novo-nordisk-annual-report-2022.pdf

Annual

Report 2022

Erik Hageman (far right) is one of Denmark's longest-living people with type 1 diabetes, pictured here with

his son Lars, who also has type 1 diabetes, and his grandchildren (from the left) Clara, Emilie and Holger

Novo Nordisk A/S – Novo Alle 1, 2880 Bagsværd, Denmark – CVR no. 24256790

In 2022, we reduced

emissions from

operations and

transportation by

29% compared to

2019

Read more on page 15

Novo Nordisk Annual Report 2022 2Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

04 Letter from the Chair and the CEO

06 Novo Nordisk at a glance

07 Our value creation

08 Performance highlights

Erik Hageman was diagnosed with type

1 diabetes at the age of two and is still

going strong at the age of 83. Erik was

treated at the Steno Memorial Hospital

(later named Steno Diabetes Center),

visible in the background

Introducing

Novo Nordisk

Novo Nordisk Annual Report 2022 3Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

President and CEO, Lars

Fruergaard Jørgensen (left)

and Chair of the Board of

Directors, Helge Lund (right)

LETTER FROM THE CHAIR AND THE CEO

Novo Nordisk’s centenary is a major milestone in

the evolution of our company and underlines the

longevity and value of our distinct purpose.

For the last century, our company has been consistent in its

overall mission to drive change to defeat diabetes and other

serious chronic diseases. Today, the tools at our disposal

are broader and more powerful than they were 100 years

ago, when insulin had just been discovered. Yet the need for

further innovation to realise our goal has never been greater,

not least given the rise of obesity as one of the world’s

foremost healthcare challenges.

At a time of societal debate about purpose versus profit,

Novo Nordisk shows how the two can go hand-in-hand.

The development of our life-changing treatments creates

financial rewards that are reinvested in further research and

development, a model that we will continue to apply as we

build a sustainable business for the decades to come.

Over the past year, we have seen continued strong growth

across both North America and International Operations and

therapy areas. This was driven by exceptional demand for

our market-leading GLP-1 therapies. In turn, this increase

in demand led to further market share expansion for key

products in both diabetes and obesity.

At the same time, however, we have experienced pressures

and challenges from an increasingly difficult macroeconomic

and geopolitical environment, including the impact of war in

Ukraine, rising tensions in global trade and the continuing

fallout from COVID-19.

Combined with higher than expected demand, temporary

capacity limitations at some of our manufacturing sites have

resulted in shortages of certain products, including Wegovy

for obesity and Ozempic

for type 2 diabetes.

Building on

100 years of

purpose-driven

growth

Novo Nordisk Annual Report 2022 4Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Meeting patient demand is a top priority and we have

invested around DKK 12.7 billion in 2022 alone to expand

capacity while operating our global manufacturing facilities

24 hours a day, seven days a week. Like many other large

companies, we are restructuring our supply chains to

increase resilience in a volatile world.

It is clear that economic challenges and the growing burden

of chronic, non-communicable diseases will place increasing

pressure on healthcare systems in the years ahead, requiring

us to remain laser-focused on our purpose and strategy.

Progress on pipeline projects such as our once-weekly insulin

icodec and the novel combination drug candidate CagriSema,

for both obesity and diabetes, reflects our determination to

break new ground. We are also addressing broader areas

of unmet medical need by expanding our commitment to

rare blood and endocrine disease and researching novel

technology platforms.

This will involve continued investment in our company’s

deep in-house expertise, coupled with sourcing the best

science from outside, through partnerships and business

development. The acquisition of Forma Therapeutics in 2022,

a specialist in rare blood disorders, is a good example of this

targeted approach.

Our teams are also increasingly applying novel technologies

to improve the delivery of products, including the use of

smart devices and digital tools to guide and optimise therapy.

Innovation is equally central in addressing the environmental

and social challenges that rightly feature so highly in modern

society’s expectations of businesses. The challenge we face

is significant since Novo Nordisk has an unusually high

growth rate for a company of its size, necessitating increased

manufacturing and higher product shipments.

However, in 2020, we were able to switch our global

production network to sourcing 100% renewable power and

we will continue to challenge ourselves in order to achieve

net-zero emissions across our entire value chain by 2045. We

will also continue to innovate to minimise the use of plastic

derived from fossil fuels in our pen devices, whether through

recycling or the use of novel materials.

Innovation itself depends on the creativity of our colleagues,

which we will continue to nurture by making Novo Nordisk

a truly inclusive and diverse workplace. This will empower

employees to use all their capabilities while attracting the

best talent to come and work with us.

Diversity is just as important in the boardroom as in our

wider organisation, so we will continue to focus on having a

Board of Directors with the right expertise and perspective to

guide us through a period of rapid change. We are delighted

by the election of Christina Law, whose deep experience in

leadership positions in consumer-driven companies across

Asia and beyond is and will be invaluable.

The collaboration between the Board of Directors and

Executive Management continues to be both trusting and

transparent. The relationship grew further during a year

in which we were able to increasingly meet each other in

person and engage with Novo Nordisk colleagues applying

themselves tirelessly to delivering tomorrow’s healthcare

innovation.

We would like to thank all our colleagues around the world

for their dedication and hard work during a challenging year,

as well as our shareholders for their continued support.

Helge Lund

Chair of the Board

of Directors

“Globally, we are serving a

record of almost 40 million

patients.”

Globally, we are serving a record of almost 40 million patients.

However, there are still many people who struggle to access

our life-changing products, even though more than 5 million

are reached through our access and affordability initiatives.

Innovation has a role to play here as well. Our heat-stable

insulins, for example, will help to improve access in low- and

middle-income countries since they can be kept outside

refrigeration for up to four weeks.

Our priority for the next 10 years is to advance scientific

understanding and treatment options in our core therapy

areas, while diversifying our pipeline into adjacent fields

such as cardiovascular disease, non-alcoholic steatohepatitis

(NASH) and rare blood disorders. This means looking beyond

the success of products based on our leading GLP-1 molecule

semaglutide and adopting new technologies.

LETTER FROM THE CHAIR AND THE CEO

Lars Fruergaard Jørgensen

President and CEO

Novo Nordisk Annual Report 2022 5Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Novo Nordisk

at a glance

176,954

57,362 5

55,185

Our corporate strategy

DKK million in free cash ow countries with R&D facilities

Our business is built around our clear purpose:

driving change to defeat diabetes and other serious

chronic diseases. Our key contribution is to discover

and develop innovative medicines and make them

accessible to patients throughout the world. We

aim to strengthen our leadership and treatment

options in diabetes and obesity, secure a leading

position within Rare Disease, and establish a

strong presence in other serious chronic diseases,

such as cardiovascular disease (CVD), non-alcoholic

steatohepatitis (NASH), chronic kidney disease

(CKD) and Alzheimer’s disease (AD), and provide

curative therapies based on our cell therapy

platform.

Novo Nordisk is a global healthcare company,

headquartered in Denmark. Our key contribution

is to discover and develop innovative biological

medicines and make them accessible to patients

throughout the world.

DKK million in net sales employees worldwide

74,809 80

DKK million in operating prot countries with aliates

Rare Disease

Secure a leading position

by leveraging full portfolio

and expanding into

adjacent areas

Obesity care

Strengthen treatment options

through market development

and by oering innovative

medicines and driving

patient outcomes

Diabetes care

Strengthen leadership

by oering innovative

medicines and driving

patient outcomes

Other serious

chronic diseases

Establish presence

by building competitive

pipeline and scientic

leadership

Our purpose

Driving change

to defeat diabetes

and other serious

chronic diseases

Novo Nordisk Annual Report 2022 6Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

36.3 million patients reached

with our diabetes care products

5.5 million patients reached

via access and aordability initiatives

6,700 additional employees

compared to 2021

DKK 36 billion total corporate

tax contribution

Social

29% reduction of CO

emissions

from operations and transportation

compared to 2019 pre-pandemic levels

Four countries have launched



to prevent pen devices from going

into landlls

Environmental

DKK 49.4 billion via dividends



were paid out to shareholders

Reputation score of 82.3 points

out of 100

measured across key stakeholders

Governance

We strive to be a sustainable business,

creating value for society and for our future

business. We do business in a nancially,

environmentally and socially responsible

manner and we do this the Novo Nordisk

Way. By succeeding, we will create long-

term value for patients, employees,

partners, shareholders and society.

Sustainable business

Diverse talent

Raw materials

Financial resources

Insights from patients,

healthcare experts and partners

Resources

How we create value

Our purpose

Driving change

to defeat diabetes

and other serious

chronic diseases

Our value creation

Novo Nordisk Annual Report 2022 7Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Purpose and sustainability (ESG)

Progress towards zero environmental impact:

– Carbon emissions from operations and transportation decreased

by 29% compared to 2019

Adding value to society:

– Progress on Defeat Diabetes strategy

– Medical treatment provided to 36.3 million people living with diabetes

– Reaching more than 41,000 children in Changing Diabetes

in Children programme

– Diabetes and haemophilia medications donated to the Ukrainian Ministry of Healthy

– Positive scientific opinion from EMA on human insulin with more flexible storage

without refrigeration

Being recognised as a sustainable employer

– Share of women in senior leadership positions has increased to 39% from 36% in 2021

1. Progress towards zero environmental impact

2. Being respected for adding value to society

3. Being recognised as a sustainable employer

Innovation and therapeutic focus

Further raise innovation bar for diabetes treatment:

– Approval of Ozempic

2.0 mg in the US

– Successful completion of phase 3a trials with once-weekly

insulin icodec

– Successful completion of phase 2 trial with CagriSema in people

with type 2 diabetes

– Phase 1 trials with Ideal Pump insulin successfully completed

– Phase 1 trial initiated with a once-daily oral GLP-1/GIP agonist

and once-weekly oral semaglutide

Develop superior treatment solutions for obesity:

– STEP TEENs phase 3 trial successfully completed

– Phase 3a initiation with CagriSema in people with obesity

– Phase 1 initiation of oral amycretin

Strengthen and progress Rare Disease pipeline:

– Concizumab phase 3 trials completed in people with haemophilia A and B

with inhibitors and in people without inhibitors

– Dosing initiated in phase 3a trial with Mim8

– Phase 2 trial initiated with NDec in sickle cell disease

– Acquisition of Forma Therapeutics to expand pipeline in sickle cell disease

Establish presence in other serious chronic diseases:

– Phase 2 trial initiated with NNC6019 in cardiomyopathy

– Phase 1 trials initiated in NASH utilising the siRNA platform

1. Further raise the innovation bar for diabetes treatment

2. Develop a leading portfolio of superior treatment

solutions for obesity

3. Strengthen and progress the Rare Disease pipeline

4. Establish presence in other serious chronic diseases

focusing on cardiovascular disease (CVD), non-alcoholic

steatohepatitis (NASH) and chronic kidney disease

(CKD)

Commercial execution



– Diabetes value market share increased by 1.8 percentage

points to 31.9% (MAT)

More than DKK 25 billion in Obesity sales by 2025:

– Obesity care sales increased by 84% (CER) to DKK 16.9 billion

Secure a sustained growth outlook for Rare Disease:

– Rare Disease sales increased by 1% (CER) to DKK 20.5 billion

1. Strengthen diabetes leadership – aim at global value

market share of more than 1/3

2. More than DKK 25 billion in Obesity sales by 2025

3. Secure a sustained growth outlook for Rare Disease

Financials

Deliver solid sales and operating profit growth:

– Sales growth at 16% (CER)

– International Operations sales growth of 13% (CER)

– US sales growth of 19% (CER) with 73% of sales coming

from products launched since 2015

– Operating profit growth of 15% (CER)

Drive operational efficiencies:

– Continued productivity gains in Product Supply

Enable attractive capital allocation to shareholders:

– Free cash flow of DKK 57.4 billion

– DKK 49.4 billion returned to shareholders in 2022

1. Deliver solid sales and operating profit growth:

– Deliver 6–10% sales growth in International

Operations

– Transform 70% of sales in the US (from 2015 to 2022)

2. Drive operational efficiencies across the value chain

to enable investments in future growth assets

3. Deliver free cash flow to enable attractive capital

allocation to shareholders

2022 Highlights Strategic Aspirations 2025

Our strategic progress

PERFORMANCE HIGHLIGHTS

1. The strategic aspirations are objectives that Novo Nordisk intends to work towards and are not a projection of Novo Nordisk's financial outlook or expected growth. Novo Nordisk intends to describe how its activities develop in relation to each of the four dimensions

on an ongoing basis.

Novo Nordisk Annual Report 2022 8Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

PERFORMANCE HIGHLIGHTS

Financial

highlights

DKK million 2018 2019 2020 2021 2022 

Financial performance Change

Net sales 111,831 122,021 126,946 140,800 176,954 26%

Sales growth as reported 0.1% 9.1% 4.0% 10.9% 25.7%

Sales growth in constant exchange rates (CER)

4.6% 5.6% 6.7% 13.8% 16.4%

Operating profit 47,248 52,483 54,126 58,644 74,809 28%

Operating profit growth as reported (3.5%) 11.1% 3.1% 8.3% 27.6%

Operating profit growth in constant exchange rates (CER)

2.8% 5.6% 6.8% 12.7% 14.6%

Depreciation, amortisation and impairment losses 3,925 5,661 5,753 6,025 7,362

Net financials 367 (3,930) (996) 436 (5,747)

Profit before income taxes 47,615 48,553 53,130 59,080 69,062 17%

Effective tax rate

18.9% 19.8% 20.7% 19.2% 19.6%

Net profit 38,628 38,951 42,138 47,757 55,525 16%

Purchase of intangible assets

2,774 2,299 16,256 1,050 2,607 148%

Purchase of property, plant and equipment

9,636 8,932 5,825 6,335 12,146 92%

Cash used for acquisition of businesses — — — 18,283 7,075 (61%)

Free cash flow

32,536 34,451 28,565 29,319 57,362 96%

Total assets 110,769 125,612 144,922 194,508 241,257 24%

Equity 51,839 57,593 63,325 70,746 83,486 18%

Financial ratios

Gross margin

84.2% 83.5% 83.5% 83.2% 83.9%

Sales and distribution costs in percentage of sales 26.3% 26.1% 25.9% 26.3% 26.1%

Research and development costs in percentage of sales 13.2% 11.7% 12.2% 12.6% 13.6%

Operating margin

42.2% 43.0% 42.6% 41.7% 42.3%

Net profit margin

34.5% 31.9% 33.2% 33.9% 31.4%

Cash to earnings

84.2% 88.4% 67.8% 61.4% 103.3%

ROIC

116,7% 98.0% 82.8% 69.0% 73.6%

Share performance and capital allocation

Basic earnings per share/ADR in DKK

15.96 16.41 18.05 20.79 24.51 18%

Diluted earnings per share/ADR in DKK

15.93 16.38 18.01 20.74 24.44 18%

Total number of shares (million), 31 December 2,450 2,400 2,350 2,310 2,280 (1%)

Dividend per share in DKK

8.15 8.35 9.10 10.40 12.40 19%

Total dividend (DKK million)

19,547 19,651 21,066 23,711 27,950 18%

Dividend payout ratio

50.6% 50.5% 50.0% 49.6% 50.3%

Share repurchases (DKK million) 15,567 15,334 16,855 19,447 24,086 24%

Closing share price (DKK) 298 387 427 735 938 28%

1. See "Non-IFRS financial measures". 2. See "Financial definitions". 3. Total dividend for the year including interim dividend of DKK 4.25 per share, corresponding to DKK 9,613 million, which

was paid in August 2022. The remaining DKK 8.15 per share, corresponding to DKK 18,337 million, will be paid subject to approval at the Annual General Meeting.

Sales and growth by therapeutic area (%)

Diabetes care Obesity care

Rare Disease Growth at CER

Sales and growth by geographic area (%)

North America EMEA Growth at CER

Region China Rest of World

Financial

highlights

PERFORMANCE HIGHLIGHTS

+15



+21

+24

+14

+84

Novo Nordisk Annual Report 2022 9Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

11 Purpose and sustainability (ESG)

27 Innovation and therapeutic focus

33 Commercial execution

36 Financials

At the time of his diagnosis in 1942,

Erik’s parents were told that he would

only have a few weeks left to live, but

luckily he received an August Krogh

Medical Grant. This meant that he

could be treated free of charge and

thereby survive and live healthily

Strategic

Aspirations

Novo Nordisk Annual Report 2022 10Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Novo Nordisk's headquarter and a

section of the Novo Nordisk Nature

Park, Bagsværd, Denmark. The park

holds a 100% water balance, which

means that all rainwater falling in

the area is collected and reused for

irrigation of the park’s many large

trees and diverse vegetation

PURPOSE AND SUSTAINABILITY (ESG)

Delivering on

sustainability

The definition of what it means to be a sustainable

business is constantly evolving and at its core is

a commitment to add value to society and to our

long-term business. This mission is embedded

in our business, with environmental, social and

financial responsibility having been anchored in

our Articles of Association since 2004.

We believe that sustainability is not only the right path to

take for the communities we serve and the planet, it is also

an essential part of future-proofing our business. We are

determined to further accelerate in this area as demands

on corporations grow. Our position as a large healthcare

company tackling serious chronic diseases places us on the

frontline of many of today’s biggest challenges. We recognise

the urgent need to both improve access to our medicines and

reduce our environmental impact. Our work in areas from

the development of heat-stable insulin for use in vulnerable

settings to sourcing renewable power and plastic recycling

marks significant milestones along these intertwined tracks.

Progress towards zero

environmental impact

Being respected for adding

value to society

Being recognised as a

sustainable employer

Purpose and sustainability (ESG)

Strategic

Aspirations

2025

PURPOSE AND SUSTAINABILITY (ESG)

Novo Nordisk Annual Report 2022 11Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Affordability

& pricing

Innovation

Access to

medicines

Sustainable

tax

Diversity

& inclusion

Fair pay &

social justice

Health, safety

& well being

Prevention of

serious chronic

diseases

Corporate governance

Risk management

Culture & values

Supply chain management

Bioethics

Fair competitive practices

Drug safety

Data privacy

Waste

Energy

consumption

Greenhouse

gas emissions

Water &

wastewater

Resources &

circular economy

Society

& planet

Novo

Nordisk

Our key ESG topics

Double materiality assessment

In 2022, we performed a double materiality assessment

aimed at prioritising our key Environmental, Social and

Governance (ESG) topics. Double materiality was identified

by assessing (1) how our activities impact society and the

planet and (2) how society and the planet affect our activities

financially.

The overview of “Our key ESG topics” is based on the

double materiality assessment. It is meant to inform our

ESG reporting in the future and will be updated regularly.

Overall, we aim to be respected for adding value to society,

progressing towards zero environmental impact, being

recognised as a sustainable employer and building trust

across the E, S and G dimensions.

Sustainability Advisory Council

In April 2022, we launched our Sustainability Advisory

Council, an external group of experts in social and

environmental sustainability who provide us with outside-in

perspectives on sustainability. The Council challenges us,

providing constructive feedback on our current initiatives

within sustainability and exploring opportunities for

innovation going forward. The composition of the Council

is available on our ESG Portal at novonordisk.com.

PURPOSE AND SUSTAINABILITY (ESG)

Novo Nordisk Annual Report 2022 12Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

PURPOSE AND SUSTAINABILITY (ESG) / ENVIRONMENTAL

Our environmental

responsibility: zero

environmental impact

With carbon emissions from fossil fuels continuing to rise,

the warnings about global warming are becoming louder.

The message from the COP27 meeting in Egypt last year was

clear: decisive action is needed now – particularly from the

private sector – if we are to turn the tide on climate change.

As a sustainable business, it is our responsibility to reduce

our carbon emissions as swiftly as possible, meeting our

target of reaching net-zero emissions by 2045. More near-

term, we have pledged to reach zero emissions from our

operations and transportation by 2030. As we have reduced

Scope 1 and 2 CO

emissions by 43% since 2019, 96% of our

emissions are Scope 3, meaning they are not in our direct

control, but rather include in particular the consequences

of goods and services procured from our 60,000+ suppliers.

This year, we are introducing reporting of our full Scope 3

emissions, building on last year’s disclosure that was limited

to business flights and product distribution. The calculation

of Scope 3 emissions was substantially based on estimations

and therefore inherently uncertain.



There are inherent challenges in reducing emissions at a time

when demand for our life-changing medicines is growing

rapidly, resulting in increased manufacturing and more product

shipments. Nonetheless, by switching our global production

network to sourcing 100% renewable power and by leveraging

biogas in two of our production sites, we have managed to

decrease production-related Scope 1 and 2 CO

emissions by

8% (equal to around 3,000 tonnes) in the past year, and by 58%

(equal to around 50,000 tonnes) compared to the pre-pandemic

levels of 2019. However, CO

emissions from operations

and transportation were higher in 2022 than in 2021, partly

reflecting the impact of COVID-19 on 2021 activities (in 2022,

emissions from operations and transportation decreased

by 29% compared to 2019), but especially due to increased

emissions from transportation, as supply chain constraints

have forced us to increase our use of airfreight to ensure

timely delivery of our medicines to patients globally. Due to

our extensive supply chain, we have a target for all our 60,000+

suppliers, to be reached by 2030, to source 100% renewable

power when supplying us. Already more than 500 of our key

suppliers have committed to source renewable power, which

has resulted in a saving of more than 30,000 tonnes of CO

since 2019 (equal to 1% of our emissions in 2022).

Partnerships will be an essential part of addressing the

supply chain challenge. In 2022, we made alliances with

Kuehne+Nagel and SkyNRG for Sustainable Aviation Fuel that

will reduce our emissions from air transport significantly. The

Decarbonising health



private partnerships

A promising partnership addressing supply chain

challenges and overall decarbonisation of healthcare

is the Sustainable Markets Initiative – Health

Systems Taskforce. This public-private partnership

brings together CEOs from leading organisations

in the pharmaceutical sector, such as AstraZeneca,

GSK, Merck KGaA, Roche, Sanofi, as well as the

World Health Organization (WHO), UNICEF, NHS

England and leading health research institutions.

While initiated by HRH King Charles III in the UK, the

partnership is global in scope.

By agreeing on a set of concrete commitments and

initiatives, launched ahead of COP27, the group

seeks to harness its collective influence to urgently

address the need to make the healthcare sector

more sustainable. This entails overall efforts towards

decarbonisation, but also for prevention of disease

onset and efficient delivery of care.

Emissions from operations and transportation

(1,000 tonnes CO

)

Target 2030: zero emissions from operations and transportation

350

300

250

200

150

100

2019

306

20222020 2021

Company cars (Scope 1)

Business ights (Scope 3)

Product distribution

(Scope 3)

Oce buildings and

laboratories (Scope 1, 2)

Production (Scope 1, 2)

We are accelerating the delivery

of net zero health systems

through collaboration

174

170

218

Novo Nordisk Annual Report 2022 13Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Total emissions (1,000 tonnes CO

)

Total of Scope 1, 2 and 3 emissions: 2,133

Target 2045: net-zero emissions

Scope 1

Direct emissions from

owned or controlled

sources

Scope 2

Indirect emissions from the

generation of energy purchased

from an utility provider

Scope 3

All indirect

emissions – not

included in Scope

2 – that occur

upstream and

downstream in

our value chain

Our Scope 1, 2 and 3 emissions

Scope 1 and 2 emissions (1,000 tonnes CO

) Breakdown of Scope 3 emissions by categories

of the GHG Protocol

(%)

76 16

2,041

Purchased goods and services: 61.3%

Capital goods: 23.4%

Upstream transportation and distribution: 6.0%

Fuel and energy related activities: 2.7%

Business travel: 2.7%

Downstream transportation and distribution: 1.8%

Employee commuting: 1.7%

Waste generated in operations: 0.2%

End-of-life treatment of sold products: 0.1%

collaboration with SkyNRG, for example, will enable us to cut

emissions from airfreight by around 19,000 tonnes every

year (equal to 1% of our emissions in 2022), starting in 2027.

1. Scope 3 emissions are measured in CO

equivalents (CO

e), except for Business

travel. 2. For more information, please refer to section 6 and to note 7.4 on Scope 1,

2 and 3 emissions.

PURPOSE AND SUSTAINABILITY (ESG) / ENVIRONMENTAL

At the same time, as part of our target to reach zero

emissions from our operations and transportation by

2030, we plan to shift our production sites towards biogas,

derived from organic waste. We also aim to transition to

100% electric company cars by 2030. In both cases there

are supply challenges. Biogas production is still in a growth

phase, although major expansion is expected in the coming

years, while the availability of electric vehicles and charging

infrastructure remains limited in many countries.

Stepping up to the plastic challenge

Another priority in creating a business with zero

environmental impact is minimising the use of plastic derived

from fossil fuels. We produced more than 750 million pre-

filled plastic pen devices in 2022, equal to approximately

13,000 tonnes of plastic, a figure that is set to grow as

demand for our medicines increases. We are tackling the

challenge through a series of parallel programmes, including

efforts to reduce the amount of plastic we use by gradually

shifting towards durable rather than pre-filled devices. We are

also working to shift to non-fossil fuel plastics, for example by

harnessing waste carbon and hydrogen from energy supply

processes, including the use of carbon capture.

Additionally, we have ramped up initiatives to stop our pen

devices, classified as medical waste, from going into landfills.

A take-back initiative in Denmark that reuses the plastic in

these devices has now been expanded to a full-scale national

solution, while new recycling pilots have been launched in the

UK, France and Brazil.

2019 20222020 2021

161

93 92

Novo Nordisk Annual Report 2022 14Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Our social responsibility:

being respected for adding

value to society

Our purpose to defeat diabetes and other serious chronic

diseases relies not only on innovation but also on ensuring

that the right treatments reach patients in need. As such,

we are committed to playing an active role in alleviating

barriers to access, wherever they occur. Our ambition is to

provide access to affordable care to vulnerable patients in

every country. Through a combination of strategic initiatives

and partnerships, we aim to help people access the care they

need, no matter where they live.





The number of people with diabetes treated with our

products now stands at 36.3 million, an increase of more than

1.7 million from 2021, and close to 5.5 million of these were

reached via our access and affordability initiatives. We remain

dedicated to our Access to Insulin Commitment, which sets a

ceiling price of USD 3 per human insulin vial to governments

in 76 countries, as part of our supply prioritisation. An

estimated 1.8 million patients accessed care under this

commitment in 2022. Please refer to note 8.1 on Patients

reached with Novo Nordisk's Diabetes care products.

In 2022, we also continued our efforts to identify vulnerable

patients and provide them with access to healthcare and

affordable insulin in countries where we operate. We have

completed various vulnerability assessments, resulting in

25 plans being implemented across the Asia-Pacific (APAC),

Southern and Eastern Europe, Middle East and Africa

(SEEMEA) and Latin America (LATAM) regions to benefit

vulnerable groups.

Working together with local health authorities, partners

and civil society is a cornerstone of our approach to access,

as exemplified by the Changing Diabetes

in Children

partnership. This programme has now reached 41,033

children with type 1 diabetes in low-resource countries, an

increase of almost 29% compared to last year, putting it on

track to reach its goal of 100,000 children by 2030.

We challenge ourselves to pioneer innovative approaches and

processes, such as exploring the thermostability platform as

an opportunity to support access for vulnerable people living

with diabetes. In April 2022, we obtained a positive European

Medicines Agency (EMA) scientific opinion supporting the

storage of our human insulins, Actrapid

and Insulatard

outside refrigeration for up to four weeks, if kept below

30°C. The products have additionally received the WHO

prequalification, which enables simpler order purchases

by United Nations (UN) procurement agencies and other

international organisations. Our two products are the first

human insulin products to ever obtain this prequalification.

The challenge of providing access to affordable insulin is vast

and rising to it requires long-term, multi-sector collaboration.

We will continue to collaborate with partners to address

PURPOSE AND SUSTAINABILITY (ESG) / SOCIAL

Hnin Eain Thu (left) has type 1

diabetes and is receiving care as

part of the Changing Diabetes

Children programme in Myanmar.

Here portrayed with her sister

Novo Nordisk Annual Report 2022 15Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Access and affordability initiatives

in the United States

My$99Insulin: 30-day supply of a combination of

our insulin products (up to three vials or two packs

of pens) for USD 99 for eligible patients.

Unbranded Biologics: Unbranded versions of

fast-acting (NovoLog

), premix (NovoLog

Mix) and

long-acting (Tresiba

) insulins are available from

Novo Nordisk Pharma, Inc. (NNPI), at considerable

list price discounts versus branded versions.

Human insulin: Available for about USD 25 per vial

at national pharmacies, including Walmart and CVS.

Over 752,000 people in the US continue to obtain

our human insulin through these retailers.

Patient Assistance Program: Offers free diabetes

medication to people in need who meet certain

eligibility criteria, including annual household income

at or below 400% of the government-defined poverty

level. Almost 63,000 people in the US received free

insulin from this program in 2022. This was expanded

during the pandemic to offer 90-day free insulin to

those impacted by job loss due to COVID-19.

Immediate Supply Program: A free, one-time,

immediate supply of our insulin (up to three vials or

two packs of pens) to eligible patients who may be

at risk of rationing.

Copay Savings Cards: Defray high out-of-pocket

costs for commercially insured patients. In 2022, we

provided around DKK 640 million in copay assistance

for insulin to patients.

the key issues set out by the WHO in 2021. These include

regulatory challenges, device affordability and healthcare

capacity building.

Improving access and affordability in the United States

Ensuring access to affordable healthcare is not only a

challenge in low- and middle-income countries. Some

patients in the US also struggle to pay for treatments,

including insulin, and we have a range of initiatives to

help them. By limiting list price increases, securing broad

formulary coverage and supporting affordability programs

for patients, we aspire to make our medicines more

accessible and affordable, especially for those that are

un-insured or under-insured.

In 2022, we provided DKK 261 billion in discounts and rebates,

amounting to 75% of US gross sales (in line with 2021), to

secure formulary coverage for insured patients. Investing

in formulary coverage leads to reasonable copays for many

patients. But for some, the benefits fall short and for those

that are un-insured or under-insured we continue to provide

a broad suite of affordability offerings, having helped more

than one million patients afford their medications in 2022.

Mandy Marquardt, a

member of Team Novo

Nordisk, is living with

type 1 diabetes in the US

PURPOSE AND SUSTAINABILITY (ESG) / SOCIAL

As each patient’s affordability needs are different, we have

invested in enhancements to Novocare.com making it a

comprehensive and easy to use resource for patient access

and affordability support. NovoCare

helps support one

patient every ten seconds.

Novo Nordisk Annual Report 2022 16Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

“Driving change for

healthy cities” launched at the

Tour de France start in Copenhagen, 2022

Responding to humanitarian needs

In Europe, the war in Ukraine has brought genuine hardship

to people living with serious chronic conditions and we have

responded with product donations, while striving to maintain

broad supply of our medicines. We have donated diabetes

and haemophilia medications to the Ukrainian Ministry

of Health, and together with humanitarian organisations,

we continue to monitor the situation to be able to provide

further support.

As part of our humanitarian programme, we have

also continued to supply insulins and glucagon kits to

humanitarian organisations in other parts of the world,

reaching more than 210,000 people. Our partnership with

the Red Cross, Partnering for Change, has reached its

implementation phase in Lebanon, where our partners are

integrating models for chronic care into their local activities.

In addition, we established the Senselet partnership in

Ethiopia, facilitating healthcare supply chain management.

Strengthening our prevention efforts

A further crucial pillar in our strategy to defeat diabetes

and other serious chronic diseases is prevention, which is

urgently needed given the growing burden of obesity and

type 2 diabetes across all continents. Our long-standing Cities

Changing Diabetes programme continues to work with local

partners in 45 cities across the globe on ways to prevent and

control diabetes and obesity. But we are also casting the

net wider with new initiatives, such as an ambitious global

partnership with UNICEF to prevent childhood overweight

and obesity.

In OECD countries, less than 3% of healthcare budgets is

dedicated to disease prevention. This provides evidence that

new funding for disease prevention must be identified. Over

the past two years, the Cities Changing Diabetes partnership

has supported efforts to develop investment cases for

prevention of disease. As an example, a third-party investor

could dispose an upfront payment for the expansion of

services, and if the agreed targets will be met, the city will

save future costs, of which the investor would receive a share.

The first social impact bond in health in Denmark was issued

by the city of Aarhus, with the aim of delivering an intensive

prevention programme to 450 citizens living with type 2

diabetes and at high risk of developing severe complications.

This solution is anchored in a partnership between Novo

Nordisk, local general practitioners, the Steno Diabetes Center

Aarhus and the relevant city administration departments. The

initiative is based on implementing a mix of individual, family

and community modules over 12 months, with two years

of follow-up. The reduction of blood sugar (HbA1c) will be

used as an indicator for the three-year payment and the

first measurements will be available later in 2023.

A diverse and inclusive workplace

Being a sustainable employer offering an inclusive and

diverse working environment is an integrated part of being

a sustainable business. In 2022, we were recognised as the

best place to work at globally by "Best Places to Work".

We fundamentally believe that diversity of people and

inclusive leadership drive value for Novo Nordisk by

increasing innovation, enabling a diverse line of thought

and providing all employees with equitable opportunities

to realise their potential.

Cities Changing Diabetes

and C40 Cities collaborate

on urban development

Since 2015, we have been partnering with the

climate organisation C40 Cities, with the purpose

of testing and advocating for how cities can achieve

increased climate and health benefits through

urban investments. In 2019, this research-based

partnership applied its learnings to the development

of a walking and cycling benefits Excel-based tool

that enables users to estimate the health, climate

and economic benefits of urban investments aimed

at shifting people’s mode of transport from inactive

to active. Since then, more than 20 cities have used it.

Building on this initiative, we are expanding

the tool to improve its usability across new city-

planning methods. These include the 15-minute

city interventions, a recent concept that cities are

applying to increase proximity and thus decrease

emissions through less transport. We continue

to facilitate the integration of health in cities’

climate work through our Cities Changing Diabetes

network and drive change for a healthier and more

sustainable society.

PURPOSE AND SUSTAINABILITY (ESG) / SOCIAL

Novo Nordisk Annual Report 2022 17Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Our aspirational targets

To underline our commitment to diversity and inclusion,

accelerate progress and ensure leadership accountability,

we launched three global aspirational targets in 2021:

– Create an inclusive culture where all employees have a

sense of belonging and equitable opportunities to realise

their potential.

– Achieve a balanced gender representation across all

managerial levels.

– Achieve a minimum of 45% women and a minimum of 45%

men in senior leadership positions by the end of 2025.

in hiring processes. At the end of 2022, 49% of all new leaders

were women, and 45% of all new senior leaders were women,

compared to 48% and 50%, respectively, at the end of 2021.

In addition, we are ensuring a strong pipeline of diverse

talent and inclusive leaders via succession management and

talent programs.

To mitigate bias in pay processes and decisions, we conduct

yearly equal pay reviews and take actions in case of any

identified pay gaps. Out of the more than 43,000 positions

covered in the pay review in 2022, we identified 0.6% with an

equal pay gap

and we are taking corrective action.

We are continuously challenging the customary ways of working

and in early 2022, we launched a new global parental leave

policy offering a minimum of eight weeks paid leave within

the first year of becoming a parent to all non-birthing parents

globally, regardless of gender. Our ambition is that recognition

of the non-birthing parents' right to leave will result in greater

inclusion and equality for parents – both at work and at home.

Our leaders are held accountable

We expect all our leaders to embrace their role as inclusive

leaders by being committed to building diverse teams of

complementary strengths, valuing diverse skills, experiences

and perspectives and creating a psychologically safe space in

which all employees feel free to speak up.

To measure the state of inclusion at Novo Nordisk, we have

introduced our global “Inclusion Index” as part of our annual

employee engagement survey. Of the more than 39,000

employees who completed the survey in 2022, 82% rated the

inclusion statements favourable, compared to 78% in 2021.

Women in leadership (%)

2018 2019 2020 2021 2022

EVP/SVP 13 18 24 28 29

CVP 31 33 37 39 40

VP 35 35 36 36 40

Senior leadership 32 33 35 36 39

Director 41 43 41 44 44

Manager and team lead 40 40 42 43 45

All leaders 40 40 41 43 44

We define balance as the range between 45%-55% to leave

up to 10% flexibility for women and men while also allowing

for non-binary gender, recognising that some employees may

not wish to be categorised.

Gender is only one dimension of diversity and we fully

recognise that diversity is any dimension that differentiates

our people and enables a diverse line of thought – for example

ethnicity, race, age, nationality, disability status or sexual

orientation. Due to legal constraints we currently do not have

consistent global measures on all the aspects of diversity.

PURPOSE AND SUSTAINABILITY (ESG) / SOCIAL

3. Excluding some populations and locations due to local regulations such as in the US, where a local process is in place. 4. "Equal Pay gap" is defined as the employee's pay being

significantly above or below the expected pay given the employee's job level, tenure, job family and other parameters.

Novo Nordisk employees

at the Pride parade in

Copenhagen, 2022

At the end of 2022, 44% of all leaders were women, and

39% of leaders in senior leadership positions were women

compared to 43% and 36%, respectively, at the end of 2021.

Our aspirations in action

To mitigate bias we are continuously reviewing our processes

and policies throughout the employee life cycle.

To increase recruitment of diverse profiles, we ensure a

diverse slate of candidates and diverse recruitment panels

Novo Nordisk Annual Report 2022 18Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

We recognise that there is no one-size-fits-all approach and

that diversity and inclusion challenges and opportunities

vary depending on the local context and the societies that

we serve. To ensure that we consider the local context, drive

impact at all levels and hold our leaders accountable for

driving progress, all our senior leaders across the company

have been asked to define local diversity and inclusion

aspirations and associated action plans.

Finally, progress on diversity and inclusion has been anchored

in both short-term and long-term incentive programmes and

we follow up and track developments on a regular basis.

Statutory gender reporting under Danish law

Listed companies are required to set a target for the share

of the underrepresented gender on the Board of Directors.

PURPOSE AND SUSTAINABILITY (ESG) / SOCIAL

5. Cf. the Danish Companies Act, section 139 (c). 6. Cf. the Danish Financial Statements Act. section 99(b). 7. Shareholder-elected Board members of Novo Nordisk A/S. 8. The upper management of Novo Nordisk A/S includes the chief executive officer and executive vice

presidents employed by Novo Nordisk A/S as well as their direct reports, also employed by Novo Nordisk A/S, with leadership responsibility. 9. Cf. the Danish Companies Act, section 139(c)(1)(1).

Rania Al Dairi, Associate

Global Trial Manager, Novo

Nordisk (Denmark)

As of 31 December 2022, the Board of Directors is regarded

as having equal gender representation and is therefore not

legally required to set a gender target for the Board.

One of

the most significant activities in 2022 to obtain equal gender

representation was the election of a female Board member at

the Annual General Meeting. As diversity remains important

for the Board, it has maintained a voluntary 2024 target of

having at least three shareholder-elected Board members

who are men and three who are women.

We have adopted a diversity and inclusion policy to increase the

share of the underrepresented gender in upper management.

The policy's most significant activities aimed at reaching the

gender target are described on page 18. In 2022, the share of

women in upper management at Novo Nordisk A/S was 38%,

so we have not yet achieved the target level of 45% women in

upper management. The target is ambitious, however progress

has been made in 2022 compared to 2021 and we still believe

the target will be reached by 2025.

Sustainable tax approach

Our overall guiding principle within taxation is to have a

sustainable tax approach, emphasising our business-anchored

approach to managing the impact of taxes while remaining

true to the Novo Nordisk values of operating our business in a

responsible and transparent manner. Our legal structures are

based on business-anchored considerations and substance.

Consequently, we pay tax where value is generated and always

respect international and domestic tax rules. As a global

business, we conduct cross-border trading, which is subject to

transfer pricing regulations. We apply a "Principal structure"

Status and targets for the share of the underrepresented

gender in Novo Nordisk A/S (2022)

Total / share of the

underrepresented

gender in %

Target for the share of

the underrepresented

gender / target date

Board of Directors

9 / 33% Not required

Upper

management

19 / 38% Min. 45% / 2025

As of 1 January 2023, listed companies are also required

to set a target as well as a policy for the share of the

underrepresented gender in upper management.

Novo Nordisk Annual Report 2022 19Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

in line with OECD principles, meaning all legal entities, except

for the principals, perform their functions under contract on

behalf of the principals. As a result, entities contracted by the

principals are being allocated an activity-based profit according

to a benchmarked profit margin. The tax outcome of this

operational model is reflected in the overview on the right,

which shows our corporate income taxes by region.

To ensure alignment between tax authorities regarding the

allocation of profit between our entities, we have Advance



Share of category

Signicant activities Minor or no activities

7. Intellectual property rights based on sales from where intellectual property rights are

located. 8. Production based on number of production employees in the region.

9. Sales based on location of the customer.

Region

Intellectual

property

rights

Production

Sales

Corporate

income

taxes

(DKK

billion)

Total tax

contribution

(DKK

billion)

International

Operations

11.0 26.0

Denmark 9.6 16.4

EMEA (ex

Denmark) 0.7 4.8

China 0.4 2.2

Rest of World 0.3 2.6

North America

Operations 1.0 5.7

The US 0.8 5.6

Total three year average 12.0 31.7

Respect for human rights

We are committed to respecting human rights as per the UN

Guiding Principles on Business and Human Rights (please

refer to the Governance section on page 21 and our ESG Portal

at novonordisk.com). In 2022, the Corporate Human Rights

Benchmark assessed Novo Nordisk. While it rated us number

one among the 30 largest companies in Denmark, we recognise

our responsibility to continuously improve the quality and

effectiveness of our human rights due diligence across our

operations and business relationships. Our new global parental

leave policy (page 18) is only one example of how we implement

our human rights commitment, particularly in this case

regarding employees' rights, as defined in our Human Rights

Report (please refer to our ESG Portal at novonordisk.com).

Pricing Agreements and similar tax rulings in place for

geographies representing around 65% of our revenue

worldwide.

Our tax policy has been approved by the Board of Directors.

Read more about this at novonordisk.com.

In addition to corporate income taxes, we also pay other

taxes. Please refer to note 8.7 on Total tax contribution for

further information.

PURPOSE AND SUSTAINABILITY (ESG) / SOCIAL

Jenica Leah is living with sickle

cell disease in the UK

Novo Nordisk Annual Report 2022 20Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Extended value created

by our ownership structure

Extended value created

by ownership structure

Health Sustainability

Life Science

Ecosystem

Novo Nordisk Foundation

Grants awarded in three

strategic areas

Novo Nordisk

A/S

Novozymes

A/S

+149 other

companies

DKK 49.4 billion paid out

via dividends and share buy-

backs to Novo Holdings A/S

and other shareholders

Novo Holdings A/S

Our governance

responsibility: maintaining

and building trust

At Novo Nordisk, we categorise governance into three

Corporate Governance

Governance structure

The shareholders of Novo Nordisk exercise their rights at the

Annual General Meeting, which is the supreme governing

body of the company. The general meeting inter alia adopts

the company’s Articles of Association, approves the Annual

Report and elects the Board of Directors.

Any shareholder has the right to raise questions at general

meetings. Resolutions can generally be passed by a simple

majority. However, resolutions to amend the Articles of

Association require two-thirds of the votes cast and capital

represented, unless other adoption requirements are

imposed by the Danish Companies Act.

Novo Nordisk has a two-tier management structure

consisting of the Board of Directors and Executive

Management. The governance structure and rules of Novo

Nordisk are further described in our Articles of Association

and our Corporate Governance Report, both of which are

available at novonordisk.com.

