614 52,696 21,261 122,657
PARENT 2023 NOTE SHARE CAPITAL SHARE PREMIUM OTHER PAID IN CAPITAL RETAINED EARNINGS TOTAL EQUITY
Balance at 1 January 2023 8,866 36,495 43,852 0 89,213
Profit (loss) for the year (190,597) (190,597)
Other comprehensive income (loss) for the year, net of income tax 0
Total comprehensive income (loss) for the year 0 0 0 (190,597) (190,597)
Recognition of share-based payments 5 ,6 3,135 3,135
Issue of ordinary shares 17 260,003 2,045 262,048
Share issue costs 17 (36,971) (36,971)
Transactions with owners 260,003 (34,926) 3,135 0 228,211
Balance at 31 December 2023 268,869 1,569 46,987 (190,597) 126,827


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Annual Report & Accounts 2024
Financial Report
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52
1 JANUARY - 31 DECEMBER |
NOK 1000
Statement of Cash Flows
PARENT 2023 PARENT 2024 NOTE GROUP 2024 GROUP 2023
Cash flow from operating activities
(190,597) (139,927) Profit (loss) before tax (139,282) (190,401)
Adjustments for:
223 456 Depreciation of property, plant and equipment 8 456 223
3,135 5,709 Share-based payment expense 5 5,709 3,135
42 (42) Movement in provisions 10, 19 (42) 42
(863) (4,927) Currency -gains/+loss not related to operating activities (4,927) (1,613)
(2,838) (3,401) Net interest received (3,521) (3,055)
Working capital adjustments:
(1,043) 2,654 Decrease in trade and other receivables and prepayments 2,928 (1,622)
(26,294) (12,865) Increase in trade and other payables (14,564) (31,809)
(218,236) (152,342) Net cash flow from operating activities (153,242) (225,101)
Cash flows from investing activities
2,838 3,401 Interest received 3,521 3,055
0 0 Sale/(purchase) of property, plant and equipment 8 167 0
2,838 3,401 Net cash flow used in investing activities 3,688 3,055
Cash flows from financing activities
262,048 138,874 Proceeds from issue of share capital 17 138,874 262,048
(36,971) (8,827) Share issue cost (8,827) (36,971)
(193) (438) Cash payments for the principal portion of the lease liability 9 (438) (193)
224,884 129,609 NET CASH FLOW FROM FINANCING ACTIVITIES 129,609 224,884
863 4,927 Effects of exchange rate changes on cash and cash equivalents 3,678 2,780
9,486 (19,332) Net increase/(decrease) in cash and cash equivalents (19,945) 2,838
138,288 148,637 Cash and cash equivalents at beginning of period 16 156,421 150,803
148,637 134,232 Cash and cash equivalents at end of period 16 140,155 156,421


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Financial Report
Notes to the Financial Statements
Annual Report & Accounts 2024
Basis for consolidation
The consolidated financial statements are
comprised of the financial statements of
the Company and its subsidiaries as of
31 December 2024. The subsidiaries are
BerGenBio Limited, located in Oxford in
the United Kingdom and BerGenBio ApS in
Denmark, both 100% owned and controlled
by the Parent Company BerGenBio ASA.
BerGenBio Limited was incorporated in 2017
with a share capital of NOK 1,044. BerGenBio
ApS was incorporated in 2023 with an share
capital of DKK 40,000.


NOTE 2 Basis for preparation and
significant accounting policies
The principal accounting policies applied
in the preparation of these financial
statements are set out below. These policies
have been consistently applied in all periods
presented. Amounts are in Norwegian kroner
(NOK) and all values are presented in 1,000
NOK, except when otherwise indicated. The
presenting currency of the Group and the
Company is NOK.
Basis for preparation
The consolidated financial statements for the
Group and the Company have been prepared
in accordance with IFRS ® Accounting
Standards as adopted by the EU. The
consolidated financial statements and the
Company financial statements have been
prepared on a historical cost basis, except for
the money market fund which is recognized at
fair value through profit and loss.




Going concern
The Company has in March 2025 engaged a
financial advisor to conduct a strategic review.
The strategic review will consider a range of
options for the company, among other things,
a potential sale, merger, or other strategic
transaction. There can be no assurance
that this exploration process will result in
any transaction and as an alternative to this
the Company may also consider a solvent
liquidation.
Following the discontinuation of the STK11m
NSCLC program and actions taken to save
costs and preserve cash, the Board of
Directors is confident that the cash position
will cover the cash need for the next 12
months. This includes operations cost and
close down activity costs, completion of


NOTE 1 Corporate information
BerGenBio ASA (“the Company” or “Parent”)
as the Parent Company and its subsidiaries
(together “the Group”)
is a clinical-stage
biopharmaceutical company developing
innovative drugs for aggressive diseases,
including drug resistant and metastatic
cancers and respiratory disease.

BerGenBio’s lead product, bemcentinib
(BGB324), is a selective, potent, oral small
molecule AXL inhibitor that has been tested in
a various indications including NSCLC, AML
and severe respiratory infections.
In February 2025 the Company announced
that the lead development program in
STK11m NSCLC was discontinued due to
poor efficacy data in an preliminary readout.
Following this the Company has one ongoing
clinical study in NSCLC (BGBIL025) sponsored
by the National Institutes of Health.
The Company has in March 2025 engaged a
finacial advisor to conduct a strategic review.
The strategic review will consider a range of
options for the company, among other things,
a potential sale, merger, or other strategic
transaction. There can be no assurance
that this exploration process will result in
any transaction and as an alternative to this
the Company may also consider a solvent
liquidation.
BerGenBio ASA is a public limited liability
company incorporated and domiciled in
Norway. The address of the registered office
is Nygårdsgaten 114, 5008 Bergen, Norway.
The consolidated financial statements and the
financial statement for the Company cover
the year ending 31 December 2024 and were
approved for issue by the Board of Directors
on 29 April 2025.



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54
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Financial Report
the strategic review and fund the company
to complete a strategic transaction or
alternatively a solvent liquidation. The
financial statements are prepared under a
going concern assumption.




Summary of significant accounting policies

The new and amended standards and
interpretations from IFRS that were adopted
by the EU with effect from 2024 did not have
a significant impact on the reporting for 2023
and 2024. The Group has not early adopted
any standard, interpretation or amendment
that has been issued but is not yet effective.

Revenue recognition
Revenue from contracts with customers is
recognized when control of the goods or
services are transferred to the customer at
an amount that reflects the consideration to
which the Group and the Company expects
to be entitled in exchange for those goods or
services. The Group and the Company have
generally concluded that it is the principal in
its revenue arrangements, because it typically
controls the goods or services before
transferring them to the customer.
The Group’s and the Company’s products
are still in the research and development
phase, and have limited revenue from sales
of products yet.
The Group (the Company) has entered
into an out-license agreement where
development, regulatory and sales-based
milestones trigger revenue payment to the
Group (the Company). Revenue from out-
license agreements are recognized in the
period the milestone events occurred.
Government grants
Government grants are recognized when
there is reasonable assurance that the
grant will be received and all attached
conditions will be complied with. The grant
is recognized in the income statement in
the same period as the related costs, and
presented net. Government grants are
recognized at the value of the contribution
at the transaction date.
Government grants are normally related to
either reimbursements of employee costs
and classified as a reduction of payroll
and related expenses, or related to other
operating activities and thus classified as a
reduction of other operating expenses.
Research and development costs
Research costs are expensed as incurred.
Internal development costs related to
the Group’s development of products are
recognized in the income statement in the
year incurred unless it meets the asset
recognition criteria of IAS 38 “Intangible
Assets”. An internally generated asset arising
from the development phase of an R&D
project is recognized as an intangible asset
if the Group can demonstrate:
• It
s ability to use or sell the intangible assets
• The technical feasibility of completing
the intangible asset so that the asset
will be available for use or sale
• Its intention to complete and its ability
and intention to use or sell the asset
• How the asset will generate future
economic benefits
• The availability of adequate technical,
financial and other resources to
complete the development and use or
sale of the asset
• The ability to measure reliably the
expenditure during development
Uncertainties related to the regulatory
approval process and results from on-
going clinical trials, generally indicate that
the criteria are not met until the time when
marketing authorization is obtained from
relevant regulatory authorities. The Group
has currently no development expenditure
qualifying for recognition under IAS 38.
Annual Report & Accounts 2024

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Annual Report & Accounts 2024



