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Message from the CEO
Taking over the reigns as CEO on 1 January 2024, I have made it clear from the start that my top priority is to regain
growth and restore profitability. Nordic Semiconductor’s main markets have been in a cyclical downturn with macro
headwinds over the past year, and after three years with average growth of close to 40% the revenue declined by 30%
from 2022 to 2023. The revenue decline is a challenge for an operating model that has been geared towards growth
and innovation, and we need to drive revenue and strengthen profitability to be able to continue investing into the
exciting long-term market opportunities. We have an excellent starting point with our leading technologies, products, and
solutions, world-class R&D engineers and great people in sales and other functions.
   
The market will eventually recover, that’s the cyclical nature
of our business. But rather than bet on the timing of the
upturn, we are focused on the things we can do something
about. We need to make sure that we have the best
products and solutions on the market, and we need to
make sure that we are working closely with the customers
that are going to create growth going forward.
We are industry innovators and our leading products and
solutions have earned us market leadership and an
impressive customer base. It is the responsibility of my
management team and me that we get the most out of
this valuable resource base.
Technology developments and innovation have always
been driving our industry forward, and I believe it is crucial
for any semiconductor company to deliver consistently on
the development roadmaps to stay on top of market
developments and customer demands. Development cycles
are relatively long in semiconductors, and it is very
important that we make the right investments at the right
time. Together with the operational teams I have therefore
been focusing sharply on our products, development
roadmaps, and engineering execution in my first months.
On that note, we are obviously excited about the next
generation nRF54 Series SoCs, which offers our customers
higher performance, lower energy consumption and many
new and innovative features. Our expectation is for the
nRF54 Series to start shipping towards the end of 2024,
and to contribute significantly to the company in the years
to come. We have also recently launched new products for
cellular IoT and for power management, as well as
launching our first Wi-Fi 6 chip last year.
Over the years, Nordic has developed strong customer
relationships with some of the world's leading technology
consumer brands as well as with prominent names in the
industrial and healthcare markets. Demand from these
tier-1 customers held up well through 2023, and we
continue to put a lot of effort and investment into
maintaining and further developing relationship that will
bring great consumer technology products to the market
and build the Internet of Things.
At the same time, Nordic’s initial success in the Bluetooth
market was built on combining leading products and great
developer support for the many small and medium
companies in the broad market. Many customers in this
space have been struggling over the past years, with a
challenging supply situation during 2021-22 and a tough
market in 2023. We remain the clear market leader in
terms of the number of design wins in the Bluetooth® Low
Energy market (43% according to FCC and Bluetooth SIG
data analyzed by DNB Markets) and we need to build
from this position to regain commercial traction in this
important part of the market. I got to meet many of our
customers at the Consumer Electronics Show (CES) in Las
Vegas in January and throughout my first weeks, and look
forward to work more with our strong sales teams to drive
growth going forward.
The developments over the past years have outlined our
exciting opportunity space but also shown the complexity
of a value chain where we are dependent on our strong
partners both upstream and downstream. While we greatly
appreciate the partnerships we have developed over many
years, we have also taken steps to improve the resilience
of the value chain. As an example, we have included
Global Foundries to our supplier base and are now
sourcing 22 nanometer wafers across foundries and
geographies for the various nRF54 Series SoCs. 
Digitalization, connectivity and IoT can play an important
role in solving many environmental and social challenges
and help build a more sustainable economy. Representing
Nordic as a UN Global Compact signatory, the Board and
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | THIS IS NORDIC
management work for the progression of the UN
Sustainable Development Goals (SDGs) through Nordic’s
business operations, and remains committed to the
principles of human rights, workers’ rights, the environment,
and anti-corruption as outlined by the UN Global
Compact. Sustainability is integrated in our strategy and
supervised by the Board Sustainability Committee, and our
ESG responsibilities are integrated in our governance
structures. We continue to gain recognition for our
sustainability reporting, with an A- rating from the Carbon
Disclosure Project and a B+ rating in Position Green’s
ESG100 report for 2023 along with being listed on
Financial Times 500 Europe’s Climate Leaders. We are also
part of the Sustainalytics 2024 ESG Top-Rated Companies
List.
Finally, I want to thank all our fantastic employees for their
efforts through a challenging year in 2023. Having been in
the job for only a few months, I have yet to meet all our
more than 1,400 capable and competent employees, and I
look forward to getting to know more of you in the time to
come. Together we can make sure that we continue to
make the best products and solutions on the market and
remain the best possible partners for our customers and
suppliers going forward.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | THIS IS NORDIC
Financial highlights
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | THIS IS NORDIC
ESG highlights
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | THIS IS NORDIC
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | THIS IS NORDIC
Final_offering_presentation.jpg
Report from the Board of Directors
In 2023, despite a persistent cyclical downturn that led to a decline in revenue, Nordic successfully maintained its gross
margins above the long-term target. The tier-1 customer base continued to demonstrate strong demand, underscoring
the resilience and value of existing partnerships. Amidst these challenging conditions, Nordic launched exciting new
products and completed strategic acquisitions, laying a robust foundation for future growth. These initiatives signaled
Nordic's commitment to innovation and strategic positioning to capitalize on market recovery.
Group overview
Nordic Semiconductor (Nordic or "the Group") is a fabless
semiconductor company designing, marketing, selling, and
supporting hardware products, embedded software, and
cloud-based services enabling wireless connectivity
solutions.
Nordic has been a pioneer within low-power wireless
connectivity since its beginning in 1983 as an integrated
circuit consultancy. Starting with proprietary 2.4GHz
technology for PC accessories in 2002, Nordic has
developed into a leading global supplier of Bluetooth LE
and multiprotocol solutions for short-range connectivity.
The Group has also established a leading position in the
emerging market for cellular IoT, and in 2020 expanded
into next-generation Wi-Fi technology to cover the
embedded Wi-Fi market.
Nordic’s product offerings include integrated circuits (ICs),
Systems-on-Chip (SoCs), Systems-in-Package (SiPs), and
software development tools. The Group sources
components, assembles and packages the products
through world-class subcontractors in Asia, and distributes
its products to branded electronics manufacturers through
an extensive network of global and regional distribution
partners.
Nordic Semiconductor ASA ("The Company") is the Group
parent, headquartered in Trondheim, Norway. As of year-
end 2023, the Group has offices in Trondheim and Oslo
(Norway); Beijing, Shanghai, Shenzhen and Hong Kong
(China); Oulu, Espoo, Tampere, and Turku (Finland);
Düsseldorf (Germany); Hyderabad (India); Yokohama
(Japan); Eindhoven (the Netherlands); Manila (the
Philippines); Krakow and Wroclaw (Poland); Singapore
(Singapore); Seoul (South Korea); Stockholm and Lund
(Sweden); Taipei (Taiwan); Bristol, Hatfield and Swindon
(UK); and Portland, Seattle and San Diego (USA).
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
The board of directors bear the ultimate
governance, social and environmental
responsibility for the group. In doing so
the Board of Directors disclose the
statement of governance in accordance
with rskl. § 3-3b in appendice Board of
Corporate governance. Furthermore, the
statement of social responsibility in
accordance with rskl. § 3-3c is found in
Strategy and ambitions
Nordic Semiconductor's vision is to become the world-
leading provider of end-to-end wireless IoT connectivity
solutions, with a sustainable footprint. Despite a persisting
cyclical downturn in the demand for wireless solutions in
2023, the Group continues to innovate and expand,
confident in the resilience and future growth of the market.
The Group offers proprietary technology and low power
Bluetooth LE and multiprotocol wireless technologies in the
short-range market. Additionally, it provides cellular IoT
over LTE-M and NB-IoT networks in the long-range market.
Furthermore, in 2023, Nordic expanded its offering with the
launch of its first Wi-Fi solution.
The Group is fully dedicated to offering the three key IoT
wireless technologies: Bluetooth LE, Wi-Fi, and cellular IoT.
In 2023, the Group introduced the nRF54 Series, a
groundbreaking addition to its globally market-leading
Bluetooth chip lineup. The nRF9161 SiP has also been
unveiled, enhancing the Group's cellular IoT offerings and
marking its entry into non-cellular 5G technology with
DECT NR+ support. Additionally, the Group started mass
production of its first Wi-Fi product and expanded the
series with further launches. Concurrently, the Group also
launched accompanying products like the nPM1300 PMIC,
which streamlines power management in IoT applications.
Nordic Semiconductor's mission is to make low power
wireless IoT connectivity accessible to all. This means
reducing unnecessary layers of technical complexity and
offering the hardware and software required to build
robust and market-ready turnkey solutions. The DevZone
developer community remains a cornerstone of the
Group's mission, fostering innovation and engagement
among developers. With more than one thousand unique
development projects, the Group tracks each project and
supports them at varying degrees, showcasing Nordic's
dedication to the developer ecosystem.
While unit shipments in 2023 have not matched the
previous year's volume, the Group's market position
remains strong, supported by a diversified customer base
that includes individual developers and leading global
enterprises. The Group's sustained market leadership since
the introduction of Bluetooth LE products in 2012
demonstrates its enduring relationships with tier-1
customers and its adaptability to changing market
dynamics. This foundation is expected to strengthen further
with the introduction of the nRF54 Series.
The Group's employees are its greatest asset. The
multitude of nationalities combined with an average tenure
of 5.5 years serves as proof of the Group's commitment to
maintaining a diverse and inclusive workforce, attracting
and retaining individuals from all backgrounds. In 2023, the
Group's global workforce has remained just shy of 1500.
This highly skilled workforce has made notable product
launches while further developing exciting launches to
come.
Strategic acquisitions in 2023, including Mobile
Semiconductor and the intellectual property portfolio of
Atlazo, have bolstered the Group's technological
capabilities. These acquisitions are particularly impactful in
embedded memory technology and AI/ML for low-power
IoT solutions. They are integral to the Group's strategy,
enhancing its product offerings and positioning it at the
forefront of innovation in the IoT space.
The Group continues to invest in sustainable solutions and
has enhanced its ESG framework with a dedicated
Sustainability Committee at the Board level to navigate the
evolving landscape of ESG regulations.
In summary, the Group is navigating the current market
with a positive outlook, driven by strategic investments,
product innovation, and acquisitions. It is poised to
capitalize on market recovery. The Group remains
dedicated to its long-term vision of leading the world in
end-to-end wireless IoT connectivity solutions.
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Operational review
Demand and market share
Throughout 2023, Nordic Semiconductor faced a
challenging market environment with generally low visibility
in demand and with inventory corrections through the
value chain reducing visibility even further. Nordic reported
revenue of USD 542.9 million for 2023, a decrease of 30%
from USD 776.7 million in the previous year. Revenue was
supported by inventory build-ups through 2022 and the
first half of 2023, as wafers supplies were no longer
constrained. However, with slower demand both
distributors and end-customers scaled back inventories in
the latter part of the year, which accelerated the year-on-
year revenue declines in the second half of 2023 and into
2024.
The top ten customers have continued to show strong and
consistent demand throughout the period, highlighting
their critical role in the business and demonstrating the
value of Nordic's strategic priorities and long-term
relationships. In contrast, demand from the broad market
customers declined sharply last year, particularly in China.
Chinese customers accounted for more than 20% in the
beginning of 2022 however declining through the year.
This dropped below 10% in 2023 and remains at low levels.
In 2023, Nordic Semiconductor maintained a strong
presence in the Bluetooth LE market, achieving a market
share of 45% in new design certifications for the fourth
quarter and 43% for the full year. This performance marks
an increase from the previous year, where Nordic held a
38% market share in the fourth quarter of 2022 and 39%
for that entire year, as reported by FCC and Bluetooth SIG
data analyzed by DNB Markets.
The total number of new Bluetooth LE design certifications
in 2023 was 1,112, with Nordic technology being
incorporated into 483 of these designs. In comparison, the
total certifications in 2022 amounted to 1,136 for the full
year, with 446 featuring Nordic chips. Nordic is expanding
its strong market presence and continues to perform
particularly well in large-volume design applications.
Restructuring for the future
Nordic has continued to invest in building a leadership
position in markets with long-term growth potential.
However, given the backdrop of lower revenue, margin
pressure, and low revenue visibility, the Group needed to
adapt by reallocating investments and reducing costs.
In the second half of 2023, a cost optimization program
was completed. Cost optimization measures included
reduced use of consultants, streamlining of operational
structure, and an assessment of the total resources
required to continue the company’s main R&D programs.
The program led to a reduction in the number of
employees and full-time consultants by around 100
employees (~7%) and 30 consultants, respectively.
These measures will reduce quarterly operating expenses
by approximately USD 5 million. The program has
impacted the fourth quarter financials in 2023 and is
anticipated to have a full effect from early 2024.
New CEO announced
In December, Nordic Semiconductor announced that
Vegard Wollan was appointed as the new CEO, taking
over from Svenn-Tore Larsen, who decided to step down
after more than two decades of leadership. Wollan comes
with a strong background in the semiconductor and
electronics industry. He is one of the original creators of
AVR microcontroller technology and has significantly
contributed to the success of Atmel, where he led the
Touch and MCU business unit to achieve a highly
profitable USD 1 billion in revenue. Before his appointment
at Nordic, Wollan was the CEO of Touchnetix, a company
he founded in 2016, known for its innovative work in touch
technology.
Product launches
In 2023, Nordic Semiconductor has further advanced the
field of wireless connectivity and power management,
delivering a comprehensive suite of products. The
introduction of the nRF54 Series, Nordic's latest iteration of
Bluetooth LE chips, represents a significant development in
the Group's product line. This series, building upon its
award-winning predecessors, offering double the
processing power of its predecessor and integrates an
MCU, external memory, and a wireless SoC into a single
device. With its advanced security features, certified at the
highest level by the PSA Certified IoT security standard, the
nRF54 Series is set to meet the needs of Nordic's most
demanding customers and is projected to generate
revenue in the near future.
Building on its 2022 entry into the Wi-Fi wireless IoT
market, Nordic began shipping its first chip in this category,
the nRF7002 Wi-Fi 6 companion IC, in the first half of 2023.
Later in the year, the company expanded its Wi-Fi
offerings by introducing the nRF7000 Wi-Fi companion IC.
This launch positioned Nordic as the first company to offer
globally a complete silicon-to-cloud location solution that
integrates Wi-Fi, cellular IoT, and GNSS technologies.
Nordic's innovation also extended to power management
with the nPM1300 PMIC, which simplifies the Bill-of-
Materials by integrating multiple discrete components into
a single chip. This addition to power management
products, such as the nPM1100 and the nPM6001, is
optimized for the efficiency and compact size requirements
of advanced IoT applications.
On the cellular IoT front, the availability of the nRF9161 SiP,
based on the nRF9160, introduced new features that
enhance the power efficiency and robustness of cellular
IoT applications. As the first device in the nRF91 Series to
support DECT NR+, a non-cellular 5G technology, Nordic
remains committed to advancing cellular connectivity with
ongoing efforts to enhance and refine its technologies.
Throughout the year, Nordic Semiconductor has set a new
standard in Bluetooth capabilities, started production in
new markets with its first Wi-Fi solution, and expanded its
offerings in existing markets with PMIC and cellular
products. By offering a diverse and high-quality product
portfolio, Nordic is well-positioned to be a leading provider
for the next generation of smart applications.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Acquisitions
Adding to the product launches, Nordic Semiconductor has
in 2023 also made notable investments in technologies
that enhance product capabilities. The Group's investment
in connectivity technologies and capabilities underscores
its belief in the synergy of combining wireless standards
and ultra-low power with high performance at the
right price.
Early in the year, Nordic completed the acquisition of
Mobile Semiconductor, a US-based specialist in highly
optimized embedded memory technology for
microcontrollers (MCUs) and Systems-on-Chip (SoCs).
Mobile Semiconductor where instrumental in enhancing the
memory performance of Nordic's renowned nRF52 and
nRF53 Series Bluetooth SoCs, as well as nRF9160 cellular
IoT SiPs. This ensured that customers benefited from the
most efficient and reliable solutions. By bringing this
technology in-house, we can further expand on this
differentiation for the nRF54 and future devices.
Furthering its strategic vision, Nordic acquired the
intellectual property portfolio of Atlazo in the fourth
quarter, a move that opens new frontiers in AI/ML
technology for low-power IoT solutions. This acquisition
brings AI/ML capabilities to future Nordic's SoCs, enabling
enhanced computing power and sophisticated services at
the network edge. This technology is particularly suited for
a growing demand for on-device, always-on
computational processes with minimal
energy consumption.
Alongside Nordic's continued engineering work, these
acquisitions reflect Nordic's approach to product
development. By integrating these capabilities into the
existing and future product portfolio, Nordic is set to offer
an even more robust and versatile suite of ultra-low power
products with greater on-chip capabilities, addressing the
needs of a rapidly evolving digital world.
Setting the standards
Nordic Semiconductor actively engages with key standard-
setting organizations to standardize communication
protocols, aiming to increase competition and innovation in
the industry. In its recent efforts, Nordic has joined the
DECT forum as a full member to contribute to the
development of the DECT New Radio (NR)+ standard. This
new standard is designed to support IoT networks with
high device densities and is intended for use in asset
tracking, smart city, and smart energy projects.
Empowering wireless innovation
Nordic also entered into a joint venture with four other
semiconductor industry players (Robert Bosch GmbH,
Infineon Technologies AG, NXP Semiconductors, and
Qualcomm Technologies Inc.) to advance the adoption of
RISC-V open-source chip architecture. This venture focuses
on commercializing RISC-V-based products for the
automotive sector, further expanding into mobile and IoT
markets. Nordic Semiconductor is proud to be a driving
force of wireless connectivity. By providing this open-
source chip architecture, Nordic is encouraging to greater
innovation in the wireless IoT market by lowering the
barriers-to-entry and level the playing field when it comes
to developing IoT applications. It gives developers the
freedom and flexibility, in certain applications, to ensure
extreme levels of low power consumption. The new
company, called Quintauris, received regulatory approval
in all relevant jurisdictions globally by the end of 2023.
In addition to these initiatives, Nordic holds a position on
the Board of the Connectivity Standards Alliance (CSA) as
a Promoter Member. This role involves contributing to the
development of standards such as Matter, which facilitates
interoperability between smart home devices. Nordic's
involvement with the CSA is part of its wider commitment
to advancing wireless communication standards.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Board of Directors
Birger Steen | Chair, shareholder elected independent director
Chair of the Board since 2018 and board member since 2017. Member of the People & Compensation Committee.
Birger Steen is the CEO of FREYR Battery, a NYSE-listed technology company focused on large-scale-eco-friendly battery solutions to combat global emissions. His 30 years of
leadership and board experience in the tech sector includes roles such as CEO of Parallels, Inc. (2010-2016), WW Vice President of Distribution & SMB at Microsoft Corp. (2002-2010),
Thematic Partner at Summa Equity AB (2019 -2023), CEO of Scandinavia Online AB (2000-2002), VP at Schibsted ASA (1997-2000) and consultant at McKinsey & Company (1993-1997).
He holds an MSc from the Norwegian Institute of Technology, an MBA from INSEAD and is a graduate of the Defence School of Intelligence and Security in Oslo. He has previously
held director positions at Pagero AB, Nordea Bank Abp, Schibsted ASA, Cognite AS, and PragmatIC Semiconductor Ltd.
Board meeting attendance: 12, PCC attendance: 5, AC attendance: 4
Holdings in the company: 208,745 shares
Inger Berg Ørstavik | Shareholder elected independent director
Board member since 2017. Chair of Sustainability Committee. Member of the Audit Committee.
Inger Berg Ørstavik is a professor at the Department of Private Law, University of Oslo. She has previously been a partner at the law firm Schjødt AS and a lawyer at the office of the
Attorney General for Civil Affairs. Mrs. Ørstavik has a law degree from the University of Oslo, a Ll.M. from Ruprecht-Karls-Universität in Heidelberg, Germany, and a Ph.D. from the
University of Oslo in the areas of intellectual property law and competition law. She has taught international human rights law at Fudan University in Shanghai, China where she resided
from 2005 to 2009. Mrs. Ørstavik has previously served as a Non-Executive Director of REC Silicon ASA.
Board meeting attendance: 12, SC attendance: 5, AC attendance: 7
Holdings in the company: 5,919 shares
Morten Dammen | Employee elected director
Board member since 2019. Member of the People & Compensation Committee.
Morten Dammen has a Master of Science degree in Electrical Engineering from NTNU in Trondheim. Morten has been employed in Nordic Semiconductor since 2001, with a seven-year
break between 2007 and 2014. Morten is currently working as a Group Manager in IC development. Morten has also been working in Q-Free ASA for 10 years, in several positions from
project management and team management to VP R&D.
Board meeting attendance: 12, PCC attendance: 5
Holdings in the company: 1,953 shares and 1,108 RSUs
Anja Dekens | Employee elected director
Board member since 2022. Member of the Sustainability Committee.
Anja Dekens joined Nordic in 2014 and has been working with HW design in IC development since then. Besides her position as an engineer, she is also leading the Digital Design
Discipline team, which is responsible for the methodology used by all digital designers at Nordic. Anja studied Electrical Engineering in Karlsruhe University, Germany and at NTNU,
Trondheim and has a PhD degree from the University of Twente, the Netherlands.
Board meeting attendance: 11, SC attendance: 5
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Holdings in the company: 433 shares and 275 RSUs
Dieter May | Shareholder elected
independent director
Board member since 2024.
Dieter May is a German business executive with more than 30 years' experience in high-tech industries, spanning mobile products, large-scale cloud-based consumer services,
semiconductor technology. He is currently a non-executive board member at Isorg and non-executive director at Nanoco Technologies, Ltd. His 30 years of leadership and board
experience in the tech sector includes roles as Chairman of the Board and CEO at OSRAM Opto Semiconductors, SVP Digital Products and Services at BMW Group, SVP Mobile Phone
Services at Nokia, and VP & GM Discrete Semiconductors at Infineon Technologies. He holds a Master of Electrical Engineering from FAU Erlangen-Nürnberg.
Holdings in the company: 4,000 shares
Helmut Gassel | Shareholder elected independent director
Board member since 2024.
Helmut Gassel is a seasoned and experienced semiconductor executive with more than 30 years in the industry. He is currently Co-founder & Partner at Silian Partners SA. He held
several leadership positions during his 27 year tenure at Infineon Technologies, including Board Member, Chief Marketing Officer - Member of the Management Board, Division
President. Dr. Gassel received his degree as Dr.-Ing. Electrical Engineering at University of Duisburg-Essen and Diploma in physics from Ruhr University Bochum.
Holdings in the company: 0 shares
Snorre Kjesbu | Shareholder elected independent director
Board member since 2023.
Snorre Kjesbu is currently Senior Vice President & General Manager of Cisco Collaboration Devices. He is a global citizen leading a worldwide organization responsible for the
collaboration devices business ranging from IP phones to immersive video systems. Prior to his return to Cisco, Kjesbu was Executive VP of Design, Creation and Fulfillment at BANG &
OLUFSEN in Copenhagen. His résumé also includes SVP at Tandberg and being responsible for R&D on wireless communication at ABB. Kjesbu holds a Master of Science from the
University of Bristol and has been a guest lecturer at the Stanford Network Research Center in Stanford University.
Board meeting attendance: 9
Holdings in the company: 6 661 shares.
Annastiina Hintsa | Shareholder elected independent director
Board member since 2019. Chair of the People & Compensation Committee. Member of the Sustainability Committee.
Annastiina Hintsa is the CEO of Hintsa Performance in Finland, a company focusing on enhancing the performance and leadership of client companies, best known for working with
Formula 1 teams. Ms. Hintsa also has experience at McKinsey & Co. and at the Bank of Finland.
Board meeting attendance: 12, SC attendance: 5, PCC attendance: 3
Holdings in the company: 4,919 shares
Anita Huun | Shareholder elected independent director
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Board member since 2019. Chair of the Audit Committee.
Anita Huun is an experienced business executive and the current Commercial Director for Techstep, former CFO for Techstep. Huun has more than 20 years of experience in finance,
capital markets and management. Prior to joining Techstep, Huun served as the CFO of Cappelen Damm, a Norwegian publishing company and CFO for Microsoft Norway. Huun's
capital market experience comes from her years as an equity analyst, covering the Norwegian IT sector, for Handelsbanken Capital Markets. Furthermore, Huun has board experience
from Link Mobility until it was acquired by Abry partners. She has a MSc from the Norwegian School of Economics (NHH), with specialization in Finance.
Board meeting attendance: 12, AC attendance: 7
Holdings in the company: 13,919 shares
Jon Helge Nistad | Employee elected director
Board member since 2017.
Jon Helge Nistad has a Master of Science degree in Electrical Engineering from NTNU in Trondheim. Jon Helge has been employed in Nordic Semiconductor since 2006, where he has
gained experience in application development, embedded software design and project management. He is currently working as a Principal R&D engineer in Nordic Semiconductor.
Board meeting attendance: 12
Holdings in the company: 749 shares and 418 RSUs
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Executive Management
Vegard Wollan | Chief Executive Officer / President
CEO & President since 2024.
Mr. Wollan holds an M.S. degree from the Norwegian University of Science and Technology in Computer Science and Electrical Engineering, Trondheim. He was appointed Chief
Executive Officer of Nordic Semiconductor from January 2024. Mr. Wollan started his career with Nordic VLSI, which later became Nordic Semiconductor. As one of the inventor team
behind the AVR microcontroller technology, Wollan in 1996 joined Atmel as VP and General Manager of the Touch and MCU Business Unit. Atmel was acquired by Microchip
Technology in 2016, and Wollan went on to establish MyWo. In 2021, MyWo was merged into TouchNetix, a global innovation leader in touch technologies, where Wollan was the CEO
previous to joining Nordic Semiconductor. Vegard Wollan is based in Trondheim and Oslo, Norway.
Holdings in the company: 50,000 shares, 11,240 RSUs and 11,240 performance shares
Ola Boström | SVP Quality
Member of the Executive Management Team since 2022.
Mr. Boström holds a M.Sc. degree from Uppsala University and a PhD from the University of Aix-Marseille III. Before joining the Quality Department of Nordic in 2006, Mr. Boström
worked with wafer manufacturing and TCAD in the R&D Department of STMicroelectronics. Mr. Boström has held several positions inside Nordic including Product Engineering and
Product Qualifications before being in charge of the installation and operation of a high-end Electrical/Physical Analysis lab in Trondheim. Ola Boström is based in Oslo, Norway.
Holdings in the company: 4,737 shares and 5,827 RSUs and 2,946 performance shares
Pål Elstad | Chief Financial Officer / EVP Finance
Member of the Executive Management Team since 2014.
Mr. Elstad has held several senior financial positions, most recently as investor relations responsible for REC Silicon ASA and Head of Finance for REC Solar in Singapore. He joined
Nordic as CFO in 2014. Mr. Elstad has extensive manufacturing and supply-chain experience from General Electric Healthcare. He holds a Bachelor of Economics degree from the
Norwegian Business School (BI) and is a State Authorized Public Accountant (CPA). Pål Elstad is based in Oslo, Norway.
Holdings in the company: 49,417 shares, 10,769 RSUs and 10,769 performance shares
Katarina Finneng | EVP People & Communication
Member of the Executive Management Team since 2019.
Mrs. Finneng has international experience within management, Human Resources and Communication/PR from several different sectors. Her most recent position before joining Nordic
in 2019 was with Norwegian Air Shuttle ASA, and previous experience includes different roles in Hafslund ASA and the Volvo Group. Mrs. Finneng holds a Master of Political Science
degree from the University of Gothenburg, Sweden, as well as an Executive Master degree in Management from BI Norwegian Business School. Mrs. Finneng is Secretary of the Board's
People and Compensation Committee. Katarina Finneng is based in Oslo, Norway.
Holdings in the company: 4,337 shares, 8,955 RSUs and 8,955 performance shares
Kjetil Holstad | EVP Strategy and Product Management
Member of the Executive Management Team since 2019.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Mr. Holstad has a B.Sc degree in Electronics from Sør-Trøndelag University College (HiST). After working 15 years in various technical and marketing positions related to MCUs and
wireless technologies in Atmel Corporation and Texas Instruments, he joined Nordic in 2015 as a Product Manager for the short range wireless business. Kjetil Holstad is based in Oslo,
Norway.
Holdings in the company: 16,401 shares, 8,868 RSUs and 8,868 performance shares
Geir Langeland | EVP Sales and Marketing
Member of the Executive Management Team since 2005.
Mr. Langeland has a Bachelor of Engineering (Honours) degree in Electronics from University of Manchester Institute of Science and Technology (UMIST). He started as a Product
Manager Standard Components in Nordic Semiconductor in 1999, before being appointed as a member of the Executive Management Team in 2005. Before joining Nordic, Mr.
Langeland worked as Field Sales/Applications Engineer in Memec Norway, a leading global electronic components distribution company. Geir Langeland is based in Oslo, Norway.
Holdings in the company: 219,653 shares, 14,301 RSUs and 11,351 performance shares
Ole-Fredrik Morken | EVP Supply Chain
Member of the Executive Management Team since 2010.
Mr. Morken joined the company as an Analog IC designer in 1994 and has since held numerous positions related to Project- and Supply Chain Management, including a brief
employment for SensoNor ASA in 1999. Mr. Morken holds a Master's degree in Electronics Engineering from Norwegian University of Science and Technology (NTNU). Ole-Fredrik
Morken is based in Taipei, Taiwan.
Holdings in the company: 205,345 shares, 8,193 RSUs and 8,193 performance shares
Joakim Ferm | Interim SVP R&D
Member of the Executive Management Team since 2024.
Mr Ferm holds a M.Sc. degree in Electrical Engineering from Chalmers Institute of Technology. He joined Nordic in 2008 and has held several positions within R&D, such as digital
designer, project manager and program manager for several products in the Nordic portfolio. Mr Ferm most recent position in Nordic was group manager for the Wi-Fi group. Prior to
working for Nordic, he worked for Nokia in Copenhagen, Denmark. Joakim Ferm is based in Oslo, Norway.
Joakim Ferm replaced Svein-Egil Nielsen which held the position as CTO/EVP R&D from 2013 until resigning on March 15, 2024
Holdings in the company: 1,312 shares, 4,025 RSUs
Ståle "Steel" Ytterdal | SVP IR
Member of the Executive Management Team since 2019.
Mr. Ytterdal holds a Bachelor of Electronics Engineering and Business Administration from NKI College of Engineering in Oslo, Norway. He worked several years in Ericsson Standard
Component before starting in Nordic as Regional Sales Manager for Asia and the Pacific in 2001. Between 2004 and 2019, Mr. Ytterdal was stationed in Hong Kong as Director of Sales
& Marketing in APAC, establishing Nordic’s presence in the region. He also held a position as Director of the Board of the Norwegian Chamber of Commerce in Hong Kong from
2005-2008. Mr. Ytterdal moved back to Oslo, Norway in 2019, where he now has his base.
Holdings in the company: 141,632 shares, 7,108 RSUs and 7,108 performance shares
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Financial
Nordic reported revenue of USD 542.9 million for 2023. This corresponds to a decline of 30.3% compared to 2022
reflecting a cyclical downturn in the electronics industry among both consumer and industrial customers. Bluetooth
revenue declined by 27.7% to USD 483.9 million and proprietary declined by 54.5% to USD 34.4 million. 2023 gross
margin of 52.3% and EBITDA margin of 9.0%.
Review of the annual accounts
Nordic prepares consolidated annual accounts in
accordance with IFRS (International Financial Reporting
Standards) as approved by the EU, relevant
interpretations, and the Norwegian Accounting Act. A
summary of internal controls related to the accounting
process can be found in the Corporate Governance
section of this Annual Report.
The Group has identified gross margin, EBITDA, EBITDA
margin, short-range EBITDA margin, total operating
expenses and cash operating expenses as Alternative
Performance Measures in addition to the financial
information as prepared in accordance with IFRS as
adopted by the EU. Please see the separate chapter on
Alternative Performance Measures for further details.
Income statement
The Group classifies its revenues by technology. Short-
range wireless components are split on end-user markets.
Revenue by technology
USDm
2023
2022
Change
Bluetooth
483.9
669.1
-27.7%
Proprietary wireless
34.4
75.7
-54.5%
Short-range wireless
components
518.3
744.8
-30.4%
Cellular IoT
17.6
25.4
-30.8%
ASIC Components
4.7
4.6
2.0%
Other
2.3
2.0
17.9%
Total
542.9
776.6
-30.1%
Total revenue decreased by 30.1% to USD 542.9 million in
2023, down from USD 776.6 million in 2022. This decrease
reflects weak end-user demand and continued inventory
adjustments at both end-customer and distributor levels.
Revenue from Bluetooth decreased by 27.7% to USD 483.9
million in 2023. Bluetooth accounted for 89% of total
revenue in 2023. The revenue decrease primarily reflects
weak end-user demand, especially in Consumer and
Industrial markets, combined with continued inventory
adjustments at both end-customer and distributor levels.
Revenue from Nordic’s proprietary products decreased by
54% to USD 34.4 million in 2023. The 2022 figures were
boosted by increased demand for PC accessories and
home office equipment due to Covid. The decline
continued into 2023, despite a partial rebound in the
second half of the year. The overall decrease is due to
weak cyclical demand and a structural shift as customers
move towards technologies like Bluetooth Low Energy.
Revenue from cellular IoT decreased by 30.8% in 2023 to
USD 17.6 million. Revenue from cellular IoT is distributed
over a multitude of customers with new and innovative
products and Cellular IoT revenue remains lumpy and
exposed to individual customers' production and
purchasing patterns.
Sales of ASIC products increased by 2.0% in 2023 to USD
4.7 million. Nordic is not designing new ASICs, hence future
revenue depends on demand from existing customers and
applications.
Short-range and cellular components by
end-product markets
USDm
2023
2022
Change
Consumer
302.5
483.8
-37.5%
Industrial
117.2
191.5
-38.8%
Healthcare
103.3
67.6
52.8%
Other
15.2
29.2
-48.0%
Total
538.2
772.1
-30.3%
The Group reports on four end-user markets: Consumer,
Industrial, Healthcare, and Others.
Consumer revenue decreased by 37% in 2023. The main
reason for the decline is reduced revenue from PC
accessories for home offices and gaming.
Industrial revenue declined by 39% in 2023 to USD 117.2
million. This is driven by a general downturn in the market.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Healthcare revenue increased by 52.8% in 2023. Nordic
has identified the Healthcare market as a potential growth
area. The Group continues to view the healthcare as a
market with potentially disruptive growth possibilities and
one of the key growth drivers for combined short-range
and long-range products and solutions. Although revenues
are still dependent on a relatively small number of
customers and hence prone to wide variations across
quarters.
Revenue in the "Other" markets decreased by 48.0%. This
mainly reflects sales to module manufacturers servicing
many end products in all markets and regions.
Gross profit
USDm
2023
2022
Change
Gross Profit
283.7
436.8
-35.0%
Gross Margin
52.3%
56.2%
-4.0%
Gross profit amounted to USD 283.7 million, a decrease of
35.0% from the previous year. Hence, gross margin
decreased to 52.3% in 2023 from 56.2% in 2022.
The continued strong underlying gross margin reflects a
market leading product portfolio. Nordic tier-1 customer
demand has remained strong in this challenging market
situation, impacting the overall achieved Gross Margin.In
addition, the margin in 2022 was positively influenced by
the depletion of materials that were bought prior to
supplier price increase.
The Group's long-term target is to continue generating
gross margins above 50%, allowing for changes in the
customer and technology mix, with lower margin expected
in cellular IoT business.
Operating expenses
USDm
2023
2022
Change
Payroll expenses
153.0
161.4
-5.2%
Other OPEX
81.7
69.7
17.2%
OPEX excl. D&A
234.7
231.1
1.5%
Depr. & Amort.
44.3
44.1
0.6%
Total
279.0
275.2
1.4%
Operating expenses excluding depreciation and
amortization amounted to USD 234.7 million in 2023. This
was an increase of 1.5% from USD 231.1 million in 2022.
The modest increase in expenses is due to a combination
of factors: a decrease in variable compensation, higher
levels of capitalization and positive currency impacts.
These are somewhat counterbalanced by expenditures
associated with restructuring, costs related to acquisitions,
and product cycle costs, along with a general inflation in
the prices of goods and services. The number of
employees has been maintained at a consistent level,
partially as a result of the restructuring efforts.
Measured by function, R&D accounted for USD 155.5
million of operating expenses in 2023 excluding
restructuring costs, compared to USD 160.5 million in 2022.
R&D intensity, measured as a percentage of revenue,
increased from 21% in 2022 to 29% in 2023. This is primarily
due to revenue fluctuations as investments decreased USD
5.1 million in absolute terms. Nordic has a strong
commitment to innovation in existing and new markets,
and will continue to target long term R&D investment level
of 15%-20% of revenue.
SG&A excluding restructuring cost increased to USD 74.4
million from USD 70.6 million in 2022. As a percentage of
revenue, SG&A increased from 9% in 2022 to 14% in 2023
is primarily due to revenue fluctuations.
Total cash operating expenses amounted to USD 250.1
million, when adjusting for non-cash items, capitalized
development expenses, equity-based compensation, and
depreciation and amortization. This was an increase from
USD 229.8 million in 2022.
Nordic capitalized USD 22.0 million development expenses
in 2023, up from USD 6.5 million in 2022. Capitalization has
increased as more of Nordics next generation are in the
commercialization phase. Equity-based compensation was
USD 6.5 million, compared to USD 7.8 million in 2022. See
the section on Alternative Performance Measures for more
details.
EBITDA and operating profit
USDm
2023
2022
Change
EBITDA
49.0
205.7
-76.2%
EBITDA margin
9.0%
26.5%
-17.5%
Short-range EBITDA
115.4
262.2
-56.0%
Short-range EBITDA margin
22.0%
34.9%
-12.9%
Operating profit (EBIT)
4.7
161.6
-97.1%
EBIT margin
0.9%
20.8%
-19.9%
Earnings before interest, tax, depreciation, and
amortization (EBITDA) amounted to USD 49.0 million, a
decrease from USD 205.7 million in 2022. The
corresponding EBITDA margin decreased 17.5 percentage
points to 9.0%.
Short-range EBITDA totaled USD 115.4 million equivalent to
a margin of 22.0% in 2023. This is compared to a Short-
range EBITDA of USD 262.2 million and a margin of 34.9%
in 2022.
Depreciation and amortization amounted to USD 44.3
million in 2023, compared to USD 44.1 million in 2022.
Operating profit (EBIT) amounted to USD 4.7 million,
compared to USD 161.6 million in 2022. EBIT margin
decreased to 0.9% in 2023 from 20.8% in 2022.
Net financial items
USDm
2023
2022
Net interest
6.0
4.9
Net financial items
1.4
0.6
Total
7.4
5.6
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Nordic had net interest gain of USD 6.0 million in 2023,
compared to net interest gain of USD 4.9 million in 2022.
Profits and taxes
USDm
2023
2022
Profit before tax
12.1
167.2
Income tax expense
-4.4
-44.8
Net profit after tax
7.6
122.3
The Group recognized tax expense of USD 4.4 million,
corresponding to an average tax rate of 36.8%. This
compares to USD 44.8 million and an average tax rate of
26.8% in 2022.
The parent company’s statutory tax rate is 22%.
Historically, the average tax rate has been lower due to
settlement of equity compensation to employees, not
recognized in the profit and loss. In 2022 however, this was
offset by foreign exchange gains in statutory tax return.
Nordic has, similarly, had currency gains in the NOK
statutory tax return during 2023, resulting in a high
effective tax rate.
Tax payable amounted to USD 6.3 million, compared to
USD 43.7 million in 2022, with the balance reflecting
changes in deferred tax and tax benefit.
Financial position
Balance sheet
Nordic has total assets of USD 862.2 million at the end of
2023, of which USD 609.2 million are in current assets and
USD 253.0 million are in non-current assets.
These assets were financed by total equity of USD 602.1
million at the end of 2023, non-current liabilities of USD
146.0 million and current liabilities of USD 114.2 million.
Current assets were USD 609.2 million at the end of 2023,
compared to USD 674.1 million at the end of 2022. This
included cash and cash equivalents of USD 291.0 million at
the end of the year, down from USD 379.1 million at the
end of 2022.
Inventory increased to USD 163.1 million from USD 102.1
million at the end of 2022. Total inventory during 2022 was
impacted by supply constraints and Nordic has been able
to strategically build inventory in 2023.
Accounts receivables decreased to USD 133.3 million from
USD 175.1 million at the end of 2022, due to lower revenues.
Overall, net working capital amounted to USD 220.4
million, compared to USD 167.6 million at the end of 2022.
Measured as a percentage of full year revenue, net
working capital increased to 40.6% from 21.6% at the end
of 2022. This is mainly a result of higher inventory, lower
accounts payable and tax payable offset by lower
accounts receivable.
Non-current assets increased to USD 253.0 million at the
end of 2023 compared to USD 102.1 million end of 2022.
One major driver for this change is a prepayment of USD
100.0 million made in Q1 2023 related to ongoing initiatives
to strengthen supply resilience and diversification.
Fixed assets totaled USD 29.1 million at year end, down
from USD 35.6 million in 2022. Software and other
intangible assets increased to USD 19.1 million from 11.7
million. Capitalized development expenses increased to
USD 38.9 million from USD 26.6 million at the end of 2022.
Total shareholders’ equity amounted to USD 602.1 million
at the end of 2023, up from USD 583.5 million at the end
of 2022. The Group equity ratio was hence 69.8% at he
end of 2023, compared to 75.2% at the end of 2022.
Total liabilities amounted to USD 260.2 million, compared
to USD 192.7 million at the end of 2022. Non-current
liabilities increased to USD 146.0 million from USD 15.5
million mainly from the issuance of a NOK 1 000 million
bond in Q4 2023 but also impacted by new and extended
office leasing agreements. Lease liabilities of USD 47.9
million are included in the non-current liabilities.
Current liabilities decreased to USD 114.2 million from USD
177.2 million. The decrease is mainly explained by lowered
accounts payable, other current liabilities and tax payable.
Cash flow and funding
USDm
2023
2022
Net cash flow from:
Operating activities
-119.8
142.7
Investing activities
-53.5
-30.6
Financing activities
84.5
-11.3
Currency adj.
0.6
-1.0
Net change in cash and cash equivalents
-88.1
99.8
Cash and cash equivalents 1.1
379.1
279.3
Cash and cash equivalents 31.12
291.0
379.1
Cash flow from operating activities was an outflow of USD
119.8 million in 2023, compared with an inflow of USD 142.7
million in 2022. The reduced operating cash flow is a result
of lower earnings, higher taxes paid and net working
capital affects combined with prepayment.
Cash flow used for investing activities had an outflow of
USD 53.5 million in 2023, compared to an outflow of USD
30.6 million in 2022. Capital expenditure increased to USD
25.5 million from USD 24.1 million, including software,
whereas capitalized development expenses increased to
USD 22.0 million from USD 6.5 million. The higher
capitalization is a result of the nRF54 product has entered
final development stages. Capitalization level is reflecting
the anticipated scope of new technologies, functionalities,
or products soon to be ready for mass market. Cash flow
from investing activities in 2023 is also impacted by
acquisition of Mobile Semiconductor Inc. and asset
purchase from Atlazo Inc.
Cash inflow from financing activities was USD 84.5 million
in 2023, mainly reflecting the bond issue of USD 93 million
made in forth quarter of 2023. Prior to the bond issue
Nordic did not have any debt as part of the regular
financing. Nordic decided to do a first time issue in the
bond market, mainly to strengthen the balance sheet to
secure future growth. In comparison, there was a cash
outflow of USD 11.3 million in 2022, mainly reflecting cash
settlements of employee options contracts.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Including the effect of exchange rates, net change in cash
and cash equivalents was a cash outflow of USD 88.1
million in 2023, compared to a cash inflow of USD 99.8
million in 2022.
Cash and cash equivalents decreased to USD 291.0 million
at the end of 2023, from USD 379.1 million at the end of
2022. The cash is mainly held in the Group’s functional
currency USD to minimize the impact of
currency fluctuations.
In addition to cash at hand, Nordic has undrawn
sustainability linked RCF of USD 200 million. All included,
available cash amounted to approximately USD 491 million
at the end of 2023.
Tight cash management is a key priority for the Group, as
a strong financial position is required to realize the Group’s
strategic priorities and growth opportunities. The Board of
Directors assesses the liquidity position as adequate given
the Group's current activity level, investment plans, and
business outlook.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Risk management
The Group's corporate level risk management framework
aims to proactively identify and manage the risks that may
impact the ability to deliver on strategic objectives. The
Executive Management Team (EMT) is accountable for
managing risks and opportunities at a consolidated
corporate level. The Board of Directors oversee risk
management through bi-annual reviews of important
areas of exposure and controls, as well as on an on-going
basis in relation to specific projects or other matters of
regular business.
Screenshot 2024-03-12 at 13.48.12.png
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Risk factors
In conducting business, the Group faces risks that may interfere with business objectives. It is important to understand the nature of these risks. Based on the information currently known to
us, an overview of key risks are included below. Despite best efforts, risk mitigating initiatives may fail or prove to be inadequate to mitigate all risks. As Nordic’s risks increase, decrease,
and as new risks emerge over time, the information of this section should be carefully considered by investors. For further details around the Environmental and Climate related risk, please
refer to sections Sustainability statement of the Annual Report.
Theme
Risk
Response
Cyclical nature of the
semiconductor industry
The cyclical nature of the semiconductor industry represents an inherent risk factor, characterized by periodic
fluctuations in demand and supply that can significantly impact the financial performance and stability of companies
operating within this sector. The semiconductor industry faces rapid technological shifts, swift product obsolescence,
volatile pricing, evolving standards, short life cycles, and erratic supply and demand, contributing to its inherent
instability. The semiconductor industry has experienced significant downturns at times, often in connection with or in
anticipation of maturing product cycles of semiconductor companies and their customer's products, as well as declines
in general economic conditions. Downturns in the semiconductor industry are typically marked by a decline in product
demand, sharp drops in average selling prices, decreased revenues, underutilized production capacity, and increasing
inventory levels. Nordic has historically experienced adverse affects on its results of operations and cash flows during
such down turns, specifically in the form of decreased revenue because of reduced demand from end-customers and
may experience such adverse effects in future downturns, which could be severe and prolonged. The Group’s ability to
reduce costs in periods of downturn through reductions in capital expenditures and research and development
expenses or other means may be limited because of the need to maintain its competitive position.
Nordic maintains a strong balance sheet with
sufficient liquidity to weather periods of reduced
demand. Additionally, Nordic is investing in research
and development strategically to ensure that the
Group stays at the forefront of technological
innovation, which can provide a competitive edge and
potentially stabilize revenue streams during industry
downturns. As a fabless company, Nordic can respond
to the cyclical nature of the industry by leveraging its
ability to adjust inventory levels more swiftly and with
lower overhead costs compared to
traditional manufacturers.
Adverse global economic
conditions and
geopolitical risks
Nordic's growth is dependent, in part, on demand for its customers’ end products, primarily within the IoT, consumer,
healthcare, and industrial sectors. Industry downturns that adversely affect the Group’s customers or their customers,
could also adversely affect demand for the Group’s products. Additionally, global or regional economic slowdowns
affecting business and consumer confidence generally could cause demand for semiconductor products to decline.
Rising tensions and deteriorating military, political and economic relations between China and Taiwan could disrupt the
operations of third-party foundries, assembly, and test subcontractors, which could severely impact Nordic's ability to
manufacture the majority of our products and as a result, could adversely affect its business, revenues and results of
operations. Globally, more than 50% of all semiconductor wafers are sourced from Taiwan, hence increased tension
between China and Taiwan can significantly impact the Group's customers’ ability to manufacture their products and
thereby reduce demand for Nordic products.
In addition, there are also uncertainties in the global economy due to geopolitical risks related to the recent instability in
the Ukraine region, including supply chain disruptions and delays, increases in energy prices globally, increased inflation
and continued trade frictions. The conflict in Ukraine, as well as financial sanctions being imposed on Russia by
governments including in the United States, the European Union and the United Kingdom, have caused increased
volatility in financial markets, and have added to upwards pressure on prevailing energy and some commodity prices,
including the availability of certain commodities (for example gases) that are crucial in the manufacturing of
semiconductor wafers. The effects of the conflict in Ukraine, and any further escalation of hostilities, on the global
economy is difficult to predict, however any of the foregoing could cause or contribute to a broader global economic
downturn, which could affect global or regional demand for semiconductor products, which in turn could adversely
affect the Group’s business, financial condition and results of operations.
Nordic monitors the situation and seek to mitigate
current and potentially continuing economic slowdown
by close dialogue with both customers and suppliers,
credit risk management and operational cost control.
Nordic is continuously monitoring potential
implications of geopolitical risks, such as the Russian
invasion of Ukraine, the increased tension between
China and Taiwan and China and United States
respectively to mitigate potential risks. Adding
capacity amongst other in Europe can reduce the
effects of geopolitical tension.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Constraints in the supply of
wafers
As a fabless semiconductor company, Nordic outsources the capital-intensive production of silicon wafers, packaging,
and testing of its products to third-party suppliers, mainly in Asia. The manufacturing pipeline involves multiple stages
with multiple suppliers. Disruption at any of these third-party suppliers could negatively affect revenue and customer
relationships.
Nordic does normally not have long term supply contracts with its suppliers and delivery of materials and services is
dependent on the supplier’s ability to deliver on requested volume. Third-party wafer, assembly and test subcontractors
typically do not guarantee that adequate capacity will be available within the time required to meet demand for the
Group's products. Qualification of a new vendor can take at least twelve months and will also require customer
involvement, as the customer will need to qualify the vendor as well.
Over the recent years, the semiconductor industry has faced significant global demand fluctuations as well as supply
issues of various origins. Increased electrification of cars, the Covid-19 pandemic, the ongoing war in Ukraine, and
geopolitical- and trade tensions are examples of this. For Nordic Semiconductor, the combined effect of these factors
resulted in a prolonged shortage of wafer supply during 2021 and 2022, which in turn resulted in limited delivery
capabilities for certain products, notably in the higher end Bluetooth Low Energy series. Given current demand and
supply forecasts Nordic Semiconductor expects wafer supply to be sufficient to meet current requirements.
Nordic maintains close dialogue with customers and
suppliers to identify and address supply risks. The
standard practice of keeping buffer stock of wafers
and finished goods continues. Supply chain options
are considered when selecting suppliers and
technologies to minimize impact of future supply
constraints, including sourcing of materials from
different regions.
Long term supply agreements have been used in
connection with introduction of new technologies.
Nordic seeks to have insurance to cover financial
losses from supply disruptions related to disasters.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Customer concentration
In 2023, Nordic derived around 57% of its total Bluetooth LE revenue from its 10 largest customers. As a result of our
customer concentration and the size of its existing customer base, Nordic's revenue could fluctuate materially and could
be materially and disproportionately impacted by the decisions of our largest customers if they were to cancel or
reduce their purchase commitments. Furthermore, in the event that Nordic’s largest customers experience a dramatic
decline in sales, fail to compete with their competitors due to oversupply or overcapacity in the market or if they decide
to alter the product mix, Nordic’s business, financial condition, and results of operations could be materially and
adversely affected.