Foundation ownership

Novo Holdings A/S, a Danish company wholly owned by the

Novo Nordisk Foundation, holds the majority of votes at

general meetings.

The combination of foundation ownership and stock listing

enables Novo Nordisk to embark on long-term sustainable

strategies while maintaining short-term transparency on

performance. Our foundation ownership supports the

overarching imperative to be both commercially successful

and responsive to the wider needs of society.

The objective of the Novo Nordisk Foundation is to provide

a stable basis for the commercial and research activities of

Novo Nordisk, Novozymes and other companies, as well as to

support scientific, humanitarian and social purposes. Please

refer to the illustration on this page, focused on how we

create value for society in conjunction with the Novo Nordisk

Foundation. For more information about the ownership

structure of Novo Nordisk, see page 41.

Corporate Governance reporting

Novo Nordisk reports in accordance with the Danish

Corporate Governance Recommendations designated by

Nasdaq Copenhagen as well as the Corporate Governance

Standards of the New York Stock Exchange applicable to

foreign private issuers. In 2022, Novo Nordisk complied with

the Danish Corporate Governance Recommendations as

we either complied with or explained our approach to the

recommendations. You can find further information about

our corporate governance practices in our 2022 Corporate

Governance Report, in accordance with section 107b of the

Danish Financial Statements Act, available at:

www.novonordisk.com/about/corporate-governance.html

Novo Nordisk has prepared a separate Remuneration Report

describing the remuneration awarded or due during 2022

to the Board of Directors and Executives registered with

the Danish Business Authority. The Remuneration Report is

submitted to the Annual General Meeting for an advisory vote.

The Remuneration Policy and the Remuneration Report

are available at: www.novonordisk.com/about/corporate-

governance.html

PURPOSE AND SUSTAINABILITY (ESG) / GOVERNANCE

dimensions. The first dimension is Corporate Governance

which covers our governance and ownership structure.

Governing Processes, the second dimension, refers to how

we run our business. Sustainability Standards, which is about

how we oversee and prioritise our sustainability and ESG

agenda, is the third dimension.

Novo Nordisk Annual Report 2022 21Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

The Novo Nordisk Way:

Essentials

PURPOSE AND SUSTAINABILITY (ESG) / GOVERNANCE

Reporting on diversity is included in the social responsibility

section on pages 18 and 19, in note 8.5 on Gender diversity,

and for the Board of Directors, also in the Corporate

Governance Report. Novo Nordisk’s diversity policy is

available at www.novonordisk.com/sustainable-business/esg-

portal/principles-positions-and-policies/diversity-inclusion-

policy.html

Disclosure regarding change of control provisions

The EU Takeover Bids Directive,

as partially implemented

by the Danish Financial Statements Act, requires listed

companies to disclose information that may be of interest

to the market and potential take-over bidders, in particular

in relation to disclosure of change-of-control provisions in

material contracts.

It is disclosed that Novo Nordisk does not have any material

contracts that take effect, alter or terminate upon a change

of control of Novo Nordisk following implementation of a

takeover bid.

In relation to the registered management of Novo Nordisk

A/S, the current employment contracts allow for severance

payments of up to 24 months' fixed base salary plus pension

contributions in the event of a merger, acquisition or takeover

of Novo Nordisk.

Governing Processes

Novo Nordisk Way

The Novo Nordisk Way is a set of guiding principles, which

underpin every decision we make. We use a unique,

systematic approach known as facilitation to ensure that

everyone lives up to the Novo Nordisk Way. In 2022, 36

facilitations and nine special assignments were completed.

Any issues are addressed locally and a consolidated

report is shared with the Board of Directors and Executive

Management.

In 2022, 5 units were found not to be operating in full

accordance with the Novo Nordisk Way, a similar number

to 2021. In most cases the root causes related to leadership

competencies, style and behaviours not living up to

the Novo Nordisk Way. Key improvement opportunities

were primarily linked to Essentials 2 and 5: a) leadership

team’s ability to manage a larger and more complex

organisation, b) lead units with a cohesive vision that is

clearly communicated and understood and c) successfully

implement organisational change.

Company reputation

The Novo Nordisk reputation score among key stakeholders

(i.e., the informed general public, people with diabetes,

people with obesity, healthcare professionals and diabetes

specialists) is an indicator of the extent to which we live up

to societies' expectations.

We achieved a reputation score of 82.3 points in 2022,

measured on a scale of 0-100. In line with 2021, we continue

to enjoy a better reputation than our peers, underpinned by

the quality of our products and services' perceptions, which

are the most important reputational drivers.

Business ethics

Our approach to business ethics is acting with integrity and in

compliance with the Novo Nordisk Way, our Business Ethics

Code of Conduct and international and local standards for

We create value by having

a patient centred business

approach.

We set ambitious goals

and strive for excellence.

We are accountable for our

financial, environmental and

social performance.

We provide innovation to the

benefit of our stakeholders.

We build and maintain

good relations with our key

stakeholders.

We treat everyone with respect.

We focus on personal

performance and development.

We have a healthy and engaging

working environment.

We strive for agility and simplicity

in everything we do.

We never compromise on quality

and business ethics.

10. Directive 2004/25/EC.

Novo Nordisk Annual Report 2022 22Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

PURPOSE AND SUSTAINABILITY (ESG) / GOVERNANCE

responsible business conduct. Business ethics covers anti-fraud,

anti-bribery, anti off-label promotion, transparency in dealing

with healthcare professionals and healthcare organisations, the

protection of personal data, as well as respect for human rights

with the aim of minimising any potential risks to our patients,

business, people and stakeholders.

Annual training in business ethics is mandatory for

all employees, including all new hires. In 2022, 99% of

employees completed and documented their training, with

the remaining 1% missing mainly due to employees being on

leave. In 2022, 35 business ethics reviews were completed

with 98 findings, compared to 37 reviews with 129 findings

in 2021. Consolidated findings are reported to Executive

Management and the Audit Committee.

Group Internal Audit assesses that the level of business ethics

compliance is sound. Management action plans and closure

of findings progressed as planned and there were no overdue

management actions or findings at the end of 2022.

We have implemented a set of data and artificial intelligence

ethics principles in our Global Ethics and Compliance

Framework. These principles define Novo Nordisk’s ethical

data management across the Group and aim to promote a

sound and ethical data culture within Novo Nordisk and in

all business partner relationships. Ethical data management

includes transparency and accountability for decisions and

processes involving the use of data.

Product quality and supplier audits

At the end of 2021, the contract manufacturer filling syringes

for Wegovy

failed an FDA inspection causing disruption in

the supply of Wegovy

in 2022.

After implementing initiatives to improve the compliance level

at the contract manufacturer site, the production of Wegovy

was resumed. In 2022, 150 inspections were conducted,

compared to 97 in 2021. At year-end, 113 inspections were

passed and 37 were unresolved, as final inspection reports

had not been received or the final authority's acceptance was

pending. Follow-up on unresolved inspections will continue

in 2023. Please see note 9.4 on Failed inspections for further

information.

In 2022, a total of 294 supplier audits were conducted

to assess compliance levels with our supplier standards.

In 2022, we had 3 product recalls from the market.

Please see note 9.3 on Product recalls for further information.

Financial and ESG assurance

We are committed to ensuring the accuracy of our financial

and ESG reporting. Our financial reporting and the internal

controls of financial reporting processes are audited

according to the Sarbanes-Oxley Act by an independent audit

firm elected at the Annual General Meeting. As part of our

ESG responsibility, we voluntarily include an Assurance Report

from an independent external auditor for ESG reporting in

the Annual Report. The assurance provider reviews whether

the consolidated ESG statement is accurately presented.

Our internal audit function provides independent and

objective assurance, primarily within internal control of

financial processes, IT security and business ethics. As of

2022, our internal audit function also provides assurance

within internal control of ESG reporting. As part of our ESG

responsibility, the Audit Committee also oversees our ESG

reporting. We thereby ensure that our ESG reporting is

subject to the same robust governance that applies to

our financial reporting. To ensure that the internal audit

function operates independently of Executive Management,

its charter, audit plan and budget are approved by the

Audit Committee. The Audit Committee must approve the

appointment, remuneration and dismissal of the head of

the internal audit function.

Integrated reporting approach

Sustainability frameworks and performance

We report on our ESG performance in accordance with

relevant disclosure frameworks, including those of the Carbon

Disclosure Project (CDP) and the Value Reporting Foundation

(VRF) / Sustainability Accounting Standards Board (SASB),

now part of the International Financial Reporting Standards

(IFRS) Foundation. This year, we augmented our disclosures

regarding the average list and net price of our US product

portfolio and US insulin portfolio by incorporating them into

our ESG statement (please refer to note 8.6 on US pricing).

We continue working on implementing recommendations

from the Taskforce on Climate-related Financial Disclosures

(TCFD), taking a stepwise approach to incorporating material

climate-related risk-assessments into our governance,

strategy and execution on climate and environmentally

related initiatives. As recommended, we work to identify,

assess and mitigate short-, medium- and long-term climate-

related risks within our operations and supply chain, such as

flooding, storm surges, earthquakes, tornadoes and wildfires

that could disrupt production. Annually, we map risk levels

from lowest to highest risk. Based on the assigned risk level,

mitigation plans are implemented at production site level.

Novo Nordisk Annual Report 2022 23Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

PURPOSE AND SUSTAINABILITY (ESG) / GOVERNANCE

In addition to the TCFD, we have been working with the

Science Based Targets initiative (SBTi) for a number of years,

where our CO

emissions reduction targets for 2030 are

validated in line with the target of limiting global warming

to 1.5°C.

We disclose our climate and water performance based on

the CDP annually, in the areas of governance, risks and

opportunities, strategy and impact. This enables us to

monitor our progress regarding environmental stewardship.

We will publish further information on our adherence to

selected frameworks on our ESG Portal at novonordisk.com

on an ongoing basis. Please also refer to the consolidated

ESG statement and to novonordisk.com for more information

on our sustainability governance.

Remuneration

As described in the Remuneration Report, executive

remuneration is linked to performance on financials as

well as non-financials (e.g., innovation, sustainability).

Shirley Stewart is living with

type 2 diabetes in the US. She

lived in New Orleans when

Hurricane Katrina hit and

destroyed everything

We have been working with the Science Based

Targets initiative (SBTi) for a number of years, where

our CO

emissions reduction targets for 2030

are validated in line with the target of limiting

global warming to 1.5°C

1.5°C

Novo Nordisk Annual Report 2022 24Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

PURPOSE AND SUSTAINABILITY (ESG) / GOVERNANCE

Raters and rankers performance

MSCI: MSCI’s ESG Rating is designed to measure a

company’s resilience to long-term, industry-material ESG

risks. Novo Nordisk maintained an AAA leadership ESG

rating in line with the past five years.

Sustainalytics: Sustainalytics' ESG Risk Ratings score the

ESG performance of more than 12,000 companies from

“negligible” to “severe”. Novo Nordisk ranked 132 out of

1,008 companies in the "Pharmaceuticals" industry group

with a medium ESG risk.

CDP: CDP scores companies from “D-“ to “A”. In 2022,

Novo Nordisk maintained an “A” leadership ranking in

CDP Climate and improved from a “B” to an “A-” leadership

ranking in CDP Water.

ATMI: The ATMI evaluates 20 of the world’s largest

pharmaceutical companies in areas where they have the

biggest potential and responsibility to effectuate change.

Novo Nordisk ranked 11th, with the strongest performance

in the governance of access area, where a score of 4.43 out

of 5 was achieved.

S&P CSA: S&P Global’s CSA drives corporate sustainability

disclosures. At the end of 2022, Novo Nordisk ranked in

the 87th percentile within its pharma peer group with a

score of 58 (out of 100). The average score among our peer

group was 29.

We strive to follow and adhere to

international standards, recommendations

and commitments including:

Standards

– Value Reporting Foundation / Sustainability

Accounting Standards Board (now part of the

International Financial Reporting Standards

Foundation)

– Taskforce on Climate-related Financial Disclosures

– Science Based Targets initiative

– World Economic Forum's "Core" Stakeholder

Capitalism Metrics

– World Economic Forum’s Good Work Framework

Recommendations and commitments

– UN Global Compact Ten Principles

– UN Guiding Principles on Business

and Human Rights

– UN Political Declaration on Universal

Health Coverage

– UN Sustainable Development Goals

– OECD Guidelines for Multinational Enterprises

on Responsible Business Conduct

– Danish Corporate Governance Recommendations

Joseph Gagnon has a growth

disorder and lives in Canada

Novo Nordisk Annual Report 2022 25Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

PURPOSE AND SUSTAINABILITY (ESG) / GOVERNANCE

13% Taxonomy-eligible CapEx for two economic activities.

Given the ambiguity around evidencing Taxonomy alignment

and lack of required information to confirm adherence with

technical screening criteria, we do not have any Taxonomy

alignment to disclose this year.

Eligibility and alignment

We followed a two-step process to arrive at our present

Taxonomy disclosures. Firstly, we screened the Taxonomy rules

to create a list of economic activities that could potentially

be eligible. The description of each economic activity was

assessed against how we perform the economic activity.

Then, after applying materiality considerations, we decided

to report Taxonomy-eligible CapEx for economic activities 7.1

and 7.2, i.e., regarding the construction of new buildings and

the renovation of existing buildings, respectively. Secondly,

we evaluated whether we could classify any of our Taxonomy-

eligible CapEx as Taxonomy-aligned.

Accounting policies

CapEx:

Total CapEx consists of additions to fixed assets (including

Financial lease) and intangible assets. Additions resulting

from business combinations are also included. Goodwill is not

included in CapEx because it is not defined as an intangible

asset in accordance with IAS 38. The CapEx KPI is defined as

Taxonomy-eligible CapEx (numerator) divided by total CapEx

(denominator).

OpEx:

OpEx consists of direct non-capitalised costs that relate

to research and development, building renovation, short-

term lease, maintenance and repair and any other direct

expenditures relating to the day-to-day servicing of property,

plant and equipment assets. The OpEx KPI is defined as

Taxonomy-eligible OpEx (numerator) divided by total OpEx

(denominator).

Double counting:

None of our activities contribute to multiple objectives.

For the CapEx and OpEx allocations, we have identified the

relevant purchases and measures as well as the primary

related economic activity in the Climate Delegated Act.

Thereby, we ensure that no CapEx or OpEx is double-counted.

We are adjusting the R&D cost for amortisations in order not

to double count these costs, as the amortisation would also

have been part of CapEx in prior years.

Disaggregation of KPIs:

Our identified economic activities do not require

disaggregation of KPIs.

Contextual information about the CapEx KPI:

Our Taxonomy-eligible CapEx pertaining to the construction

of new buildings and the renovation of existing buildings

mainly relates to the expansion of production capacity by

either building new facilities or improving existing facilities

to expand yield.

Looking ahead

We will keep focusing on the requirements of the evolving

EU Taxonomy as we expect future rules to also apply to our

sector directly.

EU Taxonomy eligibility and alignment

Economic

activity

Total

(DKK million)

Eligible

(DKK million)

Eligible

(%)

Aligned

(DKK million)

Aligned

(%)

Turnover 176,954 0 0 0 0

OpEx 23,348 0 0 0 0

CapEx 23,961 3,173 13% 0 0

Hereof 7.1

Construction of

new buildings 1,166 5% 0 0

Hereof 7.2

Renovation

of existing

buildings 2,007 8% 0 0

EU Taxonomy

The EU Taxonomy

is a European sustainability classification

framework. It enables corporates to communicate to

investors which of their business activities have the potential

to be considered sustainable (i.e., are “Taxonomy-eligible”)

or can in fact be considered sustainable (i.e., are “Taxonomy-

aligned”). For each relevant business activity, the corporate

has to disclose how much of its Turnover, Operating

Expenditures (OpEx) and Capital Expenditures (CapEx) can

be considered eligible and aligned, respectively.

The EU Taxonomy’s currently published environmental

objectives on climate change mitigation and climate change

adaption do not directly apply to the pharmaceutical

sector. However, we reviewed the relevant activities and

assessed their applicability to our core business. Because

of the nature of our business activities, we do not have any

Taxonomy-eligible Turnover. Regarding OpEx, we apply the

exemption and report this at zero. However, we can report

11. Regulation (EU) 2020/852.

Novo Nordisk Annual Report 2022 26Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

INNOVATION AND THERAPEUTIC FOCUS

A pipeline

of far-reaching

innovation

As the burden of serious chronic diseases

continues to rise, the need for better treatments

remains urgent – and we are expanding our

pipeline to meet this challenge. Thanks to the

expertise of our in-house scientists and a growing

network of external partners, we now have a

wide range of opportunities to deliver disruptive

innovation across multiple diseases.

Anne-Sophie Weekes Hald, who has

type 1 diabetes, is photographed

with her two daughters

As we enter our 100

year, innovation remains our key

contribution towards easing the human, social and economic

suffering and burden caused by serious chronic diseases. It is

also driving our evolution from a diabetes focused company

to one with a broader remit encompassing other serious

chronic conditions, such as obesity, cardiovascular disease

(CVD), non-alcoholic steatohepatitis (NASH), chronic kidney

disease (CKD) and rare diseases.

Importantly, our reputation for pursuing high levels of

innovation means we are increasingly recognised as a partner

of choice for academic groups, biotech firms and technology

companies.

Novo Nordisk Annual Report 2022 27Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

INNOVATION AND THERAPEUTIC FOCUS

The launch of a 2.0 mg dose of our once-

weekly GLP-1 injection Ozempic

in the

US has increased options for patients

Over the past year, we have stepped up our partnering

efforts, both through traditional disease-specific alliances

and less conventional tie-ups. The latter include a strategic

partnership with Microsoft to accelerate R&D using artificial

intelligence and big data, as well as a collaboration with

Flagship Pioneering to leverage scientific expertise within

the venture firm’s portfolio of companies across obesity,

cardiometabolic disease and rare diseases.

The extensive R&D efforts are delivering results. Our

increasingly diverse pipeline is expanding with the number

of early-stage drug candidates almost doubling over the

past three years. In late-stage development, we are focused

on expanding indications within our existing portfolio and

continue to test the boundaries of what our molecules

are capable of in different dose strengths. The continuous

optimisation of our drug development process also means

that we expect to be able to progress our pipeline and

projects much faster in the future without compromising

safety or quality.

Building on our core capabilities in protein and peptide

engineering by investing in digitalisation and next-generation

technology platforms – such as ribonucleic acid (RNA)

interference, cell therapy and gene editing – will be pivotal

to these endeavours. By focusing on new opportunities to

leverage disease and patient data, we are working towards

offering patient-oriented solutions that fully integrate drug,

device, digital, diagnostics and data. We believe that applying

this "5D" approach across our early- and late-stage projects

will deliver more convenient and better products and devices,

benefiting both patients and wider society.

Further raise the innovation bar for diabetes treatment

A century on from first commercialising the production of

insulin, we are continually raising the innovation bar for

diabetes treatment to help more of the growing number

of people around the world living with the condition. Our

next-generation injectable and oral GLP-1-based medicines

offer hope for millions, while digital tools are providing new

levels of support for people with diabetes in meeting their

treatment goals.

We are excited by the potential of once-weekly insulin icodec,

which has successfully completed the phase 3 ONWARDS

programme, demonstrating superior reductions in blood

glucose levels compared to once-daily basal insulin degludec

and insulin glargine in insulin naïve people with type 2

diabetes.

The launch of a 2.0 mg dose of our once-weekly GLP-1

injection Ozempic

in the US has increased options for

patients, while Rybelsus

is continuing to expand choice in

the oral anti-diabetic space. Looking to the future, our new

CagriSema experimental therapy for type 2 diabetes – a

combination of the established GLP-1 semaglutide and the

long-acting amylin analogue cagrilintide – is set to enter phase

3 development in 2023 following promising phase 2 results.

Develop a leading portfolio of superior treatment

solutions for obesity

We are making meaningful advances in addressing obesity,

with the launch of Wegovy

, helping to change the narrative

by redefining obesity as a treatable chronic disease. The

disproportionate impact of COVID-19 on people living with

Further raise the innovation bar

for diabetes treatment

Develop a leading portfolio of superior

treatment solutions for obesity

Strengthen and progress the Rare

Disease pipeline

Establish presence in other serious

chronic diseases focusing on

cardiovascular disease (CVD), non-

alcoholic steatohepatitis (NASH) and

chronic kidney disease (CKD)

Innovation and therapeutic focus

Strategic

Aspirations

2025

2.0 mg

Novo Nordisk Annual Report 2022 28Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

The combination therapy CagriSema has now also

commenced large-scale phase 3 trials in obesity.

Cagrilintide works by reducing appetite by targeting

specific parts of the brain, thereby providing an

additive effect to semaglutide

CagriSema

INNOVATION AND THERAPEUTIC FOCUS

obesity has underscored the need for better treatments

that can deliver substantial and sustained weight loss.

Our pipeline contains investigational therapies that we

believe may have even greater efficacy, offering even greater

levels of weight loss. This includes the aforementioned

combination therapy CagriSema, which has now also

commenced large-scale phase 3 trials in obesity. Cagrilintide

works by reducing appetite by targeting specific parts of the

brain, thereby providing an additive effect to semaglutide.

In addition, we are continuing a phase 3 study of 50 mg

once-daily oral semaglutide as a potential additional

treatment option in obesity.

Strengthen and progress the Rare Disease pipeline

We are expanding into new areas and advancing the

development of key products within our Rare Disease

unit – comprising treatments for rare blood, rare renal

and endocrine disorders – in a strategy to grow existing

operations and expand the core business.

This includes the initiation of phase 3 development of Mim8,

a next-generation subcutaneous prophylactic treatment for

haemophilia A, as well as the submission of nedosiran, an

advanced RNA interference (RNAi) drug candidate developed

for the treatment of primary hyperoxaluria (PH), a rare

inherited condition affecting the kidneys and the liver.

We have also strengthened our presence in

haemoglobinopathies, including sickle cell disease (SCD) and

thalassemia, with the acquisition of Forma Therapeutics.

Forma Therapeutics' lead product etavopivat is an

investigational oral, once-daily selective pyruvate kinase R

(PKR) activator designed to improve anaemia and red blood

cell health in people with these life-threatening conditions.

Meanwhile, we are optimising our competitive late-stage

pipeline, which includes Sogroya

, a next-generation once-

weekly growth hormone, as well as concizumab and Mim8

for haemophilia.

Establish presence in other serious chronic diseases



steatohepatitis (NASH) and chronic kidney disease (CKD)

The large patient overlaps between diabetes, obesity and

other cardiometabolic disorders mean that we are well-placed

to leverage our extensive experience to build a presence in

adjacent areas. This plan is gaining traction as we look at

both internal and external innovation to expand into new

therapeutic areas, such as CVD, Alzheimer’s disease and NASH.

Our first standalone CVD asset, ziltivekimab, is currently

in phase 3 development for atherosclerotic cardiovascular

disease (ASCVD), CKD and high inflammatory burden.

In Alzheimer’s disease, an area of huge unmet need with an

estimated global patient population of around 100 million

people, we are investigating the efficacy and safety of oral

semaglutide 14 mg in people in the stages of mild cognitive

impairment and mild dementia.

We are also addressing one of the major challenges of

treating NASH, which is often referred to as a “silent” liver

disease because patients rarely exhibit symptoms in the early

stages of progression. To address this problem, we have

partnered with diagnostic specialist Echosens to increase

awareness and advance early diagnosis of the condition,

which is estimated to affect up to 6.5% of people worldwide.

Ole Therkildsen is living

with chronic heart failure

in Denmark

Novo Nordisk Annual Report 2022 29Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Phase 1 Phase 2 Phase 3 Submission and/or approval 2021 2022

INNOVATION AND THERAPEUTIC FOCUS

Diabetes care

Project Indication Description Phase

Oral semaglutide HD

NN9924

Type 2

diabetes

A long-acting oral GLP-1 analogue, 25 and 50 mg,

intended for once-daily oral treatment.

Icodec

NN1436

Type 1 and 2

diabetes

A long-acting basal insulin analogue intended

for once-weekly treatment.

IcoSema

NN1535

Type 2

diabetes

A combination of GLP-1 analogue semaglutide and basal

insulin analogue icodec intended for once-weekly treatment.

FDC Sema – OW GIP

NN9389

Type 2

diabetes

A combination of semaglutide and a long acting GIP

analogue intended for once-weekly treatment.

CagriSema in T2D

NN9388

Type 2

diabetes

A combination of amylin analogue cagrilintide and GLP-1

analogue semaglutide intended for once-weekly treatment.



NN1845

Type 1 and

2 diabetes

A glucose-sensitive insulin analogue intended

for once-daily treatment.

Pumpsulin

NN1471

Type 1

diabetes

A novel insulin analogue ideal for use in a closed

loop pump device.

DNA Immunotherapy

NN9041

Type 1

diabetes

A novel plasmid encoding pre- and pro-insulin

intended for preservation of beta cell function.



NN9541

Type 2

diabetes

A combination of GLP-1/GIP co-agonist intended

for once-daily oral treatment.

OW Oral Semaglutide

NN9904

Type 2

diabetes

A pro-drug of semaglutide intended for once-weekly

treatment.

SemaDapa FDC

NN9917

Type 2

diabetes

A xed dose combination of oral semaglutide

and dapagliozin, a SGLT2 inhibitor.

SOMA oral device

DV3395

Type 1 and 2

diabetes

A device for the oral delivery of peptides and proteins.

Obesity care

Oral Sema Obesity

NN9932

Obesity A long acting GLP-1 analogue intended for once-daily

treatment.

CagriSema

NN9838

Obesity A combination of amylin analogue cagrilintide and GLP-1

analogue semaglutide intended for once-weekly treatment.

PYY1875

NN9775

Obesity A novel analogue of the appetite-regulating hormone,

PYY, intended for once-weekly treatment.

Oral Amycretin

NN9487

Obesity A long-acting co-agonist of GLP-1 and amylin intended

for once-daily oral treatment.

Pipeline overview

Rare Disease

Project Indication Description Phase

Somapacitan

NN8640

GHD

A long-acting HGH

derivative intended for once-

weekly subcutaneous administration in children.

Concizumab

NN7415

Haemophilia

A or B w/wo

inhibitors

A monoclonal antibody against tissue factor

pathway inhibitor (TFPI) intended for subcutaneous

prophylaxis.

Nedosiran

NN7022

Primary

Hyperoxaluria

An siRNA targeting lactate dehydrogenase A (LDHA)

for once-monthly subcutaneous treatment.

Mim8

NN7769

Haemophilia A

w/wo inhibitors

A next generation FVIII-mimetic bispecic antibody

for subcutaneous prophylaxis of haemophilia A

regardless of inhibitor status.

Etavopivat

NN7535

Sickle cell

disease

Second generation selective, small molecule PKR-

activator intended for once-daily oral administration.

NDec

NN7533

Sickle cell

disease

An oral combination of decitabine and tetrahydrouridine.

Project is developed in collaboration with EpiDestiny.

Other serious chronic diseases

Semaglutide

NN9931

NASH

A long-acting GLP-1 analogue for once-weekly

subcutaneous treatment.

Semaglutide Alzheimer

NN6535

Alzheimer's A long-acting GLP-1 analogue for once-daily

treatment.

Ziltivekimab

NN6018

CVD

A once-monthly monoclonal antibody intended

for inhibition of IL-6 activity.

Belcesiran

NN6021

AATD

An siRNA targeting Alpha-1-AntiTrypsin (AAT)

for once monthly subcutaneous treatment.

FGF21 NASH

NN9500

NASH

A long-acting FGF21 analogue for once-weekly

treatment.



NN6019

CVD

An anti-amyloid immunotherapy treatment.



NN6020

Alcohol Use

Disorder

An siRNA targeting ALDH2 for once-monthly

subcutaneous treatment.

LXRa

NN6582

NASH

An siRNA targeting LXRa for once-monthly

subcutaneous treatment.

MARC1

NN6581

NASH

An siRNA targeting MARC1 for once-monthly

subcutaneous treatment.

1. High dose. 2. GHD: Growth hormone deficiency. 3. HGH: Human growth hormone. 4. NASH: Non-alcoholic steatohepatitis.

5. CVD: Cardiovascular disease. 6. Alpha-1-AntiTrypsin Deficiency related liver disease. 7. This project also includes a phase 2b study

in F4 in collaboration with Gilead.

Novo Nordisk Annual Report 2022 30Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Research and development progress

Diabetes care

Regulatory events

– Ozempic

2.0 mg was approved by the EMA.

– Market authorisation application was submitted

to the NMPA for approval of Rybelsus

for treatment

of adults with type 2 diabetes (T2D).

– Actrapid

and Insulatard

were included in WHO

prequalication list of essential medicines.

– Label extension for Insulatard

and Actrapid

received positive opinion from the EMA increasing

the non-refrigerated storage time.

Clinical progress

– Phase 3a programme, ONWARDS, investigating

basal insulin icodec in people with type 1 (T1D)

and type 2 diabetes (T2D), was completed.

– Phase 2 trial investigating the eects of the

combination of semaglutide and cagrilintide in

people with T2D was completed.

– Phase 2 trial investigating the eects of 8.0mg and

16.0mg semaglutide administrated subcutaneously

in people with T2D was initiated.

– Phase 1 trial investigating Pumpsulin for treatment

of T1D was completed.

– Phase 1 trial investigating the eects of the xed

dose combination of semaglutide and GIP in people

with T2D was completed.

– Phase 1 trial investigating the eects of the

combination of semaglutide and SGLT2i inhibitor

dapagliozin in people with T2D was initiated.

– Phase 1 trial investigating once-weekly oral

semaglutide for treatment of T2D was initiated.

– Phase 1 trial investigating the SOMA device for oral

treatment currently done by tablets was initiated.

– Phase 1 trial investigating the eects of insulin 965

in T2D was completed. The project was terminated.

– Phase 1 trial investigating oral GLP-1/GIP co-agonist

for treatment of T2D was initiated.

INNOVATION AND THERAPEUTIC FOCUS

Obesity care

Regulatory events

– Wegovy

was approved in the EU as an adjunct to

diet and exercise for the use of weight management

in adults with obesity.

– Wegovy

was approved in the US for the treatment

of obesity in teens aged 12 years and older,

making it the rst-and-only prescription anti-

obesity medicine for adolescents with once-weekly

treatment.

Clinical progress

– Phase 3a programme, REDEFINE, investigating

once-weekly combination of cagrilintide and

semaglutide in people with obesity was initiated.

– Following interim analysis, the SELECT

cardiovascular outcome trial continues in

accordance with the trial protocol.

– Phase 1 trial investigating once-daily oral amycretin

for the treatment of obesity was initiated.

– Phase 1 trial for long-acting GDF15 analogue was

completed. The project was terminated.

Rare Disease

Regulatory events

– NovoSeven

was approved for use in women with

severe postpartum hemorrhage by the EMA.

– Marketing authorisation application was submitted

to the FDA and PMDA for the approval of

concizumab for treatment of haemophilia A or B

with inhibitors.

– Marketing authorisation application was submitted

to the FDA for approval of nedosiran for treatment

of primary hyperoxaluria.

– Marketing authorisation application was submitted

to the EMA, FDA and PMDA for approval of

somapacitan for treatment of growth hormone

deciency in children.

– REBINYN

was approved for prophylactic use in

the treatment of haemophilia B by the FDA and for

pediatric prophylaxis by Health Canada.

Clinical progress

– Phase 3a trials investigating concizumab

prophylaxis in people with haemophilia A or B

with or without inhibitors, were completed.

– Phase 3a trial investigating somapacitan in

paediatric non-replacement indications was

initiated.

– Phase 1/2 trial investigating the eects of Mim8

in people with haemophilia A was completed. Phase

3 trial programme was initiated.

– Phase 2 trial investigating NDec in people with

sickle cell disease was initiated.

– Novo Nordisk acquired Forma Therapeutics Holding

Inc., with the lead compound etavopivat, a phase

3 asset for treatment of sickle cell disease and

thalassemia.

Other serious chronic diseases

Clinical progress

– Phase 2 trial investigating antibody ATTR-

CM in people with rare heart disease ATTR

cardiomyopathy was initiated.

– Phase 2 trial investigating the dose response of oral

PCSK9i was completed. The project was terminated.

– Phase 1 trial investigating the siRNA MARC1

for treatment of NASH was initiated.

– Phase 1 trial investigating the siRNA LXRa

for treatment of NASH was initiated.

– Collaboration with Staten Biotechnology

was terminated.

Novo Nordisk Annual Report 2022 31Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Patent status for products with marketing authorisation

US China Japan Europe

Diabetes

care

Human insulin and Modern insulins

Expired Expired Expired Expired

Victoza

®10

2023 Expired Expired 2023

Tresiba

2029 2024 2027 2028

Ryzodeg

2029 2024 2024

2028

Xultophy

2029 2024 2024

2028

Fiasp

2030

Ozempic

2032 2026

2031 2031

Rybelsus

2032

2026

14,13

2031

Zegalogue

2035 2033 2033 2033

Obesity

care

Saxenda

2023 Expired Expired 2023

Wegovy

2032 2026

2031 2031

Rare

Disease

Norditropin

(SimpleXx

) Expired Expired Expired Expired

Sogroya

2034 2031 2036 2036

NovoSeven

Expired

NovoEight

No patent No patent No patent No patent

NovoThirteen

(TRETTEN

) Expired No patent No patent No patent

Rexia

(REBINYN

) 2028 2027 2032 2027

Esperoct

2032 2029 2034 2034

Vagifem

10 mcg Expired No patent Expired Expired

8. Patent status varies from country to country. The gures in the table are based on Germany. 9. Modern insulins are NovoRapid

(NovoLog

), NovoMix

30 (NovoLog

Mix 70/30),

Levemir

and NovoNorm

(Prandin

). 10. We have granted and pending patents covering the Victoza

formulation. These patents generally expire in November 2024, except for

the US where the formulation patent expires in February 2026. 11. Patent term extension until 2027 may apply. 12. Formulation patent; active ingredient patent has expired. 13.

Patent was subject to invalidation actions and has been held invalid by the Patent Oce. This decision has been appealed to the Beijing IP Court. 14. Tablet formulation and once-

daily treatment regimen are protected by additional patents expiring in 2031-2034. 15. Room temperature-stable formulation patent until 2023 in China, Japan and Germany and,

until 2025, in the US.

INNOVATION AND THERAPEUTIC FOCUS

The patent expiry dates for the products are shown in

the table on the right. The dates provided are for expiry

in the US, China, Japan and Europe of patents on the

active ingredient, unless otherwise indicated, and include

actual and estimated extensions of patent term, when

applicable. For several products, in addition to the active

ingredient patent, Novo Nordisk holds other patents on

manufacturing processes, formulations or uses that may

be relevant for exclusivity beyond the expiration of the

active ingredient patent. Furthermore, regulatory data

protection and/or orphan exclusivity may apply.

Novo Nordisk Annual Report 2022 32Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Simona Chirino is living with

obesity in Mexico City

COMMERCIAL EXECUTION

Commercial

excellence in

exceptional

times

Faced with a series of geopolitical and healthcare

challenges, Novo Nordisk has maintained effective

commercial operations and built momentum in our

business. Our commercial teams have shown agility

and ingenuity in delivering our medicines to more

patients than ever before. As a result, we have

grown market share and launched key products,

allowing us to make significant progress across our

strategic aspirations for commercial execution.

However, it has not been easy. COVID-19 and the war in Ukraine

have adversely impacted global supply chains, while higher

than expected demand, including for our GLP-1 products and

temporary capacity limitations at some of our manufacturing

sites have led to periodic supply constraints for some of our

products – including our flagship GLP-1 therapies Ozempic

and Wegovy

– which we expect to continue into 2023.

We have responded by ramping up production, with our

global manufacturing facilities now operating 24 hours a

Novo Nordisk Annual Report 2022 33Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Diabetes value market share (%)

GLP-1 Insulin Diabetes

COMMERCIAL EXECUTION

day, seven days a week, and we have invested around DKK

12.7 billion in 2022 alone to expand capacity. As a result, all

dose strengths of Wegovy

are now available in the US and

we have also made the product available in the first markets

within International Operations.

In Russia, we have suspended marketing investments and

changed our focus from launching new medications and

clinical investment, to securing supply of insulin to ensure our

patients have access to these essential medicines. Our factory

in Russia supplies insulin to patients in Russia only.

Despite these unprecedented challenges, we have seen

overall sales growth of 16%, at CER, across our global

operations – among the highest in the pharmaceutical

industry – driven by our strong product line-up. To further

accelerate this growth, we have created a new global

Commercial Strategy organisation based around three

therapy areas – diabetes, obesity and other serious chronic

diseases – that will drive greater focus across our broadening

portfolio. Crucially, each unit will have full functional

responsibility, including therapy area strategy and ambition,

early planning, access, commercial strategies, launch

preparations and digital solutions.

These endeavours mean that we are progressing towards our

aspirations of achieving a global diabetes value market share

of more than one-third and recording obesity sales of over

DKK 25 billion by 2025. Meanwhile, our Rare Disease business

continues to make progress towards our aspiration for

sustained growth, driven by a strong pipeline and an exciting

line-up of new products.

Strengthen diabetes leadership – aim at global value

market share of more than 1/3

In the diabetes space, we increased our value market share

by 1.8 percentage points to 31.9%, driven by strong growth

for our GLP-1 products across both North America and

International Operations. We continue to benefit from the

growing switch to greater use of GLP-1s around the world,

although rates of uptake vary widely between regions. In

the US, where GLP-1 use is the highest, we have witnessed

a paradigm shift in diabetes treatment following the launch

of Ozempic

and our once-weekly injectable is now the

country’s best-selling diabetes product.

Despite the arrival of more competition, we remain the global

market leader in the GLP-1 segment with our type 2 diabetes

products Rybelsus

, Ozempic

and Victoza

. Ozempic

has

now been launched in 75 countries and Rybelsus

, our oral

GLP-1 medicine, is available in 43 markets. The strong growth

of these newer products has more than offset a fall in sales of

Victoza

and our GLP-1 value market share has risen by 2.2%

from a year ago to 54.9%.

The picture is different for insulin, where sales are in decline

in both operating units. Yet, Novo Nordisk's insulin value

market share has increased from 43.8% to 44.6% in the last 12

months. North America insulin sales were hit by lower realised

prices in the US, due to intensified biosimilar competition and

higher demanded rebates coupled with channel and payer

mix, as well as flat to declining class volume growth. Within

International Operations, where we provide significantly more

people with insulin than any other class of product, insulin

sales are growing in emerging markets. However, sales have

declined in China due to the implementation of Volume Based

Procurement and sales in EMEA were also lower.

Source: IQVIA MAT, Nov 2022.

Strengthen Diabetes leadership –

aim at global value market share

of more than 1/3

More than DKK 25 billion

in Obesity sales by 2025

Secure a sustained growth

outlook for Rare Disease

Commercial execution

Strategic

Aspirations

2025

50.5%

44.3%

29.3%

30.1%

31.9%

43.8% 44.6%

52.7%

54.9%

2020

2022

2021

Novo Nordisk Annual Report 2022 34Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Obesity care sales

Sales as reported Growth at CER

Rare Disease sales

Sales as reported Growth at CER

2018 2019 2020 20222021

DKK billion

60%

42%

55%

84%

-1%

COMMERCIAL EXECUTION

new products that may offer even greater weight

loss efficacy.

Secure a sustained growth outlook for Rare Disease

Rare Disease growth has been driven by our treatments for

rare blood disorders, fueled by demand for NovoSeven

and

the newly launched products Esperoct

and Refixia

. Sales

of haemophilia A and haemophilia B products increased by

6% and 16%, respectively. Sales of rare endocrine disorder

products were broadly flat, with revenues held back by lower

realised prices in the US. However, we remain the leading

company in the global human growth disorder market with

a value share of 35.2%, which is comparable to last year.

We are excited by the imminent arrival of new products in

the Rare Disease portfolio. These include our once-weekly

Sogroya

injection for children living with growth hormone

deficiency, which is expected to launch in 2023 following

regulatory approvals, and our next-generation rare blood

disorder therapies concizumab and Mim8.

Focusing on other serious chronic diseases

Beyond the main pillars of our established business, we

are expanding our work into other serious chronic diseases,

many of which are associated with diabetes and obesity. In

the short term, this involves leveraging potential broader

indications for semaglutide and building up our primary care

footprint for entry of stand-alone cardiovascular products.

Expanding into new treatments for diseases such as

cardiovascular disease (CVD), non-alcoholic steatohepatitis

(NASH), chronic kidney disease (CKD) and Alzheimer’s disease

is a growing focus for our teams and forms a central plank of

our commercial strategy as we look to maintain momentum

in the second half of the decade and beyond.

Despite these commercial headwinds, we are continuing to

innovate in the insulin sector by offering increased efficacy

and convenience to patients, both through the continuing

rollout of smart connected insulin pens and the development

of our once-weekly insulin icodec, which has successfully

completed final-stage clinical trials.

In 2022, we further enhanced our offering to people with

diabetes through an in-licensing deal to develop and

commercialise Zegalogue

– a next-generation glucagon

treatment for severe hypoglycaemic episodes.

More than DKK 25 billion in Obesity sales by 2025

The growth of our products in the dynamic obesity market

segment has been strong, despite the supply constraints

affecting Wegovy

. It is becoming clear that the efficacy of

Wegovy

has changed perceptions around obesity treatment,

both among clinicians and patients – a fact reflected in the

higher than expected demand for the product in the US.

Encouragingly, the availability of anti-obesity medication is

improving around the world, with around 80% of commercial

formularies in the US now providing access and around 15

other countries offering varying levels of reimbursement.

Within this accelerating global obesity market, we are

capturing the vast majority of growth and we expect to build

on this significantly in 2023 as we resolve Wegovy

supply

constraints. The volume growth of the global branded obesity

market was 63%. Outside the US market, our first-generation

GLP-1 obesity drug Saxenda

has seen continued robust

uptake and we hope to build on this in 2023 with the launch

of Wegovy

in more countries across International Operations.

The global obesity epidemic is now estimated to affect more

than 750 million people. Importantly, our pipeline contains

Novo Nordisk Annual Report 2022 35Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

2018

2019 2020 2021 2022

DKK billion

Financial performance

North America Operations net sales

International Operations net sales Growth at CER

100

150

200

14%

16%

Financial performance

Sales increased by 26% measured in Danish kroner and by

16% at CER to DKK 176,954 million in 2022. Novo Nordisk's

2022 sales and operating profit performance measured at

CER were within the ranges provided in November 2022. The

free cash flow, effective tax rate, capital expenditure as well

as depreciation, amortisation and impairment losses were

all in line with the guidance.

Geographic sales development

Sales in International Operations increased by 17%

measured in Danish kroner and by 13% at CER. Sales in

EMEA increased by 17% measured in Danish kroner and

by 15% at CER. Sales in Region China increased by 1%

measured in Danish kroner and decreased by 6% at CER

Sales in Rest of World increased by 28% measured in Danish

kroner and by 24% at CER.

Sales in North America Operations increased by 35%

measured in Danish kroner and by 21% at CER.

Sales development across therapeutic areas

Sales in Diabetes care increased by 23% measured in Danish

kroner and by 14% at CER. Sales of Obesity care products,

Saxenda

and Wegovy

, increased by 101% measured in

Danish kroner and by 84% at CER. Sales of Rare Disease

products increased by 7% measured in Danish kroner and

by 1% at CER.