Property, plant and equipment
Property, plant and equipment are stated
at cost, net of accumulated depreciation
and accumulated impairment losses, if any.
Acquisition cost includes expenditures that
are directly attributable to the acquisition
of the individual item. Property, plant and
equipment are depreciated on a straight-
line basis over the expected useful life of
the asset. If significant individual parts of
the assets have different useful lives, they
are recognized and depreciated separately.
Depreciation commences when the assets
are ready for their intended use.
An item of property, plant and equipment
and any significant part initially recognized
is derecognized upon disposal or when no
future economic benefits are expected from
its use or disposal. Any gain or loss arising
on derecognition of the asset (calculated
as the difference between the net disposal
proceeds and the carrying amount of the
asset) is included in the income statement
when the asset is derecognized.
The residual values, useful lives and
methods of depreciation of the property,
plant and equipment are reviewed at each
financial year and adjusted prospectively, if
appropriate.
Investment in subsidiaries
Subsidiaries are consolidated in the
Group Financial Statement. In the Company
Financial Statement subsidiaries are
measured at cost.
Lease
Identifying a lease
At the inception of a contract, the Group
assesses whether the contract is, or
contains, a lease. A contract is, or contains
a lease, if the contract conveys the right
to control the use of an identified asset
for a period of time in exchange for
consideration.
The Group (the Company) as a lessee
Separating components in the lease contract
For contracts that constitute, or contain a
lease, the Group (the Company) separates
lease components if it benefits from the use
of each underlying asset either on its own
or together with other resources that are
readily available, and the underlying asset
is neither highly dependent on, nor highly
interrelated with, the other underlying assets
in the contract. The Group (the Company)
then accounts for each lease component
within the contract as a lease separately
from non-lease components of the contract.
Recognition of lease and exemptions
At the lease commencement date, the Group
(the Company) recognizes a lease liability
and corresponding right-of-use asset for all
lease agreements in which it is the lessee,
except for the following exemptions applied:
• Short-term leases
(defined as 12 months or less)
• Low value assets
For these leases, the Group (the Company)
recognizes the lease payments as other
operating expenses in the statement of
profit or loss when they incurred.
Lease liabilities
The lease liability is recognized at the
commencement date of the lease. The
Group (the Company) measures the lease
liability at the present value of the lease
payments for the right to use the underlying
asset during the lease term that are not
paid at the commencement date.
The lease term represents the non-
cancellable period of the lease, together
with periods covered by an option either to
extend or to terminate the lease when the
Group (the Company) is reasonably certain
to exercise this option.
The lease payments included in the
measurement are comprised of fixed
lease payments (including in-substance
fixed payments), less any lease incentives
receivable.
The lease liability is subsequently
measured by increasing the carrying
amount to reflect interest on the lease
liability, reducing the carrying amount
to reflect the lease payments made and
remeasuring the carrying amount to reflect
any reassessment or lease modifications.


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Annual Report & Accounts 2024



The Group (the Company) does not include
variable lease payments in the lease
liability. Instead, the Group (the Company)
recognizes these variable lease expenses in
profit or loss when they occur.
Right-of-use assets
The Group measures the right-of use asset
at cost, less any accumulated depreciation
and impairment losses, adjusted for any
remeasurement of lease liabilities. The cost
of the right-of-use asset comprise:
• The amount of the initial measurement
of the lease liability recognized
• Any lease payments made at or before
the commencement date, less any
incentives received
• Any initial direct costs incurred by
the Group.
The Group (the Company) applies
the depreciation requirements in IAS
16 Property, Plant and Equipment in
depreciating the right-of-use asset, except
that the right-of-use asset is depreciated
from the commencement date to the earlier
of the lease term and the remaining useful
life of the right-of-use asset.
The Group (the Company) applies IAS 36
Impairment of Assets to determine whether
the right-of-use asset is impaired and to
account for any impairment loss identified.

Financial assets
Initial recognition and measurement
Financial assets are classified, at initial
recognition, as subsequently measured at
amortized cost, fair value through other
comprehensive income (OCI), and fair value
through profit or loss.
Financial assets are recognized initially
at fair value plus, in the case of financial
assets not recorded at fair value through
profit or loss, transaction costs that are
attributable to the acquisition of the
financial asset.
Financial assets are derecognized when the
rights to receive cash flows from the assets
have expired or the Group has transferred
its rights to receive cash flows from the
assets.
Financial assets at amortized cost
This category is the most relevant to the
Group. The Group measures financial
assets at amortized cost if both of the
following conditions are met:
• The financial asset is held within a
business model with the objective to
hold financial assets in order to collect
contractual cash flows; and
• The contractual terms of the financial
asset give rise on specified dates to
cash flows that are solely payments of
principal and interest on the principal
amount outstanding.
Financial assets at amortized cost are
subsequently measured using the effective
interest (EIR) method and are subject
to impairment. Gains and losses are
recognized in profit or loss when the asset
is derecognized, modified or impaired
Financial assets at fair value through profit
or loss
Financial assets at fair value through
profit or loss are carried in the statement
of financial position at fair value with net
changes in fair value recognized in the
statement of profit or loss.
The Group financial assets at fair value
through profit or loss include money
markets fund.



Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial
recognition, as financial liabilities at fair
value through profit or loss.
All financial liabilities are recognized
initially at fair value.
The Group’s financial liabilities include
trade and other payables, and loans and
borrowings.
The Group does not have financial liabilities
at fair value through profit and loss.



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Subsequent measurement
For purposes of subsequent measurement,
financial liabilities are classified in two
categories:
• Financial liabilities at fair value through
profit or loss
• Financial liabilities at amortized cost
(loans and borrowings).
Derecognition
A financial liability is derecognized
when the obligation under the liability is
discharged, cancelled or expires.


Share-based payments
The Group operates an equity-settled, share-
based compensation plan, under which the
Group receives services from employees
as consideration for share-based payments
(options).
The cost of equity-settled transactions
is determined by the fair value at the
date when the grant is made using an
appropriate valuation model.
That cost is recognized, together with a
corresponding increase in other paid in
capital in equity, over the period in which
the performance and/or service conditions
are fulfilled in employee benefits expense.
The cumulative expense recognized
for equity-settled transactions at each
reporting date until the vesting date reflects
the extent to which the vesting period has
expired and the Group’s best estimate of
the number of equity instruments that will
ultimately vest. The statement of profit
or loss expense or credit for a period
represents the movement in cumulative
expense recognized at the beginning and
end of that period and is recognized in
employee benefits expense.
The fair value of the options granted is
measured using the Black-Scholes model.
Measurement inputs include share price
on the measurement date, exercise price
of the instrument, expected volatility,
weighted average expected life of the
instruments, expected dividends and the
risk-free interest rate.
When the options are exercised, the Group
will issue new shares. The proceeds received
net of any directly attributable transaction
costs are recognized as share capital
(nominal value) and share premium reserve.
Taxes
Current income tax
Current income tax assets and liabilities
are measured at the amount expected to
be recovered from or paid to the taxation
authorities. The tax rates and tax laws used
to compute the amount are those that are
enacted or substantively enacted, at the
reporting date in the country where the Group
operates and generates taxable income.
Deferred tax
Deferred tax is provided using the liability
method on temporary differences between
the tax bases of assets and liabilities and
their carrying amounts for financial reporting
purposes at the reporting date.
Deferred tax liabilities are recognized for
all taxable temporary differences, except
when the deferred tax liability arises from
the initial recognition of goodwill or an
asset or liability in a transaction that is not a
business combination and, at the time of the
transaction, affects neither the accounting
profit nor taxable profit or loss.
Deferred tax assets are recognized for all
deductible temporary differences, the carry
forward of unused tax credits and any
unused tax losses. Deferred tax assets are
recognized to the extent that it is probable
that taxable profit will be available against
which the deductible temporary differences,
and the carry forward of unused tax credits
and unused tax losses can be utilized.
The carrying amount of deferred tax assets is
reviewed at each reporting date and reduced
to the extent that it is no longer probable that
sufficient taxable profit will be available to
allow all or part of the deferred tax asset to be
utilized. Unrecognized deferred tax assets are
re-assessed at each reporting date and are
recognized to the extent that it has become
probable that future taxable profits will allow
the deferred tax asset to be recovered.
Deferred tax assets and liabilities are
measured at the tax rates that are expected
to apply in the year when the asset is realized
or the liability is settled, based on tax rates
(and tax laws) that have been enacted or
substantively enacted at the reporting date.


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Deferred tax relating to items recognized
outside profit or loss is recognized outside
profit or loss. Deferred tax items are
recognized in correlation to the underlying
transaction either in OCI or directly in equity.