In order to have a healthy mix between large and
broad market customers, Nordic strives to maintain
allocation to all customers. Nordic seeks to expand
customer base with new platforms and technologies.
Attraction and retention of
key talent
Nordic‘s operational excellence and innovative edge are significantly driven by the expertise and leadership of its senior
executives, engineers, and other pivotal staff members. The company's ability to maintain its competitive stance in the
high-tech semiconductor industry hinges on the retention of these key individuals and the continuous attraction of new
talent, particularly in specialized technical roles essential for product development and technological advancement. As
technology advances, the complexity of semiconductor manufacturing increases. Developing smaller, more powerful
chips requires significant R&D investment and can strain existing manufacturing capabilities. Competition for qualified
employees among companies that rely heavily on engineering and technology is intense, and the loss of qualified
employees or an inability to attract, retain and motivate additional highly skilled employees required for the operation
and expansion of the Group’s business could hinder its ability to conduct research and development activities
successfully and develop marketable products. The Group’s success going forward depends in part on its ability to
continue to recruit, train, develop and retain such personnel, and if it loses key personnel to competitors or at a rate
greater than it anticipates, or if it has difficulty attracting new, highly talented employees, its reputation and its business,
financial condition and results of operations could be affected.
Nordic focuses on talent attraction, recruitment, and
retainment, as well as succession planning and
continues to develop organizational culture and
branding. The Group is continuously improving and
adapting its Employer Value Proposition.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Competitiveness of
Nordic products
The semiconductor industry is extremely competitive. Competition is based on product performance, structure, pricing,
quality, product features, system-level design capability, engineering expertise, responsiveness, new product innovation,
product availability, delivery timing and reliability, customer sales and technical support, product line-up and customized
design capability. Nordic is exposed to competition from existing companies and new entrants, mainly from China.
Chinese competition increases as a result of China actively promoting its domestic semiconductor industry through
policy changes and investment. In addition, the US Chips ACT and EU Chips Act can result in competition from
competitors with access to favorable prices products in the US and Europe. Nordic’s competitors range from large,
international companies offering a full range of products to smaller companies specializing in particular semiconductor
products. Such competitors may have greater financial, technological, personnel and other resources than Nordic has in
a particular market or overall, which again may influence Nordic’s business, scope of assignments and customer
relationships in the future.
Nordic expects competition in the markets in which it participates to continue to increase as existing competitors
improve or expand their product offerings or as new participants enter its markets, including those participants that had
not historically engaged in such markets. For example, with Bluetooth LE being adopted across more than 25 identified
market verticals, it is likely that more focused and specialized competitors gain market share, especially win verticals
where Nordic’s position is weaker. Furthermore, there is a risk that Bluetooth becomes unattractive compared to other
technologies or is bundled with non-Nordic technologies. The largest immediate threat comes from various Wi-Fi
standards tightly integrated with Bluetooth in combo chipset. There are other wireless standards, such as Ultra-Wide
Band, that may be a risk factor in the long term in some of the verticals where Bluetooth plays a dominant role today.
There is a risk that Nordic may not be successful in executing its strategy to capture the cellular IoT market opportunity
in terms of scale, time, and volume. Nordic launched the nRF91 Series at the end of 2018, which is Nordic’s first family of
low power devices for cellular IoT. There is still a risk that cellular IoT will not be as successful as Nordic had hoped for,
or that the market is skewed toward NB- IoT where simpler, lower cost devices dominate. Customers may also choose
competing low power wide area network (LPWAN) technologies or cancel roll-out of products due to lack of any of the
LPWAN technologies.
If the Group fails to keep pace with the rest of the semiconductor industry, it could lose market share in the markets in
which it competes. Any such loss in market share could have a material negative impact on the Group’s financial
condition and results of operations.
Nordic continues to invest in developing competitive
products, software, software development tools,
complementary products and services including
investments in cellular technologies. The Group has
further developed its products to include support for
additional low power, short-range connectivity
standards, such as Zigbee and Thread, across its
nRF52 Series and its new generation nRF53 Series.
Nordic announced two new Bluetooth LE platforms in
2023, both on 22nm process technologies. The nRF54
products available for delivery in second half 2024 will
significantly improve our product offering.
Nordic’s multiprotocol portfolio ensures that the Group
is well positioned to benefit from projects seeking to
improve compatibility across different standards.
Nordic is a part of the Bluetooth Special Interest
Group (Bluetooth SIG), which is continuously
developing the Bluetooth standards. Nordic joined the
Board of Connectivity Standards Alliance as a
Promoter Member, the highest level of membership in
2022. This allows the Group to further shape the
Alliance’s continued development of standards such
as “Matter”, which will ensure interoperability between
smart home devices and accelerate the mainstream
adoption of smart home technologies. In relation to
the competition from Wi-Fi chips with Nordic
acquisition of the Imagination Wi-Fi assets Nordic has
a product roadmap to deliver low power combo chips
on the 22nm platform.
Nordic will continue to monitor the trends in the
market, keeping the product portfolio relevant.
Including establishing the new RISC-V initiative.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Theme
Risk
Response
Product ramp
There is a risk that Nordic is not able to ramp up production of new products according to customer demand, resulting
in reduced or delayed market absorption of products, reduction in revenue growth, and/or high yield loss.
Given the timetables for some key product
introductions, tight control over the New Product
Introduction process is imperative, including quality
assurance during high volume product ramps. In
addition, Nordic has invested heavily in its own failure
analysis lab, to solve any issues as quickly as possible.
Trade tensions
Since 2018, there have been political and trade tensions among a number of the world’s major economies. These
tensions have resulted in the implementation of tariffs and non-tariff trade barriers and sanctions, including the use of
export control restrictions and sanctions against certain countries and individual companies. In particular, trade tensions
between the United States and China have resulted in significant tariff increases, sanctions against specified entities,
and the broadening of restrictions and license requirements for specified uses of products. The ongoing geopolitical
and economic uncertainty between the United States and China, and the unknown impact of current and future United
States and Chinese trade regulations, may cause disruptions in the semiconductor industry and its supply chain or other
disruptions. Such disruptions may increase production costs for the Group’s end-customers and/or limit their ability to
source certain components required for the production of their end-products, which may reduce demand for the
Group’s products and materially harm the Group’s business, financial condition and results of operations. In addition,
trade tensions can increase protectionism in global trade that can limit the Groups ability to sell in certain regions.
Some of the Group’s products are partly assembled in China and increased tensions between the US and China can
reduce the Group’s ability to sell to US customers. During fiscal year 2023, the percentage of Nordic's revenue
associated with end customers in China was less than 10%.
Nordic seeks preparedness and robustness through
close customer dialogues, dual sourcing planning,
business contingency planning and strong
balance sheet.
Nordic maintains an active, and seek to continuously
enhance, sanctions & trade compliance framework to
ensure compliance with increasingly complex
regulations.
Acute physical events and
natural disasters - climate
The nature of our business as a fabless manufacturer, means that Nordic is heavily reliant on semiconductor
manufacturing in Taiwan as well as testing and assembly in Asia. Acute physical events from climate change could
affect our suppliers located in Southeast Asia where tropical cyclones and flooding, or natural disasters such as
earthquakes, have the potential to damage production facilities and infrastructure. Such events could impact Nordic's
delivery capability short-to-medium term. If a major incident occurs, it is unlikely that Nordic in the short term would get
access to sufficient capacity. 
Nordic has established a short-to-medium term
strategy for reducing the risk of supply disruptions
cased by natural disasters or other severe weather
events. In the short term, we maintain a reserve of
wafers or finished products to address temporary
shortage. For medium-term risk mitigation, Nordic
utilizes a second-sourcing strategy to secure against
widespread supply disruptions. In addition, Nordic is
seeking to maintain partial insurance coverage. For
long-term risk mitigation, our key manufacturing
partners have contingency plans to reduce such
chronic risks.
Information security and
cyber risk
Nordic relies heavily on information technology systems across its operations, including for procurement, research and
development, sales, delivery and various other processes and transactions. The Group’s ability to effectively manage its
business and coordinate the production, distribution and sale of its products depends significantly on the reliability and
capacity of these systems. In the addition, the Group may face attempts by others to gain unauthorized access through
the internet, or to introduce malicious software, to its information systems and, if successful, could expose the Group
and any other affected parties to risk of loss or misuse of proprietary or confidential information or disruptions of the
Group’s business operations. The failure of the Group’s information technology systems to operate effectively, problems
with transitioning to upgraded or replacement systems, a material network breach in the security of these systems as a
result of a cyber-attack or other incident, or any other failure to maintain a continuous and secure cyber network, could
result in delays in customer service or a worsening in the Group’s relationships with customers, reduce efficiency in its
operations, require significant capital investments to remediate the problem or result in negative publicity that could
harm its reputation.
Employing world class data protection is a top priority,
in addition to reducing the risk related to human
behavior by providing regular awareness training to
all employees. Nordic has implemented disaster
recovery plans and backup routines in order to
mitigate any effects of potential cyber-attacks and
seeks to maintain appropriate insurance coverage to
support the management of potential threats and
attacks.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Credit risk
Nordic is exposed to credit risk pursuant to trade credit arrangements with its distributors and certain customers. The
main counterparties are international distributors of electronic components. The Group has not historically suffered any
significant credit losses pursuant to its trade credit arrangements with its distributors or customers, however if such
distributors or customers were to experience financial difficulties or any deterioration in their ability to satisfy their
obligations to the Group, the Group's cash flow could be materially and adversely affected.
Credit monitoring routines are integrated into any new
credit lines, requiring security in the form of payment
guarantees or advance payment requirements if
needed.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Failure to comply with
regulatory requirements
Nordic is subject to the regulatory regimes of each country in which it operates, including, among others, those relating
to antitrust, anti-corruption, corporate governance, labor, customs and environmental regulations. Although the Group
has in place internal controls and compliance systems for the purpose of complying with such laws and regulations,
there can be no assurance that such systems, and the Group’s other efforts to promote compliance, will be effective.
Any violation of the relevant regulations could result in criminal penalties, sanctions, significant fines or mandatory
suspension from certain business activities and could also adversely affect the Group’s reputation, business and results
of operations. The Group may also incur significant costs associated with enhancing its compliance functions as
regulations and laws change in the countries in which it operates. For example, Semiconductor production is known to
affect pollution. Potential pollution of air, soil and water in upstream operations due to raw material mining, smelting
and semiconductor manufacturing is strictly regulated by authorities and adherence to regulations is strictly monitored
by the Group’s customers. Failure to meet regulatory and/or customer requirement framework related to substances of
concern may negatively affect the market access and customer's interest towards the Group’s products.
Nordic seek to continuously enhance its compliance
system and programs, internal controls and risk
mitigating measures, including efforts to strengthen its
culture of integrity.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Intellectual property rights
The Group’s ability to compete in the semiconductor industry depends heavily on its technologies and know-how. The
Group commits significant resources to secure protection for such technologies and know-how through patents and
other forms of intellectual property rights, and to prevent dissemination of unpatented trade secrets and other
proprietary information, including by entering into confidentiality agreements with its employees and controlling access
to its offices and facilities. However, there can be no assurance that the measures the Group are taking will effectively
deter competitors from improper use of its intellectual property, particularly in countries and areas where intellectual
property may not be adequately protected. The Group’s competitors may misappropriate its intellectual property, or its
intellectual property may become known or independently developed by its competitors. In addition, disputes may arise
concerning the ownership of the Group’s intellectual property or the applicability or enforceability of its confidentiality
agreements, and there can be no assurance that any such disputes would be resolved in the Group’s favor. Even if the
Group is successful in any such disputes, it cannot be certain that it will have adequate remedies for any such breach. If
the Group is unable to adequately protect its intellectual property where relevant, it could negatively impact the
Group’s competitiveness and adversely affect its business and future prospects.
The Group’s hardware products include and rely on a number of technologies licensed from third party suppliers.
Failure to maintain such licensing arrangements can prevent the Group from developing, manufacturing or selling its
products and services. Most of these technologies are offered openly on the market on a non-exclusive basis, and
Nordic’s position is to arrange licenses for all technologies it relies on. One of these technologies, the Bluetooth
standard, is arranged so that all patents relevant for the standard is licensed to all members of the Bluetooth Special
Interest Group (SIG), of which the Group is a member. For the Cellular and Wi-Fi standards, the patent owners have
directed their licensing efforts towards end-product makers instead of component makers such as Nordic
Semiconductor. It is therefore up to the Group’s customers to obtain licenses to these standards. Access to the
necessary patents must be granted on “Fair, Reasonable and Non-Discriminatory terms” (or FRAND). Consequently, the
risk of the Group being the target of legal proceedings  for failure to obtain license to the Cellular and Wi-Fi standards
should be small. In the event of legal proceedings related to the Cellular and Wi-Fi standard, the claim would like be for
a reasonable license fee rather than a “cease and desist” of selling a product line. Outside of these established
technology standards (Wi-Fi and Cellular) and industry organizations (Bluetooth SIG), there may be patent holders who
will assert their rights towards the Group. Such claims can also arise from “non-practicing entities” who broadly assert
patent portfolios accrued from third parties. Claims of patent infringement involve the risk of litigation and can prevent
or affect the Group’s ability to sell its established line of products. However, patent holders will likely accept a license
fee in exchange for a right to use their patent. Historically, all disputes have seen amicable solutions, where a claim has
either been dismissed by a court or the Group has paid a reasonable license fee.
Nevertheless, if the Group is unable to renew its existing technology licensing arrangements on acceptable terms, or if
such arrangements are terminated for any reason, the Group may lose the legal right to sell certain of its products. The
Group is therefore continuously evaluating second sourcing and new interest groups to decrease dependency on such
providers. In the future, the Group may need to obtain additional licenses for new or existing technologies. The Group
has made progress and signed license agreements on a component level and on behalf of customers over the last
year, but cannot provide assurance that certain license agreements can be obtained on acceptable terms or at all. The
Group’s business and operating results can be affected by such refusal, for example by patent owners to license
component manufacturers directly. The Group’s customers might choose other suppliers with better indemnification
protection for such risk. This is a wider industry problem, and not only a risk for the Group specifically.
Nordic is a willing licensee and invites the owners of
standard essential patents to NB-IoT and LTE-M to
license Nordic’s products on FRAND terms on
component level, or to enable access to such license
to its customers. Nordic Semiconductor plays an active
part in raising awareness around the implications
which the lack of licenses has on the industry.
Furthermore, Nordic is and has always been active in,
and contributing to, standard setting organizations,
promoting openness and availability for all to
standard essential patents.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Product security
There is a risk that released products have security vulnerabilities, and that Nordic does not meet all customers’
expectations with regards to their preferred mitigating measures that may vary from application to application.
Although Nordic certifies products in accordance with security industry standards, there is a risk of loss of reputation
and recognition due to cyber-attacks in end-products.
Nordic continues to invest in security architecture, and
we continuously enhance our well-established
processes for incident management. Our dedicated
Product Security Officer is working with industry
standards on security and certifying Nordic products
to relevant standards. Our Product Security Incident
Response Team Manager manages vulnerability
reporting and follows up on our engagement with our
external bug bounty program with HackerOne.
Product liability and warrant
claims
The Group makes highly complex electronic components and, accordingly, there is a risk that defects may occur in its
products that are not detected during the development and manufacturing process. Such defects can give rise to
significant costs for the Group, including expenses relating to recalling products, replacing defective items, writing down
defective inventory, delays in, cancellations of, rescheduling or return of orders or shipments and loss of potential sales.
In addition, the occurrence of such defects may give rise to product liability and warranty claims, including liability for
damages caused by such defects. Moreover, since the cost of replacing defective products is often much higher than
the value of the products themselves, the Group may at times face damage claims from customers in excess of its
warranty obligations or the relevant sales amounts, including consequential damages.
The Group also faces exposure to potential liability resulting from how its customers typically integrate the
semiconductors it sells into numerous products, which are then in turn sold into the marketplace. These end products
are often highly complex and may occasionally involve the use of the Group’s product in ways not originally envisioned
by it. In these cases, the Group’s products can only be fully tested when deployed in the end products, and its
customers may discover defects or errors only after the end products have been deployed. In addition, the Group may
be named in product liability claims relating to such end products even if there is no evidence that the Group’s products
caused a loss. Product liability claims could result in large expenses relating to defense costs or damages awards. Such
events could have a material negative impact on the Group’s reputation, business, financial condition and results of
operations.
Nordic follows very high standards in terms of quality
assurance. Investing in lab equipment and testers
reduces time used on fault-finding, enables
workarounds to be implemented faster, and effectively
screens production defects. Nordic aims to limit the
contractual liability to an acceptable level in the
industry and seek adequate insurance coverage.
Exchange rate and interest
rate risk
Nordic operates globally and is exposed to foreign currency risk, as its sales revenue and direct production costs are
almost entirely denominated in USD, whereas approximately 35% and 20% of its operating expenses were
denominated in NOK and EUR, respectively, in 2023. Fluctuations in the exchange rates between the USD, NOK or EUR
currencies may have an adverse effect on the Group.
Nordic keeps most funds in USD, but seeks to have
available NOK and EUR to fulfill ongoing
obligations.The bond proceeds are in NOK which is a
natural hedge of the bond nominated in NOK.
Environmental
The Group's operations, including those of our manufacturing partner, can have a negative impact on the environment.
Nordic recognizes that its customers, employees and other stakeholders place importance on integrating renewable
energy solutions throughout the supply chain. Shifts in perspectives may influence production expenses, including the
costs associated with adopting new production technologies and acquiring renewable energy certificates. There is a risk
that failure to meet diverse regulations could reduce Nordic's profit margins.
Nordic has set clear sustainability goals that align with
industry standards and stakeholder expectations,
aiming to reduce carbon footprint and enhance
energy efficiency
Nordic is working closely with its manufacturing
suppliers to encourage and support them in adopting
sustainable practices, thereby reducing the
environmental impact across the entire value chain.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
General information about the
sustainability statement
The sustainability statement presents the governance and
performance related to the material sustainability topics for
Nordic Semiconductor.
This general information section presents identified
material sustainability related impacts, risks and
opportunities, and principles for sustainability reporting.
Principles for sustainability reporting
To provide a comprehensive view of the Group’s
performance, Nordic has integrated the sustainability and
financial reports. The sustainability statement is prepared
on the same consolidated basis as the financial
statements. The sustainability statement includes the
ultimate parent company Nordic Semiconductor ASA and
its wholly owned subsidiaries, as specified in Note 15:
Investments in subsidiaries and joint ventures. The basis for
preparation of sustainability information that relates to
business relationships in non-consolidated entities,
including the upstream or downstream value chain, is
clearly identified as such.
The sustainability statement is approved by the
Board of Directors.
Statutory reporting and reporting standards
The sustainability statement is prepared in compliance with
the Norwegian Accounting Act, GRI and guided by CSRD.
Disclosures required by the UK Modern Slavery Act 2015
and the Norwegian Transparency Act 2021 are provided
on Nordic website and in the chapters Own workforce and
Nordic Semiconductor is continuously working to align with
new and emerging regulations, standards and frameworks.
In 2023, Nordic has worked on aligning the sustainability
disclosures with the upcoming EU Corporate Sustainability
Reporting Directive (CSRD) and the applicable European
Sustainability Reporting Standards (ESRS). Nordic
Semiconductor will report in compliance with the
implementation schedule of the CSRD and applicable ESRS
in the 2024 report.
Nordic Semiconductor reports in accordance with the GRI
standards, please see the GRI index.
Nordic Semiconductor considers this report to be the
Communication of Progress (COP) to the United Nations
Global Compact (UNGC).
Reporting scope and disclosures in relation to
specific circumstances
The sustainability statement covers the period January 1 to
December 31, 2023. Operational data and metrics, are
included for the ultimate parent company and wholly
owned subsidiaries for the period it has been part of the
group, unless otherwise stated.
Reporting systems
Metrics for climate change, energy, pollution, water,
resource use and waste are collected using production
system data, supplier reporting, employee registration
system and ERP system. Metrics for health and safety of
Nordic’s own workforce are collected using the reporting
systems for incident reporting, OHS non-conformity
reporting. Diversity and other metrics relating to own
workforce are collected from the employee registration
system, time registration system and ERP system, Nordic
Semiconductor’s global employee engagement survey and
whistleblower system. Data for workers in the value chain
is based on the due diligence processes and data
collected through Nordic’s supply chain function,
supporting staff functions and third-party data. Data for
consumers and end users are based on customer surveys,
including product quality.
Basis for preparation and limitations
The basis for calculations and presentation of sustainability
metrics is described in the respective chapters. Controls are
performed to ensure that the information is complete and
accurate. However, the scope of the sustainability
statement and the absence of generally accepted
reporting standards and practices for certain data may
result in uncertainties in the reported information. It is
Nordic’s ambition and a focus area for us to enhance the
data capture and verification processes going forward.
Reporting changes
The sustainability disclosures in the annual report 2023
have been restructured based on the CSRD and the ESRS.
The changes include:
■Restructuring of the sustainability disclosures:
sustainability disclosures are included in a dedicated
sustainability statement in the annual report. The
sustainability statement strives to follow the structure
required by the ESRS.
■Introducing this section on general information,
corresponding to the structure and disclosure
requirements in the ESRS 2 standard.
■Updated materiality assessment: the assessment of the
material sustainability topics of Nordic Semiconductor
was updated in 2023 based on the ESRS. See the
material topics section and About the double
materiality assessment section for more details.
■Reporting on ESRS topical standards: a summary of the
double materiality assessment of material impacts, risks
and opportunities (IRO) in relation to each relevant
ESRS topical standard is included in this general
information section. Details on identified IROs for each
material sustainability section, including related to due
diligence and stakeholder engagement activities, are
presented under "Why it matters" in the chapter
corresponding to each material sustainability topic.
Each such chapter includes relevant commitment,
policies, targets and metrics in relation to the specific
sustainability topic.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
■Renaming of chapters: most topics scored the highest
in the assessments have been identified as material in
the previous material assessments. Nordic will continue
to report on these topics, but has chosen to adjust the
naming closer to the methodology used in the ESRS.
For example, "Compliance & Integrity" will now read
"Business Conduct".
■Including a ESRS content index: Nordic has included a
ESRS index alongside the GRI index.
No material errors in prior periods have been identified.
Incorporation of ESRS requirements by
reference to other sections of the annual report
and the remuneration report
The description of Nordic’s strategy, business model and
value chain, inputs, outputs, outcomes and the integration
of sustainability matters and sustainability-related goals
(SBM-1), is presented above in the Group overview,
as well as here in the Governance, and Sustainability
strategy sections.
Identified material sustainability topics are presented
Information about how the Group integrate the
management of material sustainability impacts, risks and
opportunities into the business model (SBM-3) is presented
below as well as alongside the disclosures provided in
relation to each material sustainability topic.
Number of employees by geography is reported in the
Own Workforce chapter. Revenue by IFRS 8 segments is
presented in Note 5: Revenues of the financial statement.
The description of the Group’s governance bodies (GOV-1)
and their work to address sustainability matters (GOV-2)
are included here below in the Governance-chapter, as
well as the Board of Directors-, Executive Management,
Events & Developments, and the Board of Directors Report
in relation to the Norwegian Code of Corporate
Governance (NUES). The integration of sustainability in
performance incentive schemes (GOV-3) is described
below as well as the Remuneration report. Payment and
warranty terms to customers are specified in Note 5.6
Performance obligations of the financial statement.
Payment terms for suppliers are the same as for customers
and Nordic adheres to agreements in payment practices
(G1-6).
Governance
The role of Nordic's administrative,
management and supervisory bodies
The Board of Directors, through its dedicated committees,
bears the ultimate responsibility and maintains oversight of
the Group’s integration of sustainability in the value
creation and performance. Sustainability is integrated into
all business activities.
Sustainability is an integral part of Nordic’s strategy, and
this wider objective is further defined by tangible
Environmental, Social and/or Governance (ESG) criteria to
allow for transparent follow-up and measurement
of performance.
The Management ESG Committee, consisting of EMT
members from relevant functional areas, is a supportive
body for the CEO in executing his responsibilities to
sustainable value creation. The Committee's main
responsibilities are to develop and maintain the Group
sustainability framework with defined ESG criteria, prepare
proposals for strategy and/or Group KPIs for formal
decision by the Board of Directors, ensure a holistic and
aligned approach to sustainability across the Group, and
serve as a sounding board for the Group annual
integrated report.
Further details of the composition, diversity and
independence of the administrative, management and
supervisory bodies are disclosed in the Board of Directors,
Executive Management, and Own Workforce chapters of
the sustainability statement.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Screenshot 2023-03-08 at 09.01.05.png
Sustainability management processes
The Group strives to ensure embedment of sustainability
principles through various measures through the
organization. Nordic’s work is guided and inspired by
relevant international frameworks and standards, such as
the Universal Declaration of Human Rights, ILO
International Labor standards, the OECD Guidelines for
Multinational Enterprises, and ISO standards.
Nordic’s commitments are outlined and communicated in
the organization through the company’s policies and
relevant training. Raising awareness of environmental
issues relevant to the Group is part of the mandatory
introduction program for new employees. Employees who
work with environmental issues undergo designated
training for relevant topics.
Nordic Semiconductor's environmental policy highlights key
issues relevant to the company and operations. The policy
is regularly reviewed and approved by the Executive
Management Team.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Nordic's Environmental Management System is ISO 14001
certified. Nordic requires all manufacturing partners
certified to this standard, as well as compliant with the
Responsible Business Alliance Code of Conduct setting out
standards to ensure safe, respectful, ethical and
environmentally responsible business conduct.
Internal and external environmental aspects are
systematically analyzed by a cross-functional team in the
organization under the ESG committee responsibility.
Identified environmental aspects are evaluated in terms of
risks and opportunities, including potential related legal
requirements.
As a fabless company, engaging with suppliers is relevant
to decision making and risk analysis. Nordic regularly
analyses data from manufacturing partners and uses
supplier audits to follow up on compliance with standards,
specifications, and legislative requirements. Results and
measurements from the environmental programs are
reviewed annually in the Management Review by the
Executive Management Team.
Non-compliance matters are systematically registered and
followed up on with external and internal requirements,
including case handling, and identification and sharing of
potential improvements. Potential environmental incidents
are handled through Nordic's non-conformity procedures
with root-cause analysis and corrective and preventive
actions.
The status of Nordic’s work in relation to various topics
under the sustainability umbrella, including survey and/or
audit findings, is discussed and reviewed by the Executive
Management through the ESG Management Committee
and/or through management reviews on an annual basis,
or more frequently if required.
The Board receives regular updates on the company
strategy as well as the outcome of the company-wide
enterprise risk assessments. These include sustainability
topics such as environmental and climate risks, social risks
and governance-related risks.
In 2023, management provided the Board of Directors,
through its Sustainability Committee and Audit Committee,
with deep dives on coming sustainability reporting
requirements, projects related to such reporting, key
metrics for the Group’s performance, and compliance
updates.
Integration of sustainability performance
in incentive schemes
The Group defines annual targets and/or KPIs within ESG
themes to measure and monitor sustainability
performance. Furthermore, to ensure integration in Nordic’s
value creation, measurable ESG KPIs are linked to Short-
Term Incentive program for all employees and, for the
Executive Management Team, also linked to the Long-
Term Incentive programs. These programs are approved
on an annual basis by the Board of Directors.
Sustainability due diligence
In order to create value for all stakeholders, it is crucial to
understand and mitigate potential or actual negative
impact on the environment and people connected with
Nordic’s business. The Group’s due diligence practices are
guided and inspired by relevant frameworks such as the
OECD Guidelines for Multinational Enterprises and the UN
Guiding Principles on Business and Human Rights. Such
due diligence is gathered through a combination of
desktop exercises, direct and indirect dialogues with
Nordic’s stakeholders.
Core elements of due diligence
Sections in the
Sustainability report
a) Embedding due diligence in
governance, strategy and
business
b) Engaging with affected
stakeholders in all key steps of
the due diligence
c) Identify and assessing adverse
impacts
d) Taking actions to address
those adverse impacts
e) Tracking the effectiveness of
these efforts and communicating
Risk management and controls of
sustainability reporting
Sustainability-related risks have been part of the overall
enterprise risk management framework and assessments
of the Group for some years. The main purpose of the
framework is to ensure a coordinated process for the
proactive and systematic management of impacts, risks
and opportunities that may impact the strategic objectives
of the Group. The main features of the process, content
and reporting is described in the previous Risk
Management section.
In 2023, the enterprise risk management procedure and
templates were revised to encompass coming requirements
related to double materiality assessments of impacts, risks
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Environmental Management Policy
Being a preferred partner to environmentally conscious stakeholders,
Nordic Semiconductor shall incur no loss or business or profitability due to
incidents or issues related to disturbance to health or environment.
Nordic is committed to:
▪ Comply with applicable legal requirements and regulations,
and protect the environment through sound management practices and
decisions.
▪ Protect the natural environment by minimizing waste
generation, pollution and greenhouse gas (GHG) emissions, resource and
water consumption, and the use of hazardous materials in products, as
well as developing and using environmentally friendly technologies.
▪ Promote environmental responsibility and ensure that
suppliers live up to Nordic's environmental standard
▪ Establish and evaluate achievable environmental performance
goals to ensure continuous improvement of the environmental
management system.
▪ Regularly monitor and report on environmental performance,
and to consult with relevant stakeholders on environmental issues.
and opportunities. Read more about the double materiality
assessment in the section, "About the double materiality
Nordic Semiconductor is exposed to risks associated with
incomplete or inconsistent reporting on sustainability
topics, including risks associated with greenwashing. There
are also risks related to the accuracy of data inputs and
manual errors in the reporting process. An important focus
area for improvement of the sustainability management
framework in 2024 will be to enhance the Group’s internal
controls based on an assessment of risks in the
sustainability statements to ensure transparent and
verifiable quantitative and qualitative data input.
Sustainability strategy
Nordic’s mission is to be a world-leading supplier of
connectivity solutions. Read more about Nordic’s strategy
in the Strategy and ambitions section. The Group’s vision
for sustainability defines business success as integrating
responsible practices into business activities, enabling us to
drive innovation, foster long-term growth, and create value
for all stakeholders.
Nordic Semiconductor designs, develops and sells ultra-
low-power hardware and supporting software for product
builders developing and manufacturing Internet of Things
(IoT) products. As a fabless company without own
manufacturing capabilities, Nordic relies on business
partners for the upstream part of the value chain including
manufacturing and assembly. Downstream, Nordic
collaborates with trusted distributors to ensure an efficient
service to customers in various markets. With this, Nordic
rely on the suppliers to uphold common commitment for
sustainable business practices, including safeguarding the
human rights and well-being of the workers involved in the
outsourced production as well as relevant logistic activities.
Nordic’s customers consist of the wider ecosystem of
business-to-business (B2B) and business-to-consumer
(B2C) product builders, as well as Internet of Things (IoT)
solutions.
Connectivity and low-power Internet of Things (IoT)
solutions will play an important role in achieving a more
sustainable economy. Nordic remains committed to
contributing to sustainable solutions through products and
services in such applications, as well as ESG performance.
IoT solutions are widely used to optimize resource usage
and improve data analytics in various sectors such as
energy, travel, healthcare, transportation, maintenance,
manufacturing, agriculture, waste management, and smart
cities. Nordic strives to make its products smarter and more
efficient while consuming less energy. Nordic’s solutions
allow devices to harvest energy locally, perform efficient
data analytics, reduce data transfer, and decrease load on
energy-intensive data centers.
IoT is a crucial part of meeting sustainability
development goals
Nordic supports sustainable development goals by
contributing to IoT solutions for energy efficiency and
energy management. As shown in the following figure, the
examples illustrate how Nordic's products and services
provide practical solutions to address a variety of SDGs in
both developed and developing countries and in public
and private sectors. This highlights Nordic’s commitment to
delivering attractive and efficient solutions that drive
positive impact and contribute to sustainable development.
For instance, IoT solutions for smart lighting can
significantly reduce the energy needed to power homes,
businesses, and cities. This saves energy and resources and
also reduces greenhouse gas emissions, essential for
addressing climate change.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Screenshot 2023-03-08 at 13.04.32.png
Conceptual illustration of the Internet of Things. Nordic continuously adds more intelligence and capability to its products while using less energy. This enables the ”things” to harvest energy locally, do efficient
and enhanced data analytics, minimize data transfer and reduce load on energy-intensive data centers.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Screenshot 2024-02-28 at 14.35.24.png
Stakeholder dialogue
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Stakeholder analysis is part of Nordic’s sustainability
reporting process, ensuring focus on the most relevant
topics. These topics matter to the Group, stakeholders, and
society at large, all of whom may be impacted by Nordic’s
operations and/or affect Nordic.
In order to be a world-leading supplier of connectivity
solutions, regular engagement with Nordic’s many
stakeholders is essential. Nordic engages directly with
internal stakeholders, such as employees, employee
representatives, and the Board of Directors through
established forums and surveys to ensure critical alignment
in the execution of business.
Nordic engage with customers, distributors, and suppliers
through engagement programs, including direct dialogue,
surveys, and audits to share information and better
understand their needs and find solutions to common
challenges. This gives us valuable input with the potential
to enhance Nordic’s business practices and relationships.
Nordic report regularly to shareholders and ensure direct
engagement through relevant forums.
Outreach to educational institutions, memberships and
collaboration within industry associations and non-
governmental organizations are other critical elements of
Nordic’s stakeholder engagement both for technology and
standard development.
Overview of stakeholder analysis:
Stakeholder
Affected by/affected
operations
Users of info.
Example of stakeholder engagement
Market
Suppliers
Distributors
Customers
End users
Competitors
Stock exchange
Insurers & banks
x
x
x
x
x
x
x
x
x
x
x
Supplier engagement, requirements & audits
Distributor engagement
Direct dialogue and surveys
Market intelligence/desktop analysis
Market intelligence/desktop analysis
Direct dialogue
Direct dialogue, contractual requirements
Society
Local communities
Industry associates
NGOs
Authorities
Media
x
x
x
x
x
Outreach to educational institutions
Technology development collaboration
Monitoring standards, direct engagement
Monitoring development, direct interact.
Monitoring, direct interaction
Internal
Board of Directors
Employee representatives
Employees
x
x
x
Direct engagement
Engagement through established forums
Direct engagement and surveys
Owners
Shareholders
Analysts
Rating agencies
x
x
x
Regular reporting, direct engagement
Regular reporting, direct engagement
Annual reports, direct engagement
About the double materiality assessment
In 2023, Nordic Semiconductor have conducted the
materiality analysis according to the ESRS concept and
requirements of double materiality. Nordic assessed the
sustainability related impacts, risks and opportunities to
identify those most material the business has on people or
the environment, as well as those that may trigger material
financial effects on the Group.
The support included facilitating several workshops for all
relevant functions and business areas involved in
sustainability reporting in Nordic, including the members of
the Management ESG Committee. These upskilling efforts
have also enhanced Nordic’s tools and processes for
subsequent double materiality assessments.
The analysis consisted of desktop research and input from
stakeholders by the respective participants from respective
business units and corporate functions in the assessments,
in and between brainstorming sessions and validation
workshops. The workshops challenged us to consider
potential issues through Nordic’s entire value chain,
upstream and downstream, generating a long list of
impacts, risks and opportunities.
The criteria Nordic used for assessing the impacts, risks
and opportunities related to society and the environment
are based on the CSRD and the respective ESRS. The
criteria for assessing impact on Nordic’s business come
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
from the existing Enterprise Risk Management framework.
The latter was subsequently updated to account also for
impacts, risks and opportunities related to the society and
the environment. In other words, the materiality of actual
impacts was determined by actual severity of the impact
based on a combination of scale, scope and
irremediability. The materiality of potential impacts was
determined by the severity and likelihood of impact. The
materiality of risks and opportunities was assessed based
on a combination of the likelihood of occurrence and the
potential magnitude of financial effects. The potential
magnitude was assessed by choosing one of the following
criteria: financial consequence, reputation, or access to
resources. The likelihood of potential impact refers to the
probability of the impact occurring.
New regulations require us to identify actual and potential
impacts, risks and opportunities throughout Nordic’s entire
value chain, beyond direct contractual relationships. This
includes, but is not limited to, the Group’s own operations,
upstream, downstream and logistics. For companies with a
business model like Nordic's, that is, fabless where
manufacturing is outsourced and with with sales mainly
through distributors, getting access to information and
direct influence is challenging. However, Nordic
acknowledges that regardless of where in the value chain
a certain impact, risk or opportunity plays out, if it is
material for Nordic and/or its stakeholders, it needs to be
included in the sustainability reporting. Nordic’s ambition is
to work towards increasing data capture as it will be
required and relevant going forward.
The conclusions from the workshops, together with the
results and proposed material topics, were presented to
the Audit Committee and the Sustainability Committee of
the Board.
All identified sustainability related impacts, risks and
opportunities that are considered material for affected
stakeholders are presented in the graphical representation
of material sustainability topics on the next page and
described in the sustainability statement. It should be
noted that not all sustainability related risks are specifically
highlighted in the aggregated risk profile of Nordic
Semiconductor, described in the Risk management section
due to not all regulatory risks are assessed operationally
material.
The sustainability statement of Nordic Semiconductor
includes separate chapters on all material sustainability
topics covered by ESRS. The chapter for each material
sustainability topic includes a description of sustainability
context and dependencies ("Why it matters"), summary of
material impacts, risks and opportunities in relation to the
topic, and corresponding disclosures on strategic
commitments, policies and targets.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Screenshot 2024-02-28 at 10.05.33.png
Environment
Nordic Semiconductor recognizes the impact of the business and products on the environment, the planet, and society.
Being environmentally responsible and sustainable is crucial for achieving long-term success as Nordic produce world-
class products contributing to low-carbon, climate-resilient economy.
Climate change
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Policies
Nordic’s environmental policy set the commitment to minimizing energy consumption and GHG emissions
(see section "Governance"). The environmental policy is supported by relevant internal procedures that
outlines measures for climate change mitigation, renewable energy procurement and GHG accounting.
Business Continuity procedures are in place to cover potential climate change adaptation scenarios, like
halting production due to extreme weather conditions, changes in precipitation, or energy shortage.
Nordic's policies are in line with RBA Code of Conduct's requirements for energy consumption and GHG
emission, and the GHG Protocols' methodologies for emission accounting. 
Impact
Production of semiconductors is energy intensive, and associated GHG emissions contribute to global climate
change. Climate change and reduction of GHG emissions is the most significant environmental aspect for
the company and stakeholders. On the other hand, IoT technology also has the potential to avoid
unnecessary GHG emissions downstream as Nordic Semiconductor's products and IoT solutions can help on
the global climate challenges (see section "Strategy").
Risks
• Reputational and contractual risk with stakeholders if GHG emissions are not reduced
• Acute physical risks related to extreme weather conditions
• Carbon pricing and limited availability of renewable energy between geographical regions
Opportunities
Resource efficiency and increased use of renewable energy
Strategy
Focus on GHG reduction and maintaining close relationship with manufacturing suppliers 
Commitment
Nordic Semiconductor is committed to reducing greenhouse gas (GHG) emissions, aligned with the Science Based
Targets initiative (SBTi) to meet the Paris Agreement's goal of limiting global warming to 1.5°C.
Targets/KPIs
▪ Reduce absolute Scope 1+2 GHG emissions 60% by 2030 from a 2019 base year
▪ Reduce Scope 3 GHG emissions 60% per USD valued added by 2030 from a 2019 base year           
(value added = sales revenue - the cost of goods and services purchased from external suppliers)
▪ Reduce Scopes 1, 2 and 3 emissions 90% by 2050 from a 2019 base year
▪ Reach net-zero GHG emissions across the value chain by 2050 from a 2019 base year
Status
In 2023, Nordic continued to invest in renewable energy for the offices. The Group set new, ambitious science-based
GHG emission targets, which are currently in SBTi validation. Nordic also expanded the GHG inventory to better
align with GHG Protocol, covering all relevant scope categories.
Achievement of targets set for 2023:
• Reduce Scope 2 GHG emissions by 50% compared to 2022: achieved (54% reduction)
• Commit to and validate new climate targets with SBTi: Nordic is committed to science-based targets and
the Paris Agreement. In 2023, Nordic Semiconductor submitted targets to SBTi, and is currently waiting for SBTi's
validation.
• Reduce GHG emissions generated from air travel by 50% compared to 2019, compensated by carbon
offsets: achieved (Company internal target. 51% reduction, reported outside of Scope 1-3)
Why it matters
Climate change is one of the greatest challenges the world
is currently facing, requiring society and businesses to act
on a global scale. Climate change risks and compliance
with environmental regulations require sustainable
solutions, including reducing energy consumption and
GHG emissions.
Semiconductor manufacturing is energy intensive, and in
the global operations Nordic recognize the impact and
risks of energy dependency and related GHG emissions on
climate change. As a fabless semiconductor company,
climate change represents a low risk for Nordic's own
operations, but manufacturing suppliers are faced with
challenges and risks from climate change. These come
both in the form of physical risks (such as extreme weather
conditions) or transitional risks (such as legislative
requirements), depending on manufacturing location.
Climate change-related impacts, risks and opportunities
are identified and assessed through Nordic’s enterprise risk
management process. The TCFD disclosure in this report
details more about Nordic's climate-related risks and
opportunities for climate change mitigation and
adaptation.
Nordic’s approach
Taking responsibility for the contribution to climate change
and global warming, Nordic is committed to conducting
business in a way that supports the goals of the Paris
Agreement to limit global warming to 1.5°C. In 2023, Nordic
defined and committed to targets set in line with Science
Based Target Initiative (SBTi). These near- and long-term
targets are both ambitious and realistic for Nordic’s
industry. These targets replace Nordic’s previous annual
short-term Scope 3 target, which was abandoned to focus
more on long-term strategic actions. With these SBTi
targets, Nordic is committed to reducing Scope 1, 2 and 3
GHG emissions already by 2030 and meeting the net-zero
target by 2050. Due to expected organic growth of the
company and its production activities with suppliers, Nordic
assumes an increase in absolute Scope 3 emissions near-
term, while still reducing Scope 3 emission intensity within
the SBTi target.
Since the SBTi's validation queue and related waiting time
have increased, validation of submitted targets was not
finalized within 2023. The validation process with SBTi
started formally in January 2024.
Target identifier
Scope
Baseline
Target
Target status
Year
Value
Unit
Year
Reduction
Value
Unit
Absolute
value (tons
CO2e)
ST ABS1
Scope 2
2022
407
tons CO2e
2023
50%
204
tons CO2e
204
Completed, achieved
ST INT1
Scope 3
(all categories)
2020
193
tons CO2e per
USD revenue
2023
40%
116
tons CO2e per USD
revenue
62 845
Abandoned
NT ABS1
Scope 1+2
(market based)
2019
717
tons CO2e
2030
60%
287
tons CO2e
287
New, underway
NT INT1
Scope 3
(all categories)
2019
638
tons CO2e per
USD value
added*
2030
60%
255
tons CO2e per USD value
added*
112 034
New, underway
LT ABS1
Scope 1+2+3
2019
73.372
tons CO2e
2050
90%
7 337
tons CO2e
7 337
New, underway
NZ
Scope 1+2+3
2019
73.372
tons CO2e
2050
100%
tons CO2e
New, underway
Nordic's GHG emission targets.
*Value added calculated as: Value added = sales revenue - the cost of goods and services purchased from external suppliers
**Intensity target values shown as estimated absolute value in target year
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
In 2023, Nordic continued to invest in renewable energy for
its offices, which will continue and increase in coming years
to align with SBTi targets.
In Nordic’s value chain, over 60% of GHG emissions are
generated by outsourced manufacturing. In 2023, Nordic
engaged directly with main manufacturing suppliers to
ascertain GHG emission reduction opportunities in
manufacturing operations. In parallel, Nordic started to
collaborate with one of the key customers to identify
actions to further develop manufacturing supplier
engagement and collectively achieve GHG reduction
targets. In 2024, Nordic will continue to tackle production
related GHG emissions in a collaborative and open
manner.
Nordic is currently working on a transition plan to reach
net-zero target by 2050, which will be reviewed and
approved by executive management. Qualitatively, the
most important actions in this transition plan are engaging
with Nordic’s suppliers to ensure their transition to
renewable energy and other emission reduction initiative,
for example, by reducing F-GHG. In addition, Nordic's
transition to renewable energy for all offices and increased
product efficiency will contribute to the transition.
GHG emissions performance
Nordic has monitored GHG emissions since 2011 and
reports annually to the Carbon Disclosure Project’s (CDP)
Climate Change questionnaire (www.cdp.net). The CDP
report details climate performance information, including
how climate change risks and opportunities are managed,
as well as GHG accounting results.
Nordic's approach for measuring GHG emissions follows
the Greenhouse Gas Protocol (ghgprotocol.org). The
Group report GHG emissions on all three scopes of the
GHG Protocol, as explained in the following subchapters.
For consolidation of the emissions in the GHG inventory,
Nordic have used the operational control approach as
outlined in the GHG Protocol. The company accounts for
100% of the GHG emissions from the Group and all its
subsidiaries.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
GHG emissions for period
2023-01-01 to 2023-12-31
Retrospective
Milestones and target years
2019
2022
2023
% change
from 2022
2030
2050
Annual %
target /
Base year
Scope 1 GHG emission
Gross scope 1 GHG emissions (tCO2e)
0.7
—
—
—%
0
0
0
Percentage of Scope 1 GHG emissions from regulated emission trading schemes (%)
—%
—%
—%
—%
Scope 2 GHG emission
Gross location-based Scope 2 GHG emissions (tCO2eq)
324
1 258
1 388
10%
Gross market-based Scope 2 GHG emissions (tCO2eq)
717
407
185
-54%
287
72
-5%
Significant scope 3 GHG emissions
Total Gross indirect (Scope 3) GHG emissions (tCO2eq)
72 654
90 329
73 330
-19%
112 034
7 265
-5%
01. Purchased Goods and Services
54 917
71 889
59 045
-18%
02. Capital goods
13 593
12 996
9 688
-25%
03. Fuel- and energy-related activities (not included in scope 1 or scope 2)
38
85
70
-17%
04. Upstream transportation and distribution
42
56
27
-51%
05. Waste generated in operations
0.7
1.1
1.8
66%
06. Business travel
1 430
908
948
4%
07. Employee commuting
210
392
389
-1%
08. Upstream Leased Assets
198
289
276
-5%
09. Downstream transporation and distribution
46
55
64
16%
10. Processing of sold products
—
—
—
—%
11. Use of sold products
2 180
3 657
2 821
-23%
12. End-of-life treatment of sold products
0.6
1.1
0.7
-34%
13. Downstream leased assets
—
—
—
—%
14. Franchises
—
—
—
—%
15. Investments
—
—
—
—%
Total GHG emissions
Total GHG emissions (location- based) (tCO2eq)
72 980
91 587
74 719
-18%
Total GHG emissions (market- based) (tCO2eq)
73 372
90 736
73 516
-19%
112 320
7 337
-5%
GHG inventory - each scope and category are explained in the following paragraphs
From 2022 to 2023, the Group’s total GHG emissions
decreased 19%, while revenue decreased 30%. This has
lead to 16% increase in GHG intensity based on revenue in
2023 compared to 2022.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
2019 (base
year)
2020
2021
2022
2023
Total GHG emissions (market based)
73 372
78 513
83 066
90 736
73 516
GHG emissions intensity based on revenue
254
194
136
116
135
Year-on-year change in GHG emission intensity (%)
—
(24)%
(30)%
(15)%
16%
Nordic's GHG emission intensity by revenue
Scope 1 emissions
Nordic's Scope 1 emissions include all direct emissions from
the Group and its operations. As a fabless semiconductor
company, GHG sources owned and controlled by Nordic
are very few. Scope 1 emissions are minor and generated
only in abnormal situations. In 2023, Nordic's Scope 1
emissions were zero.
Scope 2 emissions
Nordic's Scope 2 GHG emissions include indirect emissions
from purchased electricity and heating. Emissions are
calculated based on the electricity and heating purchased
for Nordic's facilities.. Emission factors are derived from
established sources such as the Association of Issuing
Bodies (AIB) or countries' governmental pages, and where
applicable, directly from energy providers. Scope 2
emissions are calculated using location-based and market-
based methods.
Compared to the 2022 baseline, in 2023, Nordic’s market-
based Scope 2 GHG emissions decreased by 54%. This
reduction was achieved by purchasing renewable energy
for the Group’s offices, verified by Guarantees of Origin
(GOO), International Renewable Energy Certificates (I-
RECs), Taiwan Renewable Energy Certificate (T-RECs) and
Renewable Gas Guarantees of Origin certificates (RGGO).
In 2023, 89% of total purchased energy for Nordic’s own
operations originated from renewable energy sources.
Energy usage across the Group’s offices increased 16% in
2023 compared to 2022. This was mainly due to company
growth, but also because Nordic expanded the GHG
inventory to include offices with fewer than 10 employees
(previously excluded). In addition to the energy purchased
from electricity providers, Nordic's head office in Trondheim
has solar panels onsite, which generate 43 MWh
renewable electricity in 2023.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Total energy consumption from non-renewable sources (MWh)
727
Total heating from non-renewable fuel sources (MWh)
566
Total District heating from non-renewable sources (MWh)
396
Total non-renewable energy for gas heating in office building (MWh)
170
Total electricity consumption from local grid mix (MWh)
161
Total electricity consumption from fossil sources (MWh)
Unknown
Total electricity consumption from nuclear sources (MWh)
Unknown
Consumption of self-generated non-renewable energy (MWh)
0
Total energy consumption from renewable sources (MWh)
5737
Consumption of purchased or acquired electricity, heat, steam, and cooling from renewable sources (MWh)
5694
Sum of GOO purchase (MWh)
4205
Sum of RGGO certificate purchase (MWh)
230
Sum of I-REC compensation (MWh)
1259
Consumption of self-generated non-fuel renewable energy (MWh)
43
Total energy consumption related to own operations (MWh)
6464
Percentage of energy consumption from nuclear sources in total energy consumption (%)
Unknown
Percentage of fossil sources in total energy consumption (%)
Unknown
Percentage of renewable sources in total energy consumption (%)
0.89
Energy consumption per revenue (MWh/MUSD)
11.91
Energy consumption overview for 2023
Today, more than 50% of Nordic’s employees work in
office buildings which have green building certification, like
BREEAM and LEED. These certificates focus on sustainable
design and operation of the building, considering various
aspects like reduction of energy, water and waste.
image.png
Scope 2 market-based GHG emissions by country and FTE
Scope 3 emissions
Scope 3 GHG emissions cover any other indirect emissions
from the activities of the Group. In 2023, Nordic expanded
the Scope 3 GHG inventory to cover all relevant Scope 3
categories and better align with GHG Protocol.
image.png
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Nordic's main scope 3 categories, by % of total Scope 3 emissions in
2023.
The following section outlines all Scope 3 categories. The
calculation method and information sources for each are
described. For non-relevant Scope 3 categories, an
explanation is provided.