In the following sections, unless otherwise noted, market

data are based on moving annual total (MAT) from November

2021 and November 2022 provided by the independent data

provider IQVIA.

Diabetes care

Sales in Diabetes care increased by 23% measured in Danish

kroner and by 14% at CER to DKK 139,548 million driven by

growth of GLP-1-based products. Novo Nordisk has improved

2022

performance

and 2023

outlook

FINANCIALS

Deliver solid sales and operating

prot growth:

– Deliver 6–10% sales growth

in International Operations

– Transform 70% of sales in the US

(from 2015 to 2022)

Drive operational eciencies across

the value chain to enable investments

in future growth assets

Deliver free cash ow to enable attractive

capital allocation to shareholders

Financial

Strategic

Aspirations

2025

Novo Nordisk Annual Report 2022 36Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

2018

2019 2020 2021 2022

DKK billion

Sales split in Diabetes care

Insulin sales GLP-1 sales Other diabetes care

Growth at CER

120

150

13%

14%

2018

2019 2020 2021 2022

DKK billion

Sales by therapeutic area

Diabetes care Obesity care Rare Disease Growth at CER

100

150

200

14%

16%

FINANCIALS

the global diabetes value market share over the last 12

months from 30.1% to 31.9%. The market share increase was

driven by market share gains in both International Operations

and North America Operations.

GLP-1 therapy for type 2 diabetes

Sales of GLP-1 products for type 2 diabetes (Rybelsus

Ozempic

and Victoza

) increased by 56% measured in Danish

kroner and by 42% at CER to DKK 83,371 million. The GLP-

1 segment’s value share of the total diabetes market has

increased to 33.5% compared with 26.5% 12 months ago.

Novo Nordisk continues to be the global market leader in the

GLP-1 segment with a 54.9% value market share, an increase

of 2.2 percentage points compared to 12 months ago.

Rybelsus

sales increased by 134% measured in Danish

kroner and by 114% at CER to DKK 11,299 million. Sales

growth was driven by North America Operations as well

as Rest of World and EMEA. Rybelsus

has been launched

in 43 countries.

Ozempic

sales increased by 77% measured in Danish kroner

and by 61% at CER to DKK 59,750 million. Sales growth was

driven by both North America Operations and International

Operations. Ozempic

has been launched in 75 countries.

Sales growth has resulted in periodic supply constraints and

related drug shortage notifications across geographies.

Victoza

sales decreased by 18% measured in Danish kroner

and by 24% at CER to DKK 12,322 million as the GLP-1 market

is moving towards once-weekly and tablet-based treatments.

The sales decline was driven by both North America

Operations and International Operations.

Insulin sales

Sales of insulin decreased by 5% measured in Danish kroner

and by 11% at CER to DKK 52,952 million. Sales decline at

CER was driven by declining sales in the US, Region China

and EMEA.

Obesity care

Sales of Obesity care products, Saxenda

and

Wegovy

, increased by 101% measured in Danish kroner

and by 84% at CER to DKK 16,864 million. Sales growth was

driven by both North America Operations and International

Operations. Saxenda

has now been launched in 71 countries

and Wegovy

has been launched in the US, Denmark and

Norway. The volume growth of the global branded obesity

market was 53%.

Rare Disease

Sales of Rare Disease products increased by 7% measured

in Danish kroner and by 1% at CER to DKK 20,542 million.

Rare blood disorders

Sales of Rare blood disorder products increased by 15%

measured in Danish kroner and by 7% at CER to DKK 11,706

million. The increasing sales were driven by NovoSeven

as well as the launch products Esperoct

and Refixia

Rare endocrine disorders

Sales of Rare endocrine disorder products decreased

by 2% measured in Danish kroner and by 6% at CER to

DKK 7,138 million. The sales decline was driven by North

America Operations' sales decreasing by 18% at CER and by

International Operations' sales decreasing by 1% at CER. The

sales decline was driven by lower realised prices in the US as

well as supply constraints in the fourth quarter of 2022.

Novo Nordisk Annual Report 2022 37Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

2018

2019 2020 2021 2022

DKK billion

Operating profit and margin

Operating profit (left axis) Operating profit margin (right axis)

Growth at CER

13%

15%

FINANCIALS

Novo Nordisk continues to be the leading company in the

global human growth disorder market with a value market

share of 35.1%.

Development in costs and operating profit

The cost of goods sold increased by 20% measured in

Danish kroner and by 15% at CER to DKK 28,448 million,

resulting in a gross margin of 83.9% measured in Danish

kroner compared with 83.2% in 2021. The increase in gross

margin reflects a positive product mix, driven by increased

GLP-1 sales, a positive currency impact and productivity

improvements. This is partially countered by lower realised

prices mainly in the US and Region China.

Sales and distribution costs increased by 25% measured in

Danish kroner and by 16% at CER to DKK 46,217 million. The

increase in costs is driven by both International Operations

and North America Operations. In International Operations,

promotional spend is related to promotional activities for

Ozempic

and Rybelsus

, as well as Obesity care market

development activities. In North America Operations, the cost

increase is driven by promotional activities for Ozempic

and

market development activities for Obesity care. The increase

is also reflecting higher distribution costs.

Research and development costs increased by 35% measured

in Danish kroner and by 29% at CER to DKK 24,047 million

reflecting increased late-stage clinical trial activity compared to

2022. Increased activities within Other serious chronic diseases

and GLP-1 are driving the cost increase as well as the operating

costs and amortisations related to Dicerna Pharmaceuticals

Inc. which was acquired in the fourth quarter of 2021. The cost

increase also reflects inflationary impacts on the cost base.

Administration costs increased by 10% measured in Danish

kroner and by 6% at CER to DKK 4,467 million.

Other operating income and expenses (net) was DKK 1,034

million compared with DKK 332 million in 2021, driven by income

from partnerships related to Dicerna Pharmaceuticals Inc.

Operating profit increased by 28% measured in Danish kroner

and by 15% at CER to DKK 74,809 million. Operating profit

growth was negatively impacted by around 2 percentage points

from the acquisition of Dicerna Pharmaceuticals Inc. in 2021.

Financial items (net) and tax

Financial items (net) showed a net loss of DKK 5,747 million

compared with a net gain of DKK 436 million in 2021.

In line with Novo Nordisk’s treasury policy, the most

significant foreign exchange risks for Novo Nordisk have

been hedged, primarily through foreign exchange forward

contracts. The foreign exchange result was a net loss of DKK

4,651 million compared with a net gain of DKK 344 million

in 2021. This primarily reflects losses on hedged currencies,

primarily the US dollar.

As per the end of December 2022, a positive market value

of financial contracts of approximately DKK 1.0 billion has

been deferred for recognition in 2023.

The effective tax rate was 19.6% in 2022 compared with

an effective tax rate of 19.2% in 2021, mainly reflecting

non-recurring impacts from acquisitions.

Net profit increased by 16% to DKK 55,525 million and

diluted earnings per share increased by 18% to DKK 24.44.

Cash flow and capital allocation

Free cash flow was DKK 57.4 billion compared with DKK

29.3 billion in 2021 supporting the strategic aspiration to

deliver attractive capital allocation to shareholders. The

cash conversion in 2022 is positively impacted by timing of

payment of rebates in the US, including provisions related to

the revised 340B distribution policy in the US. Income under

the 340B Program has been partially recognised.

Novo Nordisk Annual Report 2022 38Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

1. Expectations for 2023.

2019

2020 2021 2022 2023E¹

Cash flow and capital allocation

Dividend for prior year

Interim dividend Share repurchases

DKK billion

FINANCIALS

Capital expenditure for property, plant and equipment was

DKK 12.1 billion compared with DKK 6.3 billion in 2021.

2023 outlook

Sales growth is expected to be 13% to 19% at CER. Given the

current exchange rates versus the Danish krone, sales growth

reported in DKK is expected to be around 4 percentage points

lower than at CER.

The guidance reflects expectations for sales growth in both

North America Operations and International Operations,

mainly driven by volume growth of GLP-1-based treatments

for Diabetes and Obesity care, partially countered by

declining sales in Rare Disease due to supply constraints.

Intensifying competition and continued pricing pressure

within Diabetes care are included in the guidance.

The guidance ranges reflect the level of volume growth

of GLP-1-based diabetes treatments and the inherent

uncertainty of the pace of Obesity care market expansion

following the relaunch of Wegovy

in the US and an expected

gradual roll-out in International Operations.

Following higher than expected volume growth in recent

years, including GLP-1-based products such as Ozempic

combined with the expectation of continued volume growth

and capacity limitations at some manufacturing sites, the

outlook also reflects expected continued periodic supply

constraints and related drug shortage notifications across

a number of products and geographies. The supply capacity

is gradually being expanded.

Operating profit growth is expected to be 13% to 19% at

CER. Given the current exchange rates versus the Danish

krone, growth reported in DKK is now expected to be around

5 percentage points lower than at CER. The expectation

for operating profit growth primarily reflects the sales

growth outlook and continued investments in future and

current growth drivers within Research, Development and

Commercial. Within R&D, investments are related to the

continued expansion of the pipeline. Commercial investments

are mainly related to the relaunch of Wegovy

in the US,

Obesity care market development activities in International

Operations as well as promotional activities for Ozempic

and Rybelsus

. Finally, the guidance also reflects inflationary

impacts on the cost base.

Novo Nordisk expects financial items (net) to amount to

a gain of around DKK 2.4 billion, mainly reflecting gains

associated with foreign exchange hedging contracts.

The effective tax rate for 2023 is expected to be in the range

of 19-21%.

Capital expenditure is expected to be around DKK 25 billion

in 2023, reflecting the innovation based growth strategy

pursued by Novo Nordisk. The CapEx increase is primarily

relating to investments in additional capacity for active

pharmaceutical ingredient (API) production and fill-finish

capacity for both current and future injectable and oral

products. In the coming years, the capital expenditure to

sales ratio is expected to be low double digit.

Depreciation, amortisation and impairment losses are

expected to be around DKK 8 billion.

The free cash flow is expected to be DKK 60-68 billion, reflecting

the sales growth and the investments in capital expenditure as

well as a favourable impact from rebates in the US.

All of the above expectations are based on assumptions

that the global or regional macroeconomic and political

environment will not significantly change business

conditions for Novo Nordisk during 2023, including energy

and supply chain disruptions, the potential implications

from major healthcare reforms and legislative changes as

well as outcome of legal cases including litigations related

Novo Nordisk Annual Report 2022 39Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

FINANCIALS

to the 340B Drug Pricing Programme in the US, and that

the currency exchange rates, especially the US dollar, will

remain at the current level versus the Danish krone. Neither

does the guidance include the financial implications of any

significant business development transactions and significant

impairments of intangible assets during 2023. Finally, the

potential wider consequences of Russia's invasion of Ukraine,

including impacts on energy supply and supply chains,

could cause uncertainty to the outlook and the business

performance of Novo Nordisk.

Novo Nordisk has hedged expected net cash flows in a number

of invoicing currencies and, all other things being equal,

movements in key invoicing currencies will impact Novo Nordisk’s

operating profit as outlined in note 4.3 on Financial risks.

These statements are based on current plans, estimates and

projections. By their very nature, forward-looking statements

involve inherent risks and uncertainties, both general and

specific. Novo Nordisk cautions that a number of important

factors, including those described in this Annual Report 2022,

could cause actual results to differ materially from those

contemplated in any forward-looking statements.

Factors that may affect future results include, but are not

limited to, global as well as local political and economic

conditions, such as interest rate and currency exchange rate

fluctuations, delay or failure of projects related to research and/

or development, unplanned loss of patents, interruptions of

supplies and production, including as a result of interruptions

or delays affecting supply chains on which Novo Nordisk relies,

shortages of supplies, including energy supplies, product recalls,

unexpected contract breaches or terminations, government-

mandated or market-driven price decreases for Novo Nordisk’s

products, introduction of competing products, reliance on

information technology including the risk of cybersecurity

breaches, Novo Nordisk’s ability to successfully market current

and new products, exposure to product liability and legal

proceedings and investigations, changes in governmental laws

and related interpretation thereof, including on reimbursement,

intellectual property protection and regulatory controls on

testing, approval, manufacturing and marketing, perceived

or actual failure to adhere to ethical marketing practices,

investments in and divestitures of domestic and foreign

companies, unexpected growth in costs and expenses, strikes

and other labour market disputes, failure to recruit and retain

the right employees, failure to maintain a culture of compliance,

epidemics, pandemics or other public health crises, effects

of domestic or international crises, civil unrest, war or other

conflict and factors related to the foregoing matters and other

factors not specifically identified herein.

Expectations are as reported,

if not otherwise stated

Expectations

1 February 2023

Sales growth

at CER 13% to 19%

as reported Around 4 percentage points

lower than at CER

Operating profit growth

at CER 13% to 19%

as reported Around 5 percentage points

lower than at CER

Financial items (net) Gain of around DKK 2.4 billion

Effective tax rate 19% to 21%

Capital expenditure (PP&E) Around DKK 25 billion

Depreciation, amortisation and

impairment losses

Around DKK 8 billion

Free cash flow (excluding impact

from business development)

DKK 60-68 billion



Novo Nordisk’s reports filed with or furnished to the US

Securities and Exchange Commission (SEC), including this

statutory Annual Report 2022 and Form 20-F, which are

both expected to be filed with the SEC in February 2023

in continuation of the publication of this Annual Report

2022, and written information released, or oral statements

made, to the public in the future by or on behalf of

Novo Nordisk, may contain forward-looking statements.

Words such as "believe", "expect", "may", "will", "plan",

"strategy","prospect","foresee", "estimate", "project",

"anticipate","can","intend", "target" and other words and

terms of similar meaning in connection with any discussion

of future operating or financial performance identify

forward-looking statements. Examples of such forward-

looking statements include, but are not limited to:

– statements of targets, plans, objectives or goals for future

operations, including those related to Novo Nordisk’s

products, product research, product development, product

introductions and product approvals as well as cooperation

in relation thereto,

– statements containing projections of or targets for

revenues, costs, income (or loss), earnings per share,

capital expenditures, dividends, capital structure, net

financials and other financial measures,

– statements regarding future economic performance,

future actions and outcome of contingencies, such as legal

proceedings, and

– statements regarding the assumptions underlying or

relating to such statements.

In this Annual Report 2022, examples of forward looking

statements can be found under the section related to our

"Strategic Aspirations" and elsewhere.

Novo Nordisk Annual Report 2022 40Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

FINANCIALS

For an overview of some, but not all, of the risks that could

adversely affect Novo Nordisk’s results or the accuracy of

forward-looking statements in this Annual Report 2022,

reference is made to the overview of risk factors in "Risk

management" of this Annual Report 2022.

Unless required by law, Novo Nordisk is under no duty and

undertakes no obligation to update or revise any forward-looking

statement after the distribution of this Annual Report 2022,

whether as a result of new information, future events, or otherwise.

Shares and capital structure

Through open and proactive communication, Novo Nordisk aims

to provide the basis for fair and efficient pricing of our shares.

Share capital and ownership

Novo Nordisk’s share capital of DKK 456 million is divided into A

and B share capital. The A and B shares are calculated in units of

DKK 0.20, amounting to 2.28 billion shares. The A share capital,

consisting of 537 million shares, has a nominal value of DKK 107

million and the B share capital, consisting of 1,743 million shares,

has a nominal value of DKK 349 million. Each A share carries 200

votes and each B share carries 20 votes. Novo Nordisk's B shares

are listed on Nasdaq Copenhagen and on the New York Stock

Exchange (NYSE) as American Depository Receipts (ADRs).

The general meeting has authorised the Board of Directors

to distribute extraordinary dividends, issue new shares in

accordance with the Articles of Association and repurchase

shares in accordance with authorisations granted.

1. Treasury shares are included; however, voting rights of treasury shares cannot be exercised.

Ownership structure

76.9% of votes

28.1% of capital

23.1% of votes

71.9% of capital

Novo Nordisk

Foundation

Novo Holdings A/S

Institutional

and private

investors

537 million

A shares

(nominal value

DKK 107 million)

1,743 million

B shares

(nominal value

DKK 349 million)

Novo Nordisk A/S

Novo Nordisk Annual Report 2022 41Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

FINANCIALS

The company’s A shares are not listed and are held by Novo

Holdings A/S,

a Danish public limited liability company wholly

owned by the Novo Nordisk Foundation. According to the

Articles of Association of the Foundation, the A shares cannot be

divested. Special rights attached to A shares include pre-emptive

subscription rights in the event of an increase in the A share

capital and pre-emptive purchase rights in the event of a sale of

A shares, while B shares take priority for liquidation proceedings.

A shares take priority for dividends below 0.5%, and B shares take

priority for dividends between 0.5 and 5%. However, in practice,

A and B shares receive the same amount of dividend per share.

2. Novo Holdings A/S’s registered address is Tuborg Havnevej 19, DK-2900 Hellerup, Denmark. 3. Split of shareholders is denoted according to the location of legal deposit-owners.

Geographical split of shareholders

% of share capital

Denmark

North America

Other

28 March 2023

Payment, B-shares

27 March 2023

Record date

24 March 2023

Ex-dividend

23 March 2023

Annual General

Meeting 2023

4 May 2023

Financial statement for the

rst three months of 2023

4 April 2023

Payment, ADRs

18 August 2023

Ex-dividend

10 August 2023

Financial statement for the

rst six months of 2023

2 November 2023

Financial statement

for the rst nine months

of 2023

31 January 2024

Financial statement for 2023

and Annual Report 2023

29 August 2023

Payment, ADRs

22 August 2023

Payment, B shares

21 August 2023

Record date

2023 financial calendar

Capital structure

Novo Nordisk’s Board of Directors and Executive Management

consider that the current capital and share structure of Novo

Nordisk serve the interests of the shareholders and the

company well. Novo Nordisk’s capital structure strategy offers

a balance between long-term shareholder value creation and

competitive shareholder return in the short term.

In 2021, the capital structure was adjusted following Novo

Nordisk’s Eurobond issuance with an aggregate principal

amount of EUR 1.3 billion. In 2022, Novo Nordisk issued

Eurobonds in the amount of EUR 1.5 billion. The total

outstanding Eurobonds in 2022 amounted to EUR 2.8 billion.

Dividend policy

The company’s dividend policy applies a pharmaceutical

industry benchmark to ensure a competitive payout ratio

for dividend payments, which are complemented by share

repurchase programmes. The final dividend for 2021 paid

in March 2022 was equal to DKK 6.90 per A and B share of

As of 31 December 2022, Novo Holdings A/S held a B share

capital of nominally DKK 20 million. Together with the A

shares, Novo Holdings A/S's total ownership amounted to

nominally DKK 128 million. Novo Holdings A/S ownership

is reflected in the "Ownership structure" chart on page 41.

There is no complete record of all shareholders; however, based

on available sources of information, as of 31 December 2022

it is estimated that shares were geographically distributed as

shown in the "Geographical split of shareholders" chart. As of

31 December 2022, the free float of listed B shares was 92.41%

(of which approximately 10.93% are listed as ADRs), excluding

Novo Holdings A/S's holding and Novo Nordisk’s holding of

treasury shares. As of 31 December 2022, Novo Holdings A/S

and Novo Nordisk’s holding of B shares equalled 132,207,875

shares and had a nominal value of DKK 26 million. For details

about the share capital, please refer to note 4.2 on Share

capital, Treasury shares and Other reserves.

Novo Nordisk Annual Report 2022 42Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

FINANCIALS

DKK 0.20 as well as for ADRs. The total dividend for 2021 was

DKK 10.40 per A and B share of DKK 0.20, corresponding to a

payout ratio of 49.6%, which was in line with the 2021 pharma

peer group average of 50.5%.

In August 2022, an interim dividend was paid equaling DKK

4.25 per A and B share of DKK 0.20 as well as for ADRs. For

2022, the Board of Directors will propose a final dividend

Share repurchase programme for 2022/2023

During the twelve-month period beginning 2 February 2022,

Novo Nordisk repurchased shares worth DKK 24 billion. The

share repurchase programme has primarily been conducted

in accordance with the safe harbour rules in the EU Market

Abuse Regulation (MAR).

For the next 12 months, Novo Nordisk has decided to

implement a new share repurchase programme. The

expected total repurchase value of B shares amounts to a

cash value of up to DKK 28 billion. The total programme

may be reduced in size if significant business development

opportunities arise during 2023. Novo Nordisk expects

to conduct the majority of the new share repurchase

programme according to the safe harbour rules in MAR. At

the Annual General Meeting in March 2023, the Board of

Directors will propose a further reduction in the company’s

B share capital, corresponding to approximately 1.1% of the

total share capital, by cancelling 25 million treasury shares.

Share price development

From end of December 2021 until 30 December 2022, Novo

Nordisk’s share price increased from DKK 735 to DKK 938, an

increase of 27.6%. The total market value of Novo Nordisk’s

B shares, excluding treasury shares and Novo Holdings A/S

shares, was DKK 1,510,514,045,250, as of 30 December 2022.

Share price performance 2022

Novo Nordisk share price and indexed peers

(%)

Novo Nordisk OMXC25 Peer group

DKK

950

850

750

650

550

450

350

Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec

4. OMXC25 and pharmaceutical industry development have been rebased to Novo Nordisk share price in January 2022.

5. Abbvie, Amgen, AstraZeneca, Biogen Idec Inc, Bristol-Myers Squibb, Eli Lilly & Co., Gilead Sciences, Glaxo Smith Kline, Johnson & Johnson,

Lundbeck, Merck & Co, Novartis AG, Pfizer, Roche and Sanofi-Aventis SA.

of DKK 8.15 to be paid in March 2023, equivalent to a total

dividend for 2022 of DKK 12.40 and a payout ratio of 50.3%.

The company expects to distribute an interim dividend in

August 2023. Further information regarding this interim

dividend will be announced in connection with the financial

report for the first six months of 2023. Dividends are paid

from distributable reserves. Novo Nordisk does not pay a

dividend on its holding of treasury shares.

6. Regulation (EU) 596/2014.

Novo Nordisk Annual Report 2022 43Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

The picture was taken shortly after Erik

Hageman (left) was diagnosed. One

hundred years ago, being diagnosed

with diabetes was a death sentence,

but our founders set out to change this

reality. Their passion and determination

have driven us ever since, relentlessly

turning challenges into positive change

for millions of people worldwide

45 Risk Management

Key risks

Novo Nordisk Annual Report 2022 44Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Risk

management

To be a sustainable business, we must anticipate

and adapt to our environment to create new

strategic opportunities. Managing risks rigorously

and systematically is key in order for us to create

and protect value.

We apply a dual lensed approach to risk management. This

means we identify and mitigate both operational risks that

pose a threat to our short to medium-term plans, as well

as strategic risks that could reduce our ability to realise our

corporate strategy over the long-term.

Addressing risks in our strategic planning

Scenario and risk-thinking exercises are part of our strategic

planning. They include analyses of market dynamics, climate

change, as well as socioeconomic and political developments

that present risks or opportunities for our business. Annually,

Executive Management and the Board of Directors review a

strategic risk profile.

The main strategic risks are:

Access and affordability

Access to affordable care is a global issue as healthcare

systems struggle to provide quality care at a sustainable

cost, while the burden of chronic diseases keeps rising.

Ensuring access and affordability is a risk and responsibility

Novo Nordisk shares with all actors involved in healthcare.

We recognise that we cannot defeat serious chronic diseases

alone but to mitigate the risk, we can accelerate our actions

to find solutions in collaboration with relevant stakeholders.

Innovation and competition

We are a science-based company whose future depends on

raising the innovation bar. To remain competitive in the future

and thereby mitigate innovation risk, we invest significantly

in internal and external pipeline opportunities to ensure

patients receive improved treatments.

Digital disruption

New digital technologies could bring new competitors

into the pharmaceutical industry. They also provide an

opportunity for us to deliver more value to our stakeholders

and help patients live a life free from the limitations of their

disease. Digital health solutions bring new risks particularly

regarding data regulation and privacy, as well as potential

quality risks. We strive to monitor and mitigate these risks in

close collaboration with relevant partners.

Production capacity and supply chain risks

Demand fluctuations, resource shortages, geopolitical

instability, trade disputes, quality assurance and local

manufacturing requirements are all factors that can pressure

global supply chains. Furthermore, expanding production

capacity is complex and associated with a long lead time.

Therefore, planning and management of our supply chain

and production is key to mitigate this risk.

Operational risk management process

In the short- to medium-term, we are exposed to risks

throughout our value chain. Some risks are inherent in

the pharmaceutical industry, such as delays or failures of

potential late-stage medicines in the R&D pipeline. Other

risks, such as geopolitical instability, supply disruptions and

competitive threats, are well-known to any manufacturing

company with global production. We will never compromise

on product quality, patient safety or business ethics: these

are front and centre of our enterprise-wide risk management

set-up. We assess risks to potential financial loss and

reputational damage.

Executive Management, the Board of Directors and the Audit

Committee review a "risk grid" of our biggest operational

risks every six months. This grid is based on insights from

management teams across the organisation and includes

risks that could cause significant disruptions to the business

over a three-year horizon. The overview on the next page

provides more details of our key risks.

Key operational risks

An aggregated illustration of our key operational risks,

with associated descriptions, is outlined on the next page.

For more information

See our Corporate Governance Report available at

www.novonordisk.com/about/corporate-governance.html

Novo Nordisk Annual Report 2022 45Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

High

Impact

Low Likelihood High

Risk area Description Impact Mitigating actions

Clinical Pipeline

Risks

Findings in clinical activities, regulatory

processes or misunderstanding of commercial

potential, leading to delays or failure of

products in the pipeline

– Patients would not benet from innovative

treatments

– Could have an adverse impact on sales,

prots and market position

– Pre-clinical and clinical activities to

demonstrate safety and ecacy

– Consultations with regulators to review

pre-clinical and clinical ndings and obtain

guidance on development path

Product Supply,

Quality and Safety

Risks

Disruption of product supply due to, e.g.,

geopolitical instability or quality failures may

compromise the availability of products,

ultimately impacting the health of patients

and represent a lost commercial opportunity

– Product shortages could have potential

implications for patients

– Could put patients' health and lives at risk

and jeopardise reputation and license to

operate if regulatory compliance is not

ensured

– Could have an adverse impact on sales,

prots and market position

– Establishing global production with multiple

facilities and safety stock to reduce supply risk

– Regular quality audits of internal units

and suppliers and annual inspections by

authorities document Good Manufacturing

Practice (GMP) compliance

– Identication and correction of root causes

when issues are identied. If necessary,

products are recalled

Commercialisation

Risks

Market dynamics and geopolitical,

macroeconomic, or healthcare crises (e.g.,

pandemics) leading to reduced payer ability

and willingness to pay

– Market dynamics could impact price levels

and patient access

– Could have an adverse impact on sales,

prots and market position

– Innovation of novel products, clinical trial

data and real-world evidence demonstrate

added value of new products

– Payer negotiations to ensure improved

patients' access

– Increased and new access and aordability

initiatives

IT Security

Risks

Disruption to IT systems, such as cyber-attacks

or infrastructure failure, resulting in business

disruption or breach of data condentiality

– Could limit our ability to produce and

safeguard product quality

– Could compromise patients' or other

individuals' privacy

– Could limit our ability to maintain operations

or limit future business opportunities if

proprietary information is lost

– Could have an adverse impact on sales,

prots and market position

– Company-wide information security

awareness activities

– Contingency plans for non-availability

of IT systems

– Company-wide internal audit of IT security

controls

– Detection and protection mechanisms

in IT systems and business processes

Financial

Risks

Exchange rate uctuations (mainly in USD,

CNY and JPY), disputes with tax authorities and

changes to tax legislation and interpretation

– Could lead to signicant tax adjustments,

nes and higher than expected tax level

– Could have an adverse impact on sales,

prots and market position

– Hedging for selected currencies

– Integrated treasury management

– Applicable taxes paid in jurisdictions where

business activity generates prots and multi-

year Advance Pricing Agreements with tax

authorities

Legal, Patents

and Compliance

Risks

Breach of legislation, industry codes, or

company policies. Competitors asserting

patents against Novo Nordisk or challenging

patents critical for protection of commercial

product and pipeline candidates

– Potential exposure to investigations, criminal

and civil sanctions and other penalties

– Could compromise our reputation and the

rights and integrity of individuals involved

– Unexpected loss of exclusivity for or injunctions

against existing and pipeline products could

have an adverse impact on future sales

– Could have an adverse impact on sales, prots

and market position

– Legal review of key activities

– Business Ethics Code of Conduct integrated

in our business, Compliance hotline in place

– Internal Audit of compliance with business

ethics standards

– Internal controls to minimise vulnerability to

patent infringement and invalidity actions

Clinical Pipeline Risks

IT Security Risks

Product Supply, Quality and Safety Risks

Financial Risks

Commercialisation Risks

Legal, Patents and Compliance Risks

Key operational risks

(Illustrative)

Novo Nordisk Annual Report 2022 46Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

48 Board of Directors

51 Executive Management

Management

Hans Christian Hagedorn (1888–1971),

Doctor of Medicine and one of Nordisk

Insulinlaboratorium’s founders. He was

the doctor of Erik Hageman

Novo Nordisk Annual Report 2022 47Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Board of Directors

Helge Lund

Chair

Norwegian. Born October 1962.

Male. First elected 2017.

Term

2023. Chair of the Nomination

Committee and the Chair

Committee.

Positions and

management duties:

Chair of the board of directors and

chair of the people & governance

committee of BP p.l.c. Chair of the

board of directors of Inkerman AS.

Member of the board of directors

and member of the remuneration

committee of Belron SA and of

the board of directors of P/F

Tjaldur. Operating advisor to

Clayton Dubilier & Rice. Member

of the board of trustees of the

International Crisis Group.

Competences:

Global corporate leadership;

healthcare & pharma industry;

nance & accounting; business

development, M&A and external

innovation sourcing; human capital

management; environmental,

social & governance (ESG).

Henrik Poulsen

Vice Chair

Danish. Born September 1967.

Male. First elected 2021. Term 2023.

Member of the Audit Committee,

the Remuneration Committee and

the Chair Committee.

Positions and

management duties:

Chair of the supervisory board and

chair of the nomination committee

and member of the remuneration

committee of Carlsberg A/S.

Member of the board of directors

of Novo Holdings A/S and Ørsted

A/S. Senior advisor to A.P. Møller

Holding A/S and chair of the board

of directors of Faerch A/S. Member

of the supervisory board of

Bertelsmann SE & Co. KGaA.

Competences:

Global corporate leadership;

nance & accounting; business

development, M&A and external

innovation sourcing; human capital

management; environmental,

social & governance (ESG).

Elisabeth Dahl Christensen

Danish. Born November 1965.

Female. First elected 2022. Term

2026. Employee representative.

Member of the Remuneration

Committee.

Positions and

management duties:

Full-time union representative

at Novo Nordisk A/S.

Competences:

Not mapped for employee

representatives.

Jeppe Christiansen

Danish. Born November 1959. Male.

First elected 2013. Term 2023. Chair

of the Remuneration Committee.

Positions and

management duties:

Chief executive ocer of Maj Invest

Holding A/S and executive director

of two wholly owned subsidiaries.

Chair of the board of directors of

Haldor Topsøe A/S, Emlika Holding

ApS, and two wholly owned

subsidiaries of the latter company,

and chair of the board of directors

of JEKC Holding ApS. Member of the

board of directors of Novo Holdings

A/S, KIRKBI A/S, A/S United Shipping

& Trading Company (USTC),

BellaBeat Inc., Pluto Naturfonden

and Randers Regnskov. Member

of the board of governors of

Det Kgl. Vajsenhus. Adjunct

Professor, department of nance,

Copenhagen Business School.

Competences:

Healthcare & pharma industry;

nance & accounting; business

development, M&A and external

innovation sourcing; human capital

management; environmental, social

& governance (ESG).

Laurence Debroux

French. Born July 1969. Female.

First elected 2019. Term 2023.

Chair of the Audit Committee and

member of the Remuneration

Committee.

Positions and

management duties:

Member of the board of directors,

chair of the audit committee and

member of the ESG committee of

Exor N.V. Member of the board of

directors and member of the audit

committee of Solvay S.A. Member

of the board of directors of HEC

Paris Business School and of Kite

Insights (The Climate School).

Competences:

Global corporate leadership;

healthcare & pharma industry;

nance & accounting; business

development, M&A and external

innovation sourcing; human capital

management; environmental,

social & governance (ESG).

As of 31 December

2022, the Board of

Directors consisted

of 13 members, 7

men and 6 women.

1. In addition, Helge Lund was a member of the Board for one year in 2014-2015.

Novo Nordisk Annual Report 2022 48Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Board of Directors (continued)

2. In addition, Liselotte Hyveled was an employee-elected member of the Board in 2014-2018.

Sylvie Grégoire

Canadian and American. Born

November 1961. Female. First

elected 2015. Term 2023.

Member of the Audit Committee,

the Research & Development

Committee and the Nomination

Committee.

Positions and

management duties:

Co-founder and executive chair

of the board of directors of EIP

Pharma, Inc. Member of the

board of directors and member

of the nominating & corporate

governance committee and

the compensation & benets

committee of Perkin Elmer Inc.

Member of the board of directors

of F2G Ltd. Advisor to the Sonova

Telethon Fund.

Competences:

Global corporate leadership;

healthcare & pharma industry;

medicine & science; nance &

accounting; business development,

M&A and external innovation

sourcing; human capital

management.

Liselotte Hyveled

Danish. Born January 1966. Female.

First elected 2022.

Term 2026.

Employee representative.

Member of the Research &

Development Committee.

Positions and

management duties:

Chief patient ocer and principal

vice president of Patient Voice

Strategy & Alliances, Novo

Nordisk A/S.

Competences:

Not mapped for employee

representatives.

Mette Bøjer Jensen

Danish. Born December 1975.

Female. First elected 2018. Term

2026. Employee representative.

Member of the Audit Committee.

Positions and

management duties:

Wash & Sterilisation specialist in

Product Supply, Novo Nordisk A/S.

Competences:

Not mapped for employee

representatives.

Kasim Kutay

British. Born May 1965. Male.

First elected 2017. Term 2023.

Member of the Nomination

Committee and the Research

& Development Committee.

Positions and

management duties:

Chief executive ocer of Novo

Holdings A/S. Member of the board

of directors and member of the

nomination and remuneration

committee of Novozymes A/S.

Competences:

Global corporate leadership;

healthcare & pharma industry;

nance & accounting; business

development, M&A and external

innovation sourcing; human capital

management.

Christina Law

Chinese. Born January 1967.

Female. First elected 2022. Term

2023. Member of the Audit

Committee.

Positions and

management duties:

Group CEO of Raintree Group of

Companies. Member of the board

of directors and member of the

nomination and compensation

committee of INSEAD Business

School. Member of the boards of

Raintree Group Limited, Raintree

Investment Pte Ltd. and La

Fondation des Champions.

Competences:

Global corporate leadership;

technology, data & digital; business

development, M&A and external

innovation sourcing; human capital

management.

Andreas Fibig

German. Born February 1962.

Male. First elected 2018. Term

2023. Member of the Research

& Development Committee.

Positions and

management duties:

Member of the board of directors

of Indigo Agriculture Inc. Member

of the board of directors of

Evodiabio ApS. Member of the

board of directors of ExlService

Holdings, Inc. Honorary director of

the German American Chamber of

Commerce.

Competences:

Global corporate leadership;

healthcare & pharma industry;

technology, data & digital;

nance & accounting; business

development, M&A and external

innovation sourcing; human capital

management; environmental,

social & governance (ESG).

Novo Nordisk Annual Report 2022 49Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Meeting attendance in 2022

Name Independence

Board of

Directors

Chair

Committee

Audit

Committee

Nomination

Committee

Remuneration

Committee

R&D

Committee

Helge Lund Independent 10/10 7/7 4/4

Henrik Poulsen Not independent

5,6,7,10

9/10 5/5 4/5 3/4

Elisabeth Dahl Christensen Not independent

7/7 4/4

Jeppe Christiansen Not independent

10/10 2/2 5/5

Laurence Debroux Independent

6,7,10

10/10 5/5 4/5

Andreas Fibig Independent 9/10 1/1 4/4

Sylvie Grégoire Independent

9/10 5/5 4/4 5/5

Liselotte Hyveled Not independent

7/7 4/4

Mette Bøjer Jensen Not independent

6,8

10/10 4/4 1/1

Kasim Kutay Not independent

10/10 4/4 5/5

Christina Law Independent

7/7 4/4

Martin Mackay Independent 10/10 5/5 5/5

Thomas Rantzau Not independent

10/10 3/3 1/1

Board members who stepped down at the Annual General Meeting in March 2022

Anne Marie Kverneland Not independent 3/3 1/1

Stig Strøbæk Not independent 3/3 1/1

3. Number of meetings attended by each Board member out of the total number of meetings within the member's term. 4. In accordance with recommendation 3.2.1

of the Danish Corporate Governance Recommendations as designated by Nasdaq Copenhagen. 5. Member of the board of directors or executive management of Novo

Holdings A/S. 6. Pursuant to the US Securities Exchange Act, Ms Debroux, Ms Grégoire and Ms Law qualify as independent Audit Committee members, while Ms Bøjer

Jensen and Mr Poulsen rely on an exemption from the independence requirements. 7. Ms Debroux and Mr Poulsen possess the qualifications within accounting and

auditing required under part 8 of the Danish Act on Approved Auditors and Audit Firms. 8. Elected by employees of Novo Nordisk. 9. Collectively, the members have

relevant industry expertise. 10. Designated as financial experts as defined by the US Securities and Exchange Commission (SEC).

Independence and meeting attendance overview

Thomas Rantzau

Danish. Born March 1972. Male.

First elected 2018. Term 2026.

Employee representative.

Member of the Nomination

Committee.

Positions and

management duties:

Area specialist in Product

Supply, Novo Nordisk A/S.

Competences:

Not mapped for employee

representatives.

Martin Mackay

American and British. Born

April 1956. Male. First elected

2018. Term 2023. Chair of

the Research & Development

Committee and member of the

Remuneration Committee.

Positions and

management duties:

Co-founder, chair and CEO of

Rallybio LLC. Senior advisor to

New Leaf Venture Partners,

LLC. Member of the board of

directors and member of the

science & technology committee

and the nance committee

of Charles River Laboratories

International, Inc.

Competences:

Global corporate leadership;

healthcare & pharma industry;

medicine & science; technology,

data & digital; business

development, M&A and external

innovation sourcing; human

capital management.

Board of Directors (continued)

Novo Nordisk Annual Report 2022 50Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Executive Management

Monique Carter

Executive vice president.

People & Organisation. Born

December 1973. Female.

Other positions and

management duties:

No other management

positions.

Martin Holst Lange

Executive vice president.

Development. Born October

1970. Male.

Other positions and

management duties:

No other management

positions.

Maziar Mike Doustdar

Executive vice president.

International Operations.

Born August 1970. Male.

Other positions and

management duties:

Member of the board of

directors and the personnel

and the remuneration

committee of Orion Corporation.

Marcus Schindler

Executive vice president.

Research & Early Development

and chief scientic ocer (CSO).

Born September 1966. Male.

Other positions and

management duties:

Adjunct Professor of

Pharmacology at the

University of Gothenburg.

Ludovic Helfgott

Executive vice president.

Rare Disease. Born July 1974.

Male.

Other positions and

management duties:

President of the Novo Nordisk

Haemophilia Foundation

Council.

Camilla Sylvest

Executive vice president.

Commercial Strategy &

Corporate Aairs. Born

November 1972. Female.

Other positions and

management duties:

Vice chair of the board of

directors of Danish Crown

A/S. Member of the board

of directors of Argenx SE.

Karsten Munk Knudsen

Executive vice president.

Chief nancial ocer (CFO).

Born December 1971. Male.

Other positions and

management duties:

Chair of the board of directors

of NNE A/S. Member of the

board of directors, member of

the equity & capital markets

committee and chair of the audit

committee of Hempel A/S.



Executive vice president.

Product Supply, Quality & IT.

Born November 1970. Male.

Other positions and

management duties:

Member of the board of directors

and the remuneration committee

and the innovation committee of

Ambu A/S. Member of the board of

directors of Grundfos Holding A/S.

Lars Fruergaard Jørgensen

President and chief executive

ocer (CEO). Born November

1966. Male.

Other positions and

management duties:

First vice-president of the

European Federation of

Pharmaceutical Industries

and Associations (EFPIA).

Doug Langa

Executive vice president.

North America Operations.

Born October 1966. Male.

Other positions and

management duties:

No other management

positions.

11. Not registered as an executive with the Danish Business Authority.

Novo Nordisk Annual Report 2022 51Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Consolidated

statements

and additional

information

54 Consolidated nancial statements

89 Consolidated ESG statement

98 Statement and Auditor's Reports

102 Additional information

Steno Memorial Hospital, Nordisk, 1933.