Foreign currencies
The Group’s financial statements are
presented in NOK, which is also the parent’s
functional currency.
For each entity within the Group, the Group
has determined the functional currency based
on the primary economic environment of
which the entity operates. Items included
in the financial statements are measured
using that functional currency based on the
primary economic environment of which the
entity operates. Items included in the financial
statements are measured using that functional
currency. The functional currency for the
Group’s entities are NOK, GBP and DKK.
On consolidation, the assets and liabilities
of foreign operations are translated into
Norwegian Kroner at the rate of exchange
prevailing at the reporting date and their
statements of profit or loss are translated
at exchange rates prevailing at the dates of
the transactions. The exchange differences
arising on translation for consolidation are
recognized in OCI.
For consolidation purposes the following
exchange rates have been used:
31.12.2024 31.12.2023
NOK / GBP 14.22 12.93
NOK / DKK 1.59 1.53
Profit and loss from BerGenBioLimited and
BerGenBio ApS has been converted to NOK on
a transaction by transaction exchange rate.
Transactions and balances
Transactions in foreign currencies are
recorded at their respective functional
currency spot rates at the date the
transaction first qualifies for recognition.
Monetary assets and liabilities denominated
in foreign currencies are translated at the
functional currency spot rates of exchange at
the reporting date.
Differences arising on settlement or
translation of monetary items are recognized
in profit or loss as financial items.
Cash and short-term deposits
Cash and short-term deposits in the
statement of financial position comprise
cash at banks and on hand, short-term
deposits with a maturity of three months
or less and money market funds, which are
subject to an insignificant risk of changes
in value, as this are held for the purpose of
meeting short-term cash commitments.
See note 3.
For the purpose of the statement of cash
flows, cash and cash equivalents consist of
cash, short-term deposits and money market
fund as defined above. The indirect method is
used to prepare the statement of cash flow.

Provisions
Provisions are recognized when the
Group has a present obligation (legal or
constructive) as a result of a past event,
it is probable that an outflow of resources
embodying economic benefits will be
required to settle the obligation and a reliable
estimate can be made of the amount of
the obligation. The expense relating to
a provision is presented in the Income
Statement and other Comprehensive Income
net of any reimbursement.
If the effect of the time value of money is
material, provisions are discounted using
a current pre-tax rate that reflects, when
appropriate, the risks specific to the liability.
When discounting is used, the increase in
the provision due to the passage of time is
recognized as a finance cost.
Pensions and other post-employment benefits
The Group has a defined contribution pension
scheme for all employees. Under the defined
contribution scheme, the Group does not
commit itself to paying specific future pension
benefits, but makes annual contributions to the
employees’ pension savings.
The Group’s payment to the defined
contribution scheme amounts to 7% of salary
up to 12G and 18.1% of salary between 7.1G
and 12G for Norwegian employees and 7-10%
for other Group employees (G is Norwegian
National Insurance basic amount).
Further details about pensions, and the closing
of the defined benefit scheme, are given in
Note 10.

New and amended standards and
interpretations
The standards and interpretations that are




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issued, but not yet effective, up to the date of
issuance of the Group’s financial statements
are disclosed in the following section. Note
that only the ones that are expected to have
material impact on the Group’s financial
position, performance, and/ or disclosures are
discussed. The Group intends to adopt these
standards, if applicable, when they become
effective.
Changes in accounting policies and
disclosures
The a ccounting policies adopted are
consistent with those of the previous financial
year, except for the amendments to IFRS
which have been implemented by the Group
during the current financial year. No additional
new standard have been applicable for the
Group’s 2024 financial statements.
Other standards
Other standards, interpretations and
amendments that are issued, but not yet
effective are either not applicable for the Group
or is not expected to have a material impact of
the financial statements.


NOTE 3 Significant accounting
judgments, estimates and
assumptions
The preparation of the Group’s financial
statements requires management to make
judgments, estimates and assumptions that
affect the reported amounts of revenues,
expenses, assets and liabilities, and the
disclosure of contingent liabilities. Uncertainty
about these assumptions and estimates could
result in outcomes that require a material
adjustment to the carrying amount of assets
or liabilities affected in future periods.
Estimates and assumptions
Preparation of the accounts in accordance
with IFRS requires the use of judgment,
estimates and assumptions that have
consequences for recognition in the balance
sheet of assets and liabilities and recorded
revenues and expenses. The use of estimates
and assumptions is based on the best
discretionary judgement of the Group’s
management.
Share-based payments
The Group initially measures the cost of
equity-settled transactions with employees
using the Black-Scholes model to determine
the fair value of the liability incurred.
Estimating fair value for share-based payment
transactions requires determination of the
most appropriate valuation model, which
is dependent on the terms and conditions
of the grant. This estimate also requires
determination of the most appropriate inputs
to the valuation model including the expected
life of the share option, volatility and dividend
yield and making assumptions about them.
The assumptions and models used for
estimating fair value for share-based payment
transactions are disclosed in Note 6.
Money market fund
Money market fund is classified as cash and
cash equivalent. The criteria for classifying
this as cash equivalent are that these funds
are short term, highly liquid, readily convertible
into known amounts of cash and subject
to insignificant risk of change in value. The
evaluation of these criteria require use of
judgment. The purpose of the fund is to meet
short term commitments, and hence the
Company has access to use the funds with
only a few days notice. The funds invested
in is well-known and have invested in shares
exchanged in an active marked, and hence
the funds are considered highly liquid. Even
though it is not possible to know the exact
amount of cash the funds can be converted
to, the funds in which the money is invested
are low risk and low profit, and hence it is
possible to predict the most likely outcomes.
There are expected to be insignificant
changes in value of these funds.





NOTE 4 Segments and revenue
For management purposes the Group is
organized as one business unit and the
internal reporting is structured in accordance
with this.
The Group has entered into an out-license
agreement where development, regulatory
and sales-based milestones are due upon
the occurrence of certain specific events. In
2024 or 2023 there has not been any clinical
milestone payment from this out-licence
agreement and the revenue represents refund
of patent costs.



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Annual Report & Accounts 2024



NOTE 5 Payroll and related expenses
PARENT 2023 PARENT 2024 GROUP 2024 GROUP 2023
12,068 8,384 Salaries 28,181 39,720
2,120 1,400 Social security tax 3,312 6,947
1,095 861 Pension expense 2,949 3,256
1,264 1,060 Bonus 3,256 4,900
163 154 Other remnueration 655 2,655
(575) (349) Government grants (3,416) (5,050)
16,135 11,510 Total payroll and other employee related cost 34,938 52,428
3,135 5,709 Share option expense employees 5,709 3,135
42 (42) Accrued social security tax on share options (42) 42
3,177 5,667 Total employee share option cost 5,667 3,177
19,312 17,178 Total employee benefit cost 40,606 55,605
10 5 Average number of full time equivalent employees 15 25

For remueration to Executive Management and Board of Directors, please see Remuneration Report in the Governance section of the Annual report.
Key Executive Management personel and Board of Directors compensation (in 1,000 NOK):
GROUP 2024 GROUP 2023
Short-term employee benefits 11,943 21,554
Post-employment benefit 1,289 1,847
Other long-term benefits 0 0
Termination benefits 0 171
Share-base payment (period cost) 1,656 2,224
Total 14,888 25,796
Most of the Executive remuneration is nominated in GBP and converted to NOK in the table above acording to the average exchange rates.
Weakness of NOK/GBP has in 2024 been above 5% (in 2023 10%) impacting the NOK amount above.

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NOTE 6 Employee share option program
The Group has a share option scheme for employees. Each option gives the right to acquire one share in BerGenBio on exercise.
The Group has a share option program to ensure focus and align the Group’s long term performance with shareholder values and interest.
Most of the employees in the Group take part in the option program. The program also serves to retain and attract senior management.
The exercise price for options granted is set at the market price of the shares at the time of grant of the options. In general, for options granted
after 2012 the options expire eight years after the date of grant.
Options normally vest annually in equal tranches over a three-year period following the date of grant.
TOTAL OPTIONS 2024 2023
NUMBER OF OPTIONS WEIGHTED AVERAGE EXERCISE PRICE NUMBER OF OPTIONS WEIGHTED AVERAGE EXERCISE PRICE
Balance at 1 January 115,649,120 56.58 4,219,845 15.13
Adjustment for reverse share split (113,824,198) 56.59
Granted during the period 1,315,000 11.23 112,000,000 0.21
Exercised during the period 0 0
Forfeited and cancelled (1,408,309) 19.69 (570,725) 14.30
Balance at 31 December 1,731,613 37.84 115,649,120 0.68
In the annual general meeting on the 23nd of May 2024 it was resolved a reverse share split of the shares in the ratio 100:1.
The average weighted expected remaining lifetime of options is 3 years at year end. The exercise price is calculated as the weighted average
exercise price of the forfeited, cancelled and exercised options.
VESTED OPTIONS 2024 2023
Options vested at 1 January 25,726 1,615,066
Exercised and forfeited in the period (6,774) (166,508)
Vested in the period 292,257 1,124,057
Options vested at 31 December 311,209 2,572,615
Total outstanding number of options 1,731,613 115,649,120