Category 1: Purchased goods and services
This category includes emissions both from the production
of Nordic Semiconductor products by outsourced
manufacturing suppliers and non-production-related
procurement related to company operations in the
reporting year.
Emissions from the Group’s outsourced production is
calculated according to a "hybrid method" (as defined by
GHG Protocol), using supplier-specific emission factors
allocated for Nordic products by manufacturing suppliers,
and own production records.
For other purchased goods and services, Nordic utilizes a
"spend-based" calculation method (as defined by GHG
Protocol) with emission factors from publicly available
databases (Defra, BEIS, EPA, Climatiq).
Purchased goods and services are the largest portion of
Nordic's GHG emissions. In 2023, this category represented
80% of the total GHG emissions of the company, while
manufacturing processes alone were approximately 65% of
all of the company's GHG emissions.
Category 2: Capital goods
Emissions from capital goods are related to investments in
office and lab equipment, machinery and also certain
software procurement in the reporting year. The
investments are specified as additions in Note 12: Goodwill
and intangible assets and Note 13: Fixed assets. For
calculating the emissions related to Capital Goods, Nordic
uses an "average-spend-based' method (as defined by
GHG Protocol) by collecting data on the economic value
of goods purchased and multiplying it by relevant
secondary emission factors. Emission factors are retrieved
from public databases, including Defra, BEIS, EPA and
Climatiq.
Emissions related to capital goods represent a substantial
part of Nordic's total GHG inventory (13% of total GHG
inventory in 2023).
Category 3: Fuel- and energy-related activities
This category includes upstream emissions of fuel and
energy generation, as well as energy transmission and
distribution (T&D) losses. Emissions from fuel- and energy-
related activities are determined using an 'average data'
method (as defined by GHG Protocol). Nordic use Well-To-
Tank (WTT) emission factors for purchased fuel, electricity
and heat, and T&D factors for the purchased electricity
and heat provided by Defra.
The purchased energy from renewable sources, including
GOO, I-REC and RGGO, is compensated in the
calculations. This category represents a very small part of
Nordic's GHG inventory (less than 1% for 2023).
Category 4: Upstream transportation and distribution
Upstream transportation and distribution includes
emissions related to transport of semi-finished goods from
wafer foundries to assembly sites by third-party
transportation companies. Activity data is provided on an
annual basis by transportation companies, who report the
weight, distance and transportation mode for shipments.
Emissions are calculated according to a "distance-based
method" (as defined by GHG Protocol), utilizing emission
factors provided by Defra.
This category represents a very small part of Nordic's GHG
inventory (less than 0.1% for 2023).
Category 5: Waste generated in operations
Emissions from third-party disposal and treatment of waste
generated in Nordic’s operations are calculated using
waste information from the major offices. These offices
provide trusted and quantified data. This data is
extrapolated to cover the remaining sites. Emissions are
calculated using an 'average-data' method (as defined by
GHG Protocol) and suitable emission factors from the
Qlimatic database, based on different waste
treatment methods.
The resulting estimate for emissions from this category
represents a very small part of Nordic's GHG inventory
(less than 0.1% for 2023), and is not considered relevant
due to its small volume.
Category 6. Business travel
Emissions are reported for business air travel, which has
the biggest impact out of all business travel modes. Nordic
is aware that there are additional contributions to this
category that are not currently included. The Group will
focus in the coming year to complete calculation of
emissions from all types of business travel.
The calculation method for this category is distance-based,
utilizing air travel distance and travel class-based data
provided by travel companies for the reporting year. These
are calculated with Defra emission factors for business
travel.
Even covering the most substantial emissions related to air
travel, this category represents a relatively small fraction of
Nordic's total GHG inventory (1.3% in 2023). However,
Nordic expect to see an increase in this category going
forward as a result of company growth.
Category 7. Employee commuting
For employee commuting, Nordic have included travel
between home and work and partial work from home.
There is no detailed data available on transportation
modes used for daily commuting, how often employees
commute to work, and distance traveled daily. Therefore,
emissions from employee commuting are based on
estimates. The GHG Protocol's "average-data" method is
used for estimating the emissions, and emission factors are
obtained from Defra.
This category represents a very small part of Nordic's GHG
inventory (less than 1% for 2023).
Category 8. Upstream leased assets
This category includes emissions from the operation of the
assets Nordic has leased in the reporting year, excluding
office facilities that are already assessed and included in
Scope 2 inventory.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Emissions are calculated using an "average-data"
calculation method (as defined by GHG Protocol) and
emission factors from Qlimatic's database. This category
represents a very small part of Nordic's GHG inventory
(less than 1% for 2023).
Category 9. Downstream transportation and distribution
Emissions in this category are related to transportation and
distribution of Nordic products to and from customers,
handled by third-party transportation companies.
Emissions are calculated by a "supplier-specific" method (as
defined by GHG Protocol), based on annual carbon
footprint reports from freight companies. This category
represents a very small part of Nordic's GHG inventory
(less than 0.1% for 2023).
Category 10. Processing of sold products
Emissions from this category are not presently included in
the Group’s GHG inventory. Nordic products are electronic
components that are assembled into end products by the
customers, each with major differences in end products.
These differences could be design, additional components
and materials, programming, and testing, as well as
production processes (like production line size and
efficiency, production location, or energy usage).
Since Nordic does not have insight into these parameters
in customers' production processes, in addition to a lack of
available industry data or models for estimating emissions
from such processes, Nordic have no reasonable means of
estimating these emissions.
Category 11. Use of sold products
This category includes total expected lifetime emissions
from use of Nordic products incorporated in customers’
end products. Emissions are accounted based on the
number of Nordic products produced per year and power
consumption during the product's lifetime, assuming the
customer end product will be 100% powered on during an
expected lifetime of 5 years.
The calculations are based on the "direct use-phase
emissions" method (as defined by GHG Protocol) and
global emission factors obtained from IEA. This Scope 3
category represents a significant part of Nordic's GHG
inventory (almost 4% in 2023). It is part of the company
target to reduce power consumption in new products,
leading to lower emissions from customers' end products.
Category 12. End-of-life treatment of sold products
Data in this category include total expected end-of-life
emissions from the Nordic products sold annually, based
on the assumption that all Nordic products sold are
eventually delivered for recycling. Nordic does not have
visibility on consumers' waste disposal behavior. Nordic has
estimated the emission based on the assumption that
equal parts of the units produced will be recycled,
incinerated or end up in landfill. Emissions are calculated
according to a "waste-type-specific" method (as defined by
GHG Protocol), applying WEEE emission factors from the
Climatiq database.
The resulting estimate for emissions from this category
represents a very small part of Nordic's GHG Inventory
(less than 0.1% for 2023), and is not considered relevant
due to its small volume.
Category 13. Downstream leased assets
This category is not applicable. Nordic does not have any
downstream leased assets, or own any assets (e.g.
factories, vehicles, office spaces) leased to other entities.
Hence there is no relevant emissions for this category.
Category 14. Franchises
This category is not applicable. Nordic does not have
franchise operations.
Category 15. Investments
This category is not applicable. Nordic is not an
investor company.
Carbon offset
For 2023, the Group set a short-term internal target to
reduce air travel GHG emissions by 50% compared to
2019, by limiting air travelling and/or carbon offsetting. To
meet the internal target, Nordic purchased 250 tons of
carbon credits from the Rimba Raya project. This is a
biodiversity reserve project that achieves GHG emissions
reduction through preventing deforestation and conversion
of forests to palm oil plantations on the island of Borneo in
Indonesia. The Rimba Raya project is validated against
verified carbon standard (VCS). As carbon credits cannot
be used as a reduction mechanism for Scope 3 GHG
emissions or progress towards science-based GHG
emissions reduction targets, the Group report carbon
credits outside of Scopes 1-3. Nordic do not expect
significant carbon credit purchases in the coming years, as
these cannot be used to report emission reductions
according to the SBTi.
Climate change acknowledgement highlights
In 2023, Nordic continued to receive acknowledgment for
the work and progress on climate change mitigation. The
company was awarded an A- for its response to the
annual Carbon Disclosure Project's climate change module.
Nordic was also listed among 500 companies in Europe's
Climate Leaders 2023, compiled by Financial Times, where
companies are scored based on indicators of commitment
to reduce GHG emissions and collaboration with CDP and
the SBTi.
Priorities going forward
Nordic will continue to invest in renewable energy for the
offices on the path towards SBTi targets set for 2030 and
net-zero SBTi target by 2050. Simultaneously, engagement
and collaboration with Nordic’s manufacturing suppliers
will be continued, to contribute to production related GHG
emission reductions.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
TCFD disclosure
Nordic has established a systematic approach to identifying climate risks, including potential future costs and new opportunities. The Group’s climate risk and GHG emissions management
follow the Task Force on Climate-Related Financial Disclosures (TCFD) framework. For more information, see TCFD Index.
Transition risks and opportunities related to the transition to a low carbon-economy
Risks
Opportunities
Policy and legal                                                                                                                      l
Resource/Product energy efficiency                                                                        ↗
The regulatory risks relevant to Nordic's value chain fall under the categories of ESG reporting
regulations, standards, and frameworks such as Corporate Sustainability Directive (CSRD) and EU
Taxonomy, and carbon taxes/carbon fee in manufacturing locations. These risks are identified and
assessed and risk mitigating activities defined through Nordic's enterprise risk management process. The
Group's strategy is to partner with leading manufacturing suppliers and ensure that they comply with
current and future development trends such as carbon pricing. The risk management also evaluates
risks from climate-related contractual requirements from customers.
Through low-power Internet of Things (IoT) designs, Nordic has a competitive advantage in contributing
to solutions for energy efficiency and energy management. These present a unique opportunity to
capitalize on the market's demand for lower energy consumption in end-user devices and expand the
energy-saving capabilities of our IoT solutions, such as smart lighting and energy harvesting. By
contributing to sustainable solutions and improving the resource efficiency of our customers’ end
devices, Nordic upholds its commitment to addressing climate challenges.
Technology                                                                                    l
Energy source                                                                      →
As a fabless company with outsourced production, the ability to adapt, invest, and support new energy
saving/carbon reduction technologies lies with our manufacturing suppliers. Nordic's business model is
not impacted by technological shifts towards a low-carbon economy, which allows us to take
advantage of these advancements without bearing the risks ourselves.
Nordic is working to increase the use of renewable energy and reduce GHG emissions in its offices. In
our European offices, most of the energy comes from renewable sources. Over 50% of our employees
work in energy-efficient buildings that have green-building certifications like BREEAM and LEED.
Outsourced manufacturing partners are focused on implementing new energy-saving measures to
increase energy efficiency and use of renewable energy in the production process.
Market                                                                                          l
Market                                                                                                                                      ↗
Semiconductor manufacturing consumes a significant amount of energy. The markets indicate increased
cost of energy alongside growing demand for products with a low carbon footprint. Nordic has taken
action to lower its carbon footprint by using renewable energy verified by Guarantees of Origin (GOO),
International Renewable Energy Certificates (I-RECs), Taiwan Renewable Energy Certificate (T-RECs)
and Renewable Gas Guarantees of Origin certificates (RGGO). In 2023, Nordic set new, ambitious
science-based GHG emission targets, which are currently in Science Based Targets initiative (SBTi)
validation. As part Nordic's long-term strategy and to minimize the risk of losing market share, the SBTi
targets aim to achieve net-zero emissions by 2050.
The swift global transition to a low-carbon economy provides Nordic with an opportunity to grow its
market segments by offering products and technologies that help mitigate climate change globally. The
combination of low energy consumption in our products and the capabilities of IoT for resource
efficiency (such as smart sensors, cellular IoT and energy harvesting) make Nordic's products and
services attractive solutions for both the public and private sectors in developed and
developing countries.
Reputation                                                                                                                          l
Taking environmental and climate change effects into account is crucial for our brand recognition. Poor
performance or increased concern/negative feedback regarding climate change and GHG emissions
could harm our brand value and lead to loss of customers due to changing in preferences towards
climate change. Nordic's strategy involves engaging and maintaining close relationships with suppliers,
conducting annual carbon accounting, regularly reviewing operations, implementing GHG reduction
initiatives, and being transparent in reporting.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Physical risks related to climate change
Acute risks (event driven)                                                                                                                  l
Resilience                                                                                                                                  ↘                                                                                                                                 
Acute physical events from climate change could affect our manufacturing suppliers, especially those
located in Southeast Asia, where tropical cyclones and floods have the potential to damage production
facilities and infrastructure. Such events are likely to impact suppliers' production capacity and our
delivery capability in the short-to-medium term, and potentially have a negative effect on Nordic's
revenue.
Nordic has established a short to medium-term strategy for reducing the risk of supply disruptions
caused by natural disasters. These are addressed in our enterprise risk assessment and business
continuity plans. In the short term, we maintain a reserve of wafers and finished products to operate
under extreme weather conditions and address any temporary shortage. For medium-term risk
mitigation, Nordic uses a second-sourcing strategy to protect against widespread supply disruptions. For
long-term risk mitigation, our key manufacturing partners have their own business continuity plans to
reduce such chronic risks.
Chronic risks (long-term shifts in climate patterns)                                                                            l
Long-term changes and extreme variability in climate patterns, as well as events like droughts and
floods, can potentially impact accessibility to clean water and affect Nordic Semiconductor’s
manufacturing suppliers and their production capacity. Such events potentially impact our ability to
deliver products to our customers and lead to reduced/delayed revenue. We have already experienced
incidents of water rationing within some of the countries in which our manufacturing suppliers operate.
l Low risk
↗  High opportunity
l Medium risk
→ Medium opportunity
l High risk
↘  Low opportunity
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Pollution
In accordance with Nordic's environmental policy, the
Group is committed to conduct business in a way that
supports environmental protection and
pollution minimization.
Why it matters
Nordic Semiconductor uses small amounts of chemicals in
the laboratories, but does not generate any significant
pollutants that could affect pollution of air, water or soil.
To ensure minimum exposure to chemicals and prevent
accidental chemical releases, Nordic has implemented
control measures at the laboratories, such as training
personnel, fume ventilation, providing personal protective
equipment (gloves, goggles) and using clearly marked
chemical storage and waste containers.
Pollution of soil is prevented by proper waste handling. See
more on Waste Management in the section on Circular
Nordic’s approach
While pollution represents a low risk for Nordic's
operations, there can be pollution-related risks in the
supply chain from raw material mining/smelting, product
manufacturing, and transportation. Nordic's main suppliers
have ongoing programs to prevent and control pollution
both to air and water.
Nordic Semiconductor products are subject to several
global environmental legislation and regulations, industry
standards, and customer requirements restricting
substances considered hazardous to environment. To meet
Nordic standards for hazardous substance use and
pollution prevention, manufacturing suppliers must provide
and adhere to a signed declaration of compliance for the
requirements stated in the Hazardous Substances
Specification for Suppliers. This specification includes
requirements for pollutants, such as ozone-depleting
substances and substances of very high concern. To
ensure Nordic products are compliant with the
requirements stated in the specification, product content is
verified by third-party testing.
Nordic has controls for design and production processes to
ensure compliance to environmental requirements,
including RoHS, REACH, EU Persistent Organic Pollutants
(POP) regulation, California Proposition 65 and Halogen-
Free according to IEC 61249-2-21. Certificates for
Hazardous Substances testing and Material Composition
reports for all products are available on the company
website (https://docs.nordicsemi.com/).
A number of Per- and polyfluoroalkyl substances (PFAS)
are on the REACH Candidate List of substances of very
high concern (SVHC). PFAS are currently used in Nordic
products delivered as CSP packages, where the PFAS
concentration is less than 1% of the product weight which
is in compliance with REACH. Nordic has an ongoing
program for re-qualifying existing CSP products to provide
PFAS-free material for the current and future product
portfolio.
Substances
Main hazard classes of
substances of concern
Total weight
included in
products 2023 (g)
Substances of
Concern
20 755.44
PFAS*
20 755.44
Substances of Very
High Concern
266.50
Boron oxide
Repr. 1B
261.79
Lead oxide**
Repr. 1A
Acute Tox. 4
STOT RE 2
Aquatic Acute 1
Aquatic Chronic 1
0.66
N-methyl-2-
pyrrolidone (NMP)
Repr. 1B
STOT SE 3
Skin Irrit. 2
Eye Irrit. 2
4.05
Total weigth
21 021.94
Summary of substances of concern and SVHCs in Nordics IC
products 2023.
*The total weight of PFAS is a maximum amount, conservatively
estimated due to third party trade secrets.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Commitment
Nordic Semiconductor is committed to promoting
environmental responsibility, minimizing pollution and
restricting use of pollutants in products
Targets
Initiate re-qualification of products to ensure PFAS-free
material in Nordic's product portfolio.
Policies
Nordic’s environmental policy declares a commitment to
minimizing pollution and hazardous substances (see
section "Governance"). The environmental policy is
supported by relevant internal procedures that outline
measures for hazardous substances management,
chemicals handling and waste handling. 
Nordic's policies are in line with RBA Code of Conduct's
requirements for pollution prevention and resource
conservation, hazardous substances, solid waste, and
air emissions.
Impact
Semiconductor production is known to affect pollution.
Potential pollution of air, soil and water can occur in
upstream operations due to raw material mining,
smelting and semiconductor manufacturing. Use of
fossil fuel in the value chain causes air pollution.
Risks
Temporary production capacity limitations due to
failures in supplier wastewater treatment. Failure to
meet regulatory/customer requirement framework
related to substances of (very high) concern may
negatively affect the market access and customers'
interest in the products.
Opportunities
Possibilities to introduce new pollution reduction
technologies in manufacturing processes
Strategy
Focus on pollution prevention in line with Nordic's
environmental management policy
**Hazard classification for lead compounds not classified elsewhere in
CLP regulation
Due to various substances used in semiconductor
manufacturing processes, certain Nordic products contain
small amounts of substances of very high concern (SVHC).
In 2023, the total amount of SVHC used in Nordic products
was 266.50 g, including N-methyl-2-pyrrolidone (NMP)
(4.05 g), Boron oxide (261.79 g) and Lead oxide (0.66 g). In
addition, Nordic products may contain traces of other
substances of concern/substances of very high concern
(SVHC). However, the content of such traces is not
currently measured by Nordic, as the content in products is
below minimum detection levels. In the total value chain,
there might be use of and emission of Substances of
concern or Very High Concern that Nordic does not have
insight to.
Nordic Semiconductor and its manufacturing suppliers are
not dependent on microplastics.
Priorities going forward
In 2024 Nordic Semiconductor will continue to replace
PFAS-content in the products, and re-qualify the changed
products to ensure PFAS-free material in Nordic's product
portfolio.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Water and marine resources
Why it matters
Water is becoming an increasingly scarce and valuable
resource globally. Most of Nordic's main offices are located
in low-water-risk areas, and the direct operations with
design and development are not highly dependent on
water as a resource. Nordic’s direct impact on water
sources and marine environments is also insignificant. All
water used in Nordic’s operations is supplied by
municipalities. Water consumption is only associated with
normal household water for washing, drinking and sanitary
use.
Nordic’s approach
Since the Group’s operations do not generate water
pollutants associated with activities that could have
adverse impact on water ecosystems or human health, the
company's risks related to water are limited. All discharged
water is directed to municipal waste water treatment
plants. In 2023, Nordic’s total water consumption in own
operations was 13,802 m3. Of this, approximately 4-5% is
consumed in water high-risk areas.
Direct operations
Volume (m3)
Total water consumption
13802
Total water consumption in areas at water risk,
including areas of high-water stress
573
Total water recycled and reused
0
Total water stored
0
Changes in water storage
0
Total water consumption represents the consumed water
in all Nordic offices in 2023. The consumption volume is an
estimate based on the water consumption data collected
from Nordic offices, covering 50% of all Nordic office sites
and 90% of Nordic office area. These data are then
extrapolated to represent water consumption in all Nordic
offices.
In semiconductor manufacturing, access to clean water has
a critical role. There is a risk that climate change and
related weather events could impact accessibility for
Nordic’s manufacturing suppliers, especially in areas where
droughts, floods and water rationing can impact suppliers'
production capacity. Such events could negatively impact
Nordic's financial performance through reduced production
and delay of revenue. Access to sufficient clean water is
addressed in the enterprise risk assessment and business
continuity plans. Nordic is in close communication with
suppliers to ensure water-related risks and counter-
measures are sufficiently addressed in their respective
business continuity plans.
In 2023, the water consumption in outsourced
manufacturing was 207,379 m3. Of this, approximately 26%
is consumed in water high-risk areas, specifically in China
and Philippines.
Indirect operations
Volume (m3)
Total water consumption
207379
Total water consumption in areas at water risk,
including areas of high-water stress
54642
Total water recycled and reused
0
Total water stored
0
Changes in water storage
0
Total water consumption represents the consumed water
related to Nordic Semiconductor products in 2023 reported
by the outsourced manufacturing partners. Water risk
areas have been evaluated using the Aqueduct Water Risk
Atlas from the World Resources Institute (https://
www.wri.org/aqueduct).
Total water consumption, combining both direct and
indirect operations, average to 0.36 liter per unit of
production in 2023. Water consumption per revenue in the
same year averages to 0.41 liter per USD revenue.
Nordic Semiconductor has not yet set quantitative targets
for water consumption reduction. Nordic’s main focus has
been on suppliers' continuity plans, reporting capabilities,
and ensuring wastewater treatment in the production
operations.
Priorities going forward
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Commitment
Nordic Semiconductor is committed to protecting the
natural environment and using water sustainably.
Targets
Nordic have not set any specific targets for water
topics.
Policies
Nordic’s environmental policy sets the commitment to
minimizing water consumption and pollution (see
section "Governance").
Impact
The semiconductor manufacturing process is water
intensive, which may cause depletion of water
resources.
Risks
Reduced access to clean water can lead to production
capacity constraints, which may negatively impact
Nordic financially.
Strategy
Promote sustainable water use. Secure business
continuity by maintaining buffer stock to secure
temporary production disruptions, with second-sourcing
to address prolonged production disruptions.
Nordic Semiconductor will continue to monitor water
consumption in own operations and supply chain. The
Group aims is to ensure that suppliers have adequate
water treatment, recycling and contingency measures.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Biodiversity and ecosystems
Why it matters
Biodiversity plays a vital role in sustaining the planet and is
considered material for each individual and company.
Nordic recognizes that preserving and maintaining healthy
ecosystems and the natural environment is a prerequisite
for a sustainable future.
Exploitation of natural resources is a significant driver of
biodiversity loss that also contributes to climate change.
Nordic’s approach
As a fabless company, Nordic's operations does not have
direct impact, dependencies or risks related to biodiversity
and ecosystems. The company does not directly contribute
to land-use change, freshwater/sea-use change, or spread
of invasive alien species. The number of sites owned,
leased or managed in or near protected areas or key
biodiversity areas that are negatively affected by Nordic
operations is 0. Similarly, the area of sites owned, leased or
managed in or near protected areas or key biodiversity
areas that undertaking is negatively affecting is 0 m2. All
Nordic offices are located in ready-built areas where the
impact on biodiversity is considered low. In the Group’s
direct operations, renewable energy is preferred, and
water consumption is limited to overhead water usage
from municipal sources.
However, it is clear that the electronics industry can have
an impact on biodiversity. The production of
semiconductors requires various metals, minerals,
chemicals, water, and energy. For Nordic products,
potential negative impact on biodiversity lies within the
upstream operations, where GHG emissions and water
usage are the biggest contributors. With increased
demand for semiconductor devices globally during the last
few years, several companies are planning construction of
semiconductor factories around the world, some of which
Nordic might purchase from in the future. Building new
factories and related infrastructure can have a negative
impact on local ecosystems. Currently, Nordic's
manufacturing partners consist only of existing/legacy
factories, but with developments in technology and future
opportunities, biodiversity perspectives are increasingly
important for Nordic.
To better understand the impact on biodiversity, Nordic
has begun to assess this further in the multi-tier upstream
supply chain, including wafer production, and assembly of
final products. With increased knowledge and
understanding of these concepts within the value chain,
Nordic should, where relevant, formulate policies, targets,
and programs to address significant risks and
opportunities for biodiversity.
As mentioned in the section "Climate Change", in 2023
Nordic invested in a biodiversity reserve project called
Rimba Raya by procuring 250 tons of carbon credits (an
investment of approximately 2,875 USD) from this project
to reach a company internal target for air travel GHG
emission reduction. Rimba Raya project focuses in
protecting tropical peat swamp forests in the Central
Kalimantan province on the island of Borneo in Indonesia,
avoiding planned deforestation for palm oil production.
Through its conservation and reforestation activities to
sustain the area’s unique ecosystem, the project preserves
the habitat of endangered species as well as reduces
GHG emissions. Investing in this project will enable Nordic
to contribute to the preservation of one of the most
endangered ecosystems in the world.
Priorities going forward
Nordic Semiconductor will continue to improve
understanding of the impact on biodiversity in the
upstream supply chain. This will be an important step in
developing the Group’s work in this area and further
address biodiversity-related risks and opportunities.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Commitment
Nordic Semiconductor is committed to conserving and
sustainably using natural resources to support
biodiversity.
Targets
Nordic is in an initial phase of reporting biodiversity
and do not yet have any specific targets set for this
topic.
Policies
Nordic’s environmental policy declares the commitment
to protecting natural environment (see section
Impact
Potential negative impact on upstream operations due
to mining and product manufacturing operations.
Potential positive impacts downstream by use of Nordic
Semiconductor’s products and IoT solutions.
Risks
Currently, Nordic do not have a clear understanding of
the biodiversity threats in the upstream supply chain.
Strategy
Continuously improve understanding of Nordic impact
on biodiversity.
Circular economy
Why it matters
Circular economy is an important means to achieving
resource and waste reduction. Nordic recognizes the
increased importance of circularity for the company's
business and seeks to promote circular practices that
minimize resource use and waste by avoiding hazardous
substances, conserving natural resources and raw
materials, and preferring recycled and recyclable materials
in the products and products packaging.
Nordic’s approach
Circular economy in product design
Critical raw materials for integrated circuits, include
crystalline silicon and metals. The majority of the metals
used are common materials, tin, copper and aluminum,
while there’s also some precious metals, for example silver
and palladium. There are no rare-earth minerals used or
contained in Nordic’s products. Nordic considers
opportunities to reduce the resource usage during its
product design processes. By replacing gold with copper in
almost all products, Nordic has reduced products'
environmental impact and costs, while preserving product
quality and performance.
The materials in Nordic products need to be of a high
purity to allow for technology nodes at nanometer scales,
and hence recycled material are not suitable for use in the
products. However, the metals used in the components are
recyclable and can be re-used if properly treated. Nordic’s
suppliers have their own processes for waste handling and
recycling from in-line or warehouse scrap.
Nordic’s products are designed with durability in mind,
expecting a long lifetime in its end application. This is
verified by rigorous qualification and reliability testing
based on well acknowledged standards used in the
electronics industry (such as JEDEC). Nordic products also
have the ability to perform firmware upgrades over the air,
which is expected to increase the lifetime of the product in
the field – without the need for remanufacturing.
Product casing and kits packaging
Nordic’s circular product design covers more than
integrated circuits. In 2022, Nordic launched the Thingy:53,
the first development platform with casing made from
recyclable plastic instead of rubber. Moreover, all kit
packaging has been made of Forest Stewardship Council
(FSC) certified recyclable cardboard since 2020.
Product packing
Since 2021, Nordic has been working with product
assembly suppliers within plastic reduction program to
gradually shift to device containers (reels and trays) made
of recycled plastic. In 2022, the first reels made of recycled
plastic were qualified and introduced for QFN devices by
one of the Group’s assembly suppliers. Nordic continued
this work in 2023 by expanding the program to another
assembly supplier and incorporating CSP devices. From
2022 to 2023, the share of device containers made of
recycled plastic increased from 10% to 40%. In 2023, the
total weight of plastic used for containers was 45,377 kg,
of which 14,902 kg (33%) was recycled plastic.
image.png
Plastics weight in device containers
Nordic’s plastic reduction program target for 2024 (90% of
device containers use recycled plastic) was defined in 2022.
This target has proved to be not realistic, and Nordic does
not expect to meet this by 2024. Devices packed by reels
are already transitioned to recycled plastic material for
almost all products. Remaining are the use of trays for
packing and distribution, and the industry’s transition away
from this container type is slower than Nordic expected.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Commitment
Promote and enable circular economy in Nordic’s
operations, product design, and manufacturing
Targets
90% of device containers use recycled plastic
Status
Achievement of targets set for 2023:
■40% of device containers use recycled plastic:
achieved (40%)
Policies
Nordic’s environmental policy declares the commitment
to minimizing resource consumption and waste
generation, and promoting sustainable sourcing (see
section "Governance"). The environmental policy is
supported by relevant internal procedures and
guidelines that outlines measures for hazardous
substances and waste management.
Impact
Production of microchips requires metals and materials
of high purity, hence recycled material in microchips is
rarely an option. Nordic's firmware upgrades are
expected to extend the lifetime of Nordic products.
Risks
Poor end-of-life waste handling of customer end
products with Nordic chips inside
Opportunities
Increasing resource efficiency through yield
optimization. Using recycled materials for packaging.
Strategy
Circular economy integrated into daily business
operations
Nordic will continue to investigate the options for trays
made of recycled plastic, which at the same time can meet
qualification requirements from industry standards like
JEDEC.
Hazardous substances
Nordic Semiconductor products are subject to several
global environmental legislation and regulations, industry
standards and customer requirements restricting
substances considered hazardous to environment. For
environmental compliance, the managerial responsibility
lies with the Group’s Quality SVP. The supply chain
manages hazardous substance compliance and is
responsible for assuring that Nordic products follow
defined environmental requirements and specifications in
close collaboration with manufacturing suppliers.
From the beginning of product design, Nordic ensures
restricted hazardous substances are not selected. Nordic
has close communication and cooperation with
manufacturing suppliers and regularly address
environmental product compliance and hazardous
substance use with them. Nordic communicate standards
for restricted substances through the Hazardous
Substances Specification for Suppliers. Nordic requires
manufacturing suppliers to provide a signed confirmation
of compliance for each revision of the specification.
Certificates for Hazardous Substances testing and Material
Composition reports for all products are available on the
company website (https://docs.nordicsemi.com/).
Waste management
Reducing and managing waste are important factors in
increasing circularity. In the operations, Nordic strive to
avoid and minimize waste and its impact on the
environment. The Group prefer recycled and recyclable
materials where feasible. Nordic have implemented waste
management guidelines across the operations and have
routines in place for sorting and disposing of different
types of waste, including but not limited to, EE waste,
hazardous waste, plastic, and packing material. All waste
generated in Nordic operations is delivered to certified
waste processing companies who sort and recycle waste in
accordance with local regulations.
For calculating the waste data, Nordic uses the waste
information from major offices, where there is trustable
and quantified data received from landlords. These data
are extrapolated to cover the remaining sites. In 2023, the
total amount of waste generated in own operations was
83.4 tonnes.
Total waste generated in Nordic operations (tonnes)
83.4
Hazardous waste (tonnes)
1.42
Batteries (tonnes)
0.04
Chemicals (tonnes)
0.04
EE waste (tonnes)
1.34
Non-hazardous waste (tonnes)
81.9
Sorted (plastic, glass, metal, paper) (tonnes)
42.04
Unsorted (tonnes)
39.89
Since Nordic’s products are manufactured by outsourced
suppliers, good waste management practices at suppliers'
sites are crucial to minimize waste and mitigate potential
waste-related risks. Nordic qualify all manufacturing
suppliers and require them to be ISO 14001 certified. Nordic
continuously work with manufacturing suppliers to improve
yield and minimize scrap, and ensure the waste generated
at suppliers' sites is sorted and recycled in accordance with
local regulations.
Priorities going forward
Nordic Semiconductor will continue to implement and use
recycled plastic material for devices packed by reels.
Nordic will also ensure recycled and/or recyclable
packaging material for new product offerings.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Social
Nordic Semiconductor is an evolving business with employees, offices, customers, and suppliers in several different parts
of the world. Nordic is focused on diversity, equity, and inclusion throughout the entire employee journey, which is
imperative to attract and retain highly skilled personnel in the competitive landscape. Equally important is the Group's
ambition to foster a healthy, safe, and motivating work environment, to amplify engagement and contribution, and to
avoid human and labor rights violations.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Own Workforce
Why it matters
Nordic value creation is primarily in chip design.
This phase is highly dependent on a skilled
workforce making smart solutions that can be
utilized by a variety of customers in a variety of
applications. Hence, the skilled workforce is
Nordic’s most valuable asset. Developing, utilizing
and retaining this workforce is therefore
important as this is how Nordic builds solutions to
continue the growth journey.
Nordic’s approach
Fostering a company culture that encourages
employees to join, thrive and remain with us, all
while supporting a healthy and sustainable
lifestyle, is challenging. Furthermore, Nordic also
strives to create a culture characterized by
diversity and inclusiveness, ensuring that everyone
has equal opportunities. Nordic’s commitment to
shaping this culture encompasses numerous focus
areas, each with its own set of initiatives.
Consequently, Nordic methodically categorizes
these efforts into two broad themes: workforce
composition and employment terms, and diversity,
equity, and inclusion. Under these two themes
there is a variety of initiatives aimed at enhancing
specific aspects Nordic aims to improve. The main
initiatives are detailed in the subsequent section.
Workforce composition and
employment terms
Workforce composition
By year-end 2023, Nordic had 1,493 employees, of which
1,460 were permanent full-time employees (FTE is defined
according to local legislation on working hours). The
female share of employees was 17.1%, a slight improvement
from 16.3% in 2022. Nordic has 264 leaders, with a gender
split of 16% female and 84% male leaders, which is an
improvement from 2022, when the split was 14% vs 86%.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Commitment
Nordic is committed to being a place where employees to join,
thrive and stay.
Targets
Maintain a healthy work environment, with above tech benchmark
score on Employee Engagement, and Diversity, Equity & Inclusion
and Health & Well-being.
KPI
Work related incidents = 0, Short time sick leave < 2,5%, Employee
satisfaction objectives: Health and well-being, Mental well-being,
Organizational support, Social well-being
Status
DE&I framework has been developed and anchored with executive
management for implementation in 2024.
Policies
RBA Code of conduct, Non-discrimination, Health & safety.
Impacts
Nordic’s workforce innovates and develops the future of
connectivity products and impacts product development, time to
market, sales and ultimately financial results.
Risks
Nordic need to retain and attract specialized capabilities and
competences in a highly competitive and global market.
Opportunity
Engaged employees are more likely to be loyal to Nordic, perform
better and also help attract and retain other colleagues.
Strategy
Fostering an engaged, diverse workforce to be competitive, by
continuously developing Nordic’s employee value proposition and
company culture across borders.
Workforce composition*
2023
2022
Employees by department & gender distribution
Number of
employees
% of total
employees
Number of
employees
% of total
employees
Executive Management Team
10
0.7%
10
0.7%
Female
2
0.1%
2
0.1%
Male
8
0.5%
8
0.6%
Business support**
121
8.1%
148
10.3%
Female
50
3.3%
69
4.8%
Male
71
4.8%
79
5.5%
Research and development
1 139
76.3%
1 083
75.5%
Female
137
9.2%
117
8.2%
Male
1 002
67.1%
966
67.3%
Sales
135
9.0%
107
7.5%
Female
29
1.9%
9
0.6%
Male
106
7.1%
98
6.8%
Supply chain
88
5.9%
87
6.1%
Female
40
2.7%
37
2.6%
Male
48
3.2%
50
3.5%
Total
1 493
1 435
*Due to privacy concerns and the low number of individuals in additional gender categories, this information is not disclosed.
**The term business support includes: IT, Marketing, Finance, Legal and Compliance, People and Communication, Product Management and Quality.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Workforce composition*
2023
2022
Employees by region & gender distribution
Number of
employees
% of total
employees
Number of
employees
% of total
employees
Norway
623
41.7%
612
42.6%
Female
127
8.5%
116
8.1%
Male
496
33.2%
496
34.6%
Finland
318
21.3%
322
22.4%
Female
21
1.4%
24
1.7%
Male
297
19.9%
298
20.8%
Poland
113
7.6%
115
8.0%
Female
7
0.5%
8
0.6%
Male
106
7.1%
107
7.5%
UK
77
5.2%
77
5.4%
Female
14
0.9%
12
0.8%
Male
63
4.2%
65
4.5%
Taiwan
56
3.8%
58
4.0%
Female
14
0.9%
13
0.9%
Male
42
2.8%
45
3.1%
USA
72
4.8%
57
3.8%
Female
9
0.6%
9
0.6%
Male
63
4.2%
48
3.2%
Philippines
55
3.7%
41
2.7%
Female
36
2.4%
25
1.7%
Male
19
1.3%
16
1.1%
Rest of world
179
12.0%
153
10.2%
Female
27
1.8%
25
1.7%
Male
152
10.2%
128
8.6%
Total
1 493
1 435
*Due to privacy concerns and the low number of individuals in additional gender categories, this information is not disclosed.
Leaders
During 2023, the Executive Management Team consisted
of two women and eight men (20% vs. 80%). By year end
2023, the Board of Directors consisted of three female and
two male shareholder-elected members, in addition to one
female and two male employee-elected members. From
February 2024, the shareholder-elected composition
changed to three female and four male members.
Nordic promoted or hired 62 people into leadership
positions in 2023, out of 12 external with a gender split of 5
female vs. 7 male, and 50 internal with a gender split of 13
female vs. 37 male. The overall total gender balance on
leader promotions was 29% women versus 71% male. The
amount of female hires for promotions grew by 125% from
8 in 2022 to 18 in 2023. In the R&D department, Nordic has
183 leaders (68.8% of all leaders), with a gender split of
9.3% female versus 90.7% male. The percentage of female
managers is to be understood in conjunction with the
overall gender split in R&D which is 12% female and 88%
male. In the rest of the organization, the gender
distribution in managerial positions is 29.6% females and
70.4% males.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Managers* by department
Number of managers
% of total
Research and development
183
68.8%
Male
166
90.7%
Female
17
9.3%
Rest of organization
81
30.5%
Male
57
70.4%
Female
24
29.6%
*Leaders/managers include business function managers, team
managers, group managers, division managers, and executive
management.
Working time
Nordic complies with local employment legislation and the
RBA Code of Conduct. All employment contracts include a
paragraph describing the local working hours, including
overtime, where relevant, to clarify expectations and
adherence to local employment law and regulations.
Furthermore, working hours, including local practice related
to overtime and equivalent employment-related conditions,
are available for all employees in country-specific
employee handbooks.
Nordic operates with a flexible core working hour policy
adapted to local market practices, which allows employees
to vary their start and finish time in agreement with their
manager. This allows employees to adjust their working
hours according to personal needs, encouraging them to
find a healthy balance where work life can adapt to
everyday life.
Workload
2023 has been a particularly challenging year with a hiring
freeze and downsizing, both impacting the workforce.
Internal survey* data reveals a score 0.1 below industry
benchmark on workload, which is a decline from 0.2 above
industry benchmark for 2022. This score indicates that the
general feeling amongst employees is that workload is
high. Nordic is carefully assessing potential measures to
address the situation.
Work-life balance
In recent years, several different surveys have revealed that
flexibility and work-life balance are rated amongst the
most essential factors for employees when choosing their
employer.
Focusing on work-life balance requires a variety of
measures with such a diverse workforce. Nordic is
committed to improving employee well-being and work-life
balance in line with industry practices, society and
employee expectations. The Survey data confirms that
employees want more flexibility in their work schedules to
balance work and personal commitments with a drop from
8.6 in 2022 to 8.4. When compared to the technology
industry benchmark, Nordic score places it in the bottom
25%, suggesting that there is potential for improvement in
performance.
Remote work
Post-Covid, Nordic has experienced that the expectation of
being able to work remotely has spiked, with many
companies developing their employment offerings to
include remote work. As an employer, Nordic is forced to
regulate the possibility to work remotely in some countries,
such as Poland, where it has been established an
agreement with employees during 2023 to be locally
compliant. Otherwise, to ensure employees are treated
fairly, people managers in Nordic have the possibility to
grant individual requests to work from home up to two
days per week, where responsibilities can be safely
executed from outside the office. However, as there is
limited knowledge on how remote work impacts innovation
and productivity long-term, even more importantly, how it
impacts employee well-being, Nordic has yet to establish a
permanent remote working policy. Consequently, The
Survey data for 2023 reveals a score of 0.7 under the
industry benchmark in satisfaction with current
opportunities to work from home, which indicates no
significant change since Nordic measured the equivalent in
2022. Nevertheless, the same analysis confirmed that
employees feel they have a physically healthy balance in
their lives, with an average score of 8.1, down from 8.2 in
2022. This is 0.2 above the industry benchmark, leaving us
in the middle range of the technology sector.
Striking the right balance of flexibility while maintaining a
healthy workload for all employees, is a priority in the year
to come.
*Nordic measures Employee Engagement through an annual survey
conducted in January 2024, for 2023, from here on referred to as “The
Survey" or “internal data analysis”. Results are measured against the
benchmark available for the technology industry through a subscribed
third-party provider with global reach within relevant survey results,
thus own results in 2022. The survey is based on metrics using an
average scale from 0-10, where the higher end of the scale indicates
higher satisfaction, while the middle and lower parts indicate lower
satisfaction or even dissatisfaction.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Competitive wages
Offering a competitive employee value proposition,
including competitive wages, is imperative to attract and
retain required competences in a highly
competitive industry.
Nordic’s employee value proposition is adjusted to local
markets, and subsequently defined based on average cost
of living at place of employment, in addition to local
industry/market conditions. All employees are entitled to a
competitive wage in accordance with local legislation and
market practices. Individual salary levels are determined
based on objective measures, such as performance,
responsibility, seniority, education, and experience, in
addition to local market expectations.
The company’s Board of Directors has appointed a
designated People and Compensation Committee (PCC) to
evaluate and oversee the organization’s overall
compensation strategies. The committee is composed of
shareholder- and employee-elected Board members, as
well as contributions from members of the company’s
Executive Management Team.
Nordic is focused on developing a Total Rewards package
with both monetary and non-monetary benefits. The
Group’s compensation package, including base salary and
incentives, is reviewed annually to ensure market
alignment. Base salary serves as the foundation of Nordic’s
rewards package. The Group conducts a salary review
process annually, however, this was not effectuated in
2023 due to cost containment. Salary review budgets are
based on both internal and external elements to ensure
fairness and competitiveness while safeguarding the
company’s short- and long-term sustainability. Salary
adjustments are based on several factors, including, but
not limited to, individual performance, competitiveness of
salary level, position in the ladder/leveling structure,
potential promotions, and so on.
Screenshot 2024-03-04 at 10.59.34.png
Type of employment
Nordic hires and develops competent workers as part of a
permanently employed workforce. Nevertheless, the
Company has needed to accommodate other employment
opportunities to attract required resources, due to talent
shortage in the market and time-constrained projects. All
workers engaged by Nordic, regardless of employment
affiliation, are entitled to secure working conditions and
predictable income, in addition to a healthy work-life
balance.
Temporary workers
Nordic has engaged a significant number of students in
internships, placements, and more during recent years to
ensure students graduate with relevant industry
knowledge. Despite the current financial constraints, Nordic
continued with student engagements during 2023, albeit at
a lower level than in previous years. Nordic, in addition,
employs temporary workers either directly or through
agencies to cover in cases of temporary absence, such as
parental leave. By year-end 2023, Nordic had 67
temporary workers (4.4% of the workforce), including
students and interns, with a gender split of 85% male and
15% female. Excluding students and interns, Nordic had 10
temporary workers by year-end 2023, with a gender split
of 50% male and 50% female.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Workforce composition**
2023
2022
Employees by type of employment, gender and
location
Number of
employees
% of total
employees
Number of
employees
% of total
employees
Permanent employees*
1 493
96.5%
1 435
95.0%
Female
256
17.1%
232
16.2%
Male
1 237
82.9%
1 203
83.8%
Temporary employees excl. students
10
0.6%
11
0.7%
Female
5
50.0%
5
45.5%
Male
5
50.0%
6
54.5%
Consultants
44
2.8%
65
4.3%
Norway
19
43.2%
29
44.6%
Female
4
21.1%
5
17.2%
Male
15
78.9%
24
82.8%
Finland
20
45.5%
12
18.5%
Female
2
10.0%
2
16.7%
Male
18
90.0%
10
83.3%
UK
1
2.3%
3
4.6%
Female
0
—%
1
33.3%
Male
1
100.0%
2
66.7%
Sweden
4
9.1%
4
6.2%
Female
3
75.0%
3
75.0%
Male
1
25.0%
1
25.0%
Rest of the world
0
—%
17
26.2%
Female
—%
1
5.9%
Male
—%
16
94.1%
Total
1 547
1 511
*Breakdown of location for permanent employees is provided in table
for Employees by region & gender distribution.
**Due to privacy concerns and the low number of individuals in
additional gender categories, this information is not disclosed.
Part-time employment
Nordic strives to offer full-time employment in all positions,
but offers part-time individual accommodation to the
extent possible. In 2023, 2% (30 employees) of Nordic's
permanent employees were employed in part-time
positions, either on employee request or in accordance
with medical advice. This number has been stable during
recent years, with no change from 2022 till 2023. The
gender split was 23 men and 7 women (77% versus 23%),
largely reflecting the overall gender split. Part-time
permanent employees are offered and often accept an
opportunity to reevaluate their working percentage during
the annual performance conversation with their manager.
Early-in-career
Collaborating with universities and educational institutions
and independently offering student opportunities is
important to Nordic. Nordic wants to ensure that student
workers graduate with relevant competence, in turn
ensuring a steady talent pipeline. Consequently, training
and career development for entry level employees is part
of the leadership responsibility.
Nordic recruited 57 students in 2023 despite the financial
situation in the company and a global hiring freeze. The
Group saw a gender split of 91% male and 9% female,
which is a decline in the female percentage compared to
2022, and the overall gender split in the company.
Moreover, Nordic recruited 25 graduates in 2023 (76%
male and 24% female). This comprised 14.2% of all hires,
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
compared to 15% (47 graduates) in 2022, still relatively
consistent in relation to the overall decrease in hires.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Training and skills development
In 2023, Nordic defined a leadership development
framework, including core leadership principles. This was
an important part of establishing a leadership framework,
also in progress. During the year, Nordic focused on
developing internal leadership trainings, covering basics
such as "Introduction to Nordic Leadership" (37%
participation rate) and "Leading Difficult
Conversations" (11% participation rate). In addition, 93
global leaders spent more than 179 training days combined
attending external leadership development courses.
Subsequently, external contributions were included in
internal management courses and individual coaching. The
initiatives included high-impact communication,
psychological safety, and unleashing talent in others. The
long-term ambition is to leverage relevant group
transformation through leaders embracing disruption and
change, to reduce risk and increase productivity and
employee satisfaction.
To enhance the relationship between employee and
manager and ensure employee involvement in setting
performance objectives, Nordic encourage and facilitate
regular appraisal conversations between managers and
employees. In 2023, 60% of leaders globally attended
leader training on how to conduct valuable performance
appraisal conversations. The purpose of the dialogue is to
foster employee engagement, drive performance, and
ensure talent development. In 2023, 80.2% of employees
formally completed annual appraisal conversations (81% of
male employees and 76.4% of female employees). One
contributing factor to a relatively low percentage is that
the Human Capital Management system is not always
used for this purpose, thus, the actual numbers might be
higher.
The implementation of the new engagement survey
platform in 2022 also provided leaders and employees
with a platform for sharing and following up on
confidential feedback, contributing to a more direct
dialogue and new development opportunities. In the
survey, more than 9050 comments were provided by
employees, which is an important source to understand
where Nordic are doing well, and where there is a need for
improvement. According to The Survey data, the majority
of the employees know what they are expected to deliver,
with scores just below the industry benchmark for goal
setting (8.4 which is 0.1 below 2022 score). This score
suggests employees to a certain extent are able to link
individual contribution towards group objectives. However,
Nordic see a decline from 2022 related to meaningful
work, suggesting that not all employees see their own
value contribution. Nevertheless, the data analysis confirms
that employees appreciate being offered challenging tasks
with scores 0.4 above industry benchmark (amongst top
25% of technology companies), however down 0.3 from
2022.
Nordic encourages and facilitates internal recruitment and
promotions in leadership responsibilities when possible. The
Group has intensified both internal and external training
and resources to train and build leadership capabilities
among new as well as experienced managers. The Group
structure also requires global alignment on leadership
principles, as well as local compliance with national
legislation and market practices. Nordic's management
handbooks outline country-specific legal and regulatory
requirements which leaders are expected to adhere to, in
addition to both global and local procedures, policies and
practices.
The average tenure in the Group is 5.5 years, with 9.6%
(149 employees) percent of the total workforce having
worked for Nordic for more than ten years. Considering
the Group's substantial growth over recent years, these
numbers suggest that employees are able to build a career
and take on new responsibilities within the Group.
Becoming a global company requires formalization of
frameworks for learning and development for both for
leaders and employees. In 2023, Nordic had a strong focus
on developing trainings for leaders to build leadership
capabilities within the newly defined framework. The
expectation is that 2024 will continue down the same path,
also with an overall increased focus on learning for the
entire organization. One of the projects that will be
initiated in 2024 is a full competency mapping of the entire
organization, according to one of the ISO 45000
requirements.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Reduction in force
Given the backdrop with lower revenue, margin pressure
and low revenue visibility, the company needed to adapt
by reallocating investments and reducing costs. Cost
optimization measures included reduced use of
consultants, streamlining of operational structure and an
assessment of the total resources required to continue the
company’s main R&D programs. These measures will have
effect from 2024 and will reduce quarterly operating
expenses in the order of USD 5 million.
The RIF process was conducted in a locally compliant
manner and in close collaboration with employee
representatives where applicable. Affected employees
were offered severance packages and other relevant
support as part of the process. In total, 84 permanent
employees were impacted by the downsizing process,
leaving the company with a total headcount of 1,493 at the
end of the year, an increase of 4.0% from 2022.
Collective bargaining and rights of workers
Nordic supports and recognizes freedom of association
and the right to organize. In 2023, collaboration with local
employee representation was essential to balance
employee needs versus company needs throughout the RIF
process. This collaboration is regulated by local legislation
in some countries, requiring employee consultation. Local
employee representatives also played an important role in
supporting employees through a difficult situation. In this
process Nordic applied the minimum notice period relevant
for each location and went beyond this depending on
agreed parameters.
The Group encourages and facilitates global employee
representation and involvement. 22.4% of the employees
are covered by formal collective bargaining agreements,
which are based on statutory requirements at the national
level of the sector in which Nordic operates. Employees in
Poland, Finland and Norway are represented by local
employee representatives. In Norway there are house
representatives in addition to labor union representatives.