The very modern, functional and comfortable

hospital was ocially opened in 1932 and Erik

Hageman was admitted here several times

throughout his childhood

Novo Nordisk Annual Report 2022 52Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Novo Nordisk Annual Report 2022 53Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Consolidated financial statements

Income Statement and Statement of comprehensive income p. 54

Cash flow statement p. 55

Balance sheet p. 56

Equity statement p. 57

Notes to the consolidated financial statements

Section 1

Basis of preparation

1.1 Principal accounting policies and key accounting estimates p. 58

1.2 Changes in accounting policies and disclosures p. 58

Section 2

Results for the year

2.1 Net sales and rebates p. 59

2.2 Segment information p. 60

2.3 Research and development costs p. 62

2.4 Employee costs p. 62

2.5 Other operating income and expenses p. 63

2.6 Income taxes and deferred income taxes p. 63

2.7 Earnings per share p. 64

Section 3

Operating assets and liabilities

3.1 Intangible assets p. 65

3.2 Property, plant and equipment p. 67

3.3 Inventories p. 68

3.4 Trade receivables p. 69

3.5 Provisions and contingent liabilities p. 70

Consolidated ESG statement p. x

Statement of Environmental,

Social and Governance (ESG) performance p. 89

Notes to the consolidated ESG statement

Section 6

Basis of preparation p. 90

Section 7

Environmental performance

7.1

Energy consumption for operations and share

of renewable power p. 90

7.2 Water consumption for production sites p. 91

7.3 Breaches of environmental regulatory limit values p. 91

7.4 Scope 1, 2 and 3 emissions p. 91

7.5 Waste from production sites p. 93

Consolidated

financial statements

Section 4

Capital structure and financial items

4.1 Distribution to shareholders p. 72

4.2 Share capital, Treasury shares and Other reserves p. 72

4.3 Financial risks p. 73

4.4 Derivative financial instruments p. 75

4.5 Borrowings p. 76

4.6 Cash and cash equivalents p. 77

4.7 Other non-cash items p. 77

4.8 Change in working capital p. 77

4.9 Financial assets and liabilities p. 78

4.10 Financial income and expenses p. 79

Section 5

Other disclosures

5.1 Share-based payment schemes p. 80

5.2 Commitments p. 81

5.3 Acquisition of businesses p. 82

5.4 Related party transactions p. 83

5.5 Fee to statutory auditors p. 84

5.6 General accounting policies p. 84

5.7 Companies in the Novo Nordisk Group p. 85

Financial definitions

(part of Management's review – not audited) p. 86

Non-IFRS financial measures

(part of Management's review – not audited) p. 87

Section 8

Consolidated

ESG statement

PAGE 54-88 PAGE 89-97

Social performance

8.1

Patients reached with Novo Nordisk's

Diabetes care products p. 93

8.2 Employees p. 93

8.3 Sustainable employer score p. 94

8.4 Frequency of occupational accidents p. 94

8.5 Gender diversity p. 94

8.6 US pricing p. 95

8.7 Total tax contribution p. 95

8.8 Donations and other contributions p. 95

Section 9

Governance performance

9.1 Business ethics reviews and training p. 96

9.2 Supplier audits p. 96

9.3 Product recalls p. 96

9.4 Failed inspections p. 96

9.5 Facilitations of the Novo Nordisk Way p. 96

9.6 Company reputation p. 97

9.7 Animals purchased for research p. 97

Novo Nordisk Annual Report 2022 54Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

DKK million Note 2022 2021 2020

Income statement

Net sales 2.1, 2.2 176,954 140,800 126,946

Cost of goods sold 2.2 (28,448) (23,658) (20,932)

Gross profit 148,506 117,142 106,014

Sales and distribution costs 2.2 (46,217) (37,008) (32,928)

Research and development costs 2.2, 2.3 (24,047) (17,772) (15,462)

Administrative costs 2.2 (4,467) (4,050) (3,958)

Other operating income and expenses 2.2, 2.5 1,034 332 460

Operating profit 74,809 58,644 54,126

Financial income 4.10 239 2,887 1,628

Financial expenses 4.10 (5,986) (2,451) (2,624)

Profit before income taxes 69,062 59,080 53,130

Income taxes 2.6 (13,537) (11,323) (10,992)

Net profit 55,525 47,757 42,138

Earnings per share

Basic earnings per share (DKK) 2.7 24.51 20.79 18.05

Diluted earnings per share (DKK) 2.7 24.44 20.74 18.01

DKK million Note 2022 2021 2020

Statement of comprehensive income

Net profit 55,525 47,757 42,138

Other comprehensive income:

Items that will not be reclassified subsequently to the income statement:

Remeasurements of retirement benefit obligations 615 146 (67)

Items that will be reclassified subsequently to the income statement:

Exchange rate adjustments of investments in subsidiaries 2,289 1,624 (1,689)

Cash flow hedges:

Realisation of previously deferred (gains)/losses

4.2, 4.4 1,740 (1,802) 329

Deferred gains/(losses) incurred during the period

4.2, 4.4 1,026 (1,755) 1,384

Other items (3) 112 10

Tax on other comprehensive income, net 2.6 (889) 1,005 (577)

Other comprehensive income 4,778 (670) (610)

Total comprehensive income 60,303 47,087 41,528

Income statement and Statement of comprehensive income

for the year ended 31 December

Novo Nordisk Annual Report 2022 55Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Cash flow statement

for the year ended 31 December

DKK million Note 2022 2021 2020

Cash flow statement

Net profit 55,525 47,757 42,138

Adjustment of non-cash items:

Income taxes in the income statement 2.6 13,537 11,323 10,992

Depreciation, amortisation and impairment losses 3.1, 3.2 7,362 6,025 5,753

Other non-cash items 4.7 22,310 13,009 7,849

Change in working capital 4.8 (5,336) (8,656) (4,353)

Interest received 276 241 100

Interest paid (272) (261) (422)

Income taxes paid 2.6 (14,515) (14,438) (10,106)

Net cash generated from operating activities 78,887 55,000 51,951

Purchase of intangible assets 3.1 (2,607) (1,050) (16,256)

Proceeds from sale of property, plant and equipment — — 7

Purchase of property, plant and equipment 3.2 (12,146) (6,335) (5,825)

Cash used for acquisition of businesses 5.3 (7,075) (18,283) —

Proceeds from other financial assets — — 12

Purchase of other financial assets (169) (4) —

Purchase of marketable securities (9,566) (7,109) —

Sale of marketable securities 6,645 1,172 —

Investment in associated companies 5.4 — — (392)

Dividend received from associated companies 5.4 — 4 18

Net cash used in investing activities (24,918) (31,605) (22,436)

DKK million Note 2022 2021 2020

Purchase of treasury shares 4.2 (24,086) (19,447) (16,855)

Dividends paid 4.1 (25,303) (21,517) (20,121)

Proceeds from borrowings 4.5 11,215 22,160 5,682

Repayment of borrowings 4.5 (13,623) (6,689) (950)

Net cash used in financing activities (51,797) (25,493) (32,244)

Net cash generated from activities 2,172 (2,098) (2,729)

Cash and cash equivalents at the beginning of the year 10,719 12,226 15,411

Exchange gains/(losses) on cash and cash equivalents (238) 591 (456)

Cash and cash equivalents at the end of the year 4.6 12,653 10,719 12,226

Novo Nordisk Annual Report 2022 56Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Balance sheet

DKK million Note 2022 2021

Assets

Intangible assets 3.1 51,416 43,171

Property, plant and equipment 3.2 66,671 55,362

Investments in associated companies 327 525

Deferred income tax assets 2.6 13,427 8,672

Other receivables and prepayments 206 267

Other financial assets 1,016 916

Total non-current assets 133,063 108,913

Inventories 3.3 24,388 19,621

Trade receivables 3.4 50,560 40,643

Tax receivables 940 1,119

Other receivables and prepayments 6,005 5,037

Marketable securities 4.3 10,921 6,765

Derivative financial instruments 4.4 2,727 1,690

Cash at bank 4.6 12,653 10,720

Total current assets 108,194 85,595

Total assets 241,257 194,508

DKK million Note 2022 2021

Equity and liabilities

Share capital 4.2 456 462

Treasury shares 4.2 (6) (6)

Retained earnings 80,587 72,004

Other reserves 4.2 2,449 (1,714)

Total equity 83,486 70,746

Borrowings 4.5 24,318 12,961

Deferred income tax liabilities 2.6 7,061 5,271

Retirement benefit obligations 762 1,280

Other liabilities 100 360

Provisions 3.5 4,590 4,374

Total non-current liabilities 36,831 24,246

Borrowings 4.5 1,466 13,684

Trade payables 15,587 8,870

Tax payables 7,091 3,658

Other liabilities 23,606 19,600

Derivative financial instruments 4.4 2,903 2,184

Provisions 3.5 70,287 51,520

Total current liabilities 120,940 99,516

Total liabilities 157,771 123,762

Total equity and liabilities 241,257 194,508

at 31 December

Novo Nordisk Annual Report 2022 57Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Equity statement

at 31 December

2022 2021 2020

DKK million

capital

Treasury

Retained

earnings

Other

reserves Total

capital

Treasury

Retained

earnings

Other

reserves Total

capital

Treasury

Retained

earnings

Other

reserves Total

Balance at the beginning of the year 462 (6) 72,004 (1,714) 70,746 470 (8) 63,774 (911) 63,325 480 (10) 57,817 (694) 57,593

Net profit 55,525 55,525 47,757 47,757 42,138 42,138

Other comprehensive income 615 4,163 4,778 146 (816) (670) (67) (543) (610)

Total comprehensive income 56,140 4,163 60,303 47,903 (816) 47,087 42,071 (543) 41,528

Transfer of cash flow hedge reserve to

intangible assets (note 4.2) — — 13 13 326 326

Transactions with owners:

Dividends (note 4.1) (25,303) (25,303) (21,517) (21,517) (20,121) (20,121)

Share-based payments (note 5.1) 1,539 1,539 1,040 1,040 823 823

Tax related to restricted stock units 287 287 245 245 31 31

Purchase of treasury shares (note 4.2) (6) (24,080) (24,086) (6) (19,441) (19,447) (8) (16,847) (16,855)

Reduction of the B share capital (note 4.2) (6) 6 — (8) 8 — (10) 10 —

Balance at the end of the year 456 (6) 80,587 2,449 83,486 462 (6) 72,004 (1,714) 70,746 470 (8) 63,774 (911) 63,325

Refer to note 4.2 for details of movements in Other reserves.

Novo Nordisk Annual Report 2022 58Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

1.1 Principal accounting policies and

key accounting estimates

Key accounting estimates and judgements

The use of reasonable estimates and judgements is an essential part of the

preparation of the consolidated financial statements. Given the uncertainties

inherent in Novo Nordisk’s business activities, Management must make

certain estimates regarding valuation and make judgements on the reported

amounts of assets, liabilities, net sales, expenses and related disclosures.

The key accounting estimates identified are those that have a significant

risk of resulting in a material adjustment to the measurement of assets and

liabilities in the following reporting period. An example being the estimation

of US sales deductions and provisions for sales rebates.

When determining estimates and assumptions, Management has assessed

the qualitative and quantitative impact of climate related risks. It is

Management’s assessment that the effect of climate related risks do not

significantly impact estimates and assumptions.

Management bases its estimates on historical experience and various other

assumptions that are held to be reasonable under the circumstances. The

estimates and underlying assumptions are reviewed on an ongoing basis.

If necessary, changes are recognised in the period in which the estimate is

revised. Management considers the key accounting estimates to be reasonable

and appropriate based on currently available information. The actual amounts

may differ from the amounts estimated as more detailed information becomes

available. In addition, Management makes judgements in the process of

applying the entity’s accounting policies, for example the classification of a

transaction as an asset acquisition or a business combination.

Management regards those listed below as the key accounting estimates

and judgements used in the preparation of the consolidated financial

statements. Please refer to the specific notes for further information on the

key accounting estimates and judgements as well as assumptions applied.

Key accounting estimates and judgements Risk Note(s)

Estimate of US sales deductions and provisions for sales rebates High 2.1, 3.5

Estimate in determining the fair value of intangible assets and assessment of impairment of intangible assets Medium 3.1, 5.3

Estimate regarding deferred income tax assets and provision for uncertain tax positions Medium 2.6

Estimate of ongoing legal disputes, litigation and investigations Medium 3.5

Judgement of whether a transaction is an asset acquisition or a business combination Low 5.3

Applying materiality

The consolidated financial statements are a result of processing large

numbers of transactions and aggregating those transactions into classes

according to their nature or function. The transactions are presented in

classes of similar items in the consolidated financial statements. If a line

item is not individually material, it is aggregated with other items of a

similar nature in the consolidated financial statements or in the notes.

Management provides the specific disclosures required by IFRS unless the

information is not applicable or is considered immaterial to the decision-

making of the primary users of these financial statements.

1.2 Changes in accounting policies and disclosures

Management has assessed the impact of new or amended accounting

standards and interpretations (IFRSs) issued by the IASB and IFRSs endorsed

by the European Union effective on or after 1 January 2022. Management

assessed that application of these has not had a material impact on the

consolidated financial statements for 2022.

Furthermore, Management has assessed the impact of new or amended

accounting standards and interpretations (IFRSs) issued by the IASB that has

not yet become effective. Management does not anticipate any significant

impact on future periods from the adoption of these amendments.

Section 1

Basis of preparation

The consolidated financial statements included in this Annual Report

have been prepared in accordance with International Financial Reporting

Standards (IFRS) as issued by the International Accounting Standards Board

(IASB) and in accordance with IFRS as endorsed by the EU and further

requirements in the Danish Financial Statements Act.

Measurement basis

The consolidated financial statements have been prepared on the historical

cost basis except for derivative financial instruments, equity investments,

marketable securities and trade receivables in a factoring portfolio, which are

measured at fair value. The principal accounting policies set out below have

been applied consistently in the preparation of the consolidated financial

statements for all the years presented. The general accounting policies are

described in note 5.6.

Principal accounting policies

Novo Nordisk’s accounting policies are described in each of the individual

notes to the consolidated financial statements. Accounting policies

listed below are regarded as the principal accounting policies applied by

Management:

– Net sales and rebates (Note 2.1)

– Research and development costs (Note 2.3)

– Income taxes and deferred income taxes (Note 2.6)

– Intangible assets (Note 3.1)

– Provisions and contingent liabilities (Note 3.5)

– Derivative financial instruments (Note 4.4)

– Acquisition of businesses (Note 5.3)

Novo Nordisk Annual Report 2022 59Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Section 2

Results for the year

Sales discounts and sales rebates are predominantly issued in the US. As

such, rebates amount to 75% of gross sales in the US (75% in 2021 and 74%

in 2020). Provisions for sales rebates include US Managed Care, Medicare,

Medicaid, 340B drug pricing program and other US rebate types, as well as

rebates in a number of European countries and Canada.

Novo Nordisk adjusts the provision periodically to reflect actual sales

performance. Medicaid rebates are generally settled around 150 days from

the transaction date.

Other US and non-US discounts and sales returns

Other discounts are provided to distributors, wholesalers, hospitals,

pharmacies, etc. They are usually linked to sales volume or provided as cash

discounts. Discounts are calculated based on historical data and recorded

as a reduction in gross sales at the time the related sales are recorded. Sales

returns relate to damaged or expired products.

Other net sales disclosures

In 2022, Novo Nordisk had three major wholesalers distributing products in

the US, representing 19%, 14% and 13% respectively of global net sales (18%,

13% and 13% in 2021 and 19%, 13% and 12% in 2020). Sales to these three

wholesalers are within both Diabetes and Obesity care and Rare disease.

Net sales to be recognised from fulfilling existing customer contracts

containing fixed or minimum sales volumes, with an original term greater

than 12 months, are expected to be DKK 1,835 million within 12 months

(DKK 1,012 million in 2021) and DKK 798 million thereafter (DKK 962 million

in 2021).

Novo Nordisk's sales are impacted by exchange rate changes. Refer to

note 4.3 for development in key exchange rates.

Accounting policies

Revenue from sale of goods is recognised when Novo Nordisk has transferred

control of products sold to the buyer and it is probable that Novo Nordisk will

collect the consideration to which it is entitled for transferring the products.

Control of the products is transferred at a single point in time, typically on

delivery. The amount of sales to be recognised is based on the consideration

Novo Nordisk expects to receive in exchange for its goods. When sales

are recognised, Novo Nordisk also records estimates for a variety of sales

deductions; including product returns as well as rebates and discounts to

government agencies, wholesalers, health insurance companies, managed

healthcare organisations and retail customers. Sales deductions are

recognised as a reduction of gross sales to arrive at net sales, by assessing

the expected value of the sales deductions (variable consideration). Where

contracts contain customer acceptance criteria, Novo Nordisk recognises

sales when the acceptance criteria are satisfied.

In some markets, Novo Nordisk sells products on a sale-or-return basis.

Where there is historical experience or a reasonably accurate estimate of

future returns, estimated product returns are recorded as a reduction in

sales. Where shipments of new products are made on a sale-or-return basis,

2.1 Net sales and rebates

Gross-to-net sales reconciliation

DKK million

2022 2021 2020

Gross sales 455,692 340,180 298,187

US Managed Care and Medicare

(161,123) (112,929) (96,716)

US wholesaler charge-backs

(56,443) (40,354) (37,036)

US Medicaid rebates

(24,667) (19,810) (17,307)

Other US discounts and sales returns

(18,300) (14,119) (10,867)

Non-US rebates, discounts and

sales returns (18,205) (12,168) (9,315)

Total gross-to-net sales adjustments

(278,738) (199,380) (171,241)

Net sales

176,954 140,800 126,946

Provisions for sales rebates

DKK million 2022 2021 2020

At the beginning of the year 50,822 34,052 30,878

Additional provisions, including

increases to existing provisions 206,354 155,602 111,921

Amount paid during the year (189,580) (141,370) (106,116)

Adjustments, including unused

amounts reversed during the year (1,141) (284) 166

Effect of exchange rate adjustment 3,044 2,822 (2,797)

At the end of the year 69,499 50,822 34,052

Pricing mechanisms in the US market

In the US, sales rebates are paid in connection with public healthcare

insurance programmes, including Medicare and Medicaid, as well as rebates

to pharmacy benefit managers (PBMs) and managed healthcare plans.

Key customers in the US include private payers, PBMs and government

payers. PBMs and managed healthcare plans play a role in negotiating

price concessions with drug manufacturers for both the commercial and

government channels, and determine which drugs are covered on their

formularies (or 'preferred drug lists').

US Managed Care and Medicare

For Managed Care and Medicare, rebates are offered to a number of

PBMs and managed healthcare plans. These rebate programmes allow

the customer to receive a rebate after attaining certain performance

parameters relating to formulary status or pre-established market share

thresholds. Rebates are estimated according to the specific terms in each

agreement, historical experience, anticipated channel mix, growth rates and

market share information. Novo Nordisk adjusts the provision periodically to

reflect actual sales performance. Managed Care and Medicare rebates are

generally settled around 100 days from the transaction date.

US wholesaler charge-backs

Wholesaler charge-backs relate to contractual arrangements between Novo

Nordisk and indirect customers in the US whereby products are sold at

contract prices lower than the list price originally charged to wholesalers.

Chargebacks are estimated using a combination of factors such as historical

experience, current wholesaler inventory levels, contract terms and the

value of claims received but not yet processed. Wholesaler charge-backs are

generally settled within 30 days after receipt of claim.

In January 2021, Novo Nordisk has changed its policy in the US related to the

340B Drug Pricing Program, whereby Novo Nordisk no longer provides 340B

statutory discounts to certain pharmacies that contract with covered entities

participating in the 340B Drug Pricing Program. Novo Nordisk has recognised

revenue related to the 340B Drug Pricing Program to the extent that it is

highly probable that its inclusion will not result in a significant revenue

reversal in the future. Please refer to note 3.5 Provisions and contingent

liabilities for a more elaborate description of the ongoing litigation related to

the 340B Drug Pricing Program.

US Medicaid rebates

Medicaid is a government insurance programme. Medicaid rebates have

been estimated using a combination of historical experience, product and

population growth, price changes, and the impact of contracting strategies.

The calculation also involves interpretation of relevant regulations that are

subject to changes in interpretative guidance from government authorities.

Novo Nordisk Annual Report 2022 60Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

without sufficient historical experience for estimating sales returns, revenue

is recorded based on estimated demand and acceptance rates for well-

established products with similar market characteristics. If similar market

characteristics do not exist, revenue is recorded when there is evidence of

consumption or when the right of return has expired.

Unsettled rebates are recognised as provisions when the timing or amount

is uncertain (note 3.5).

Where absolute amounts are known, the rebates are recognised as other

liabilities. Wholesaler charge-backs that are absolute are netted against trade

receivable balances.

The impact of foreign currency hedging is recognised in the income statement

in financial items. Please refer to notes 4.3, 4.4 and 4.10 for more details

on hedging.

Key accounting estimates of sales deductions and provisions

for sales rebates

Sales deductions are estimated and provided for at the time the related

sales are recorded. These estimates of unsettled rebate, discount and

product return obligations require use of significant judgement, as not all

conditions are known at the time of sale, for example total sales volume to a

given customer. The estimates are based on analyses of existing contractual

obligations and historical experience. Provisions are calculated on the basis

of a percentage of sales for each product as defined by the contracts with the

various customer groups. Provisions for sales rebates are adjusted to actual

amounts as rebates, discounts and returns are processed.

Revenue related to 340B drug pricing program can only be recognised to the

extent that it is highly probable that a significant reversal of the recognised

revenue will not occur. Determining the amount of revenue to recognise

requires significant estimation. Management has considered interpretations

of applicable laws, whether the consideration is highly susceptible to factors

outside Novo Nordisk's influence, as well as the historical claims experience.

Please refer to note 3.5 Provisions and contingent liabilities for information

on the ongoing litigation related to the 340B Drug Pricing Program.

Novo Nordisk considers the provisions established for sales rebates to

be reasonable and appropriate based on currently available information.

However, the actual amount of rebates and discounts may differ from

the amounts estimated by Management as more detailed information

becomes available.

2.2 Segment information

Novo Nordisk operates in two business segments based on therapies:

Diabetes and Obesity care and Rare disease (formerly known as Biopharm),

representing the entirety of the Group's operations. The activities of the

segments include research, development, manufacturing and marketing of

products within the following areas:

– Diabetes and Obesity care: diabetes, obesity and

other serious chronic diseases

– Rare disease: rare blood disorders, rare endocrine disorders and

hormone replacement therapy.

Segment performance is evaluated on the basis of operating profit, consistent

with the consolidated financial statements. Financial income and expenses and

income taxes are managed at Group level and are not allocated to business

segments. There are no sales or other transactions between the business

segments. Costs have generally been split between business segments

according to a specific allocation. Certain corporate overhead costs are allocated

between segments based on overall allocation keys. Other operating income and

expenses have been allocated to the two segments based on the same principle.

Accounting policies

Operating segments are reported in a manner consistent with the internal

reporting provided to Executive Management and the Board of Directors. We

consider Executive Management to be the operating decision-making body.

Geographical areas

In 2022, Novo Nordisk operated in two main commercial units:

– International Operations

– EMEA: Europe, the Middle East and Africa.

– China: Mainland China, Hong Kong and Taiwan.

– Rest of World: All other countries except for North America.

– North America Operations (the US and Canada).

In 2022, the US contributed with 10% or more of total net sales. In 2021 and

2020 Mainland China also contributed with 10% or more of total net sales.

The country of domicile is Denmark, which is part of EMEA. Denmark is

immaterial to Novo Nordisk's activities in terms of sales as 99.8% of total sales

are realised outside Denmark. Sales are attributed to geographical areas

according to the location of the customer.

Out of total property, plant and equipment and intangible assets of

DKK 118,087 million (DKK 98,533 million in 2021), DKK 54,492 million is

located in Denmark (DKK 46,705 million in 2021) and DKK 44,744 million is

located in the US (DKK 41,035 million in 2021) where the majority of production

facilities and intangible assets are located. Refer to note 5.7 for an overview of

companies in the Novo Nordisk Group based on geographical areas.

Business segments – Key figures

Diabetes and Obesity care Rare disease Total

DKK million 2022 2021 2020 2022 2021 2020 2022 2021 2020

Total net sales 156,412 121,597 108,020 20,542 19,203 18,926 176,954 140,800 126,946

Cost of goods sold (23,405) (19,363) (17,715) (5,043) (4,295) (3,217) (28,448) (23,658) (20,932)

Sales and distribution costs (42,392) (33,791) (29,903) (3,825) (3,217) (3,025) (46,217) (37,008) (32,928)

Research and development costs (20,157) (15,600) (13,535) (3,890) (2,172) (1,927) (24,047) (17,772) (15,462)

Administrative costs (3,955) (3,504) (3,387) (512) (546) (571) (4,467) (4,050) (3,958)

Other operating income and expenses 892 199 264 142 133 196 1,034 332 460

Segment operating profit 67,395 49,538 43,744 7,414 9,106 10,382 74,809 58,644 54,126

Operating margin 43.1% 40.7% 40.5% 36.1% 47.4% 54.9% 42.3% 41.7% 42.6%

Depreciation, amortisation and

impairment losses expensed (5,701) (4,895) (4,624) (1,661) (1,130) (1,129) (7,362) (6,025) (5,753)

Novo Nordisk Annual Report 2022 61Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Net sales – Business segments and geographical areas

Total International Operations Total North America Operations Total Novo Nordisk

net sales

Total IO EMEA China Rest of World Total NAO Of which the US

DKK million 2022 2021 2020 2022 2021 2020 2022 2021 2020 2022 2021 2020 2022 2021 2020 2022 2021 2020 2022 2021 2020

Diabetes and Obesity care segment:

Rybelsus

3,155 524 36 1,714 289 36 63 — — 1,378 235 — 8,144 4,314 1,837 8,011 4,243 1,826 11,299 4,838 1,873

Ozempic

17,369 8,856 3,634 10,417 6,393 3,112 2,196 303 10 4,756 2,160 512 42,381 24,849 17,577 38,750 23,168 16,650 59,750 33,705 21,211

Victoza

5,672 6,726 7,095 2,724 3,527 4,251 1,478 1,544 1,033 1,470 1,655 1,811 6,650 8,328 11,652 6,406 8,031 11,292 12,322 15,054 18,747

Total GLP-1 26,196 16,106 10,765 14,855 10,209 7,399 3,737 1,847 1,043 7,604 4,050 2,323 57,175 37,491 31,066 53,167 35,442 29,768 83,371 53,597 41,831

Long-acting insulin 11,403 11,074 9,959 7,157 6,729 6,451 1,636 2,080 1,471 2,610 2,265 2,037 5,338 6,990 8,480 4,685 6,412 7,962 16,741 18,064 18,439

– of which Tresiba

6,092 5,486 4,407 3,485 2,979 2,574 1,050 1,095 418 1,557 1,412 1,415 3,261 4,243 4,561 2,723 3,793 4,191 9,353 9,729 8,968

– of which Xultophy

2,400 2,135 1,789 1,716 1,693 1,605 45 3 1 639 439 183 409 522 655 399 512 642 2,809 2,657 2,444

– of which Levemir

2,911 3,453 3,763 1,956 2,057 2,272 541 982 1,052 414 414 439 1,668 2,225 3,264 1,563 2,107 3,129 4,579 5,678 7,027

Premix insulin 10,023 10,512 10,246 2,622 2,879 2,959 4,912 5,224 4,852 2,489 2,409 2,435 539 691 679 517 665 652 10,562 11,203 10,925

– of which Ryzodeg

2,889 1,711 1,291 495 392 321 1,218 283 39 1,176 1,036 931 — — — — — — 2,889 1,711 1,291

– of which NovoMix

7,134 8,801 8,955 2,127 2,487 2,638 3,694 4,941 4,813 1,313 1,373 1,504 539 691 679 517 665 652 7,673 9,492 9,634

Fast-acting insulin 10,826 10,903 10,808 6,456 6,454 6,584 1,942 2,288 2,075 2,428 2,161 2,149 6,637 6,784 7,505 6,247 6,357 7,101 17,463 17,687 18,313

– of which Fiasp

1,354 1,106 832 1,138 965 764 — — — 216 141 68 649 642 553 606 605 519 2,003 1,748 1,385

– of which NovoRapid

9,472 9,797 9,976 5,318 5,489 5,820 1,942 2,288 2,075 2,212 2,020 2,081 5,988 6,142 6,952 5,641 5,752 6,582 15,460 15,939 16,928

Human insulin 6,508 7,453 7,339 1,983 2,152 2,370 1,812 2,692 2,655 2,713 2,609 2,314 1,678 1,599 1,534 1,605 1,515 1,431 8,186 9,052 8,873

Total insulin 38,760 39,942 38,352 18,218 18,214 18,364 10,302 12,284 11,053 10,240 9,444 8,935 14,192 16,064 18,198 13,054 14,949 17,146 52,952 56,006 56,550

Other Diabetes care 2,428 2,644

2,946 717 713 725 1,181 1,432 1,546 530 499 675 797 950 1,085 660 806 943 3,225 3,594 4,031

Total Diabetes care 67,384 58,692 52,063 33,790 29,136 26,488 15,220 15,563 13,642 18,374 13,993 11,933 72,164 54,505 50,349 66,881 51,197 47,857 139,548 113,197 102,412

Wegovy

54 — — 54 — — — — — — — — 6,134 1,386 — 6,134 1,386 — 6,188 1,386 —

Saxenda

5,832 3,117 2,118 3,561 1,809 1,124 133 61 10 2,138 1,247 984 4,844 3,897 3,490 4,368 3,526 3,230 10,676 7,014 5,608

Total Obesity care 5,886 3,117 2,118 3,615 1,809 1,124 133 61 10 2,138 1,247 984 10,978 5,283 3,490 10,502 4,912 3,230 16,864 8,400 5,608

Diabetes and Obesity care total 73,270 61,809 54,181 37,405 30,945 27,612 15,353 15,624 13,652 20,512 15,240 12,917 83,142 59,788 53,839 77,383 56,109 51,087 156,412 121,597 108,020

Rare disease segment:

Rare blood disorders 6,671 5,784 5,708 3,795 3,712 3,579 604 222 361 2,272 1,850 1,768 5,035 4,433 3,954 4,710 4,170 3,675 11,706 10,217 9,662

– of which Haemophilia A 1,769 1,625 1,332 1,137 1,162 983 81 24 16 551 439 333 569 487 381 543 460 358 2,338 2,112 1,713

– of which Haemophilia B 479 400 306 294 268 199 13 4 — 172 128 107 280 237 212 152 102 86 759 637 518

– of which NovoSeven

4,335 3,673 3,996 2,311 2,225 2,352 510 194 345 1,514 1,254 1,299 3,973 3,548 3,207 3,811 3,461 3,089 8,308 7,221 7,203

Rare endocrine disorders 4,904 4,880 4,832 2,232 2,212 2,220 246 167 66 2,426 2,501 2,546 2,234 2,423 2,875 2,205 2,400 2,857 7,138 7,303 7,707

Other Rare disease 1,002 1,064 1,108 804 837 886 6 6 5 192 221 217 696 619 449 358 330 205 1,698 1,683 1,557

Rare disease total 12,577 11,728 11,648 6,831 6,761 6,685 856 395 432 4,890 4,572 4,531 7,965 7,475 7,278 7,273 6,900 6,737 20,542 19,203 18,926

Total sales by geographical area 85,847 73,537 65,829 44,236 37,706 34,297 16,209 16,019 14,084 25,402 19,812 17,448 91,107 67,263 61,117 84,656 63,009 57,824 176,954 140,800 126,946

Total sales growth as reported 16.7% 11.7% 6.9% 17.3% 9.9% 6.5% 1.2% 13.7% 9.7% 28.2% 13.5% 5.7% 35.4% 10.1% 1.1% 34.4% 9.0% 0.6% 25.7% 10.9% 4.0%

Novo Nordisk Annual Report 2022 62Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Accounting policies

Novo Nordisk expenses all research costs. In line with industry practice,

internal and subcontracted development costs are also expensed as they are

incurred, due to significant regulatory uncertainties and other uncertainties

inherent in the development of new products. This means that they do not

qualify for capitalisation as intangible assets until marketing approval by a

regulatory authority is obtained or considered highly probable. Costs for post-

approval activities that are required by authorities as a condition for obtaining

regulatory approval are recognised as research and development costs.

Research and development costs primarily comprise employee costs as

well as internal and external costs related to execution of studies, including

manufacturing costs and facility costs of the research centres. The costs

also comprise amortisation, depreciation and impairment losses related to

intellectual property rights and property, plant and equipment used in the

research and development activities. Amortisations of intellectual property

rights related to marketed products are recognised in cost of goods sold.

The largest individual type of cost included in Other research and

development costs are clinical trial cost.

Certain research and development activities are recognised outside research

and development costs:

– Royalty expenses paid to partners after regulatory approval are expensed

as cost of goods sold

– Royalty income received from partners is recognised as part of other

operating income and expenses

– Contractual research and development obligations to be paid in the future

are disclosed separately as commitments in note 5.2.

2.4 Employee costs2.3 Research and development costs

DKK million 2022 2021 2020

Employee costs (note 2.4) 9,952 7,328 6,269

Amortisation and impairment losses,

intangible assets (note 3.1) 1,364 744 1,025

Depreciation and impairment losses,

property, plant and equipment (note 3.2) 922 736 724

Other research and development costs 11,809 8,964 7,444

Total research and development costs 24,047 17,772 15,462

As percentage of net sales 13.6% 12.6% 12.2%

DKK million 2022 2021 2020

Wages and salaries 34,575 28,939 26,778

Share-based payment costs (note 5.1) 1,539 1,040 823

Pensions – defined contribution plans 2,472 2,022 1,961

Pensions – defined benefit plans 185 139 138

Other social security contributions 2,713 2,203 1,862

Other employee costs 3,105 2,189 2,044

Total employee costs for the year 44,589 36,532 33,606

Employee costs capitalised as intangible

assets and property, plant and equipment (1,451) (1,240) (1,279)

Change in employee costs capitalised

as inventories (70) (56) (60)

Total employee costs

in the income statement 43,068 35,236 32,267

Included in the income statement:

Cost of goods sold 11,766 9,611 8,896

Sales and distribution costs 17,700 15,003 14,146

Research and development costs 9,952 7,328 6,269

Administrative costs 3,517 3,098 2,848

Other operating income and expenses 133 196 108

Total employee costs in the

income statement 43,068 35,236 32,267

Number of employees 2022 2021 2020

Average number of full-time employees 51,046 46,171 43,759

Year-end number of full-time employees 54,393 47,792 44,723

Year-end employees (total) 55,185 48,478 45,323

Novo Nordisk's research and development is mainly focused on:

– insulins, GLP-1s and other therapeutic compounds for diabetes treatment

– GLP-1s, combinations and new modes of action for Obesity care

– blood-clotting factors and new modes of action for treatment of

haemophilia and other rare blood disorders

– human growth hormone and new modes of action for treatment of growth

disorders and other rare endocrine disorders

– new indications with existing assets within NASH, Alzheimer’s and chronic

kidney disease

– Research technology platforms including cell therapy and RNAi for

treatment of NASH, cardiovascular disease, chronic kidney disease and

Parkinson's disease, among others

The research activities mainly utilise biotechnological methods based on

advanced protein chemistry and protein engineering. These methods have

played a key role in the development of the production technology used to

manufacture insulin, GLP-1, recombinant blood-clotting factors and human

growth hormone. Research activities further utilise new technology platforms

including stem cells, gene therapy and RNAi therapies.

Research and development activities are carried out by Novo Nordisk's

research and development centres, mainly in Denmark, the US, the UK and

China. Clinical trials are carried out all over the world. Novo Nordisk also

enters into partnerships and licence agreements.

Novo Nordisk Annual Report 2022 63Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Remuneration to Executive Management and Board of Directors

DKK million 2022 2021 2020

Salary and short-term incentive 141 126 119

Pension 13 12 26

Benefits 9 10 10

Long-term incentive

97 100 52

Severance payments — 29 —

Executive Management in total

260 277 207

Fee to Board of Directors

20 17 17

Total 280 294 224

1. Please refer to note 5.1 for further information.

2. Total remuneration for registered members of Executive Management amounts to

DKK 175 million (DKK 202 million in 2021 and DKK 141 million in 2020).

3. All members of the Board of Directors are registered.

Wages, salaries, social security contributions, annual leave and sick leave,

bonuses and non-monetary benefits are recognised in the year in which

the associated services are rendered by employees of Novo Nordisk. Where

Novo Nordisk provides long-term employee benefits, the costs are accrued

to match the rendering of the services by the employees concerned.

2.5 Other operating income and expenses

Accounting policies

Other operating income and expenses, comprises licence income and

other income of a secondary nature in relation to the main activities of

Novo Nordisk. Licence income from royalties on net sales is recognised as

the underlying customers' sale occurs and from sales milestones once the

contingent sale milestone is achieved in accordance with the terms of the

relevant agreement.

Operating profit from the wholly owned subsidiary NNE A/S, not related

to Novo Nordisk's main activities, is recognised as other operating income

and expenses. Other operating income and expenses, also includes income

from the sale of intellectual property rights as well as costs associated

with secondary income and transaction costs incurred in connection with

acquisition of businesses.

The deviation in foreign subsidiaries' tax rates from the Danish tax rate is

mainly driven by Swiss and US business activities. Other adjustments consist

of tax related to acquisitions and adjustments to prior years.

In 2020, income taxes paid in Denmark and paid outside Denmark were

impacted by transfers of intellectual property rights related to acquisitions.

In 2022, paid taxes related to prior years are impacted by a refund of

overpaid tax from 2021.

Accounting policies

The tax expense for the period comprises current and deferred tax. It also

includes adjustments to previous years and changes in provisions for uncertain

tax positions. Tax is recognised in the income statement except to the extent

that it relates to items recognised in equity or other comprehensive income.

Provisions for ongoing tax disputes are included as part of deferred tax assets,

tax receivables and tax payables.

Deferred income taxes arise from temporary differences between the

accounting and tax values of the individual consolidated companies and

from realisable tax loss carry-forwards. However, deferred tax liabilities are

not recognised if they arise from the initial recognition of goodwill. Deferred

income tax is also not accounted for if it arises from initial recognition of

an asset or liability in a transaction other than a business combination that,

at the time of the transaction, affects neither accounting nor taxable profit

or loss and does not give rise to equal taxable and deductible temporary

differences. The tax value of tax loss carry-forwards is included in deferred

tax assets to the extent that these are expected to be utilised in future

taxable income. The deferred income taxes are measured according to

current tax rules and at the tax rates assumed in the year in which the

assets are expected to be utilised.

In general, the Danish tax rules related to dividends from group companies

provide exemption from tax for most repatriated profits. In some countries

withholding tax will be applied to dividends paid to Denmark. A provision

for withholding tax is only recognised if a concrete distribution of dividends

is planned. The unrecognised potential withholding tax amounts to

DKK 567 million (DKK 444 million in 2021).

The value of future tax deductions in relation to share programmes is

recognised as a deferred tax asset until the shares are paid out to the

employees. Any estimated excess tax deduction compared to the costs

realised in the income statement is charged to equity.

2.6 Income taxes and deferred income taxes

Income taxes expensed

DKK million 2022 2021 2020

Current tax on profit for the year 17,829 13,871 11,557

Deferred tax on profit for the year (3,806) (1,528) 1,105

Tax on profit for the year 14,023 12,343 12,662

Current tax adjustments recognised

for prior years 339 (603) (563)

Deferred tax adjustments recognised

for prior years (825) (417) (1,107)

Income taxes in the income statement 13,537 11,323 10,992

Tax on other comprehensive income

for the year, (income)/expense 889 (1,005) 577

Computation of effective tax rate

DKK million 2022 2021 2020

Statutory corporate income tax rate

in Denmark 22.0% 22.0% 22.0%

Deviation in foreign subsidiaries' tax rates

compared to the Danish tax rate (net) (1.1%) (1.5%) (2.5%)

Non-taxable income less non-tax-

deductible expenses (net) (0.5%) (0.3%) (0.2%)

Other adjustments (net) (0.8%) (1.0%) 1.4%

Effective tax rate 19.6% 19.2% 20.7%

Income taxes paid

DKK million 2022 2021 2020

Income taxes paid in Denmark

for current year 9,181 9,703 4,262

Income taxes paid outside Denmark

for current year 5,647 3,439 4,508

Income taxes paid/(repayments)

relating to prior years (313) 1,296 1,336

Income taxes paid 14,515 14,438 10,106

Novo Nordisk Annual Report 2022 64Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Key accounting estimate regarding deferred income tax assets and

provisions for uncertain tax positions

Management has considered future taxable income and has estimated

the amount of deferred income tax assets that should be recognised. The

estimate is based on an assessment of whether sufficient taxable income

will be available in the future, against which the temporary differences and

unused tax losses can be utilised. The total tax value of unrecognised tax loss

carry-forwards amounts to DKK 456 million in 2022 (DKK 166 million in 2021).

In the course of conducting business globally, tax and transfer pricing

disputes with tax authorities may occur. Management has estimated

the expected outcome of the disputes by using the ‘most probable

outcome’-method to determine the provisions for uncertain tax positions.

Management considers the provisions made to be adequate. However, the

actual obligation may deviate and depends on the result of litigation and

settlements with the relevant tax authorities.

2.7 Earnings per share

Development in deferred income tax assets and liabilities

DKK million

Property,

plant and

equipment

Intangible

assets Inventories

Liabilities Other

Offset

within

countries Total

2022

Net deferred tax asset/(liability) at 1 January (1,980) (7,375) 3,195 6,932 2,629 — 3,401

Income/(charge) to the income statement (413) 674 (465) 3,999 836 4,631

Income/(charge) to other comprehensive income — — (130) (141) (608) (879)

Income/(charge) to equity — — — — 234 234

Additions from acquisitions (5.3) — (1,475) — — 242 (1,233)

Effect of exchange rate adjustment (9) (103) (5) 217 112 212

Net deferred tax asset/(liability) at 31 December (2,402) (8,279) 2,595 11,007 3,445 — 6,366

Classified as follows:

Deferred tax asset at 31 December 579 195 2,627 11,027 4,169 (5,170) 13,427

Deferred tax liability at 31 December (2,981) (8,474) (32) (20) (724) 5,170 (7,061)

2021

Net deferred tax asset/(liability) at 1 January (1,614) (3,600) 2,556 4,617 1,404 — 3,363

Income/(charge) to the income statement (330) 632 387 2,037 (781) 1,945

Income/(charge) to other comprehensive income — 2 251 (41) 793 1,005

Income/(charge) to equity — (2) — — 194 192

Additions from acquisitions (5.3) — (4,456) — — 976 (3,480)

Effect of exchange rate adjustment (36) 49 1 319 43 376

Net deferred tax asset/(liability) at 31 December (1,980) (7,375) 3,195 6,932 2,629 — 3,401

Classified as follows:

Deferred tax asset at 31 December 719 109 3,210 7,223 3,541 (6,130) 8,672

Deferred tax liability at 31 December (2,699) (7,484) (15) (291) (912) 6,130 (5,271)

2022 2021 2020

Net profit 55,525 47,757 42,138

Average number of shares

outstanding

in million

shares 2,265.3 2,296.6 2,333.9

Dilutive effect of average

outstanding share pool

in million

shares 7.0 6.5 6.1

Average number of shares

outstanding, including

dilutive effect of outstanding

share pool

in million

shares 2,272.3 2,303.1 2,340.0

Basic earnings per share DKK 24.51 20.79 18.05

Diluted earnings per share DKK 24.44 20.74 18.01

1. For further information on the development in treasury shares, please refer to

note 4.2

2. For further information on the outstanding share pool, please refer to note 5.1.

Accounting policies

Earnings per share is presented as both basic and diluted earnings per

share. Basic earnings per share is calculated as net profit divided by the

monthly average number of shares outstanding. Diluted earnings per share

is calculated as net profit divided by the sum of monthly average number

of shares outstanding, including the dilutive effect of the outstanding share

pool. Please refer to 'Financial definitions' for a description of calculation of

the dilutive effect.

Novo Nordisk Annual Report 2022 65Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Section 3

Operating assets

and liabilities

DKK million Goodwill

Intellectual

property

rights

Software

and other

intangibles

Total

intangible

assets

2022

Cost at the beginning of the year 4,346 41,802 3,434 49,582

Additions from acquisition of businesses (note 5.3) 524 5,766 492 6,782

Additions during the year — 1,310 1,426 2,736

Disposals during the year — (151) (33) (184)

Effect of exchange rate adjustment 222 1,004 (38) 1,188

Cost at the end of the year 5,092 49,731 5,281 60,104

Amortisation and impairment losses at the beginning of the year — 4,652 1,759 6,411

Amortisation for the year — 1,404 195 1,599

Impairment losses for the year — 760 — 760

Amortisation and impairment losses reversed on disposals during the year — (149) (13) (162)

Effect of exchange rate adjustment — 70 10 80

Amortisation and impairment losses at the end of the year — 6,737 1,951 8,688

Carrying amount at the end of the year 5,092 42,994 3,330 51,416

2021

Cost at the beginning of the year — 22,404 2,936 25,340

Additions from acquisition of businesses (note 5.3) 4,346 18,687 24 23,057

Additions during the year — 583 492 1,075

Disposals during the year — — (45) (45)

Effect of exchange rate adjustment — 128 27 155

Cost at the end of the year 4,346 41,802 3,434 49,582

Amortisation and impairment losses at the beginning of the year — 3,135 1,548 4,683

Amortisation for the year — 866 200 1,066

Impairment losses for the year — 573 — 573

Amortisation and impairment losses reversed on disposals during the year — — (1) (1)

Effect of exchange rate adjustment — 78 12 90

Amortisation and impairment losses at the end of the year — 4,652 1,759 6,411

Carrying amount at the end of the year 4,346 37,150 1,675 43,171

3.1 Intangible assets

Amortisation and impairment losses

DKK million 2022 2021 2020

Cost of goods sold 846 844 369

Sales and distribution costs 34 39 40

Research and development costs 1,364 744 1,025

Administrative costs 19 11 10

Other operating income and

expenses 96 1 2

Total amortisation and

impairment loss 2,359 1,639 1,446

Total amortisation 1,599 1,066 1,096

Total impairment losses 760 573 350

2022 additions

Additions from acquisition of businesses relates to Novo Nordisk’s acquisition

of Forma Therapeutics Holdings, Inc., which primarily includes the lead

candidate Etavopivat, which is recognised within intellectual property rights

and goodwill; please refer to note 5.3.