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The options are valued using the Black-
Scholes model.
The risk-free interest rates are based on
rates from Norges Bank and Oslo Stock
Exchange on the grant date (bonds and
certificates) equal to the expected term
of the option being valued. Where there is
no exact match between the term of the
interest rates and the term of the options,
interpolation is used to estimate
a comparable term.
The vesting period is the period during which
the conditions to obtain the right to exercise
must be satisfied. The Group has estimated
an expected vesting date and this date is used
as basis for the expected lifetime. The Group
expects the options to be exercised earlier
than the expiry date. For options granted
earlier than 2014, the mean of the expected
vesting date and expiry date has been used
to calculate expected lifetime due to the
lack of exercise pattern history for the Group
and experience from other companies in
combination with the relatively long lifetime of
these options (up to eight years).
For valuation purposes 50% expected future
volatility has been applied. To find the
expected volatility, we use the Company’s
annualized standard deviation of the
continuously compounded rates of return on
the historic share price for the term equal to
the life of the option
For 2024 the value of the share options
expensed through the profit or loss amounts
to NOK 5.7 million (for the same period in
2023: NOK 3.1 million). In addition, a change
in provision for social security contributions
on share options of NOK -0.04 million (for
the same period in 2023: NOK 0.04 million).
The provision for social security contribution
is calculated on the difference between the
share price and exercise price on exercisable
option as at the end of the period.
Outstanding Instruments Overview
NUMBER OF WEIGHTED AVERAGE REMAINING WEIGHTED AVERAGE VESTED INSTRUMENTS WEIGHTED AVERAGE
STRIKE INSTRUMENTS CONTRACTUAL LIFE STRIKE PRICE 31.12.2024 STRIKE PRICE
PRICE
OUTSTANDING INSTRUMENTS VESTED INSTRUMENTS
11.23 885 000 7.49 11.23 0 0.00
21.13 820 007 6.94 21.13 286 669 21.13
759.00 14 967 5.17 759.00 12 901 759.00
1 500.00 5 150 3.27 1 500.00 5 150 1 500.00
2 500.00 1 317 2.30 2 500.00 1 317 2 500.00
2 850.00 795 1.83 2 850.00 795 2 850.00
2 855.00 3 759 4.35 2 855.00 3 759 2 855.00
4 670.00 618 1.40 4 670.00 618 4 670.00
1 731 613 311 209

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NOTE 7 Government grants
Government grants have been recognized in the profit or loss as a reduction of related expense with the following amounts:
PARENT 2023 PARENT 2024 GROUP 2024 GROUP 2023
575 349 Payroll and related expenses 3,416 5,050
4,570 4,427 Other operating expenses 4,427 4,570
5,145 4,777 Total 7,843 9,620
Grants receivable at 31 December are detailed as follows:
PARENT 2023 PARENT 2024 GROUP 2024 GROUP 2023
227 254 Grants from Research Council, PhD 254 227
4,750 4,750 Grants from SkatteFunn 4,750 4,750
0 0 Grants R&D UK 2,925 4,410
4,977 5,004 Total 7,929 9,387
PhD grants from the Research Council:
BerGenBio has been awarded two grants
supporting industrial PhD’s in 2020-
2023. The fellowship covers 50% of the
established current rates for doctoral
research fellowships and an operating
grant to cover up to 50% of additional
costs related to costly laboratory testing
connected with the research fellow’s
doctoral work.
The Group has recognized NOK 0.03 million
in 2024 (2023: NOK 0.4 million) classified
partly as reduction of payroll and related
expenses and partly as a cost reduction of
other operating expenses.
SkatteFunn
R&D projects have currently been approved for
SkatteFunn (a Norwegian government R&D tax
incentive program designed to stimulate R&D
in Norwegian trade and industry) for the period
from 2021 until the end of 2024. The Group
has recognized NOK 4.8 million in 2024 (2023:
NOK
4.8 million) classified partly as reduction of
payroll and related expenses and partly as a
cost reduction of other operating expenses.
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Innovation Norway
BerGenBio has been awarded a NOK 24 million (USD 2.85m) grant from
Innovation Norway to support the clinical development of bemcentinib in
combination with Merck & Co.’s KEYTRUDA® (pembrolizumab) in patients
with advanced lung cancer.
The grant from Innovation Norway is an Industrial Development Award
(IFU). The IFU program is directed to Norwegian companies developing
new products or services in collaboration with foreign companies.
BerGenBio has by end of 2020 recognized and received the total
grant of NOK 24 million. The grant may be withdrawn under certain
circumstances.
R&D tax grants UK
BerGenBio Limited, a 100% subsidiary of BerGenBio ASA, has been granted
R&D tax grants in UK from 2017. R&D grants are approved retrospectly by
application. The Group has in 2024 recognized NOK 2.9 (2023: NOK
4.4 million) classified as reduction of payroll and related expenses.
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NOTE 8 Property, plant & equipment
YEAR ENDED 31 DECEMBER 2024 PARENT/
FURNITURES EQUIPMENT / FITTINGS RIGHT TO USE PROPERTY TOTAL
GROUP
Cost at 1 January 2024 137 1,590 3,754 5,481
Additions in the year 0 0 1,279 1,279
Disposals in the year 0 (1,590) (3,754) (5,344)
Cost at 31 December 2024 137 0 1,279 1,416
Accumulated depreciation at 1 January 2024 (113) (1,590) (3,347) (5,050)
Depreciation in the year (13) 0 (443) (456)
Disposals in the year 1,590 3,754 5,344
Accumulated depreciation at 31 December 2024 (126) 0 (35) (162)
Net carrying amount at 31 December 2024 11 0 1,244 1,253
Estimated useful life 5 years 5 years 2 / 5 years
Depreciation method Straight-line Straight-line Over right of use time




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Year ended 31 December 2023 Parent/Group Furnitures Equipment / fittings Right to use property Total
Cost at 1 January 2023 137 1,590 3,143 4,870
Additions in the year 0 0 611 611
Disposals in the year 0 0 0 0
Cost at 31 December 2023 137 1,590 3,754 5,481
Accumulated depreciation at 1 January 2023 (94) (1,590) (3,143) (4,827)
Depreciation in the year (19) 0 (204) (223)
Accumulated depreciation at 31 December 2023 (113) (1,590) (3,347) (5,050)
Net carrying amount at 31 December 2023 24 0 408 431
Estimated useful life 5 years 5 years 2 / 5 years
Depreciation method Straight-line Straight-line Over right of use time




Research & Development
Expenses for research and development for
the financial year 2024 for the Group was
gross NOK 117.1 million (net NOK 109.3
million reduced of grants NOK 7.8
million) of which gross NOK 99.2 million
(net NOK 94.8 million) was classified as
other operating expenses and gross NOK
17.9 million (net NOK 14.3 million) was
classified as payroll.
Expenses for research and development for
the financial year 2023 for the Group was
gross NOK 151.4 million (net NOK 141.8
million reduced of grants NOK 9.6
million) of which gross NOK 115.3 million
(net NOK 110.7 million) was classified as
other operating expenses and gross NOK
36.1 million (net NOK 31.0 million) was
classified as payroll.


NOTE 9 Leases
The Group (the Company) as a leesee
The Group rents office premises in UK. The
UK rental agreement can be terminated by
either party with a one month notice period.
The rental agreement in UK is considered
a short term lease recognized directly in
profit or loss.
Right-of-use assets
The Group (the Company) lease premises
in Bergen, Norway, for office purpose. This
lease agreement expire in November 2027.
The Group’s (the Company’s) right-of-use
assets are categorized and presented in
Note 8.
In 2025 this lease agreement has been
terminated and will expire in 2025.
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Lease liabilities
PARENT 2023 PARENT 2024 SUMMARY OF THE LEASE LIABILITIES GROUP 2024 GROUP 2023
0 418 Total lease liabilities at 1 January 418 0
611 462 New lease liabilities recognised in the year 462 611
(193) (438) Cash payments for the principal portion of the lease liability (438) (193)
(17) (35) Cash payments for the interest portion of the lease liability (35) (17)
17 35 Interest expense on lease liabilities 35 17
0 0 Currency exchange differences 0 0
418 443 Total lease liabilities at 31 December 442 418
418 442 Current lease liabilities (note 18) 442 418
0 817 Non-current lease liabilities 817 0
210 473 Total cash outflows for leases 473 210
The leases do not contain any restrictions on the Group’s dividend policy or financing. The Group does not have significant residual value
guarantees related to its leases to disclose.
PARENT 2023 PARENT 2024 UNDISCOUNTED LEASE LIABILITIES AND MATURITY OF CASH OUTFLOWS GROUP 2024 GROUP 2023
436 459 Less than 1 year 517 487
0 926 1-5 years 926 0
436 1,385 Total undiscounted lease liabilities at 31 December 1,443 487
PARENT 2023 PARENT 2024 SUMMARY OF OTHER LEASE EXPENSES RECOGNISED IN PROFIT OR LOSS GROUP 2024 GROUP 2023
0 0 Variable lease payments expensed in the period 0 0
210 475 Operating expenses in the period related to short-term leases 1,132 2,069
34 35 Operating expenses in the period related to low value assets 35 34
244 509 Total lease expenses included in other operating expenses 1,166 2,103