In Poland there is house representation, while there is labor
union representation in Finland. Other employees are
represented through other elected representatives on
various matters. Working conditions, including salaries, are
in compliance with local legislation and defined based on
market data and benchmarks as explained in the section
for competitive wages, in combination with data from
employee representatives. It applies to all employees
independent of affiliation. Regular meetings are facilitated
between local management and employee representatives
at the larger office locations, as is quarterly meetings
between global employee representatives and leaders
from both People & Communication and the Executive
Management Team. The dialogue between management
and the employee representatives is characterized by a
two-way direct feedback and continuous development
approach, with the ambition to enhance collaboration and
processes.
Nordic value and consider information provided from
employees, either directly or through employee
representation, related to employment terms and local
working environment. Nordic positions terms of
employment and working conditions at par or above
regional statutory requirements, or in accordance with
collective bargaining agreements from other comparable
organizations.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Health & safety
Employees' health and safety is imperative for Nordic
Semiconductor. Nordic strives to always uphold legal and
ethical responsibilities and are committed to continuous
improvement. Consequently, Nordic review and update
policies and procedures regularly to maintain high
standards of transparency and accountability. More so,
Nordic also continue to develop global health benefits to
encourage employees to be more active and take care of
their own health, deemed highly relevant, considering the
nature of the work in Nordic mainly being sedentary.
To ensure a safe working environment and promote good
health for the entire workforce, Nordic has an occupational
Health and Safety (OHS) Management System. The CEO
has the overall responsibility for the company’s working
environment and the OHS management system. Nordic's
OHS management system is based on and certified
according to the ISO 45001 Occupational Health and
Safety Management System standard. ISO standard
certification requires an annual review by Det Norske
Veritas (DNV), which provides feedback and ensures that
Nordic uphold and continuously improve internal practices,
procedures and policies. This year's audit uncovered one
minor nonconformity and a few defined opportunities for
improvement. The nonconformity was related to
documentation of chemical handling, which is currently
being addressed and resolved by end of Q1 2024.
Nordic has not had any complaints or registered any
severe human rights incidents or violations within its own
workforce during 2023. The Group’s global Total
Recordable Rate (TRR) for 2023 was 0, which is equal to
having zero incidents. The key factor in this value is
Nordic's fabless set-up without heavy machinery and
equipment. This reduces the risk of accidents and injuries.
Employees handling hazardous chemicals are trained and
required to follow regularly rehearsed emergency protocol
and procedures.
The Group has established local Occupational Health and
Safety Committees for operations in Norway, Finland, the
Philippines, and Taiwan. Other office locations are
safeguarded by the corporate Occupational Health and
Safety Committee (AMU) body in Norway. In compliance
with local H&S legislation Nordic also train employees, with
100% of the workforce in Denmark and Sweden completing
First Aid and Fire Safety Training during 2023. In Poland,
Nordic do periodic H&S training, with 92% of the workforce
undertaking such during 2023. All Nordic Semiconductor
manufacturing partners must be certified according to ISO
45001 or a similar standard and adhere to the RBA Code
of Conduct.
Nordic Semiconductor conducts an annual Occupational
Health and Safety risk assessment to reveal potential areas
of concern in the workplace. In 2023 the analysis
concluded that ergonomics, workspace, and role-related
stress are key improvement areas.
Engaging in regular physical activity has a positive impact
not only on one's own health, but also on productivity and
engagement. To promote physical activity, the Group has
continued the initiative where employees are encouraged
to be active for up to 60 minutes per week during working
hours. This initiative has been well received and widely
used, with over 20,000 hours spent in 2023 (approx. 30%
growth compared to 2022). In addition, to promote
physical activity outside the workplace and working hours,
Nordic Semiconductor introduced the benefit of subsidizing
gym memberships in 2022, with more than 400 employees
using this throughout the year. In addition, outside-of-work
activities were promoted by Strava challenges,
encouraging employees to be active, with more than 4,000
active hours registered.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Sick leave
Nordic’s ambition is maintaining a healthy workforce with a
low level of sick leave. Consequently, both short- and long-
term rates are monitored continuously, enabling us to take
preventive measures. The global average sick leave was
1.9%, a reduction of 0.5 percentage points from 2022. The
rate for short-term sick leave* was 0.88%, which is a
decrease from 1.6% in 2022 and well below the threshold
of 2.5%. Overall, all major sites had quite stable rates with
no significant changes from previous year. Total sick leave
in Norway was 2.6% (decrease of 0.2 percentage points
from 2022), while short-term sick leave remained below the
Group threshold at 1.5% in 2023 (decrease of 0.1
percentage from 2022).
Employees are required to follow local reporting
requirements for registration of sick-leave outlined in the
country specific employee handbooks. All local practices
are in accordance with local legislation, including pay
during sick leave. Accident in the workplace is reported
under section for Health and Safety, further data is
collected in accordance with local legislation, in addition to
GDPR, and is hence limited.
*Short-term sick leave is defined as ill-health absenteeism below 16
consecutive days.
Parental leave
All employees in Nordic are entitled to parental leave. The
terms for taking leave are outlined in the local employee
handbooks and based on country-specific legislation and
common market practices. During 2023, 54 employees (4%
of total workforce) in Nordic took parental leave, 46 men
(4% of male employees) and 8 women (3% of female
employees). In Norway, 16 employees were on paternity
leave (3% of male employees), while 4 employees were on
maternity leave (4% of female employees) . Nordic pays
parental benefits beyond the National Insurance Scheme
in Norway. While the National Insurance Scheme refunds
an annual salary up to 6 G (G refers to the basic amount
used in the calculation of various social security benefits,
pensions, and other financial regulations). Nordic offers the
full salary if the employee has been working for at least 6
of the past 10 months before the birth or adoption
of the child. The average number of weeks on leave for
men in Norway was 10.3 weeks, while the average for
women was 30.6, resulting in an overall average parental
leave in Norway of 14 weeks in 2023.
Attrition
In 2023, the employee attrition rate was 8.8%. The turnover
rate was 6.8%, up from 6.6% in 2022. "Attrition" is used to
describe reduction of workforce by employees leaving
voluntary or involuntary for any reason. "Turnover" is used
for employees leaving voluntarily (resignations only). In
total, 128 employees left the Group in 2023, whereof 100
voluntarily and 28 as a consequence of the RIF process
(21.9%). The RIF process leaves attrition numbers for Q1
2024 by an additional 56 making the total RIF number 84.
Nordic’s People & Communication function encourages
and carries out exit interviews with leavers to obtain
objective information for improvement purposes and
ensure a professional experience throughout the entire
employee journey.
Historically, Nordic has had a high average length of
service. In 2023, the average tenure before job change
amongst Nordic’s competitors was reported by LinkedIn to
be just over 3 years. In comparison, Nordic had an average
of 5.5 years for 2023, which is high, especially, considering
recent years' growth rates. At the same time, as the
Group’s workforce ages, four employees across the globe
entered into retirement in 2023.
Employee engagement
Employee engagement measures dedication, motivation
and enthusiasm amongst employees. Highly engaged
employees have higher well-being, better retention, lower
absenteeism and higher productivity”(source Gallup Q12
meta-analysis). Nordic conducted a global employee
engagement survey for 2023 at the beginning of 2024
(90% participation rate). The Survey reflected a challenging
year, including a reduction in workforce in Q4 2023. The
employee engagement score was 6.9 (1.5 decrease from
2022) with a distribution of 51% promoters, 29% passives
and 20% detractors.
The company has already taken several measures to
increase employee engagement, however acknowledging
that the company has seen a challenging year, which
clearly has impacted employees.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Screenshot 2024-02-26 at 14.53.07.png
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Indicator
Target 2024
2023
2022
2021
Human capital, diversity, and employee engagement
Number of employees
1493
1435
1197
Percentage female employees
17.1%
16.3%
14.0%
Employee turnover rate (%)
< 5.0%
8.8%
6.6%
5.6%
Number of students/interns from universities
57
110
57
Number of contractors
44
70
54
Percentage of temporary workers
4.4%
5.5%
4.3%
Total compensation ratio*
2.72
10.23
9.18
Total compensation ratio change (year-over-year)
11.0%
Diversity, equity & inclusion average score
Above benchmark
8.0
8.5
Employee engagement average score
Above benchmark
6.9
8.4
Health and safety
Work related incidents
0
0
2
0
Lost Time Incident Rate (LTIR)
0.0
0.0
0.1
0.0
Fatality rate
0
0
0
0
Contractor fatality rate
0
0
0
Total sick leave (Norway)
2.59%
2.79%
2.28%
Short time sick leave (Norway)
< 2.5%
1.45%
1.59%
1.22%
Health and well-being average score
Above benchmark
7.8
8.3
Social well-being average score
7.9
7.8
Mental well-being average score
7.7
8.0
Management support average score
8.7
8.7
Organizational support average score
7.4
8.3
Workload average score
7.6
7.9
*2023 CEO compensation includes a reversal of RSU and PSU expenses in connection with CEO resignation. Total compensation for CEO excludes continued salary for one year after last working day and severance pay of
total NOK 13 569 and, pro rated RSU payment of NOK 1 830. Comparing only CEO fixed salary and average employee total compensation, the 2023 ratio is 5.33.
Diversity, equity and inclusion
Nordic Semiconductor has worked consciously with
diversity, equity, and inclusion (DE&I) initiatives for many
years to build an inclusive group culture where employees
of all backgrounds are valued for who they are. The Survey
score indicates a decrease in employees' perception of the
company's efforts to maintain a diverse workforce with a
drop from 8.5 to 8.0 from 2022 to 2023. Nordic also see an
equivalent drop on inclusiveness, with a score of 0.1 under
industry benchmark, putting us on in the middle range of
the technology sector, compared to last year with a score
in the top 25%.
In 2022, Nordic committed to developing and
implementing a strategic framework to guide efforts
related to DE&I in the years to come, which was finalized
and anchored late 2023. The framework outlines a
governance structure, targets, and measures, including an
implementation plan for how the entire organization will
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
be involved, educated and ultimately held accountable for
own behavior. The framework will be implemented
throughout the global organization, primarily focusing on
building awareness and redefining Nordic company culture
with a point of departure focusing primarily on inclusion for
2024.
Gender diversity
Nordic has an ambition to minimize the internal gender
gap, a recognized challenge within the industry for both
competitors and partners. Nordic works actively with
promoting both the industry, company and engineering
disciplines towards female students through various
engagements. Nordic also engage through other
measures, such as ensuring inclusive language in job
advertisements and internal and external communication,
to ensure non-biased messaging. Consequently, Nordic
has seen an increase in female hires, an overall
improvement to 23.4% of new hires being female in 2023
compared to 21.8% in 2022. Of total global hires R&D
calculated for more than 60%, here Nordic saw a gender
split of 13.2% female vs. 86.8% male in 2023.
Analysis of R&D career development from developer to
principal levels from 2018-2023 shows no significant
difference in career progression due to gender, location
or ethnicity.
In Norway, female hires increased from 27.4% in 2022 to
37.5.% in 2023. The following table Employee growth
shows gender diversity with a further breakdown for the
full Group with comparable data from previous years.
Category
2023
2022
2021
Number of total hires
175
326
270
Number of female hires
41
71
50
Female hires in percentage
23.4%
21.8%
18.5%
Total headcount increase
percentage
4.0%
19.7%
22.4%
Number of female employees in
the Group
255
234
168
Percentage of female employees
in the Group
17.1%
16.3%
14.0%
Increase in female employees in
percentage
9.0%
39.3%
22.6%
Employee growth with regards to gender diversity
Cultural diversity
In 2023, Nordic reduced its recruitment activity significantly
compared to recent years. 175 employees were hired in
2023 (151 less compared to 2022), while the total increase
in headcount at year end was 58 (4.0%). Nordic hired 48
(27%) new employees in Norway during 2023 (58.4% of
total workforce was employed outside of Norway by year
end 2023), thus increasing its global employee share.
Nordic branches in the UK and Sweden relocated,
respectively, 10% and 15% of staff from abroad. Nordic
interpret the ability to attract and relocate employees as
an indication of a strong global employer brand. Nordic
are proud to recruit from an international talent pool,
however, the need to do so, also indicates a fierce
competition for local talent.
Nordic monitor performance on specific diversity &
inclusion measures to ensure employee experience is in line
with overall company targets. The Survey revealed that
employees feel Nordic Semiconductor has an inclusive
company culture, with an overall 8.2 score, down 0.3 since
2022.
Age diversity
Nordic Semiconductor aspires to be a healthy and
attractive workplace for employees across all age groups
and phases of life. The average employee age has been
stable over the last three years, with a 2023 average of 40
years. The Group’s youngest employee was 22 and the
oldest 69 in 2023. The Phase of Life Policy aims to facilitate
employee development and knowledge growth throughout
the employee journey. Each phase is based on the
principle that employees have different needs and
priorities throughout various stages of their lives.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Age.png
Equality
Nordic aim to foster a culture where all employees have
the same rights and opportunities. Employees are
encouraged and allowed to develop and expand their
knowledge base and careers across teams and
departments, and sometimes cultures. To further
strengthen the Group’s efforts, it has been implemented a
new Application Tracking System in 2023, which enabled a
separate career site for internal job announcements solely.
This is key to ensure equal opportunities to apply for
internal promotions and positions. More so, the new
system also provides data sets that allow Nordic to
analyze and potentially reveal any bias in the recruitment
system. This helps to ensure the Group target efforts where
they matter. In 2024, Nordic will continue measuring to
ensure a recruitment process without bias and which
includes both educating leaders, thus assessing and
reinforcing internal processes globally.
The Survey data reveals that female employees scored
Nordic’s efforts to maintain a diverse workforce and create
an environment where every individual feels included at
8.0, while male employees gave the score 8.1. This is an
equivalent gap compared to 2022, and a decrease for
both groups. The most significant difference is seen when
analyzing scores on equal opportunities, where female
ratings are 0.3 below male ratings. This is the same as
2022.
Equal pay for work of equal value
Nordic strives to ensure that work of equal value receives
equal pay. Nordic aspiration is that the Employee Value
Proposition (EVP) offers competitive benefits, including
salary, short- and long-term incentives, insurances, pension
schemes, and more. The Group links remuneration to
specific Key Performance Indicators (KPIs) and objectives in
the belief that this makes the mission and strategy more
attainable. As an example, Environment, Social and
Governance (ESG) factors are important focus areas for
the Group and the employees. Including measurable ESG
objectives as KPIs is intended to increase employee
engagement and contribute to a better business outcome.
The Group has a global standardized framework to
determine and adjust salary levels. Salary development is
initiated through an annual salary review process.
Employees within research and development are expected
to advance through a career ladder with fixed salary levels
based on level/position and responsibilities. In addition,
there is a reward strategy for permanent employees, who
are eligible for the Group's short- and long-term
incentive programs. Salary levels are determined based on
objective measures such as performance, responsibility,
seniority, education, and experience, in addition to local
employment market expectations. Internal data analysis on
salary development for employees within R&D in 2018-2023
shows no significant difference in salary progression
between genders or ethnicity in the different labor markets.
This indicates that equal work has equal pay, from
graduate level to principal level. This also includes
leadership positions.
The annual salary review for 2023 was not conducted due
to salary freeze as a result of the Groups financial
constraints, consequently, the overall satisfaction with the
total rewards process and salary levels has decreased in
general during 2023.
Gender pay ratio
Gender pay ratio is calculated as average across positions.
Within the R&D department in Norway, the average salary
in 2023 for women was 82% of the average salary for men.
The average global salary for female employees in all
departments was 75% of that of men, excluding executive
management. Within executive management, the average
salary for female employees was 74% of that of men. The
general salary gap between women and men is explained
by a larger share of men in senior positions, in addition to
having a larger proportion of men also in customer-facing
roles with higher salaries. Nordic also see a predominance
of women in junior and administrative positions,
particularly in low-cost countries, where salary levels are
below the Group average. This affects the ratio, for
instance, for Supply Chain with main locations in Asia.
Nordic are committed to monitoring and analyzing the
gender pay ratio across the world, focusing both on
diversity, but also on roles and adhering to, thus
challenging, local market practices.
Category
Male
Female
Gender Pay
Ratio*
Overall (excl EMT)
1239
255
75%
Executive Management Team
(EMT)
8
2
74%
Business support**
97
69
84%
Research and development**
1011
137
82%
Sales**
85
8
82%
Supply Chain**
46
41
51%
Gender pay ratio statistics for 2023, by category
*Average female salary / average male salary
**Executive management team has been excluded to avoid
double counting
Measures against harassment and violence in
the workplace
Nordic Semiconductor has a zero tolerance for harsh,
unfair or inhumane treatment of employees, including any
sexual harassment, sexual abuse, corporal punishment,
mental or physical coercion, or verbal abuse. More so, in
accordance with the RBA, Nordic does not tolerate
trafficking of human beings, forced labor or child labor.
Nordic has a non-discrimination policy enshrining an
employee's right not to be harassed or discriminated.
In 2023, Nordic implemented a global disciplinary
procedure, sanctioning that disciplinary measures can be
initiated towards employees who have been involved in
matters of non-compliance, including breach of non-
discrimination policy. Nordic also initiated harassment
prevention training in both the US and Asia, with 93% of
employees participating in such awareness trainings. All
employees are encouraged to report any signs of potential
discrimination or ethical misconduct through the Group’s
whistleblower channel, further explained in the governance
chapter. The Survey results indicate a company culture
where employees somewhat feel they can be themselves
without fear of discrimination, offering fair opportunities.
However, there was a 0.8 decrease from 2022 (there is a
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
gap between genders, where female scored 0.3 below
males), which requires attention and action.
Nordic will continue to uphold the non-discrimination policy
going forward. This policy, together with other
fundamental principles for a healthy company culture, will
be reinforced by the implementation of an enhanced
Nordic Code of Conduct in 2024. Nordic's Code of
Conduct, approved by the Board of Directors, set out clear
expectations, as well as guidance for the management of
challenging issues for the entire workforce globally.
Screenshot 2023-02-28 at 09.44.55.png
Priorities going forward
Moving forward, striving to keep a healthy work
environment, including monitoring workload and ensuring
a healthy work-life-balance, in addition to implementing
Nordic’s DE&I framework will be the main priorities. These
will be important to maintain and increase employee
engagement and attract and retain talent. Being
competitive in the fight for talent is key for Nordic. In order
to stay competitive, a healthy and inclusive work
environment where employees can thrive is important.
Implementing Nordic’s DE&I framework, with a point of
departure focusing primarily on inclusion, will be an
important step in structuring the work in this area to
maximize the output of the efforts for business outcome.
The aim is to continuously improve Nordic’s culture of
innovation and ensure an inclusive and healthy working
environment. Nordic is dedicating significant effort to
fostering such a culture and, through this, also maintaining
and increasing a healthy employee engagement.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Workers in the value chain
Why it matters
As a fabless semiconductor company, Nordic develops and
sells electronic circuits for which manufacturing is
outsourced to specialized partners throughout Asia and
Europe. In other words, Nordic's products are the result of
concerted efforts by workers in a complex semiconductor
supply chain - from material extraction to component
assembly and test. Downstream, Nordic collaborates with
trusted distributors to ensure an efficient service to the
customers' value chain in various markets, where products
are incorporated into further developed products that the
end customers can use.
The semiconductor value chain includes the procurement
of raw materials, products, and services from industries
and geographies with inherent risks to workers' rights. This
could lead to potentially negative impacts for workers in
the value chain where their rights are not respected.
Nordic's approach
Nordic's value chain and its sustainable value chain
management are illustrated on the succeeding page.
Commitments are described in the Corporate Social
Responsibility policy. The Group conducts risk-based due
diligence in compliance with internationally accepted
frameworks as described in this chapter.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Commitment
Nordic Semiconductor is committed to conduct business in a way that
respects and supports internationally proclaimed human and labor
rights.
Targets
Further develop human rights framework, further develop partner in-
depth risk assessment, further develop reporting on sourcing of
minerals.
KPI
Conduct in-depth risk assessment of select companies, full coverage
of conflict minerals reporting for standard products.
Status
Portfolio risk assessed and high-risk categories mapped for
prioritization; in depth risk assessment of companies based on
prioritization ongoing. All standard products have full coverage for
conflict minerals reporting.
Policies
Corporate Social Responsibility Policy, Conflict Minerals Policy, and the
RBA Code of Conduct.
Impacts
Promote peaceful and inclusive societies by commitment to respect
and support for human rights and decent working conditions.
Risks
Procurement of goods and services from industries and geographies
with inherent risks related to human rights and labor rights. Loss of
reputation and business opportunities.
Strategy
Combine own focus and industry-level sustainability efforts to
positively impact the value chain.
Screenshot 2024-03-19 at 11.59.59.png
Nordic Semiconductor’s value chain and illustrative examples to the approach to sustainable value chain management
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Safeguarding human rights and decent working
conditions in the value chain
As a global fabless semiconductor company bringing
together best-in-class experts from across the globe,
Nordic firmly believes that people are the greatest asset of
its value chain and that they shall be treated with dignity
and respect. From initial design and prototype production
to manufacturing and distribution, human and labor rights
shall be at the core of how Nordic treats employees, the
workers in the value chain, and the local communities that
the Group is a part of.
Nordic endorses the principles outlined in the United
Nations Guiding Principles on Business and Human Rights
and the OECD Guidelines for Multinational Enterprises. The
Group strives to integrate these principles into its human
rights due diligence framework.
Screenshot 2024-03-04 at 14.04.44.png
The human rights due diligence framework is an integrated
part of Nordic's compliance program, managed by the
Head of Compliance. The Head of Compliance supports
the organization in implementing Nordic's commitment to
human and labor rights within the respective business- and
functional areas by incorporating relevant measures into
relevant procedures, actions, and mitigation plans.
This section has been developed to comply with the legal
requirements of the Norwegian Transparency Act of 2021
and is prepared based on information collected from all
consolidated entities in Nordic.
1. Anchoring of commitments
Nordic is committed to sustainable business practices
supporting internationally recognized standards such as
the Universal Declaration of Human Rights, the
International Labor Organization (ILO) core conventions,
and the United Global Compact.
Nordic is a signatory of the UN Global Compact Principles
and a member of the Responsible Business Alliance (RBA)
and the Responsible Minerals Initiative (RMI). The Group
has outlined its human- and labor rights commitments in
the following:
Corporate Social Responsibility Policy
The Corporate Social Responsibility Policy outlines the
commitment to responsible and ethical business practices,
emphasizing accountability for societal and environmental
impact, stakeholder interests, and adherence to human
rights. The policy prohibits forced- and child labor and
prohibits retaliation against those reporting concerns of
misconduct. The policy also commits Nordic to comply with
the Responsible Business Alliance (RBA) Code of Conduct
and that the manufacturing suppliers shall sign adherence
to the RBA Code of Conduct with a commitment to
communicate its expectations and requirements to the
following next tier of suppliers. The policy is available on
the Group’s website.
Conflict Minerals Policy
The Conflict Minerals Policy articulates the commitment to
engage only in trade that upholds the respect for human
rights and does not contribute to violent conflicts. Nordic’s
products and supply chain shall be “conflict free”, i.e. free
of materials that directly or indirectly finance or benefit
armed entities. Furthermore, the Policy affirms Nordic’s
commitment to the OECD Due Diligence Guidance for
Responsible Supply Chains of Minerals from Conflict-
Affected and High-Risk Areas, and to conduct due
diligence of relevant suppliers, encouraging them to do the
same with their own suppliers. The policy is available on
the Group’s website.
2. Conducting regular risk assessments
Nordic conducts regular risk assessments of its value chain
to identify significant risks and adverse impacts on human
rights and decent working conditions. Reporting on human
and labor rights risks is an integrated part of the Enterprise
Risk Management process, subject to a biannual review.
Business partner assessment utilizes consolidated
accounting data for the reporting period to identify
procurement categories. These categories are scrutinized
against sector and industry risk information provided by
the Norwegian Government Agency for Financial
Management (“DFØ”), the International Labour
Organization (“ILO”), and The United Nations Environment
Programme Finance Initiative (“UNEP”). Additionally, Nordic
factors in country risk data using indexes such as
Transparency International Corruption Perception Index,
the International Trade Union Confederation Global Rights
Index, the U.S. Department of Labor List of Goods
Produced by Child Labor or Forced Labor, and the Global
Gender Gap Report Index. The outcome of the assessment
is an overview of inherent business partner risk exposure,
enabling Nordic to identify companies and categories of
such that will be prioritized for further in-depth risk
assessment.
Through the risk assessment, Nordic has identified and
grouped three inherently high-risk, eight inherently
medium-risk, and six inherently low-risk categories of
companies. Due to to the number of companies and
geographical spread, Nordic selected the following high-
risk category as priority for further in-depth assessments
due its strategic significance:
■Manufacturing: Encompassing foundries, OSATs, and
other component suppliers involved in the production,
testing, and assembly of semiconductors.
While Nordic’s focus in 2023 has been on conducting in-
depth risk assessments of selected companies, this
endeavor demands substantial effort and will need to
extend into a longer timeframe and a continuous
approach throughout the portfolio.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
3. Preventing and mitigating identified risks and actual
negative impacts
Nordic is committed to conducting business ethically and
lawfully and expects the same from business partners.
Potential and existing business partners are subject to due
diligence to ensure their reputations and abilities meet
Nordic standards. Upon identification of a risk, Nordic may
necessitate further measures such as further
documentation, interviewing key personnel, or determining
other appropriate actions.
Supply chains for manufacturing semiconductors, especially
sourcing of raw materials, tends to be complex and
fragmented. This leads to limited traceability and
transparency, and in turn, increases the inherent risk for
human and labor rights violations. Ensuring compliance
with the RBA Code of Conduct is embedded into Nordic's
supplier management framework. Nordic conducts a site
audit that includes Corporate Social Responsibility
management of new manufacturing suppliers. Any
identified risk or finding during this audit is followed
through before approving any supplier. As part of
continuously monitoring approved suppliers, Nordic utilizes
RBA questionnaires and audits. The result of an RBA audit
is accessible to all RBA members who nominated the
supplier and are approved by the supplier/auditee. Failure
to actively remediate or comply with Nordic's requirements
or the RBA Code of Conduct could result in the
termination of the business relationship.
As of today, all Nordic’s tier-1 manufacturing suppliers have
their own documented corporate social responsibility
policies and have signed adherence to the RBA Code of
Conduct with a commitment to communicate this to the
following next-tier suppliers. Several of our manufacturing
suppliers have their memberships in RBA.
To further address potential risks and impacts, Nordic
analyzes whistleblowing reports submitted through
reporting channels. Regular discussions among different
levels of management and employees facilitate
identification and mitigation of concerns, ensuring the
prevention of adverse impacts on people.
4. Tracking and evaluating the efficiency of
implemented measures.
Nordic conducts monitoring of its suppliers, as detailed in
step 3. Risks and adverse impacts are addressed through
appropriate actions, including targeted remediation or
preventive measures. In some cases, Nordic might conduct
follow-up audits to ensure measures have been effectively
implemented. The implementation and effectiveness of
measures, as well as any remedial actions, are closely
monitored by the responsible business function manager.
5. Communication with stakeholders.
Stakeholder engagement is a key part of the Nordic’s
human rights due diligence work. Nordic collaborates
closely with suppliers to ensure that they uphold human-
and labor rights in the way they conduct their business.
The Group seeks to actively communicate with employee
representative bodies as an extension of the efforts to
improve respect for human rights and working conditions.
Nordic will continue to engage with global stakeholders to
foster a culture of respect for human and labor rights, not
only in the business but also in the industry. Nordic
participates in multilateral initiatives such as the
Responsible Business Alliance and UN Global Compact.
Nordic Semiconductor provides information on how to
work and respect and support labor and human rights in
the Annual Report, which is made publicly available on the
Group’s website.
Nordic has established a way for the public to contact and
a process for handling information requests on how
human rights due diligence is conducted along with
findings/results.
6. Remediating identified or reported grievances.
Nordic is committed to effective remediation where
adverse human rights impacts are caused or contributed
to. Nordic demands prompt remedial action where
violations have been identified. Where Nordic find impacts
directly linked to the business relationships, influence will
be applied to encourage suppliers or business partners to
cease, prevent, or mitigate adverse impacts on
human rights.
In 2024, Nordic will implement a whistleblowing channel
that is open for reporting from external stakeholders,
including workers in the value chain. Nordic does not
tolerate retaliation against anyone who speaks up in good
faith, and all reported grievances and violations are
managed confidentially. For more information about
Nordic's process for handling reports of concern and
whistleblowing channel, see the chapter on
Responsible sourcing of minerals
Nordic's products contain 3TG (Tin, Tungsten, Tantalum,
and Gold) and Cobalt. Nordic Semiconductor
acknowledges that sourcing of minerals are exposed to
inherent human- and labor rights risks. As a fabless
semiconductor company, Nordic does not purchase
minerals directly from mining companies or smelters, but
this is part of the indirect procurement from manufacturing
partners.
Nordic is a member of the Responsible Mining Initiative
(RMI), an initiative by the RBA, and the Global e-
Sustainability Initiative (GeSI). As a member, Nordic is
committed to ensuring business practices support
responsible mineral sourcing, including but not limited to
conflict-affected and high-risk areas.
Conflict Minerals Policy
Nordic's conflict minerals policy is publicly available on the
Group website. The policy covers Nordic’s commitment to
exercise due diligence according to OECD guidelines and
to engage with suppliers to exercise such due diligence.
Conflict Minerals due diligence and reporting
Nordic is committed to meet internationally accepted due
diligence standards, and monitor tier-1 suppliers to identify
those that supply materials at risk of containing conflict
minerals. For Conflict Minerals Management, Nordic
cooperates with its manufacturing partners, of which 80%
are currently RMI members.
Smelters and their locations are identified based on the
reporting template from RMI, which has become the
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
industry standard. All the smelter information received from
the suppliers is validated against RMI's conformant smelter
list. Nordic only accepts smelters verified as conformant.
Nordic provides reports at the smelter/refinery level to
customers and other stakeholders upon request. The
reports contain information on smelters' compliance status,
mine locations, and Nordic’s management of Conflict
Minerals issues.
In the event of changes to the smelter list or smelters'
compliance status, these changes are investigated and
handled by company routines for managing non-
conformities and corrective actions. Corrective actions can
include requiring suppliers to stop using a non-conformant
smelter or changing suppliers as necessary.
To date, Nordic has no incidents of using smelters
supporting armed conflict. For 2024, Nordic expects
Conflict Minerals to remain a highly relevant issue and will
continue to engage suppliers to precisely identify the origin
of all material used in Nordic's products.
Priorities going forward
The Group will continue strengthening the human rights
due diligence framework. Primary focus has thus far been
tier-1 manufacturing partners, moving forward, Nordic will
continue these efforts in the upstream value chain;
furthermore, Nordic will intensify its focus on its
downstream value chain.
Ongoing activities, such as mitigation of identified risks/
impacts up until satisfaction, integrity due diligence, RBA
audits, and maintenance of reporting channels, will
continue as planned.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Consumer and end users
Why it matters
Nordic Semiconductor seeks to be a leading provider of
connectivity solutions for the IoT, with integrated circuits
(ICs), development kits and prototyping tools, as well as
the complementing software and cloud solutions,
empowering customers to create highly efficient, reliable
and secure products with optimized features for their end-
users. Nordic’s unwavering commitment to ensuring
unparalleled quality, security, and reliability forms the
foundation of the reputation as a trusted provider.
For Nordic Semiconductor, failure to deliver on
expectations from customers can lead to loss of revenue,
future business opportunities, litigation and negative
reputation. Conversely, delivering secure, reliable products
and solutions of high quality can give Nordic
Semiconductor commercial and financial upside, in
addition to strengthening reputation.
Nordic’s approach
Nordic’s commitment is outlined in the Information Security
Policy and ISMS Secure Development Policy, both of which
are published in internal channels. Customer feedback is
actively tracked with Nordic’s customer feedback loop,
allowing us to obtain invaluable feedback which informs
the continuous improvement and investment into security
and quality measures.
Product security
In the ever-evolving landscape of security challenges,
Nordic Semiconductor remains steadfast in its commitment
to delivering products and services that are not only
innovative but also inherently secure for customers and
end-users.
To address the importance of managing material actual
and potential impacts on customers and end-users, Nordic
Semiconductor has established a dedicated product
security team lead by a Product Security Officer ("PSO").
The PSO is responsible for aligning and coordinating
security engineering efforts and reports directly to the
Chief Technology Officer ("CTO").
Nordic’s systematic security development process considers
best practices, regulatory requirements, and customers’
input to define products and services. Each product
development project establishes security targets, ensuring
alignment on assets, security controls and threats to be
addressed. Each product development project follows a
secure development lifecycle which mandate establishing
security targets and performing threat modelling. This
effort ensures alignment on assets, security controls and
threats to be addressed by the product development
project.
Nordic’ Semiconductor's product security strategy is aligned
with the Platform Security Architecture (PSA) initiative by
Arm, which offers a framework for securing connected
devices. Security targets and product deliverables are
evaluated using the SESIP methodology within Arm's PSA
Certified program. In 2023, Nordic successfully passed PSA
Level 2 certification with the nRF5340 short-range and
nRF9160 long-range products.
Cryptographic key management is another area of focus,
ensuring that confidentiality of key values is preserved.
Infrastructure and process complies with the Common
Criteria - Security Assurance Requirements.
Nordic Semiconductors Product Security Incident Response
Team (PSIRT) responds to reported security vulnerabilities
in Nordic Semiconductors products (hardware and
software), documentation, and services. The PSIRT ensures
that security vulnerabilities are analyzed, documented, and
communicated in a responsible manner. Vulnerabilities are
assessed using the Common Vulnerability Scoring System
(CVSS). To help secure hardware and software portfolio,
Nordic also sponsor a bug bounty program on a top
hacker-powered security platform, HackerOne.
Quality assurance and management
Nordic is convinced that high quality products are the
minimum and required baseline for any semiconductor
player – this is what gives us the right to play. Quality
assurance concerns managing the company's deliverables
and the expectations to the deliverables. This includes
planning, documenting, controlling and improving how
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Commitment
Nordic is committed to provide efficient, reliable and
secure products and services.
Targets
Provide the market with high quality products and
services that are highly secure while also ensuring
cyber resilience and awareness.
KPI
Provide certified and secure products, customer
satisfaction, provide robust technical and
organizational resilience against cyber attacks.
Status
PSA Level 2 certification passed for nRF5340 and
nRF9160, established dedicated information security
and cyber resilience organization and initiated
cybersecurity awareness training.
Policies 
Information Security Policy, Quality Policy, ISMS Secure
Development Policy.
Impact
Provide the market with secure and reliable.
Risks
Loss of reputation, litigation, loss of future potential.
Opportunities
Strengthen Nordic Semiconductor's reputation as
trusted provider of connectivity solutions.
Strategy
Continued enhancement and progress of ongoing
initiatives, as well as risk detection and mitigation.
Nordic organize the work in processes and projects across
the organization to prevent design mistakes. Product
quality is controlled by verification, characterization, and
qualification testing in the development processes, while
each produced unit is subject to outgoing acceptance
testing. In case of failures, documented procedures and
routines are in place to ensure effective and efficient
handling of customer complaints, or non-conforming
production outputs. Since Nordic knows that time is critical
for any Customer experiencing a problem, it has been
chosen to invest heavily in a state-of-the-art failure
analysis lab to rapidly support with root cause analysis in
case needed.
Nordic has been certified to ISO 9001 since 1996, and has
since then added additional certifications integrated with
the management system. This includes ISO 45001, ISO
14001 and ISO 27001. Certificates are available on Nordic's
Nordic's Quality policy outlines the commitment to
customer satisfaction and profitability, and how this will be
achieved by meeting relevant quality objectives:
■Deliver the right product on time and without defects
■Communicate clearly and timely to put expectations
right
■Comply with applicable standards and regulations
■Work continuously to reduce waste in the processes
Throughout 2023, Nordic has made characterization and
qualification programs stricter than industry standards and
the result of this is expect to be an even further improved
quality level of up-coming and new products.
Ensuring customer satisfaction
Nordic believes that the best way to ensure long-term
customer engagement is through deliveries above or
according to customer expectations. This commitment is
documented in the Quality Policy as stated above.
Nordic runs an extensive customer satisfaction survey
annually, targeting existing customers and distributors.
Survey results show consistent high satisfaction results, but
have also helped us identify areas of improvement within
product and service portfolio. In addition, direct
communication with, and scorecards from, Key Account
customers are used to get a holistic view of different
customers perception of the deliverables.
There are multiple and parallel channels to get support
from Nordic Semiconductor. Any support request can be
filed on the Dev.Zone support site where a first feedback is
provided within 24h (working days) and the Field Quality
group can also be contacted directly in cases related to
Mass Production.
Based on feedback from customers, and the evolving
technologies and product portfolio, Nordic has developed
a User Experience program to improve the customers
journey and experience with Nordic's product offerings.
Information security and cyber resilience
Information security concerns the protection of information
confidentiality, integrity, and availability. Nordic
Semiconductor is committed to the protection of business
information and information systems, such as proprietary
design data, external stakeholders’ intellectual properties
entrusted to Nordic, and personal data.
Nordic Semiconductor is certified according to the
standard ISO 27001 Information Security Management
System. Technical and organizational measures and
controls are aligned with industry standards (ISO27001, CIS,
NIST) and implemented to protect information, including
(but not limited to) information classification, access
management, encryption, secure IT operations, backups,
incident response and physical security.
Risk assessments are regularly conducted on Group
systems, and internal and external audits are carried out to
identify improvement potential annually at minimum. The
threat landscape is monitored for emerging risks and
vulnerabilities.
Cybersecurity is an important aspect of information
security, and Nordic has measures in place to identify,
protect, detect, and respond to data breaches
or cyberattacks.
In 2023 the Group has established a dedicated
information security organization to organize and facilitate
work on Information Security and Cyber resilience. Nordic
had throughout 2023 focus on cyber resilience and will as
a continuous process, continue to build resilience on
systems, processes and people.
The mandatory awareness program for all users started in
2023, will continue into 2024 and include educating
modules for cyber security risks and data protection
among other topics. The Executive Management Team
conducted cyber security awareness and training sessions
with third parties in 2023.
In 2023, the Group has not identified any information
security incidents which have caused disruption or
data leaks.
Data privacy
Nordic Semiconductor is committed to individuals’ privacy
and the protection of registered personal data. The EU
General Data Protection Regulative (EU GDPR), as well as
an increasing number of global data privacy laws, sets
strict requirements for protection of personal data by the
Group. Nordic Semiconductor has implemented internal
policies and procedures to support its compliance with
applicable privacy law, as well as published privacy
policies for describing the personal data processed, the
purpose of the processing, and the legal basis for doing
so. Furthermore, personal data is protected by relevant
measures as identified through the ISO 27001 certified
Information Security Management System. Data privacy is
a part of regular information security awareness programs
for employees. Employees responsible for processing
personal data are further trained in how to ensure legal,
justified, accurate, and rightful processing of that data.
Incidents or non-compliance are managed according to
routines for registration, investigation, corrective, and
preventive actions (including notifying affected parties and
authorities). Consumers and end-user are provided with
communications channels to execute their statutory rights.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Priorities going forward
In 2024 Nordic Semiconductor will continue the efforts in
an increasingly complex global environment to remain a
trusted provider of quality, security and reliability in
delivering products and services. Nordic will execute on the
following main activities:
■Continued development of product security initiatives,
contributing to highly secure products and services.
■Continued strengthening of characterization and
qualification programs to ensure high quality of new
products and services.
■Continued focus on cyber resilience and awareness
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Governance
Nordic Semiconductor is committed to complying with applicable laws and regulations and conduct business through
highly ethical business practices. To this purpose, Nordic has a corporate governance framework for how the Group is
directed and controlled to ensure achievement of strategic objectives the right way. Good, transparent corporate
governance aligns the interests of shareholders, employees, customers, business partners, and other stakeholders to
maximize value creation and reduce business-related risk. At the same time, the Group's resources must be used in an
optimal and sustainable manner.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Business conduct
Why it matters
Nordic is dedicated to upholding the highest standards of
integrity and ethical conduct in every aspect of the
business. The Group’s commitment to responsible business
conduct plays a pivotal role in safeguarding reputation,
preventing financial losses and civil and criminal penalties,
maintaining stakeholder trust, and ensuring long-term
sustainability and success.
With Nordic’s business activities spanning across countries,
labor conditions, cultures, and traditions, ensuring ethical
and responsible business conduct is not only critical for the
organization but also the entire value chain. In response to
increasing regulatory demands and heightened
stakeholder expectations for robust compliance programs,
Nordic Semiconductor is committed to continuously
strengthening its initiatives.
Nordic’s approach
Governance and compliance oversight
The Board Audit Committee supports the Board of
Directors in fulfilling its responsibilities in ensuring that the
company has adequate company policies, procedures,
systems and measures to prevent violations of relevant
rules and regulations, including: anti-corruption, data
privacy, competition compliance, insider trading, sanctions
and trade compliance, and human rights.
Recognizing the importance and complexity of managing
business integrity and compliance risks in a global,
dynamic business environment, Nordic Semiconductor has
established a dedicated compliance function led by the
Head of Compliance. The Head of Compliance plays a
pivotal role in supporting the Board of Directors, the CEO
in ensuring effective and consistent management of
business conduct and compliance risks throughout the
organization. Reporting to the Board of Directors through
the Audit Committee, the Head of Compliance provides
regular updates on compliance risks, risk mitigation
initiatives, and non-compliance matters.
The compliance framework is managed by Head of
Compliance and is inspired by standard management
system practices and relevant regulations such as the
United States Foreign Corrupt Practices Act and the United
Kingdom Bribery Act. It is structured into preventive (Plan),
managing (Do), detecting (Check) and responding (Act)
measures covering the areas of anti-corruption,
competition compliance, data privacy, human rights,
insider trading, and sanctions and trade compliance.
Common to all material compliance programs is Nordic’s
systematic and integrated approach wherein impacts, risks,
and opportunities are identified and assessed through the
enterprise risk management process. This assessment
forms the basis for the planning and execution of risk
mitigation activities such as updates of procedures and/or
controls, and training.
Ensuring a good corporate culture
As a member of the Responsible Business Alliance (RBA),
the world's largest industry coalition dedicated to
responsible business conduct in global supply chains, and
as a signatory of the United Nations Global Compact,
Nordic supports and adhere to both the RBA Code of
Conduct and the Business Principles outlined by the UN
Global Compact. Nordic’s external commitments are
anchored in the leadership team and stipulating the
expectations in the governance documents, Code of
Conduct, and other relevant policies and procedures.
Managers at all levels are expected to lead by example,
including ensuring a culture of trust to allow the
identification and management of concerns and
compliance risks within their areas of responsibility.
Nordic’s anti-corruption policy sets forth the commitment to
zero tolerance of any form of bribery or corruption. The
Group’s commitment applies to all employees and
directors of the Group, as well as anyone acting on the
Group’s behalf. Nordic’s anti-corruption policy is supported
by relevant procedures, guidelines, and training to mitigate
bribery and corruption risks.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Commitment:
Nordic Semiconductor is committed to complying with
applicable laws and regulations and conduct business
with highly ethical business practices and zero tolerance
to any form of bribery or corruption.
Targets:
Building and maintaining a culture of integrity and trust
by continuously implementing and improving Nordic’s
compliance program, while maintaining zero compliance
violations.
KPI:
Code of Conduct development; Enhancement of process
and system for reporting & handling of concerns;
Enhancement of sanctions & trade compliance
framework, Enhancement of competition compliance
framework.
Status:
New Code of Conduct and reporting system to be
presented to BoD in Q1 2024; other enhancement work
ongoing.
Policy:
Corporate Social Responsibility Policy, Anti-Corruption
Policy.
Risks:
Nordic have offices and business partners located in high-
risk countries, based on the Transparency Corruption
Perception Index.
Strategy:
Good, transparent corporate governance aligns the
interests of shareholders, customers, employees, business
partners and other stakeholders to maximum value
creation and reduce business-related risks.
Nordic Semiconductor provides risk-based training to its
employees to build awareness and understanding of the
commitments. In 2023, Nordic provided simulated
information security trainings to all employees to enhance
defenses against cyber-attacks. Furthermore, in response
to rapid regulatory changes and an uptick in global trade
secret litigation, Nordic introduced a targeted e-learning
course. This initiative is a crucial step to ensuring the
continuous protection of Nordic’s competitive advantages.
Nordic Semiconductor has developed an integrity culture
index, which is incorporated into the annual employee
engagement survey. The survey measures the perception
of integrity throughout the organization, in relation to
dimensions such as tone from the top, speak-up culture,
and sense of organizational order and justice. The survey
allows Nordic to monitor trends as well as to focus on
potential improvement areas. The 2023 survey, with a 90%
participation rate, provided a positive score of 7.9 out of 10
and valuable data to explore further and incorporate
where relevant into the various compliance initiatives in
2024 and onwards.
Reporting and handling of concerns
Nordic Semiconductor is committed to building and
maintaining a culture of trust where employees are
comfortable to ask questions, seek guidance, and raise
concerns. Typically, concerns are directed to line
management. Employees also have the option to raise
issues with their local Human Resources Business Partner,
Safety or Employee representative, or a member of the
Legal & Compliance department. Alternatively, employees
can submit a report through the confidential reporting
channel, available on the Group’s website and intranet. As
of 2024, Nordic will expand the possibility to report
potential concerns to external stakeholders through the
reporting channel.
Reported concerns are managed in accordance with
Nordic’s whistleblower procedure, which establishes a
process for prompt, independent, and objective handling
of concerns. The procedure emphasizes that all reported
concerns shall be treated with the utmost confidentiality,
respecting the rights and protections of all parties involved
(such as their right to contradiction within a reasonable
timeframe). Continuous feedback to the reporter ensures
transparency throughout the process. The Head of
Compliance is responsible for providing regular reporting
to CEO and the Audit Committee of the Board.
Nordic Semiconductor has a zero tolerance policy for
retaliation against anyone who speaks up in good faith by
raising a concern, reporting a suspected violation, or
participating in an internal investigation. Individuals who
raise concerns in good faith or help resolve reported
concerns are protected against retaliation in accordance
with regulations.
Working with business partners
As a global fabless semiconductor company, supplier
management is crucial to Nordic’s success. It ensures a
sustained focus on practices that are both environmentally
sustainable and socially responsible, leading to the
production of high-quality deliverables.
Nordic Semiconductor is committed to only entering into
business relationships that ensure the company's core
values, integrity, and compliance will remain
uncompromised. Potential and existing business partners
are subject to a risk based due diligence conducted with
the support of professional service providers. Due diligence
encompasses assessment of the prospective business
partner's ownership structure, including beneficial owners,
connections to politically exposed persons, and
reputational risks associated with the entity and its key
personnel. The assessment aims to determine whether
identified risks can be adequately mitigated through
targeted measures.
Nordic requires all manufacturing partners to be certified
to relevant ISO and environmental standards. All tier-1
suppliers are required to adhere to the RBA Code of
Conduct and to promote adherence of the same to tier-2
suppliers to mitigate the risk of unacceptable business
behavior.
For more information about management of supplier
relationships, including assessment and management of
environmental and social factors see the chapter Workers
Political influence and lobbying activities
Nordic does not engage in a large number of lobbying
activities. The company is listed in the EU-lobby register
and frequently conducts low-threshold lobbying.
Nordic Semiconductor refrains from sponsoring political or
religious groups to uphold a neutral and inclusive stance,
acknowledging the diverse perspectives of the
stakeholders, and avoids any situations of perceived
conflict of interest or bribery.
Commitment to tax transparency
Tax transparency is a fundamental component of Nordic’s
corporate governance. Pursuing clarity and accountability,
Nordic has made the tax policy publicly available on the
Group’s website. This policy articulates the approach to tax
matters, ensuring compliance with all relevant laws and
regulations across the jurisdictions in which Nordic operate.
It reflects Nordic’s dedication to ethical tax practices and
understanding that responsible tax management is integral
to sustainable business growth and shareholder value.
The Board of Directors of Nordic Semiconductor oversees
the implementation of the tax policy, guaranteeing that it
is in harmony with the strategic objectives and corporate
ethos. Nordic encourage stakeholders to review the
published policy, which demonstrates the Group’s
commitment to transparency and reinforces the trust
placed in Nordic by customers, partners, and the wider
community.
Priorities going forward
In 2023, Nordic Semiconductor focused on maintaining
core elements, in addition to initiate the development of
new components of the global compliance framework. In
2024, the main focus will be on implementing these new
components. As part of a Group-wide employee
engagement project, one of the main activities will be to
implement a new and enhanced Code of Conduct to
support employees and strengthen the company culture.
As part of the implementation, Nordic will launch a e-
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
learning Code of Conduct course. The Code of Conduct e-
learning course will become a mandatory requirement for
all employees, and should be completed annually and as
part of the onboarding process of new employees.
Following the launch of Code of Conduct e-learning,
Nordic will introduce further specialized, in-depth courses
aimed at addressing specific relevant risk areas.
Ensuring the possibility of reporting and adequate follow-
up is an important task. In 2024, Nordic will implement a
revised Reporting and Handling of Concerns procedure
(whistleblower procedure) and a new reporting channel
Integrity Line. This channel, equipped with a robust case
management system, will accommodate reporting both
from employees as well as third-parties. Another main
initiative is implementing an improved business partner
screening process and screening tool. Lastly, Nordic will
focus on further strengthening competition compliance
efforts, in particular development of guidance materials.
Indicator
Target
2023
2022
2021
2020
Confirmed incidents of corruption and actions taken
0
0
0
0
0
Numbers of reports made through whistleblowing channels
2
1
1
1
Substantiated complaints concerning breaches of customer
privacy and losses of customer data
0
0
0
0
0
Number of substantiated complaints or incidents concerning
data breaches
0
0
1
0
0
Annual Information Security awareness training conducted
Yes
Yes
Yes
Yes
Yes
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Outlook
Nordic remains confident in the long-term growth potential for its products and services, and the overarching goal of the
Board of Directors and top management is to return to growth and restore profitability. The current primary focus is on
product strategies, development roadmaps and engineering efficiency and throughput, to ensure that Nordic continues
to have the best products and solutions on the market to support it strong customer base. Nordic is on track to realize
initial revenue from its new nRF54 Series SoCs towards the end of 2024.
Nordic remains confident in the long-term potential for its
products and services. Technological advancements and
the Internet of Things hold great potential for both
consumers and enterprises. The continuing digitalization of
everyday life for both consumers and enterprises will drive
demand for connectivity solutions that meet the demands
for higher performance, more features, better
interoperability, and increased energy efficiency. Nordic is
well positioned to take advantage of its market leadership
in Bluetooth and the emerging cellular IoT market, and its
investments in next-generation Wi-Fi solutions and
adjacent technologies and markets.
Nordic’s markets have however been in a cyclical downturn
through 2023, with revenue declining by 30% after average
annual revenue growth of close to 40% over the preceding
three years. As outlined in the interim report for the fourth
quarter 2023, Nordic sees a low revenue level of USD
70-80 million in the first quarter 2024, due to continued
inventory adjustments and more normal seasonality. Gross
profit is expected at around 50% in the first quarter, and
the company reiterates its long-term ambition to maintain
a gross margin level above 50%.
