Remuneration report for 2022

Remuneration report

The purpose of this report is to provide a comprehensive, clear and understandable overview of gross pay and remuneration awarded and due to senior executives for the past financial year, how this remuneration accords with the guidelines adopted by the 2022 annual general meeting (AGM), and extent to which this remuneration is aligned with the performance of the company. The report provides details, both in total and individualised, on the remuneration of the company's senior executives as well as the remuneration received by the company's directors in their capacity as members of the company’s board of directors.

The report comprises remuneration for the company's executive management, as well as for directors who are or have been employed by, or held office in, the company for the 2022 financial year. The report has been prepared by the board of directors of Selvaag Bolig ASA in accordance with section 6-16 b of the Norwegian Public Limited Liability Act, section 6 of the Norwegian regulations on guidelines for and reporting on remuneration of senior executives, and section 7-31b of the Norwegian Accounting Act.

Company Highlights

Selvaag Bolig ASA is a residential property developer which controls the entire value chain from the acquisition of land to the sale of homes. The company has several thousand homes under development at any given time and focuses on the growth areas in and around Greater Oslo, Bergen, Stavanger, Trondheim and Stockholm. Selvaag Bolig represents a continuation of Selvaag's 75-year history and experience, and offers a broad variety of property types. The company is headquartered at Ullern in Oslo.

The level of activity in Selvaag Bolig was high during 2022. At 31 December the company had 1 253 homes under construction. Sixty-seven per cent of these had already been sold. Homes sold are recognized in the financial statements upon delivery and therefore the company had a solid order backlog that ensures revenues upon delivery to customers in 2023 and 2024.

Despite challenging market conditions as a result of increased interest rates and macroeconomic uncertainty, 2022 was a good year for the company both in terms of results and operations. The company delivered 585 homes to customers during the year and had a total turnover of NOK 2.9 billion. The company sold 448 homes with a combined sales value of NOK 2.3 billion.

The company is also well positioned, with a number of large development projects and land available which could yield some 11 000 homes in and around Greater Oslo, Stavanger, Bergen, Trondheim and Stockholm.

A summary of the company's consolidated key figures for 2018-2022 is provided below.

Key figures

*Year 2020 excludes gain of NOK 1029 from UP-transaction
**Solid units are signed contracts with customers according to Bustadoppføringslova.

For further details of the company's performance in 2022, see the company's consolidated annual accounts for 2022 as published in the annual report on the company’s website.

Remuneration for senior executives in the company

Principles

Senior executives of Selvaag Bolig are remunerated in accordance with the principle “competitive but not market-leading”. The company seeks to offer a total remuneration which is competitive, flexible and motivational both in the short and long term.

The auditor's report on the company's compliance with the guidelines is available on the company’s website. The remuneration guidelines adopted by the 2022 AGM have been implemented in full.

Composition

The remuneration comprises fixed base pay, short term bonuses, share incentives, a pension scheme and other benefits. Specific ceilings are set for the various variables.

Fixed remuneration

Fixed pay was the main element in the remuneration for senior executives in 2022. Table 1 below shows fixed gross pay. Fixed pay is reviewed annually and determined based on pay trends in general and in the property sector in particular.

Variable remuneration

Performance measures for each senior executive’s variable remuneration in 2022 have been selected to promote the company's strategy and to encourage behaviour which is in the long-term interest of the company. Variable remuneration is related to value creation for shareholders over time and structured to create an ownership culture which ensures interest alignment between shareholders and senior executives.

Bonus scheme

Selvaag Bolig has established a bonus scheme for senior executives. The vesting period is annual, and the the KPIs in the scorecard comprise both financial and non-financial KPIs weighed at 40-60 per cent each. Examples of financial performance criteria are profitability, return on equity and total shareholder return. Examples of non-financial criteria are project development, customer satisfaction, organisational development and ESG. It is the company's opinion that all the KPIs are suited to building long-term shareholder value as well as ensuring continuous improvement of the company's operations.