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Practical expedients applied
The Group currently has one lease agreement
for offices in Oxford. The lease agreement
is short term and is renewed on a monthly
basis. The Group also leases printers with
contract terms of five years. The Group has
elected to apply the practical expedient of low
value assets for some of these leases and
does not recognize lease liabilities or right-of-
use assets. The leases are instead expensed
when they incur. The Group has also applied
the practical expedient to not recognize lease
liabilities and right-of-use assets for short-term
leases, presented in the table above.
Extension options
The Group has no extension options for lease
arrangements as of 31 December 2024.
NOTE 10 Pensions
BerGenBio ASA is required to have an
occupational pension scheme in accordance
with the Norwegian law on required
occupational pension (“lov om obligatorisk
tjenestepensjon”). The Company has a
contribution pension scheme which complies
with the Act on Mandatory company pensions.
The Group and the Company has contribution
pension schemes.
The Group’s payment to the defined
contribution scheme amounts to 7% of
salary up to 12G and additional 18.1% of
salary between 7.1G and 12G for Norwegian
employees and 7-10% for other Group
employees (G is Norwegian National
Insurance basic amount).


NOTE 11 Financial income & expenses
PARENT 2023 PARENT 2024 GROUP 2024 GROUP 2023
Financial income
69 102 Interest income on tax repaid 102 69
2,769 3,299 Interest income on bank deposits 3,419 2,986
10,331 13,135 Other finance income 13,132 10,354
13,169 16,536 Total financial income 16,653 13,409
PARENT 2023 PARENT 2024 GROUP 2024 GROUP 2023
Financial expense
592 0 Other interest expense 0 578
11,345 3,962 Other finance expense 4,700 11,413
11,945 3,962 Total financial expense 4,700 11,991
1,224 12,574 Net financial income 11,953 1,418




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NOTE 12 Income tax
PARENT 2023 PARENT 2024 GROUP 2024 GROUP 2023
(190,597) (139,927) Profit before tax (139,282) (190,401)
(41,931) (30,784) Income taxes calculated at 22% (30,642) (41,888)
0 0 Adjustment in respect of current income tax of previous years 0 0
705 1,279 Non deductible expenses 1,279 705
(1,045) (1,323) Non-taxable income (1,045) (1,045)
42,272 30,828 Change in deferred tax asset not recognized 30,408 42,229
0 0 Tax expense 0 0
Deferred tax and deferred tax assets
PARENT 2023 PARENT 2024 GROUP 2024 GROUP 2023
Deferred tax assets (22% of temporary differences)
(442,357) (473,201) Tax losses carried forward (473,201) (442,357)
(11) (11) Property, plant and equipment (11) (11)
(9) (4) Other (4) (9)
442,377 473,215 Deferred tax asset not recognized 473,215 442,377
0 0 Deferred tax assets - gross 0 0
The Company has a tax loss of NOK 140.2 million in 2024, and in total a tax loss carried forward as of 31 December 2024 on NOK 2,150.9
million.There are no timing restrictions on carrying forward the tax loss, and it can be carried forward indefinitely.
The deferred tax asset has not been recognized in the statement of financial position, as the Company does not consider that taxable income in
the short-term will sufficiently support the use of a deferred tax asset.


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NOTE 13 Other operating expenses
PARENT 2023 PARENT 2024 GROUP 2024 GROUP 2023
98,153 84,650 Program expenses, clinical trials and research 84,820 99,282
309 183 Office rent and expenses 994 3,727
55,225 33,318 Consultants R&D projects 2,871 8,504
6,002 4,592 Patent and licence expenses 4,592 6,002
18,203 18,461 Other operating expenses 22,171 23,400
(4,570) (4,427) Government grants (4,427) (4,570)
173,323 136,776 Total 111,020 136,345
Specification auditor’s fee
PARENT 2023 PARENT 2024 GROUP 2024 GROUP 2023
228 228 Statutory audit 291 291
264 264 Other assurance services 264 264
0 0 Other non-assurance services 0 0
22 22 Tax consultant services 22 22
513 513 Total 577 577
Amounts are excluding VAT.

NOTE 14 Earnings per share
PARENT 2023 PARENT 2024 GROUP 2024 GROUP 2023
(190,597) (139,927) Profit after tax (139,282) (190,401)
1,431,301,497 35,276,635 Weighted average number of outstanding shares during the year 35,276,635 1,431,301,497
(0.13) (3.97) Earnings (loss) per share - basic and diluted (NOK) (3.95) (0.13)
The company has one class of shares and all shares carry equal voting rights. In the annual general meeting on the 23 of May 2024 it was resolved a reverse share split of the shares in the ratio 100:1. The average
number of shares and earning per share is re-calculated consider the reverse share split retrospectively for all historical periods. Share options issued and warrants have a potential dilutive effect on earnings per
share. No dilutive effect has been recognized as potential ordinary shares only shall be treated as dilutive if their conversion to ordinary shares would decrease earnings per share or increase loss per share from
continuing operations. As the Group is currently loss-making, an increase in the average number of shares would have anti-dilutive effects.

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NOTE 15 Other current assets
PARENT 2023 PARENT 2024 GROUP 2024 GROUP 2023
4,977 5,004 Government grants 7,929 9,387
355 247 Refundable VAT 247 355
7,008 5,229 Prepaid expenses 5,532 7,390
410 743 Other receivables 679 349
6,199 5,071 Receivables intercompany
18,948 16,294 Total 14,387 17,482



NOTE 16 Cash and cash equivalents
PARENT 2023 PARENT 2024 GROUP 2024 GROUP 2023
452 437 Employee withholding tax 437 452
85,608 72,298 Short-term bank deposits 78,221 93,392
62,577 61,498 Money market fonds 61,498 62,577
148,637 134,232 Total 140,155 156,421
Of the total balance in cash and cash equivalents, NOK 0.4 million
(2023: NOK 0.5 million) relates to restricted funds for employee
withholding taxes.
The Group’s short-term bank deposits are on variable rate terms.
Money market funds are classified as Cash and cash equivalents as
this is short term placement held for the purpose of meeting short-
term cash commitments. Risk is low and the fund is highly liquid.

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NOTE 17 Share capital and shareholder information
The Group has one class of shares and all shares carry equal voting rights.
AS OF 31 DECEMBER NUMBER OF AUTHORIZED SHARES NOMINAL VALUE (NOK) BOOK VALUE (NOK)
Ordinary shares 2024 39,087,116 1.00 39,087,116.00
Ordinary shares 2023 2,688,689,214 0.10 268,868,921.40
Changes in the outstanding number of shares
2024 2023
Ordinary shares at 1 January 2,688,689,214 88,660,532
Issue of ordinary shares 1,220,022,386 2,600,028,682
Reverse share split (3,869,624,484)
Ordinary shares at 31 December 39,087,116 2,688,689,214
In the annual general meeting 23 May 2024
it was resolved a reverse share split of the
shares in the ratio 100:1. The nominal value
was increased from NOK 0.10 to NOK 10.
In addition the annual general meeting 23
May 2024 resolved to decrease the share
capital by NOK 351.8 million by reducing the
nominal value from NOK 10 to NOK 1 per
share.
The capital reduction has ben transfered to
other equity to cover loss.
The Board of Directors has been granted a
mandate from the general meeting held on
23 May 2024 to increase the share capital
with up to NOK 3,908,711 by subscription
of up to 3,908,711 new shares. The power
of attorney was granted for the purpose of
issuance of new shares in accordance with
the Company’s share incentive program and
is valid until the earlier of the annual general
meeting in 2025 and 30 June 2025. See
note 4 for more information about the share
incentive program and number of options
granted.
The Board of Directors has been granted a
mandate from the general meeting held on
23 May 2024 to increase the share capital
with up to NOK 7,817,423 by subscription
of 7,817,423 new shares. The proxy is
valid until the earlier of the annual general
meeting in 2025 and 30 June 2025.