These lower revenue levels challenge an operating model
that has been geared towards growth. Towards the end of
2023, Nordic took steps to lower costs through a
restructuring process that affected around 100 employees
and has further sharpened cost consciousness across the
organization.
To achieve revenue growth and return to profitability
Nordic will continue to deploy significant resources to
make sure Nordic continues to have the best products and
solutions on the market, and further develops the many
strong customer relationships it has built over the years.
The current primary focus is hence on product strategies
and development roadmaps, maximizing efficiency and
throughput from Nordic’s excellent engineering teams.
Nordic is on track to realize initial revenue from its nRF54
Series SoCs towards the end of 2024 and regards its
industry-leading 22 nm wireless and embedded technology
platforms at two key partnering foundries as a clear
advantage going forward.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
EU taxonomy
Introduction
The EU taxonomy is a classification system designed to
assist companies and investors in identifying
environmentally sustainable economic activities, thereby
facilitating sustainable investment decisions. These
activities should make a substantial contribution to at least
one of the EU’s climate and environmental objectives, while
not significantly harming any of these objectives and
adhering to minimum safeguards.
Nordic's primary role is in making things smarter. Smarter
things pave the way for endless possibilities in addressing
current environmental challenges. Nordic believes that an
important part of the solution is connecting with the
resources around us, thereby enabling smarter decision-
making. Whether it's to prevent waste, monitor and
mitigate floods or other hazards, track health parameters,
or other critical data points, smarter decisions can lead to
a better environment, enhanced security, and improved
quality of life.
The EU taxonomy is a standard currently under
development. Future iterations are expected. The current
scope of the standard does not include any activities that
encompass Nordic's profile as a facilitator of smarter
solutions to tackle environmental challenges through
informed decisions. Consequently, the activities identified
for reporting represent just a fraction of Nordic's business.
No activities impacting other operating expenses or
revenues have been identified through the later elaborated
screening process. One activity related to capital
expenditures has been identified. The total balance value
at 31st December 2023 related to this asset is USD 54.7
million, which is 6% of the total asset value of USD 862.2
million. The identified activity is number 7.7 - Acquisition
and ownership of buildings, under climate change
mitigation (section 7.7 of Annex I to Commission Delegated
Regulation (EU) 2021/2139. No further activities specified in
the regulation was found relevant for Nordic activities
during the screening. Nordic will in 2024 perform a
screening of the activities relevant for the non-climate
environmental objectives, as implemented into Norwegian
legislation 5th of February 2024. The majority of Nordic's
business activities involve designing connectivity chips that
enable smart solutions through a variety of applications.
As a chip designer, Nordic has outsourced the production
process, meaning that very few activities are maintained
in-house related to actual production. Nordic does not
have exposure to any nuclear- or fossil fuel-related
activities as shown in Note on exposure to nuclear and
fossil gas related activities table in the following.
Basis of preparation
Nordic is required to adhere to the EU Taxonomy reporting
requirements in accordance with Regnskapsloven § 3-3c..
To this end, the Group has conducted a thorough analysis
of its business activities within the taxonomy's
environmental objectives. The financial information
presented has been prepared in accordance with
International Financial Reporting Standards (IFRS) and
reflects the economic activities that fall within the scope of
the EU taxonomy. This is the first time that Nordic has
adopted EU Taxonomy reporting, therefore, comparable
numbers are not presented.
Reporting on capex
Nordic is reporting in accordance with Annex II of the
Commissioned Delegated Regulation (EU) 2021/2178 EU
set forth in the table following for capex of
environmentally sustainable activities.
Accounting policy
Right-of-use assets recognized in accordance with IFRS 16
are considered to fall under the scope of the activity
"Acquisition and ownership of buildings." Group-specific
accounting principles are discussed in Note 14: Leases.
How numbers are determined and allocated
to numerator
Nordic has assessed that only certain Right-of-use assets
qualify as taxonomy-aligned. Lease contracts are assessed
on a location-by-location basis.
Contracts assessed and aligned with the standard are
included in the numerator of the CapEx KPI. Double
counting is avoided as the total CapEx is split into
separate contracts, which are assessed on a contract-by-
contract basis.
How numbers are determined and
allocated to denominator
In the denominator, Nordic applies the capitalized value of
all eligible and non-eligible activities. The total capitalized
value can be found as additions in Note 12: Goodwill and
intangible assets, Note 13: Fixed assets and Note 14:
Leases.
Assessment of regulatory compliance
Nordic recognizes the impact operations can have on the
environment and global emission targets. The activity
related to ownership of buildings can impact such targets,
and Nordic has attempted to engage in this activity in as
environmentally friendly way as possible. Nordic do not
possess locations in direct danger from environmental risks
such as floods, forest fires, or other environmental dangers.
As there are not identified any climate related risks with
the locations relevant for this activity climate adaptation is
not further assessed and climate mitigation is the only
assessed category.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
First, the Group assessed whether its activities are eligible
under the EU taxonomy. This was done in workshops
where a thorough and extensive search of activities
defined in the Taxonomy were reviewed with departmental
representatives. After filtering out non-relevant activities,
the partially relevant activities were assessed in detail.
Through this process, one activity was identified. The
identified activity is 7.7 "Acquisition and ownership of
buildings." In connection with this activity, capitalization of
new and adjusted lease contracts were assessed in the
capex reporting. Secondly, it was assessed if the respective
contracts are aligned with the Taxonomy requirements. In
doing so, all capitalized contracts were assessed in relation
to substantial contribution, doing no significant harm, and
minimum safeguard criteria. This assessment is presented
in the following section.
Information on assessment
A total of 11 lease contracts have been adjusted, extended,
or entered into in 2023 resulting in capitalization. All
material contracts are assessed in detail in the presented
figures in the tables following.
Nature of taxonomy-eligible and
taxonomy-aligned activities
The identified activity is "7.7 Acquisition and ownership of
buildings." Control over buildings means that Nordic enters
agreement with landlords in order to operate office space,
wherein Nordic can engage in the value-added activities
performed in the Group. When leasing office locations one
get access to buildings which Nordic interpret as what is
defined by this activity.
Substantial contribution
Since sustainability is an integral part of Nordic's strategy,
it also applies to leasing of office building in support of the
core activities. In both Oslo and Trondheim, Nordic has
leased newly constructed buildings with, respectively, a
BREEAM NOR level of very good (Oslo) and excellent
(Trondheim). This ensures a lower Primary Energy Demand
(PED) for performance of core activities. The PED is the
total primary energy required to power the building. For
Trondheim, this PED is significantly lower than the
threshold for a Nearly Zero Energy Building (NZEB). An
NZEB has very high energy performance and is defined in
the Energy Performance of Buildings Directive for the EU.
This defines thresholds based on the PED to determine
whether a building is in line with the directive. In Oslo, the
PED is still above this threshold but lower than the site
previously housing Nordic's Oslo operations. Furthermore,
since the leased area is less than 5000 m2, two out of
three substantial contribution criteria for this activity do not
apply to Nordic's leased buildings.
Do no significant harm
For activity 7.7 only climate adaptation is relevant for the
do no significant harm criteria. All new buildings in Norway
must comply with the Norwegian building regulation
Tek-17, which dictates a high level of physical and
nonphysical solutions to reduce the most important
physical climate risks. It is also mandated as part of the
zoning process to conduct a risk and vulnerability analysis.
This analysis covers risks to the buildings in Oslo and
Trondheim over their lifetimes. Following this analysis,
Nordic has put several measures in place to mitigate the
risks facing the asset itself, as well as people in and
around the building. Nordic has also chosen sites that are
in already developed areas of the city, so as not to disrupt
any natural areas. This makes it easier for employees to
choose more climate- and environmentally friendly means
of transportation, such as public transport, walking, or bike
riding as part of their daily commute. Following this, Nordic
assess that the activity in question is in compliance with
its Appendix A.
Minimum safeguards
To be deemed in alignment with the taxonomy, economic
activities must adhere to certain foundational safeguards.
At present, there is no legally enforceable framework that
specifies the evaluation or oversight of compliance with
these safeguards. Nordic bases its self-assessment of
conformity with these essential safeguards on the
recommendations detailed in the “Final Report on
Minimum Safeguards” issued by the Platform on
Sustainable Finance. Although this report does not carry
legal weight, it currently stands as the most detailed guide
for adhering to these safeguards.
The aforementioned report categorizes the compliance
criteria for these safeguards into four distinct areas:
Human Rights, Anti-Corruption, Tax Compliance, and
Competitive Fairness. Within each area, two specific
criteria are outlined. A company is deemed to be in
violation if it fails to meet either criterion.
After reviewing the specified criteria, it is clear that Nordic
comply with the minimum safeguard criteria for the year
2023.
Nordic, as an international enterprise, is dedicated to
upholding and safeguarding the rights of all stakeholders
potentially affected by its commercial activities. Nordic's
commitment extends to supporting the United Nations
Global Compact, adhering to the United Nations Guiding
Principles on Business and Human Rights, following the
OECD Guidelines for Multinational Enterprises, respecting
the International Bill of Human Rights, and abiding by the
fundamental conventions set forth by the International
Labour Organization. The Group's approach to human
rights due diligence is in strict accordance with the UNGPs,
OECD guidelines, and the principles of transparency as
practiced in Norway. Further details on the commitment to
human rights and ethical business conduct can be found in
the relevant sections of the Sustainability Report.
Contextual information about KPIs
The eligible activities account for 46% of the total
capitalization at Nordic. The total eligible activities is split
into, 9% aligned and 37% not aligned activities. Nordic
adheres to internal requirements for promoting
environmentally sustainable activities, contrasting with
public criteria that tend to be binary. Additionally, Nordic
considers the impact on other environmental factors and
economic considerations in its sustainability efforts.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Substantial Contribution Criteria
DNSH criteria ('Does Not Significantly
Harm')
Economic Activities (1)
CCM7.7.
Code (2)
Absolute OpEx (3)
Proportion of OpEx (4)
Climate Change Mitigation (5)*
Climate Change Adaptation (6)
Water
(7)
Pollution
(8)
Circular Economy
(9)
Biodiversity and ecosystems (10)
Climate Change Mitigation (11)
Climate Change Adaptation (12)
Water
(13)
Pollution
(14)
Circular Economy
(15)
Biodiversity
(16)
Minimum Safeguards
(17)
Taxonomy
aligned
proportion
of total
OpEx,
year N (18)**
Taxonomy
aligned
proportion
of turnover,
year N-1 (19)
Category
(enabling
activity)
(20)
Category
(transitional
activity)
(21)
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally
sustainable activities
(Taxonomy-aligned)
OpEx of environmentally
sustainable activities
(Taxonomy-aligned) (A.1)
CC7.7
.
0
Y
Y
Y
Y
Y
Y
Y
A.2 Taxonomy-Eligible but
not environmentally
sustainable activities (not
Taxonomy-aligned activities)
OpEx of Taxonomy-eligible
but not environmentally
sustainable activities (not
Taxonomy-aligned activities)
(A.2)
CC7.7
.
0
Total (A.1+A.2)
0
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
OpEx of Taxonomy-non-
eligible activities
234 681
100%
Total (A+B)
234 681
100%
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Substantial Contribution
Criteria
DNSH criteria ('Does Not
Significantly Harm')
Economic Activities (1) CCM7.7.
Code (2)
Absolute CapEx (3)
Proportion of CapEx (4)
Climate Change Mitigation (5)*
Climate Change Adaptation (6)
Water
(7)
Pollution
(8)
Circular Economy
(9)
Biodiversity and ecosystems (10)
Climate Change Mitigation (11)
Climate Change Adaptation (12)
Water
(13)
Pollution
(14)
Circular Economy
(15)
Biodiversity
(16)
Minimum Safeguards
(17)
Taxonomy
aligned
proportion
of total
CapEx,
year N (18)**
Taxonomy
aligned
proportion
of turnover,
year N-1 (19)
Category
(enabling
activity)
(20)
Category
(transitional
activity)
(21)
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. CapEx of environmentally sustainable
activities (Taxonomy-aligned)
Acquisition and ownership of buildings (CapEx
A)
CC7.
7.
7 965
8.9%
19%
Y
Y
Y
Y
Y
Y
9%
CapEx of environmentally sustainable activities
(Taxonomy-aligned) (A.1)
CC7.
7.
7 965
8.9%
2%
Y
Y
Y
Y
Y
Y
Y
9%
A.2 Taxonomy-Eligible but not environmentally
sustainable activities (not Taxonomy-aligned)
CapEx of Taxonomy-eligible but not
environmentally sustainable activities (not
Taxonomy-aligned activities) (A.2)
CC7.
7.
33 329
37.3%
Total (A.1+A.2)
41 294
46.2%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
Capex of Taxonomy-non-eligible activities
48 179
53.8%
Total (A+B)
89 473
100%
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Substantial Contribution Criteria
DNSH criteria ('Does Not
Significantly Harm')
Economic Activities (1) CCM7.7.
Code (2)
Absolute turnover (3)
Proportion of Turnover (4)
Climate Change Mitigation (5)*
Climate Change Adaptation (6)
Water
(7)
Pollution
(8)
Circular Economy
(9)
Biodiversity and ecosystems (10)
Climate Change Mitigation (11)
Climate Change Adaptation (12)
Water
(13)
Pollution
(14)
Circular Economy
(15)
Biodiversity
(16)
Minimum Safeguards
(17)
Taxonomy
aligned
proportion
of total
turnover,
year N
(18)**
Taxonomy
aligned
proportion
of turnover,
year N-1 (19)
Category
(enabling
activity)
(20)
Category
(transitiona
l
activity)
(21)
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable
activities (Taxonomy-aligned)
Turnover of environmentally
sustainable activities (Taxonomy-
aligned) (A.1)
CC7.
7.
0
A.2 Taxonomy-Eligible but not
environmentally sustainable
activities (not Taxonomy-aligned
activities)
Acquisition and ownership of
buildings
CC7.
7.
0
Turnover of Taxonomy-eligible but
not environmentally sustainable
activities (not Taxonomy-aligned
activities) (A.2)
CC7.
7.
0
Total (A.1+A.2)
0
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
Turnover of Taxonomy-non-
eligible activities
542 869
100%
Total (A+B)
542 869
100%
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Note on exposure to nuclear and fossil gas related activities:
Row
Nuclear energy related activities
1
The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of innovative electricity generation facilities that produce energy from
nuclear processes with minimal waste from the fuel cycle.
No
2
The undertaking carries out, funds or has exposures to construction and safe operation of new nuclear installations to produce electricity or process heat, including for the purposes of
district heating or industrial processes such as hydrogen production, as well as their safety upgrades, using best available technologies.
No
3
The undertaking carries out, funds or has exposures to safe operation of existing nuclear installations that produce electricity or process heat, including for the purposes of district heating
or industrial processes such as hydrogen production from nuclear energy, as well as their safety upgrades.
No
Fossil gas related activities
4
The undertaking carries out, funds or has exposures to construction or operation of electricity generation facilities that produce electricity using fossil gaseous fuels.
No
5
The undertaking carries out, funds or has exposures to construction, refurbishment, and operation of combined heat/cool and power generation facilities using fossil gaseous fuels.
No
6
The undertaking carries out, funds or has exposures to construction, refurbishment and operation of heat generation facilities that produce heat/cool using fossil gaseous fuels.
No
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Concluding remarks
The parent company Nordic Semiconductor ASA has a net
deficit after tax of USD 16.0 million in 2023, compared to a
profit of USD 116.9 million in 2022.
The entire deficit is attributable to the equity holders of the
parent. Net deficit after tax corresponds with ordinary
earnings of USD -0.08 and fully diluted earnings per share
of USD -0.08 for 2023. This compares to ordinary and fully
diluted earnings per share in 2022 of USD 0.61 and 0.61,
respectively.
Nordic pursues an ambitious long-term growth strategy
that requires significant investments in R&D, sales, and
marketing. The Board of Directors recommends that Nordic
maintains a solid balance sheet with a high equity ratio
and a cash reserve that enables the company to continue
driving its technology and product roadmap.
The Board of Directors will propose to the Annual General
Meeting that the net deficit of the parent company is
transferred to "Other equity", and that no dividend is
distributed for 2023.
In accordance with the provisions of the Norwegian
Accounting Act, the Board of Directors confirms that
accounts have been prepared on a going-concern basis
and that the going-concern assumption applies.
Oslo, March 19, 2024
Anita Huun
Birger Steen
Inger Berg Ørstavik
Board member
Chair
Board member
Snorre Kjesbu
Vegard Wollan
Annastiina Hintsa
Board member
Chief Executive Officer
Board member
Jon Helge Nistad
Anja Dekens
Morten Dammen
Board member, employee
Board member, employee
Board member, employee
Dieter May
Dr. Helmut Gassel
Board member
Board member
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | REPORT FROM THE BOARD OF DIRECTORS
Income statement
for the year ended December 31
GROUP
PARENT
2023
2022
Amount in USD 1000
Note
2023
2022
542 869
776 734
Total Revenue
5
508 026
777 763
-259 157
-339 941
Cost of materials
6
-259 158
-339 941
283 712
436 793
Gross profit
248 868
437 822
-152 990
-161 440
Payroll expenses
7/8/12/22
-61 443
-80 872
-81 691
-69 685
Other operating expenses
9/13
-174 914
-166 328
-44 329
-44 067
Depreciation
13/12/14
-33 710
-36 966
4 702
161 602
Operating profit
-21 199
153 656
9 726
6 205
Financial income
10/25/26
9 361
6 171
-3 690
-1 270
Financial expenses
10/14/25/26
-3 364
-1 094
1 358
619
Net foreign exchange gains (losses)
10/25
1 362
673
12 096
167 155
Profit before tax
-13 841
159 405
-4 447
-44 817
Income tax expense
11
-2 116
-42 463
7 650
122 339
Net profit after tax
-15 957
116 942
Attributable to:
7 650
122 339
Equity holders of the parent
-15 957
116 942
0.04
0.64
Ordinary earnings per share (USD)
21
0.04
0.63
Fully diluted earnings per share (USD)
21
2023
2022
Statement of comprehensive income
2023
2022
7 650
122 339
Net profit after tax
-15 957
116 942
-37
74
Actuarial gains (losses) on defined benefit plans
(before tax)
-37
74
8
-13
Income tax effect
11
8
-13
-29
61
Items that may not be reclassified to the income statement
-29
61
1 109
-593
Currency translation differences
1 109
-593
Items that may be reclassified to the income statement
1 080
-532
Other comprehensive income
-29
61
8 730
121 807
Total Comprehensive Income
-15 986
117 003
Attributable to:
8 730
121 807
Equity holders of the parent
-15 986
117 003
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Statement of financial position
as of December 31
GROUP
PARENT
2023
2022
Amount in USD 1000
Note
2023
2022
ASSETS
Non-current assets
10 891
2 284
Goodwill
12
249
249
38 938
26 608
Capitalized development expenses
12
38 938
26 608
19 063
11 655
Software and other intangible assets
12
17 010
10 726
5 872
4 554
Deferred tax assets
11
4 948
3 808
54 670
21 416
Right of use assets
14
45 527
12 076
29 095
35 603
Fixed assets
13/25/26
18 498
25 271
6
0
Investments in subsidiaries and joint ventures
1/15
13 629
10 055
94 473
0
Other long term assets
16
94 473
253 008
102 120
Total non-current assets
233 271
88 793
Current assets
163 090
102 091
Inventory
6
163 090
102 091
133 316
175 120
Accounts receivable
17/25/26
983
175 120
0
267
Current financial assets
25/26
0
267
21 874
17 539
Other current receivables
16/18/25/26
128 785
21 884
290 957
379 104
Cash and cash equivalents
19/25/26
267 553
369 709
609 237
674 121
Total current assets
560 411
669 070
862 245
776 241
TOTAL ASSETS
793 682
757 864
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
EQUITY
317
317
Share Capital
20
317
317
235 448
235 448
Share premium
20
235 448
235 448
366 312
347 779
Other components of equity
319 117
325 308
602 077
583 544
Total equity
554 883
561 074
LIABILITIES
Non-current liabilities
661
676
Pension liabilities
22
403
430
97 491
0
Borrowings
25/26
97 491
0
47 864
14 861
Non-current lease liabilities
14/25/26
42 127
8 711
146 016
15 537
Total non-current liabilities
140 021
9 141
Current liabilities
12 201
34 229
Accounts payable
24/25/26
15 403
32 335
5 640
43 758
Income taxes payable
11/26
3 939
42 837
6 334
6 455
Public duties
24/26
4 579
4 745
9 897
6 280
Current lease liabilities
14/25/26
5 963
2 813
80 079
86 439
Other current liabilities
18/24/25/26
68 894
104 918
114 151
177 160
Total current liabilities
98 778
187 648
260 168
192 697
Total liabilities
238 799
196 790
862 245
776 241
TOTAL EQUITY AND LIABILITIES
793 682
757 864
Oslo, March 19, 2024
Anita Huun
Birger Steen
Inger Berg Ørstavik
Board member
Chair
Board member
Snorre Kjesbu
Vegard Wollan
Annastiina Hintsa
Board member
Chief Executive Officer
Board member
Jon Helge Nistad
Anja Dekens
Morten Dammen
Board member, employee
Board member, employee
Board member, employee
Dieter May
Dr. Helmut Gassel
Board member
Board member
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Nordic Semiconductor Group
Consolidated statement of changes in equity
Amount in USD 1000
Share capital
Treasury shares
Share premium
Other paid in
capital
Currency
translation
reserve
Retained earnings
Total equity
Equity as of 01.01.2022
317
-2
235 448
1 830
-806
221 421
458 209
Net profit for the period
122 339
122 339
Other comprehensive income
-593
61
-532
Share based compensation
7 769
7 769
Option exercise
-4 240
-4 240
Equity as of 31.12.2022
317
-2
235 448
5 359
-1 399
343 820
583 544
Net profit for the period
7 650
7 650
Other comprehensive income
1 109
-29
1 080
Share based compensation
6 660
6 660
Consideration shares in business combination (Note 27)
0
3 141
3 141
Equity as of 31.12.2023
317
-1
235 448
15 160
-290
351 442
602 077
Nordic Semiconductor Parent
Statement of changes in equity
Amount in USD 1000
Share capital
Treasury shares
Share premium
Other paid in capital
Retained earnings
Total equity
Equity as of 01.01.2022
317
-3
235 448
74
204 853
440 690
Net profit for the period
116 942
116 942
Other comprehensive income
61
61
Share based compensation
7 621
7 621
Option exercise
-4 240
-4 239
Equity as of 31.12.2022
317
-2
235 448
3 456
321 856
561 074
Net profit for the period
-15 957
-15 957
Other comprehensive income
-29
-29
Share based compensation
6 652
6 652
Consideration shares in business combination (Note 27)
3 141
3 141
Equity as of 31.12.2023
317
-1
235 448
13 250
305 870
554 883
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Statement of cash flows
for the year ended December 31
GROUP
PARENT
2023
2022
Amount in USD 1000
Note
2023
2022
Cash flows from operating activities
12 096
167 155
Profit before tax
-13 841
159 405
-41 948
-16 760
Taxes paid for the period
11
-40 300
-15 967
44 329
44 067
Depreciation and amortization
13/12/14
33 710
36 966
-41 153
-74 594
Change in inventories, trade receivables and payables
6/17/24/25
119 359
-75 743
6 548
7 794
Share-based compensation
6 582
4 554
-17
104
Pension fund payments
-27
-46
-1 379
-616
Interests paid
-1 379
-616
9 726
5 398
Interests received
8 564
5 317
-100 000
0
Prepayments
-100 000
-7 987
10 165
Other operations related adjustments
-157 573
14 435
-119 784
142 711
Net cash flows from operating activities
-144 906
128 305
Cash flows used in investing activities
-25 529
-24 065
Capital expenditures (including software)
13/12
-19 440
-17 038
-21 973
-6 489
Capitalized development expenses
12
-21 973
-6 489
0
0
Investment in subsidiaries
-4 362
0
-6 000
0
Business Combination, net of cash acquired
27
0
0
-53 502
-30 554
Net cash flows used in investing activities
-45 775
-23 527
Cash flows from financing activities
92 935
0
Proceeds from bond issue
92 935
0
0
-4 727
Cash settlement of options contract
0
-4 727
-8 426
-6 609
Repayment of lease liabilities
-4 411
-3 773
84 509
-11 336
Net cash flows from financing activities
88 524
-8 500
630
-1 049
Effects of exchange rate changes on cash and cash equivalents
0
0
-88 147
99 772
Net change in cash and cash equivalents
-102 157
96 279
379 104
279 331
Cash and cash equivalents as of 1.1.
369 709
273 430
290 957
379 104
Cash and cash equivalents as of 31.12.
19/25
267 552
369 709
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Note 1: General information
Nordic Semiconductor ASA is a public limited company
whose ordinary shares are listed on the Oslo Stock
Exchange with ticker code NOD. The company is domiciled
in Norway, and the registered head office is at Otto
Nielsens veg 12, 7052 Trondheim.
Nordic Semiconductor is a Norwegian fabless
semiconductor company specializing in wireless
communication technology that powers the Internet of
Things (IoT). Nordic was established in 1983 and has more
than 1400 employees across the globe. The Group’s
award-winning Bluetooth Low Energy solutions pioneered
ultra-low power wireless, making it the global market
leader. Nordic’s technology range was later supplemented
by ANT+, Thread and Zigbee. In 2018, Nordic launched its
low power, compact LTE-M/NB-IoT cellular IoT solutions to
extend the penetration of IoT. The Nordic portfolio was
further complemented by Wi-Fi technology in 2021.
Nordic Semiconductor has only one reportable operating
segment, and this corresponds with the internal reporting
structure and management activities to monitor
profitability. The revenue is broken down into product
markets and geographical areas in which its distributors
are located, see Note 5: Revenues.
The financial accounts were audited and approved for
publication by the Board of Directors on March 19, 2024,
and will be presented for approval at the Annual General
Meeting on April 24th, 2024.
Note 2: Basis for preparation
2.1 Compliance with IFRS
The financial accounts for the Group have been prepared
in accordance with IFRS® Accounting Standards as
adopted by EU and Norwegian authorities, and are
effective as of December 31, 2023.
2.2 Accounting standards adopted in
2023
In 2023, there are few revisions by the International
Accounting Standards Board to the financial reporting
requirements in accounting policies. The Group has
adopted the following amendments:
Amendments to IAS 1 and IFRS Practice Statement
2 Disclosure of Accounting Policies
The amendments clarifies how to apply the concept of
materiality in deciding which accounting policies to disclose
in the financial statement. The amendments are effective
for annual periods beginning on or after 1 January 2023.
2.3 Basis for consolidation
The consolidated financial statements incorporate the
results, cash flows, and assets and liabilities of the parent
company Nordic Semiconductor ASA and its wholly owned
subsidiaries.
A subsidiary is an entity that is controlled, either directly or
indirectly, by the parent company. Control exists when the
parent company is exposed, or has rights, to variable
returns from its involvement with the investee and has the
ability to affect those returns through its power to direct
the relevant activities of the investee. Generally, such
power exists where the parent company holds a majority
of the voting rights of an investee.
Subsidiaries are consolidated from the date control is
obtained until the date that control ceases. All subsidiaries
are wholly owned by the parent company and there are
no non-controlling interests. Intercompany transactions,
balances, and unrealized gains on transactions between
group companies are eliminated.
2.4 Foreign currency translation
Each entity within the Group has a functional currency,
which is normally the currency in which the entity primarily
generates and expends cash.
At entity level, a foreign currency is a currency other than
the entity’s functional currency. Transactions in the profit
and loss statement denominated in foreign currencies are
recorded in the entity’s functional currency at the
exchange rate prevailing at the date of the transaction.
Monetary assets and liabilities denominated in foreign
currencies are translated at the exchange rate prevailing
at the balance sheet date. Currency translation differences
arising at entity level are recognized in profit or loss.
The consolidated financial statements are presented in US
dollars (USD), which is the functional currency of the
parent company. On consolidation, assets and liabilities of
foreign operations are translated into USD (the
presentation currency) according to the exchange rates
prevailing on the balance sheet date. Profit or loss items
are translated according to monthly average exchange
rates. Changes in net assets resulting from exchange rate
movements are recognized in other comprehensive income
and taken to the currency translation reserve.
Note 3: Significant accounting judgments and critical
estimates
The preparation of financial statements requires that
management uses
■judgements, apart from those involving estimations, in
the process of applying accounting policies that have
the most significant effect on the amounts reported in
the financial statements and its disclosures, and
■estimates, including information about the key
assumptions concerning the future - and other key
sources of estimation uncertainty at the balance sheet
date - that have significant risk of causing a material
adjustment to the carrying amounts of assets and
liabilities within the next financial year.
The most important areas where judgements and
estimates have an impact are listed below. Detailed
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
information of these judgements and estimates are
disclosed in the relevant notes.
■Calculation of 'Ship and Debit' rebate (see Note 5:
Revenues)
■Fair value assessment used in testing for impairment of
goodwill (see Note 12: Goodwill and intangible assets)
■Capitalization of development costs (see Note 12:
Goodwill and intangible assets)
Management bases its judgments and estimates on
historical experience and other factors, including
expectations on future events, deemed to be reasonable
and sensible given the specific circumstances. Estimates
are reassessed whether needed based on changes in the
underlying assumptions. Changes in accounting estimates
are recognized in the period in which such changes occur.
If such changes also apply to future periods, the effect is
distributed between current and future periods.
Note 4: Climate related risk
Cost of goods sold for sustainable solutions
Nordic see that customers and other stakeholders care
about the use of renewable energy solutions in the value
chain. Changes in attitude could potentially impact the
cost of production, such as cost of investments in new
production technologies and renewable energy certificates.
Nordic sees this as a possibility to obtain new customers or
enhance cooperation with existing while also balancing
pricing in order to maintain margins and managing the risk
of not being able to comply with various requirements.
Impairment of inventories
One of Nordic's primary tangible assets in the balance
sheet is inventory. This is dispersed across a few large
warehousing locations. Some locations are exposed to
weather phenomena such as typhoons, heatwaves and
more, which can impact the value of Nordic's inventory.
However, Nordic has proper safeguards in place to
mitigate this risk, and considers the risk to be low.
Financing cost
Nordic has an undrawn sustainability linked RCF. The
interest is calculated as the aggregate of SOFR + Margin +
Credit adjustment spread. The applicable Margin shall be
adjusted based on the aggregate number of KPI meeting
their year-end KPI targets each year.
The ESG indicators are :
■Percentage of reduction of scope 2 emission
■Percentage of increase of recycled plastic used
■CDP rating
Going-concern assumption
Management consider the potential implications of
climate-related risks for their going-concern assessment.
Given the rapidly changing circumstances (i.e
environmental development, expectations from
stakeholders, laws and regulations), the management has
to consider and monitor going-concern on an ongoing
basis.
Climate-related risks could give rise to events or conditions
that may cast significant doubt on Nordic’s ability to
continue as a going concern.
These events may arise from physical risks such as
destruction of production plants in a tropical cyclone (i.e.
hurricanes, typhoons, and resulting floods) or large carbon
footprint in manufacturing of components. This could
trigger, for example, halt in production, litigation that
results in significant penalties for exceeding emission
targets, shift in customer preferences that results in loss of
major customers, halts in ability to obtain input material or
customer productions stops hindering stable revenue
generation.
Nordic has secured it's liquidity reserves to meet short-term
obligations. According to the Group liquidity policy, the
total liquidity amount should equal at least one year of
total R&D expenses.
To conclude, the expected impact of climate-related risks
on the going-concern assessment is expected to be low.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Note 5: Revenues
All figures in USD 1 000
5.1 Accounting policies
The Group is in the business of developing and selling
integrated circuits. Revenue from customers is mainly
generated from sale of products. Services delivered
consists of consulting services. The Group and the
customer do not receive financing from the sales, and
therefore there are no significant financing components to
be accounted for separately from the revenue transaction.
The normal credit term is 30-90 days upon delivery. In
other words, the contract does not require the customer to
pay in advance or require the customer to pay a
significant amount after delivery.
Sale of products
Sales of products are mostly made to distributors
(customers). Revenue from product sales is recognized
when control of the goods is transferred to the customer
The time of delivery is considered to be when the goods
are transferred to the transport carrier. Upon delivery, the
Group has the right of payment for the asset, the customer
has legal title to the asset, physical possession has been
transferred to the customer, and the customer has full
ownership of the asset.
Revenue recognized on the sale of products is measured
at the fair value of the consideration received or
receivable, excluding sales taxes and after making
allowance for variable considerations such as ship and
debit, product returns and end-customer rebates.
The parent company sells a large share of its products to a
related party for resale to the end customers (the
distributors). The transaction price and terms between the
related parties are established on an arm's length basis,
ensuring that the pricing is consistent with what would be
expected in transactions with unrelated parties. In
accordance with IFRS 15, revenue is recognized when
control of the goods is ultimately transferred to the end
customers (the distributors), which occurs when the title to
the goods passes to them.
'Ship and debit'
The Group sells products to certain distributors on “ship
and debit” terms. Ship and debit is an arrangement
between the Group and distributor where the distributor
may be entitled to a refund if the distributor sells the
products to end customer at lower prices than those
quoted on the distributor price list. The distributor claims
(debits) the Group for the price difference on sold products
on a monthly basis.
Stock rotation rights
Some distributors are entitled to limited rights of return,
referred to as stock rotation rights. The Group tracks the
distributor's inventory and can initiate a stock rotation
earlier if a certain product is selling better with
another distributor.
Stock rotation provisions are made if necessary, based on
most likely amount method. The most likely amount is the
single most likely amount in a range of possible
consideration amounts. As the products have similar
margin, there are most likely no significant losses for the
Group when stock rotations are initiated. The Group does
not make provisions or adjustments to revenue for stock
rotation unless we expect the goods returned to
be obsolete.
End-customer rebates
Some end customers have entered into agreements with
Nordic to receive a rebate based on their purchase
quantity and price from the distributor. The rebates are
recognized as reduction in revenue and increase in refund
liabilities before payout by the end customer. See note 5.5.
Assets and liabilities arising from rights of return
Right of return asset
The Group has no right to return inventories back
from customers.
Refund liabilities
A refund liability is the obligation to refund some or all of
the consideration received (or receivable) from the
customer and is measured at the amount the Group
ultimately expects it will have to return to the customer.
The Group updates its estimates of refund liabilities (and
the corresponding change in the transaction price) at the
end of each reporting period.
5.2 Significant accounting judgments
and critical estimates
Nordic Semiconductor predominantly sells to electronic
distributors under a distribution agreement. The distributors
will hold a given level of Nordic Semiconductor's inventory
that is subsequently shipped to an end customer. Nordic
Semiconductor uses a “sell in” model in connection with
revenue recognition to distribution customers. Under a “sell
in” model, management needs to make judgements and
estimates the amount that can affect the reported
amounts of revenues and expenses. The main judgments
are described as follows:
“Ship and debit”
At the balance sheet date, the Group has to estimate ship
and debit on distributors inventory levels using the
expected value method. The Group estimate the refund
based on a average of historical discount to each
distributor and the expected sales mix to end-customers.
The ship and debit is recognized as reduction in revenue
and increase in refund liability. See note 5.5.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
5.3 Disaggregated revenue information
Revenue classified by end product applications:
The Group focuses on the sale of standard components for wireless communication. These
wireless components are broken into the following end product areas: Consumer, Industrial,
Healthcare and Others. In 2023, wireless components accounted for 99.1% of sales versus
99.4% in 2022. In addition to standard components, the Group sells customer-specific ASIC
components (Application Specific Integrated Circuits) and related Consulting Services.
Most of Nordic’s WiFi and PMIC customers are still in the development phase or in early
commercial phase. When WiFi and PMIC revenue materialize, Nordic will report the
revenue in the relevant end product areas.
GROUP
PARENT
2023
2022
Revenue
2023
2022
302 486
483 799
Consumer
283 076
483 799
117 203
191 543
Industrial
109 682
191 543
103 325
67 623
Healthcare
96 695
67 623
15 153
29 163
Others
14 181
29 163
538 168
772 128
Wireless components
503 634
772 128
4 701
4 607
ASIC components
4 399
4 607
—
—
Management fee
-9
1 029
542 869
776 734
Total revenue from contracts with customers
508 026
777 763
Revenue classified by customers’ location:
The Group also classifies its revenues on a geographical basis according to its customers’
location.
GROUP
PARENT
2023
2022
2023
2022
59 933
97 868
Europe
56 086
98 679
120 571
107 966
Americas
112 833
108 123
362 365
570 899
Asia/Pacific
339 107
570 961
542 869
776 734
Total revenue from contracts with customers
508 026
777 763
The Group sells its components to distributors, which then sell components onward to
electronics manufacturers which build end products and sell them to customers across the
world. Two distributors were above 10% of revenue in 2023, with 37% and 18% of total
revenue respectively, one located in Asia and the other in the Americas. In comparison, two
distributors were above 10% of revenue in 2022, with 34% and 12% of total revenue
respectively, both distributors are in Asia.
Revenue from contracts with customers classified by timing of revenue recognition:
GROUP
PARENT
2023
2022
2023
2022
542 869
776 734
Goods transferred at a point in time
508 035
776 734
0
0
Services transferred over time
-9
1 029
542 869
776 734
Total revenue from contracts with customers
508 026
777 763
5.4 Contract balances
Trade receivables are non-interest bearing and are generally on terms of 30 to 90 days.
See note 25 for further details.
GROUP
PARENT
2023
2022
2023
2022
133 316
175 120
Trade receivables
983
175 120
5.5 Refund liabilities
GROUP
PARENT
2023
2022
2023
2022
30 010
30 694
Refund liability – from ship & debit
—
30 694
25 294
23 382
Refund liability – from end-customer rebates
—
23 382
5.6 Performance obligations
A performance obligation refers to a commitment to deliver a distinct good or service to a
customer. The performance obligations for the sale of components are normally satisfied
upon the time of delivery. Payment is generally due 30 to 90 days within delivery. For the
consulting services, the performance obligation is satisfied over-time and the customer is
generally invoiced at month-end for the work performed.
The Group has decided to use the 'right-to-invoice' practical expedient. This means that the
Group sidestep the need to determine the transaction price and allocate it to unsatisfied or
partially unsatisfied performance obligations. All performance obligations are expected to
be fully satisfied and recognized as revenue within one year.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Note 6: Cost of materials / inventory
All figures in USD 1 000
6.1 Accounting policies
The Group applies standard cost method to measure cost of inventories. Standard cost
variance is the difference between standard cost and actual cost. This variance is
impacting the cost of goods sold, and the variance is monitored on a regular basis.
Obsolete inventory is written down completely.
Inventory is valued at the lower of cost, according to the FIFO principle, and net realizable
value after deduction for obsolescence. Net realizable value is estimated as the selling
price less cost of completion and the cost necessary to make the sale. Cost of inventories
includes purchase price of raw materials, costs directly related to the conversion of
materials into finished goods (sub-contracting, yield loss and production overhead) and
other costs incurred in bringing the inventories to their present location and condition.
Nordic assess net realizable value for each inventory category: raw materials, work in
progress and finished goods separately as they have different useful life. Finished goods is
grouped in four main product categories with distinct technology: Proprietary, Bluetooth,
Wi-Fi, and cellular. Each of these four technologies are then divided into subcategories
where the different standardized chips with respective packaging is shared among a
variety of customers. On this category level, Nordic is applying the practical expedient in
IAS 2.29, stating that grouping of similar or related items with a similar purpose or end use
can be assessed together when assessing net realizable value. Nordic is basing the net
realizable value on orders from third parties, historical inventory turnover ratio and other
factors. This calculation is based on the most updated facts at any given point in time but
are prone to variation under changing circumstances. One exception from regular
calculation of net realizable value is related to items that are made from older parts and
cannot be easily sold to other customers. These items are written off completely item by
item if aging is more than 2 years.
6.2 Cost of materials / inventory
GROUP
PARENT
2023
2022
2023
2022
316 788
378 534
Purchased materials
316 788
378 534
-60 999
-40 136
Changes in inventory
-60 999
-40 136
3 368
1 544
Scrapping inventory
3 368
1 544
259 157
339 941
Cost of materials
259 157
339 941
95 043
34 356
Raw materials
95 043
34 356
9 907
25 380
Work in Progress
9 907
25 380
58 139
42 355
Finished goods
58 139
42 355
163 090
102 091
Total inventory
163 090
102 091
As Nordic Semiconductor is a fabless manufacturer, all inventories, including raw materials
and finished goods, are located at sub-contractors.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Note 7: Payroll expenses
All figures in USD 1 000
GROUP
PARENT
2023
2022
Combined expenses for salary and other
compensation are distributed as follows:
2023
2022
126 961
115 380
Salary and vacation pay
53 728
57 004
18 845
28 335
Other compensation
12 937
15 448
14 759
11 704
Payroll tax
9 217
8 692
-397
-424
Tax grant
-397
-424
11 502
10 898
Defined contribution pension
4 639
4 606
-18 680
-4 453
Capitalized development expenses (hourly costs)
-18 680
-4 453
152 990
161 440
Total
61 443
80 872
1 481
1 311
Weighted average number of full time employees
620
647
GROUP
PARENT
2023
2022
Employees as of December 31, are distributed as
follows:
2023
2022
631
612
Norway
631
612
318
322
Finland
—
—
113
115
Poland
—
—
47
49
India
—
—
72
57
USA
—
—
55
58
Taiwan
—
—
77
77
UK
—
—
55
41
Philippines
1
41
45
40
Sweden
—
—
28
28
China
—
—
12
15
Hong Kong
1
—
3
4
South Korea
3
4
5
4
Germany
—
—
5
4
Japan
—
—
2
3
The Netherlands
2
3
16
0
Denmark
—
—
2
2
Australia
2
2
7
4
Singapore
—
—
1 493
1 435
Total
640
662
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Note 8: Executive compensation
All figures in USD 1 000
Note 8.1: Management remuneration
Pursuant to the changes in the Public Limited Liability Companies Act, i.e., the addition of a new section 6-16 (b), and associated new regulations, Nordic will publish a separate
management remuneration report for presentation at the Annual General Meeting on 24 April 2024, containing detailed information on remuneration to Executive Management Team
(EMT) for the reporting year 2023. The remuneration report includes detailed information on EMTs remuneration complementing the numbers presented below. This includes an overview of
the operational, financial, environmental, social and governance targets that form basis for the short-term incentives.
EMT members’ salaries and other benefits, including long term incentive plans are presented in the table below. Unless otherwise stated, Nordic did not have any loans to or guarantees
made on behalf of any of the EMT members in 2023 and 2022.
The remuneration paid or awarded to the CEO and other members of the EMT was aligned with Nordics’s remuneration policy. The policy is available in its full at nordicsemi.com.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Total compensation* expensed during the year for the CEO and other executives:
2023
Salary
Bonus
Options &
PSU**
RSUs &
PSUs
Other Comp.
Pension
expenses
Total
Svenn-Tore Larsen, CEO**
1 707
—
—
-66
1
73
1 716
Pål Elstad, CFO/EVP Finance
250
—
—
104
3
39
397
Svein Egil Nielsen, CTO/EVP R&D and Strategy
283
—
—
117
5
46
450
Geir Langeland, EVP Sales & Marketing
266
—
—
128
4
42
440
Ole Fredrik Morken, EVP Supply Chain***
241
—
—
79
3
27
351
Ståle Ytterdal, SVP IR & Strategic Sales
168
—
—
69
3
22
262
Kjetil Holstad, EVP Product Management
213
—
—
79
4
26
322
Katarina Finneng, EVP People & Communication
209
—
—
86
3
31
329
Linda Pettersson, SVP Legal & Compliance****
154
—
—
16
1
20
192
Ola Boström, SVP Quality & Sustainability****
165
—
—
34
3
20
222
Total
3 656
—
—
646
31
349
4 681
2022
Salary
Bonus
Options &
PSU**
RSUs &
PSUs
Other Comp.
Pension
expenses
Total
Svenn-Tore Larsen, CEO
461
185
71
267
2
87
1 072
Pål Elstad, CFO/EVP Finance
273
98
34
124
4
42
575
Svein Egil Nielsen, CTO/EVP R&D and Strategy
308
112
41
140
4
52
657
Geir Langeland, EVP Sales & Marketing
290
118
36
150
4
50
648
Ebbe Rømcke, SVP Quality & Sustainability****
189
65
23
83
2
26
387
Ole Fredrik Morken, EVP Supply Chain***
303
74
29
98
3
31
538
Marianne Frydenlund, SVP Legal****
121
—
19
—
1
9
150
Ståle Ytterdal, SVP IR & Strategic Sales
203
65
25
84
4
25
406
Kjetil Holstad, EVP Product Management
203
73
20
87
3
30
417
Katarina Finneng, EVP People & Communication
227
83
1
103
3
35
453
Linda Pettersson, SVP Legal & Compliance****
136
40
—
4
2
17
198
Ola Boström, SVP Quality & Sustainability****
160
44
—
28
3
20
257
Total
2 873
958
299
1 168
35
425
5 758
*Management compensation is paid in NOK. Exchange rate for 2023: 10.56 and 2022: 9.62
**CEO, Svenn-Tore Larsen resigned after 2023, the salary cost also includes after pay. Upon resignation Svenn-Tore Larsen exited the here presented RSU/PSU agreements as part of the termination.
***Includes expat allowances
****Marianne Frydenlund and Ebbe Rømcke were no longer a part of the EMT by year end 2022. Linda Pettersson and Ola Boström joined the EMT during 2022, in July and August respectively
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
The Group has granted EMT members the following RSUs and performance shares (PSUs):*
EMT member
2023
2022
Svenn-Tore Larsen, CEO
9 184 RSUs
9 184 PSUs
6 532 RSUs
6 532 PSUs
Pål Elstad, CFO/EVP Finance
4 520 RSUs
4 520 PSUs
3 193 RSUs
3 193 PSUs
Katarina Finneng, EVP People & Communication
3 769 RSUs
3 769 PSUs
2 662 RSUs
2 662 PSUs
Svein Egil Nielsen, CTO/EVP R&D and Strategy
5 110 RSUs
5 110 PSUs
3 609 RSUs
3 609 PSUs
Geir Langeland, EVP Sales & Marketing
4 783 RSUs
4 783 PSUs
3 379 RSUs
3 379 PSUs
Ebbe Rømcke, SVP Quality & Sustainability
—
—
2 111 RSUs
2 111 PSUs
Ole Fredrik Morken, EVP Supply Chain**
3 439 RSUs
3 439 PSUs
2 429 RSUs
2 429 PSUs
Ståle Ytterdal, SVP IR & Strategic Sales
2 955 RSUs
2 955 PSUs
2 087 RSUs
2 087 PSUs
Kjetil Holstad, EVP Product Management
4 332 RSUs
4 332 PSUs
2 380 RSUs
2 380 PSUs
Ola Bostøm
2 946 RSUs
2 946 PSUs
Linda Petterson
2 823 RSUs
2 823 PSUs
*Overview of outstanding RSU and PSU for the respective EMT members are presented in the remuneration report
During 2023 the executives exercised the following RSU ans PSU:
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Executives
Grant year
Number of
options
exercised
Share price
at time of
release
in NOK
Cash
payout in
USD 1000
Svenn-Tore Larsen, CEO
2020 RSU
10 621
113.17
114
2020 PSU
19 119
113.17
205
Pål Elstad, CFO/EVP Finance
2020 RSU
6 345
113.17
68
2020 PSU
11 422
113.17
122
Svein Egil Nielsen, CTO/EVP R&D and
Strategy
2020 RSU
7 172
113.17
77
2020 PSU
12 911
113.17
138
Geir Langeland, EVP Sales & Marketing
2020 RSU
6 621
113.17
71
2020 PSU
11 918
113.17
128
Katarina Finneng, EVP People &
Communication
2020 RSU
5 241
113.17
56
2020 PSU
9 434
113.17
101
Ole Fredrik Morken, EVP Supply Chain**
2020 RSU
5 241
113.17
56
2020 PSU
9 434
113.17
101
Ola Bostrøm, SVP Quality & Sustainability
2020 RSU
1 704
113.17
18
2020 PSU
—
—
—
Ståle Ytterdal, SVP IR & Strategic Sales
2020 RSU
4 414
113.17
47
2020 PSU
7 946
113.17
85
Kjetil Holstad, EVP Product Management
2020 RSU
4 276
113.17
46
2020 PSU
7 697
113.17
14
*The RSU for management vest after three years for management two years for employees
**Purchased shares, no cash payout from the company
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Note 8.2: Board remuneration
Total compensation expensed for Board Members*
2023
2022
Birger Steen, Chair
126
165
Inger Berg Ørstavik, Board Member
57
68
Endre Holen, Board Member
18
90
Snorre Kjesbu, Board member
38
—
Jan Magnus Frykhammar, Board Member
41
80
Øyvind Birkenes, Board Member
12
62
Annastiina Hintsa, Board Member
56
63
Anita Huun, Board Member
60
68
Jon Helge Nistad, Board Employee Representative (Board remuneration
only)
15
16
Susheel Nuguru, Board Employee Representative (Board remuneration
only)
—
5
Morten Dammen, Board Employee Representative (Board remuneration
only)
15
16
Joel Stapleton, Board Employee Representative (Board remuneration only)
—
5
Gro Fykse, Board Employee Representative (Board remuneration only)
15
10
Anja Dekens, Board Employee Representative (Board remuneration only)
15
10
Total
466
659
*Numbers noted in USD and converted from NOK using USD/NOK rate of 10.56 for 2022 and 9.62 for 2022
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Note 9: Other operating expenses
All figures in USD 1 000
GROUP
PARENT
2023
2022
2023
2022
31 374
24 837
Service and maintenance
29 094
23 222
22 360
17 422
Other consultancy fees
15 470
12 318
3 140
2 301
Office expenses
1 349
1 088
1 748
1 956
Office equipment
1 201
1 246
11 746
11 401
Material and components
8 747
9 720
-70
-57
Tax grant
-70
-57
-3 293
-2 034
Capitalized development expenses
-3 293
-2 036
2 712
3 585
Travel and meeting expenses
1 262
1 799
11 974
10 274
Other operating expenses
10 751
8 448
—
—
Other operating expenses intercompany
110 402
110 581
81 691
69 685
Total other operating expenses
174 914
166 328
Auditor remuneration, excl. of VAT
Fees to the auditor are included in consultancy fees above.
GROUP
PARENT
2023
2022
2023
2022
159
109
Audit services
119
93
—
14
Other attestation Services
—
14
35
4
Tax advisory Services
26
—
36
—
Other Non Audit service
36
—
230
128
Total revenues
181
107
Note 10: Net financial items
All figures in USD 1 000
GROUP
PARENT
2023
2022
2023
2022
9 670
5 230
Interest income
9 313
5 203
57
972
Other financial income
48
968
9 726
6 202
Financial income
9 361
6 171
1 550
621
Interest expenses on lease liabilities
1 229
478
756
—
Bond interest expense
756
—
1 384
646
Other financial expense
1 380
616
3 690
1 267
Financial expense
3 365
1 094
1 358
619
Foreign exchange gain(loss)
1 362
672
7 394
5 554
Net financial
7 358
5 749
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Note 11: Tax
All figures in USD 1 000
11.1 Accounting policies
Income tax expenses consist of taxes due and changes to the net deferred tax assets or
liabilities.