Share purchase programme

Selvaag Bolig has established a share purchase programme where senior executives can opt to buy shares in the company at a discounted rate of 30 per cent for an amount up to the individual’s annual pay. The lock-up period is three years and compensation is provided for the tax disadvantage of this discount to the employee. The programme is described in the company’s annual report. Ownership is intended to create added value for the company through increased engagement and loyalty.

Pension schemes, insurance,benefits in kind and extraordinary remuneration

In 2022, the company incurred costs relating to pension schemes, AFP, insurance, benefits in kind and extraordinary remuneration to senior executives. These were paid in accordance with the company’s guidelines on remuneration. The basis for earned pension rights under the defined contribution plan is 5 per cent of pay between zero and 7.1 times the National Insurance base amount (G) and 10,5 per cent between 7.1 and 12G. The company may sign other early retirement pension agreements for senior executives, but no such agreements have been entered into.

Tabel 1: Total remuneration, broken down by component, paid and due to each current or former senior executive in the company for the past financial year. Figures in NOK 1,000.

Reported financial year	Base pay	Other benefits	One-year variable	Share based remuneration	Pension	Total remuneration	Proportion of fixed and variable remuneration
Sverre Molvik – CEO
2022	3,809	158	3,519	1,288	104	8,878	46%	54%
2021	3,691	129	3,456	992	93	8,361	47%	53%
Christopher Brunvoll¹⁾ – CFO
2022	2,097	14	2,032	724	104	4,972	45%	55%
2021	1,574	12	1,967	549	78	4,180	40%	60%
Øystein Klungland – COO
2022	3,809	154	3,519	1,288	104	8,874	46%	54%
2021	3,691	153	3,456	992	93	8,385	47%	53%
Kristoffer Gregersen – EVP communications and sustainability
2022	1,739	17	1,655	589	104	4,104	45%	55%
2021	1,617	14	1,615	448	93	3,787	46%	54%
Petter Cedell³⁾ – EVP property investment
2022	-	-	-	-	-	-	N/A	N/A
2021	2,081	12	1,248	258	93	3,692	59%	41%
Line Lian Mjell²⁾ – EVP market
2022	1,517	12	1,540	549	104	3,723	44%	56%
2021	616	6	613	162	39	1,436	46%	54%
¹⁾Christopher Brunvoll was appointed CFO in March 2021.
²⁾ Line Lian Mjell was employed by Selvaag Bolig ASA in august 2021.
³⁾ Petter Cedell stepped down from the executive management in december 2021.

Tabell 2: Number of shares acquired by each senior executive in accordance with the share purchase programme from 2020 to 2022 and the total number of shares they owned at 31 December.

Reported financial year	Shares held at the beginning of the year	Shares acquired	Price paid per share ¹⁾	Acquisition date	Shares sold	Total number of shares held at 31 December	Total number of shares with lockup at 31 December
Sverre Molvik – CEO
2022	399,901	182,477	29.94	02.12.2022	89,564	492,814	387,905
2021	377,937	104,131	50.76	02.12.2021	82,167	399,901	283,823
2020	434,621	101,297	50.77	03.12.2020	157,981	377,937	272,864
Øystein Klungland – COO
2022	376,995	182,477	29.94	02.12.2022	71,890	487,582	387,905
2021	377,937	104,131	50.76	02.12.2021	105,073	376,995	283,823
2020	362,672	101,297	50.77	03.12.2020	86,032	377,937	272,864
Christopher Brunvoll – CFO
2022	67,139	102,569	29.94	02.12.2022	-	169,708	160,826
2021	8,882	58,257	50.76	02.12.2021	-	67,139	63,181
2020	-	-	-	-	-	-	-
Kristoffer Gregersen – EVP communications and sustainability
2022	163,391	83,534	29.94	02.12.2022	29,140	217,785	174,823
2021	176,840	47,844	50.76	02.12.2021	61,293	163,391	125,624
2020	182,710	43,445	50.77	03.12.2020	49,315	176,840	115,547
Line Lian Mjell – EVP market
2022	18,176	77,762	29.94	02.12.2022	-	95,938	95,938
2021	-	18,176	50.76	02.12.2021	-	18,176	18,176
2020	-	-	-	-	-	-	-
¹⁾ Price before 30 % rabatt.