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Ownership structure as of 31.12.2024
SHAREHOLDER NUMBER OF SHARES PERCENTAGE SHARE OF TOTAL SHARES
METEVA AS 9,011,505 23.1 %
INVESTINOR DIREKTE AS 2,287,633 5.9 %
BERA AS 837,684 2.1 %
NORDNET BANK AB NOMINEE 660,057 1.7 %
NORDNET LIVSFORSIKRING AS 638,538 1.6 %
J.P. MORGAN SE NOMINEE 464,919 1.2 %
MARSTIA INVEST AS 402,558 1.0 %
MOHN, MARIT 382,398 1.0 %
JAKOB HATTELAND HOLDING AS 377,000 1.0 %
SARSIA DEVELOPMENT AS 360,915 0.9 %
HØSE AS 310,065 0.8 %
MÆHLEN, NILS INGAR 306,721 0.8 %
HOLMEFJORD, IVAR 254,499 0.7 %
DANSKE BANK A/S NOMINEE 252,576 0.6 %
ZAIM, KEVIN 205,800 0.5 %
KJOSBAKKEN, SVEN MORE 205,000 0.5 %
BOYE HANSEN, ARNE 169,361 0.4 %
JAHATT AS 150,750 0.4 %
BERNER, JOACHIM 145,000 0.4 %
TJERVÅG, REIDUN PETRA KLOCK 143,500 0.4 %
Top 20 shareholders 17,566,479 44.9 %
Total other shareholders 21,520,637 55.1 %
Total number of shares 39,087,116 100.0 %



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Ownership structure as of 31.12.2023
SHAREHOLDER NUMBER OF SHARES PERCENTAGE SHARE OF TOTAL SHARES
METEVA AS 704,815,981 26.2 %
INVESTINOR DIREKTE AS 182,337,576 6.8 %
BERA AS 55,768,426 2.1 %
NORDNET LIVSFORSIKRING AS 47,483,089 1.8 %
SARSIA DEVELOPMENT AS 33,675,000 1.3 %
ZAIM, KEVIN 28,000,000 1.0 %
NORDNET BANK AB NOMINEE 27,610,715 1.0 %
MARSTIA INVEST AS 26,833,824 1.0 %
JAKOB HATTELAND HOLDING AS 25,200,000 0.9 %
THE BANK OF NEW YORK MELLON SA/NV, RE 259567 NOMINEE 25,025,058 0.9 %
MOHN, MARIT 24,817,824 0.9 %
HØSE AS 21,006,588 0.8 %
SKANDINAVISKA ENSKILDA BANKEN AB 14,651,278 0.5 %
DANSKE BANK A/S NOMINEE 14,545,506 0.5 %
THE BANK OF NEW YORK MELLON SA/NV, RE 585665 NOMINEE 10,905,250 0.4 %
J.P. MORGAN SECURITIES PLC 10,817,020 0.4 %
HOLM, JØRGEN 10,474,332 0.4 %
HOLØ, JOHAN 10,100,000 0.4 %
JAHATT AS 10,075,000 0.4 %
SILBERG, JOHNNY 10,000,000 0.4 %
Top 20 shareholders 1,294,142,467 48.1 %
Total other shareholders 1,394,546,747 51.9 %
Total number of shares 2,688,689,214 100.0 %
For shares in the Company held by the Executive management and Board of Directors, please see Remuneration Report in the Governance
section of the Annual report.



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NOTE 18 Other current liabilities
PARENT 2023 PARENT 2024 GROUP 2024 GROUP 2023
848 753 Unpaid duties and charges 1,201 1,499
1,121 824 Unpaid vacation pay 824 1,121
418 442 Current lease liabilities 442 418
21,014 14,306 Other accrued costs 16,886 25,173
23,401 16,326 Total 19,353 28,212


NOTE 19 Provisions
PARENT 2023 PARENT 2024 SOCIAL SECURITY CONTRIBUTIONS ON SHARE OPTIONS GROUP 2024 GROUP 2023
0 42 Balance at 1 January 42 0
42 (42) Change in provisions recognised (42) 42
42 0 Balance at 31 December 0 42
42 0 Current 0 42
0 0 Non-current 0 0
The provision for social security contributions on share options is calculated based on the number of options outstanding at the reporting
date that are expected to be exercised. The provision is based on the difference between market price and strike price. The market price of the
shares at the reporting date is the best estimate of market price at the date of exercise.

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Annual Report & Accounts 2024





NOTE 20 Financial instruments and
risk management objectives & policies
The Group’s activities are exposed to
certain financial risks including foreign
exchange risk, credit risk and liquidity risk.
The risk is however of such character that
the Group has chosen not to put in place
any measures to mitigate the potential
unpredictability of the financial markets.
The Group had NOK 140.2 million in cash
and cash equivalents at year end 2024.
The main purpose of this is to finance
the Group’s activities and ongoing clinical
trials. The Group has various assets and
liabilities such as receivables and trade
payables, which originate directly from
its operations. All financial assets and
liabilities are carried at amortized cost
except for the money market fund which
is at fair value. All financial assets and
liabilities are short-term in nature and
their carrying value approximates fair
value. The cash and cash equivalent and
account payable is in financial instruments
measured at amortized cost.
The Group does currently not use financial
derivatives.
Foreign currency risk
The value of non-Norwegian currency
denominated revenues and costs will be
affected by changes in currency exchange
rates or exchange control regulations. The
Group undertakes various transactions
in foreign currencies and is consequently
exposed to fluctuations in exchange rates.
The exposure arises largely from research
expenses. The Group is mainly exposed to
fluctuations in euro (EUR), pounds sterling
(GBP) and US dollar (USD).
The Group has chosen not to hedge its
operational performance as the Group’s
cash flow is denominated in several
currencies that change depending on where
clinical trials are run. The foreign currency
exposure is also mostly linked to trade
payables with short payment terms. The
Group may consider changing its current
risk management of foreign exchange rate
if it deems it necessary.
Interest rate risk
The Group holds NOK 140.2 million in
cash and cash equivalents at end of 2024.
The Group’s interest rate risk is therefore
in the rate of return of its cash on hand.
Bank deposits are exposed to market
fluctuations in interest rates, which affects
the financial income and the return on
cash. The Group had 3.4 million in interest
income in 2024 (NOK 3.0 million in 2023).
The shareholder loan facility secured from
Meteva AS in October 2022 had a facility
fee of 1.5% of any un-drawn amount.
Facility fee for 2023 is expensed with
NOK 0.5 million in 2023. The facility was
terminated in 2023.
Credit risk
Credit risk is the risk of a counterparty’s
default in a financial asset, liability or
customer contract, giving a financial loss.
The Group’s receivables are generally
limited to receivables from public
authorities by way of government grants.
The credit risk generated from financial
assets in the Group is limited since it is
cash deposits. The Company only places
its cash in bank deposits and a limited risk
money market fund in recognized financial
institutions to limit its credit risk exposure.
The Group has not suffered any loss on
receivables during 2024 and the Group
considers its credit risk as low.
Liquidity risk
Liquidity is monitored by Group
management. Management considers the
Group’s liquidity situation to be satisfactory.
The cash position of the Group at year end
2024 was NOK 140.2 million.
Following the discontinuation of the
STK11m NSCLC program and action taken
to save costs and perserve cash, the Board
of Directors is confident that the cash
postion will cover operation cost and close
down activities in 2025, completion of the
strategic review and fund the company
to complete a strategic transaction or
alternative a solvent liquidation.




Capital management
The Board of Directors’ goal is to maintain
a strong capital base in order to preserve
the confidence of investors, creditors and
to develop business activities.


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Change in liabilities arising from financing activities
CURRENT LEASE LIABILITIES (NOTE 9) NON-CURRENT LEASE LIABILITIES (NOTE 9)
1 january 2024 418 0
Cash flows (438) 0
New leases 1,279 817
31 December 2024 442 817
1 january 2023 0 0
Cash flows (193) 0
New leases 611 0
Other 0 0
31 December 2023 418 0
Other includes the effect of reclassification of non-current lease liabilities to current.
The Group classifies interest paid as cash flow from operation activities.