Of the total addition of intangible assets in 2022 DKK 544 million is related to

software projects and internally generated intangible assets (DKK 492 million

in 2021).

Novo Nordisk Annual Report 2022 66Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

2021 additions

Additions from acquisition of businesses relates to Novo Nordisk’s acquisition

of Dicerna Pharmaceuticals, Inc., which primarily includes the RNAi research

technology platform and pipeline assets, which are recognised within

intellectual property rights and goodwill; please refer to note 5.3.

In 2021, Novo Nordisk acquired Prothena’s wholly-owned subsidiary Neotope

Neuroscience Ltd. and thereby gained full worldwide rights to the intellectual

property rights of Prothena’s ATTR amyloidosis business and pipeline cover.

The acquisition included the clinical stage antibody PRX004. PRX004 is an

antibody that uses a depleter mechanism that has the potential to improve

heart failure symptoms and reverse the disease progression within the

ATTR-CM diseases. The transaction has been accounted for as an asset

acquisition recognised in intellectual property rights, all related to PRX004.

Impairment test

Intangible assets other than goodwill

In 2022, an impairment loss of DKK 760 million (DKK 573 million in 2021)

was recognised, all related to intellectual property rights. DKK 250 million

(DKK 436 million in 2021) of the impairment was related to the Diabetes and

Obesity care segment and DKK 510 million (DKK 137 million in 2021) was

related to Rare disease. The entire impairment loss in 2022 was recognised

in research and development costs (DKK 573 million in research and

development costs in 2021). The impairment was a result of Management’s

review of expectations related to intellectual property rights not yet in use.

No impairment related to marketable products was identified in 2022 or in 2021.

Goodwill

As of 31 December 2022, goodwill is allocated to the segments Diabetes and

Obesity care (DKK 4,154 million) and Rare diseases (DKK 938 million). At 31

December 2021, goodwill from the acquisition of Dicerna Pharmaceuticals,

Inc was unallocated as the purchase price allocation for the acquisition

was provisional. As of 31 December 2022, goodwill from the acquisition of

Forma Therapeutics Holdings, Inc. is allocated to Rare disease based on

a provisional purchase price allocation. No impairment of goodwill was

recognised in 2022 or 2021 as the annual impairment test showed that the

estimated recoverable amount in the forecast period exceeded the carrying

amount of the cash-generating units to which goodwill was allocated.

Goodwill is monitored for impairment at the operating segment level, which

is the lowest level CGU to which consolidated goodwill is allocated and

monitored by Management. CGUs are therefore defined as Novo Nordisk's

business segments, Diabetes and Obesity care and Rare disease. Fair value

less costs of disposal is estimated using an income-approach and is based

on discounted cash flow projections. The applied post-tax discount rates

for Diabetes and Obesity care and Rare diseases are 7.0% (Pre-tax discount

rate of 8.3%). Cash flow projections are based on budgets approved by

management. The forecast period for Diabetes and Obesity care, and Rare

diseases is 9 years. The discounted cash flows from the forecast period

significantly exceeds the carrying amount of goodwill.

The key assumptions and sensitivities are Novo Nordisk’s volume market

share, growth rates, pricing, development of new markets and the success

rate for introducing new products and treatments. Sensitivities are affected

by external factors such as market- and generic competition, and price

regulation.

The value assigned to key assumptions reflects past experience adjusted for

market specific risks or expected changes. Fair value is determined using

largely unobservable inputs.

Other intangible assets disclosures

Intangible assets with an indefinite useful life and intangible assets not yet

available for use amount to DKK 28,013 million (DKK 22,690 million in 2021),

primarily intellectual property rights and goodwill.

Intellectual property rights include DKK 5,546 million provisionally allocated

to Etavopivat (please refer to note 5.3), DKK 4,648 million related to

Ziltivekimab (DKK 4,612 million in 2021) and DKK 3,704 million related to

Nedosiran (DKK 3,854 million in 2021), all of which are intangible assets

under development.

In addition, intellectual property rights contain DKK 6,584 million related to

Rybelsus (DKK 7,150 million in 2021), which has a remaining useful life of 12

years (13 years in 2021); and DKK 10,251 million (DKK 10,135 million in 2021)

related to the RNAi technology platform, with a remaining useful life of 22

years (23 years in 2021).

Accounting policies

Research and development projects

Internal and subcontracted research costs are fully charged to the

consolidated income statement in the period in which they are incurred.

Consistent with industry practice, development costs are also expensed until

regulatory approval is obtained or is probable; please refer to note 2.3.

Payments to third parties under collaboration and licence agreements

are assessed for the substance of their nature. Payments which represent

subcontracted research and development work are expensed as the services

are received. Payments which represent rights to the transfer of intellectual

property, developed at risk by the third party, are capitalised.

For acquired research and development projects, and intellectual property

rights, the likelihood of obtaining future commercial sales is reflected in

the cost of the asset, and thus the probability recognition criteria is always

considered to be satisfied. As the cost of acquired research and development

projects can often be measured reliably, these projects fulfil the capitalisation

criteria as intangible assets on acquisition. Subsequent milestone payments

payable on achievement of a contingent event (e.g. commencement of phase

3 trials) are accrued and capitalised into the cost of the intangible asset

when the achievement of the event is probable. Development costs incurred

subsequent to acquisition are treated consistently with internal project

development costs.

Recognition and measurement

Intangible assets are initially measured at cost, and are subsequently

measured at cost less any accumulated amortisation and any impairment loss.

Goodwill and intangible assets with an indefinite useful life and intangible

assets not yet available for use are not subject to amortisation. They are

tested annually for impairment, irrespective of whether there is any indication

that they may be impaired. Impairment tests are based on Management’s

projections and anticipated net present value of estimated future cash flows

from marketable products. Goodwill is allocated to operating segments based

on expected future cash flow from products utilizing the synergies and know-

how acquired.

For intellectual property rights acquired for research and development

projects, upfront fees and acquisition costs are capitalised as the historical

cost. Subsequent milestone payments payable on achievement of a

contingent event will be capitalised when the contingent event is probable

of being achieved. Intangible assets acquired in a business combination are

recognised at fair value at the acquisition date.

Amortisation is based on the straight-line method over the estimated useful

life. This corresponds to the legal duration or the economic useful life

depending on which is shorter, and not exceeding 25 years in either case.

The amortisation of intellectual property rights commences after regulatory

approval has been obtained or when assets are put in use.

Amortisation of software is based on the straight-line method over the

estimated useful life of 3-15 years. The amortisation commences when

the asset is in the location and condition necessary for it to be capable of

operating in the manner intended by Management.

Novo Nordisk Annual Report 2022 67Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Impairment test

Goodwill and intangible assets with an indefinite useful life and intangible

assets not yet available for use are tested for impairment when indicators

of impairment exist. They are tested annually, irrespective of whether there

is any indication that they may be impaired. Impairment tests are based on

Management’s projections and anticipated net present value of estimated

future cash flows from marketable products.

Assets that are subject to amortisation are reviewed for impairment

whenever events or changes in circumstances indicate that the carrying

amount may not be recoverable. Factors considered material that could

trigger an impairment test include the following:

– Development of a competing drug

– Realised sales trending below predicted sales

– Changes or anticipated changes in participation rates or

reimbursement policies

– Inconsistent or unfavourable clinical readouts

– Changes in the legal framework covering patents, rights and licences

– Advances in medicine and/or technology that affect the medical treatments

– Adverse impact on reputation and/or brand names

– Changes in the economic lives of similar assets

– Relationship to other intangible assets or property, plant and equipment.

If the carrying amount of intangible assets exceeds the recoverable amount

based on the existence of one or more of the above indicators of an

impairment, any impairment is measured based on discounted projected

cash flows. Impairments on intangible assets, other than goodwill, are

reviewed at each reporting date for possible reversal.

Key accounting estimates and judgements on intangible assets

Impairment tests are based on management’s projections and anticipated

net present value of estimated future cash flows from marketable products.

When collaboration agreements contain elements of acquisition of intangible

assets and research and development activities to be performed by the

counterpart, management estimates the allocation of payments that should

be deferred to the acquisition of intangible assets and prepaid research and

development activities respectively.

3.2 Property, plant and equipment

DKK million

Land and

buildings

Plant and

machinery

Other

equipment

Assets

under

construction

Property,

plant and

equipment

2022

Cost at the beginning of the year 41,076 35,944 7,776 11,091 95,887

Additions from acquisition of businesses (note 5.3) 297 2 14 — 313

Additions during the year 706 143 645 13,160 14,654

Disposals during the year (205) (123) (621) (33) (982)

Transfer and reclassifications 1,000 1,152 329 (2,481) —

Effect of exchange rate adjustment 529 430 (29) 624 1,554

Cost at the end of the year 43,403 37,548 8,114 22,361 111,426

Depreciation and impairment losses at the beginning of the year 14,669 21,138 4,718 — 40,525

Depreciation for the year 2,245 1,793 916 — 4,954

Impairment losses for the year 3 10 3 33 49

Depreciation and impairment losses reversed on disposals during the year (188) (123) (615) (33) (959)

Effect of exchange rate adjustment 52 117 17 — 186

Depreciation and impairment losses at the end of the year 16,781 22,935 5,039 — 44,755

Carrying amount at the end of the year 26,622 14,613 3,075 22,361 66,671

2021

Cost at the beginning of the year 37,509 31,503 6,876 10,798 86,686

Additions from acquisition of businesses (note 5.3) 522 — 57 3 582

Additions during the year 827 890 516 4,858 7,091

Disposals during the year (359) (148) (305) (41) (853)

Transfer and reclassifications 1,529 3,078 468 (5,075) —

Effect of exchange rate adjustment 1,048 621 164 548 2,381

Cost at the end of the year 41,076 35,944 7,776 11,091 95,887

Depreciation and impairment losses at the beginning of the year 12,936 19,444 4,037 — 36,417

Depreciation for the year 1,892 1,529 824 — 4,245

Impairment losses for the year 14 32 54 41 141

Depreciation and impairment losses reversed on disposals during the year (365) (140) (305) (41) (851)

Effect of exchange rate adjustment 192 273 108 — 573

Depreciation and impairment losses at the end of the year 14,669 21,138 4,718 — 40,525

Carrying amount at the end of the year 26,407 14,806 3,058 11,091 55,362

Novo Nordisk Annual Report 2022 68Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Depreciation and impairment losses

DKK million 2022 2021 2020

Cost of goods sold 3,229 2,836 2,729

Sales and distribution costs 424 409 403

Research and development costs 922 736 724

Administrative costs 408 386 433

Other operating income

and expenses 20 19 18

Total depreciation and

impairment losses 5,003 4,386 4,307

Of which related to leased assets 1,052 899 964

Capital expenditure in the reporting period was primarily related to

investments in facility upgrades and new production facilities for active

pharmaceutical ingredients (API) for diabetes products, mainly the new

facilities in Kalundborg. The investments will establish additional capacity

across the entire global value chain from manufacturing of API to assembly

and packaging, with the vast majority being invested in API capacity. These

expansions will provide capacity for the production of Novo Nordisk’s current

and future oral and injectable products.

Accounting policies

Property, plant and equipment is measured at historical cost less accumulated

depreciations and any impairment loss. The cost of self-constructed assets

includes costs directly attributable to the construction of the assets. Any

subsequent cost is included in the asset’s carrying amount or recognised

as a separate asset only when it is probable that future economic benefits

associated with the item will flow to Novo Nordisk, and the cost of the item

can be measured reliably. Depreciation is based on the straight-line method

over the estimated useful lives of the assets (buildings: 12-50 years, plant

and machinery: 5-25 years and other equipment: 3-10 years. Land is not

depreciated).

The depreciation commences when the asset is available for use, i.e. when

it is in the location and condition necessary for it to be capable of operating

in the manner intended by Management. The assets’ residual values and

useful lives are reviewed and adjusted, if appropriate, at the end of each

reporting period. If an asset’s carrying amount is higher than its estimated

recoverable amount, it is written down to the recoverable amount. Plant

and equipment with no alternative use developed as part of a research and

development project are expensed. However, plant and equipment with

an alternative use or used for general research and development purposes

are capitalised and depreciated over the estimated useful life as research and

development costs.

For contracts which are, or contain, a lease, the Group recognises a right-of-

use asset and a lease liability. The right-of-use asset is initially measured at

cost, being the initial amount of the lease liability. The right-of-use asset is

subsequently depreciated using the straight-line method over the lease term.

The right-of-use asset is periodically adjusted for certain remeasurements of

the lease liability and reduced by any impairment losses.

The lease term determined by the Group is the non-cancellable period of a

lease, together with extension/termination option if these are reasonably

certain to be exercised. For contracts with a rolling term (evergreen leases),

the Group estimates the leasing period to be equal to the termination

period if no probable scenario exists for estimating the leasing period. If

the lease liability is remeasured due to a change in future lease payments a

corresponding adjustment is made to the right-of-use asset, or in the income

statement when the right-of-use asset has been fully depreciated. For a

description of accounting policies for lease liabilities, please refer to note 4.9.

3.3 Inventories

Leased property, plant and equipment

DKK million 2022 2021

Land and buildings 3,544 3,340

Other equipment 587 499

Total 4,131 3,839

DKK million 2022 2021

Raw materials 6,392 4,310

Work in progress 13,673 12,285

Finished goods 6,038 5,282

Total inventories (gross) 26,103 21,877

Write-downs at year-end (1,715) (2,256)

Total inventories (net) 24,388 19,621

Indirect production costs included in work in

progress and finished goods 10,640 8,929

Share of total inventories (net) 44% 46%

Movements in inventory write-downs:

Write-downs at the beginning of the year 2,256 2,153

Write-downs during the year 1,110 883

Utilisation of write-downs (1,482) (661)

Reversal of write-downs (169) (119)

Write-downs at the end of the year 1,715 2,256

All write-downs in both 2022 and 2021 relate to fully impaired inventory.

Accounting policies

Inventories are stated at cost or net realisable value, whichever is lower.

Cost is determined using the first-in, first-out method. Cost comprises direct

production costs such as raw materials, consumables and labour. Production

costs for work in progress and finished goods include indirect production

costs such as employee costs, depreciation, maintenance, etc. If the expected

sales price less completion costs to execute sales (net realisable value) is

lower than the carrying amount, a write-down is recognised for the amount

by which the carrying amount exceeds its net realisable value.

Inventory manufactured prior to regulatory approval (prelaunch inventory)

is capitalised but immediately written down, until there is a high probability

of regulatory approval for the product. The cost is recognised in the income

statement as research and development costs. Once there is a high probability

of regulatory approval being obtained, the write-down is reversed, up to no

more than the original cost.

Novo Nordisk mainly leases office buildings, warehouses, laboratories

and vehicles. The right-of-use asset is presented in property, plant and

equipment and the lease liability in borrowings. In 2022, the total amount

recognised in the income statement related to leases was DKK 1,491 million

(DKK 1,303 million in 2021). The total cash outflow for leases amounted

to DKK 1,438 million (DKK 1,275 million in 2021). As of 31 December 2022,

the lease liability excludes potential lease payments of DKK 3,723 million

(undiscounted) related to optional lease term extension rights on properties

that were not considered reasonably certain to be exercised (DKK 2,209 million

in 2021). Please refer to note 4.5 for a maturity analysis of lease payments.

Novo Nordisk Annual Report 2022 69Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

3.4 Trade receivables

Accounting policies

Trade receivables are initially recognised at transaction price and

subsequently measured at amortised cost using the effective interest

method, less allowance for doubtful trade receivables. The split of trade

receivables and allowance for trade receivables is based on the location of

the customer.

Before being sold, trade receivables in factoring portfolios are measured

at fair value with changes recognised in other comprehensive income. The

allowance for doubtful receivables is deducted from the carrying amount of

trade receivables, and the amount of the loss is recognised in the income

statement under sales and distribution costs. Subsequent recoveries of

amounts previously written off are credited against sales and distribution

costs.

Management makes allowance for doubtful trade receivables based on the

simplified approach to provide for expected credit losses, which permits

the use of the lifetime expected loss provision for all trade receivables. The

allowance is an estimate based on shared credit risk characteristics and the

days past due. Generally, invoices are due for payment within 90 days from

shipment of goods. Loss allowance is calculated using an ageing factor,

geographical risk and specific customer knowledge. The allowance is based

on a provision matrix on days past due and a forward looking element

relating mainly to incorporation of Dun & Bradstreet country risk ratings and

an individual assessment. Please refer to note 4.3 for a general description of

credit risk.

DKK million

Gross

carrying

amount

Loss

allowance

Net

carrying

amount

2022

Not yet due 50,649 (920) 49,729

1-90 days 729 (113) 616

91-180 days 194 (77) 117

181-270 days 149 (51) 98

271-360 days 57 (57) —

More than 360 days past due 302 (302) —

Trade receivables 52,080 (1,520) 50,560

EMEA 9,486 (859) 8,627

China 1,138 — 1,138

Rest of World 5,297 (632) 4,665

North America Operations 36,159 (29) 36,130

Trade receivables 52,080 (1,520) 50,560

2021

Not yet due 40,274 (844) 39,430

1-90 days 1,132 (93) 1,039

91-180 days 212 (74) 138

181-270 days 87 (51) 36

271-360 days 63 (63) —

More than 360 days past due 305 (305) —

Trade receivables 42,073 (1,430) 40,643

EMEA 7,827 (852) 6,975

China 2,564 — 2,564

Rest of World 4,227 (558) 3,669

North America Operations 27,455 (20) 27,435

Trade receivables 42,073 (1,430) 40,643

Novo Nordisk’s customer base is comprised of government agencies,

wholesalers, retail pharmacies and other customers.

Novo Nordisk closely monitors the current economic conditions of countries

impacted by currency fluctuations, high inflation and an unstable political

climate. These indicators as well as payment history are taken into account

in the valuation of trade receivables. The country risk ratings in 2022 have

overall remained unchanged from 2021.

No loss allowance has been recognised on trade receivables in factoring

portfolios in 2022 and 2021. Please refer to note 4.3 for more info on the

trade receivable programmes.

Movements in allowance for doubtful trade receivables

DKK million 2022 2021

Carrying amount at the beginning of the year 1,430 1,380

Reversal of allowance on realised losses (15) (62)

Net movement recognised in income statement 212 102

Effect of exchange rate adjustment (107) 10

Allowance at the end of the year 1,520 1,430

Novo Nordisk Annual Report 2022 70Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

3.5 Provisions and contingent liabilities

DKK million

Provisions

for sales

rebates

Provisions

for legal

disputes

Provisions

for product

returns

Other

provi-

sions

2022

Total

2021

Total

At the beginning of the year 50,822 2,157 858 2,057 55,894 39,340

Additional provisions, including increases to existing provisions 206,354 437 591 333 207,715 157,164

Amount used during the year (189,580) (103) (437) (158) (190,278) (142,691)

Adjustments, including unused amounts reversed during the year (1,141) (245) 10 (292) (1,668) (970)

Effect of exchange rate adjustment 3,044 130 8 32 3,214 3,051

At the end of the year 69,499 2,376 1,030 1,972 74,877 55,894

Non-current liabilities

322 2,028 412 1,828 4,590 4,374

Current liabilities 69,177 348 618 144 70,287 51,520

1. Provisions for sales rebates are related to US Managed Care, Medicare, Medicaid, 340B drug pricing program and other types of US rebates, as well as rebates in a number

of European countries and Canada.

2. Other provisions consists of various types of provisions, including obligations in relation to employee benefits such as jubilee benefits, company-owned life insurance, etc.

3. For non-current liabilities, provisions for sales rebates are expected to be settled after one year, provisions for product returns will be utilised in 2023 and 2024. In the case

of provisions for legal disputes, the timing of settlement cannot be determined.

Mosaic Health Inc. and Central Virginia Health Services, Inc. (both 340B

covered entities) filed a putative class action lawsuit in NY Federal Court

against Novo Nordisk US, Eli Lilly, Sanofi and AstraZeneca alleging a

conspiracy among the manufacturers to artificially fix prices of diabetes

medications through changes to their policies relating to the distribution

of 340B drugs through contract pharmacy arrangements. The lawsuit was

subsequently dismissed by the Court on 2 September 2022, and the plaintiffs

have sought leave to file an amended complaint. Novo Nordisk does not

expect this matter to have a material impact on Novo Nordisk’s financial

position, operating profit or cash flow.

Novo Nordisk is currently defending fourteen lawsuits, including three

putative class actions, relating to the pricing of diabetes medicines. Four

of these cases are pending in New Jersey federal court; four are pending

in federal courts in Mississippi, Arkansas, Montana and New York and the

remaining six are pending in state courts in Kansas, Illinois, Kentucky,

California, Missouri and Puerto Rico. All pending matters also name as

defendants Eli Lilly and Company and Sanofi, while certain matters also

name Pharmacy Benefit Managers (PBMs) and related entities. Plaintiffs

generally allege that the manufacturers and PBMs colluded to artificially

inflate list prices paid by consumers for diabetes products, while offering

reduced prices to PBMs through rebates used to secure formulary access.

Novo Nordisk does not expect the lawsuits to have a material impact on

Novo Nordisk’s financial position, operating profit or cash flow.

In 2016, Novo Nordisk US received a Civil Investigative Demand from the US

Department of Justice (“DOJ CID”) relating to potential off-label marketing of

NovoSeven

(including high dose and for prophylactic use) and interactions

with physicians and patients. The DOJ investigation was likely prompted by

a lawsuit filed in 2015 by a former Novo Nordisk US employee (the “Relator”)

in the Western District of Oklahoma. Relator alleges Novo Nordisk US caused

the submission of false claims to Medicare, Medicaid, Federal Employees

Health Benefits Program and private insurers in California as a result of

the same conduct that was the subject of the DOJ CID. In 2019, the DOJ

and 28 state AGs declined to intervene in the Relator’s lawsuit. The State

of Washington chose to intervene, and a consolidated complaint was filed

and unsealed by the court on 28 May 2020. Novo Nordisk moved to dismiss

the complaint, which resulted in certain claims being dismissed and certain

claims remaining at this stage of the case. This matter is in the early stages

of discovery and Novo Nordisk does not expect the lawsuit to have a material

impact on Novo Nordisk’s financial position, operating profit or cash flow.

Pending claims against Novo Nordisk and Investigations involving NovoNordisk

Novo Nordisk US has received Civil Investigative Demands (CIDs) or subpoenas

from several US authorities including Attorneys General from the states

of Washington, New Mexico, New York, Colorado, Vermont, Illinois, Texas,

Ohio and the US Federal Trade Commission that call for the production of

documents and information relating to, among other things, the company’s

trade practices relating to its insulin and GLP-1 products. Novo Nordisk

is cooperating with the relevant government authorities in each of these

investigative matters and does not expect these matters to have a material

impact on Novo Nordisk’s financial position, operating profit or cash flow.

In December 2021, Novo Nordisk US received a CID from the United States

Department of Justice relating to the company’s financial relationships with

healthcare professional and prescriptions for Ozempic

and Rybelsus

during

the period of 1 January 2016 to present. Novo Nordisk is cooperating with

Department of Justice in this investigation and does not expect this matter to

have a material impact on Novo Nordisk’s financial position, operating profit

or cash flow.

Novo Nordisk is one of several pharmaceutical companies that received

requests for information involving pricing practices for its diabetes products

from several committees of the Unites States House of Representatives

and/or United States Senate. Novo Nordisk has responded to the various

committees in response to their requests. Novo Nordisk does not expect

the inquiries to have a material impact on Novo Nordisk’s financial position,

operating profit or cash flow.

Contingent liabilities

Novo Nordisk is currently involved in pending litigations, claims and

investigations arising out of the normal conduct of its business. While

provisions that Management deems to be reasonable and appropriate have

been made for probable losses, there are inherent uncertainties connected

with these estimates.

Pending litigation against Novo Nordisk

In January 2021, Novo Nordisk made changes to its policy in the US related

to facilitating delivery of its discounted medicines to commercial pharmacies

that contract with covered entities participating in the 340B Drug Pricing

Program. Novo Nordisk is currently engaged in litigation against the

government seeking a declaration that its 340B policy is consistent with

relevant US laws. On 30 January 2023, the U.S. Court of Appeals for the Third

Circuit issued a ruling holding that Novo Nordisk’s drug distribution policy

meets the requirements of the 340B statute. This ruling, as well as other

expected rulings in related matters pending before the U.S. Courts of Appeals

for the Seventh and DC Circuits, may be subject to further discretionary

appellate review before the US Supreme Court. Depending on the outcome

of any subsequent appeals in this and related matters, there may be a

material impact on Novo Nordisk’s financial position, net sales and cash flow.

Novo Nordisk Annual Report 2022 71Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Other contingent liabilities

In addition to the above, the Novo Nordisk Group is engaged in certain

litigation proceedings and various ongoing audits and investigations. In

the opinion of Management, neither settlement nor continuation of such

proceedings, nor such pending audits and investigations, are expected to

have a material effect on Novo Nordisk’s financial position, operating profit

or cash flow.

Accounting policies

Provisions for sales rebates and discounts granted to government agencies,

wholesalers, retail pharmacies, Managed Care and other customers are

recorded at the time the related revenues are recorded or when the incentives

are offered. Provisions are calculated based on Management's interpretation

of applicable laws and regulations, historical experience and the specific terms

in the individual agreements. Unsettled rebates are recognised as provisions

when the timing or amount is uncertain. Where absolute amounts are known,

the rebates are recognised as other liabilities. Please refer to note 2.1 for

further information on sales rebates and provisions.

Provisions for legal disputes are recognised where a legal or constructive

obligation has been incurred as a result of past events and it is probable

that there will be an outflow of resources that can be reliably estimated. In

this case, Novo Nordisk arrives at an estimate based on an evaluation of the

most likely outcome. Disputes for which no reliable estimate can be made

are disclosed as contingent liabilities.

Provisions are measured at the present value of the anticipated expenditure

for settlement. This is calculated using a pre-tax discount rate that reflects

current market assessments of the time value of money and the risks specific

to the obligation. The increase in the provision for interest is recognised as a

financial expense.

Novo Nordisk issues credit notes for expired goods as a part of normal

business. Where there is historical experience or a reasonably accurate

estimate of expected future returns can otherwise be made, a provision for

estimated product returns is recorded. The provision is measured at gross

sales value.

Key accounting estimates regarding ongoing legal disputes,

litigation and investigations

Provisions for legal disputes consist of various types of provisions linked to

ongoing legal disputes. Management makes estimates regarding provisions

and contingencies, including the probability of pending and potential

future litigation outcomes. These are by nature dependent on inherently

uncertain future events. When determining likely outcomes of litigation,

etc., Management considers the input of external counsel on each case, as

well as known outcomes in case law. Although Management believes that

the total provisions for legal proceedings are adequate based on currently

available information, there can be no assurance that there will not be any

changes in facts or matters, or that any future lawsuits, claims, proceedings

or investigations will not be material.

Novo Nordisk Annual Report 2022 72Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Section 4

Capital structure and

financial items

4.2 Share capital, Treasury shares and Other reserves

The purchase of treasury shares during the year relates to the remaining

part of the 2021 share repurchase programme, totalling DKK 1.6 billion and

the DKK 24 billion Novo Nordisk B share repurchase programme for 2022, of

which DKK 1.5 billion was outstanding at year-end. The programme ended on

30 January 2023.

4.1 Distribution to shareholders

DKK million 2022 2021 2020

Interim dividend for the year 9,613 8,021 7,570

Dividend for prior year 15,690 13,496 12,551

Share repurchases for the year 24,086 19,447 16,855

Total 49,389 40,964 36,976

Development in number of shares

Million shares A shares B shares Total

Shares beginning of 2021 537 1,813 2,350

Shares cancelled in 2021 — (40) (40)

Outstanding shares end of 2021 537 1,773 2,310

Shares cancelled in 2022 — (30) (30)

Outstanding shares end of 2022 537 1,743 2,280

Treasury shares 2022 2021

Market

value,

DKK million

Number of

B shares

(million)

Number of

B shares

(million)

Holding at the beginning

of the year 22,858 31.1 37.5

Cancellation of treasury shares (22,050) (30.0) (40.0)

Released allocated shares to

employees (1,350) (1.8) (1.1)

Purchase during the year 24,086 30.8 34.7

Value adjustment 4,698 — —

Holding at the end of the year 28,242 30.1 31.1

At the end of 2022, the holding of treasury shares amounted to 1.3% of the

total outstanding shares (1.3% of the outstanding shares in 2021). Treasury

shares are primarily acquired to reduce the company's share capital. In

addition, a limited part is used to finance Novo Nordisk's long-term share-based

incentive programme and restricted stock units to employees. Treasury shares

are deducted from the share capital on cancellation at their nominal value of

DKK 0.2 per share. Differences between this amount and the amount paid to

acquire or received for disposing of treasury shares are deducted directly in

retained earnings.

Specification of Other reserves

DKK million

Exchange

rate ad-

justments

Cash flow

hedges

Tax and

other

items Total

2020

Reserve at the

beginning of the year (839) (329) 474 (694)

Other comprehensive

income, net (1,689) 1,713 (567) (543)

Transferred to

intangible assets — 418 (92) 326

Reserve at the end

of the year (2,528) 1,802 (185) (911)

2021

Other comprehensive

income, net 1,624 (3,557) 1,117 (816)

Transferred to

intangible assets — 15 (2) 13

Reserve at the end

of the year (904) (1,740) 930 (1,714)

2022

Other comprehensive

income, net 2,289 2,766 (892) 4,163

Reserve at the end

of the year 1,385 1,026 38 2,449

Each A share of DKK 0.2 per share carries 200 votes and each B share of

DKK 0.2 per share carries 20 votes. At the end of 2022, the share capital

amounted to DKK 107 million in A share capital (DKK 107 million in 2021 and

2020) and DKK 349 million in B share capital (DKK 355 million in 2021 and

DKK 363 million in 2020).

Novo Nordisk's guiding principle is that any excess capital after the funding

of organic growth opportunities and potential acquisitions should be

returned to investors.

The net cash distribution to shareholders in the form of dividends and share

repurchases amounts to DKK 49,389 million, compared with a free cash flow

of DKK 57,362 million.

The total dividend for 2022 amounts to DKK 27,950 million (DKK 12.40 per

share). The 2022 final dividend of DKK 18,337 million (DKK 8.15 per share) is

expected to be distributed pending approval at the Annual General Meeting.

The interim dividend of DKK 9,613 million (DKK 4.25 per share) was paid in

August 2022. The total dividend for 2021 was DKK 23,711 million (DKK 10.40

per share), of which the final dividend of DKK 15,690 million (DKK 6.90 per

share) was paid in March 2022. No dividend is declared on treasury shares.

Novo Nordisk's dividend pay-outs are complemented by share repurchase

programmes.

According to Danish corporate law, reserves available for distribution as

dividends are based on the financial statements of the parent company, Novo

Nordisk A/S. Dividends are paid from distributable reserves. As of 31 December

2022, distributable reserves total DKK 63,136 million (DKK 51,114 million in

2021), corresponding to the parent company's retained earnings and reserve

for cash flow hedges and exchange rate adjustments.

Novo Nordisk Annual Report 2022 73Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

4.3 Financial risks

Management has assessed the following key financial risks:

Type Financial risk

Foreign exchange risk High

Credit risk Low

Interest rate risk Low

Liquidity risk Low

Novo Nordisk has a centralised management of the Group's financial risks.

The overall objectives and policies for the company's financial risk management

are outlined in the internal Treasury Policy, which is approved by the Board

of Directors. The Treasury Policy consists of the Foreign Exchange Policy, the

Investment Policy, the Financing Policy and the Policy regarding Credit Risk on

Financial Counterparts, and includes a description of permitted use of financial

instruments and risk limits.

Novo Nordisk only hedges commercial exposures and consequently does

not enter into derivative transactions for trading or speculative purposes.

Novo Nordisk uses a fully integrated treasury management system to

manage all financial positions, and all positions are marked-to-market.

Foreign exchange risk

Foreign exchange risk is the most important financial risk for Novo Nordisk

and can have a significant impact on the income statement, statement of

comprehensive income, balance sheet and cash flow statement. The majority

of Novo Nordisk's sales are in USD, EUR, CNY, JPY, CAD and GBP. The foreign

exchange risk is most significant in USD, CNY and CAD, while the EUR exchange

rate risk is regarded as low because of Denmark's fixed exchange rate policy

towards EUR.

The overall objective of foreign exchange risk management is to reduce the

short-term negative impact of exchange rate fluctuations on earnings and

cash flow, thereby contributing to the predictability of the financial results.

Novo Nordisk hedges existing assets and liabilities in key currencies as well

as future expected cash flows up to a maximum of 24 months forward.

Hedge accounting is applied to match the impact of the hedged item and

the hedging instrument in the consolidated income statement. The currency

hedging strategy balances risk reduction and cost of hedging by use of

foreign exchange forwards and foreign exchange options matching the due

dates of the hedged items. Expected cash flows are continually assessed

using historical inflows, budgets and monthly sales forecasts.

Hedge effectiveness is assessed on a regular basis. Management has chosen

to classify the result of hedging activities as part of financial items.

Key currencies

USD CNY JPY CAD GBP

Average exchange rate applied (DKK per 100)

2022 708 105 5.40 543 873

2021 629 97 5.73 502 865

2020 654 95 6.13 488 839

Year-end exchange rate applied (DKK per 100)

2022 697 101 5.29 515 838

2021 657 103 5.70 517 885

2020 606 93 5.88 474 824

Sensitivity on operating profit of an immediate 5% decrease

in key currencies

DKK million USD CNY JPY CAD GBP

2023 (3,180) (500) (240) (320) (160)

2022 (2,350) (360) (230) (200) (120)

1. An immediate 5% increase would have the opposite impact of the above.

Financial contracts coverage at year end

Months USD CNY

JPY CAD GBP

2022 12 0 12 9 11

2021 12 0 12 9 11

3. Chinese yuan traded offshore (CNH) is used to hedge Novo Nordisk's CNY currency

exposure.

Sensitivity of an immediate 5% decrease in currency rates on

31 December versus DKK and EUR

DKK million 2022 2021

Sensitivity of all currencies

Income statement (37) (113)

Other comprehensive income 3,431 2,677

Total 3,394 2,564

Hereof sensitivity of USD

Income statement 150 87

Other comprehensive income 2,923 2,218

Total 3,073 2,305

2. An immediate 5% increase would have the opposite impact of the above.

The foreign exchange sensitivity analysis comprises effects from the Group's

cash, trade receivables and trade payables, current loans, current and non-

current financial investments, lease liabilities and foreign exchange forwards.

Anticipated currency transactions, investments in foreign subsidiaries and

non-current assets are not included.

The table above shows financial contracts existing at year-end to cover the

expected future cash flow for the disclosed number of months. During 2022,

the hedging horizon varied between 9 and 12 months for USD, JPY, CAD and

GBP. Average hedge rate for USD cash flow hedges is 696 at the end of 2022

(628 at the end of 2021).

Foreign exchange rate sensitivity analysis

At year-end, an immediate 5% decrease in the disclosed currencies versus

DKK and EUR is estimated by Management to have the following impact on

Novo Nordisk's operating profit for the next 12 months.

As per the end of 2022, a positive market value of financial contracts related

to hedging of foreign exchange risk of DKK 1,026 million has been deferred

for recognition in 2023 (In 2021 a negative market value of DKK 1,740 million

was deferred for recognition in 2022).

Novo Nordisk Annual Report 2022 74Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Credit risk

Credit risk arises from the possibility that transactional counterparties may

default on their obligations, causing financial losses for the Group.

Credit risk exposure to financial counterparties

Credit exposure for cash at bank, marketable securities and derivative

financial instruments (fair value)

DKK million

Cash at

bank

Marketable

securities

Derivative

financial

instruments Total

2022

AAA range 6 10,797 — 10,803

AA range 5,507 — 963 6,470

A range 6,550 124 1,764 8,438

BBB range 124 — — 124

Not rated or below

BBB range 466 — — 466

Total 12,653 10,921 2,727 26,301

2021

AAA range 477 6,765 — 7,242

AA range 3,726 — 585 4,311

A range 5,637 — 1,105 6,742

BBB range 23 — — 23

Not rated or below

BBB range 857 — — 857

Total 10,720 6,765 1,690 19,175

Novo Nordisk considers its maximum credit exposure to financial

counterparties to be DKK 26,301 million (DKK 19,175 million in 2021). In

addition, Novo Nordisk considers its maximum credit exposure to trade

receivables, other receivables (less prepayments and VAT receivables) and

other financial assets to be DKK 52,714 million (DKK 43,425 million in 2021).

Please refer to note 4.9 for details of the Group's total financial assets.

To manage credit risk regarding financial counterparties, Novo Nordisk only

enters into derivative financial contracts and money market deposits with

financial counterparties possessing a satisfactory long-term credit rating

from at least two out of the three selected rating agencies: Standard and

Poor's, Moody's and Fitch. Furthermore, maximum credit lines defined for

each counterparty diversify the overall counterparty risk. The credit risk on

marketable securities is low, as investments are made in highly liquid bonds

with predominantly AAA credit ratings.

Credit risk exposure to non-financial counterparties

Outside the US, Novo Nordisk has no significant concentration of credit

risk related to trade receivables or other receivables and prepayments, as

the exposure in general is spread over a large number of counterparties

and customers. In the US, the three major wholesalers account for a large

proportion of total net sales, see note 2.1. However, US wholesaler credit

ratings are monitored, and part of the trade receivables are sold on full non-

recourse terms; see below for details.

Novo Nordisk closely monitors the current economic conditions of countries

impacted by currency fluctuations, high inflation and an unstable political

climate. These indicators as well as payment history are taken into account

in the valuation of trade receivables. The country risk ratings in 2022 have

overall remained unchanged from 2021 to 2022.

Trade receivable programmes

At year-end, the Group had derecognised receivables without recourse

having due dates after 31 December 2022 amounting to:

Liquidity risk

The liquidity risk is considered to be low. Novo Nordisk ensures the availability

of the required liquidity through a combination of cash management, highly

liquid investment portfolios and both uncommitted and committed credit

facilities. Novo Nordisk uses cash pools for optimisation and centralisation of

cash management.

Financial reserves comprise the sum of cash and cash equivalents at the end

of the year, marketable securities with original term to maturity exceeding

three months and undrawn committed credit and loan facilities, with a

maturity of more than 12 months, less loans and bank overdrafts classified as

liabilities arising from financing activities contractually obliged for repayment

within 12 months of the balance sheet date.

Financial reserves

DKK million 2022 2021 2020

Cash and cash equivalents

(note 4.6) 12,653 10,719 12,226

Marketable securities 10,921 6,765 —

Undrawn committed credit facility

11,527 11,526 11,531

Undrawn bridge facility

— — 5,577

Borrowings (Note 4.5) (480) (12,861) (576)

Financial reserves 34,621 16,149 28,758

4. The undrawn committed credit facility comprises a EUR 1,550 million facility

(EUR 1,550 million in 2021 and EUR 1,550 million in 2020) committed by a portfolio

of international banks. The facility matures in 2025.

5. For 2020, the undrawn bridge facility comprises the EUR 750 million

(DKK 5,577 million) undrawn portion of EUR 1,500 million bridge facility.

DKK million 2022 2021 2020

US 1,394 1,313 1,817

Japan 2,273 2,453 2,351

Novo Nordisk's subsidiaries in the US and Japan employ trade receivable

programmes in which trade receivables are sold on full non-recourse terms

to optimise working capital.

Please refer to note 3.4 for the split of allowance for trade receivables by

geographical segment.

Interest rate risk

Novo Nordisk’s exposure to interest rate risk is considered to be low due to

the capital structure. Non-current debt consists of fixed rate instruments.

Interest rate risk on marketable securities of DKK 10,921 million is considered

low due to a low portfolio duration.

Novo Nordisk Annual Report 2022 75Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

4.4 Derivative financial instruments

For cash flow hedges of foreign currency risk on highly probable non-

financial asset purchases, the cumulative value adjustments are transferred

directly from the cash flow hedge reserve to the initial cost of the asset when

recognised.

Discontinuance of cash flow hedging

When a hedging instrument expires or is sold, or when a hedge no longer

meets the criteria for hedge accounting, any cumulative gain or loss

existing in equity at that time remains in equity and is recognised when the

forecasted transaction is ultimately recognised in the income statement.

When a forecasted transaction is no longer expected to occur, the cumulative

gain or loss that was reported in equity is immediately transferred to the

income statement under financial income or financial expenses.

For additional disclosures on accounting policies for financial instruments

please refer to note 4.9.

Derivative financial instruments 2022 2021

DKK million

Contract

amount

at year-end

Positive

fair value

at year-end

Negative

fair value

at year-end

Contract

amount

at year-end

Positive

fair value

at year-end

Negative

fair value

at year-end

Forward contracts USD

59,292 1,591 907 42,351 17 1,667

Forward contracts JPY, GBP and CAD 10,677 373 31 9,032 32 122

Forward contracts, cash flow hedges 69,969 1,964 938 51,383 49 1,789

Forward contracts USD

38,432 639 1,942 30,909 1,607 284

Forward contracts CNH, CAD, EUR, GBP and JPY 4,111 124 23 7,361 34 111

Forward contracts, fair value hedges 42,543 763 1,965 38,270 1,641 395

Total derivative financial instruments 112,512 2,727 2,903 89,653 1,690 2,184

Recognised in the income statement 763 1,965 1,641 395

Recognised in other comprehensive income 1,964 938 49 1,789

1. Average hedge rate for USD cash flow hedges is 696 at the end of 2022 (628 at the end of 2021) and average hedge rate for USD fair value hedges is 714 at the end of 2022 (628

at the end of 2021).

Accounting policies

On initiation of the contract, Novo Nordisk designates each derivative

financial contract that qualifies for hedge accounting as one of:

– hedges of the fair value of a recognised asset or liability (fair value hedge)

– hedges of the fair value of a forecast financial transaction (cash flow hedge).

All contracts are initially recognised at fair value and subsequently

remeasured at fair value at the end of the reporting period.

Fair value hedges

Value adjustments of fair value hedges are recognised in the income

statement along with any value adjustments of the hedged asset or liability

that are attributable to the hedged risk.

Cash flow hedges

Value adjustments of the effective part of cash flow hedges are recognised

in other comprehensive income. The cumulative value adjustment of these

contracts is transferred from other comprehensive income to the income

statement when the hedged transaction is recognised in the income

statement.

The fair value of cash flow hedges at year-end 2022, a gain of

DKK 1,026 million, has been recognised in other comprehensive income.

The financial contracts are expected to impact the income statement within

the next 12 months, with deferred gains and losses on cash flow hedges

then being transferred to financial income or financial expenses. There is no

expected ineffectiveness at 31 December 2022, primarily because hedging

instruments match currencies of hedged cash flows.