Deferred tax assets are recognized to the extent that it is probable that the individual
company will have sufficient taxable income in later periods to utilize the tax assets.
Deferred income tax relating to items recognized in Other Comprehensive Income (“OCI”)
or directly in equity is recognized outside profit or loss.
The parent company pays its tax obligation in NOK and the fluctuations between the NOK
and the USD impact the financial items. The Group’s legal entities that do not have their
tax base in USD are exposed to changes in the USD/tax base currency rates. Effects within
the current year are classified as tax expense.
Grants received, including those for R&D, are often in the form of tax refunds and are
classified as operating grants. These operating grants are recognized in the financial
statements concurrently with the expenses they are intended to offset. Tax refunds are
typically accounted for as a reduction in payroll expenses, as detailed in Note 7.
However, in some jurisdictions, there are tax incentives that reduce taxable income or tax
rate. These are treated as income tax, and is recognized as a reduction in tax expense
rather than as government grants.
The accounting for such incentives is in accordance with the relevant tax laws and
accounting standards applicable in the respective country.
11.2 Tax
GROUP
PARENT
2023
2022
Tax consists of
2023
2022
6 339
43 723
Current tax expense
3 366
41 151
-1 892
1 094
Change in deferred tax
-1 251
1 312
4 447
44 817
Tax expense (income)
2 116
42 463
GROUP
PARENT
2023
2022
Reconciliation of nominal and actual tax expense
2023
2022
-12 096
-167 155
Profit before tax
13 841
-159 405
2 661
36 774
Computed tax at parent's nominal tax rate of 22%
-3 045
35 069
-702
-42
Differences due to different tax rates
—
-42
1 256
-518
Non taxable income/non deductible expenses
360
-1 527
—
-726
Credit for tax paid
—
-98
-2 646
—
Tax incentives
—
—
-1 082
265
Adjustment previous years
-392
—
4 960
9 064
Currency translation differences
5 193
9 061
—
—
Other items
—
—
4 447
44 817
Total tax expense (income)
2 114
42 463
GROUP
Deferred taxes:
Balance sheet
Income
statement
Other. Comp.
income
31.12.2023
31.12.2022
2023
2022
2023
2022
Inventory
751
757
-17
600
—
—
Fixed Assets
4 188
3 267
-1 167
-1 178
—
—
Right-of-use assets
-10 394
-2 438
8 031
-458
—
—
Lease liabilities
10 606
2 616
-8 071
313
—
—
Social security tax (RSUs)
130
0
145
1 547
—
—
Pension obligation
89
95
3
-3
-8
13
Financial instruments
—
—
-57
—
—
—
Accruals
202
341
120
212
—
—
Deferred tax benefit - gross
5 890
4 637
-1 985
1 033
-8
13
Gain and loss account
18
24
5
6
—
—
Net other tax-obligations
—
—
—
73
—
—
Financial instrument
0
59
—
-161
—
—
Deferred tax obligation - gross
18
83
5
-82
0
0
Currency effect of translation to USD
98
-21
Net deferred tax benefit (obligation)
5 872
4 554
Deferred tax expense (income)
-1 892
1 094
-8
13
The Group has not recognized net deferred tax benefit of USD 2.799m related to the
subsidiary in Poland and USD 135 related to the subsidiary in India.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
PARENT
Deferred taxes:
Balance sheet
Income
statement
Other. Comp.
income
31.12.2023
31.12.2022
2023
2022
2023
2022
Inventory
751
757
-17
600
—
—
Fixed Assets
3 774
2 836
-1 026
-1 008
—
—
Leasing
209
173
-42
-140
—
—
Social security tax (RSUs)
130
0
145
1 547
—
—
Pension obligation
89
95
3
-3
-8
13
Financial instrument
—
0
-57
0
—
—
Accruals
13
30
16
240
—
—
Deferred tax benefit - gross
4 967
3 891
-978
1 236
-8
13
Gain and loss account
18
24
5
6
—
—
Net other tax-obligations
—
0
276
70
—
—
Financial instrument
0
59
0
-161
—
—
Deferred tax obligation - gross
18
83
281
-85
0
0
Currency effect of translation to USD
8
-9
Net deferred tax benefit (obligation)
4 948
3 808
Deferred tax expense (income)
-1 251
1 312
-8
13
GROUP
PARENT
2023
2022
Reconciliation of net deferred tax obligation
2023
2022
4 554
6 331
Opening balance as of 1.1
3 808
5 748
1 892
-1 083
Tax expense recognized in the P&L
1 251
-1 312
8
-13
Tax expense recognized in OCI
8
-13
-582
-681
Currency effect from translation to USD
-119
-615
5 872
4 554
Net deferred tax benefit (obligation) as of 31.12
4 948
3 808
GROUP
PARENT
2023
2022
Net deferred tax recognized in OCI as of 31.12
2023
2022
-8
13
Net gain on actuarial gains and losses
-8
13
-8
13
Total tax expense (income) in OCI
-8
13
Note 12: Goodwill and intangible assets
All figures in USD 1 000
12.1 Accounting policies
Goodwill
Goodwill acquired in business combinations is carried at
cost as established at the acquisition date. Goodwill, an
asset with indefinite useful life, is not amortized and is
tested annually for impairment. Goodwill is allocated to
the cash generating unit.
A cash generating unit (CGU), is the smallest group of
assets that generates cash inflows largely independent of
the cash inflows from other assets or groups of assets.
Goodwill does not generate cash flows independently of
other assets and is, therefore, tested for impairment at the
level of the CGU or group of CGUs that are expected to
benefit from the synergies of the related business
combination.
Testing for impairment is done by comparing recoverable
amount and carrying amount of the same groups of cash-
generating units as to which goodwill is allocated. If the
carrying amount exceeds its recoverable amount, an
impairment loss is recorded. The impairment loss first
reduces goodwill and then allocated to other assets of the
CGU. Impairment of goodwill may not be reversed.
Intangible assets
Intangible assets, including capitalized development
expenses and other intangible assets are measured initially
at cost. Subsequently, the intangible assets are measured
at cost less accumulated amortization. The assets, with
finite useful life, are amortized on a straight-line basis over
the asset's estimated useful lives. The amortization period
and the amortization method for intangible assets are
reviewed at least at the end of each reporting period.
Changes in the expected useful life or the expected
pattern of consumption of future economic benefits
embodied in the asset are considered to modify the
amortization period or method, as appropriate, and are
treated as changes in accounting estimates.
The costs of an internally generated intangible asset is the
sum of expenditures (labor and materials) and incurred
from the time all requirements for capitalization are met
and until the time the asset is transferred to production
(TTP). Costs expensed in prior accounting periods will not
be capitalized. Research costs incurred after TTP is typically
related to maintenance of the asset. These costs are
recognized as an expense as the requirement to
demonstrate increased economic benefits are not met.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Amortization begins when the product is transferred from
development to production, and the amortization period is
over its estimated useful life, normally 1-5 years. Each
development project is reviewed annually to ensure that
the recognition criteria are still met. If the criteria are no
longer met, then the impairment loss is immediately
recorded in the income statement.
Other intangible assets comprise identifiable intangibles
acquired in business combination (IP, developed
technology), licenses and computer software. The assets
held by the Group have finite useful lives determined by
the expected usage of the asset by the entity. The assets
are amortized over its estimated useful life, normally 3-10
years. Other intangible assets with a finite useful life are
tested for impairment whenever there is an indication that
their carrying amounts may not be recoverable.
12.2 Significant accounting judgments
and critical estimates
Goodwill
Nordic allocates and monitors Goodwill on an operating
segment level since the group comprises only one
operating segment. As a result, the assessment for
impairment of Goodwill is conducted for the group as a
whole. Nordic's approach involves evaluating fair value
rather than value in use. Upon examining the market value
of equity as of December 31 and comparing it to the book
value of equity, it becomes evident that Goodwill and net
operating-related assets could be sold for an amount
significantly higher than their book values.
Valuation
Value
Market value
2 387 881
Book value
602 077
Capitalization of development costs
Determining whether development costs shall be
capitalized involves the use of judgement by management.
The company has to demonstrate all of the following:
■The product or the process is clearly defined and the
cost elements can be identified and measured reliably;
■The technical feasibility is demonstrated;
■The product or the process will be sold or used in
the business;
■The asset will generate future economic benefits;
■Sufficient technical, financial and other resources for
project completion are in place
Key factors in management judgment is whether a product
design meet specific functional and economic
requirements. Factors to consider are development/
technical risk, existence of a market for the product and its
market share. The company evaluate theses criteria in
relation to each specific project. Projects related to new
product developments are generally more difficult to
substantiate than projects in which the company has more
experience. Before mass production, the company do
extensive testing on the products to evaluate their quality
and functionality and send prototype samples to
customers. The expected period of benefits is also
dependent on the future technological development in the
market.
12.3 Goodwill and intangible assets
GROUP
2023
Software and other
intangible assets
Capitalized development
expenses
Goodwill
Total
Acquisition cost
Opening balance
31 121
57 015
2 284
90 421
Additions
11 520
21 973
50
33 544
Additions from business combinations
2 090
—
8 557
10 647
Disposals
—
—
—
—
Acquisition cost as of 31.12
44 731
78 986
10 891
134 612
Accumulated depreciation
Opening balance
19 466
30 408
—
49 874
Amortization expenses
6 202
9 644
—
15 846
Disposals
—
—
—
—
Accumulated amortization as of 31.12
25 668
40 051
0
65 719
Net carrying value as of 31.12
19 063
38 938
10 891
68 892
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
PARENT
2023
Software and other
intangible assets
Capitalized development
expenses
Goodwill
Total
Acquisition cost
Opening balance
28 839
57 015
249
86 103
Additions
11 378
21 973
—
33 351
Disposals
—
—
Acquisition cost as of 31.12
40 218
78 988
249
119 454
Accumulated depreciation
Opening balance
18 114
30 408
—
48 522
Amortization expenses
5 094
9 644
—
14 738
Disposals
—
—
—
—
Accumulated amortization as of 31.12
23 208
40 051
—
63 259
Net carrying value as of 31.12
17 011
38 938
249
56 197
Estimated useful life
3 - 10 years
1 - 5 years
No depreciation
Depreciation method
Straight-line
Straight-line
NA
GROUP
R&D expenses:
PARENT
91 689
Personnel expenses
34 641
45 476
Other operating expenses
36 386
137 165
Total cost recognized in income statement
71 027
159 138
Total cost for R&D (incl. capitalized development cost)
93 000
GROUP
2022
Software and other
intangible assets
Capitalized development
expenses
Goodwill
Total
Acquisition cost
Opening balance
50 896
80 019
2 386
133 302
Additions
2 909
6 489
-102
9 296
Acquisition cost as of 31.12
31 121
57 015
2 284
90 424
Accumulated depreciation
Opening balance
35 132
48 477
—
83 609
Amortization expenses
7 068
11 423
—
18 492
Accumulated amortization as of 31.12
19 466
30 408
—
49 874
Net carrying value as of 31.12
11 655
26 608
2 284
40 547
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
PARENT
2022
Software and other
intangible assets
Capitalized development
expenses
Goodwill
Total
Acquisition cost
Opening balance
49 387
80 017
249
129 654
Additions
2 135
6 489
—
8 624
Acquisition cost as of 31.12
28 839
57 015
249
86 103
Accumulated depreciation
Opening balance
34 155
48 476
—
82 631
Amortization expenses
6 642
11 423
—
18 065
Accumulated amortization as of 31.12
18 114
30 408
—
48 522
Net carrying value as of 31.12
10 726
26 608
249
37 583
Estimated useful life
3 - 10 years
1 - 5 years
No depreciation
Amortization method
Straight-line
Straight-line
NA
GROUP
R&D expenses:
PARENT
98 672
Personnel expenses
40 232
38 488
Other operating expenses
29 209
137 160
Total cost recognized in income statement
69 441
143 649
Total cost for R&D (incl. capitalized development cost)
75 930
Impairment of intangible assets
There have been no indications of possible impairment related to intangible assets during the current reporting period.
Change in estimate with respect to useful life
The useful life of the intangible assets have been reviewed during the year. Management has evaluated the current useful life estimates as appropriate.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Note 13: Fixed assets
All figures in USD 1 000
13.1 Accounting policies
Property, plant and equipment are measured at cost less accumulated depreciation and
impairment losses, if any. The assets are depreciated on a straight-line basis over its
estimated useful lives.
Expenditures classified as repair and maintenance costs are expensed when incurred.
Expenditures that increase the value of the fixed asset are capitalized and depreciated
over the remaining useful life of the fixed asset.
The assets’ residual value and useful life are reviewed annually.
At the end of each reporting period, the Group assess whether there is any indication that
an fixed assets may be impaired. The recoverable amount of the fixed assets are normally
estimated on a stand-alone basis.
13.2 Fixed assets
GROUP
2023
Office and lab
equipment
Computer
equipment and
machinery
Fixture and fittings
Property
Total
Opening balance
39 843
44 673
6 138
333
90 987
Additions
6 823
5 017
707
—
12 546
Additions from business combinations
21
14
15
—
51
Acquisition cost as of 31.12
46 687
49 703
6 858
333
103 580
Opening balance
24 845
26 138
2 448
—
53 431
Depreciation expenses
8 110
11 097
1 187
—
20 389
Currency translation differences
481
158
22
—
660
Accumulated depreciation as of 31.12
33 436
37 393
3 656
—
74 480
Net carrying value as of 31.12
13 251
12 309
3 202
333
29 095
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
PARENT
2023
Office and lab
equipment
Computer
equipment and
machinery
Fixture and fittings
Property
Total
Opening balance
18 262
40 555
2 977
333
62 126
Additions
2 915
4 538
861
—
8 313
Disposals
—
-12
-259
—
-271
Acquisition cost as of 31.12
21 177
45 080
3 578
333
70 167
Opening balance
12 212
23 127
1 517
—
36 856
Depreciation expenses
3 512
10 751
571
—
14 835
Disposals
—
-5
-14
—
-19
Accumulated depreciation as of 31.12
15 724
33 873
2 074
—
51 672
Net carrying value as of 31.12
5 453
11 208
1 504
333
18 498
GROUP
2022
Office and lab
equipment
Computer
equipment and
machinery
Fixture and fittings
Property
Total
Opening balance
37 980
66 006
6 716
333
111 035
Additions
8 027
11 492
1 374
—
20 892
Disposals
-6 163
-32 826
-1 950
—
-40 939
Acquisition cost as of 31.12
39 843
44 673
6 138
333
90 989
Opening balance
25 192
47 999
3 958
—
77 149
Depreciation expenses
7 485
10 781
990
—
19 256
Disposals
-6 163
-32 825
-2 032
—
-41 020
Accumulated depreciation as of 31.12
26 514
25 955
2 916
—
55 384
Net carrying value as of 31.12
13 329
18 716
3 222
333
35 603
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
PARENT
2022
Office and lab
equipment
Computer
equipment and
machinery
Fixture and fittings
Property
Total
Opening balance
25 482
61 891
5 469
333
93 174
Additions
2 818
11 315
771
—
14 903
Disposals
-10 038
-32 650
-3 262
—
-45 950
Acquisition cost as of 31.12
18 262
40 555
2 977
333
62 126
Opening balance
15 563
45 382
3 404
—
64 349
Depreciation expenses
4 402
10 334
577
—
15 313
Disposals
-7 753
-32 589
-2 465
—
-42 807
Accumulated depreciation as of 31.12
12 212
23 127
1 517
0
36 855
Net carrying value as of 31.12
6 050
17 429
1 460
333
25 271
GROUP AND PARENT
Estimated useful life
3 - 5 years
3 - 4 years
5 years
Depreciation method
Straight-line
Straight-line
Straight-line
No depreciation
Total depreciation expenses consist of depreciation of fixed assets and depreciation of
intangible assets (Note 12: Goodwill and intangible assets).
Non-depreciable property assets:
The parent company has an apartment in Trondheim for use by employees in the Oslo
office while in Trondheim. The apartment is assessed at acquisition cost. The residual value
is expected to be at least equal to the carrying amount.
Scrapped capital assets
All capital assets that are ready to be scrapped have been fully depreciated and have no
residual book value.
Impairment
There have been no indications of possible impairment related to fixed assets during the
current reporting period.
Change in estimate with respect to useful life
The useful life of the fixed assets have been reviewed during the year. Management has
evaluated the current useful life estimates as appropriate.
Note 14: Leases
All figures in USD 1 000.
14.1 Accounting policies
The Group applies a single recognition and measurement approach for all leases, except
for short-term leases and leases of low-value assets. The Group recognizes lease liabilities
to make lease payments and right-of-use (RoU) assets representing the right to use the
underlying assets.
Right-of-use assets
The Group recognizes RoU assets at the commencement date of the lease (i.e., the date
the underlying asset is available for use). RoU assets are measured at cost, less any
accumulated depreciation and impairment losses. The cost of RoU assets includes the
amount of lease liabilities recognized, initial direct costs incurred, and lease payments
made at or before the commencement date less any lease incentives received. RoU assets
are depreciated on a straight-line basis over the lease term.
At the end of each reporting period, the Group assess whether there is any indication that
an RoU asset may be impaired.
Lease liabilities
At the commencement date of the lease, the Group recognizes lease liabilities measured at
the present value of lease payments to be made over the lease term. The lease payments
include fixed payments (including in substance fixed payments) less any lease incentives
receivable, variable lease payments that depend on an index or a rate, and amounts
expected to be paid under residual value guarantees.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
In calculating the present value of lease payments, the Group uses its incremental
borrowing rate (IBR) at the lease commencement date because the interest rate implicit in
the lease is not readily determinable. The Group estimates the IBR using observable inputs
(such as market interest rates) when available and is required to make certain entity
specific estimates (such as subsidiary's stand-alone credit rating).
After the commencement date, the amount of lease liabilities is increased to reflect the
accretion of interest and reduced for the lease payments made. In addition, the carrying
amount of lease liabilities is remeasured if there is a modification, a change in the lease
term, a change in the lease payments (e.g., changes to future payments resulting from a
change in an index or rate used to determine such lease payments) or a change in the
assessment of an option to purchase the underlying asset.
Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption to its short-term leases (i.e.,
those leases that have a lease term of 12 months or less from the commencement date
and do not contain a purchase option) and low-value assets. The low value election is
made on a lease-by-lease basis, and it refers to underlying assets with a value in order of
USD 5 000 or less. Lease payments on short-term leases and leases of low value assets are
recognized as expense on a straight- line basis over the lease.
14.2 Leases
The Group is a lessee and has entered into agreements to lease office space, office
equipment, machinery and vehicles
The Group's office leases range between 1 to 14 years. Equipment and machinery leases
range between 1 to 5 years. Vehicles are leased for less than 3 years.
There are no leases with variable lease payments, other than lease payments linked to a
consumer price index.
Extension and termination options are included in a number of property and equipment
leases across the Group. These are used to maximize operational flexibility in terms of
managing the assets used in the Group’s operations. The majority of extension and
termination options held are exercisable only by the Group and not by the respective
lessor. In calculating lease liability, the option to extend the lease term of the lease have
not been included. The Group could replace the lease assets without significant cost or
business disruption.
The Group also has certain leases with lease terms of 12 months or less and leases with
low value. The Group applies the "short-term lease" and "lease of low-value assets"
recognition exemptions for these leases.
In 2023, Nordic Semiconductor ASA signed an office rental agreement in Oslo with an
commencement date of 1 June 2023 and an office rental agreement in Trondheim with a
commencement date of 1 November 2023. Nordic Semiconductor ASA also agreed to
extend lease terms for 10 years on existing lease agreement in Trondheim.
In 2023, Nordic Semiconductor UK Limited signed an office rental agreement in Bristol with
an expected commencement date of 12 February 2024. There has been a delay in the
office move due to circumstances beyond the company's control.
Below is the contractual cash flow of leases with commencement date after balance sheet
date:
GROUP
Carrying
amount
Contractual
cash flow
Less than
one year
One to five
years
More than
five years
Office space
—
4 995
782
3 618
596
Office equipment
—
431
86
344
—
Short-term leases
—
2
2
—
—
Total
—
5 428
870
3 962
596
PARENT
Carrying
amount
Contractual
cash flow
Less than
one year
One to five
years
More than
five years
Office space
—
—
—
—
—
Office equipment
—
431
86
344
—
Short-term leases
—
—
—
—
—
Total
—
431
86
344
—
Minimum lease payments payable on leases are presented in note 26.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Amounts recognized in the balance sheet:
The balance sheet shows the following amounts relating to leases:
GROUP
PARENT
31.12.2023
31.12.2022
Right of use assets
31.12.2023
31.12.2022
54 670
21 416
Office space
45 527
12 076
54 670
21 416
Total
45 527
12 076
GROUP
PARENT
31.12.2023
31.12.2022
Lease liabilities
31.12.2023
31.12.2022
9 897
6 280
Current
5 963
2 813
47 864
14 861
Non-Current
42 127
8 711
57 762
21 141
Total
48 090
11 524
GROUP
PARENT
2023
2022
2023
2022
28 826
8 843
Additions to right-of-use assets
25 761
1 011
12 468
109
Adjustments to right-of-use assets
11 827
266
—
—
Disposals to the right-of-use assets
—
-534
The statement of profit or loss shows the following amounts relating to leases:
GROUP
PARENT
2023
2022
Depreciation of right-of-use assets
2023
2022
8 094
5 974
Office space
4 138
3 427
—
162
Office equipment and machinery
—
162
8 094
6 135
Total depreciation
4 138
3 588
1 597
621
Interest expense
1 229
478
405
513
Expenses relating to short-term leases
138
235
735
644
Expenses relating to leases of low-value assets
293
303
10 831
7 914
Total amount recognized in profit and loss
5 798
4 603
9 567
7 766
The total cash outflow for leases
4 842
4 311
Below are the carrying amounts of lease liabilities and movements during the period:
GROUP
Cash flow information for lease liabilities
PARENT
21 141
Net liabilities as at 1 January 2023
11 524
-8 426
Lease payments
-4 410
41 294
Acquisitions and adjustments
37 588
—
Disposals
—
1 597
Interest
1 229
2 156
Foreign exchange adjustments
2 159
57 762
Net liabilities as at 31 December 2023
48 090
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Note 15: Investments in subsidiaries and joint ventures
All figures in USD 1 000
Note 15.1: Subsidiaries
The following subsidiaries have been included in the financial statements:
Subsidiaries consolidated in
Established
Year
Location
Share
Ownership
Voting
Rights
Nordic Semiconductor Inc
2006
USA
100%
100%
Nordic Semiconductor Poland S.P z o.o
2013
Poland
100%
100%
Nordic Semiconductor Finland OY
2014
Finland
100%
100%
Nordic Semiconductor KK
2017
Japan
100%
100%
Nordic Semiconductor Germany GmbH
2018
Germany
100%
100%
Nordic Semiconductor Norway AS
2020
Norway
100%
100%
Nordic Semiconductor UK Limited
2020
UK
100%
100%
Nordic Semiconductor India Pvt. Ltd
2020
India
100%
100%
Nordic Semiconductor Sweden AB
2020
Sweden
100%
100%
Nordic Semiconductor Hong Kong Limited
2021
Hong Kong
100%
100%
Nordic Semiconductor (Shenzhen) Limited
2021
China
100%
100%
Nordic Semiconductor Singapore Pte Ltd
2022
Singapore
100%
100%
Nordic Semiconductor Denmark ApS
2022
Denmark
100%
100%
Nordic Semiconductor Philippines, Inc.
2022
Philippines
100%
100%
Subsidiaries as of 31 December 2023
Ownership
Share of
votes
Net profit
2023
Equity 31.
Dec 2023
Nordic Semiconductor Inc, USA
100%
100%
1 630
5 181
Nordic Semiconductor Poland S.P z o.o
100%
100%
5 047
8 623
Nordic Semiconductor Finland OY
100%
100%
4 439
22 584
Nordic Semiconductor KK
100%
100%
30
134
Nordic Semiconductor Germany GmbH
100%
100%
30
150
Nordic Semiconductor Norway AS
100%
100%
207
7 666
Nordic Semiconductor UK Limited
100%
100%
1 503
3 792
Nordic Semiconductor India Pvt. Ltd
100%
100%
432
1 965
Nordic Semiconductor Sweden AB
100%
100%
504
1 287
Nordic Semiconductor Hong Kong Limited
100%
100%
86
250
Nordic Semiconductor (Shenzhen) Limited
100%
100%
282
531
Nordic Semiconductor Singapore Pte Ltd
100%
100%
11 611
11 847
Nordic Semiconductor Denmark ApS
100%
100%
248
251
Nordic Semiconductor Philippines, Inc.
100%
100%
62
81
■All intellectual property (IP) is owned by Nordic Semiconductor ASA, which is the
ultimate parent company of the Group. All intercompany transactions are conducted in
accordance with the Group's transfer pricing policy.
■Nordic Semiconductor Inc is a market development, product promotion, and support
company, but since 2016 has run a small R&D department as well.
■Nordic Semiconductor Poland Sp. z.o.o. is an extension of the software development
team in the parent company.
■Nordic Semiconductor Finland OY is a development company working with mainly long
range technology. The R&D team in Finland works closely alongside the rest of the R&D
teams in the Group.
■Nordic Semiconductor KK is a market development, product promotion, and support
company,
■Nordic Semiconductor Germany GmbH is a market development, product promotion,
and support company,
■Nordic Semiconductor Norway AS is the parent company of Nordic Semiconductor UK
Limited, Nordic Semiconductor India Pvt. Ltd, Nordic Semiconductor Sweden AB, Nordic
Semiconductor Hong Kong Limited and Nordic Semiconductor (Shenzhen) Limited.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
■Nordic Semiconductor UK limited is a development company working with Wi-Fi and
PMIC technology. The R&D team in the UK works closely alongside the rest of the R&D
teams in the Group.
■Nordic Semiconductor India Pvt. Ltd is a development company working with Wi-Fi
technology. The R&D team in India works closely alongside the rest of the R&D teams
in the Group.
■Nordic Semiconductor Sweden AB is a development company working mainly with Wi-
Fi technology. The R&D team in Sweden works closely alongside the rest of the R&D
teams in the Group.
■Nordic Semiconductor Hong Kong Limited is a market development, product
promotion, and support company.
■Nordic Semiconductor (Shenzhen) Limited is a market development, product promotion,
and support company.
■Nordic Semiconductor Singapore Pte Ltd is Nordic's regional head office in the APAC
region, distributing the Group's products.
■Nordic Semiconductor Denmark ApS is a development company working across
technologies. The R&D team in the Denmark works closely alongside the rest of the
R&D teams in the Group.
■Nordic Semiconductor Philippines, Inc. is a development, supply chain and support
company. The R&D team in the Philippines is working across all technologies, and
works closely alongside the rest of the R&D teams in the Group.
Note 15.2: Joint ventures
Nordic Semiconductor ASA has a 20 % ownership in Quintauris GmbH. The investment is
accounted for in accordance with the equity method. The carrying value of joint ventures
are USD 6m at December 31, 2023
Note 16: Other long term receivables
All figures in USD 1 000
Nordic Semiconductor ASA has entered an capacity reservation agreement with a wafer
manufacturer. The company is committed to purchase wafers according to a purchase
reservation plan for the period Q4-2023 to Q2-2027.
Nordic has paid USD 100m to secure the quarterly reservation. The prepayment is every
quarter settled against committed wafer orders.
The balance of the prepayment as of December 31, 2023 is USD 100m, where USD 94.5m is
classified as Other long term assets and USD 5.5m is classified as Other current
receivables. A partial value of committed wafers not ordered can be expensed depending
on agreement terms.
See note 17.1 for information about the impairment assessment.
Note 17: Accounts receivable
All figures in USD 1 000
17.1 Accounting policies
Impairment of financial assets
For accounts receivables, the Group applies a simplified approach in calculating expected
credit losses (ECLs). The Group does not track changes in credit risk, but instead recognizes
a loss allowance based on lifetime ECLs at each reporting date.
See note 26 for further information.
17.2 Accounts receivable
GROUP
PARENT
2023
2022
2023
2022
133 316
175 120
Gross receivables
983
175 120
—
—
Provision for doubtful accounts
—
—
133 316
175 120
Accounts receivable, net
983
175 120
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Note 18: Intercompany
All figures in USD 1 000
PARENT
2023
2022
Loans to group companies
6 145
—
Receivables group companies
105 406
10 486
Total receivable
111 551
10 486
Accounts payable, group companies
55 148
31 994
Total payables
55 148
31 994
PARENT
2023
2022
Sale of goods
521 464
—
Service fee for management services
—
1 029
Total revenue
521 464
1 029
Cost of goods sold
268 237
—
Total cost of goods sold
268 237
—
Service fee for R&D and product promotion
110 402
110 581
Total other operating expenses
110 402
110 581
Interest income from loans to group companies
371
—
Total financial income
371
—
Note 19: Cash and cash equivalents
All figures in USD 1 000
19.1 Accounting policies
Cash and cash equivalents include cash at bank, short- term deposits with an original
maturity of three months or less and money market fund. Money market funds and short-
term time deposits are defined as cash equivalents because they are highly liquid and not
subject to material fluctuations in value. In 2023, the Group derecognized the short-term
bank deposits.
19.2 Cash and cash equivalents
GROUP
PARENT
2023
2022
Cash and cash equivalents as of the balance
sheet date were as follows:
2023
2022
189 853
277 700
Cash at bank
166 449
277 690
2 372
2 479
Restricted cash (withholding tax account)
2 372
2 479
—
50 467
Short-term bank deposits
—
50 467
98 731
48 458
Money market funds
98 731
48 458
290 957
379 104
Cash and cash equivalents in statement of
financial position
267 553
379 096
■Cash at banks earns interest at floating rates based on daily bank deposit rates.
■Nordic Semiconductor ASA presents total bank deposits in the international cash pool,
while Nordic Semiconductor OY presents its share of the international cash pool as a
receivable from the company. Nordic Semiconductor ASA and Nordic Semiconductor
OY participate in the cash pool, which is operated by Danske Bank.
■Restricted deposits are held by Nordic Semiconductor ASA. They are subject to
regulatory restrictions and are therefore not available for general use by the entities
within the Group.
■Interest on bank deposits is set to floating rates based
on daily bank deposit rates.
For information on credit and liquidity risk, see Note 26: Financial risk management.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Note 20: Share capital and shareholder information
20.1 Accounting policies
When treasury shares are purchased, the purchase price, including directly attributable costs are recognized as changes in equity. Treasury shares are presented as a reduction of equity.
Gains or losses on transactions in treasury shares are not recognized in the income statement.
20.2 Share capital and shareholder information
Share capital
The share capital in Nordic Semiconductor as of December 31, 2023 consists of one share class with a total of 192,781,600 shares with a face value of NOK 0.01, with a total share capital of
NOK 1,927,816. Each share grants the same rights in the company, and in the event of any increase in capital, existing shareholders have preemptive rights for any new shares. During the
year the following changes have been made in the number of shares, share capital and share premium:
GROUP
Number of shares
Share capital
(USD 1000)
Treasury shares
(USD 1000)
Share premium
(USD 1000)
2023
2022
2023
2022
2023
2022
2023
2022
Holdings as of 1.1
192 781 600
192 781 600
317
317
-2
-3
235 448
235 448
Change during the year
—
—
—
—
1
1
—
—
Holdings as of 31.12
192 781 600
192 781 600
317
317
-1
-2
235 448
235 448
Dividend
No dividend was paid during 2023.
Treasury shares
The company owned 382,102 treasury shares on December 31, 2023. On January 1, 2023, the company owned 1,206,513 treasury shares. Based on a resolution of the annual general
meeting of April 20, 2023, the Board has authority to purchase the company’s own shares with a limit of a face value of NOK 192,000 through one or more transactions. This authority is
limited to 9.96% of the company’s share capital, and the price per share that the company may pay for shares shall not be lower than the face value and not higher than NOK 350. This
authority applies until the company’s annual general meeting in 2024, and by June 30, 2024 the latest. On February 5, 2024, the board authorized the Company to commence a share
repurchase program based on the aforementioned resolution of the annual general meeting. The purpose of the program is to have available shares to settle the company's obligations
under the Employee long-term equity linked incentive programs.
Long-term incentive plan
With reference to the annual general meeting, on April 20, 2023, Nordic Semiconductor approved a Restricted Stock Unit (RSU) program for all employees, and a combination of RSUs and
Performance Shares for Executive Management. See note 19 for further information.
Shareholder overview
The largest shareholders in Nordic Semiconductor ASA were as follows as of December 31, 2023 based on data provided by an investor relations advisory service provider*, and is obtained
through an analysis of beneficial ownership and fund manager information provided in replies to disclosure of ownership notices issued to all custodians on the Nordic VPS share register.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Shareholder
Shares
Percentage
DNB Asset Management AS
19 780 570
10.3%
Accelerator Limited
17 472 950
9.1%
Capital Research and Management Company
16 965 562
8.8%
Folketrygdfondet
15 286 953
7.9%
Hardman Johnston Global Advisors LLC
7 275 215
3.8%
The Vanguard Group, Inc.
6 926 324
3.6%
Danske Bank Investment Management
5 144 263
2.7%
Invesco Advisers, Inc.
5 090 355
2.6%
BlackRock Fund Advisors
4 621 010
2.4%
RBC Global Asset Management (UK) Limited
3 982 945
2.1%
Eika Kapitalforvaltning AS
3 626 198
1.9%
Alfred Berg Kapitalforvaltning AS
3 442 656
1.8%
Skandia Fonder AB
3 134 377
1.6%
Swedbank Robur Fonder AB
2 980 000
1.5%
Robeco Institutional Asset Management B.V.
2 903 864
1.5%
KLP Kapitalforvaltning AS
2 369 838
1.2%
E. Öhman J :or Fonder AB
2 001 406
1.0%
Svenn Tore Larsen
1 947 142
1.0%
Alden AS
1 850 000
1.0%
TTC Invest AS
1 772 000
0.9%
Total for the 20 largest shareholders
128 573 628
66.7%
Other shareholders
64 207 972
33.3%
Total shares outstanding
192 781 600
100.0%
*Every reasonable effort has been made to verify the data, however neither Nordic nor the investor relations advisory service provider can guarantee the accuracy of the analysis.
Shares held by the Board of Directors and Executive Management were as follows as of December 31, 2023:
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Board of Directors
Shares
Executive Management
Shares
Birger Steen
208 745
Svenn-Tore Larsen
1 947 142
Anita Huun
13 919
Geir Langeland
219 653
Inger Berg Ørstavik
5 919
Ole Fredrik Morken
205 345
Annastiina Hintsa
4 919
Ståle Ytterdal
141 632
Snorre Kjesbu
661
Ola Bostrøm
3 511
Jon Helge Nistad
749
Pål Elstad
49 417
Anja Dekens
433
Svein-Egil Nielsen
42 285
Morten Dammen
1 953
Kjetil Holstad
16 401
Linda Pettersson
0
Katarina Finneng
4 337
Total
237 298
Total
2 629 723
Note 21: Shares outstanding
Basis for calculation of basic earnings per share
2023
2022
Earnings for the year (USD ‘000)
7 650
122 339
Weighted average number of outstanding shares (‘000)
192 085
191 365
Earnings per share (USD)
0.04
0.64
Basis for calculation of fully diluted earnings per share
Earnings for the year (USD ‘000)
7 650
122 339
Weighted average number of outstanding shares (‘000)
193 350
192 739
Earnings per share (USD)
0.04
0.63
The number of shares was as follows:
Date
Shares issued
Shares outstanding
01.01.2023
Opening balance
192 781 600
191 575 087
31.12.2023
Closing balance
192 781 600
192 399 498
Options and Restricted Stock Units ("RSUs" granted to employees are considered to be
potential ordinary shares. They have been included in the determination of diluted earnings
per share. The options and RSUs have not been included in the determination of basic
earning per share. Details relating to the options are set out in note 23.
Note 22: Pensions
Defined benefit plan
The total pension liability from defined benefit plans was USD 660,895 for the Group. This
amount consists of liabilities in Norway, the Philippines, Poland and India.
The Norwegian company in the Group is required to have mandatory employment pension
for employees in Norway, according to the Mandatory Employment Pension Act. The
defined benefit plan was closed for new members effective January 1, 2008 and from this
point a new defined contribution plan was established.
Nordic has set up a pension plan for the the Philippines office as of January 2014. The
retirement plan is unfunded and of the defined benefit type which provides a retirement
benefit calculated based on number of years of credited service. At the end of 2023 the
pension liability was USD 210,944.
In Finland, earnings-related pensions are financed with insurance contributions paid by
employers and employee. In Poland, the employers and employee contribute to a social
security plan including pensions and disability insurance. In addition, the company offers a
employee capital plan (PPK) financed jointly by the employee, the employer and the
government.
In India, the company provides for gratuity, a defined benefit plan (the “Gratuity Plan”)
covering eligible employees in accordance with the Payment of Gratuity Act, 1972. The
amount of gratuity payable on retirement/termination is the employees last drawn basic
salary per month computed proportionately for 15 days salary multiplied for the number of
years of service.
Defined contribution pension plan
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
All employees in Norway have a defined contribution pension plan from January 1, 2016.
The main benefit is a contribution of 7% of salary up to 7.1 basis points (G) and 18% of
salary between 7.1 and 12 basis points. In addition to this, the company offers a disability
pension of approximately 66% of salary including estimated social security based on 40
years of full employment. In 2023, the cost of the defined contribution pension was USD
380,865, and the plan had 708 members.
The Indian company has a defined contribution plan namely provident fund. Contributions
are made to provident fund at the rate of 12% of eligible salary as per regulations. The
contributions are made to registered provident fund administered by the Government. The
obligation of the Company is limited to the amount contributed and it has no further
contractual nor any constructive obligation.
In Poland, each employees who get retired are entitled to retirement and pension
severance pay from employer. This is regulated by the Polish Labor Code.
Note 23: Long-term incentive plans
23.1 Accounting policies
Share based compensation
The Group grants restricted stock units and other awards over its ordinary shares to all
employees. 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, further details of
which are given in note 23.2.
That cost is recognized in employee benefits expense, together with a corresponding
increase in equity (other paid in capital), over the period in which the service and, where
applicable, the performance conditions are fulfilled (the vesting period).
Social security tax is accrued over the vesting period based on the actual value of the stock
unit.
23.2 Long-term incentive plans
On April 29, 2020, Nordic Semiconductor granted 754,224 Restricted Stock Units (RSUs) and
Performance shares to 775 employees. A share price of NOK 58.4 was used as basis for the
calculation of RSUs and Performance Shares, which was the weighted average share price
the five trading days after the Annual General Meeting. The RSUs vest after two and three
years. The performance shares are issued conditional upon the achievement of a certain
set of objectives. The performance shares vest and will be delivered at par value upon the
completion of the performance period, which is three years.
On April 28, 2021, Nordic Semiconductor granted 452,353 Restricted Stock Units (RSUs) and
Performance shares to 1,087 employees. A share price of NOK 182.2 was used as basis for
the calculation of RSUs and Performance Shares, which was the weighted average share
price the five trading days after the Annual General Meeting. The RSUs vest after two and
three years. The performance shares are issued conditional upon the achievement of a
certain set of objectives. The performance shares vest and will be delivered at par value
upon the completion of the performance period, which is three years.
On April 28, 2022, Nordic Semiconductor granted 486,677 Restricted Stock Units (RSUs) and
Performance shares to 1,288 employees. A share price of NOK 183.8 was used as basis for
the calculation of RSUs and Performance Shares, which was the weighted average share
price the five trading days after the Annual General Meeting. The RSUs vest after two and
three years. The performance shares are issued conditional upon the achievement of a
certain set of objectives. The performance shares vest and will be delivered at par value
upon the completion of the performance period, which is three years.
With reference to the Annual general meeting held on April 20, 2023, Nordic
Semiconductor, on July 12, 2023, granted 1,002,323 RSUs and performance shares to
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
employees, including management. The shares vest over two and three years. The Annual
General Meeting of Nordic Semiconductor ASA approved the issue of RSUs and
Performance Shares of an aggregate nominal value of up to 1% of the company’s
outstanding share capital.
A summary of share options transactions during 2023 and 2022
below:
2023
2022
Outstanding options 1.1
—
545 203
Granted
—
—
Forfeited
—
705
Exercised
—
544 498
Expired
—
—
Outstanding options 31.12
—
—
Of which exercisable
—
—
A summary of RSUs transactions during 2023 and 2022 below:
2023
2022
Outstanding RSUs 1.1
1 002 504
1 058 947
Granted
958 462
486 677
Forfeited
146 600
50 340
Released
409 801
492 780
Outstanding RSUs 31.12
1 404 565
1 002 504
A summary of performance shares during 2023 and 2022 below:
2023
2022
Outstanding performance shares 1.1
109 632
142 990
Granted
43 861
30 376
Forfeited
21 929
7 921
Performance adjusted
43 371
55 813
Released
97 578
111 626
Outstanding performance shares 31.12
77 357
109 632
The fair value of the options, RSUs and performance shares are set on the grant date and
expensed over the vesting period. USD 6,548 thousand was expensed during 2023 and
USD 7,797 thousand in 2022. The strike price of the RSUs and PSUs are nil and the shares
are delivered free of payment.
The fair value per RSU and performance share without market condition granted in 2023
was NOK 140.25. The fair value of the performance shares with Relative Total Shareholder
Return performance condition granted in 2023 was NOK 223.3539. The valuation is based
on a Monte Carlo simulation model with the following assumptions:
Share price on the grant date
The closing share price of the company and peer group companies (SOX Index) were NOK
140.25 and USD 3,721.47, respectively.
Risk-free interest rate
The risk-free interest rate is set equal to the relevant interest rate on government bonds on
the date of grant in 2023 i.e. 4.05 % in Norway.
Volatility
It is assumed that historic volatility is an indication of future volatility. The expected volatility
is therefore stipulated to be the same as the historic volatility, which equaled 50.72% on the
date of grant in 2023 for the company and 34.95% for the SOX Index.
Expected lifetime
Performance shares vest on the July 12, 2026. Performance end date is December 31, 2025,
so as of vesting date the quantity to vest is known.
Correlation coefficients
Correlation coefficient quantifies the degree to which the companies’ share prices jointly
react to the news flow. The historic correlation coefficients has been calculated by using
daily share price logarithmic returns of peer group. companies in local currency.
Note 24: Current liabilities
All figures in USD 1 000
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
GROUP
PARENT
2023
2022
2023
2022
12 201
34 229
Accounts payable
15 403
32 335
—
—
Accounts payable from subsidiaries
55 148
31 994
5 640
43 758
Taxes payable
3 939
42 837
1 390
14 542
Employee benefit obligations
319
7 333
6 334
6 455
Social security tax and payroll tax
4 579
4 745
11 113
10 129
Holiday pay
6 405
5 991
30 010
30 694
Ship and debit
—
30 694
25 294
23 382
End-customer rebate
—
23 382
4 398
—
Restructuring costs
2 811
—
9 897
6 280
Current lease liabilities
5 963
2 813
741
—
Accrued interest bond
741
—
5 514
7 547
Accrued expenses
3 325
5 450
1 620
145
Other current liabilities
147
74
114 151
177 160
Total current liabilities
98 778
187 648
Restructuring cost, including termination benefit cost
In October 2023, Nordic communicated a detailed restructuring plan including downsizing
to secure long-term health of the company in a challenging economic environment. The
process was finalized in December 2023.
The provision for restructuring cost at the balance sheet date include incremental costs that
are directly associated with the restructuring, such as the cost of outplacement and
termination benefits.
The cost of outplacement is recognized as the best estimate of the expenditure required to
settle the present obligation at the balance sheet date. Nordic measure termination
benefits on initial recognition (at undiscounted amount), and measure and recognize
subsequent changes, in accordance with the nature of the employee benefit.
The termination benefit is a result of employee's decision to accept an offer of benefits in
exchange for the termination of employment. The termination benefits includes a lump sum
payment, enhancement of post‑employment benefits (such as pensions and insurance
plans) and salary till end of the notice period.
The benefit is settled during the specified notice period (within 12 months after balance
sheet date).
Note 25: Financial instruments
All figures in USD 1 000.
25.1 Accounting policies
All financial assets and liabilities are classified at amortized cost, except money market
fund and currency swap at fair value through profit or loss.
Financial assets are initially measured at fair value plus or minus transaction costs that are
directly attributable to the acquisition of the asset. Financial assets classified at amortized
cost is subsequently measured using the effective interest rate (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 liabilities are recognized initially at fair value and, in the case of loans and
borrowings and accounts payables, net of directly attributable transaction costs. After
initial recognition, borrowings are subsequently measured at amortized cost using the EIR
method. Gains and losses are recognized in profit or loss when the liabilities are
derecognized as well as through the EIR amortization process
25.2 Financial instruments
Capital structure
Nordic Semiconductor's strategy relating to its capital structure is to maintain sufficient cash
and cash equivalents to meet the Group’s requirements for ongoing operations and for
new investments. Management believes that it is especially important to retain a strong
credit rating and significant liquidity as the Group competes in a global market against
larger companies.
Nordic Semiconductor manages its capital structure and makes revisions in light of changes
in the overall economy and its operating assumptions. In order to maintain or amend the
capital structure, Nordic may purchase its own shares on the market, pay dividends to
shareholders, pay back capital to shareholders or issue new shares.
Nordic Semiconductor targets to have an equity ratio above 50% at all times, measured as
total equity divided by total assets.
GROUP
PARENT
2023
2022
2023
2022
602 077
583 544
Total equity
554 883
561 074
862 245
776 241
Total assets
793 682
757 864
70%
75%
Equity share
70%
74%
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Financial assets
The Group holds the following financial assets at amortized cost:
GROUP
PARENT
2023
2022
Amortized cost
2023
2022
133 316
175 120
Accounts receivable
984
175 120
4 389
5 562
Other current receivables
113 795
12 989
192 225
280 178
Cash at bank
168 822
270 783
—
50 467
Short-term bank deposits
—
50 467
329 930
511 328
Total financial assets at amortized
cost
283 601
509 359
GROUP
PARENT
2023
2022
Fair value through profit or loss
2023
2022
98 731
48 458
Money market fund
98 731
48 458
—
267
Currency swap
—
267
98 731
48 725
Total financial assets at fair value
through profit or loss
98 731
48 725
In Q1 2023, the Group terminated the currency swap and sold its position in money market
fund that was acquired in 2022. In Q4 2023, The Group allocated the proceeds from the
bond issuance into a money market fund.
Changes in financial assets at fair value through profit or loss:
GROUP
PARENT
2023
2022
2023
2022
48 725
53 259
As at 1 January
48 725
53 259
-44 205
—
Disposal of financial instruments
-44 205
—
93 064
—
Acquisition of financial instruments
93 064
—
426
1 073
Changes in fair value
426
1 073
721
-5 607
Currency translation differences
721
-5 607
98 731
48 725
As at 31 December
98 731
48 725
Financial liabilities
The Group holds the following financial liabilities:
GROUP
PARENT
2023
2022
Amortized cost
2023
2022
97 491
—
Bond
97 491
—
12 201
34 229
Accounts payable
15 403
32 335
741
—
Current financial liabilities
741
—
79 345
86 439
Other current liabilities
68 153
104 918
47 864
14 861
Non-current lease liabilities
42 127
8 711
9 897
6 280
Current lease liabilities
5 963
2 813
247 539
141 809
Total financial liabilities at amortized cost
229 878
148 777
Interest-bearing loans and borrowings:
The Group has long-term revolving credit facilities ("RCF"), which enables it to borrow up to
USD 200m any time with an interest rate equal to SOFR + margin. The line of credit expires
in June 2025. As of December 31, 2023, Nordic has not drawn on any of the credit lines. The
security is provided by inventory, receivables and operating equipment with book values as
follows; inventories USD 163m, accounts receivable USD 133m and operating equipment
USD 29m.
The following financial covenants are included for the revolving credit facilities:
■Equity ratio shall not be lower than 40 %.
In Q4 2023, the Parent issued a 5-year senior unsecured bond issue with initial issue
amount of NOK 1,000m (ISIN: NO0013072462). The interest rate is 3 months Nibor + 3 %
with quarterly interest payments. In the event that Nordic loses its Investment Grade Rating,
the margin will rise by one percent and the Group will need to maintain an equity ratio of
40% until the Group regains the Investment Grade Rating.
The remainder of the Group’s financing is made through short-term, non-interest bearing
debt. This financing typically consists of debt to suppliers, the public sector, employees and
others. Nordic has entered into a Tenancy Guarantee with Danske Bank as unconditional
guarantor for NOK 41.4m for the office in Trondheim and SEK 0.4m for the office in
Stockholm. The first warranty is given to secure payments of up to 24 months of rent for
the office in Trondheim.
Fair value measurement
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
The financial instruments that are carried at fair value are revalued on a recurring basis.
The financial instruments are not designated at fair value through profit or loss on initial
recognition.
The Group has terminated the investments in term deposit, money market fund and
currency swap acquired in 2022. In 2023, The Group has invested USD 93m into a money
market fund using the following method and assumptions:
■Money market fund is classified as cash equivalents due to its high liquidity and
insignificant risk of change in value. The asset is measured at quoted market price in an
active market at the balance sheet date. See note 19 for information on cash and
cash equivalents.
Note 26: Financial risk management
All figures in USD 1 000.
The Group's finance department is responsible for carrying out the policies and guidelines
for financial risk management approved by the Board.
The Group is mainly exposed to counterparty credit risk, liquidity risk, and market risk
(including interest rate risk and foreign currency risk).
Credit risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial
instrument or customer contract, leading to a financial loss. The Group is exposed to credit
risk from its operating activities (primarily accounts receivables and prepayments) and from
its financing activities, including foreign exchange transactions, cash and cash equivalents
with banks and other financial institutions and other financial instruments.
The Group is exposed to credit risk related to a prepayment of USD 100m. There are no
indications that the wafer manufacturer will not be able to fulfil their part of the
agreement, and no expected credit loss is reflected in the financial statement.
The Group’s sale of components takes place through its distribution partners within defined
geographic regions, where Asia is the dominant region. The Group depends on a relatively
small number of customers. Customer credit risk is managed by each region subject to the
Group’s established policy, procedures and control relating to customer credit risk
management. Credit quality of a customer is assessed based on an extensive credit
evaluation and individual credit limits are defined in accordance with this assessment.
Outstanding accounts receivables are regularly monitored and assurance from distributors
that end customer sales is secured through letter of credits is obtained.
Age distribution of customer receivables was:
GROUP
PARENT
2023
2022
Gross total
2023
2022
93 606
143 750
Not due
630
143 750
37 107
30 241
Past due 0-30 days
10
30 241
2 332
846
Past due 31-120 days
73
846
271
283
Over 120 days
271
283
133 316
175 120
Total
983
175 120
The Group make an allowance for expected credit losses on customer receivables based
on internal, historical credit loss data and past due receivables, adjusted for forward-
looking factors specific to the debtors and the economic environment.