NOTE 21 Subsidiaries
The Group’s subsidiary at 31 December 2024 are set out below. The share capital consist solely of ordinary shares that are held directly by the
Group, and the proportion of ownership interests held equals the voting rights held by the Group.
Name of entity BerGenBio Limited BerGenBio ApS
Place of business Oxford, U.K. Copenhagen, DK
Ownership interest held by the Group 100% 100%
Principal activities Clinical management sevices CMC and management services



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NOTE 22 Intercompany
BerGenBio ASA have entered into two intercompany management agreements with BerGenBio Limited. R&D services are delivered from
BerGenBio Limited to BerGenBio ASA and management services are delivered from BerGenBio ASA to BerGenBio Limited.
PARENT 2024 PARENT 2023
Purchase from BerGenBio Limited (included in other operation expenses) 22,125 50,284
Receivables BerGenBio Limited (included in other current assets) 5,071 4,640
Purchase from BerGenBio Aps (included in other operation expenses) 10,944
Liabilities BerGenBio Aps (included in accounts payable) 534

NOTE 23 Subsequent events
In February 2025 the Company announced that the lead development program in STK11m NSCLC was discontinued due to poor effecasy data in an preliminary
readout. Following this the Company has one ongoing clinical study in NSCLC (BGBIL025) sponsored by NHI. The Company has in March 2025 engaged a
financial advisor to conduct a strategic review. The strategic review will consider a range of options for the company, among other things, a potential sale, merger,
or other strategic transaction. There can be no assurance that this exploration process will result in any transaction and as an alternative to this the Company is
also considering a solvent liquidation.
NOTE 24 Shareholder loan
The Company secured a shareholder loan facility 24 October 2022 of up to NOK 100 million from Meteva AS, a major shareholder in the Company. The facility was
not drawn and was terminated in May 2023 at the approval of the Rights issue, according to the facility terms. As of 31 December 2024 and 2023 there are no
shareholder loan facility.
Anders Tullgren
Chair of the Board of Directors
David Colpman
Non-Executive Director
Dr. Sally Bennett
Non-Executive Director
Dr. Debra Barker
Non-Executive Director
Olav Hellebø
CEO
Bergen, 29 April 2025
The Board of Directors, BerGenBio ASA

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BERGENBIO
Annual Report & Accounts 2024
INDEPENDENT AUDITOR’S REPORT
To the Annual Shareholders’ Meeting of BerGenBio ASA
Report on the audit of the financial statements
Opinion
We have audited the financial statements of BerGenBio ASA, which
comprise:
• the financial statements of the Company, which comprise the
balance sheet as at 31 December 2024, and income statement and
the statement of comprehensive income, statement of changes in
equity and statement of cash flows for the year then ended, and
notes to the financial statements, including material accounting
policy information, and
• the financial statements of the Group, which comprise the balance
sheet as at 31 December 2024, and income statement and the
statement of comprehensive income, statement of changes in
equity and statement of cash flows for the year then ended, and
notes to the financial statements, including material accounting
policy information.
In our opinion:
• the financial statements comply with applicable statutory
requirements,
• the financial statements give a true and fair view of the financial
position of the Company as at 31 December 2024, and of its
financial performance and its cash flows for the year then ended
in accordance with IFRS Accounting Standards as adopted by the
EU, and
• the financial statements give a true and fair view of the financial
position of the Group as at 31 December 2024, and of its financial
performance and its cash flows for the year then ended in
accordance with IFRS Accounting Standards as adopted by the
EU.
Our opinion is consistent with our additional report to the Audit
Committee.
Basis for opinion
We conducted our audit in accordance with International Standards
on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditor’s Responsibilities for the Audit of the
Financial Statements section of our report. We are independent of the
Company and the Group as required by relevant laws and regulations in
Norway and the International Ethics Standards Board for Accountants’
Code of Ethics for Professional Accountants (including International
Independence Standards) (IESBA Code), and we have fulfilled our
other ethical responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit
services referred to in the Audit Regulation (537/2014) Article 5.1 have
been provided.
We have been the auditor of BerGenBio ASA for 17 years from the
election by the general meeting of the shareholders on 21 December
2007 for the accounting year 2008.
78
Statsautoriserte revisorer
Ernst & Young AS
Thormøhlens gate 53 D, 5006 Bergen
Postboks 6163, 5892 Bergen
Foretaksregisteret: NO 976 389 387 MVA
Tlf: +47 24 00 24 00
www.ey.no
Medlemmer av Den norske Revisorforening

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BERGENBIO
Annual Report & Accounts 2024
Key audit matters
Key audit matters are those matters that, in our professional judgment,
were of most significance in our audit of the financial statements for 2024.
We have determined that there are no key audit matters to communicate
in our report.
Other information
The Board of Directors and the Chief Executive Officer (management)
are responsible for the information in the Board of Directors’ report. Our
opinion on the financial statements does not cover the information in the
Board of Directors’ report.
In connection with our audit of the financial statements, our responsibility
is to read the information in the Board of Directors’ report. The purpose
is to consider if there is material inconsistency between the information
in the Board of Directors’ report and the financial statements or our
knowledge obtained in the audit, or otherwise the information in the Board
of Directors’ report otherwise appears to be materially misstated. We are
required to report that fact if there is a material misstatement in the Board
of Directors’ report. We have nothing to report in this regard.
Based on our knowledge obtained in the audit, it is our opinion that the
Board of Directors’ report
• is consistent with the financial statements and
• contains the information required by applicable legal requirements
Our statement on the Board of Director’s report applies correspondingly
for statement on Corporate Governance.
Responsibilities of management for the financial statements
The Board of Directors and the chief executive officer are responsible
for the preparation of financial statements that give a true and fair view
in accordance with IFRS Accounting Standards as adopted by the EU,
and for such internal control as management determines is necessary to
enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for
assessing the Company’s and the Group’s ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless management either
intends to liquidate the Company or the Group or to cease operations, or
has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial
statements
Our objectives are to obtain reasonable assurance about whether the
financial statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with ISAs
will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of these
financial statements.
As part of an audit in accordance with ISAs, we exercise professional
judgment and maintain professional scepticism throughout the audit. We
also:
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BERGENBIO
Annual Report & Accounts 2024
80
• Identify and assess the risks of material misstatement of the financial
statements, whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evidence that
is sufficient and appropriate to provide a basis for our opinion. The
risk of not detecting a material misstatement resulting from fraud
is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
• Obtain an understanding of internal control relevant to the audit
in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on
the effectiveness of the Company’s internal control.
• Evaluate the appropriateness of accounting policies used and the
reasonableness of accounting estimates and related disclosures
made by management.
• Conclude on the appropriateness of management’s use of the going
concern basis of accounting and, based on the audit evidence
obtained, whether a material uncertainty exists related to events
or conditions that may cast significant doubt on the Company’s
ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions
are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the
Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the
financial statements, including the disclosures, and whether the
financial statements represent the underlying transactions and events
in a manner that achieves fair presentation.
We communicate with the board of directors regarding, among
other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.
We also provide the audit committee with a statement that we
have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships
and other matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
From the matters communicated with the board of directors, we
determine those matters that were of most significance in the audit
of the financial statements of the current period and are therefore
the key audit matters. We describe these matters in our auditor’s
report unless law or regulation precludes public disclosure
about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report
because the adverse consequences of doing so would reasonably
be expected to outweigh the public interest benefits of such
communication.
Report on other legal and regulatory requirement
Report on compliance with regulation on European Single
Electronic Format (ESEF)
Opinion
As part of the audit of the financial statements of BerGenBio ASA we have
performed an assurance engagement to obtain reasonable assurance

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BERGENBIO
Annual Report & Accounts 2024
about whether the financial statements included in the annual report, with
the file name 213800TYYFXKYF3V2A23-2024-12-31-0-en.xbri, have
been prepared, in all material respects, in compliance with the require-
ments of the Commission Delegated Regulation (EU) 2019/815 on the
European Single Electronic Format (ESEF Regulation) and regulation
pursuant to Section 5-5 of the Norwegian Securities Trading Act, which
includes requirements related to the preparation of the annual report in
XHTML format and iXBRL tagging of the consolidated financial state-
ments.
In our opinion, the financial statements, included in the annual report,
have been prepared, in all material respects, in compliance with the ESEF
Regulation.
Management’s responsibilities
Management is responsible for the preparation of the annual report in
compliance with the ESEF Regulation. This responsibility comprises an
adequate process and such internal control as management determines
is necessary.
Auditor’s responsibilities
Our responsibility, based on audit evidence obtained, is to express an
opinion on whether, in all material respects, the financial statements
included in the annual report have been prepared in accordance with the
ESEF Regulation. We conduct our work in accordance with the Interna-
tional Standard for Assurance Engagements (ISAE) 3000 – “Assurance
engagements other than audits or reviews of historical financial informa-
tion”. The standard requires us to plan and perform procedures to obtain
reasonable assurance about whether the financial statements included
in the annual report have been prepared in accordance with the ESEF
Regulation.
As part of our work, we perform procedures to obtain an understanding
of the company’s processes for preparing the financial statements in
accordance with the ESEF Regulation. We test whether the financial
statements are presented in XHTML-format. We evaluate the complete-
ness and accuracy of the iXBRL tagging of the consolidated financial
statements and assess management’s use of judgement. Our procedures
include reconciliation of the iXBRL tagged data with the audited financial
statements in human-readable format. We believe that the evidence we
have obtained is sufficient and appropriate to provide a basis for our
opinion.
Bergen, 29 April 2025
ERNST & YOUNG AS