Use of derivative financial instruments

The derivative financial instruments are used to manage the exposure to

foreign exchange risk. None of the derivatives are held for trading. Novo

Nordisk uses forward exchange contracts to hedge forecast transactions,

assets and liabilities.

Net investments in foreign subsidiaries are currently not hedged.

Novo Nordisk Annual Report 2022 76Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

4.5 Borrowings

Eurobonds

In 2022, three tranches with aggregate principal amount of EUR 1.5 billion

corresponding to DKK 11.1 billion were launched under the programme. Net

proceeds of the issuances have been used for general corporate purposes,

including refinancing of the bridge loan facility established in connection

with Novo Nordisk’s acquisition of Dicerna Pharmaceuticals, Inc. in 2021. In

2021, two tranches with an aggregate principal amount of EUR 1.3 billion

corresponding to DKK 9.7 billion were launched. Net proceeds of the

issuances have been used by Novo Nordisk for general corporate purposes,

including refinancing of the bridge loan facility established in connection

with Novo Nordisk’s acquisition of Emisphere Technologies Inc. in 2020.

Issued Eurobonds are listed on Euronext Dublin. The total fair value of issued

Eurobonds amounts to DKK 18.7 billion (DKK 9.6 billion in 2021).

Sale and repurchase agreement

In 2021, as part of bridge funding the acquisition of Dicerna Pharmaceuticals,

Inc., Novo Nordisk entered into a sale and repurchase agreement of

marketable securities (REPO). On 31 December 2021, the carrying amount

of the assets transferred was DKK 5,937 million, and the associated liabilities

amounted to DKK 5,937 million. The repurchase was fixed, and Novo Nordisk

therefore retained full exposure from fair value changes of the marketable

securities. Therefore, the transaction was treated as a collateralised lending

arrangement. The marketable securities were repurchased in 2022.

Contractual undiscounted cash flows

DKK million Leases

Issued

Euro-

bonds Loans

Bank

over-

drafts

Total

2022

Within 1 year 1,088 — — 480 1,568

1-3 years 1,566 8,556 — — 10,122

3-5 years 923 3,707 — — 4,630

More than 5 years 1,416 8,512 — — 9,928

Total 4,993 20,775 — 480 26,248

Carrying amount end

of the year 4,529 20,775 — 480 25,784

Non-current liabilities 3,543 20,775 — — 24,318

Current liabilities 986 — — 480 1,466

2021

Within 1 year 946 — 12,503 359 13,808

1-3 years 1,475 4,854 — — 6,329

3-5 years 942 — — — 942

More than 5 years 1,266 4,800 — — 6,066

Total 4,629 9,654 12,503 359 27,145

Carrying amount end

of the year 4,129 9,654 12,503 359 26,645

Non-current liabilities 3,307 9,654 — — 12,961

Current liabilities 822 — 12,503 359 13,684

Issuance of Eurobonds Nominal value in millions

Interest Maturity EUR DKK

0.000% Fixed Jun 2024 650 4,834

0.750% Fixed Mar 2025 500 3,718

1.125% Fixed Sep 2027 500 3,718

0.125% Fixed Jun 2028 650 4,834

1.375% Fixed Mar 2030 500 3,718

Reconciliation of liabilities arising from financing activities

Non-cash movements

DKK million

Beginning of

the year

Re-

payments Proceeds Additions

Disposals

Exchange

rates Other

End of

the year

2022

Lease liabilities 4,129 (998) — 1,358 (1) 43 (2) 4,529

Issued Eurobonds 9,654 — 11,120 — — (2) 3 20,775

Loans 12,503 (12,623) — — — 120 — —

Bank overdrafts

358 (2) 95 — — 27 2 480

Liabilities arising from financing activities 26,644 (13,623) 11,215 1,358 (1) 188 3 25,784

Bank overdrafts

1 (1) — — — — — —

Total borrowings 26,645 (13,624) 11,215 1,358 (1) 188 3 25,784

2021

Lease liabilities 3,672 (874) — 1,183 — 146 2 4,129

Issued Eurobonds — — 9,657 — — — (3) 9,654

Loans 5,577 (5,577) 12,503 — — — — 12,503

Bank overdrafts

576 (238) — — — 17 3 358

Liabilities arising from financing activities 9,825 (6,689) 22,160 1,183 — 163 2 26,644

Bank overdrafts

531 (527) — — — — (3) 1

Total borrowings 10,356 (7,216) 22,160 1,183 — 163 (1) 26,645

1. Bank overdrafts includes DKK 480 million classified as financing activities (DKK 358 million in 2021) and none classified as cash and cash equivalents (DKK 1 million in 2021).

2. Includes additions from acquisitions of businesses.

Novo Nordisk Annual Report 2022 77Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Accounting policies

The lease liabilities are related to IFRS 16 leases, primarily for premises and

company cars and include the present value of future lease payments during

the lease term. Lease liabilities are initially measured at the present value

of the lease payments outstanding at the commencement date, discounted

using the incremental borrowing rate. The lease liability is measured using

the effective interest method. The lease liability is subsequently remeasured

to reflect changes in future lease payments, e.g. changes in lease terms.

Issued bonds, loans and bank overdrafts are initially recognised at the

fair value of the proceeds received less transaction costs. In subsequent

periods these are measured at amortised cost using the effective interest

method. The difference between the proceeds received and the nominal

value is recognised in financial income or financial expenses over the term

of the loan. Where substantially all the risks and rewards of ownership

are retained in financial assets that have been transferred, the assets are

not derecognised and the proceeds obtained are recognised as a financial

liability. For fair value determination please refer to note 4.9.

4.6 Cash and cash equivalents 4.7 Other non-cash items

DKK million 2022 2021 2020

Reversals of non-cash income

statement items

Interest income and interest

expenses, net (note 4.10) 139 58 53

Capital gain/(loss) on investments,

net, etc. (note 4.10) 124 (340) 195

Result of associated companies

(note 4.10) 189 24 (149)

Share-based payment costs

(note 5.1) 1,539 1,040 823

Increase/(decrease) in provisions

(note 3.5) and retirement benefit

obligations 19,080 16,581 3,605

Other 1,239 (4,354) 3,322

Total other non-cash items 22,310 13,009 7,849

4.8 Change in working capital

DKK million 2022 2021 2020

Cash at bank (note 4.3) 12,653 10,720 12,757

Borrowings

(note 4.5) — (1) (531)

Cash and cash equivalents 12,653 10,719 12,226

1. Bank overdrafts includes DKK 480 million classified as financing activities

(DKK 358 million in 2021) and none classified as cash and cash equivalents

(DKK 1 million in 2021).

Cash and cash equivalents at 31 December 2022 includes DKK 458 million

that is restricted (DKK 1,123 million in 2021). The restricted cash balance

relates to subsidiaries in which availability of currency for remittance of funds

is temporarily scarce.

Accounting policies

Cash and cash equivalents consists of cash offset by short-term bank

overdrafts. Where short-term bank overdrafts are consistently overdrawn,

they are excluded from cash and cash equivalents. The movement in such

facilities is presented under financing activities in the cash flow statement.

DKK million 2022 2021 2020

Inventories (4,767) (1,085) (895)

Trade receivables (9,917) (12,909) (2,822)

Other receivables and prepayments (968) (469) (419)

Trade payables 6,717 3,153 (641)

Other liabilities 4,006 2,595 1,274

Adjustment for payables related to

non-current assets (1,567) (15) 879

Adjustment related to acquisition

of businesses (143) (1,409) —

Change in working capital

including exchange rate

adjustments (6,639) (10,139) (2,624)

Exchange rate adjustments 1,303 1,483 (1,729)

Cash flow change in

working capital (5,336) (8,656) (4,353)

Novo Nordisk Annual Report 2022 78Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

4.9 Financial assets and liabilities

Recognition and measurement

Financial assets at fair value through the income statement consist of equity

investments and marketable securities. These financial instruments are

initially recognised at fair value. Equity investments are included in other

financial assets. Net gains and losses arising from changes in the fair value of

equity instruments and marketable securities are recognised in the income

statement as financial income or expenses. For a description of accounting

policies on derivative financial instruments designated to hedge accounting,

please refer to note 4.4.

Financial assets at fair value through other comprehensive income are trade

receivables that are held to collect or to sell in factoring agreements.

Financial assets at amortised cost are cash at bank and non-derivative

financial assets solely with payments of principal and interest. Novo Nordisk

normally 'holds-to-collect' the financial assets to attain the contractual

cash flows. If collection is expected within one year (or in the normal

operating cycle of the business, if longer), they are classified as current

assets. If not, they are presented as non-current assets. These are initially

measured at fair value less transaction costs, except for trade receivables

that are initially measured at the transaction price. Subsequently, they

are measured at amortised cost using the effective interest method less

impairment. For a description of accounting policies on trade receivables,

please refer to note 3.4.

Purchases and sales of financial assets are recognised on the settlement

date. Financial assets are removed from the balance sheet when the rights to

receive cash flows have expired or have been transferred and Novo Nordisk

has substantially transferred all the risks and rewards of ownership.

Financial liabilities at fair value through the income statement consist of

financial derivative instruments.

Financial liabilities at amortised cost consist of borrowings (loans, issued

Eurobonds, bank overdrafts and lease liabilities), trade payables and other

liabilities (primarily employee cost payables, payables related to non-current

assets, sales rebates as well as deferred revenue). Other liabilities primarily

comprises employee cost payables, payables related to non-current assets,

sales rebates as well as deferred revenue. These are initially recognised at

the fair value of the proceeds received less transaction costs. The difference

between the proceeds received and the nominal value is recognised in

financial expenses over the term of the loan using the effective interest

method. For initial recognition of lease liabilities refer to note 4.5.

Financial liabilities are derecognised when the obligation is repaid, cancelled

or expires.

Financial assets by category

DKK million 2022 2021

Other financial assets 559 553

Marketable securities 10,921 6,765

Financial assets at fair value through the

income statement 11,480 7,318

Derivative financial instruments (note 4.4) 2,727 1,690

Derivatives used as hedging

instruments (assets) 2,727 1,690

Other financial assets 457 363

Trade receivables (note 3.4) 16,593 15,036

Other receivables and prepayments

(current and non-current) 6,211 5,304

– less prepayments and VAT receivables (5,073) (3,438)

Cash at bank (note 4.6) 12,653 10,720

Financial assets at amortised cost 30,841 27,985

Trade receivables in a factoring portfolio 33,967 25,607

Financial assets at fair value through

other comprehensive income 33,967 25,607

Total financial assets at the end of the

year by category 79,015 62,600

Financial liabilities by category

Derivative financial instruments (note 4.4) 2,903 2,184

Derivatives used as hedging

instruments (liability) 2,903 2,184

Borrowings (non-current) (note 4.5) 24,318 12,961

Borrowings (current) (note 4.5) 1,466 13,684

Trade payables 15,587 8,870

Other liabilities (non-current) 100 360

Other liabilities (current) 23,606 19,600

– less VAT and duties payable (875) (590)

Financial liabilities measured at amortised cost 64,202 54,885

Total financial liabilities at the end of the

year by category

67,105 57,069

1. Please refer to note 4.5 for a maturity analysis for non-current and current borrowings.

Financial assets with the exception of other financial assets and the non-

current part of other receivables and prepayments (DKK 206 million in 2022,

DKK 267 million in 2021) are all due within one year. Other financial assets

at amortised cost include DKK 433 million which are due in more than five

years (DKK 335 million in 2021). Other financial assets measured at fair value

through the income statement are minor shareholdings.

Financial assets and liabilities measured at fair value can be categorised

using the fair value measurement hierarchy above. There were no transfers

between the 'Active market data' and 'Directly or indirectly observable

market data' categories during 2022 or 2021. Disclosed fair value of issued

Eurobonds are based on 'Active market data'. There are no significant

intangible assets or items of property, plant and equipment measured at fair

value. For a description of the credit quality of financial assets such as trade

receivables, cash at bank, current debt and derivative financial instruments,

please refer to notes 4.3 and 4.4.

Accounting policies

Depending on purpose, Novo Nordisk classifies financial instruments into

the following categories:

– Financial assets at fair value through the income statement

– Financial assets used as hedging instruments

– Financial assets at amortised cost

– Financial assets at fair value through other comprehensive income

– Financial liabilities used as hedging instruments

– Financial liabilities at amortised cost

Management determines the classification of its financial instruments on

initial recognition and re-evaluates this at the end of every reporting period

to the extent that such a classification is permitted or required.

Fair value measurement hierarchy

DKK million 2022 2021

Active market data 11,288 7,169

Directly or indirectly observable market data 2,727 1,690

Not based on observable market data 34,159 25,756

Total financial assets at fair value 48,174 34,615

Active market data — —

Directly or indirectly observable market data 2,903 2,184

Not based on observable market data — —

Total financial liabilities at fair value 2,903 2,184

Novo Nordisk Annual Report 2022 79Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Fair value measurement

If an active market exists, the fair value of a financial instrument is based on

the most recently observed market price at the end of the reporting period.

If a financial instrument is quoted in a market that is not active, Novo Nordisk

bases its valuation on the most recent transaction price. Adjustment is made

for subsequent changes in market conditions, for instance by including

transactions in similar financial instruments assumed to be motivated by

normal business considerations. The fair values of quoted investments are

based on current bid prices at the end of the reporting period.

Financial assets for which no active market exists are carried at fair

value based on a valuation methodology. The fair value of such financial

instruments are determined on the basis of quoted market prices of financial

instruments traded in active markets. The fair value of standard and simple

financial instruments, such as foreign exchange forward contracts, interest

rate swaps, currency swaps and unlisted bonds, is measured according to

generally accepted valuation techniques. Market-based input are used to

measure the fair value.

The fair value of trade receivables in a factoring portfolio is calculated based

on the net invoice amount (invoice amount less charge-backs) less the fee

payable to the factoring entity. The factoring fee is insignificant due to the

short period between the time of sale to the factoring entity and the invoice

due date and the rate applicable. Inputs into the estimate of US wholesaler

charge-backs are described in note 2.1.

4.10 Financial income and expenses

Financial impact from forward contracts, specified

DKK million 2022 2021 2020

Income/(loss) transferred from

other comprehensive income (1,740) 1,802 (329)

Value adjustment of transferred

contracts (3,772) (1,411) 79

Unrealised fair value adjustments

of forward contracts

(1,202) 1,246 (835)

Realised foreign exchange gain/

(loss) on forward contracts 4,948 679 (804)

Financial income/(expense) from

forward contracts (1,766) 2,316 (1,889)

2. Please refer to note 4.4 Derivative financial instruments for information on open fair

value hedge contracts at 31 December.

Financial income

DKK million 2022 2021 2020

Financial income

Interest income

239 231 337

Foreign exchange gain (net) — — 1,142

Financial gain from forward

contracts (net) — 2,316 —

Capital gain on investments, etc. — 340 —

Result of associated companies — — 149

Total financial income 239 2,887 1,628

Financial expenses

Interest expenses

378 289 390

Foreign exchange loss (net) 2,885 1,972 —

Financial loss from forward

contracts (net) 1,766 — 1,889

Capital loss on investments, etc. 124 — 195

Capital loss on marketable

securities 463 44 —

Result of associated companies 189 24 —

Other financial expenses 181 122 150

Total financial expenses 5,986 2,451 2,624

1. Total interest income and expenses is measured at amortised cost for financial

assets and liabilities.

Accounting policies

As described in note 4.3, Management has chosen to classify the result of

hedging activities as part of financial items in the income statement except

for foreign currency-risk cash flow hedges on highly probable non-financial

asset purchases, where the cumulative value adjustments are transferred

directly from the cash flow hedge reserve to the initial cost of the asset when

recognised.

Financial items primarily relate to foreign exchange elements and are mainly

impacted by the cumulative value adjustment of cash flow hedges transferred

from other comprehensive income to the income statement when the hedged

transaction is recognised in the income statement.

In addition, value adjustments of fair value hedges are recognised in financial

income and financial expenses along with any value adjustments of the

hedged asset or liability that are attributable to the hedged risk.

Novo Nordisk Annual Report 2022 80Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Section 5

Other disclosures

5.1 Share-based payment schemes

Share-based payment expensed in the income statement

DKK million 2022 2021 2020

Restricted stock units to employees 265 189 189

Long-term share-based incentive

programme (Management Board)

250 234 162

Long-term share-based incentive

programme (management group

below Management Board) 819 598 436

Shares allocated to individual

employees 205 19 36

Share-based payment expensed in

the income statement 1,539 1,040 823

1. In 2021, Novo Nordisk introduced a new share-based compensation programme

with terms, which amortises the grant date valuation over three years (2019 and

2020 programmes were amortised over four years). The 2022 expense includes

amortisation of the 2019, 2020, 2021 and 2022 programmes.

Outstanding restricted stock units (million) Restricted stock units

to employees

Shares for

Management Board

Shares for management group

below Management Board

Shares allocated to

individual employees Total

2022 2021 2020 2022 2021 2020 2022 2021 2020 2022 2021 2020 2022 2021 2020

Outstanding at the beginning of the year 2.0 2.1 2.1 2.2 1.8 1.3 5.5 4.5 3.2 0.2 0.2 0.3 9.9 8.6 6.9

Released allocated shares (0.0) (0.1) (0.0) (0.5) (0.3) (0.1) (1.2) (0.6) (0.2) (0.1) (0.1) (0.1) (1.8) (1.1) (0.4)

Cancelled allocated shares — — — (0.1) 0.0 (0.0) (0.2) (0.3) (0.1) (0.0) (0.0) (0.0) (0.3) (0.3) (0.1)

Allocated in the year 0.4 — — 0.4 0.5 0.4 1.7 1.6 1.0 0.4 0.1 — 2.9 2.2 1.4

Performance adjustment

— — — — 0.2 0.2 — 0.3 0.6 — — — — 0.5 0.8

Outstanding at the end of the year 2.4 2.0 2.1 2.0 2.2 1.8 5.8 5.5 4.5 0.5 0.2 0.2 10.7 9.9 8.6

2. The number of shares for Management Board and management group below Management Board has been adjusted as the targets set by the Board are expected to be exceeded for the 2019, 2020, 2021 and 2022 programmes.

Restricted stock units to employees

In appreciation of the efforts of employees during recent years, as of

1 August 2019, all employees in the company were offered 75 restricted

stock units. A restricted stock unit gives the holder the right to receive one

Novo Nordisk B share free of charge in February 2023, subject to continued

employment. The cost of the DKK 660 million programme is amortised over

the vesting period.

Long-term share-based incentive programme

Management Board

On 31 January 2023, the Board of Directors approved an interim allocation

of 0.4 million Novo Nordisk B shares to the members of the Management

Board for the 2022 financial year. The number of shares is periodically

estimated based on long-term incentive performance. The final number of

shares allocated for the 2022 programme is to be decided at the end of the

performance period in 2024. The value at launch of the programme (adjusted

for expected dividends) was DKK 234 million.

The cost of the 2022 programme is amortised over the vesting period of

2022-2024 at an annual amount of DKK 78 million. The maximum share

allocation cannot exceed 26 months' base salary for the CEO, 19.5 months'

base salary for executive vice presidents and up to 15.6 months' base salary

for senior vice presidents. Financial targets are set by the Board for a three-

year period, while every year the Board sets the non-financial targets, with

the first time having been in February 2022 for the year 2022.

The grant date of the programme was February 2022, and the share price

used for the determining the grant date fair value of the award was the

average share price for Novo Nordisk B shares on Nasdaq Copenhagen in

the period 2-16 February 2022, adjusted for the expected dividend (DKK 639).

Based on the split of participants when the share allocation was decided,

47% of the allocated shares will be allocated to members of Executive

Management and 53% to other members of the Management Board.

The shares allocated for 2019 were released to the individual participants

subsequent to approval of the 2022 Annual Report by the Board of Directors

and after the announcement of the 2022 full-year financial results on

1 February 2023. The shares allocated correspond to a value at launch of the

programme of DKK 152 million, expensed over the vesting period of 2019-

2022. The number of shares to be transferred (0.6 million shares) is higher

than the original number of shares allocated, as the average sales growth in

the three-year vesting period was above the maximum performance target

set by the Board and consequently, the number of shares increased by 30%.

All restricted stock units and shares allocated to Management are settled by

treasury shares at the time of vesting.

Novo Nordisk Annual Report 2022 81Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

5.2 Commitments

Contractual obligations not recognised in the balance sheet

DKK million (Undiscounted) Current

Non-

current Total

2022

Leases

205 1,641 1,846

Research and development obligations 5,988 7,582 13,570

Research and development –

potential milestone payments

376 5,011 5,387

Commercial product launch –

potential milestone payments

— 7,598 7,598

Purchase obligations relating to

investments in property, plant

and equipment 1,696 1,427 3,123

Other purchase obligations 18,762 14,366 33,128

Total obligations not recognised

in the balance sheet 27,027 37,625 64,652

2021

Leases

145 636 781

Research and development obligations 4,196 6,357 10,553

Research and development –

potential milestone payments

771 4,220 4,991

Commercial product launch –

potential milestone payments

— 5,966 5,966

Purchase obligations relating to

investments in property, plant

and equipment 545 — 545

Other purchase obligations 13,407 5,998 19,405

Total obligations not recognised

in the balance sheet 19,064 23,177 42,241

1. Predominantly relates to estimated variable property taxes, leases committed

but not yet commenced and low value leases.

2. Potential milestone payments are associated with uncertainty as they are linked

to successful achievements in research activities.

Management group below the Management Board

The management group below the Management Board has a share-based

incentive programme with similar performance criteria. For 2022, a total of

1.7 million shares have currently been allocated to this group, corresponding

to a value at launch of the programme adjusted for expected dividends of

DKK 1,062 million. The number of shares is periodically estimated based on

long-term incentive performance. The final number of shares allocated for the

2022 programme is decided at the end of the performance period in 2024. The

cost of the 2022 programme is amortised over the vesting period of 2022-2024

at an annual amount of DKK 354 million. Financial targets are set by the Board

for a three-year period, while every year the Board sets the non-financial targets.

The shares allocated for 2019 were released to the individual participants

subsequent to approval of the 2022 Annual Report by the Board of Directors

and after the announcement of the 2022 full-year financial results on

1 February 2023. The shares allocated correspond to a value at launch of the

programme of DKK 387 million amortised over the period 2019-2022. The

number of shares to be transferred (1.5 million shares) is higher than the

original number of shares allocated, as the average sales growth in the three-

year vesting period was above the maximum performance target set by the

Board and consequently the number of shares increased by 30%.

Accounting policies

Share-based compensation

Novo Nordisk operates equity-settled, share-based compensation plans.

The fair value of the employee services received in exchange for the grant of

shares is recognised as an expense and allocated over the vesting period.

The total amount to be expensed over the performance and vesting period

is determined by reference to the fair value of the shares granted, excluding

the impact of any non-market vesting conditions. The fair value is fixed at the

grant date, and adjusted for expected dividends during the vesting period.

Non-market vesting conditions are included in assumptions about the number

of shares that are expected to vest. At the end of each reporting period, Novo

Nordisk revises its estimates of the number of shares expected to vest. Novo

Nordisk recognises the impact of the revision of the original estimates, if any, in

the income statement and in a corresponding adjustment to equity (change in

proceeds) over the remaining vesting period. Adjustments relating to prior years

are included in the income statement in the year of adjustment.

General terms and conditions of 2020-2022 programmes

Shares for

Management Board

Shares for management group

below Management Board

Shares allocated to

individual employees

2022 2021 2020 2022 2021 2020 2022 2021 2020

Number of shares awarded

in the year (million) 0.4 0.5 0.4 1.7 1.6 1.0 0.4 0.1 0.0

Value per share at launch (DKK) 639 423 411 639 423 411 743 538 391

Total market value at

year-end (DKK million) 234 223 152 1,062 649 416 316 71 17

Performance and vesting period

2022 to

2024

2021 to

2023

2020 to

2023

2022 to

2024

2021 to

2023

2020 to

2023

2022 to

2025

2021 to

2024

2020 to

2023

Allocated to recipients Feb 2025 Feb 2024 Feb 2024 Feb 2025 Feb 2024 Feb 2024 2025 2024 2023

Amortisation period 3 years 3 years 4 years 3 years 3 years 4 years 3 years 3 years 3 years

Novo Nordisk Annual Report 2022 82Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

5.3 Acquisition of businesses

Contractual obligations

Research and development obligations include contingent payments related

to achieving development milestones. Such amounts entail uncertainties

in relation to the period in which payments are due because a proportion

of the obligations are dependent on milestone achievements. Exercise fees

and subsequent milestone payments under in-licensing option agreements

are excluded, as Novo Nordisk is not contractually obligated to make such

payments. Commercial product launch milestones include contingent

payments solely related to achievement of a commercial product launch

following regulatory approval.

Commercial milestones, royalties and other payments based on a percentage

of sales generated from sale of goods following marketing approval are

excluded from the contractual commitments analysis because of their

contingent nature, related to future sales.

The purchase obligations related to investments in property, plant and

equipment primarily relates to production capacity expansion projects.

Novo Nordisk expects to fund these commitments with existing cash and

cash flow from operations.

The contractual obligations not recognised in the balance sheet represent

contractual payments and are not discounted and are not risk-adjusted.

Other guarantees

Other guarantees amount to DKK 1,222 million (DKK 1,251 million in 2021).

Other guarantees primarily relate to performance guarantees issued by

Novo Nordisk.

Business combinations in 2022

On 14 October 2022, Novo Nordisk acquired all outstanding shares of the

publicly held US company Forma Therapeutics Holdings, Inc. at a price of

20 USD per share via a cash tender offer, equal to a total purchase price of

DKK 8,102 million. Novo Nordisk had no pre-acquisition ownership stake in,

or pre-existing collaboration with Forma Therapeutics Holdings, Inc.

About Forma Therapeutics Holdings, Inc.

Forma Therapeutics Holdings, Inc., including its two fully owned subsidiaries

Forma Therapeutics, Inc. and Forma Securities Corp, (Collectively Forma

Therapeutics) is a clinical-stage biopharmaceutical company focused on

the research, development and commercialization of novel therapeutics to

transform the lives of patients with rare haematological diseases.

Strategic rationale

The acquisition of Forma Therapeutics, including its lead development

candidate, etavopivat, is aligned with Novo Nordisk’s strategy to complement

and accelerate its scientific presence and pipeline in haemoglobinopathies, a

group of disorders in which there is abnormal production or structure of the

haemoglobin protein in the red blood cells. Etavopivat, an investigational oral,

once-daily, selective pyruvate kinase-R (PKR) activator, is being developed to

improve anaemia and red blood cell health in people with sickle cell disease

(SCD), a seriously debilitating, life-threatening and life shortening disease.

Details of the acquisition

The purchase price allocated to goodwill, intellectual property rights, other

intangible assets, and deferred tax assets and liabilities, is considered

provisional due to uncertainty on key assumptions which require detailed

analysis which has not been possible to conclude as of 31 December 2022.

Adjustments may be applied to the purchase price allocation for a period of

up to 12 months from the acquisition date.

The goodwill is primarily attributable to the highly-skilled workforce in place

at Forma Therapeutics. The goodwill is fully allocated to the rare disease

business segment and is not deductible for tax purposes.

Transaction costs of DKK 51 million are included in other operating income

and expenses in the income statement for 2022.

Fair value recognised at date of acquisition

2022 2021

DKK million

Forma

Thera-

peutics

Dicerna

Pharma-

ceuticals

Intellectual property rights 5,766 18,687

Other intangible assets 492 24

Financial assets 77 31

Marketable securities 1,470 861

Cash 1,027 3,033

Deferred tax assets (liabilities), net (1,233) (3,480)

Other net assets (21) (1,468)

Net identifiable assets acquired 7,578 17,688

Goodwill 524 4,346

Purchase price 8,102 22,034

Settlement of pre-existing relationship — (145)

Fair value of existing shareholdings — (573)

Consideration transferred 8,102 21,316

Cash acquired (1,027) (3,033)

Cash used for acquisition of businesses 7,075 18,283

Novo Nordisk Annual Report 2022 83Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Business combinations in 2021

On 28 December 2021, Novo Nordisk acquired all outstanding shares of the

publicly held US company Dicerna Pharmaceuticals, Inc. via a cash tender

offer. Before the acquisition, Novo Nordisk held 2.9% of the shares in Dicerna

Pharmaceuticals, Inc. at a fair value of DKK 573 million.

The total purchase price amounts to DKK 22,034 million, which has been

settled by the fair value of existing shareholdings of DKK 573 million,

settlement of a pre-existing relationship of DKK 145 million and a cash

consideration of DKK 21,316 million.

The goodwill is primarily attributable to the highly-skilled workforce

and expected synergies generated from Novo Nordisk's know-how and

commercialisation abilities within protein and peptide based medicines

and Dicerna Pharmaceuticals, Inc.’s know-how within RNAi technology.

The goodwill is not deductible for tax purposes.

Transaction costs of DKK 124 million are included in other operating income

and expenses in the income statement for 2021.

At end of 2021, the purchase price allocation for the acquisition of Dicerna

Pharmaceuticals, Inc. was provisional. The allocation was finalised in 2022

without any adjustments.

Accounting policies

The acquisition method of accounting is used to account for all business

combinations.

The purchase price for a business comprises the fair values of the assets

transferred, liabilities incurred to the former owners including warrant

holders of the acquired business and the fair value of any asset or liability

resulting from a contingent consideration arrangement. Any amount of the

purchase price which effectively comprises a settlement of a pre-existing

relationship is not part of the exchange for the acquiree and is therefore not

included in the consideration for the purpose of applying the acquisition

method. Settlements of pre-existing relationships are accounted for as

separate transactions in accordance with the relevant IFRS standards.

Identifiable assets and liabilities and contingent liabilities assumed are

measured at fair value at the date of acquisition by applying relevant

valuation methods. Acquisition-related costs are expensed as incurred.

Goodwill is recognised at the excess of purchase price over the fair value

of net identifiable assets acquired and liabilities assumed.

Key accounting estimate in determining the fair value of intangible

assets and judgement of whether a transaction is an asset acquisition

or a business combination

Management makes judgements related to intangible assets when assessing

whether a transaction is a business combination or an asset acquisition.

The assessment of whether a transaction is a business combination or an

asset acquisition involves the optional concentration test, which is met if

substantially all of the fair value of the gross assets acquired is concentrated

in a single identifiable asset or group of similar identifiable assets. If met

the transaction is accounted for as an asset acquisition. If not met, an

assessment is made if the acquired company comprise of a business, and

should be accounted for as a business combination.

The application of the acquisition method involves the use of significant

estimates as the identifiable net assets of the acquiree are recognised at

their fair value for which observable market prices are typically not available.

This is particularly relevant for intangible assets which require use of

valuation techniques typically based on estimates of present value of future

uncertain cash flows.

For the 2022 acquisition of Forma Therapeutics Holdings, Inc. valuations

of intellectual property rights were based on estimated and risk adjusted

net present value of future cash flows. For the 2021 acquisition of Dicerna

Pharmaceuticals, Inc. valuation of intellectual property rights is mainly

based on Relief From Royalty models, where Management has estimated

the net present value of royalties and milestone payments, if the existing

research collaboration and license agreement had been extended in time

and scope to cover all of the proprietary RNAi technology. Further, pipeline

assets and research collaboration and license agreements with other parties

than Novo Nordisk are valued based on estimated and risk adjusted net

present value of future cash flows.

5.4 Related party transactions

Material transactions with related parties

DKK million 2022 2021 2020

Novo Holdings A/S

Purchase of Novo Nordisk B shares 6,984 6,695 5,963

Dividend payment to

Novo Holdings A/S 7,207 6,144 5,767

NNIT Group

Services provided by NNIT 660 593 775

Dividend payment from NNIT — (4) (18)

Novozymes Group

Services provided by Novo Nordisk (78) (116) (113)

Services provided by Novozymes 92 78 72

Novo Nordisk A/S is controlled by Novo Holdings A/S (incorporated in

Denmark), which owns 28.1% of the share capital in Novo Nordisk A/S,

representing 76.9% of the total number of votes. The remaining shares

are widely held. The ultimate parent of the Group is the Novo Nordisk

Foundation (incorporated in Denmark). Both entities are considered

related parties.

As associated companies of Novo Nordisk A/S, NNIT Group and Churchill

Stateside Solar Fund XIV, LLC ('CS Solar Fund XIV') are considered related

parties. As associated companies of Novo Holdings A/S, Unchained Labs, Inc.

and Altascience Company Inc. are considered related parties to Novo Nordisk

A/S. As they share a controlling shareholder, the Novozymes Group, Sonion

Group and Xellia Pharmaceuticals are also considered to be related parties, as

well as the Board of Directors and Executive Management of Novo Nordisk A/S.

Novo Nordisk Annual Report 2022 84Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

In 2022, Novo Nordisk A/S acquired 8,415,000 B shares, worth DKK 7.0 billion,

from Novo Holdings A/S as part of the DKK 24.0 billion share repurchase

programme. The transaction price for each transaction was calculated as the

average market price in the open window period following the announcements

of the financial results for the four quarters in 2022.

In Novo Nordisk A/S, there were no transactions with the Board of Directors

or Executive Management besides remuneration. There were no other

transactions with the Board of Directors or Executive Management of NNIT

A/S, Novozymes A/S, Novo Holdings A/S, the Novo Nordisk Foundation, Xellia

Pharmaceuticals ApS, Unchained Labs, Inc., Sonion A/S or CS Solar Fund XIV.

For information on remuneration of the Management of Novo Nordisk,

please refer to note 2.4 Employee costs. There were no loans to the Board

of Directors or Executive Management in 2022, nor were there any in 2021

or 2020.

There were no material unsettled balances with related parties at the end

of the year.

5.5 Fee to statutory auditors 5.6 General accounting policies

DKK million 2022 2021 2020

Statutory audit

38 26 26

Audit-related services 2 3 3

Tax advisory services 3 4 9

Other services 12 4 4

Total fee to statutory auditors 55 37 42

1. 2022 statutory audit fee includes DKK 9 million of additional fee related to 2021.

Principles of consolidation

The consolidated financial statements incorporate the financial statements of

the parent company Novo Nordisk A/S and entities controlled by Novo Nordisk

A/S. Control exists when Novo Nordisk has effective power over the entity and

has the right to variable returns from the entity. The results of subsidiaries

acquired or disposed of during the year are included in the consolidated

income statement from the effective date of acquisition and up to the effective

date of disposal.

Functional and presentation currency

Items included in the financial statements of Novo Nordisk's entities are

measured using the currency of the primary economic environment in

which the entity operates (functional currency). The consolidated financial

statements are presented in Danish kroner (DKK), which is also the functional

and presentation currency of the parent company.

Translation of transactions and balances

Foreign currency transactions are translated into the functional currency

using the prevailing exchange rates at the transaction dates. Foreign

exchange gains and losses resulting from the settlement of such transactions

and from the translation at year-end exchange rates of monetary assets

and liabilities are recognised in the income statement. Foreign currency

differences arising from the translation of effective qualifying cash flow

hedges are recognised in other comprehensive income.

Translation of Group companies

Financial statements of foreign subsidiaries are translated into DKK at the

exchange rates prevailing at the end of the reporting period for balance

sheet items, and at average exchange rates for income statement items.

All effects of exchange rate adjustments are recognised in other

comprehensive income.

Cash flow statement

The Cash flow statement is presented in accordance with the indirect method

commencing with net profit for the year.

Fees for services other than statutory audit of the financial statements

amount to DKK 17 million (DKK 11 million in 2021 and DKK 16 million in

2020).

In 2022, Deloitte Statsautoriseret Revisionspartnerselskab provided other

services than statutory audit in the amount of DKK 12 million (DKK 6 million

in 2021) which relate to tax compliance and transfer pricing, management

consulting for strategic projects, educational training, review of ESG data,

and other assurance assessments and opinions.

PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab

(PricewaterhouseCoopers Denmark) provided other services in the amount

of DKK 9 million in 2020 which relate to tax compliance and transfer pricing,

educational training, review of ESG data, due diligence and other assurance

assessments and opinions.

Novo Nordisk Annual Report 2022 85Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Company and country Percentage of shares owned Activity

Region China

Novo Nordisk (China) Pharmaceuticals Co. Ltd., China 100 • •

Novo Nordisk (Shanghai) Pharma Trading Co., Ltd., China 100 •

Novo Nordisk Region China A/S, Denmark 100 •

Novo Nordisk Hong Kong Limited, Hong Kong 100 •

Novo Nordisk Pharma (Taiwan) Ltd., Taiwan 100 •

Beijing Novo Nordisk Pharmaceuticals

Science & Technology Co., Ltd., China

100

Region Rest of World

Novo Nordisk Pharma Argentina S.A., Argentina 100 •

Novo Nordisk Pharmaceuticals Pty. Ltd., Australia 100 •

Novo Nordisk Pharma (Private) Limited, Bangladesh 100 •

Novo Nordisk Produção Farmacêutica do Brasil Ltda., Brazil 100 •

Novo Nordisk Farmacêutica do Brasil Ltda., Brazil 100 •

Novo Nordisk Farmacéutica Limitada, Chile 100 •

Novo Nordisk Colombia SAS, Colombia 100 •

Novo Nordisk India Private Limited, India 100 •

Novo Nordisk Service Centre (India) Pvt. Ltd., India 100 •

PT. Novo Nordisk Indonesia, Indonesia 100 •

Novo Nordisk Pars, Iran 100 • •

Novo Nordisk Pharma Ltd., Japan 100 • •

Novo Nordisk Pharma (Malaysia) Sdn Bhd, Malaysia 100

Novo Nordisk Pharma Operations Sdn Bhd, Malaysia 100 •

Novo Nordisk Mexico S.A. de C.V., Mexico 100 •

Novo Nordisk Pharmaceuticals Ltd., New Zealand 100 •

Novo Nordisk Pharma (Private) Limited, Pakistan 100 •

Novo Nordisk Panama S.A., Panama 100 •

Novo Nordisk Peru S.A.C., Peru 100 •

Novo Nordisk Pharmaceuticals (Philippines) Inc., Philippines 100 •

Novo Nordisk Pharma (Singapore) Pte Ltd., Singapore 100 •

Novo Nordisk India Holding Pte Ltd., Singapore 100 •

Novo Nordisk Pharma Korea Ltd., South Korea 100 •

Novo Nordisk Lanka (PVT) Ltd, Sri Lanka 100 •

Novo Nordisk Pharma (Thailand) Ltd., Thailand 100 •

Novo Nordisk Vietnam Ltd., Vietnam 100 •

Other subsidiaries and associated companies

NNE A/S, Denmark 100 •

NNIT A/S, Denmark 18 •

CS Solar Fund XIV, LLC, US 99 •

Companies without significant activities are not included in the list.

NNE A/S subsidiaries are not included in the list.

Novo Nordisk Egypt Pharmaceuticals Ltd., Egypt 100 •

Novo Nordisk Farma OY, Finland 100 •

Novo Nordisk, France 100 •

Novo Nordisk Production SAS, France 100 •

Novo Nordisk Pharma GmbH, Germany 100 •

Novo Nordisk Hellas Epe., Greece 100 •

Novo Nordisk Hungária Kft., Hungary 100 •

Novo Nordisk Limited, Ireland 100 •

Novo Nordisk Ltd, Israel 100 •

Novo Nordisk S.P.A., Italy 100 •

Novo Nordisk Kazakhstan LLP, Kazakhstan 100 •

Novo Nordisk Kenya Ltd., Kenya 100 •

Novo Nordisk Pharma SARL, Lebanon 100 •

UAB Novo Nordisk Pharma, Lithuania 100 •

Novo Nordisk Farma dooel, North Macedonia 100 •

Novo Nordisk Pharma SAS, Morocco 100 •

Novo Nordisk B.V., Netherlands 100 •

Novo Nordisk Finance (Netherlands) B.V., Netherlands 100 •

Novo Nordisk Pharma Limited, Nigeria 100 •

Novo Nordisk Norway AS, Norway 100 •

Novo Nordisk Pharmaceutical Services Sp. z.o.o., Poland 100 •

Novo Nordisk Pharma Sp.z.o.o., Poland 100 •

Novo Nordisk Portugal, Lda., Portugal 100 •

Novo Nordisk Farma S.R.L., Romania 100 •

Novo Nordisk Limited Liability Company, Russia 100 • •

Novo Nordisk Production Support LLC, Russia 100 •

Novo Nordisk Saudi for Trading, Saudi Arabia 100 •

Novo Nordisk Pharma d.o.o. Belgrade (Serbia), Serbia 100 •

Novo Nordisk Slovakia s.r.o., Slovakia 100 •

Novo Nordisk, d.o.o., Slovenia 100 •

Novo Nordisk (Pty) Limited, South Africa 100 •

Novo Nordisk Pharma S.A., Spain 100 •

Novo Nordisk Scandinavia AB, Sweden 100 •

Novo Nordisk Health Care AG, Switzerland 100 • • •

Novo Nordisk Pharma AG, Switzerland 100 •

Novo Nordisk Tunisie SARL, Tunisia 100 •

Novo Nordisk Saglik Ürünleri Tic. Ltd. Sti., Turkey 100 •

Novo Nordisk Ukraine, LLC, Ukraine 100 •

Novo Nordisk Pharma Gulf FZE, United Arab Emirates 100 •

Novo Nordisk Holding Limited, UK 100 •

Novo Nordisk Limited, UK 100 •

Novo Nordisk Research Centre Oxford Limited, UK 100 •

Company and country Activity

Parent company

Novo Nordisk A/S, Denmark • • • •

Subsidiaries by geographical area

Company and country Percentage of shares owned Activity

North America Operations

Novo Nordisk Canada Inc., Canada 100 •

Novo Nordisk Inc., US 100 •

Novo Nordisk North America Operations A/S, Denmark 100 •

Novo Nordisk Pharmaceutical Industries LP, US 100 •

Novo Nordisk Pharmatech US, Inc., US 100 •

Novo Nordisk Pharma, Inc., US 100 •

Novo Nordisk Research Center Indianapolis, Inc., US 100 •

Novo Nordisk Research Center Seattle, Inc., US 100 •

Novo Nordisk US Bio Production, Inc., US 100 •

Novo Nordisk US Commercial Holdings, Inc., US 100 •

Novo Nordisk US Holdings Inc., US 100 •

Corvidia Therapeutics, Inc., US 100 •

Dicerna Pharmaceuticals, Inc., US 100 •

Emisphere Technologies, Inc., US 100 •

Forma Therapeutics, Inc., US 100 •

Region International Operations

Novo Nordisk Pharmaceuticals A/S, Denmark 100 •

Novo Nordisk Pharma Operations A/S, Denmark 100 • •

Novo Nordisk Region AAMEO and LATAM A/S, Denmark 100 •

Novo Nordisk Region Europe A/S, Denmark 100 •

Novo Nordisk Region Japan & Korea A/S, Denmark 100 •

Region EMEA

Aldaph SpA, Algeria 100 • •

Novo Nordisk Pharma GmbH, Austria 100 •

S.A. Novo Nordisk Pharma N.V., Belgium 100 •

Novo Nordisk Pharma d.o.o., Bosnia and Herzegovina 100 •

Novo Nordisk Pharma EAD, Bulgaria 100 •

Novo Nordisk Hrvatska d.o.o., Croatia 100 •

Novo Nordisk s.r.o., Czech Republic 100 •

Novo Nordisk Denmark A/S, Denmark 100 •

Novo Nordisk Pharmatech A/S, Denmark 100 • •

Novo Nordisk Egypt LLC, Egypt 100 •

5.7 Companies in the Novo Nordisk Group

Company and country Percentage of shares owned Activity

Activity: Sales and marketing Production

Research and development Services/investments

Novo Nordisk Annual Report 2022 86Part of Management´s review – not audited

Financial definitions

Purchase of property, plant and equipment

Cash flow statement amount for the purchase of property, plant and

equipment.