The Group has a limited number of customers, regular contact and long-term relationships
with most of its customer base. Some of the customers are dependent on Nordic
Semiconductor to stay in business. Historically there has not been any significant credit
losses. 71 percent of trade receivables were within terms at the balance sheet date. On that
basis, expected credit loss for trade receivables are limited and allowances for doubtful
accounts at 31 December 2023 was 0m.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
The maximum exposure to credit risk on the balance sheet date was:
GROUP
PARENT
2023
2022
2023
2022
133 316
175 120
Accounts receivable
983
175 120
21 874
17 539
Other current receivables
128 785
21 884
290 957
379 104
Cash and cash equivalents
267 553
369 709
—
50 467
Short-term bank deposits
—
50 467
446 147
622 230
Total
397 321
617 180
The credit risk in table above is diversified over a range of distributors, vendors, and banks.
Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting financial
obligations when due and to close out market positions.
Overall, cash flows are being monitored at both Group and entity level. The Group seeks
to minimize risk when investing its cash balances and. Investments can only be made in
securities which have been approved by the Board.
As of 31 December 2023, cash and cash equivalents amounted to USD 291.0m (USD
379.1m), see note 19 for details. The total balance includes money market fund at fair value
USD 98.7m.
The Group has no externally imposed capital requirements or agreements, and has no
contracts or legal requirements which are not being upheld. The Group has the following
due dates with regard to contracts for financial liabilities as of December 31, 2023:
GROUP
Carrying
amount
Contractual
cash flow
Less than
one year
One to five
years
More than
five years
Bond
97 491
98 305
—
98 305
—
Current financial liabilities*
741
34 435
7 480
26 955
—
Accounts payable
12 201
12 201
12 201
—
—
Other current liabilities
92 053
92 053
92 053
—
—
Lease liabilities**
57 762
77 422
10 318
30 059
37 045
Total
260 247
314 416
122 052
155 319
37 045
PARENT
Carrying
amount
Contractual
cash flow
Less than
one year
One to five
years
More than
five years
Bond
97 491
98 305
—
98 305
—
Current financial liabilities*
741
34 435
7 480
26 955
—
Accounts payable
15 403
15 403
15 403
—
—
Accounts payable
subsidiaries
55 148
55 148
55 148
—
—
Other current liabilities
22 258
22 258
22 258
—
—
Lease liabilities**
48 090
66 530
6 029
23 764
36 736
Total
239 130
292 078
106 317
149 025
36 736
*Current financial liabilities is interest on bond. The contractual cash flow is calculated using forward yield
curve. Estimated interest payments are based on the contractual cash flow of the bond at 31 December 2023.
**Lease liabilities is mainly office facility rent in Trondheim, lease ending 31 December 2037 and in Oslo,
leasing ending 31 December 2032
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Interest rate risk
The Group’s liquidity requirements and risk assessment determine its investment strategy
and interest rate exposure.
The Group’s policy is to maintain a short-term investment horizon for its surplus cash. The
investment portfolio should not have an average duration longer than six (6) months.
The Group has a sustainability linked revolving credit facility, which enables it to borrow up
to USD 200 million with an interest rate equal to SOFR + margin. The line of credit expires
in June 2025, with option to extend. The security for the credit line is provided by inventory,
receivables and operating equipment.
The Group has issued a 5-year senior unsecured bond with initial issue amount of NOK
1,000m. The interest rate is 3 months Nibor + 3 %.
Interest rate sensitivity analysis
The interest rate sensitivity analysis is showing the effects of changes in market interest rate
on borrowing interest costs. The analysis is based on the following assumptions:
■Revolving credit facility - The profit before tax is not impacted by changes in market
interest rate as the credit facility as of December 31, 2023 is not utilized.
■Bond - The profit before tax is impacted by changes in market interest rate. The table
below demonstrates the sensitivity to a possible change in interest rates. With all other
variables held constant, the Group’s profit before tax is affected through the impact on
floating rate borrowings, as follows:
2023
2022
Interest rate (3 months NIBOR)
Effect on profit before tax
Effect on profit before tax
+50 basis points
-48
—
-50 basis points
48
—
Foreign currency risk
The Group is subject to foreign currency risk as it operates internationally with
development and commercial activities.
Foreign exchange risk arises from future commercial transactions and recognized assets
and liabilities denominated in a currency that is not the functional currency of the relevant
group entity.
The primary functional currency for the Group is USD. The vast majority of the Group's
revenues and cost of goods sold are denominated in USD. However, approximately 40% of
the Group’s operating expenses (excluding depreciation and amortization) are
denominated in NOK and 20% are denominated in EUR. The Group does not use hedging
instruments to minimize its exposure to foreign currency risk from operating activities
affecting profit and loss.
Below is a sensitivity analysis of changes in the NOK exchange rate on Group balance
sheet items, and their impact on profit and loss:
Profit before tax
NOK exchange rate +/- 10%
+/- 4 537
Issued bond and money market fund is nominated in NOK The impact on profit and loss due to changes in
the NOK exchange rate on these financial instruments is about 0.
The tables below show the exposure in sales to foreign currency risk in the most significant currencies:
GROUP
2023
2022
Local currency
(1,000)
USD
(1,000)
Share of total revenue in %
Local currency
(1,000)
USD
(1,000)
Share of total revenue in %
USD
542 830
542 830
100.0%
776 712
776 712
100.0%
EUR
11
11
—%
6
6
—%
Other
282
28
—%
130
16
—%
Total
542 869
100.0%
776 734
100.0%
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
PARENT
2023
2022
Local currency
(1,000)
USD
(1,000)
Share of total revenue in %
Local currency
(1,000)
USD
(1,000)
Share of total revenue in %
USD
507 986
507 986
100.0%
777 106
777 106
99.9%
EUR
11
11
—%
356
369
—%
Other
282
28
—%
4 532
287
—%
Total
508 026
100.0%
777 764
100.0%
The tables below show the exposure at the end of reporting period in the most
significant currencies:
All amounts stated in USD 1000.
GROUP
2023
2022
Accounts
receivable
Accounts
payables
Accounts
receivable
Accounts
payables
USD
133 313
12 102
175 120
30 640
EUR
—
599
—
1 955
NOK
3
2 842
—
1 106
Other
—
-14 802
—
528
Total
133 316
741
175 120
34 229
PARENT
2023
2022
Accounts
receivable
Accounts
payables
Accounts
receivable
Accounts
payables
USD
981
12 092
175 120
30 640
EUR
—
297
—
499
NOK
3
2 842
—
1 106
Other
—
-14 490
—
90
Total
983
741
175 120
32 335
Determination of fair value
As of December 31, 2023 the Group had no other financial assets or financial liabilities than
the bond where there is considered to be a difference between book value and fair due to
bond discounts/premiums. The bond is classified as Level 1 in the fair value hierarchy, as it
is a listed financial liability with observable prices.
Below is an overview of Nordic’s financial instruments with difference between book
value and fair value:
GROUP
2023
2022
Book value
Fair market
value
Book value
Fair market
value
Financial liabilities
Bond
97 491
99 178
—
—
PARENT
2023
2022
Book value
Fair market
value
Book value
Fair market
value
Financial liabilities
Bond
97 491
99 178
—
—
Book value is a reasonable estimate of fair value in cases where these numbers
are identical.
Note 27: Business combination
On March 9, 2023, the Group obtained control of Mobile Semiconductor Inc. hereby
referred to as target, by acquiring all the shares in target. With this acquisition, the Group
expects to increase its product quality within its product lines.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Our provisional allocation of the purchase price to the identifiable assets and liabilities and
goodwill is set out below:
Amount in USD thousand
2023
Details of the business combination
Amount settled in cash
6 000
Fair value of immediate equity shares consideration
3 141
Fair value of contingent share consideration
1 360
Total
10 500
Amount in USD thousand
2023
Recognized amounts of identifiable net assets
Property plant and equipment
51
Intellectual property rights
2 090
Other current receivables
448
Cash and cash equivalents
310
Deferred tax liabilities
-564
Other current liabilities
-390
Net identifiable assets
1 943
Goodwill
8 557
Total
10 500
Consideration transferred
The acquisition was settled in cash of 6 000 000 and by 312 843 shares of Nordic
Semiconductor ASA. The fair value of the equity shares issued (USD 4 500 000) was based
on an agreed value of Nordic’s shares on the acquisition date. Of the total shares, 218 348
have been transferred at closing whilst the remaining shares will be held back for up to
three years. The contingent consideration of value USD 1 360 000 will either be settled
directly to the shareholders of Mobile Semiconductor Inc., or dependent on certain
conditions settled in other matters. The contingent consideration will be settled at or prior
to Q1 2026. The fair value of acquired IP amounts to USD 2 089 500. Goodwill recognized
in the acquisition relates to the expected growth and the value of Mobile Semiconductor
Inc. collective know-how, which cannot separately be recognized as an intangible asset.
Amount in USD thousand
2023
2022
Balance, beginning of the year
2 284
2 386
Acquired through business combination
8 557
—
Net exchange difference
50
-102
Balance, end of period
10 891
2 284
Goodwill is tested for impairment annually at the level of the cash generating segment to
which it is allocated. See note Note 12: Goodwill and intangible assets
Goodwill is deductive for tax purposes, with 20 % annual rate.
Mobile Semiconductor's contribution to the Group results
As Mobile Semiconductor has been merged with Nordic Semiconductor Inc., it is impractical
to disclose the contribution Mobile Semi makes to the group as it is not separately
recognized in the books. Had the acquisition date been January 1st, we would expect an
additional contribution on EBITDA of approximately USD -0.8m. Assuming this EBITDA
contribution for the full year we would expect a full year contribution to EBITDA with USD
-3.2m.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Note 28: Events after the balance sheet date
No events have occurred since December 31, 2023 with any significant effect that will
impact the evaluation of the submitted accounts.
Note 29: Related party transactions
Nordic Semiconductor ASA, the ultimate parent company of the Group, is listed on Oslo
Stock Exchange. The Group has no material transactions with related parties.
The ultimate parent company has transactions with its wholly-owned subsidiaries, see Note
18: Intercompany for further information.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2023 | FINANCIAL STATEMENTS
Alternative Performance Measures
The financial information is prepared in accordance with International Financial Reporting Standards (IFRS) as adopted
by EU. Additionally, it is management’s intent to provide alternative performance measures (APM) that are regularly
reviewed by management to enhance the understanding of the Group’s performance. An Alternative Performance
Measure is a measure of historical or future financial performance, financial position, or cash flows other than those
defined or specified in the applicable financial reporting framework. The Group has identified the following APMs used in
reporting (amounts in USD million).
Gross margin is presented as it is the main financial KPI to measure the Group’s operations
performance.
■Gross Margin. Gross Profit divided by Total Revenue.
GROUP
2023
2022
Gross profit
283.7
436.8
Total revenue
542.9
776.7
Gross margin
52.3%
56.2%
EBITDA terms are presented as they are commonly used by investors and
financial analysts.
■EBITDA is Earnings before interest, taxes, depreciation
and amortization.
GROUP
2023
2022
Operating profit
4.7
161.6
Depreciation
44.3
44.1
EBITDA
49.0
205.7
■EBITDA margin. EBITDA divided by Total Revenue.
GROUP
2023
2022
EBITDA
49.0
205.7
Total revenue
542.9
776.7
EBITDA Margin
9.0%
26.5%
Total Operating Expenses and Cash Operating Expenses. Nordic management believes
that this measurement best captures the difference in expenses impacting the cost
compared to cash flow of the Group.
■Total Operating Expenses. Sum of payroll expenses, other operating expenses,
depreciation and amortization.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | ALTERNATIVE PERFORMANCE MEASURES
■Cash Operating Expenses. Total payroll and other operating expenses adjusted for
non-cash related items including option expenses, receivable write-off and
capitalization of development expenses.
GROUP
2023
2022
Payroll expenses
153.0
161.4
Other operating expenses
81.7
69.7
Depreciation
44.3
44.1
Total operating expenses
279.0
275.2
Depreciation
-44.3
-44.1
Option expense
-6.5
-7.8
Capitalized expenses
22.0
6.5
Cash operating expenses
250.1
229.8
Adjusted EBITDA and Adjusted EBITDA margin. This APM shows Nordic's profitability
excluding products in an investment phase with limited revenue
■EBITDA excluding cellular IoT, divided by Total revenue excluding cellular IoT revenue.
GROUP
2023
2022
Reported EBITDA
49.0
205.7
Long range (cellular IoT) EBITDA loss
45.5
41.4
Wi-Fi expense
16.5
15.1
Restructuring expenses excl. Wi-Fi and LR
4.3
0.0
Adjusted EBITDA
115.4
262.2
Total revenue (excluding cellular IoT revenue)
525.3
751.4
Adjusted EBITDA margin
22.0%
34.9%
Total restructuring expenses
4.9
LTM opex to LTM revenue. Nordic’s business is seasonal and by dividing last twelve months
operating expenses excl. depreciation by last twelve months revenue, management is able
to track cost level trends in relation to revenue. As a growth business it is key to keep cost
level under control while still growing the business, and this ratio keeps track on that.
■Last twelve months operating expenses excluding
depreciation divided by last twelve months revenue.
GROUP
2023
2022
Total operating expenses
279.0
275.2
Depreciation
-44.3
-44.1
Operating expenses excluding depreciation and amortization
234.7
231.1
Total revenue
542.9
776.7
LTM opex / LTM revenue
43.2%
29.8%
Net working capital is a measure of both a company's efficiency and its short-term
financial health, and by dividing the measure by last twelve months, seasonal effects are
excluded. Nordic management uses this ratio to report on liquidity management to the
financial market and internally to track performance.
■Net working capital divided by last twelve months revenue.
GROUP
2023
2022
Current assets
609.2
674.1
Cash and cash equivalents
-291.0
-379.1
Current financial assets
0.0
-0.3
Current liabilities
-114.2
-177.2
Current financial liabilities
0.7
0.0
Current lease liabilities
9.9
6.3
Income taxes payable
5.6
43.8
Net working capital
220.4
167.6
Total revenue
542.9
776.7
NWC / LTM revenue
40.6%
21.6%
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | ALTERNATIVE PERFORMANCE MEASURES
Responsibility Statement
The Chief Executive Officer and the Board of Directors confirm, to the best of our knowledge, that the financial statements for 2023 have been prepared in accordance with current
accounting standards and give a true and fair view of the parent company and the Group’s assets, liabilities, financial position, and results of the operations.
Oslo, March 19, 2024
Anita Huun
Birger Steen
Inger Berg Ørstavik
Board member
Chair
Board member
Snorre Kjesbu
Vegard Wollan
Annastiina Hintsa
Board member
Chief Executive Officer
Board member
Jon Helge Nistad
Anja Dekens
Morten Dammen
Board member, employee
Board member, employee
Board member, employee
Dieter May
Dr. Helmut Gassel
Board member
Board member
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | ALTERNATIVE PERFORMANCE MEASURES
Auditor Opinion Letter
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
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NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
Appendices
Board of Directors' report in relation to the Norwegian Code of Practice for Corporate governance
The Board of Directors ("Board") and Management of Nordic Semiconductor ASA ("the Company") aim to execute their respective tasks in accordance with the highest standards for
corporate governance to drive long-term value creation and promote sustainable business conduct.
Nordic Semiconductor is subject to corporate governance
requirements according to the Norwegian Public Limited
Companies Act, the Norwegian Accounting Act, section
3-3b, the Oslo Stock Exchange's Oslo Rulebook II - Issuers
Rules, Chapter 4.5, section 5-8a of the Norwegian
Securities Act, and the Norwegian Code of Practice for
Corporate Governance ("the Code of Practice") as
adopted by the Norwegian Corporate Governance Board
(NUES).
This chapter provides a detailed overview of how Nordic
Semiconductor follows the Code of Practice. The
information requirements that follows from the Norwegian
Public Limited Companies Act and Norwegian Accounting
Act are integrated into the statement below
where appropriate.
Implementation of and reporting on corporate
governance
Nordic Semiconductor’s standards for corporate
governance provide a critical foundation for the company’s
management. These standards must be viewed in
conjunction with the company’s efforts to constantly
promote a sound corporate culture throughout the
organization. The company’s core values of engagement,
contribution, knowledge, respect and responsibility are
central to the Board’s and management’s efforts to build
confidence in the company, both internally and externally.
Nordic follows the most recent edition of the Code of
Practice from 2021. The Board monitors the subject of
corporate governance actively and continuously. The
Board approved this statement on the meeting of March
19, 2024 through the signing of the annual report.
Business
Nordic designs, sells and delivers integrated circuits and
related products and services for use in short- and long-
range wireless applications. The Group specializes in ultra-
low power components, based on its proprietary 2.4 GHz
RF, various Bluetooth related standards and emerging
standards for cellular IoT communications like NB-IoT and
LTE-M. All manufacturing and direct distribution of
components are outsourced to specialist subcontractors.
The Group is headquartered in Trondheim, Norway. As of
the end of 2023, the Group has offices in Trondheim and
Oslo (Norway); Beijing, Shanghai, Shenzhen and Hong
Kong (China); Oulu, Espoo, Tampere, and Turku (Finland);
Düsseldorf (Germany); Hyderabad (India); Yokohama
(Japan); Eindhoven (the Netherlands); Manila (the
Philippines); Krakow and Wroclaw (Poland); Singapore
(Singapore); Seoul (South Korea); Stockholm and Lund
(Sweden); Taipei (Taiwan); Bristol, Hatfield and Swindon
(UK); Seattle and Portland (USA).
The scope of Nordic's business is defined in section 2 of its
Articles of Association:
“The objective for which the company is established is the
development and sale of electronic components,
integrated circuits, design tools and related solutions.”
The Articles of Association are published in full on the
Group website.
The Board sets clear objectives for the business with a view
to create long-term value for shareholders. The Board has
an annual plan for its work, leads the company’s strategic
planning, and makes decisions that form a basis for the
company’s executive management. These decisions allow
the company to prepare and carry out investments to drive
future growth in a sustainable manner. The objectives
include matters related to environmental impact, human
and labor rights, equal treatment, the prevention of
discrimination, and the prevention of corruption. Strategic
plans are evaluated on an ongoing basis, with a Board
strategy review conducted annually at an off-site, multi-
day meeting. New and updated long-term objectives,
strategies and risk profiles are revised and agreed on
toward the end of the year or in connection with major
events.
Nordic has purchased and maintains Directors and
Officers Liability Insurance on behalf of the members of
the Board and the CEO. The insurance policy is issued by
a reputable insurer with an appropriate rating.
More details on Nordic's objectives, strategies, and risk
profiles, including Environmental, Social and Governance
matters, are presented in the respective chapters of the
Report of the Board of Directors. More information about
Nordic's objectives and efforts related to Environmental,
Social and Governance matters is also available on the
Group website.
Equity and dividends
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
The Board of Directors ensures that the company has a
capital structure that is appropriate to the company’s
objectives, strategy and risk profile. The company’s growth
philosophy and the cyclical nature of its business mean
that the company aims to maintain a high equity ratio and
considerable liquidity. The company aims primarily to
provide shareholders with returns in the form of
appreciation of shares. The company has a long-term goal
to pay dividends based on surplus cash generated by the
company, while taking longer term growth targets into
consideration. Nordic assesses its cash position to be
adequate given the expected level of R&D and capex
investments. The company believes a strong balance sheet
is required to ensure flexibility and resilience. Cash
generation is, however, expected to increase over the
coming years. This will allow for the evaluation of cash
return to shareholders when available and expected cash
exceed our liquidity risk policy. The company’s dividend
policy is reviewed each year by the Board of Directors. The
Annual General Meeting can mandate the Board the
authorization to pay dividends based on the latest
approved Annual Report. The justification for this
authorization needs to be explained and should reflect the
Company’s dividend policy.
The Board of Directors, in accordance with the resolution
of the Annual General Meeting held April 20, 2023, has
been authorized to buy back up to 19,200,000 own shares
for a total par value of NOK 192,000.00 in one or more
transactions. The authorization is limited to 10 percent of
the company’s share capital. The price per share, which in
this case the company may pay for, shall not be less than
the par value nor greater than NOK 350. This power of
attorney will remain in effect until the company’s ordinary
Annual General Meeting in 2024. The Board believes that
it is expedient for the Board to be authorized to purchase
its own shares, partly to fulfil the remuneration schemes for
employees, and partly so that shares can be used as a
consideration in connection with the acquisition of
businesses or for subsequent sale or cancellation. Such
authorization must be decided by the General Meeting
and will apply until 30th June the following year.
In accordance with the decision passed at the general
meeting held April 20, 2023, the Board of Directors has the
authority to increase the company’s share capital by
issuing up to 19,200,000 shares with a total par value of
NOK 192,000. The authority is to be used for purposes
defined in the Notice of the Annual General Meeting,
including strengthening the Company’s shareholder’s
equity, to execute share capital increases with one or more
strategic partners, or to complete a merger or acquisition
using shares or cash. This power of attorney will remain in
effect until the Company’s Annual General Meeting in
2024, and can be implemented through a private
placement, rights issue or public offering.
If the Board wishes to quickly raise capital, the Board has
been authorized to direct a share capital increase to
selected investors chosen by the Board, up to the limits
quantified above. In this event, the company will notify the
stock exchange of its reasons for implementing a directed
share placement. Existing shareholders’ preemptive
subscription rights under §10-4 in the Norwegian
Companies Act can be waived under these circumstances.
Such capital increases shall be executed at or near the
current stock price listed on the Oslo Stock Exchange. This
authorization remains valid until the company’s ordinary
annual general meeting in 2024.
Equal treatment of shareholders and
transactions with close associates
Nordic Semiconductor ASA has one class of shares, where
each share has one vote at the company’s shareholders’
meeting. Nordic Semiconductor strictly adheres to the
principle of equal treatment of all shareholders. The
company’s transactions in its own shares are conducted in
accordance with good stock exchange practice in Norway.
The company is generally cautious in regard to
transactions with shareholders, members of the Board of
Directors, senior employees or related parties to the above.
To ensure that the best code of conduct applies, the Board
requires notification and review of any process or
transaction in which both the company and a senior
employee or member of the Board of Directors may have
interests. Nordic Semiconductor will seek to comply with
the principles of equal treatment of related parties and
possible transactions with related parties that are laid
down in the Code of Practice.
The company considers Shareholders’ preemption rights in
connection with an increase in share capital to be an
important and fundamental right in a healthy shareholder
community. The preemption right can only be waived in
exceptional circumstances. Waiving of this right will be
based on the company’s and shareholders’ mutual
interests. In such a case, there will be full transparency
about the matter. Shareholders will receive identical
information simultaneously through a stock exchange
announcement and the company's website.
This also applies if the Board uses the authorizations it has
been granted.
The company’s transactions in own shares must always
comply with the arm’s length principle and be on ordinary
market terms.
Contact between the Board of Directors and investors is
normally conducted through company management.
Under special circumstances, the Board, represented by
the chairperson, may conduct dialogue directly
with investors.
Freely negotiable shares
Nordic Semiconductor’s shares are freely tradable. There
are no restrictions on the sale and purchase of the
company’s shares beyond those pursuant to
Norwegian law.
Each share carries one vote.
General Meeting
The Annual General Meeting is the company’s highest
body and the shareholders exert their authority in the
company through the Annual General Meeting. Nordic
Semiconductor and the Board encourage all shareholders
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
to participate and exercise their rights at the Annual
General Meeting.
The Board of Directors should ensure that the Annual
General Meeting is held in accordance with the Code of
Practice, ensuring all shareholders the ability to participate.
The notice of the Annual General Meeting, including
relevant information, will be announced and distributed at
least 21 days in advance of the Annual General Meeting.
The final date for notification of attendance is one working
day prior to the Annual General Meeting. The Board of
Directors should further ensure that:
■The resolutions and supporting information distributed
are sufficiently detailed, comprehensive and specific to
allow shareholders to form a view on all matters to be
considered at the meeting.
■Any deadline for shareholders to give notice of their
intention to attend the meeting is set as close to the
date of the meeting as possible.
■The Chair of the Board of Directors and the Chair of
the Nomination Committee are present at the general
meeting. In addition, the Chair of the Audit Committee
and Chair of the People & Compensation Committee
should attend the meeting.
Shareholders should be able to vote on each individual
matter, including on each individual candidate nominated
for election. Shareholders who cannot attend the meeting
in person should be given the opportunity to vote. The
company should design the form for the appointment of a
proxy to make voting on each individual matter possible
and should nominate a person who can act as a proxy
for shareholders.
Deviations from the Code of Practice: Nordic has one
deviation related to participation in the General Meeting.
The entire Board of Directors has normally not
participated in the General Meeting. Matters under
consideration at the General Meeting of shareholders
have not previously required this. The Chair of the Board
of Directors is always at hand to present the report and
answer any questions. Other board members participate
as needed. The Board of Directors considers this to be
adequate.
Nomination Committee
Nordic Semiconductor has a Nomination Committee, as
provided for in its Articles of Association. The Annual
General Meeting stipulate guidelines for the duties of the
Nomination Committee, elect the chair and members, and
stipulates the committee's remuneration.
The Nomination Committee’s duties are to represent the
interests of the shareholders in general, and to propose
qualified candidates for the Annual General Meeting’s
election of the Board of Directors as well as to propose the
remuneration to the Board of Directors.
The Nomination Committee should justify why it is
proposing each candidate in the notice for the AGM
separately, including information on the candidates’
competence, capacity and independence.
The Nomination Committee holds regular meetings with
major shareholders as well as management and individual
shareholder elected Board members. In addition, all
shareholders can submit suggestions to the nomination
committee through a link on Nordic’s webpage.
The Nomination Committee consists of three shareholder
members or representatives. The company’s executive
personnel are not represented on the Nomination
Committee. The deadline for submitting proposals to the
Nomination Committee is two months before the Annual
General Meeting.|
The Nomination Committee held 17 meetings in 2023.
The members of the Nomination Committee are:
■Viggo Leisner (Chair) - independent member of the
Nomination Committee
■Fredrik Thoresen - representing Kvantia AS
■Eivind Lotsberg . representing The Government
Pension Fund
The Board of Directors: composition and
independence
In accordance with the Norwegian Public Companies Act,
the Board of Directors has the overriding responsibility for
the management of the company. The Board's role and
responsibility are also to supervise the company's day-to-
day management and the company's activities in general.
The responsibility for day-to-day management has been
delegated to the CEO, as set out in the Rules of Procedure
for the Board of Directors of Nordic Semiconductor ASA.
Norwegian companies can be governed by either a one-
tier or a two-tier board structure, consisting of a board of
directors and, in a two-tier structure, a corporate assembly.
Any company with more than 200 employees is generally
required to have a corporate assembly, with two-thirds of
the members elected by shareholders and one-third
elected by the company's employees. If a company agrees
with its employees not to have a corporate assembly,
employees have the right to appoint additional
representatives to the board of directors. Nordic has
agreed with its employees not to have a corporate
assembly and thereby increased the numbers of
employee-elected Board members.
The Board of Directors and the Chair of the Board of
Directors are elected by the shareholders at the Annual
General Meeting on the basis of proposals from the
Nomination Committee.
The shareholder-elected Board members are elected, in
accordance with the Articles of Association, for one year at
a time. Employee representatives serve for two years
at a time.
The composition of the Board of Directors should ensure
that the Board can attend to the common interests of all
shareholders and meets the company’s need for expertise,
capacity and diversity. Attention should be paid to
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
ensuring that the Board can function effectively as a
collegiate body.
The composition of the Board of Directors should ensure
that it can operate independently of any special interests.
The majority of the shareholder-elected members of the
Board should be independent of the company’s executive
personnel and material business contacts.
The Code of Practice recommends that a majority of
shareholder-elected directors are independent of the
company and its executive management and that no
members of executive management serve as directors.
The Norwegian Public Companies Act prohibits the CEO
from serving as chair. Furthermore, the Act requires public
companies with more than 9 board members to ensure
that no more than 60% of the Board consists of members
of the same gender. This requirement is related to
shareholder-elected board members. However, similar
requirements apply for employee-elected board members.
Subsequent to the 2023 General Meeting, the Board
consisted of seven shareholder-elected Board Members
and four employee-elected Board Members. Changes to
the Board during the year is accounted for under the
section "Events and developments".
At the end of 2023, the Board of Directors consisted of
60% women (three out of five) of the shareholder-elected
members. The employee-elected members had a
composition of 33,3% women (one out of three).
No executive personnel or representatives of business
associates are members of the Board. Members of the
Board are encouraged to hold shares in the company.
A more detailed description of the background,
qualifications, and term of service for each member of the
Board of Directors and the number of Nordic
Semiconductor shares they own is provided in the Board of
Directors section in this annual report and on the
company’s webpage.
The work of the Board of Directors
The Board has established Rules of Procedures to govern
its work in relation to Nordic Semiconductor ASA. In
accordance with said procedures, the Board shall ensure
that the company's activities are soundly organized, and
shall adopt sufficient plans and budgets of the company.
The Board shall be kept informed of all circumstances
necessary for the Board to perform its duties. The Board
shall keep itself informed of the company's financial
position and has a duty to ensure that its activities,
accounts and asset management are subject to
adequate control.
In accordance with its Rules of Procedure, neither a Board
member nor the company CEO may participate in Board
discussions or decisions of matters that are of such special
importance to him or her, or to any connected person of
said board member or CEO, that the member must be
deemed to have a special or prominent personal or
financial interest in the matter.
The Board of Directors has an annual plan for its work. It
includes recurring topics such as strategy, sustainability
and business review, risk and compliance oversight,
financial reporting, people agenda and succession
planning.
High on the Board of Director's agenda in 2023 was
prioritization of the Groups strategic initiatives, RIF initiative
as well as the acquisition of the IP portfolio of Atlazo, Inc.
During 2023, the Board held 12 meetings. The meetings
were held as a mix of virtual and physical meetings.
The Board of Directors carries out an evaluation of its
activities each year, and on this basis discusses
improvements to the organization and implementation of
its work.
The Board has established three board committees
comprised of Board members – the People and
Compensation Committee, the Audit Committee and the
Sustainability Committee. Furthermore, ad hoc committees
to address particular time bound issues and questions are
appointed. The committees’ mandates are based on a
group perspective. The board committees do not have
decision-making power but are charged with making
proper preparations for board meetings in the matters with
which they are concerned. In the Board's experience, the
work of board committees makes the overall Board more
effective and efficient, as well as allowing for deeper and
stronger involvement in the business’ challenges
and initiatives.
People and Compensation Committee
The Board's People and Compensation Committee
supports the Board and Executive Management in fulfilling
their responsibilities with respect to People Agenda,
Organizational Development and Compensation
Approach. This includes ensuring coherent remuneration
policies and practices enabling the company to attract and
retain key talent, generating sustained business
performance, and supporting company objectives and
values. It also includes reviewing other relevant people and
business culture matters requested by the Board or the
management. The committee recommends and evaluates
remuneration principles and execution for the CEO, guides
and evaluates principles and strategy for the
compensation of executive management, and evaluates
and oversees the overall compensation strategy for the
Group. The committee held 5 meetings in 2023.
The People and Compensation committee consists of the
following Board Members:
■Annastiina Hintsa (Chair)
■Birger K. Steen
■Morten Dammen
The members of the People and Compensation Committee
are selected to support continuous organizational
development that reflects the challenges related to
attraction and retention in a global technology market.
Therefore, the committee consists of two shareholder-
elected Board Members with global experience in the
technology space, and one employee-elected Board
Member with extensive company experience.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
All members participated in all meetings during 2023.
Audit Committee
The Audit Committee consists of three members of the
Board. The Committee collectively has the competence
required in the Public Limited Liability Companies Act §
6-42. All members of the Audit Committee are
independent to the company according to § 6-42 Public
Limited Liability Companies Act. At least one member has
the required qualifications in accounting or auditing. The
Committee supports the Board with respect to the
assessment and control of financial risk, financial reporting,
internal control, and prepares discussions and resolutions
for Board meetings. The committee also supports the
Board in evaluating IT and cyber security risk to the
company. Additionally, the committee oversees
qualifications, independence and performance of the
external auditor. The head of group compliance meets
regularly with the Audit Committee.
The Audit Committee held seven meetings in 2023 and has
been in regular contact with the Group’s auditor regarding
audits of the statutory accounts. It also assesses and
monitors the auditor’s independence, including non-audit
services provided by the auditor.
The Audit Committee consists of the following
Board Members:
■Anita Huun (Chair)
■Inger Berg Ørstavik
■Birger K. Steen (Observer)
The members of the of the Audit Committee have the
extensive experience required to properly oversee the
Company's accounting, financial reporting, and internal
and external audits. They adhere to principles of good
corporate governance.
One member has extensive experience as a CFO in a
global technology company and investment banking, and
the final member has experience as a professor in law.
According to the Norwegian Accounting Act, the Audit
Committee reviews and approves all non-audit fees paid
to the company's elected auditor.
The elected auditor's independence is evaluated annually.
Audit partner and company rotation is done when
considered appropriate. In 2019, a full tender for audit
services was conducted and the elected auditor EY was
replaced by PwC.
All members participated in all meetings.
Sustainability Committee
The Board established a Sustainability Committee in
September 2022.
The Sustainability Committee is a preparatory body for the
Board in fulfilling the Board's responsibilities with respect to
considering sustainability within the activities and value
creation of the company. The Committee supervises the
integration of sustainability into Nordic strategy and
business activities, hereunder adequate follow-up of ESG
metrics to measure and monitor its sustainability
performance.
The Sustainability Committee consists of the following
Board Members:
■Inger Berg Ørstavik (chair)
■Annastiina Hinsta
■Anja Dekens
The Sustainability Committee held five meetings in 2023.
All members participated in all meetings.
Risk management and internal control
The Board and Management are committed to ensure
long-term value for its shareholders by maintaining sound
and effective internal controls and frameworks for risk
management that are appropriate in relation to the extent
and nature of the company's activities.
The Board of Directors oversees the risk management
process and carries out biannual reviews of the most
important areas of exposure and internal controls. Risks
are also considered by the Board in relation to the
assessment of specific projects and ongoing business. For
more information with regard to the development of
specific risks and how Nordic Semiconductor ASA responds
to them, see the Risk Management section under Report
from the Board of Directors.
The company’s primary internal control routines related to
financial reporting are as follows: The finance team
prepares a monthly financial report which is distributed to
and reviewed by CEO and the Board of Directors. In
preparing the monthly financial report, the accounting
team conducts reconciliations of all major balance sheet
items, which are independently reviewed by a second
member of the team. Balance sheet items subject to
accounting estimates are regularly analyzed to ensure that
all assumptions relating to the accounting estimate remain
valid. As part of the monthly financial report, the financial
results are compared with the company’s budget and prior
forecast to analyze variances and ensure that they are not
the result of incorrect reporting.
The quarterly and annual financial reports are subject to
review and approval by the Board. The Board of Directors
also performs an annual review of the company’s business
strategy, focusing on market development, technology
updates, competitive positioning and risk factors. The
Board reviews various aspects of the company’s business
throughout the year, including a detailed risk review twice
a year.
The Board presents an in-depth description and analysis of
the company’s financial status in the report of the Board of
Directors in the company’s annual report. The report also
describes the main drivers and risks related to the
operation of the business.
Remuneration to the Board of Directors
Remuneration to the Board of Directors is decided by the
Annual General Meeting based in the Nomination
Committees recommendation. All remuneration to the
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
Board of Directors is disclosed in Note 10 of the Nordic
Semiconductor Group's annual accounts. The remuneration
to Board members is neither performance based nor linked
to the company’s performance, and the company does not
provide share options to Board members. Members of the
Board of Directors receive remuneration for work related
to Board committees.
Remuneration to the Executive Management
The Board of Directors discusses and approves the terms
and conditions for the CEO’s remuneration annually,
following evaluation and recommendation from the
Board’s People and Compensation Committee (PCC). It
also reviews and monitors the general terms and
conditions for other senior executives of the Group.
The main principle in the Group’s policy for remuneration is
that the leading employees shall be offered competitive
terms to ensure the group continues to attract and retain
the desired and necessary talent. Remuneration for
executive management is established in accordance with
the above-mentioned main principle.
The Group has both a Short- and Long-Term Incentive
plan for the Executive Management Team (EMT), subject
to their continued employment at the payment or vesting
date. The Short-Term Incentive is an annual cash bonus
subject to relevant KPIs. The Long-Term Incentive is given
as both Restricted Share Units and Performance Share
Units, subject to absolute payout limits and fulfillment of
relevant KPIs. Both incentive programs are discretionary to
the Board of Directors subject to overall company
performance and earnings.
The remuneration policy includes a clawback agreement
for all members of the EMT, stating that any remuneration
paid or delivered under incentive schemes such as shares,
options or cash, and any vested right to such
remuneration, are subject to clawback by the company in
case of breach with the guidelines. The remuneration
guidelines and policy was approved by the shareholders at
the Annual General Meeting in 2023.
The approved guidelines and policy is available on
Nordic’s website. A new management remuneration report
for 2023 will be published on Nordic's website and
presented to the Annual General Meeting in 2024 for an
advisory vote.
Information and Communications
The Board of Directors has established a communications
strategy for the company’s reporting of financial and other
information based on transparency and taking into
account the requirement for equal treatment of all
participants in the securities market. The strategy is
available on the company’s investor relations web pages:
https://www.nordicsemi.com/Investor-Relations/Investor-
relations-policy
Nordic Semiconductor aims to communicate actively,
openly and in a timely fashion with the financial market.
The Group's accounting procedures are highly transparent
and its financial statements are prepared and presented in
accordance with the International Financial Reporting
Standards (IFRS). The Board of Directors monitors the
Group’s reporting.
Nordic Semiconductor’s financial reporting calendar for
2024 has been announced to the Oslo Stock Exchange
and can be found on the company’s website. The Group’s
annual and quarterly reports contain extensive information
about the various aspects of the Group’s activities. The
Group’s quarterly presentations can be found on Nordic
Semiconductor’s investor relations webpages along with
quarterly and annual reports, as well as a comprehensive
and detailed presentation of other information, reports
and documents.
Nordic Semiconductor’s Chief Financial Officer is
responsible for contact with shareholders outside of the
General Meeting. SVP Investor Relations has extensive
contact with shareholders. The Chief Financial Officer and
SVP Investor Relations report regularly to the Board about
the Group’s investor relations activities.
Take-overs
The Board of Directors has established guiding principles
for how it will act in the event of a takeover bid.
The Board of Directors will not seek to hinder or obstruct
any takeover bid for the company’s activities or shares. In
the event of a takeover bid, as discussed in item 14 of the
Norwegian Code of Practice for Corporate Governance,
the Board of Directors will seek to comply with the
recommendations therein as well as complying with
relevant legislation and regulations.
If the company is acquired, the CEO’s resignation period
extends to 12 months. Any remaining retention bonus to
the CEO will be paid in its entirety following the closing of
the acquisition, as described in Note 10 of the Group
financial statements. Severance pay equivalent to one
year's base salary is agreed to be paid to the CEO and
executive management team members in case of
involuntary termination within 12 months after a potential
merger or acquisition. There are otherwise no material
obligations expected by the company as a result of an
acquisition, aside from normal legal and advisory fees.
Auditor
PWC was elected effective 2019 by the Annual General
Meeting to act as auditor to confirm to the Annual
General Meeting that Nordic Semiconductor’s annual
accounts have been prepared and presented in
accordance with current laws and regulations. Fees paid to
the auditor are approved at the Annual General Meeting.
In the fall, the external auditor presents to the Audit
Committee an evaluation of risk, internal control and the
quality of reporting at Nordic Semiconductor with the audit
plan for the current year. The auditor meets the Audit
Committee on a regular basis. The external auditor also
takes part in the Board’s discussions on annual financial
statements. In both cases, the Board of Directors ensures
that the Board and external auditor are able to discuss
relevant matters at a meeting at which the executive
management is not present.
The auditor shall be independent of the company.
Therefore, Nordic Semiconductor does not engage the
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
elected auditor for tasks other than the financial audit
required by law. Nevertheless, the auditor is used for tasks
that are naturally related to the audit, such as technical
assistance with tax returns, annual accounts,
understanding accounting and tax rules, and confirmation
of financial information in various contexts. All other
services besides audit services performed by PwC are
approved by the Audit Committee.
Events and developments
Nordic Semiconductor ASA is a public limited company organized with a governance structure based on Norwegian corporate law. Our corporate governance provides a foundation for
value creation and good control mechanisms. A prerequisite for the implementation and execution of our strategic goals is a clear understanding of organization, responsibility, authority,
and roles. An overview of the status and development of Nordic's governance bodies is provided in the following overview.
Description
Developments and events during the reporting year
References
General Meeting
Company shareholders exercise ultimate authority through the Annual General Meeting.
The General Meeting shall:
1. Adopt the annual accounts and report, including the application of the annual surplus or
covering of loss pursuant to the adopted balance sheet, and the distribution of dividend.
2. Elect members of the Board of Directors and members of the Nomination Committee.
3. Adopt renumeration to the members of the Board of Directors and approve the
remuneration to the auditor.
4. Address and decide any other matters which are referred to in the notice of the General
Meeting.
The General Meeting was held April 20, 2023.
The protocols from the General
Meeting can be found at the
company's website: Corporate
Nomination Committee
The company has a Nomination Committee according to its Articles of Association.
The General Meeting stipulates instructions for the Nomination Committee, elects the chair
and members, and stipulates the committee’s renumeration.
The Nomination Committee shall make proposals to the General Meeting regarding
candidates to the Board of Directors and the remuneration to the Board of Directors.
The Nomination Committee has held 17 meetings during 2023.
Members:
a. Viggo Leisner (Chair)
b. Eivind Lotsberg
c. Fredrik Thorsen
Articles of Association, §8 can be
found at the company’s website:
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
Board of Directors
The Board of Directors consists of 11 members. Seven are elected by the General Meeting
and four are employees elected by other employees for a term of up to two years.
In accordance with the Norwegian Public Companies Act, the Board of Directors assumes
the overall governance of the company, ensures that appropriate management and control
systems are in place, and supervises the day-to-day management as carried out by the
CEO.
All shareholder-elected members are external. No employee-elected members are part of
the company’s executive management. Employee-elected members have no other service
agreements with the company outside of their employment contracts, though they are
subject to their duties as board members.
The Board of Directors held 12 meetings in 2023.
The Board of Directors has an annual plan for its work that includes strategy,
sustainability and business review, risk and compliance oversight, financial
reporting, people agenda and succession planning.
The Board of Directors shall conduct an annual self-assessment of its work and
competence within a reasonable time prior to the Annual General Meeting in
2024.
High on the Board of Director's agenda in 2023 was prioritization of
the Groups strategic initiatives, the restructuring initiative, CEO succession, as
well as the acquisition of the IP portfolio of Atlazo, Inc.
Snorre Kjesbu and Niels Anderskouv were appointed as shareholder-elected
board members at the General Meeting on April 20, 2023, replacing Endre
Holen and Øyvind Birkenes. Niels Anderskouv resigned on May 11, 2023 due to
his appointment as Chief Business Officer at Global Foundries. Snorre Kjesbu
attended his first board meeting on June 6, 2023.
Jan Frykhamar resigned from the Board of Directors on July 4, 2023 for personal
reasons. Employee-elected board member Gro Fykse resigned from the Board of
Directors on December 12, 2023 due to personal connection with recently
appointed CEO Vegard Wollan.
All shareholder-elected members were deemed in 2023 to be independent,
according to the Norwegian Code of Practice. None of the company’s non-
employee board members had any other service contractual agreements with
the company.
The Rules of Procedure of the
Board of Directors can be found
at the company’s website:
Biographical information on the
board members can be found in
the Board of Directors section of
this report and at the company’s
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
Description
Developments and events during the reporting year
References
Audit Committee
The Audit Committee consists of three members from the Board of Directors.
The Audit Committee is a preparatory body that supports the Board of Directors in fulfilling its
responsibilities with respect to financial reporting, auditing and control. Its supervisory area
includes adequate company policies, procedures, systems and measures to prevent violations of
relevant rules and regulations, including anti-corruption, data privacy, and human rights. The
committee shall be informed and evaluate material risks and issues related to tax. The committee
also supports the Board in the evaluation of IT and cyber security risk in the company. The
committee supervises the company’s external reporting, including the integrated annual report
and its alignment with relevant regulations and international guidance to ensure transparent and
reliable data.
The Audit Committee reviews and approves all non-audit fees paid to the companies
elected auditor.
The Nordic Group Compliance Officer has a dotted reporting line to, and meets regularly with,
the Audit Committee.
The Audit Committee has held 7 meetings during 2023.
In 2023, the committee focused on reviewing the Group's internal controls
in connection with higher digitalization of reporting functions, as well as
reviewing processes to mitigate increased cyber threat.
Members:
a. Anita Huun (Chair)
b. Inger Berg Ørstavik
c. Birger K. Steen (Observer)
The members meet the Norwegian requirements for independence
and competence.
The Audit Committee charter can
be found at the company’s
People & Compensation Committee
The People & Compensation Committee consists of three members of the Board of Directors.
The committee shall assist the Board of Directors in exercising its oversight responsibility in
particular regarding compensation matters pertaining to the CEO and other members of the
Executive Management Team. The committee handles other compensation issues of principal
importance, such as coherent renumeration policies and practices to enable the company to
attract and retain executives and employees who will create value for shareholders. It supports
the Board of Director and supervises management on human capital development, working
conditions, and diversity, equity, and inclusion (DE&I).
The People & Compensation Committee held 5 meetings in 2023.
Important focus areas for the People & Compensation Committee during
2023 were succession planning including leadership framework,
performance and growth management including job architecture
fundamentals, and continued development and review of the people and
compensation agenda including reward structures.
Members:
a. Anastiina Hintsa (Chair)
b. Birger K. Steen
c. Morten Dammen
The members of the committee are selected to ensure that the
compensation programs are fair and appropriate, but also reflect the
challenges related to attracting and retaining key talent in a global
technology market for engineers. Therefore, the committee includes both
an employee-elected director and two shareholder-elected directors with
extensive experience from the global technology space.
The People & Compensation
Committee charter can be found
at the company’s website:
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
Description
Developments and events during the reporting year
References
Sustainability Committee
The Sustainability Committee consists of four members of the Board of Directors.
The Sustainability Committee is a preparatory body for the Board in fulfilling the Board's
responsibilities with respect to considering sustainability within the activities and value creation of
the company. The committee supervises the integration of sustainability into Nordic strategy and
business activities, reflected in adequate follow-up of ESG metrics to measure and monitor its
sustainability performance.
The Sustainability Committee held 5 meetings in 2023.
In 2023 the committee continued the discussion around establishing
specific sustainability strategy or continuing with integration of relevant
sustainability elements into overall company strategy. Hereunder, to further
develop Nordic's approach to sustainability risk management, to
understand and develop plan for preparedness for the new reporting
regulations, in particular the EU Corporate Social Reporting Directive
(CSRD), to prepare proposals for ESG related KPIs for approval by the
Board as well as Nordic's commitment to the Science Based
Target Initiative.
Members:
a. Inger Berg Ørstavik (chair)
b. Annastiina Hinsta
c. Anja Dekens
The Sustainability Committee
charter can be found at the
company's website: Corporate
CEO & Executive Management Team
According to Norwegian corporate law, the CEO constitutes the formal governing body
responsible for the daily management of the company. The CEO leads the company with the
assistance of the Executive Management Team.
The division of functions and responsibilities between the CEO and the Board of Directors are
defined in greater detail in the Rules of Procedure for the Board of Directors of the company.
The Executive Management Team held 29 meetings in 2023.
In December 2023, Nordic Semiconductor completed its CEO succession
project, with Vegard Wollan appointed to replace Svenn-Tore Larsen as
CEO with effect from January 1, 2024.
Biographical information on the
CEO and Executive Management
Team can be found in the
Executive Management section
of this report and at the
Company’s website at:
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
TCFD index
TCFD Index
Governance
a) Describe the board's
oversight of climate-related
risks and opportunities
The Board of Directors is responsible for oversight of climate-related risks and opportunities impacting the Group. The board
oversees risk management through biannual reviews and on an ongoing basis in relation to specific projects and ongoing
business.
In September 2022, the Board of Directors established a dedicated Sustainability Committee comprised of Board members,
assisting the Board in fulfilling the Board's responsibilities with respect to sustainability within the activities and value creation of
the company. The Committee supervises the integration of sustainability into Nordic’s strategy and business activities, reflected in
adequate follow-up of ESG metrics to measure and monitor its sustainability performance.
b) Describe management's role
in assessing and managing
climate-related risks and
opportunities
At the management level, the ESG Committee, consisting of the Executive Management Team (EMT) members from relevant
functional areas, supports the CEO in developing and maintaining the Group's sustainability framework within defined ESG criteria
and ensuring a holistic and aligned approach to sustainability across the Group.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
Strategy
a) Describe the climate-related
risks and opportunities the
organization has identified over
the short, medium, and long
term
Short-term: 0 – 3 years
Medium-term: 3 – 6 years
Long-term: 6 – 10 years
Timespan categorization is made according to our business sensitivity to climate change, the need for a shift in strategy, and the
pace of arising climate change scenarios.
C2.1, C2.1a, C2.2, C2.3,
C2.3a, C2.4, C2.4a
b) Describe the impact of
climate-related risks and
opportunities on the
organization’s businesses,
strategy, and financial planning
Climate-related risks and opportunities have influenced Nordic Semiconductor’s strategy in four areas:
• Influence on products & services: Contributing to IoT solutions for energy efficiency and energy management. This
responds to market demand for sustainable solutions and lower energy consumption in end-user devices. Furthermore,
our climate strategy includes commitment to science-based GHG emission targets in collaboration with and supported
by the Science Based Target Initiative (SBTi).
• Influence on Supply chain and/or value chain: Climate change factors present an important risk identified by the
sustainability/environment discipline. Climate-related risks with considerable probability-impact weight have been
included in the enterprise risk assessment. Such risks (such as acute/chronic physical events, market behavior, and
transitional risks) have driven our strategy and approaches to these risks/opportunities. As a fabless company with
subcontractors in Asia, our key measure is to second-source vital components to mitigate acute physical risks and
protect against supply disruptions.
• Influence on R&D investments: As an IoT technology enabler and supporter, Nordic is committed to promoting better
environmental and climate-friendly performance in our markets. We have developed innovative products that support
this mission, such as cloud services that enable remote industrial control, reducing the need for travel to conduct on-site
tests. Additionally, we offer evaluation kits that support IoT products with a positive climate impact.
• Influence on Operations: Nordic has conducted a risk assessment of different business aspects, identifying potential
actions related to climate change in our operations. Our operations are limited to R&D, sales, and administration within
our offices. In recent years, Nordic has invested in renewable energy for its offices, which will continue in coming years
as we move on towards our SBTi targets.
TCFD disclosure in
C2.3a, C2.4a, C3.1, C3.3
c) Describe the resilience of the
organization’s strategy, taking
into consideration different
climate-related scenarios,
including a 2°C or lower
scenario.