Truls Nesslin
State Authorised Public Accountant (Norway)
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82
WEF index & data summary
THEME DISCLOSURE REFERENCE METRIC 2024 2023 2022 2021 2020
REPORT
REFERENCE
WEF Metric: Governance
Governing Purpose
The British Academy and Colin
Mayer, GRI (102-26), EPIC and other
Setting purpose Qualitative Qualitative Qualitative Qualitative Qualitative
Quality of Governing Body GRI (102-22), GRI (405-1a), IR (4B)
Total number of board members (#) 4 4 5 5 5 Page 12, 16
Board diversity (men/women) (%) 50/50 50/50 60/40 60/40 60/40 Page 12,16
Number of non-executive board members (#) 4 4 5 5 5 Page 12, 16
Number of independent board members (#) 4 4 5 3 3 Page 16
Stakeholder Engagement
GRI (102-21), GRI (102-43), GRI (102-47)
Impact of material issues on stakeholders Qualitative Qualitative Qualitative Qualitative Qualitative
Ethical Behavior
GRI(205-2), GRI(205-3)
Percentage of employees receiving Code of Conduct training (%) 100 100 0 0 0 Page 10
Confirmed incidents of corruption (#) 0 0 0 0 0 Page 10
GRI (102-17)
Protected ethics advice and reporting mechanism Qualitative Qualitative Qualitative Qualitative Qualitative
Risk & Opportunity Oversight
EPIC, GRI (102-15), World Economic
Forum Integrated Corporate
Governance, IR (4D)
Integrating risk and opportunity into business processes Qualitative Qualitative Qualitative Qualitative Qualitative
Responsible Sourcing
Own indicator, adapted from
GRI (408-1.b), GRI (409-1)
Number of material suppliers who undertook supplier
ESG self-assessment (#)
2 4 0 0 0 Page 11
WEF Metric: Planet
Climate Change GRI 205: 1-3; TCFD; GHG Protocol
GHG emissions Scope 2 (tCO2e) 2.15 2.03 5.63 5.89 Page 15
GHG emissions Scope 3 (tCO2e) 67.20 74.88 49 11.65 Page 15
Solid Waste
Natural Capital Protocol (2016);
ISO 14008: Monetary valuation of
environmental impacts and related
environmental aspects (2019);
Value Balaning Alliance
Impact of solid waste disposal Qualitative Qualitative Qualitative Qualitative Qualitative

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THEME DISCLOSURE REFERENCE METRIC 2024 2023 2022 2021 2020
REPORT
REFERENCE
WEF Metric: People
Dignity and Equality
GRI (102-8) Total number of employees (#) 13 16 29 46 42 Page 12
GRI (405-1.b) Employee diversity (Men/Women) (%) 38/62 44/56 38/62 37/63 41/59 Page 12
BerGenBio indicator
Number of interns/postgraduate students/
PhD students employed (#)
0 2 3 2 2
Adapted, to include other indicators
of diversity, from GRI 401-1 (a & b)
Employees regularly receiving
performance and development evaluation
(%)
100 100 100 100 100 Page 13
BerGenBio indicator Personnel with PhDs (#) 6 6 14 19 16 Page 12
GRI (408-1.b), GRI (409-1)
Confirmed incidents of discrimination (#) 0 0 0 0 0 Page 11
Risk of incidents of child, forced or
compulsory labour
Qualitative Qualititive Qualititive Qualititive Qualititive
Health & Well-being
GRI (403-9.a & .b)
Number of Injuries (#) 0 0 0 0 0 Page 14
Injury rate (%) 0 0 0 0 0 Page 14
Norwegian Accounting Act Sick-leave ($) 2.9 3.6 2.3 1.4 2 Page 14
Patient safety GRI (418-1)
Total number of substantiated complaints
received with regard to patient personal
data breach (#)
0 0 0 0 0 Page 11
Output of patient/clinical trial participant
assistance program (#)
0 1 1 1 1 Page 11
WEF index & data summary | Continued
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84
THEME DISCLOSURE REFERENCE METRIC 2024 2023 2022 2021 2020
REPORT
REFERENCE
WEF Metric: Prosperity
Employment & Wealth Creation
Adapted, to include other indicators of
diversity, from GRI 401-1 and 201-4
New hires (#) 0 2 6 16 14 Page 13
New hires diversity (men/women) (%) 0 0/100 16.5/83.5 41/59 21.5/78.5 Page 13
Turnover rate (%) 10 52 59 23 10 Page 13
GRI (201-1), GRI (201-4)
Revenues (NOK million) 0.8 0.4 0.4 0.8 0.6 Page 48
Operating Cost (NOK million) 152.1 192.2 306.0 315.2 261,7 Page 48
Employee wages and benefits (NOK million) 40.6 55.6 68.7 74.0 60.18 Page 48, 60
Payments to government (other than taxes)
(NOK million)
0 0 0 0 0
Financial assistance from the government 7.8 9.6 10.4 13.3 21.4 Page 63
As referenced in IAS 7 and US
GAAP ASC 230
Share buyback plus dividend payments
(NOK million)
0 0 0 0 0 Page 33
Community & Social Vitality Adapted from GRI 201-1 Total taxes paid (NOK million)
3.3 6.9 7.9
7.7 5.8 Page 60
Innovation of Better Products
& Services
US GAAP ASC 730 R&D spend (NOK million) 117.1 151.4 263.0 268.5 225.5 Page 65
Pharma Indicator, Industry best practice Number of patents granted (#) 2 6 8 21 10 Page 42
Pharma Indicator, Industry best practice
Number of peer-reviewed publications
BGB has contributed to (#)
5 4 1 4 2 Page 12
Pharma Indicator, Industry best practice Number of international presentations (#) 2 12 12 15 9 Page 12
Clinical trial conduct
SASB (HC-BP-210a.1.)
Number of clinical trials registered and
initiated during the year (#)
0 0 2 1 1 Page 10
Adapted from SASB (HC-BP-210a.1.)
Total number of discontinued clinical trials
due to non-compliance (#)
0 0 0 0 0 Page 40, 41
Adapted from SASB (HC-BP-210a.2.) Critical inspection findings (#) 0 0 0 0 0 Page 10
Adapted from SASB (HC-BP-210a.3.)
Total amount of monetary losses as a
result of legal proceedings associated
with clinical trials (NOK million)
0 0 0 0 0 Page 10
WEF index & data summary | Continued
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Annual Report & Accounts 2024
BERGENBIO
85
Glossary
1L First line cancer treatment
ADCT ADC Therapeutics SA
ADCT-601 Product candidate under development by ADCT
AML Acute Myeloid Leukemia
AXL AXL tyrosine kinase receptor
BGB BerGenBio
BGBIO BerGenBio ticker symbol on Oslo Stock Exchange
CEO Chief Executive Officer
COVID-19 Infectious disease caused by SARS-CoV-2 virus
CROs Contract research organizations
CSR Corporate social responsibility
ESG Environmental, Social and Governance
EU European Union
EY Ernst and Young AS
FDA US Food and Drug Administration
FTEs Full time equivalents
GBP British pound sterling
GCP Good Clinical Practice
GHG Greenhouse gas
GMP Good Manufacturing Practice
IFU Industrial Development Award (Norwegian)
IFRS International Financial Reporting Standards
ISO International Organization for Standardization
ILT Investigator Led Trials
IP Intellectual property
KPI Key Performance Indicator
LTI Long-term incentives
NOK Norwegian Kroner
NSCLC Non-Small Cell Lung Cancer
OCI Other Comprehensive Income
OSE Oslo Stock Exchange
Ph1(b) Phase 1 or Phase 1b clinical trial
Ph2 Phase 2 clinical trial
PhD Doctor of philosophy
PSCI Pharmaceutical Supply Chain Initiative
R&D Research & development
SDG Sustainable Development Goals
SRI Severe respiratory infections
STI Short-term incentives
STK11 Serine/threonine kinase gene
STK11m Mutation(s) in the STK11 gene
TKI Tyrosine Kinase Inhibitor
UK United Kingdom
US United States
USD United States dollars

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BERGENBIO
Annual Report & Accounts 2024
BERGENBIO
Contact Us
BerGenBio ASA
Address
Nygårdsgaten 114, 5008 Bergen, Norway
P.O. Box 2324
Møllendal, 5867 Bergen, Norway
Telephone
+47 55 96 11 59
E-mail
post@bergenbio.com
Investor Relations Contact
OLAV HELLEBØ | CEO
RUNE SKEIE | CFO
E-mail
ir@bergenbio.com
Media Relations
JAN LILLEBY | Lilleby Frisch AS
E-mail
jl@lillebyfrisch.no
86