The definition of capital expenditure was redefined in 2019. Capital

expenditure is now defined as purchase of property, plant and equipment

from the cash flow statement. The amount for 2018 have been restated

in 'Financial highlights'.

Working capital

Working capital measures the liquid assets Novo Nordisk has available

for operations.

Financial ratios have been calculated in accordance with the guidelines

from the Danish Society of Financial Analysts, and supplemented by certain

key ratios for Novo Nordisk. Financial ratios are described below and in the

section 'Non-IFRS financial measures'.

ADR

An American Depository Receipt (or ADR) represents ownership of the

shares of a non-US company and trades in US financial markets.

Basic earnings per share (EPS)

Net profit divided by the average number of shares outstanding.

Diluted earnings per share

Net profit divided by average number of shares outstanding, including

the dilutive effect of the outstanding restricted stock units.

Dividend payout ratio

Total dividends for the year as a percentage of net profit.

Effective tax rate

Income taxes as a percentage of profit before income taxes.

Gross margin

Gross profit as a percentage of net sales.

Net profit margin

Net profit as a percentage of net sales.

Number of shares outstanding

The total number of shares, excluding the holding of treasury shares.

Operating margin

Operating profit as a percentage of net sales.

Purchase of intangible assets

Cash flow statement amount for the purchase of intangible assets.

(part of Management's review – not audited)

Novo Nordisk Annual Report 2022 87Part of Management´s review – not audited

Non-IFRS financial

measures

Sales in constant exchange rates

DKK million 2022 2021 2020

Net sales

IFRS 176,954 140,800 126,946

Effect of exchange rate (13,024) 3,643 3,254

Sales in constant exchange rates 163,930 144,443 130,200

Net sales previous year 140,800 126,946 122,021

% increase/(decrease) in reported

currencies 25.7% 10.9% 4.0%

% increase/(decrease) in constant

exchange rates 16.4% 13.8% 6.7%

Return on invested capital (ROIC)

'ROIC' is defined as 'operating profit after tax' (using the effective tax rate)

as a percentage of average inventories, receivables, property, plant and

equipment, intangible assets and deferred tax assets, less non-interest-

bearing liabilities including provisions and deferred tax liabilities (where the

average is the sum of the above assets and liabilities at the beginning of the

year and at year-end divided by two).

Management believes ROIC is a useful measure in providing investors and

Management with information regarding the Group's performance. The

calculation of this financial target is a widely accepted measure of earnings

efficiency in relation to total capital employed.

The following tables show the reconciliation of ROIC with operating profit/

equity in %, the most directly comparable IFRS financial measure:

In the Annual Report, Novo Nordisk discloses certain financial measures of

the Group’s financial performance, financial position and cash flows that

reflect adjustments to the most directly comparable measures calculated

and presented in accordance with IFRS. These non-IFRS financial measures

may not be defined and calculated by other companies in the same manner,

and may therefore not be comparable.

The non-IFRS financial measures presented in the Annual Report are:

– sales and operating profit in constant exchange rates (CER)

– return on invested capital (ROIC)

– free cash flow

– cash to earnings

IFRS refers to an IFRS financial measure.

Sales and operating profit growth in constant exchange rates

'Growth in constant exchange rates' means that the effect of changes in

exchange rates is excluded. It is defined as sales/operating profit for the

period measured at the average exchange rates for the same period of the

prior year, compared with net sales/operating profit for the same period of

the prior year. Price adjustments within hyperinflation countries as defined

in IAS 29 'Financial reporting in hyperinflation economies' are excluded

from the calculation to avoid growth in constant exchange rates being

artificially inflated. Growth in constant exchange rates is considered to be

relevant information for investors in order to understand the underlying

development in sales and operating profit by adjusting for the impact

of currency fluctuations.

Operating profit in constant exchange rates

DKK million 2022 2021 2020

Operating profit

IFRS 74,809 58,644 54,126

Effect of exchange rate (7,578) 2,332 1,930

Operating profit in constant

exchange rates 67,231 60,976 56,056

Operating profit previous year 58,644 54,126 52,483

% increase/(decrease) in reported

currencies 27.6% 8.3% 3.1%

% increase/(decrease) in constant

exchange rates 14.6% 12.7% 6.8%

(part of Management's review – not audited)

Operating profit/equity in %

DKK million 2022 2021 2020

Operating profit

IFRS 74,809 58,644 54,126

/ Equity

IFRS 83,486 70,746 63,325

Operating profit/equity in % 89.6% 82.9% 85.5%

ROIC

DKK million 2022 2021 2020

Operating profit after tax 60,146 47,384 42,922

/ Average net operating assets 81,744 68,634 51,824

ROIC in % 73.6% 69.0% 82.8%

ROIC numerator

Reconciliation of operating profit to operating profit after tax:

DKK million 2022 2021 2020

Operating profit

IFRS 74,809 58,644 54,126

Tax on operating profit (using

effective tax rate) (14,663) (11,260) (11,204)

Operating profit after tax 60,146 47,384 42,922

Novo Nordisk Annual Report 2022 88Part of Management´s review – not audited

ROIC denominator

DKK million 2022 2021 2020

Intangible assets 51,416 43,171 20,657

Property, plant and equipment 66,671 55,362 50,269

Deferred income tax assets 13,427 8,672 5,865

Other receivables and prepayments

(non-current) 206 267 674

Inventories 24,388 19,621 18,536

Trade receivables 50,560 40,643 27,734

Tax receivables 940 1,119 289

Other receivables and

prepayments (current) 6,005 5,037 4,161

Deferred income tax liabilities (7,061) (5,271) (2,502)

Retirement benefit obligations (762) (1,280) (1,399)

Other liabilities (non-current) (100) (360) —

Provisions (non-current) (4,590) (4,374) (4,526)

Trade payables (15,587) (8,870) (5,717)

Tax payables (7,091) (3,658) (3,913)

Other liabilities (current) (23,606) (19,600) (17,005)

Provisions (current) (70,287) (51,520) (34,814)

Net operating assets 84,529 78,959 58,309

Average net operating assets 81,744 68,634 51,824

Free cash flow

Free cash flow is a measure of the amount of cash generated in the period

which is available for the Board to allocate between Novo Nordisk's capital

providers, through measures such as dividends, share repurchases and

repayment of debt (excluding lease liability repayments) or for retaining in

the business to fund future growth.

The following table shows a reconciliation of free cash flow with net cash

generated from operating activities, the most directly comparable IFRS

financial measure:

Free cash flow

DKK million 2022 2021 2020

Net cash generated from

operating activities IFRS 78,887 55,000 51,951

Net cash used in investing

activities IFRS (24,918) (31,605) (22,436)

Net purchase of marketable

securities

IFRS 2,921 5,937 —

Addition on marketable securities

through acquisition of

business

IFRS 1,470 861 —

Repayment on lease liabilities

IFRS (998) (874) (950)

Free cash flow 57,362 29,319 28,565

Cash to earnings

Cash to earnings is defined as 'free cash flow as a percentage of net profit.

Management believes that cash to earnings is an important performance

metric because it measures the Group’s ability to turn earnings into cash.

Since Management wants this measure to capture the ability of the Group’s

operations to generate cash, free cash flow is used as the numerator

instead of net cash flow.

The following table shows the reconciliation of cash to earnings to cash flow

from operating activities/net profit in %, the most directly comparable IFRS

financial measure:

Reconciliation of net operating assets to equity:

IFRS

DKK million 2022 2021 2020

Equity

IFRS 83,486 70,746 63,325

Investment in associated

companies (327) (525) (582)

Other financial assets (1,016) (916) (1,066)

Marketable securities (10,921) (6,765) —

Derivative financial instruments (2,727) (1,690) (2,332)

Cash at bank (12,653) (10,720) (12,757)

Borrowings – non-current 24,318 12,961 2,897

Borrowings – current 1,466 13,684 7,459

Derivative financial instruments 2,903 2,184 1,365

Net operating assets 84,529 78,959 58,309

Cash to earnings

DKK million 2022 2021 2020

Free cash flow 57,362 29,319 28,565

/ Net profit

IFRS 55,525 47,757 42,138

Cash to earnings 103.3% 61.4% 67.8%

Cash flow from operating activities/net profit in %

DKK million 2022 2021 2020

Net cash generated from

operating activities IFRS 78,887 55,000 51,951

/ Net profit

IFRS 55,525 47,757 42,138

Cash flow from operating

activities/net profit in % 142.1% 115.2% 123.3%

Novo Nordisk Annual Report 2022 89Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Statement of

Environmental,

Social and Governance

(ESG) performance

for the year ended 31 December

Note 2022 2021 2020

Environmental performance

Resources

Energy consumption for operations (1,000 GJ) 7.1 3,677 3,387 3,191

Share of renewable power for production sites 7.1 100% 100% 100%

Water consumption for production sites (1,000 m

) 7.2 3,918 3,488 3,368

Breaches of environmental regulatory limit values 7.3 75 12 15

Emissions and waste

Scope 1 emissions (1,000 tonnes CO

) 7.4 76 77 75

Scope 2 emissions (1,000 tonnes CO

) 7.4 16 16 15

Scope 3 emissions (1,000 tonnes CO

)

7.4 2,041 N/A N/A

Waste from production sites (tonnes) 7.5 213,505 180,806 140,783

Social performance

Patients

Patients reached with Novo Nordisk's Diabetes care products (estimate in millions) 8.1 36.3 34.6 32.8

– Hereof reached via the Novo Nordisk Access to Insulin Commitment (estimate in millions)

8.1 1.8 1.7 3.2

– Hereof children reached through the Changing Diabetes

in Children programme (cumulative) 8.1 41,033 31,846 28,296

People & employees

Employees 8.2 55,185 48,478 45,323

Employee turnover 8.2 8.2% 11.0% 7.9%

Sustainable employer score

8.3 85% 84% N/A

Frequency of occupational accidents (number per million working hours) 8.4 1.5 1.3 1.3

Gender in leadership positions (ratio men:women) 8.5 56:44 57:43 59:41

Gender in senior leadership positions (ratio men:women) 8.5 61:39 64:36 65:35

Gender in the Board of Directors (ratio men:women) 8.5 54:46 67:33 62:38

Societies

Change in average list price across US product portfolio (% change to previous year) 8.6 2.4% 1.6% 2.3%

Change in average net price across US product portfolio (% change to previous year) 8.6 (10.5%) (12.3%) (16.9%)

Change in average list price across US insulin portfolio (% change to previous year) 8.6 0.0% 0.0% 0.5%

Change in average net price across US insulin portfolio (% change to previous year) 8.6 (19.5%) (10.9%) (26.9%)

Total tax contribution (DKK million) 8.7 36,003 32,593 26,376

Donations and other contributions (DKK million) 8.8 126 92 158

Governance performance

Governing processes

Business ethics reviews 9.1 35 37 32

Employees trained in business ethics 9.1 99% 98% 99%

Supplier audits 9.2

294 253 177

Product recalls 9.3

3 1 —

Failed inspections 9.4 — — —

Values & trust

Facilitations of the Novo Nordisk Way 9.5 36 34 26

Company reputation (scale 0-100)

9.6 82.3 82.6 N/A

Animals purchased for research 9.7 79,750 47,879 50,036

1. 2022 is the first year of full Scope 3 emissions' disclosure, which in 2020 and 2019 was limited to business flights and product distribution.

2. In 2020, the ceiling price was lowered from USD 4 to USD 3, which affects the comparability of 2021 and prior years.

3. In 2021, the engagement survey was entirely redesigned to support Novo Nordisk’s strategic goals. As a result, a comparison to previous surveys is not appropriate.

4. In 2021, Company reputation replaced Company trust in order to capture more dimensions of how Novo Nordisk is perceived by external stakeholders.

Novo Nordisk Annual Report 2022 90Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Notes to the consolidated ESG statement

Section 6

Basis of preparation

relevance and importance that it could substantively influence the assessment

by providers of financial capital of Novo Nordisk's ability to create value over

the short-, medium- and long-term. This assessment builds on ongoing

stakeholder engagement and trend-spotting supplemented by data-driven

analysis. The identified key issues are addressed by programmes or action

plans with clear and measurable targets. The issues presented in the

Annual Report are thus deemed to have a significant impact on the Group's

Environmental, Social and Governance performance and thereby the future

business performance and may support stakeholders in their decision-making.

Responsiveness

The Annual Report reflects how the company is managing operations in ways

that consider and respond to stakeholder concerns and interests. The report

reaches out to a wide range of stakeholders but is primarily prepared with

investors in mind. To all Novo Nordisk stakeholders, the Annual Report is just

one element of interaction and communication with the company.

Impact

Understanding, measuring and communicating the positive and negative

impacts on society and the planet of Novo Nordisk's activities is

important and remains a priority for Novo Nordisk.

Principles of consolidation

The disclosures of energy consumption and CO

emissions cover production

sites, laboratories and offices. The disclosures of water consumption,

environmental breaches and waste cover production sites.

The social and governance-related disclosures cover the Novo Nordisk Group,

comprising Novo Nordisk A/S and entities controlled by Novo Nordisk A/S.

Novo Nordisk Engineering A/S is not in the scope of reporting for Sustainable

Employer Score, failed inspections, facilitations of Novo Nordisk Way,

employees trained in business ethics and gender in management and senior

management. Novo Nordisk Pharmatech A/S is not in scope for facilitations

of the Novo Nordisk Way and employees trained in business ethics.

Accounting policies and changes hereto

The accounting policies set out in the notes have been applied consistently in

the preparation of the consolidated ESG statement for all the years presented

unless stated otherwise below.

Disclosure on emissions has been expanded to include the full range of

Scope 3 emissions. Nine categories of the Greenhouse Gas (GHG) Protocol

have been found relevant to Novo Nordisk: primarily Scope 3 emissions

from purchased goods and services, capital goods, fuel and energy related

activities not included in Scope 1 and 2, waste from operations, business

travel, employee commuting, upstream and downstream transportation and

distribution and end-of-life treatment of sold products.

Additionally, while they were disclosed in the Management review in the

Annual Report 2021, the percentage changes in average list price and net

price across the US product portfolio and insulin portfolio have now been

included in the ESG statement with new accounting policies. Novo Nordisk’s

US product portfolio is inclusive of Diabetes, Obesity and Rare Disease

products. Percentage change represents a sales weighted average list and

net price for the respective calendar year compared to the sales weighted

average list and net price for the prior year and is not reflective of the

magnitude of individual list price actions.

Section 7

Environmental

performance

General reporting standards and principles

Novo Nordisk's annual reporting complies with the Danish Financial

Statements Act. Sections 99a, 99b, 99d and 107d specify the requirements

to report on the management of risks related to the environment, climate,

human rights, labour and social conditions, anti-corruption, gender

distribution and data ethics. These requirements are addressed in the

Management review.

As recommended by the Taskforce on Climate-related Financial Disclosures

(TCFD), Novo Nordisk is working to integrate two climate change scenarios

into the risk management process to identify short-, medium- and long-term

risks within the production and supply chain:

– Limiting temperature increase to well below 2ºC scenario, preferably 1.5ºC,

compared to pre-industrial times in accordance with the Paris Agreement.

– 4ºC scenario as an alternative high-emission scenario.

Novo Nordisk discloses in accordance with the recommendations put forward

by the Carbon Disclosure Project (CDP). For a full breakdown of climate and

water impacts, please refer to the publicly available report on Novo Nordisk's

CDP disclosures at cdp.net.

Inclusivity

As a pharmaceutical business with global reach, Novo Nordisk is committed

to being accountable to those stakeholders who are impacted by the

organisation. From the perspective of social responsibility, the key

stakeholder groups are patients who rely on Novo Nordisk's products,

employees at Novo Nordisk and throughout the Group's value chain,

business partners and local communities. Novo Nordisk maps its

stakeholders and has processes in place to ensure inclusion of stakeholder

concerns and expectations.

Materiality

When assessing whether a disclosure is material to include in the consolidated

ESG statement, Management considers whether the matter is of such

7.1 Energy consumption for operations and

share of renewable power

Energy consumption for operations

1,000 GJ 2022 2021 2020

Production 3,091 2,859 2,718

Office buildings and laboratories 586 528 473

Total energy consumption 3,677 3,387 3,191

Energy consumption for production increased by 8% primarily due to

increased production volumes and ramp-up activities within production sites.

Energy-saving projects implemented in 2022 within production sites resulted

Novo Nordisk Annual Report 2022 91Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

7.2 Water consumption for production sites

7.3 Breaches of environmental regulatory limit values

In 2022, production sites consumed 3,918 thousand cubic metres of water,

an increase of 12% compared to 2021 due to higher production volumes and

ramp-up activities within production sites.

Production sites in France, Brazil, China, Iran and Algeria are located in areas

subject to water stress or high seasonal variations (please refer to the CDP

Water Security 2022 Reporting Guidance). They consume 13% of the total

water for global production. Overall, water consumption at these facilities

increased by 7% compared to 2021 due to an increase in production volumes.

Implementation of water conservation projects in water-stressed areas led to

savings of 6 thousand cubic meters of water.

Accounting policies

Water consumption is measured based on meter readings and invoices.

It includes drinking water, industrial water and steam water used at

production sites.

In 2022, there were 75 breaches, an increase from 12 breaches in 2021.

The increase is mainly related to wastewater and approximately 90% of

the breaches were related to a single site. For all breaches, mitigation

mechanisms are now in place and they were reported to the authorities.

Accounting policies

Breaches of regulatory limit values cover all breaches reported to the

environmental authorities.

in annual savings of 63 thousand GJ. Energy consumption in office buildings

and laboratories increased by 11%, as facilities were utilised more through

the year compared to 2021.

In 2022, 100% of power sourced for production sites was from renewable

sources. Since 2020, we have transitioned to sourcing 100% renewable power

through a mix of solutions, primarily Renewable Electricity Certificates (REC),

Power Purchase Agreements (PPA) as well as on-site renewable solutions.

Accounting policies

Energy consumption for operations is measured as consumption of power,

steam, heat and fuel. The fuel is mainly from natural gas, wood, diesel oil,

gas oil and light fuel oil. Energy consumption is based on meter readings

and invoices. Energy consumption in office buildings outside of Denmark is

limited to the consumption of power.

The share of renewable power used at production sites is reported according

to the Greenhouse Gas (GHG) Protocol Scope 2 Guideline. It is calculated

as the sum of power in each country that comes from 100% renewable

sources, either sourced or self-produced. Renewable solutions include both

bundled (PPA) and unbundled solutions (REC) from sources such as wind,

hydroelectric, solar and biomass.

7.4 Scope 1, 2 and 3 emissions

emissions by Scope 1, 2 and 3

1,000 tonnes 2022 2021 2020

Scope 1 76 77 75

– Production 25 29 28

– Office buildings and laboratories 3 2 2

– Company cars 48 46 45

Scope 2 16 16 15

– Production 11 10 9

– Office buildings and laboratories 5 6 6

Scope 3

2,041 N/A N/A

– Purchased goods and services

1,251 N/A N/A

– Capital goods

477 N/A N/A

– Fuel and energy related activities

55 N/A N/A

– Upstream transportation and distribution

123 N/A N/A

– Waste generated in operations

5 N/A N/A

– Business travel 55 N/A N/A

– Employee commuting

35 N/A N/A

– Downstream transportation and distribution

37 N/A N/A

– End-of-life treatment of sold products

3 N/A N/A

Total CO

emissions 2,133 N/A N/A

1. The calculation of Scope 3 emissions is substantially based on estimations

and therefore inherently uncertain.

2. Categories measured in CO

equivalents (CO

e).

Accounting policies

Scope 1 and 2 emissions are limited to CO

emissions from energy and do

not include other greenhouse gases.

emissions from operations (production, office buildings

and laboratories)

emissions from operations cover consumption of power, fuel, heat and

steam at office buildings in Denmark, global production sites and

laboratories and consumption of power in office buildings outside Denmark.

Market-based emissions are calculated based on emission factors from the

previous year.

In 2022, Scope 1 emissions decreased by 1% compared to 2021 due to

an increase in usage of renewable energy sources as a result of two

production facilities, in the US and France, having converted to using biogas.

Scope 2 emissions were in line with 2021. In 2022, we have expanded

our Scope 3 reporting to include all categories of emissions from the

GHG protocol relevant to Novo Nordisk. The highest portion of Scope 3

emissions was in purchased goods and services and capital goods. These two

categories together make up to 85% of the overall Scope 3 emissions.

Novo Nordisk Annual Report 2022 92Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

emissions from company cars

emissions from company cars cover cars leased or owned by Novo

Nordisk. Emissions are calculated by multiplying emission factors by the

volumes of diesel and petrol used.

Scope 1 and 2 emissions

Scope 1 emissions comprise direct CO

emissions from sources that are

owned or controlled by Novo Nordisk A/S.

Scope 2 emissions comprise CO

emissions from purchased or acquired

electricity, heat and steam.

For a full overview of location-based emissions, please visit cdp.net.

Scope 3 emissions

Novo Nordisk has identified nine relevant categories, out of the 15 categories

of Scope 3 emissions as defined by the GHG protocol.

Purchased goods and services

Purchased goods and services includes emissions related to all spend

from external suppliers except for investment spend and travel categories.

Purchased goods and services contribute to the greatest share of Scope 3

emissions and mainly comprise of raw materials for products, marketing,

packaging materials as well as consumables for laboratory and IT office

equipment.

Direct spend is converted using the average data method into CO

emissions. Material weights are matched with CO

e factors depending on

data availability. A spend-based factor is applied for direct spend data where

no weight can be obtained. Indirect spend is converted into CO

e using a

spend-based method.

Capital goods

Capital goods includes emissions related to all indirect investment spend

from external suppliers, specifically production utilities and equipment.

Indirect spend is converted via the average spend-based method into CO

emissions using emission factors.

Fuel and energy related activities not included in Scope 1 and 2

Fuel and energy related activities includes all upstream CO

e emissions

of purchased fuels and energy (beyond Scope 1 and 2 emissions). Energy

consumption is converted from GJ to kWh and multiplied by DEFRA's country-

specific emissions’ factors to assess CO

e tonnes. The category comprises

upstream emissions from electricity, steam and heat, upstream emissions

from transportation and distribution of electricity, steam and heat and

emissions from upstream fuel.

Upstream transportation and distribution

Upstream transportation and distribution includes CO

e emissions from

product distribution and transportation from tier 1 suppliers to Novo Nordisk

facilities.

e emissions from product distribution are calculated by an external

supplier managing the transportation and distribution processes on behalf

of Novo Nordisk and using the industry standard EcoTransit solution. CO

emissions are calculated based on the worldwide distribution of semi-

finished and finished products, raw materials and components by air, sea

and road between production sites and from production sites to subsidiaries,

direct customers and importing distributors. CO

e emissions from product

distribution from subsidiaries to pharmacies, hospitals and wholesalers are

not included. Due to the lack of reliable emissions data from specific freight

forwarders, an estimated 3% of trucking emissions are not included in the

Scope.

e emissions from tier 1 suppliers to Novo Nordisk facilities are calculated

based on the assumption that all purchased direct materials are transported

1,000 km by a diesel truck.

Waste generated in operations

Waste generated in own operations includes CO

e emissions associated

with third-party disposal and treatment of waste generated from production

sites, offices and labs. Currently, waste data is available for production sites

and offices as well as labs within Denmark. Waste data is not available for

offices and labs outside of Denmark, for which CO

e emissions are therefore

extrapolated using waste-type-specific method.

Business travel

Business travel includes CO

emissions from business flights and other travel,

such as hotel stays and taxis.

emissions from business flights are estimated based on mileage and

passenger class details obtained from travel agencies. These are multiplied

by emission factors for short-, medium- and long-haul flights. EPA emission

factors are used to perform the calculations. Currently, 90% of emissions

from flights are calculated based on data provided by travel agencies and

the remaining 10% are extrapolated based on the average CO

emissions per

employee. CO

emissions from other travel-related activities are calculated

using a spend-based approach.

Employee commuting

Employee commuting includes CO

emissions associated with commuting

by all employees except those with company cars, since these emissions

are reported as Scope 1 emissions. CO

e emissions are estimated using the

average data method and based on assumptions for the top six countries

(Denmark, USA, India, China, France and Brazil) in terms of number of

employees, which account for 85% of the employee base. Average distance

and mode of transportation are used to calculate the CO

e emissions for the

remaining 15% of employees.

Downstream transportation and distribution

Downstream transportation and distribution includes CO

e emissions that

occur from transportation and distribution of sold products in vehicles and

facilities not owned or controlled by Novo Nordisk. Only transportation

emissions are included in the calculations, specifically from the first receiving

warehouse to pharmacies, hospitals and wholesalers. A simulation-based

approach is applied to calculate downstream emissions, using a distance-

based method by simulating route networks for four countries (Denmark,

UK, Switzerland and Brazil). Transportation work (tonne-km) and CO

emissions are estimated by calculating the distance travelled for the weight

of distributed products and cool boxes. Moreover, the modelled route

networks provide the basis for simulating US and China transportation and

distribution. Transportation work per net kg product from the six reference

countries (Denmark, UK, Switzerland, Brazil, China and US) is extrapolated to

the remaining countries. Emissions per country are calculated based on i) the

weight of sold products, ii) reference country transportation work and iii) the

emission factor for the region and mode of transportation.

End-of-life treatment of sold products

End-of-life treatment of sold products includes CO

e from end-of-life

treatment of all products sold to the market, including packaging. The

amount of sold products is calculated from the realised sales data for

specific devices and markets. It is assumed that devices are discarded in

the markets where they are sold and that the end-of-life treatment follows

the general treatment of the household waste for each market. Scenarios

have been developed for end-of-life treatment for various Novo Nordisk

products (FlexPen

, FlexTouch

, NovoFine

needle etc.). The scenarios cover

the US, EU and Japan. The remaining CO

e emissions from other products are

extrapolated by unit sales based on average end-of-life emissions from the

products.

Novo Nordisk Annual Report 2022 93Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

7.5 Waste from production sites

recovered in biogas plants and the digested slurry is used on local farmland

as fertiliser. Ethanol is recovered in internal regeneration plants and re-used.

Energy recovery is waste disposed of at waste-to-energy plants and at a

biogas plant. Waste with no energy recovery covers water waste and other

waste not suitable for other disposal methods, such as hazardous waste for

incineration and various other types of waste.

8.1 Patients reached with Novo Nordisk's

Diabetes care products

The number of full-year patients reached with Novo Nordisk's Diabetes care

products (human insulin in vials) via the Access to Insulin Commitment is

estimated by dividing Novo Nordisk's annual sales volume by the annual

usage dose per patient reached via the Access to Insulin Commitment as

defined by the WHO.

The WHO-defined daily dosage for these products may not accurately

reflect the recommended or prescribed daily dose. Actual doses are based

on individual characteristics (e.g., age and weight) and pharmacokinetic

considerations. Despite this uncertainty, Novo Nordisk assesses this to be the

most consistent way of reporting.

The number of children reached with diabetes care treatment through

the Changing Diabetes

in Children programme is measured as the

total accumulated number of children enrolled since the initiation of the

partnership in 2009.

8.2 Employees

Waste from production sites

Tonnes 2022 2021 2020

Organic residues 166,183 143,254 107,739

Other (paper, cardboard, metals, etc.) 12,820 7,990 8,259

Total recycling 179,003 151,244 115,998

Ethanol waste 14,913 13,232 9,335

Other (various combustible waste) 8,007 8,239 5,816

Total waste with energy recovery 22,920 21,471 15,151

Water waste with no energy recovery 356 5,499 5,394

Other 827 1,660 3,334

Total waste with no energy recovery 1,183 7,159 8,728

Water waste with resource recovery 7,379 N/A N/A

Other 2,114 N/A N/A

Total waste with resource recovery 9,493 N/A N/A

Total waste to landfill 906 932 906

Total waste 213,505 180,806 140,783

In 2022, waste from production sites increased by 18% compared to 2021

due to an increase in production volumes, expansion and ramp-up activities

within production sites. 95% of the total waste was either recycled, used for

biogas production or incinerated at plants where energy is used for heat and

power production.

The amount of waste recycled increased by 18% from 151,244 to 179,003

tonnes, primarily due to an increase in production volumes.

The amount of waste sent for energy recovery increased by 7% from 21,471

to 22,920 tonnes, primarily also due to an increase in production volumes.

Less than 1% of total waste was sent to landfill. In 2022, 16% of the waste

was categorised as hazardous waste.

Accounting policies

Waste is measured as the sum of all the waste disposed of at production sites

based on weight receipts. Organic residues for recycling are waste from the

production of the active pharmaceutical ingredients, where the energy is

Section 8

Social performance

The estimated number of full-year patients reached with Novo Nordisk's

Diabetes care products increased from 34.6 million in 2021 to 36.3 million in

2022. The 5% increase was primarily driven by growth in the GLP-1 franchise,

which increased by 2.4 million patients, followed by the new-generation

insulin franchise, which grew by 0.8 million patients.

In 2022, the estimated number of patients with diabetes reached with Novo

Nordisk's human insulin vials through the Access to Insulin Commitment

was 1.8 million, compared to 1.7 million in 2021. Novo Nordisk also sold

human insulin vials below the ceiling price of USD 3 in countries outside the

commitment, reaching an estimated additional 2.5 million patients in 2022.

This represents a total of 4.3 million patients with diabetes reached with human

insulin in vials below USD 3 per vial globally. In addition to offering insulin at a

low price, supply chain improvements and capacity building are also important

levers in ensuring access to affordable care for vulnerable patients.

Through the Changing Diabetes

in Children programme, 41,033 vulnerable

children were reached by the end of 2022, compared to 31,846 in 2021.

More than half of the 9,187 newly enrolled children were reached through

expansion of the programme in Ethiopia, Sudan, Kenya and Uganda.

Accounting policies

The number of full-year patients reached with Novo Nordisk's Diabetes care

products, excluding devices, is estimated by dividing Novo Nordisk's annual

sales volume by the annual usage dose per patient for each product class as

defined by the WHO.

Employees

Year-end number 2022 2021 2020

North America Operations 7,250 6,106 6,213

International Operations 47,935 42,372 39,110

– EMEA (Europe, the Middle East and Africa) 30,870 26,680 24,600

– of which in Denmark 22,916 19,150 17,538

– China (Mainland China, Hong Kong, Taiwan) 6,148 5,833 5,548

– Rest of World (all other countries) 10,917 9,859 8,962

Total employees 55,185 48,478 45,323

Full-time employees 54,393 47,792 44,723

The number of employees increased in most areas with the highest growth in

EMEA, notably in Product Supply, Quality & IT, and North America Operations.

The employee turnover rate decreased from 11.0% in 2021 to 8.2% in 2022.

The highest decline in turnover incurred in China and the US.

Accounting policies

The number of employees is recorded as all employees except externals,

employees on unpaid leave, interns, bachelor and master thesis employees

and substitutes at year-end.

Novo Nordisk Annual Report 2022 94Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Employees are attributed to geographical regions according to their

primary workplace across the commercial units, research and development,

production and support functions. Employees in corporate functions are

included in EMEA and employees in Global Business Services in Bangalore,

India, are included in Rest of World.

The rate of turnover is measured as the number of employees, excluding

temporary employees, who left the Group during the financial year divided

by the average number of employees, excluding temporary employees.

Employees working for Group companies that have been disposed off are not

counted as having left the Group.

8.3 Sustainable employer score

8.4 Frequency of occupational accidents

In 2022, Novo Nordisk had 128 accidents with absence (99 in 2021). This

increase was partly due to an increase in the number of employees. The

average lost time injury frequency rate was 1.5 in 2022 (1.3 in 2021).

Sadly, Novo Nordisk had two work-related fatalities compared to zero in

2021. Two employees of Novo Nordisk on a business trip, travelling with

a driver, had a car accident resulting in all three passengers being killed

immediately. Novo Nordisk will continue to train and motivate employees

and contractors on good road safety behaviour to reduce the risk of

recurrences.

Novo Nordisk is currently implementing a new global incident reporting

system to ensure standardised reporting, and will continue ongoing

preventive health and safety activities, such as focusing on high-risk incidents

and ergonomic programmes.

For a full overview of Novo Nordisk's Health and Safety framework, please

refer to Novo Nordisk's ESG Portal at novonordisk.com.

Accounting policies

The frequency of occupational accidents is measured as the internally

reported number of accidents with absence per million nominal working

hours, or Lost Time Injury Frequency (LTIF). Contractors, visitors, employees

on unpaid leave, interns, and bachelor and master thesis students are not

included. An occupational accident with absence is any work-related accident

causing at least one day of absence in addition to the day of the accident.

8.5 Gender diversity

A global employee survey called "Evolve" supports Novo Nordisk’s ambition

to be a sustainable employer, underpinning the broader sustainable business

agenda. The Evolve survey was repeated in 2022 with an additional question,

meant to measure follow-throughs of the previous year’s survey results and

an open text question on how to improve the equality of opportunity for a

successful career at Novo Nordisk.

This year’s Evolve revealed an increase in the already high overall

engagement, bringing it to 85% favourable compared to 84% favourable

in 2021. Novo Nordisk continues to score in the top decile against external

organisations when it comes to providing a purpose-driven workplace.

Improvements were seen on most questions, with a large improvement

of 9 percentage points favourable on “Equal opportunities for a successful

career”. Nevertheless, opportunities for improvement remain on equality

of career opportunities, clearer performance evaluations and, in particular,

improving follow-throughs of survey results.

Accounting policies

The Sustainable employer score measures the average percentage of

favourable answers to the 18 engagement items in the survey. Favourable

answers are defined as "Agree" and "Strongly agree" to positively framed

questions. The survey is administered by an external vendor.

Gender in leadership positions

Ratio men:women 2022 2021 2020

CEO, EVP, SVP 71:29 72:28 76:24

CVP, VP 60:40 63:37 64:36

Director, Manager, Team Leader 55:45 57:43 58:42

Gender in leadership positions (overall) 56:44 57:43 59:41

Gender in senior leadership positions 61:39 64:36 65:35

Gender in the Board of Directors 54:46 67:33 62:38

The gender diversity in leadership positions overall at Novo Nordisk meets

the Danish gender diversity requirements. Gender diversity in leadership

positions increased from 43% in 2021 to 44% in 2022. Within senior

leadership positions, there was an increase from 36% in 2021 to 39% in 2022.

Among employees as a whole, the gender split was

49% women and 51%

men in 2022.

All management teams, from entry level upwards, are encouraged to focus

on enhanced diversity, with the aim of ensuring a robust pipeline of talent

for leadership positions. In 2021, Novo Nordisk introduced a global

aspirational target of achieving a balanced gender representation across all

managerial levels with a minimum of 45% for both women and men in senior

leadership positions by the end of 2025.

As of 31 December 2022, three shareholder-elected Board members

were women and six were men. The 2024 target of having at least three

shareholder-elected Board members of each gender was thus met; however,

the Board considers that diversity in the broadest sense of the word remains

a focus area, including in Board member searches. Further information about

the Board members is disclosed in the Corporate Governance Report.

Accounting policies

Diversity at Novo Nordisk is reported as the percentage split by gender in

leadership positions. Senior leadership positions are defined as employees

in the global job levels Chief Executive Officer (CEO), Executive Vice President

(EVP), Senior Vice President (SVP), Corporate Vice President (CVP) and

Vice President (VP). Overall leadership positions are defined as Directors,

Managers, Team Leaders and senior leadership positions.

Diversity on the Board of Directors is reported as the percentage split by

gender among all members, including employee-elected members.

Novo Nordisk Annual Report 2022 95Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

8.6 US pricing

Novo Nordisk has a long history of making products accessible and

affordable through responsible pricing practices and industry-leading

patient access programmes. In 2022, the average net price of both the

US product portfolio and the US insulin portfolio decreased by 10.5% and

19.5%, respectively, compared to 12.3% and 10.9% in 2021, as a result of

enhancements to secure formulary access for insured patients as well as

the evolution of channel and payer mix. Novo Nordisk has provided sales

discounts and rebates amounting to 75% of US gross sales in 2022, which is

in line with 2021. This resulted in the average annual list price across the US

product portfolio increasing by 2.4% compared to 1.6% in 2021

. The average

list price across the US insulin portfolio remained consistent with 2021.

8.7 Total tax contribution

Indirect taxes

Indirect taxes consist of non-refundable VAT, net VAT collections, customs

duties, environmental taxes and property taxes.

Other taxes

Other taxes consist of country-specific taxes not linked to one of the

categories above, e.g., the US branded prescription drug fee.

8.8 Donations and other contributions

2022 2021 2020

US product portfolio % change

vs prior year

List price change - Avg. 2.4% 1.6% 2.3%

Net price change - Avg. (10.5%) (12.3%) (16.9%)

Total US insulin portfolio % change

vs prior year

List price change - Avg. 0% 0% 0.5%

Net price change - Avg. (19.5%) (10.9%) (26.9%)

Accounting policies

The US product portfolio is inclusive of Diabetes, Obesity and Rare Disease

products. Percentage change represents a sales weighted average list and

net price for the respective calendar year compared to the sales weighted

average list and net price for the prior year and is not reflective of the

magnitude of individual list price actions. The net price represents the

average list price minus rebates, discounts and returns for the specific

product for the year in which it is being calculated.

Total tax contribution

DKK million

Taxes

borne

Taxes

collected 2022 2021 2020

Corporate income

taxes paid 14,515 4,582 19,097 18,390 13,577

Employment taxes 2,279 10,727 13,006 10,840 9,588

Indirect taxes 2,273 754 3,027 2,612 2,497

Other taxes 873 — 873 751 714

Total 19,940 16,063 36,003 32,593 26,376

The total tax contribution in 2022 amounted to DKK 36,003 million split

across 55% of taxes borne and 45% of taxes collected. In 2021, the split was

57% of taxes borne and 43% of taxes collected.

In 2021, corporate income tax was unusually high as additional corporate

income tax had been paid in Denmark relating to both the prior year and the

prepayment for 2021. The prepayment exceeded the actual payable tax and was

partially refunded in 2022. Furthermore, profit before tax has increased for 2022,

resulting in an overall increase in corporate income taxes paid.

The overall increase in total tax contribution from 2021 to 2022 is primarily

related to an increase in employment taxes primarily due to the hiring of new

employees globally, as production and sales have been increasing.

Accounting policies

Novo Nordisk's total tax contribution is measured as the taxes borne or collected

by Novo Nordisk, which have been paid in the respective year. Taxes borne

are defined as taxes where Novo Nordisk carries the cost. Taxes collected are

defined as taxes collected by Novo Nordisk on behalf of others, e.g., employee

income taxes deducted from employee salaries and paid to the government.

Corporate income taxes paid

Corporate income taxes paid primarily consist of corporate income taxes and

withholding taxes on company dividends paid during the year.

Employment taxes

Employment taxes primarily consist of taxes collected from employees on

behalf of the government and social security costs (part of payroll taxes in

some countries).

Donations and other contributions

DKK million 2022 2021 2020

World Diabetes Foundation (WDF) 93 92 138

Novo Nordisk Haemophilia

Foundation (NNHF) 33 — 20

Total donations and other

contributions 126 92 158

The WDF, an independent trust, supports sustainable partnerships and acts as

a catalyst to help others do more. The amount granted to WDF has increased

from DKK 92 million in 2021 to DKK 93 million in 2022. The amount granted

to WDF covers the amount approved during Novo Nordisk's Annual General

Meeting in 2014 for annual contributions and also includes a donation to WDF

China. For more information, visit worlddiabetesfoundation.org

The NNHF supports programmes in low- and middle-income countries.

Initiatives focus on capacity-building, diagnosis and registry, awareness

and advocacy. The payment of the agreed donation to the NNHF for the

year 2021 was made in 2022, amounting to DKK 20 million. Additionally, in

2022, Novo Nordisk agreed to a donation of DKK 25 million but only DKK 13

million were paid out. Since 2005, the NNHF has provided funding for 296

programmes in 85 countries. See nnhf.org for additional information.

Accounting policies

Donations and other contributions by Novo Nordisk to the WDF and the

NNHF are recognised when the donation or contribution is paid out.

Novo Nordisk Annual Report 2022 96Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Section 9

Governance performance

9.1 Business ethics reviews and training

In 2022, Group Internal Audit performed 35 business ethics audits,

compared to 37 in 2021, which was in line with the number of planned

audits for the year.

Annual training on business ethics is mandatory for all employees, including

all new hires. In 2022, 99% of employees completed and documented their

training compared to 98% in 2021. The increase represents the emphasis of

Novo Nordisk in diligently following up on employees to ensure completion

of the annual training. The remaining 1% missing is mainly due to employees

being on leave.

Accounting policies

The number of business ethics reviews is recorded as the number of business

ethics reviews performed by Group Internal Audit in subsidiaries, production

sites, vendors and headquarter areas.

The mandatory business ethics training is based on the Business Ethics Code

of Conduct in the form of globally applicable e-learning and related tests.

The percentage of employees completing the training is calculated as the

percentage of completion of the Code of Conduct test.

9.2 Supplier audits

9.3 Product recalls

In 2022, Novo Nordisk had 3 product recalls. In Belgium, the recall was due

to distribution without approved commercialisation. In Finland and Sweden,

the recall was due to temporary communication timeouts during dose log

transfers. In Algeria, the recall was due to a mix-up of information on the

vignette for one of Novo Nordisk's products. None of the recalls were Health

Hazard Evaluation (HHE) class I.

Accounting policies

The number of product recalls is recorded as the number of times Novo

Nordisk has instituted a recall and includes recalls in connection with clinical

trials. A recall can affect various countries.

9.4 Failed inspections

In 2022, Novo Nordisk had not failed any inspections among those that were

resolved at year-end. During 2022, 150 inspections of Novo Nordisk were

conducted. The number of inspections is close to the level it was at before

COVID-19. At year-end, 113 inspections were passed and 37 were unresolved,

as final inspection reports had not been received or the final authority's

acceptance was pending, which is normal. Follow-up on unresolved

inspections will continue in 2023.

Accounting policies

In 2022, we expanded the scope of reporting on failed inspections to include

all inspections, as opposed to 2021, when only inspections from specific

health authorities were reported. The change of methodology did not result

in a restatement of the comparative periods.

Failed inspections are defined as inspections where Warning Letters or EMA

non-compliance letters related to GMP inspections are received, GMP/ISO

certificates for strategic sites are lost, pre-approval inspections result in a

Complete Response Letter, study conclusions are changed due to GCP/GLP

inspection issues, or marketing or import authorisations are withdrawn due

to inspection issues. Strategic sites are defined as the manufacturing sites

in Brazil, China, Denmark, France and the US.

9.5 Facilitations of the Novo Nordisk Way

In 2022, a total of 36 units were facilitated and more than 1,700 employees

were individually interviewed. In addition, feedback on those units was

collected from approximately 400 stakeholders. Overall, the 2022 process

continues to show a good level of adherence to the Novo Nordisk Way.

Five units were found to be in breach of one or more of the Novo Nordisk

Essentials.