Nordic Semiconductor established a GHG emission program in 2020 for scopes 1, 2, and 3. In 2023, Nordic set new, ambitious
near- and long-term GHG emission targets aligned with the Science Based Target initiative (SBTi). With these targets, Nordic is
committed to ensure a resilient transition plan that supports the goals of the Paris Agreement to limit global warming to 1.5°C.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
Risk
Management
a) Describe the organization’s
processes for identifying and
assessing climate-related risks
Risks related to climate change are managed through an enterprise risk management framework, which aims to proactively
identify and manage risks that may impact our ability to deliver on our strategic objectives. As part of this process, risks related to
current and emerging regulation, technology, legal, market, reputation, and acute and chronic physical events are considered. For
identifying, assessing, and prioritizing climate-related risks, we use a 5x5 risk matrix considering likelihood on a rating scale of 1
('Improbable') to 5 ('Almost certain'), and impact on a scale of 1 (’Insignificant’) to 5 ('Catastrophic'). The impact scale defines
criteria and definitions for assessing each risk within different impact categories: Financial, Reputational, Climate and Environment,
and People or Property.
b) Describe the organization’s
processes for managing
climate-related risks
Climate-change-related risks comprise an integral part of our overall enterprise risk management framework. Based on the
combination of likelihood of occurrence and impact (5x5 risk matrix, as described in the disclosure for Risk Management a), risks
are prioritized and mitigation measures with reach responsible, deliverables/verification, time horizon and status are defined for
each risk.
Climate-related risks have been identified in the TCFD disclosure.
TCFD disclosure in
C2.2, C2.2a
c) Describe how processes for
identifying, assessing, and
managing climate-related risks
are integrated into the
organization’s overall risk
management
The identification, assessment and management of climate-related risks are integrated into the company’s enterprise risk
management framework, with the aim to proactively identify and manage risks that may impact our ability to deliver on our
strategic objectives. The outcome of our climate-related risk assessment, including likelihood and impact, forms an integral part of
the Group’s corporate risk report. The Board of Directors oversees risk management through biannual reviews and on an ongoing
basis in relation to specific projects or other matters of ongoing business. The Executive Management Team (EMT) and the
defined risk functions are accountable for implementing the necessary risk-mitigating measures in the relevant parts of the
organization.
Metrics and
Targets
a) Disclose the metrics used by
the organization to assess
climate related risks and
opportunities in line with its
strategy and risk management
process
Nordic reports climate-related metrics in our annual reporting. See the Climate Change section for GHG emission scope 1, 2, and 3
data.
b) Disclose Scope 1, Scope 2,
and, if appropriate, Scope 3
greenhouse gas (GHG)
emissions, and the related risks
Refer to the Climate Change section for disclosure on emissions.
c) Describe the targets used by
the organization to manage
climate-related risks and
opportunities and performance
against targets
ESG-related KPIs, with the potential for incentives, are set for Executive Management Team (EMT) members and specific positions
reporting to EMT members of Nordic Semiconductor ASA. Specific near- and long-term GHG emission targets, and the related
KPIs are as follows:
• Reduce absolute Scope 1+2 GHG emissions 60% by 2030 from a 2019 base year
• Reduce Scope 3 GHG emissions 60% per USD valued added by 2030 from a 2019 base year (value added = sales
revenue - the cost of goods and services purchased from external suppliers)
• Reduce Scope 1, 2 and 3 emissions 90% by 2050 from a 2019 base year
• Reach net-zero GHG emissions across the value chain by 2050 from a 2019 base year
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
GRI and CSRD Index
GRI Standards
GRI Disclosure
requirements
ESRS Disclosure requirements
Nordic response
GRI 2: General
Disclosures 2021
2-1 Organizational details
See requirements of Directive
2013/34/EU
2-1 A-C: See Disclosures: Note 1 General information for legal name, nature of ownership and legal form, and
headquarter address. 2-1 B: See Report from the Board of Directors Group overview for a list of countries of operation.
2-2 Entities included in
the organization’s
sustainability reporting
ESRS 1 5.1; ESRS 2 BP-1 §5 (a)
and (b) i
2-2 A: See Disclosures: Note 15 Subsidiaries. 2-2 B: All subsidiaries shall be included in the sustainability reporting where the same
data collection and assimilation methodologies are applied unless specified otherwise. 2-2 C: All subsidiaries are included in the
sustainability reporting, as stated above, except for offices with fewer than 10 employees, which are excluded from Scope 2 GHG
emission reporting by default.
2-3 Reporting period,
frequency and contact
point (2-3-a and 2-3-b)
ESRS 1 §73
2-3 A-B: See reporting period end date in Income Statement 2-3 C: To be published on the 20th of March, 2024. 2-3 D: IR
contact details found on company website
2-4 Restatements of
information
ESRS 2 BP-2 §13, §14 (a) to (b)
2-4 A: No restatements have been made in the reporting period.
2-5 External assurance
See external assurance
requirements of Directive (EU)
2022/2464
2-5 A: Nordic Semiconductors external auditors are verifying the report from the board of directors and the financial statement.
However, The CSRD transition report including ESRS 2, ESRS E chapters, ESRS S chapters and ESRS G chapter is not specifically
assured for in this confirmation. 2-5 B: At the time of reporting, Nordic Semiconductor's CSRD sustainability reporting has not
been externally assured as this is not required.
2-6 Activities, value chain
and other business
relationships
ESRS 2 SBM-1 §40 (a) i to (a) ii,
(b) to (c), §42 (c)
2-6 A: See Strategy and ambitions and Strategy 2-6 B-C: See Workers in the value chain 2-6 D: No significant changes compared
to previous reporting period
2-7 Employees
ESRS 2 SBM-1 §40 (a) iii; ESRS
S1 S1-6 §50 (a) to (b) and (d) to
(e), §51 to §52
2-7 A: See 2-7 A: Own workforce, Disclosures: Note 7: Payroll expenses 2-7 B-E: See Own Workforce: Nordic does not currently
have complete data available for for all required indicators.
2-8 Workers who are not
employees
ESRS S1 S1-7 §55 to §56
2-8 A: i. Workers who are not classified as employees are mainly contractors and consultants. Contractors and consultants: By
year-end 2023, Nordic had 44 contractors and consultants, around half of which joined during 2023. The gender split was 80%
male and 20% female, which is consistent with the overall gender split within the Group. ii. Workers who are not classified as
employees are typically engaged by Nordic to provide required expertise and capacity in certain technologies and/or defined
projects. 2-8 B-C: See Own Workforce for details
2-9 Governance structure
and composition
(2-9-a , 2-9- b, 2-9-c-i, c-
ii, c-v to c-viii)
ESRS 2 GOV-1 §21, §22 (a), §23;
ESRS G1 §5 (b)
See also corporate governance
statement requirements of
Directive 2013/34/EU for
public- interest entities
2-9 A: See the Sustainability statement Governance chapter.
2-9 B: See the Sustainability statement Governance chapter
2-9 C: See the Our Group Board of Directors chapter, 2-9 C: viii. Stakeholder representation: the Board of Directors consist of 3
employee elected representatives while shareholders elect 7 representatives.
2-10 Nomination and
selection of the highest
governance body
This topic is not covered by the
list of sustainability matters in
ESRS 1 AR §16.
2-10 A-B: See the appendix Board of Directors' report in relation to the Norwegian Code of Practice for Corporate governance
2-11 Chair of the highest
governance body
This topic is not covered by the
list of sustainability matters in
ESRS 1 AR §16.
2-11 A-B: The Chairman of Nordic is found in Board of Directors. See the appendix Board of Directors' report in relation to the
Norwegian Code of Practice for Corporate governance
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GRI Standards
GRI Disclosure
requirements
ESRS Disclosure requirements
Nordic response
2-12 Role of the highest
governance body in
overseeing the
management of impacts
ESRS 2 GOV-1 §22 (c); GOV-2
§26 (a) to (b); SBM-2 §45 (d);
ESRS G1 §5 (a)
2-12 A-B: See the Sustainability statement Governance chapter.
See Note 8.1: Management remuneration for incentive schemes linked to sustainability matters
2-13 Delegation of
responsibility for
managing impacts
ESRS 2 GOV-1 §22 (c) i; GOV-2
§26 (a); ESRS G1 G1-3 §18 (c)
2-13 A-B: See the Sustainability statement Governance chapter.
2-14 Role of the highest
governance body in
sustainability reporting
ESRS 2 GOV-5 §36; IRO-1 §53
(d)
2-14 A-B: The annual report 2023, including the sustainability reporting, has been reviewed and approved by the Board
of Directors.
2-15 Conflicts of interest
This topic is not covered by the
list of sustainability matters in
ESRS 1 AR §16.
2-15 A: See Board of Directors' report in relation to the Norwegian Code of Practice for Corporate governance. The Rules of
Procedure of the Board of Directors stipulates requirements related to disclosing and managing potential conflict of interests, as
well as for primary insiders.
2-16 Communication of
critical concerns
ESRS 2 GOV-2 §26 (a); ESRS G1
G1-1 AR 1 (a); G1-3 §18 (c)
2-16 A: The CEO reports about critical concerns to the Board of Directors on a running basis when relevant. The Head of
Compliance reports on status on compliance matters, including reported matters and critical concerns on a regular basis to the
Audit Committee. 2-16 B: See the Business Conduct chapter for information about the process for handling reported concerns.
See the Governance performance overview for numbers of reports made through the whistleblower channel.
2-17 Collective
knowledge of the highest
governance body
ESRS 2 GOV-1 §23
2-17 A: See the Sustainability statement Governance chapter. The various committees of Nordic have regular knowledge
exchanges on various sustainability topics and are thus kept abreast of the latest matters regarding Nordic's sustainability
initiatives and relevant projects. Further, the committees are regularly updated on the latest changes concerning sustainability
reporting, regulations, and requirements.
2-18 Evaluation of the
performance of the
highest governance body
This topic is not covered by the
list of sustainability matters in
ESRS 1 AR §16.
2-18: See the Report from the Board of Directors and section on the Board of Directors for their competencies in the annual
report. The Rules of Procedure of the Board of Directors stipulates that the Board, and each of its committees conduct an annual
self-performance evaluation to determine whether the Board and each of its committees are functioning effectively in overseeing
the management of the organization's impact.
2-19 Remuneration
policies
(2-19-a and 2- 19-b)
ESRS 2 GOV-3 §29 (a) to (c);
ESRS E1 §13
See also remuneration report
requirements of Directive (EU)
2017/828 for listed
undertakings
2-19: See Board of Directors' report in relation to the Norwegian Code of Practice for Corporate governance, Disclosure: Note 8.1:
Management remuneration and annual Remuneration report for remuneration guidelines and policy.
2-20 Process to
determine remuneration
ESRS 2 GOV-3 §29 (e)
See also remuneration report
requirements of Directive (EU)
2017/828 for listed
undertakings
See annual Remuneration Report. Key renumeration decisions are made by the Board of Directors. The Board People &
Compensation Committee (PCC) operates as a preparatory committee for the Board in matters concerning remuneration. The
PCC reviews, analyzes, discusses, evaluates and recommends remuneration principles and decisions to the Board. The Board of
Directors provides a Renumeration Report as well as a Renumeration Policy and Guideline for the Board of Directors and Senior
Executive Management to the Annual General Meeting for advisory votes. The votes of the annual general meeting are made
available as part of the minutes from the annual general meeting on the Company's website.
2-21 Annual total
compensation ratio
(2-21-a and 2-21-c)
ESRS S1 S1-16 §97 (b) to (c)
2-21 A-B: See Social performance overview in the Own Workforce chapter and annual Remuneration report. 2-21 C: The data has
been compiled using total compensation figures for all employees based in Norway, and total compensation for the highest-paid
individual (the CEO) which represents a total annual compensation ratio of 2.72.
2-22 Statement on
sustainable development
strategy
ESRS 2 SBM-1 §40 (g)
See the Message from the CEO and Sustainability statement.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
GRI Standards
GRI Disclosure
requirements
ESRS Disclosure requirements
Nordic response
2-23 Policy commitments
(2-23-a-i and a-iv; 2-23-
b, 2-23-d, 2-23-e, 2-23-f)
ESRS 2 GOV-4; MDR-P §65 (b)
to (c) and (f); ESRS S1 S1-1 §19
to §21, and §AR 14; ESRS S2
S2-1 §16 to §17, §19, and §AR 16;
ESRS S3 S3-1 §14, §16 to §17
and §AR 11; ESRS S4 S4-1 §15
to §17, and §AR 13; ESRS G1
G1-1 §7 and §AR 1 (b)
2-23 A: Nordic Semiconductor has committed to conducting business in a way that respects and supports internationally
proclaimed human and labor rights, as defined by the International Bill of Rights and the International Labor Organization (ILO)
Fundamental Principles and Rights at Work, by preventing and mitigating negative impacts and by driving continuous
improvement. Nordic has established a human rights due diligence framework based on OECD's Guidelines for Multinational
Enterprises to operationalize our commitment to safeguarding human and labor rights. Further, Nordic is committed to the ten
principles of the UN Global Compact. For further information, see Workers in the Value Chain chapter. 2-23 B: See Workers in
the Value Chain chapter 2-23 C-F: See Policies and Statements on Nordic's website and the description in each respective policy.
2-24 Embedding policy
commitments
ESRS 2 GOV-2 §26 (b); MDR-P
§65 (c); ESRS S1 S1-4 §AR 35;
ESRS S2 S2-4 §AR 30; ESRS S3
S3-4 §AR 27; ESRS S4 S4-4 §AR
27; ESRS G1 G1-1 §9 and §10 (g)
See Nordic's public policies and statements on the Nordic website and the Business Conduct chapter for general information.
2-25 Processes to
remediate negative
impacts
ESRS S1 S1-1 §20 (c); S1-3 §32
(a), (b) and (e), §AR 31; ESRS S2
S2-1 §17 (c); S2-3 §27 (a), (b)
and (e), §AR 26; S2-4 §33 (c);
ESRS S3 S3-1 §16 (c); S3-3 §27
(a), (b) and (e), §AR 23; S3-4
§33 (c); ESRS S4 S4-1 §16 (c);
S4-3 §25 (a), (b) and (e), §AR
23; S4-4 §32 (c)
2-25 A-E: Nordic engages in stakeholder dialogue to identify negative impacts from its activities and business relationships and
to identify necessary remediating actions. Nordic has established a human rights due diligence framework with the purpose of
identifying and remediating risks of and actual negative impacts reconcerning human and labor rights. See response to 2-23 A
for further information. In addition, Nordic has established a whistleblowing channel where any suspected incidents of
misconduct can be reported. For details, see the Workers in our Value Chain and the Business Conduct chapter.
2-26 Mechanisms for
seeking advice and
raising concerns
ESRS S1 S1-3 §AR 32 (d); ESRS
S2 S2-3 §AR 27 (d); ESRS S3 S3-
3 §AR 24 (d); ESRS S4 S4-3 §AR
24 (d); ESRS G1 G1-1 §10 (a);
G1-3 §18 (a)
2-26 A: Nordic has established a whistleblowing channel where any suspected incidents of misconduct can be reported. For
details, see the Workers in our Value Chain and the Business Conduct chapter.
2-27 Compliance with
laws and regulations
ESRS 2 SMB-3 §48 (d); ESRS E2
E2-4 §AR 25 (b); ESRS S1 S1-17
§103 (c) to (d) and §104 (b);
ESRS G1 G1-4 §24 (a)
2-27 A: The company is not aware of any significant instances of non-compliance with laws and regulations during the reporting
period. Hence, no fines nor non-monetary sanctions incurred during the reporting period. 2-27 B: Not applicable.
2-28 Membership
associations
Political engagement' is a
sustainability matter for G1
covered by ESRS 1 §AR 16.
Hence this GRI disclosure is
covered by MDR-P, MDR-A,
MDR-T, and/or as an entity-
specific metric to be disclosed
according to ESRS 1 §11 and
pursuant to MDR-M.
Member of Bluetooth SIG, Connectivity Standard Alliance, and Global Semiconductor Alliance (GSA)
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
GRI Standards
GRI Disclosure
requirements
ESRS Disclosure requirements
Nordic response
2-29 Approach to
stakeholder engagement
ESRS 2 SMB-2 §45 (a) i to (a) iv;
ESRS S1 S1-1 §20 (b); S1-2 §25,
§27 (e) and §28; ESRS S2 S2-1
§17 (b); S2-2 §20, §22 (e) and
§23; ESRS S3 S3-1 §16 (b); S3-2
§19, §21 (d) and §22; ESRS S4
S4-1 §16 (b); S4-2 §18, §20 (d)
and §21
See overview table in the stakeholder dialogue in Strategy. In addition, see the Environment, Social, and Governance chapters.
2-30 Collective
bargaining agreements
ESRS S1 S1-8 §60 (a) and §61
2-30 a and b is found in Own workforce in heading Collective bargaining and rights of workers.
GRI 3: Material
Topics 2021
3-1 Process to determine
material topics
ESRS 2 BP-1 §AR 1 (a); IRO-1
§53 (b) ii to (b) iv
3-1 A: See the Sustainability statement sub-chapter About our double materiality assessment. 3-1 B: Identifying and selecting
material topics is a cross-organizational effort in which various subject matter experts (SME) participate. This includes SMEs from
the quality, human resources, legal and compliance, and various other units and functions that have been part of the process. In
addition, external stakeholders influence the process, and a list of such stakeholders can be referenced above in 2-29 Approach
to stakeholder engagement.
3-2 List of material topics
ESRS 2 SBM-3 §48 (a) and (g)
3-2 A: See the list of material topics in the Sustainability statement sub-chapter About our double materiality assessment. 3-2 B:
For the 2023 review of material topics, they were selcted based on double materiality assessment of the 2023 ESRS topics.
3-3 Management of
material topics
ESRS 2 SBM-1§ 40 (e); SBM-3
§48 (c) i and (c) iv; MDR-P,
MDR- A, MDR-M, and MDR-T;
ESRS S1 S1-2 §27; S1-4 §39 and
AR 40 (a); S1-5 §47 (b) to (c);
ESRS S2 S2-2 §22; S2-4 §33,
§AR 33 and §AR 36 (a); S2-5
§42 (b) to (c); ESRS S3 S3-2 §21;
S3-4 §33, §AR 31, §AR 34 (a);
S3-5 §42 (b) to (c); ESRS S4
S4-2 §20, S4-4 §31, §AR 30,
and §AR 33 (a); S4-5 §41 (b) to
(c). See below for additional
linkages to specific topics.
Each respective sub-chapter of the Environment, Social, and Governance chapters corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets. Omission: Incomplete. Nordic does not currently report fully on these indicators S1-5 §47, S2-5, §42, S4-2 §20
201-2 Financial
implications and other
risks and opportunities
due to climate
change
ESRS 2 SBM-3 §48 (a), and (d)
to (e); ESRS E1 §18; E1-3 §26;
E1-9 §64
See Note 4: Climate related risk for information
GRI 204:
Procurement
Practices 2016
3-3 Management of
material topics
ESRS G1 G1-2 §12
Management and relationships with suppliers are presented in Sustainability statement under the heading General information.
GRI 205: Anti-
corruption 2016
3-3 Management of
material topics
ESRS G1 G1-1 §7; G1-3 §16 and
§18 (a) and §24 (b)
Each respective sub-chapter of the Environment, Social, and Governance chapters corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets. See in particular the Business Conduct for details
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GRI Standards
GRI Disclosure
requirements
ESRS Disclosure requirements
Nordic response
205-1 Operations
assessed for risks related
to corruption
ESRS G1 G1-3 §AR 5
The assessment of the potential of risks and relevant mitigation activities related to corruption or bribery is part of the Company's
Corporate Risk Management framework, and is as such performed on a semi-annual basis.
205-2 Communication
and training about anti-
corruption policies and
procedures
ESRS G1 G1-3 §20, §21 (b) and
(c) and §AR 7 and 8
For general information regarding anti-corruption and integrity, see the Business Conduct chapter and the publicly available
information regarding Nordic's Anti-Corruption Program. Our anti-corruption policy is communicated to new employees as part
of onboarding, and relevant guidance is part of our Employee Handbook. We aim to provide relevant and targeted training to
enable our employees to make sound ethical decisions. An introduction course to Compliance & Integrity is provided to all new
employees. Nordic require all Tier 1 suppliers to commit to the Code of Conduct of the Responsible Business Alliance.
205-3 Confirmed
incidents of corruption
and actions taken
ESRS G1 G1-4 §25
The company is not aware of any confirmed incidents of corruption involving the company, including its employees during the
reporting period. No public legal causes regarding corruption has been brought against the organization during the reporting
period.
GRI 207: Tax 2019
207-1 Approach to tax
This topic is not covered by the
list of sustainability matters in
ESRS 1 AR §16.
Nordic approach to tax is reflected in Business Conduct and in the tax policy on the website.
207-2 Tax governance,
control, and risk
management
This topic is not covered by the
list of sustainability matters in
ESRS 1 AR §16.
Nordic approach to tax controls and risk is reflected in Business Conduct and in the tax policy on the website.
207-3 Stakeholder
engagement and
management of
concerns related to tax
This topic is not covered by the
list of sustainability matters in
ESRS 1 AR §16.
Stakholder engagement is reflected in General information and in the tax policy on the website.
GRI 301: Materials
2016
3-3 Management of
material topics
ESRS E5 E5-1 §12; E5-2 §17; E5-
3 §21
Each respective sub-section of the Environment, Social, and Governance sections corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets.
301-1 Materials used by
weight or volume
ESRS E5 E5-4 §31 (a)
Omission: As a fabless semiconductor company that works with various manufacturing partners and suppliers, Nordic does not
have available all the required data for all materials used by weight or volume. Nordic aims to advance its data collection to
enable reporting on such indicators going forward.
301-2 Recycled input
materials used
ESRS E5 E5-4 §31 (c)
See the section on Circular Economy.
301-3 Reclaimed
products and their
packaging materials
Resource outflows related to
products and services' and
'Waste' are sustainability
matters for E5 covered by ESRS
1 §AR 16. Hence this GRI
disclosure is covered by MDR-
P, MDR-A, MDR-T, and/or as
an entity- specific metric to be
disclosed according to ESRS 1
§11 and pursuant to MDR-M.
Omission: Nordic does not have system for collecting, reusing or recycling products and their packaging materials at the end-of-
life. Nordic's products are utilized and incorporated as components in various end-products and applications.The responsibility
for collection and treatment of the finished products lies with the producer of the finished product.
GRI 302: Energy
2016
3-3 Management of
material topics
ESRS E1 E1-2 §25 (c) to (d); E1-3
§26; E1-4 §33
Each respective sub-section of the Environment, Social, and Governance sections corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
GRI Standards
GRI Disclosure
requirements
ESRS Disclosure requirements
Nordic response
302-1 Energy
consumption within the
organization
(302-1-a, b, c, e and g)
ESRS E1 E1-5 §37; §38; §AR 32
(a), (c), (e) and (f)
See the section on Climate Change.
302-3 Energy intensity
ESRS E1 E1-5 §40 to §42
See the section on Climate Change.
302-4 Reduction of
energy consumption
Energy' is a sustainability
matter for E1 covered by ESRS 1
§AR 16. Hence this GRI
disclosure is covered by MDR-
P, MDR-A, MDR-T, and/or as
an entity- specific metric to be
disclosed
See the section on Climate Change.
GRI 303: Water
and Effluents 2018
3-3 Management of
material topics
ESRS E2 §AR 9 (b); E2-1 §12;
E2-2 §16 and §19; E2-3 §20;
ESRS E3 E3-1 §9; E3-2 §15, §17
to §18; E3-3 §20
Each respective sub-section of the Environment, Social, and Governance sections corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets.
303-1 Interactions with
water as a shared
resource
ESRS 2 SBM-3 §48 (a); MDR-T
§80 (f); ESRS E3 §8 (a); §AR 15
(a); E3-2 §15, §AR 20
See the section on Water and Marine Resources.
303-3 Water withdrawal
Water withdrawals' is a
sustainability matter for E3
covered by ESRS 1 §AR 16.
Hence this GRI disclosure is
covered by MDR-P, MDR-A,
MDR-T, and/or as an entity-
specific metric to be disclosed
according to ESRS 1 §11 and
pursuant to MDR-M.
See the section on Water and Marine Resources. All withdrawn water used in Nordic operations is provided by municipal water
suppliers.
303-4 Water discharge
Water discharges' is a
sustainability matter for E3
covered by ESRS 1 §AR 16.
Hence this GRI disclosure is
covered by MDR-P, MDR-A,
MDR-T, and/or as an entity-
specific metric to be disclosed
according to ESRS 1 §11 and
pursuant to MDR-M.
See the section on Water and Marine Resources.
Omission: Nordic does not have system to measure water discharge. All discharged water is directed to municipal waste water
treatment plants.
303-5 Water
consumption
ESRS E3 E3-4 §28 (a), (b), (d)
and (e)
See the section on Water and Marine Resources.
GRI 304:
Biodiversity 2016
3-3 Management of
material topics
ESRS E4 E4-1 §AR 1 (b) and (d);
E4-2 §20 and §22; E4-3 §25
and §28 (a); E4-4 §29
Each respective sub-section of the Environment, Social, and Governance sections corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
GRI Standards
GRI Disclosure
requirements
ESRS Disclosure requirements
Nordic response
304-2 Significant impacts
of activities, products
and services on
biodiversity (304-2-a-i, ii,
iii, iv, v and vi; 304-2-b)
ESRS E4 E4-5 §35, §38, §39,
§40 (a) and (c)
See the section on Biodiversity and ecosystems for information. Omission: Incomplete. Nordic does not currently report fully on
these indicators.
GRI 305:
Emissions 2016
3-3 Management of
material topics and GRI
305 1.2
ESRS E1 E1-2 §22; E1-3 §26; E1-
4 §33 and §34 (b); E1-7 §56 (b)
and §61 (c); ESRS E2 §AR 9 (b);
E2-1 §12; E2-2 §16 and §19; E2-3
§20
Each respective sub-section of the Environment, Social, and Governance sections corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets.
305-1 Direct (Scope 1)
GHG emissions
ESRS E1 E1-4 §34 (c); E1-6 §44
(a); §46; §50; §AR 25 (b) and
(c); §AR 39 (a) to (d); §AR 40;
AR §43 (c) to (d)
See the Climate Change section.
305-2 Energy indirect
(Scope 2) GHG emissions
ESRS E1 E1-4 §34 (c); E1-6 §44
(b); §46; §49; §50; §AR 25 (b)
and (c); §AR 39 (a) to (d); §AR
40; §AR 45 (a), (c), (d), and (f)
See the Climate Change section.
305-3 Other indirect
(Scope 3) GHG emissions
ESRS E1 E1-4 §34 (c); E1-6 §44
(c); §51; §AR 25 (b) and (c); §AR
39 (a) to (d); §AR 46 (a) (i) to
(k)
See the Climate Change section.
305-4 GHG emissions
intensity
ESRS E1 E1-6 §53; §54; §AR 39
(c); §AR 53 (a)
See the Climate Change section.
305-5 Reduction of GHG
emissions
(305-5-a, c and 2.9.5)
ESRS E1 E1-3 §29 (b); E1-4 §34
(c); §AR 25 (b) and (c); E1-7 §56
See the Climate Change section.
305-6 Emissions of
ozone-depleting
substances (ODS)
Pollution of air' is a
sustainability matter for E2
covered by ESRS 1 §AR 16.
Hence this GRI disclosure is
covered by MDR-P, MDR-A,
MDR-T, and/or as an entity-
specific metric to be disclosed
according to ESRS 1 §11 and
pursuant to MDR-M.
See the Climate Change section. Omission: During the reporting period, Nordic did not directly contribute to any emissions of
ODS. Further Nordic does not currently have complete data available for ODS emissions stemming from its manufacturing
suppliers, where CFC and HCFC emissions, etc, are relevant. Detailed requirements for ODS usage in manufacturing processes
are defined in the Hazardous Substances Specification for Suppliers.
305-7 Nitrogen oxides
(NOx), sulfur oxides
(SOx), and other
significant air emissions
ESRS E2 E2-4 §28 (a); §30 (b)
and (c); §31; §AR 21; §AR 26
See the section on Pollution for a general description of air pollution and its relevancy and impact on Nordic's own operations
and supply chain.
Omission: During the reporting period, Nordic did not directly contribute to any significant air emissions. Furthermore, Nordic
does not currently have complete data available for air emissions stemming from its manufacturing suppliers, where NOx and
SOx emissions, etc, are relevant.
GRI 306: Waste
2020
3-3 Management of
material topics
ESRS E5 §AR 7 (a); E5-1 §12;
E5-2 §17; E5-3 §21
Each respective sub-section of the Environment, Social, and Governance sections corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
GRI Standards
GRI Disclosure
requirements
ESRS Disclosure requirements
Nordic response
306-1 Waste generation
and significant waste-
related impacts
ESRS 2 SBM-3 §48 (a), (c) ii and
iv; ESRS E5 E5-4 §30
See the Circular Economy section.
306-2 Management of
significant waste-related
impacts
(306-2-a and c)
ESRS E5 E5-2 §17 and §20 (e)
and (f); E5-5 §40 and §AR 33
(c)
See the Circular Economy section.
306-3 Waste generated
ESRS E5 E5-5 §37 (a), §38 to
§40
See the Circular Economy section.
306-4 Waste diverted
from disposal
(306-4-a, b, c, e)
ESRS E5 E5-5 §37 (b), §38 and
§40
See the Circular Economy section. Omission: Incomplete. Nordic does not currently report fully on these indicators (E5-5 §37 (b) i-
iii). All waste generated in Nordic operations is delivered to certified waste processing companies for sorting and recycling.
306-5 Waste directed to
disposal
(306-5-a, b, c, e)
ESRS E5 E5-5 §37 (c), §38 and
§40
See the Circular Economy section. Omission: Incomplete. Nordic does not currently report fully on these indicators (E5-5 §37 (c) i-
iii). All waste generated in Nordic operations is delivered to certified waste processing companies for sorting and recycling.
GRI 306: Effluents
and Waste 2016
306-3 Significant spills
Pollution of air', 'Pollution of
water', and 'Pollution of soil'
are sustainability matters for E2
covered by ESRS 1 §AR 16.
Hence this GRI disclosure is
covered by MDR-P, MDR-A,
MDR-T, and/or as an entity-
specific metric to be disclosed
according to ESRS 1 §11 and
pursuant to MDR-M.
See the Circular Economy section.
GRI 308: Supplier
Environmental
Assessment 2016
3-3 Management of
material topics
ESRS G1 G1-2 §12 and §15 (a)
Each respective sub-section of the Environment, Social, and Governance sections corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets.
308-1 New suppliers that
were screened using
environmental criteria
ESRS G1 G1-2 §15 (b)
308-1 A: 100% of new manufacturing suppliers were screened using environmental criteria for the reporting period.
Omission: Nordic does not currently report fully on this indicator.
GRI 401:
Employment 2016
3-3 Management of
material topics
ESRS S1 S1-1 §17; §20 (c); S1-2
§27; S1-4 §38; §39; §AR 40 (a);
S1-5 §44; §47 (b) and (c); ESRS
S2 §11 (c); S2-1 §14; §17 (c); S2-
2 §22; S2-4 §32; §33 (a) and
(b); §36; §AR 33; §AR 36 (a);
S2-5 §39, §42 (b) and (c)
Each respective sub-chapter of the Environment, Social, and Governance chapters corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets. Omission: Incomplete. Nordic does not currently report fully on these indicators S1-5 §47, S2-5, §42, S4-2 §20
401-1 New employee
hires and employee
turnover (401-1-b)
ESRS S1 S1-6 §50 (c)
See the chapter Own Workforce
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
GRI Standards
GRI Disclosure
requirements
ESRS Disclosure requirements
Nordic response
401-2 Benefits provided
to full-time employees
that are not provided to
temporary or part-time
employees
(401-2-a-ii, a-iii, a-iv, a-v
and b)
ESRS S1 S1-11 §74; §75; §AR 75
All employees employed by Nordic, regardless of employment affiliation, are treated equally. Some benefits, however, are related
to type of employment. We follow legal requirements in addition to local market expectations to have a fair and transparent
practice. In Own Workforce under workforce composition and employment terms are the most prominant terms elaborated
namely parental leave and sick leave. Omission: Incomplete. Nordic does not currently report fully on these indicators S1-11
401-3 Parental leave
(401-3-a and b)
ESRS S1 S1-15 §93
See the Own workforce chapter heading Parental leave
GRI 402:
Labor/Management
Relations 2016
3-3 Management of
material topics
ESRS S1 S1-1 §17; §20 (c); S1-2
§27; S1-4 §38; §39; §AR 40 (a);
S1-5 §44; §47 (b) and (c); ESRS
S2 §11 (c); S2-1 §14; §17 (c); S2-
2 §22; S2-4 §32; §33 (a) and
(b); §36; §AR 33; §AR 36 (a);
S2-5 §39, §42 (b) and (c)
Each respective sub-chapter of the Environment, Social, and Governance chapters corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets. Omission: Incomplete. Nordic does not currently report fully on these indicators S1-5 §47, S2-5, §42, S4-2 §20
402-1 Minimum notice
periods regarding
operational changes
Social dialogue' and 'Collective
bargaining' are sustainability
matters for S1 covered by ESRS
1 §AR 16. Hence this GRI
disclosure is covered by MDR-
P, MDR-A, MDR-T, and/or as
an
See the Own workforce chapter heading Collective bargaining and rights of workers
GRI 403:
Occupational Health
and Safety 2018
3-3 Management of
material topics
ESRS S1 S1-1 §17; §20 (c); S1-2
§27; S1-4 §38; §39; §AR 40 (a);
S1-5 §44; §47 (b) and (c); ESRS
S2 §11 (c); S2-1 §14; §17 (c); S2-
2 §22; S2-4 §32; §33 (a) and
(b); §36; §AR 33; §AR 36 (a);
S2-5 §39, §42 (b) and (c)
Each respective sub-chapter of the Environment, Social, and Governance chapters corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets. Omission: Incomplete. Nordic does not currently report fully on these indicators S1-5 §47, S2-5, §42, S4-2 §20
403-1 Occupational
health and safety
management system
(403-1-a)
ESRS S1 S1-1 §23
403-1 A: Nordic's occupational health & management system is based on the ISO Standard ISO 45001 Occupational Health and
Safety Management Systems and the Norwegian Working Environment Act (the scope of the certification itself is limited to
activities in Norway). The ISO 45001 certification scope covers also Finland activities. 403-1 B: Nordic has implemented a
management system to improve employees' working conditions continuously. These activities include risk assessments, employee
satisfaction surveys, improvement programs, training, and occupational health services. For our highest risk elements, adequate
emergency plans are defined and rehearsed. For further general information, see the Health & Safety heading in Own
Workforce.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
GRI Standards
GRI Disclosure
requirements
ESRS Disclosure requirements
Nordic response
403-2 Hazard
identification, risk
assessment, and incident
investigation (403-2-b)
ESRS S1 S1-3 §32 (b) and §33
403-2 A: The working environment committee (AMU) is responsible for providing guidelines on OHS and has implemented an
OHS policy and principles. Further, local OHS committees have been established for specific offices where legally required. The
AMU consist of employees trained in health and safety. The AMU covers other offices that do not have such local OHS
committees. One of the key responsibilities of the OHS committees is to Identify potential work-related risks concerning changes
in the organization or the workplace and initiate measures to reduce risks when relevant. Further, it shall communicate and
cooperate with local employees/employee representatives to ensure that workers' views and perspectives are given due
consideration in managing changes, decisions, and risks related to the health and safety of the company’s employees. 403-2 B:
Nordic employees are encouraged to report such incidents by utilizing the OHS non-conformity reporting channel. The non-
conformity reporting system shall ensure that any issue, whether a non-conformity, incident, or near-incident, is analyzed and
dealt with, including those related to OHS work. Proposals for changes and improvements pertaining to occupational health and
safety for people working under company control are registered in the non-conformity system under the category OHS. Safety
representatives are responsible for registering and following up on OHS-related nonconformities and proposed improvements.
Where applicable, local OHS Committees assess and follow up the initiatives. The OHS non-conformity reporting system enables
employees to i. Address reported incidents or near-incidents, and ii. Anticipate potential health and safety hazards through
inspections and continuous improvement. A report can be registered using one of the following approaches: 1. Reporting directly
to your nearest leader (who will address this with the OHS organization). 2. Reporting to your safety representatives (site specific).
3. Reporting to the HR department. 4. Reporting directly in the Non-conformity register. Incidents are recorded and handled
according to Nordic's internal procedure "7.3 Continuous improvement and Non-conformity handling guideline". Incidents shall
also be reported to local authorities according to applicable regulations. Other stakeholders, such as building owners and
company management, shall be involved as relevant or explicitly described in OHS non-conformity reporting. Further, The AMU
shall at annual basis perform hazard identification and risk assessment to determine the need for controls and improvement
actions. Every third year, a more thorough hazard evaluation shall be performed. The risk assessment shall consider all parts of
organization’s activities. Risk assessments are archived and available for all employees. 403-2 C: All employees are protected
from any reprisal when reporting or raising issues related to OHS. Stop work authority can be used in case of danger to the
employee or people in the immediate vicinity. 403-2 D: See 403-2 B.
Further, issues raised or reported will be investigated by the appropriate OHS committee, or if applicable, the AMU. For further
information on these matters See the Health & Safety heading in Own workforce chapter, Workers in the value chain, Circular
economy, and Pollution. In addition, see the publicly available information on Nordic's environmental and related hazardous
substance management practices on Nordic's website: Environmental Management
403-3 Occupational
health services
Health and safety' and
'Training and skills
development' are sustainability
matters for S1 covered by ESRS
1 §AR 16. Hence this GRI
disclosure is covered by MDR-
P, MDR-A, MDR-T, and/or as
an entity- specific metric to be
disclosed according to ESRS 1
§11 and pursuant to MDR-M.
The Management Team is responsible for the organization’s working environment and shall ensure a systematic improvement to
provide safe employment and meaningful work for the individual employee. The Management team is responsible for the
organization’s OHS policy and operational targets. The policy shall enable: That employees have a protective working
environment Safe employment and meaningful work for the individual employee Consultation and participation of workers and
worker's representatives That our suppliers live up to Nordic Semiconductor’s OHS standards Compliance with legal requirements,
as well as internal policies and guidelines Continuous improvements concerning occupational health and safety for all Nordic
employees In the event that employees wish to remain anonymous, they can use H&S services through a third party whose
contact details are posted on the Nordic's intranet. In the event of an internal investigation, employee details are confidential,
and only the designated team has access to such information. Retaliation against any employee who has reported misconduct is
prohibited, and there shall be no unfavorable treatment to any whistleblower.
403-4 Worker
participation,
consultation, and
communication on
occupational health and
safety
0
403-4 A: The OHS policy commits to consultations with Nordic employees and representatives with regard to ensuring an
inclusive and effective OHS approach across the organization and its business areas. These consultations take place at
employee level (Safety inspections and non-compliance reports), For instance, worker's representatives at inspections, risk
assessments and changes in the organization, management at inspections and policies development, and OHS Committees on
all topics discussed. All assessments, reports, and committee meeting minutes are archived and available to all employees. 403-4
B: See response to 403-2 A.
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GRI Standards
GRI Disclosure
requirements
ESRS Disclosure requirements
Nordic response
403-5 Worker training on
occupational health and
safety
0
403-5 A: Each new employee undergoes initial training, during which the primary health and safety risks present in the various
work areas are discussed. Furthermore, depending on the role, employees are given additional training on hazards in their area
of work. In addition, employee representatives (PSR) and AMU members are sent to additional advanced health and safety
courses in order to raise their awareness. Training is conducted in local languages and in English.
403-6 Promotion of
worker health
Social protection' is a
sustainability matter for S1
covered by ESRS 1 §AR 16.
Hence this GRI disclosure is
covered by MDR-P, MDR-A,
MDR-T, and/or as an entity-
specific metric to be disclosed
according to ESRS 1 §11 and
pursuant to MDR-M.
403-6 A: The health insurance plan comprises several non-occupational medical and healthcare services. For instance, treatment
guarantees to ensure quicker access to medical services in private hospitals or clinics with health specialists. The insurance also
includes free access to online GPs (experienced practitioners) for all employees and their children. Additionally, employees have
access to online mental healthcare consultations with psychologists, offering 5 video calls for 25 minutes free of charge per year
and digital self-help programs such as articles, exercises, and techniques to help cope with challenges. 403-6 B: Nordic has
implemented a new global sponsorship program that allows employees to dedicate 60 minutes weekly to physical activity during
work hours. This initiative is regularly promoted by managers and EMT members, who provide guidance on how to actively
spend time during work hours. Furthermore, many locations now offer free passes for sports activities, such as gym memberships,
allowing employees to remain active outside work hours. As an example to further encourage and promote employee health and
well-being, Nordic Semiconductor organized a challenge/competition using the Strava platform. For further information and
examples, see heading Health & Safety in Own workforce.
403-7 Prevention and
mitigation of
occupational health and
safety impacts directly
linked by business
relationships
ESRS S2 S2-4 §32 (a)
The AMU shall perform hazard identification and risk assessment annually to determine the need for controls and improvement
actions. Every third year, a more thorough hazard evaluation shall be performed. The risk assessment shall consider all parts of
the organization’s activities. Such assessments are meant to mitigate and safeguard employees. Risk assessments are archived
and available for all employees.
403-8 Workers covered
by an occupational
health and safety
management system
(403-8-a and b)
ESRS S1 S1-14 §88 (a); §90
403-8 A: See response to 403-1. In addition, all contractors, consultants, and other non-full-time employees that work for Nordic
are covered by the OHS standards of the company. However, as a fabless semiconductor company that works with various
manufacturing partners and suppliers, Nordic does not conduct direct audits for contractors, consultants, or other personnel that
are not full time employees and work outside of Nordic's offices. Nordic is, however a member of RBA, which conducts on-site
audits for Nordic's suppliers as described in the responsible supply chain chapter. i. the number of all employees and workers
who are not employees but whose work and/or workplace is controlled by the organization who are covered by such a system is
44. Not counting non consultants that will for limited times pass by the workplace. ii-iii: Omission: As a fabless company, we are
not conducting any external audits. Such audits are conducted by the RBA. In addition, we are performing safety inspections and
audits that focus not on workers in particular, but rather on the various work processes, in order to enable an inclusive approach.
403-8 B-C: Not applicable, as stated above.
403-9 Work-related
injuries
(403-9-a-i, a-iii, b-i, b-iii,
c-iii, d, e)
ESRS S1 S1-4, §38 (a); S1-14
§88 (b) and (c); §AR 82
See Own workforce table under heading employee engagement. Omission: Incomplete. Nordic does not currently report fully on
these indicators. S1-4 §38(a)
GRI 404: Training
and Education 2016
3-3 Management of
material topics
ESRS S1 S1-1 §17; §20 (c); S1-2
§27; S1-4 §38; §39; §AR 40 (a);
S1-5 §44; §47 (b) and (c); ESRS
S2 §11 (c); S2-1 §14; §17 (c); S2-
2 §22; S2-4 §32; §33 (a) and
(b); §36; §AR 33; §AR 36 (a);
S2-5 §39, §42 (b) and (c)
Each respective sub-chapter of the Environment, Social, and Governance chapters corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets. Omission: Incomplete. Nordic does not currently report fully on these indicators S1-5 §47, S2-5, §42, S4-2 §20
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
GRI Standards
GRI Disclosure
requirements
ESRS Disclosure requirements
Nordic response
404-1 Average hours of
training per year per
employee
ESRS S1 S1-13 §83 (b) and §84
Training is primarily tracked on manager level. However, it is currently a plan to map the full organization before continued focus
on implement both a leadership framework and career frameworks, to ensure we develop and encourage employees to take on
new responsibilities, as well as educating new leaders. For further information see Own Workforce heading Training and skills
development. Omission: Incomplete. Nordic does not currently report fully on these indicators.
404-3 Percentage of
employees receiving
regular performance and
career development
reviews
ESRS S1 S1-13 §83 (a) and §84
See Own workforce table under heading Training and skills development. Omission: Incomplete. Nordic does not currently report
fully on these indicators.
GRI 405: Diversity
and Equal
Opportunity 2016
3-3 Management of
material topics
ESRS S1 S1-1 §17; §20 (c); S1-2
§27; S1-4 §38; §39; §AR 40 (a);
S1-5 §44; §47 (b) and (c); ESRS
S2 §11 (c); S2-1 §14; §17 (c); S2-
2 §22; S2-4 §32; §33 (a) and
(b); §36; §AR 33; §AR 36 (a);
S2-5 §39, §42 (b) and (c)
Each respective sub-chapter of the Environment, Social, and Governance chapters corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets. Omission: Incomplete. Nordic does not currently report fully on these indicators S1-5 §47, S2-5, §42, S4-2 §20
3-3 Management of
material topics
ESRS S1 §24 (a)
Each respective sub-chapter of the Environment, Social, and Governance chapters corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets. Omission: Incomplete. Nordic does not currently report fully on these indicators S1-5 §47, S2-5, §42, S4-2 §20
405-1 Diversity of
governance bodies and
employees
(405-1-a-i and iii, 405-1-b)
ESRS 2 GOV-1 §21 (d); ESRS S1
S1-6 §50 (a); S1-9 §66 (a) to (b);
S1-12 §79
Board of directors composition is seen in Board of Directors. Management composition is seen in Executive Management. Other
governing committees are variety of compositions of these people included but not limited to People and Compensation
committee, Audit Committee, and Sustainability Committee. Omission: Incomplete. Nordic does not currently report fully on these
indicators. S1-12 §79
405-2 Ratio of basic
salary and remuneration
of women to men
ESRS S1 S1-16 §97 and §98
See Own workforce table under heading Gender pay ratio. Omission: Incomplete. Nordic does not currently report fully on these
indicators S1-16 §97 (b)
GRI 406: Non-
discrimination 2016
3-3 Management of
material topics
ESRS S1 S1-1 §17; §20 (c); §24
(a) and (d); S1-2 §27; S1-4 §38;
§39; §AR 40 (a); S1-5 §44; §47
(b) and (c); ESRS S2 §11 (c); S2- 1
§14; §17 (c); S2-2 §22; S2-4
§32; §33 (a) and (b); §36; §AR
33; §AR 36 (a); S2-5 §39, §42
(b) and (c); ESRS S4 §10 (b);
S4-1 §13; §16 (c); S4-2 §20; S4-4
§31; §32 (a) and (b); §35; §AR
30; §AR 33 (a); S4-5 §38; §41
(b) and (c)
Each respective sub-chapter of the Environment, Social, and Governance chapters corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets. Omission: Incomplete. Nordic does not currently report fully on these indicators S1-5 §47, S2-5, §42, S4-2 §20
406-1 Incidents of
discrimination and
corrective actions taken
ESRS S1 S1-17 §97, §103 (a),
§AR 103
The company is not aware of any confirmed reported incidents submitted through the whistleblowing channel or received by the
Whistleblower Group of discrimination involving the company, including its employees during the reporting period. No public
legal causes regarding discrimination has been brought against the organization during the reporting period.
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES
GRI Standards
GRI Disclosure
requirements
ESRS Disclosure requirements
Nordic response
GRI 407: Freedom of
Association and
Collective Bargaining
2016
3-3 Management of
material topics
ESRS S1 S1-1 §17; §20 (c); S1-2
§27; S1-4 §38; §39; §AR 40 (a);
S1-5 §44; §47 (b) and (c); ESRS
S2 §11 (c); S2-1 §14; §17 (c); S2-
2 §22; S2-4 §32; §33 (a) and
(b); §36; §AR 33; §AR 36 (a);
S2-5 §39, §42 (b) and (c)
Each respective sub-chapter of the Environment, Social, and Governance chapters corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets. Omission: Incomplete. Nordic does not currently report fully on these indicators S1-5 §47, S2-5, §42, S4-2 §20
407-1 Operations and
suppliers in which the
right to freedom of
association and
collective bargaining
may be at risk
Freedom of association' and
'Collective bargaining' are
sustainability matters for S1 and
S2 covered by ESRS 1 §AR 16.
Hence this GRI disclosure is
covered by MDR-P, MDR-A,
MDR-T, and/or as an entity-
specific metric to be disclosed
according to ESRS 1 §11 and
pursuant to MDR-M.
See the Own workforce chapter for more general information. For other relevant information pertaining to manufacturing
suppliers please refer to the Workers in the Value Chain chapter. Omissions: Incomplete. Nordic does not currently report fully on
these indicators.
GRI 414: Supplier
Social Assessment
2016
3-3 Management of
material topics
ESRS G1 G1-2 §12 and §15 (a)
Each respective sub-chapter of the Environment, Social, and Governance chapters corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets. See in particular the Workers in our value chain chapter for details.
414-1 New suppliers that
were screened using
social criteria
ESRS G1 G1-2 §15 (b)
414-1 A: 100% of new manufacturing suppliers were screened using social criteria for the reporting period.
Omission: Nordic does not currently report fully on this indicator.
414-2 Negative social
impacts in the supply
chain and actions taken
(414-2-c)
ESRS 2 SBM-3 §48 (c) i and iv
414-2 A-E: Nordic is employing a risk based approach to supplier assessments. See Workers in the value chain for more details
on this.
GRI 415: Public
Policy 2016
3-3 Management of
material topics
ESRS G1 G1-5 §27
Each respective sub-chapter of the Environment, Social, and Governance chapters corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets.
415-1 Political
contributions
ESRS G1 G1-5 §29 (b)
Nordic Semiconductor refrains from sponsoring political or religious groups to uphold a neutral and inclusive stance,
acknowledging the diverse perspectives of our stakeholders, and avoids any situations of perceived conflict of interest or bribery.
See Business conduct for more informatiopn. Omission: Incomplete. Nordic does not currently report fully on these indicators.
GRI 418: Customer
Privacy 2016
3-3 Management of
material topics
ESRS S4 §10 (b); S4-1 §13 and
§16 (c); S4-2 §20; S4-4 §31, §32
(a) and (b), §35, §AR 30, §AR
33 (a); S4-5 §38, §41 (b) and (c)
Each respective sub-chapter of the Environment, Social, and Governance chapters corresponds to each identified material topic,
which includes, where relevant, a description of the topic, its impacts, relevant policies, actions taken, and associated metrics and
targets.
418-1 Substantiated
complaints concerning
breaches of customer
privacy and losses of
customer data
ESRS S4 S4-3 §AR 23; S4-4 §35
For general information regarding data privacy and personal data protection, see the Consumer and end user and the publicly
available information regarding Nordic's Product security vulnerabilities and management process for product vulnerabilities
which may be relevant to data privacy matters. 418-1 A: See the Governance performance overview. 418-1 B-C: No such incidents
occurred during the reporting period or prior reporting period..
NORDIC SEMICONDUCTOR | ANNUAL REPORT 2022 | APPENDICES