Many positive observations were made in facilitations regarding elements of

the Novo Nordisk Way. Facilitations found that patient-centricity (Essential 1-

We create value by having a patient-centred business approach) was both a

strong motivator for staff engagement and a critical contributor to business

success, especially in managing periodic supply constraints across the globe.

A high standard of Business Ethics (Essential 10 – We never compromise

on quality and business ethics) was reported in most units. Leaders and

staff remained committed to the company’s sustainability focus and looked

Supplier audits

Number 2022 2021 2020

Responsible sourcing audits 14 16 7

Quality audits 280 237 170

Total supplier audits 294 253 177

The number of audits concluded in 2022 increased by 16% compared to 2021.

The increase in the number of supplier audits represents the general activity

level at Novo Nordisk. The travel restrictions related to COVID-19 did not have

a significant impact on the ability to conduct audits during 2022, though local

restrictions were in effect during the year. In 2022, two critical findings were

issued. The first critical finding regarding control of labels was issued during

a routine audit. For this, a follow-up audit was conducted, which found that

the issue had been closed satisfactorily. The second critical finding regarding

environmental monitoring was issued during a qualification audit. The work

related to the remediation of this finding is still ongoing.

Accounting policies

The number of supplier audits concluded by Novo Nordisk's Corporate

Quality function consists of the number of responsible sourcing audits and

quality audits conducted at suppliers. We conduct our audits internally and

do not participate in third party audit programs.

Novo Nordisk Annual Report 2022 97Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

9.6 Company reputation

9.7 Animals purchased for research

forward to renewing initiatives in the areas of environmental and social

responsibility (Essential 3 – We are accountable for financial, environmental

and social performance) that were paused in many units during COVID-19

lockdown years.

In 2022, partly driven by the focus on strengthening the cultural journey,

most findings were related to Essential 2 (We set ambitious goals and strive

for excellence) and Essential 5 (We build and maintain good relations with

our stakeholders).

Accounting policies

Facilitations of the Novo Nordisk Way are measured as the number of

facilitations completed. It is an internal process for assessing adherence

to the Novo Nordisk Way. The assessments are based on a review of

documentation and feedback from stakeholders followed by an on-site

visit during which randomly selected employees and management are

interviewed. Identified gaps and improvement opportunities related to the

Novo Nordisk Way are presented to and discussed with Management. The

facilitators and Management agree on an action plan to address those gaps

and improvement opportunities. For more information on the Novo Nordisk

Way, please refer to page 22 in the Management review.

intelligence and covers more markets and stakeholders compared to

the previous "Company trust". Novo Nordisk’s reputational strength was

identified to be the highest in products and service offerings, rated as

excellent among three stakeholder groups, i.e., diabetes patients, diabetes

specialists and general practitioners.

Company reputation

Scale 0-100 2022 2021

2020

People with diabetes 81.3 81.5 N/A

People with obesity 79.4 79.4 N/A

General practitioners 84.0 84.8 N/A

Diabetes specialists 90.3 90.3 N/A

Informed general public 76.3 77.1 N/A

Total score (average) 82.3 82.6 N/A

1. 2021 figures have been corrected due to inaccurate allocation in the Annual Report 2021.

Company reputation is a comprehensive approach to analysing reputational

Accounting policies

The reputation score is based on four factors measuring esteem, admiration,

trust and feeling of the stakeholders towards Novo Nordisk across ten key

markets: France, Denmark, the US, Canada, Brazil, China, Japan, Germany,

Italy and the UK. The data are collected through online surveys carried out

by an external consultancy firm. Responses are aggregated to produce an

overall score on a Likert scale of 1-7, which is rebased on a 0-100 scale.

Animals purchased

Number 2022 2021 2020

Mice, rats and other rodents 63,760 35,675 38,850

Pigs 427 759 783

Rabbits 606 184 239

Dogs 146 114 91

Non-human primates 700 495 264

Fish 14,098 10,638 9,804

Other vertebrates 13 14 5

Total animals purchased 79,750 47,879 50,036

The number of animals purchased for research in 2022 increased by 67%

compared to 2021. The increase is mainly led by the acquisition of Dicerna

Pharmaceuticals, Inc. 80% of the animals purchased were rodents and 18%

were fish.

Accounting policies

Animals purchased for research comprises the number of animals

purchased for all research undertaken by Novo Nordisk either in-house

or by external contractors. The number of animals purchased is based on

internal registration of purchased animals and yearly reports from external

contractors.

Novo Nordisk Annual Report 2022 98Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Statement by the Board of Directors and Executive Management

The Board of Directors and Executive Management have today considered

and approved the Annual Report for Novo Nordisk A/S for the financial year

1 January 2022 - 31 December 2022.

The consolidated financial statements are presented in accordance with

International Financial Reporting Standards as endorsed by the EU. The

parent financial statements are presented in accordance with the Danish

Financial Statements Act. Further, the Annual Report is prepared in

accordance with Danish disclosure requirements for listed companies.

In our opinion, the consolidated financial statements and the parent financial

statements give a true and fair view of the Group’s and the parent’s financial

position at 31 December 2022 as well as of the results of their operations and

cash flows for the financial year 1 January 2022 - 31 December 2022.

In our opinion, the Management review contains a fair review of the

development of the Group's and the parent’s business and financial

matters, the results for the year and of the parent’s financial position and

the financial position as a whole of the entities included in the consolidated

financial statements, together with a description of the principal risks and

uncertainties that the Group and the parent face.

In our opinion, the Annual Report of Novo Nordisk A/S for the financial year

1 January 2022 to 31 December 2022 identified as NOVO-2022-12-31.zip is

prepared, in all material respects, in compliance with the ESEF Regulation.

Novo Nordisk’s Consolidated Environmental, Social and Governance

Statements have been prepared in accordance with the reporting principles

of materiality, inclusivity, responsiveness and environmental, social and

governance accounting policies. They give a true and fair account and a

balanced and reasonable presentation of the organisation’s environmental,

social and governance performance in accordance with these principles.

We recommend the Annual Report for adoption at the Annual General

Meeting.

Bagsværd, 1 February 2023

Registered Executive Management Board of Directors

Lars Fruergaard Jørgensen

President and CEO

Karsten Munk Knudsen

CFO

Helge Lund

Chair

Henrik Poulsen

Vice Chair

Elisabeth Dahl Christensen Jeppe Christiansen

Monique Carter

Martin Holst Lange Laurence Debroux Andreas Fibig Sylvie Grégoire Liselotte Hyveled

Marcus Schindler Camilla Sylvest Mette Bøjer Jensen Kasim Kutay Christina Law Martin Mackay

Henrik Wulff Thomas Rantzau

Novo Nordisk Annual Report 2022 99Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Independent Auditor’s Report

To the shareholders of Novo Nordisk A/S

Key audit matter How our audit addressed the key audit matter

US sales rebates

Refer to notes 2.1 and 3.5 in the consolidated financial statements.

In the United States (US), sales rebates are paid in connection with public healthcare

insurance programmes, namely Medicare and Medicaid, as well as rebates to

pharmacy benefit managers and managed healthcare plans. In January 2021, the

Group changed its policy in the US related to the 340B Drug Pricing Program, whereby

Novo Nordisk no longer provides 340B statutory discounts to certain pharmacies that

contract with covered entities participating in the 340B Drug Pricing Program. Novo

Nordisk has only recognised revenue related to the 340B Drug Pricing Program to the

extent that it is highly probable that its inclusion will not result in a significant revenue

reversal in the future. When sales are recognised, Novo Nordisk also records provisions

for the expected value of the sales deductions (variable consideration) at the time the

related sales are recorded.

The provision for sales rebates and discounts amounted to DKK 69,499 million as of

31 December 2022, a significant portion of which related to the US business.

The US sales rebates, including provisions related to the 340B Drug Pricing Program,

involved significant measurement uncertainty as the provisions are based on legal

interpretations of applicable laws and regulations, historical claims experience, payer

channel mix, current contract prices, unbilled claims, claims submission time lags, and

inventory levels in the distribution channel. Consequently, we considered this to be a

key audit matter.

We evaluated the appropriateness of the methodology used to develop sales rebates

provisions, including provisions related to the 340B Drug Pricing Program, by involving

audit professionals with industry and quantitative analytics experience to assist us in

performing our auditing procedures.

We tested the effectiveness of controls relating to sales rebates, including controls over

the assumptions and data used to estimate these rebates.

We tested rebate claims processed, including evaluating those claims for consistency

with the conditions and terms of rebate arrangements.

We tested the overall reasonableness of the accruals recorded at period end by

developing an expectation for comparison to actual recorded balances.

We evaluated Management’s ability to estimate sales rebates accurately by considering

the historical accuracy of the estimates in prior year.

Report on the Financial Statements

Opinion

We have audited the consolidated financial statements and the parent financial

statements of Novo Nordisk A/S for the financial year 1 January 2022 – 31 December

2022, which comprise the income statement, balance sheet, equity statement and

notes, including a summary of significant accounting policies, for the Group as well as

the Parent, and the statement of comprehensive income and the cash flow statement

of the Group (collectively referred to as the “Financial Statements”). The consolidated

financial statements are prepared in accordance with International Financial Reporting

Standards as endorsed by the EU and additional requirements of the Danish Financial

Statements Act, and the parent financial statements are prepared in accordance with

the Danish Financial Statements Act.

In our opinion, the consolidated financial statements give a true and fair view of the

Group’s financial position at 31 December 2022, and of the results of its operations

and cash flows for the financial year 1 January 2022 – 31 December 2022 in accordance

with International Financial Reporting Standards as endorsed by the EU and additional

requirements under the Danish Financial Statements Act.

Further, in our opinion, the parent financial statements give a true and fair view of the

Parent’s financial position at 31 December 2022, and of the results of its operations for

the financial year 1 January 2022 – 31 December 2022 in accordance with the Danish

Financial Statements Act.

Our opinion is consistent with our Long-form Auditor’s report issued to the Audit

Committee and the Board of Directors.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing

(ISAs) and the additional requirements applicable in Denmark. Our responsibilities

under those standards and requirements are further described in the Auditor’s

responsibilities for the audit of the consolidated financial statements and the parent

financial statements section of this auditor’s report. We are independent of the

Group in accordance with the International Ethics Standards Board for Accountants’

International Code of Ethics for Professional Accountants (IESBA Code) and the

additional ethical requirements applicable in Denmark, and we have fulfilled our other

ethical responsibilities in accordance with these requirements and the IESBA Code.

We believe that the audit evidence we have obtained is sufficient and appropriate to

provide a basis for our opinion.

To the best of our knowledge and belief, we have not provided any prohibited non-audit

services as referred to in Article 5(1) of Regulation (EU) No 537/2014.

We were appointed auditors of Novo Nordisk A/S for the first time on 25 March 2021,

for the financial year 2021.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of

most significance in our audit of the consolidated financial statements and the parent

financial statements for the financial year 1 January 2022 – 31 December 2022.

These matters were addressed in the context of our audit of the consolidated financial

statements and the parent financial statements as a whole, and in forming our opinion

thereon, and we do not provide a separate opinion on these matters.

Novo Nordisk Annual Report 2022 100Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Statement on the management review

Management is responsible for the management review.

Our opinion on the consolidated financial statements and the parent financial

statements does not cover the management review, and we do not express any form of

assurance conclusion thereon.

In connection with our audit of the consolidated financial statements and the parent

financial statements, our responsibility is to read the management review and, in

doing so, consider whether the management review is materially inconsistent with

the consolidated financial statements and the parent financial statements or our

knowledge obtained in the audit or otherwise appears to be materially misstated.

Moreover, it is our responsibility to consider whether the management review provides

the information required under the Danish Financial Statements Act.

Based on the work we have performed, we conclude that the management review

is in accordance with the consolidated financial statements and the parent financial

statements and has been prepared in accordance with the requirements of the

Danish Financial Statements Act. We did not identify any material misstatement of the

management review.

Management's responsibilities for the Financial Statements

Management is responsible for the preparation of consolidated financial statements

that give a true and fair view in accordance with International Financial Reporting

Standards as endorsed by the EU and additional requirements of the Danish Financial

Statements Act as well as the preparation of parent financial statements that give a

true and fair view in accordance with the Danish Financial Statements Act, and for such

internal control as Management determines is necessary to enable the preparation of

consolidated financial statements and parent financial statements that are free from

material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements and the parent financial

statements, Management is responsible for assessing the Group’s and the Parent’s

ability to continue as a going concern, for disclosing, as applicable, matters related

to going concern, and for using the going concern basis of accounting in preparing

the consolidated financial statements and the parent financial statements unless

Management either intends to liquidate the Group or the Entity or to cease operations,

or has no realistic alternative but to do so.

Auditor's responsibilities for the audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated

financial statements and the parent financial statements as a whole are free from

material misstatement, whether due to fraud or error, and to issue an auditor’s report

that includes our opinion. Reasonable assurance is a high level of assurance, but is

not a guarantee that an audit conducted in accordance with ISAs and the additional

requirements applicable in Denmark will always detect a material misstatement when

it exists. Misstatements can arise from fraud or error and are considered material

if, individually or in the aggregate, they could reasonably be expected to influence

the economic decisions of users taken on the basis of these consolidated financial

statements and these parent financial statements.

As part of an audit conducted in accordance with ISAs and the additional requirements

applicable in Denmark, we exercise professional judgement and maintain professional

scepticism throughout the audit. We also:

– Identify and assess the risks of material misstatement of the consolidated financial

statements and the parent financial statements, whether due to fraud or error,

design and perform audit procedures responsive to those risks, and obtain audit

evidence that is sufficient and appropriate to provide a basis for our opinion. The risk

of not detecting a material misstatement resulting from fraud is higher than for one

resulting from error, as fraud may involve collusion, forgery, intentional omissions,

misrepresentations, or the override of internal control.

– Obtain an understanding of internal control relevant to the audit in order to design

audit procedures that are appropriate in the circumstances, but not for the purpose

of expressing an opinion on the effectiveness of the Group’s and the Parent’s internal

control.

– Evaluate the appropriateness of accounting policies used and the reasonableness of

accounting estimates and related disclosures made by Management.

– Conclude on the appropriateness of Management’s use of the going concern basis

of accounting in preparing the consolidated financial statements and the parent

financial statements, and, based on the audit evidence obtained, whether a material

uncertainty exists related to events or conditions that may cast significant doubt on

the Group's and the Parent’s ability to continue as a going concern. If we conclude

that a material uncertainty exists, we are required to draw attention in our auditor’s

report to the related disclosures in the consolidated financial statements and the

parent financial statements or, if such disclosures are inadequate, to modify our

opinion. Our conclusions are based on the audit evidence obtained up to the date of

our auditor’s report. However, future events or conditions may cause the Group and

the Entity to cease to continue as a going concern.

– Evaluate the overall presentation, structure and content of the Financial Statements,

including the disclosures in the notes, and whether the Financial Statements

represent the underlying transactions and events in a manner that gives a true and

fair view.

– Obtain sufficient appropriate audit evidence regarding the financial information

of the entities or business activities within the Group to express an opinion on the

consolidated financial statements. We are responsible for the direction, supervision and

performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters,

the planned scope and timing of the audit and significant audit findings, including any

significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have

complied with relevant ethical requirements regarding independence, and to

communicate with them all relationships and other matters that may reasonably be

thought to bear on our independence, and, where applicable, safeguards put in place

and measures taken to eliminate threats.

From the matters communicated with those charged with governance, we determine

those matters that were of most significance in the audit of the Financial Statements of

the current period and are therefore the key audit matters. We describe these matters

in our auditor’s report unless law or regulation precludes public disclosure about the

matter or when, in extremely rare circumstances, we determine that a matter should not

be communicated in our report because the adverse consequences of doing so would

reasonably be expected to outweigh the public interest benefits of such communication.

Report on compliance with the ESEF Regulation

As part of our audit of the Financial Statements of Novo Nordisk A/S, we performed

procedures to express an opinion on whether the annual report of Novo Nordisk A/S

for the financial year 1 January 2022 to 31 December 2022 with the file name

NOVO-2022-12-31.zip is prepared, in all material respects, in compliance with the Commis-

sion Delegated Regulation (EU) 2019/815 on the European Single Electronic Format (ESEF

Regulation), which includes requirements related to the preparation of the annual report in

XHTML format and iXBRL tagging of the consolidated financial statements including notes.

Management is responsible for preparing an annual report that complies with the ESEF

Regulation. This responsibility includes:

– The preparing of the annual report in XHTML format;

– The selection and application of appropriate iXBRL tags, including extensions to the

ESEF taxonomy and the anchoring thereof to elements in the taxonomy, for financial

information required to be tagged using judgement where necessary;

– Ensuring consistency between iXBRL tagged data and the consolidated financial

statements presented in human readable format; and

– For such internal control as Management determines necessary to enable the

preparation of an annual report that is compliant with the ESEF Regulation.

Our responsibility is to obtain reasonable assurance on whether the annual report is

prepared, in all material respects, in compliance with the ESEF Regulation based on the

evidence we have obtained and to issue a report that includes our opinion. The nature,

timing and extent of procedures selected depend on the auditor’s judgement, including

the assessment of the risks of material departures from the requirements set out in the

ESEF Regulation, whether due to fraud or error. The procedures include:

– Testing whether the annual report is prepared in XHTML format;

– Obtaining an understanding of the company’s iXBRL tagging process and of internal

control over the tagging process;

– Evaluating the completeness of the iXBRL tagging of the consolidated financial

statements including notes;

– Evaluating the appropriateness of the company’s use of iXBRL elements selected

from the ESEF taxonomy and the creation of extension elements where no suitable

element in the ESEF taxonomy has been identified;

– Evaluating the use of anchoring of extension elements to elements in the ESEF

taxonomy; and

– Reconciling the iXBRL tagged data with the audited consolidated financial statements.

In our opinion, the annual report of Novo Nordisk A/S for the financial year 1 January

2022 to 31 December 2022 with the file name NOVO-2022-12-31.zip is prepared, in all

material respects, in compliance with the ESEF Regulation.

Copenhagen, 1 February 2023

Deloitte

Statsautoriseret Revisionspartnerselskab

Business Registration No 33 96 35 56

Anders Vad Dons

State-Authorised Public Accountant

Mne25299

Novo Nordisk Annual Report 2022 101Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Independent Auditor’s Assurance Report on the ESG statement

To Management and broader stakeholders of Novo Nordisk A/S

A limited assurance engagement is substantially less in scope than a reasonable

assurance engagement. Consequently, the level of assurance obtained in a limited

assurance engagement is substantially lower than the assurance that would have been

obtained had we performed a reasonable assurance engagement.

Work performed

We are required to plan and perform our work in order to consider the risk of material

misstatement in the ESG statement. To do so, we have:

– conducted interviews with data owners and internal stakeholders to understand the

key processes and control activities for measuring, recording and reporting the ESG

data;

– performed limited substantive testing on a selective basis to check that data has

been appropriately measured, recorded, collated and reported;

– performed analysis of data, selected based on risk and materiality;

– made inquiries regarding significant developments in the reported data;

– considered the presentation and disclosure of the ESG statement;

– assessed that the process for reporting greenhouse gas emissions data follows the

principles of relevance, completeness, consistency, transparency and accuracy out-

lined in The Greenhouse Gas Protocol Corporate Standard Revised edition (2015) and

The Corporate Value Chain (Scope 3) Accounting and Reporting Standard (2011); and

– evaluated the evidence obtained.

Our conclusion

Based on the procedures performed and the evidence obtained, nothing has come

to our attention that causes us not to believe that the ESG data on pages 89 to 97 in

the statement of Environmental, Social and Governance (ESG) performance for the

period 1 January - 31 December 2022, have been prepared, in all material respects, in

accordance with the Basis of preparation and the ESG accounting policies.

Copenhagen, 1 February 2023

Deloitte

Statsautoriseret Revisionspartnerselskab

Business Registration No 33 96 35 56

Anders Vad Dons Helena Barton

State-Authorised Public Accountant Lead Reviewer

Mne25299

Novo Nordisk A/S engaged us to provide limited assurance on the consolidated

statement of Environmental, Social and Governance (ESG) performance (“the ESG

statement”) for the the period 1 January - 31 December 2022, presented on pages 89

to 97 in the Annual Report of Novo Nordisk A/S.

Management's responsibility

Management of Novo Nordisk A/S is responsible for designing, implementing, and

maintaining internal controls over information relevant to the preparation of the

ESG data and information in the ESG statement, ensuring they are free from material

misstatement, whether due to fraud or error. Furthermore, Management is responsible

for establishing objective accounting policies for the preparation of ESG data, for the

overall content of the ESG statement, and for measuring and reporting ESG data in

accordance with the Basis of preparation and the ESG accounting policies.

Auditor's responsibility

Our responsibility is to express a limited assurance conclusion based on our

engagement with Management and in accordance with the agreed scope of work.

We have conducted our work in accordance with ISAE 3000 (Revised) Assurance

Engagements Other than Audits or Reviews of Historical Financial Information and

ISAE 3410 Assurance Engagements on Greenhouse Gas Statements, and additional

requirements under Danish audit regulation, to obtain limited assurance about our

conclusion. Greenhouse Gas emissions quantification is subject to inherent uncertainty

because of incomplete scientific knowledge used to determine emission factors and the

values needed to combine emissions of different gasses.

We are responsible for:

– planning and performing the engagement to obtain limited assurance about whether

the ESG statement is free from material misstatement, whether due to fraud or error,

and prepared, in all material respects, in accordance with the accounting policies;

– forming an independent conclusion, based on the procedures we performed and the

evidence we obtained; and

– reporting our conclusion to the Management and broader stakeholders of

Novo Nordisk A/S.

Deloitte Statsautoriseret Revisionspartnerselskab applies International Standard on

Quality Management 1 (ISQM 1), which requires the firm to design, implement and

operate a system of quality management including policies or procedures regarding

compliance with ethical requirements, professional standards and applicable legal and

regulatory requirements. We have complied with the requirements for independence

and other ethical requirements of the International Ethics Standards Board for

Accountants’ International Code of Ethics for Professional Accountants (IESBA Code),

which is founded on fundamental principles of integrity, objectivity, professional

competence and due care, confidentiality and professional behaviour, and ethical

requirements applicable in Denmark.

Novo Nordisk Annual Report 2022 102Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

More information

Additional reporting

Novo Nordisk provides additional disclosure to satisfy legal requirements

and stakeholder interests. Supplementary reports can be downloaded from

novonordisk.com/annualreport, while additional information can be found at

novonordisk.com

Materiality

Novo Nordisk relies on the International Integrated Reporting Council’s

definition of materiality. Information deemed material for providers of

financial capital in their decision-making is included in the Annual Report,

i.e., it being of such relevance and importance that it could substantively

influence their assessments of Novo Nordisk’s ability to create value over the

short, medium and long term. See how Novo Nordisk determines materiality

and material issues at novonordisk.com

Annual Report

This Annual Report is Novo Nordisk’s full statutory Annual Report pursuant to

Section 149(1) of the Danish Financial Statements Act.

The statutory Annual Report will be presented and adopted at the Annual

General Meeting on 23 March 2023 and will subsequently be submitted to

and be available at the Danish Business Authority.

The Annual Report is prepared in accordance with the International Financial

Reporting Standards and the Danish Financial Statements Act. Moreover,

it meets the requirements of an integrated report, as per the International

Integrated Reporting Framework.

Novo Nordisk meets the requirements for Communication on Progress to the

UN Global Compact, a voluntary reporting on performance towards its ten

principles on human rights, labour rights, environment and anti-corruption

and additional progress reporting on corporate sustainability leadership and

the UN Sustainable Development Goals. Novo Nordisk also adheres to the UN

Guiding Principles Reporting Framework on respect of human rights. For our

commitment, please refer to the Novo Nordisk Human Rights Report on our

ESG Portal at novonordisk.com.

Form 20 F

The Form 20-F is filed using a standardised reporting form so that investors

can evaluate the company alongside US domestic equities. It is an annual

reporting requirement by the US Securities and Exchange Commission (SEC)

for foreign private issuers with equity shares listed on exchanges in the

United States.

Remuneration Report

The Remuneration Report describes in accordance with section 139b of

the Danish Companies Act the remuneration awarded or due during 2022

to members of the Board and Executive Management registered with the

Danish Business Authority. The Remuneration Report is submitted to the

Annual General Meeting for an advisory vote.

Corporate Governance Report

The Corporate Governance Report discloses Novo Nordisk’s compliance with

corporate governance to meet the requirements of the Danish Financial

Statements Act.

References

Throughout the Management review section in this report, links are provided

to online sources for additional information. Some of the references are not

mandatory and hence not included in the audit of the Management review.

For more news from Novo Nordisk, please visit

novonordisk.com/investors.html

novonordisk.com/news-and-media/latest-news.html

Disclaimer

The patients, employees and relatives portrayed in this Annual Report and

ancillary reports have participated on their own accord and solely to express

their own personal opinions on topics referred to, which do not necessarily

reflect the views and opinions of Novo Nordisk. Use of the pictures as

illustrations is in no way intended to associate the patients, employees or

relatives with the promotion of any Novo Nordisk products.

Credits

Design and production: Kontrapunkt.

Illustrations: &Robin and Dennis Andersen.

Photography: Marie Hald, Morten Andersen, Martin Juul, Jesper Edvardsen,

Jesper Westley, Oliver Grenaa, Thomas Fink, Sunny Zeng, Benjamin Norman

and Gustavo Aranda Hernández.

Novo Nordisk Annual Report 2022 103Contents Introducing Novo Nordisk Strategic Aspirations Key risks Management Consolidated statements Additional information

Product overview

Diabetes care

New-generation insulin and combinations

Tresiba

, insulin degludec

Ryzodeg

, insulin degludec/insulin aspart

Fiasp

, fast-acting insulin aspart

Xultophy

® 1

, insulin degludec/liraglutide

Modern insulin

Levemir

, insulin detemir

NovoRapid

® 2

, insulin aspart

NovoMix

30, biphasic insulin aspart

NovoMix

50, biphasic insulin aspart

NovoMix

70, biphasic insulin aspart

Human insulin

lnsulatard

isophane (NPH) insulin

Actrapid

, regular human insulin

Mixtard

30, biphasic human insulin

Mixtard

40, biphasic human insulin

Mixtard

50, biphasic human insulin

Glucagon-like peptide-1

Victoza

, liraglutide

Ozempic

, semaglutide

Rybelsus

, oral semaglutide

Pre-lled delivery systems

FlexTouch

, U100, U200

FlexPen

InnoLet

Ozempic

pen, FlexTouch

Ozempic

Single dose device

Durable delivery systems

NovoPen

NovoPen Echo

Plus

NovoPen Echo

Other delivery systems

PumpCart

, NovoRapid® & Fiasp

cartridge to be used in pump

Penll

cartridge

Oral antidiabetic agents

NovoNorm

, repaglinide

Glucagon

GlucaGen

, glucagon (vial and Hypokit

)

Zegalogue

, dasiglucagon

Needles

NovoFine

Plus

NovoFine

NovoTwist

NovoFine

AutoCover

Obesity care

Glucagon-like peptide-1

Saxenda

, liraglutide 3.0 mg

Wegovy

, semaglutide 2.4 mg

Obesity delivery systems

Saxenda

pen, FlexTouch

Wegovy

, Single dose device, FlexTouch

1. In the US approved under the brand name Xultophy

100/3.6. 2. In the US called NovoLog

. 3. The global discontinuation of NovoMix 70 and Mixtard 40 has been communicated. 4. In the US spelt Novoeight

. 5. In the US approved under the name of REBINYN

Rare Disease

Rare Blood Disorders

NovoSeven

, eptacog alfa (recombinant factor VIIa)

NovoEight

, turoctocog alfa (recombinant factor VIII)

NovoThirteen

, catridecacog (recombinant factor XIII)

Rexia

®5

, nonacog beta pegol; N9-GP (recombinant factor IX)

Esperoct

, turoctocog alfa pegol, N8-GP (recombinant factor VIII)

Rare Endocrine Disorders

Norditropin

, somatropin (rDNA origin)

Sogroya

, somapacitan (rDNA origin)

Macrilen™, macimorelin

Pre-lled human growth hormone delivery systems

FlexPro

NordiFlex

NordiLet

Durable delivery systems

NordiPen

Other delivery systems

Norditropin

SimpleXx

, cartridge vial for NordiPen

PenMate

, automatic needle inserter

(for NordiPen

and NordiFlex

)

Hormone replacement therapy

Vagifem

, estradiol hemihydrate

Activelle

, estradiol/norethisterone acetate

Kliogest

, estradiol/norethisterone acetate

Novofem

, estradiol/norethisterone acetate

Trisequens

, estradiol/norethisterone acetate

Estrofem

, estradiol

Novo Nordisk Annual Report 2022 104Financial statements of the parent company

Financial statements of the parent company 2022

Income statement Balance sheet

DKK million Note 2022 2021

Equity and liabilities

Share capital 9 456 462

Net revaluation reserve according to the

equity method 17,785 17,675

Development costs reserve 1,524 1,218

Reserve for cash flow hedge 1,045 (1,600)

Retained earnings 62,091 52,714

Total equity 82,901 70,469

Borrowings 11 21,199 10,111

Deferred income tax liabilities 5 2,967 —

Other provisions 12 1,303 1,377

Total non-current liabilities 25,469 11,488

Borrowings 11 169 12,648

Derivative financial instruments 10 2,903 2,184

Trade payables 4,782 3,048

Amounts owed to affiliated companies 74,059 53,826

Tax payables 3,115 171

Other liabilities 7,899 6,313

Total current liabilities 92,927 78,190

Total liabilities 118,396 89,678

Total equity and liabilities 201,297 160,147

The following pages comprise the financial statements of the parent company, the legal entity Novo Nordisk A/S. Apart from ownership of the subsidiaries in the

Novo Nordisk Group, activity within the parent company mainly comprises sales, research and development, production, corporate activities and support functions.

For the year ended 31 December

DKK million Note 2022 2021

Net sales 2 142,656 112,553

Cost of goods sold 3 (31,060) (26,642)

Gross profit 111,596 85,911

Sales and distribution costs 3 (37,476) (30,021)

Research and development costs 3 (19,209) (15,244)

Administrative costs 3 (2,135) (1,976)

Other operating income and expenses 1,012 1,032

Operating profit 53,788 39,702

Profit in subsidiaries, net of tax 8 19,238 16,879

Financial income 4 567 2,415

Financial expenses 4 (6,280) (2,225)

Profit before income taxes 67,313 56,771

Income taxes (11,975) (9,248)

Net profit 55,338 47,523

At 31 December

DKK million Note 2022 2021

Assets

Intangible assets 6 19,449 9,110

Property, plant and equipment 7 34,547 27,007

Financial assets 8 78,306 71,564

Deferred income tax assets 5 — 228

Total non-current assets 132,302 107,909

Raw materials 5,659 3,754

Work in progress 13,657 10,899

Finished goods 2,975 2,131

Inventories 22,291 16,784

Trade receivables 1,877 2,128

Amounts owed by affiliated companies 18,192 13,200

Tax receivables 7 695

Other receivables and prepayments 3,185 2,967

Receivables 23,261 18,990

Marketable securities 10,921 5,904

Derivative financial instruments 10 2,727 1,690

Cash at bank 9,795 8,870

Total current assets 68,995 52,238

Total assets 201,297 160,147

Novo Nordisk Annual Report 2022 105Financial statements of the parent company

Equity statement

Please refer to note 4.2 in the consolidated financial statements for details on

the average number of shares, treasury shares and total number of A and B

shares in Novo Nordisk A/S.

DKK million

capital

Net

revaluation

reserve

Reserve for

cash flow

hedges and

exchange rate

adjustments

Development

costs reserve

Retained

earnings 2022 2021

Balance at the beginning of the year 462 17,675 (1,600) 1,218 52,714 70,469 63,036

Appropriated from net profit 29,532 29,532 17,500

Appropriated from net profit to net revaluation reserve (2,144) (2,144) 6,312

Exchange rate adjustments of investments in subsidiaries 2,254 37 2,291 1,624

Realisation of previously deferred (gains)/losses 1,610 1,610 (1,617)

Deferred gains/(losses) incurred during the period 998 998 (1,610)

Development costs 306 (306) — —

Other adjustments 976 976 1,904

Transactions with owners:

Total dividend for the year 27,950 27,950 23,711

Interim dividends paid during the year (9,613) (9,613) (8,021)

Dividends paid for prior year (15,690) (15,690) (13,496)

Reduction of the B share capital (6) 6 — —

Purchase of treasury shares (24,086) (24,086) (19,447)

Share-based payments (note 3) 433 433 383

Tax related to restricted stock units 175 175 190

Balance at the end of the year 456 17,785 1,045 1,524 62,091 82,901 70,469

Proposed appropriation of net profit:

Interim dividend for the year 9,613 8,021

Final dividend for the year 18,337 15,690

Appropriated to net revaluation reserve (2,144) 6,312

Transferred to retained earnings 29,532 17,500

Distribution of net profit 55,338 47,523

Novo Nordisk Annual Report 2022 106Financial statements of the parent company

Notes

1 Accounting policies

The financial statements of the parent company have been prepared in

accordance with the Danish Financial Statements Act (Class D) and other

accounting regulations for companies listed on Nasdaq Copenhagen.

The accounting policies for the financial statements of the parent company

are unchanged from the previous financial year except for implementation

of accounting policy related to goodwill. The accounting policies are the same

as for the consolidated financial statements with the adjustments described

below. For a description of the accounting policies of the Group, please refer

to the consolidated financial statements.

No separate statement of cash flows has been prepared for the parent

company; please refer to the statement of cash flows for the Group.

Supplementary accounting policies for the parent company

Intangible assets

Goodwill recognised in subsidiaries is amortised over 10 to 23 years, which

reflects the useful life of the underlying assets and activities generating the

goodwill.

Financial assets

In the financial statements of the parent company, investments in subsidiaries

and associated companies are recorded under the equity method, using

the respective share of the net asset values in subsidiaries and associated

companies. The equity method is used as a measurement basis rather than

a consolidation method.

The net profit of subsidiaries and associated companies less unrealised

intra-group profits and amortisation of goodwill is recorded in the income

statement of the parent company. To the extent that net profit exceeds

declared dividends from such companies, the net revaluation of investments

in subsidiaries and associated companies is transferred to net revaluation

reserve under equity according to the equity method. Profits in subsidiaries

and associated companies are disclosed as profit after tax.

Amounts owed by affiliates, where settlement is neither planned nor likely

within the foreseeable future, are treated as part of net-investments in

subsidiaries, with exchange rate adjustments recognised directly in equity

through reserve for cash flow hedges and exchange rate adjustments.

Tax

For Danish tax purposes, the parent company is assessed jointly with its

Danish subsidiaries. The Danish jointly taxed companies are included in a

Danish on-account tax payment scheme for Danish corporate income tax.

All current taxes under the scheme are recorded in the individual companies.

Novo Nordisk A/S and its jointly taxed subsidiaries are included in the joint

taxation of the parent company, Novo Holdings A/S.

2 Sales

3 Employee costs

DKK million 2022 2021

Interest income relating to subsidiaries 365 238

Financial gain from forward contracts (net) — 2,021

Other financial income 202 156

Total financial income 567 2,415

Interest expenses relating to subsidiaries 1,150 13

Result of associated company 4 13

Foreign exchange loss (net) 2,705 1,978

Financial loss from forward contracts (net) 1,659 —

Capital loss from marketable securities 463 44

Other financial expenses 299 177

Total financial expenses 6,280 2,225

DKK million 2022 2021

Sales by business segment

Diabetes and Obesity care 142,413 112,347

Rare disease 243 206

Total sales 142,656 112,553

Sales by geographical segment

North America Operations 79,953 57,654

International Operations:

EMEA 32,789 27,124

China 14,412 15,608

Rest of World 15,502 12,167

Total sales 142,656 112,553

Sales are attributed to a geographical segment based on location of the

customer. For definitions of segments, please refer to note 2.2 in the

consolidated financial statements. Refer to note 5.7 in the consolidated

financial statements for an overview of companies in the Novo Nordisk Group

based on geographical areas.

DKK million 2022 2021

Wages and salaries 14,656 12,485

Share-based payment costs 433 383

Pensions 1,281 1,116

Other social security contributions 247 207

Other employee costs 629 363

Total employee costs in the income statement 17,246 14,554

Average number of full-time employees 19,201 16,851

Year-end number of full-time employees 20,926 17,534

For information regarding remuneration to the Board of Directors and

Executive Management, please refer to note 2.4 to the consolidated financial

statements.

4 Financial income and financial expenses

Novo Nordisk Annual Report 2022 107Financial statements of the parent company

5 Deferred income tax assets/(liabilities)

The Danish corporate tax rate was 22% in 2022 (22% in 2021).

6 Intangible assets

7 Property, plant and equipment

Intangible assets primarily relate to intellectual property rights, internally

developed software and costs related to major IT projects.

DKK million 2022 2021

Cost at the beginning of the year 12,572 11,077

Additions during the year 11,399 1,560

Disposals during the year (151) (65)

Cost at the end of the year 23,820 12,572

Amortisation at the beginning of the year 3,462 3,139

Amortisation during the year 810 289

Impairment losses for the year 250 34

Amortisation and impairment losses reversed on

disposals during the year (151) —

Amortisation at the end of the year 4,371 3,462

Carrying amount at the end of the year 19,449 9,110

DKK million 2022 2021

Net deferred tax asset/(liability) at the beginning

of the year 228 (523)

Income/(charge) to the income statement (2,629) (330)

Income/(charge) to equity (566) 1,081

Net deferred tax asset/(liability) at the end of

the year

(2,967)

228

DKK million

Land and

buildings

Plant and

machinery

Other

equipment

Assets under

construction 2022 2021

Cost at the beginning of the year 22,944 24,741 4,385 3,925 55,995 51,983

Additions during the year 244 337 167 9,475 10,223 4,308

Disposals during the year (74) (208) (219) (25) (526) (296)

Transfer from/(to) other items 687 514 156 (1,357) — —

Cost at the end of the year 23,801 25,384 4,489 12,018 65,692 55,995

Depreciation and impairment losses at the beginning of the year 10,312 15,916 2,760 — 28,988 26,661

Depreciation for the year 1,087 1,157 353 — 2,597 2,520

Impairment losses for the year 2 7 2 25 36 90

Depreciation reversed on disposals during the year (73) (162) (216) (25) (476) (283)

Depreciation and impairment losses at the end of the year 11,328 16,918 2,899 — 31,145 28,988

Carrying amount at the end of the year 12,473 8,466 1,590 12,018 34,547 27,007

Of which related to leased property, plant and equipment 523 — 57 — 580 597

Leased property, plant and equipment primarily relates to lease of office buildings, warehouses, laboratories and vehicles.

Novo Nordisk Annual Report 2022 108Financial statements of the parent company

8 Financial assets

DKK million

Invest-

ments in

subsi-

diaries

Amounts

owed by

affiliated

companies

Invest-

ment in

associated

company

Other

securities

and invest-

ments 2022 2021

Cost at the beginning of the year 48,872 4,313 105 697 53,987 34,546

Investments during the year 5,788 849 60 6,697 21,020

Divestments and repayments during the year (187) — (187) (1,579)

Cost at the end of the year 54,660 4,975 105 757 60,497 53,987

Value adjustments at the beginning of the year 35,937 46 94 (144) 35,933 25,669

Profit/(loss) before tax 19,713 19,713 19,635

Share of result after tax in associated company (4) (4) (13)

Income taxes on profit for the year (1,596) (1,596) (2,006)

Market value adjustment (135) (135) 75

Dividends received (23,305) (23,305) (11,054)

Divestments during the year — 216

Effect of exchange rate adjustment charged to the income statement 209 11 220 298

Effect of exchange rate adjustment charged to equity 1,731 37 1,768 2,613

Other adjustments 1,927 1,927 500

Value adjustments at the end of the year 34,407 292 90 (268) 34,521 35,933

Unrealised internal profit at the beginning of the year (18,356) (18,356) (16,617)

Unrealised internal profit movements in the year 1,121 1,121 (750)

Effect of exchange rate adjustment charged to equity 523 523 (989)

Unrealised internal profit at the end of the year (16,712) — — — (16,712) (18,356)

Carrying amount at the end of the year 72,355 5,267 195 489 78,306 71,564

9 Development in share capital

DKK million

A share

capital

B share

capital

Total

capital

Beginning of 2018 107 393 500

Cancelled in 2018 — (10) 490

Cancelled in 2019 — (10) 480

Cancelled in 2020 — (10) 470

Cancelled in 2021 — (8) 462

Cancelled in 2022 — (6) 456

Share capital at the end

of the year 107 349 456

10 Derivatives

For information on derivative financial instruments, please refer to note 4.4

to the consolidated financial statements.

11 Borrowings

For a list of companies in the Novo Nordisk Group, please refer to note 5.7 to the consolidated financial statements.

DKK million 2022 2021

Within 1 year 169 12,648

1-5 years 12,627 5,282

More than 5 years 8,572 4,829

Total borrowings 21,368 22,759

Borrowings mainly consist of loans from Novo Nordisk Finance (Netherlands)

B.V. related to issuance of Eurobonds.

Novo Nordisk Annual Report 2022 109Financial statements of the parent company

12 Other provisions

Provisions for pending litigations are recognised as other provisions. For

information on pending litigations, please refer to note 3.5 to the consolidated

financial statements. Furthermore, as part of normal business Novo Nordisk

issues credit notes for expired goods. Consequently, a provision for future

returns is made, based on historical product return statistics.

15 Commitments and contingencies

13 Related party transactions

For information on transactions with related parties, please refer to note 5.4

to the consolidated financial statements.

The parent company’s share of services provided by NNIT Group amounts to

DKK 578 million (DKK 490 million in 2021).

Novo Nordisk A/S is included in the consolidated financial statements of the

Novo Nordisk Foundation.

14 Fee to statutory auditors

DKK million 2022 2021

Statutory audit

15 8

Audit-related services 2 2

Tax advisory services 1 2

Other services 9 2

Total fee to statutory auditors 27 14

1. 2022 statutory audit fee includes DKK 6 million of additional fee related to 2021.

DKK million 2022 2021

Commitments

Leases

95 117

Potential milestone payments

14,473 11,978

Guarantees given for subsidiaries

31,858 19,141

Other guarantees 127 112

1. Lease commitments predominantly relate to estimated variable property taxes and

low value assets.

2. Potential milestone payments are associated with uncertainty as they are linked

to successful achievements in research activities; please refer to note 5.2 to the

consolidated financial statements.

3. Guaranties given for subsidiaries mainly relate to guaranties towards Novo Nordisk

Finance (Netherlands) B.V. related to issuance of Eurobonds.

Novo Nordisk A/S and its Danish subsidiaries are jointly taxed with the

Danish companies in Novo Holdings A/S. The joint taxation also covers

withholding taxes in the form of dividend tax, royalty tax and interest tax.

The Danish companies are jointly and severally liable for the joint taxation.

Any subsequent adjustments to income taxes and withholding taxes may

lead to a larger liability. The tax for the individual companies is allocated in

full on the basis of the expected taxable income.

For information on pending litigation and other contingencies, please refer

to notes 3.5 and 5.2 to the consolidated financial statements.

Novo Nordisk A/S – Novo Alle 1, 2880 Bagsværd, Denmark – CVR no. 24256790,

+45 4444 8888 (switchboard), novonordisk.com