Tabell 3: Performance of senior executives in the reported financial year.

Tabell 4: Change in remuneration to senior executives and company performance over the last five reported financial years. Figures in NOK 1,000

Year reported	2018	2019	2020	2021	2022
Annual change	(2018 vs 2017)	(2019 vs 2018)	(2020 vs 2019)	(2021 vs 2020)	(2022 vs 2021)
Leading employee's remuneration
Sverre Molvik – CEO¹⁾
Amount(NOK 1 000)	7,182	8,550	7,778	8,361	8,878
Change (%)	19%	19%	-9%	7%	6%
Øystein Klungland – COO
Amount (NOK 1 000)	7,080	8,548	7,778	8,385	8,874
Change (%)	18%	21%	-9%	8%	6%
Kristoffer Gregersen – EVP communications and sustainability
Amount (NOK 1 000)	3,820	4,086	3,415	3,787	4,104
Change (%)	8%	7%	-16%	11%	8%
Christopher Brunvoll – CFO²⁾
Amount (NOK 1 000)	-	-	-	4,180	4,972
Change (%)	N/A	N/A	N/A	N/A	19%
Petter Cedell – EVP property investment⁴⁾
Amount (NOK 1 000)	4,094	4,960	4,019	3,692	-
Change (%)	12%	21%	-19%	-8%	N/A
Line Lian Mjell – EVP market³⁾
Amount (NOK 1 000)	-	-	-	1,436	3,723
Change (%)	N/A	N/A	N/A	N/A	159%
Halvard Kverne – EVP regions ⁴⁾
Amount (NOK 1 000)	6,472	6,488	4,738	-	-
Change (%)	7%	0%	-27%	N/A	N/A
Rolf Thorsen – CEO ¹⁾
Amount (NOK 1 000)	-	7,895	9,395	-	-
Change (%)	N/A	N/A	19%	N/A	N/A
Olav Hindahl Selvaag – CEO ⁵⁾
Amount (NOK 1 000)	1,928	1,751	-	-	-
Change (%)	N/A	-9%	N/A	N/A	N/A
Baard Schumann – CEO ⁵⁾
Amount (NOK 1 000)	19,456	-	-	-	-
Change (%)	13%	N/A	N/A	N/A	N/A
Companys performance
Net profit IFRS⁷⁾
Amount (NOK 1 000)	566,939	654,515	494,955	504,909	338,846
Change (%)	41%	15%	-24%	2%	-33%
Net profit NGAAP⁷⁾
Amount (NOK 1 000)	445,970	632,583	579,299	453,606	268,730
Change (%)	-18%	42%	-8%	-22%	-41%
Total shareholder return ⁸⁾	31%	89%	17%	-3%	-27%
Return on equity ⁶⁾	20%	21%	15%	21%	14%
Average remuneration of employees on a full-time equivalent basis
Number of employees⁹⁾	90	90	82	80	87
Average pay per employee¹⁰⁾	1,019	1,190	1,273	1,291	1,298
Change from previous year	4%	17%	7%	1%	1%
¹⁾Rolf Thorsen resigned as CEO of Selvaag Bolig ASA in october 2020. Severance pay is included in the remuneration for 2020. Sverre Molvik was appointed new CEO from the position of CFO
²⁾Christopher Brunvoll was appointed CFO of Selvaag Bolig ASA in March 2021.
³⁾ Line Lian Mjell was employed by Selvaag Bolig ASA in August 2021.
⁴⁾Halvard Kverne stepped down from the executive management in october 2020. Petter Cedell stepped down from the executive management in december 2021.
⁵⁾ Baard Shumann resigned as CEO in June 2018. Severance pay is included in the remuneration for 2018. Olav Hindahl Selvaag held the position of interim CEO until Rolf Thorsen was appointed new CEO in May 2019
⁶⁾ Return on Equity is calculated by dividing fiscal year net profit by total equity from previous fiscal year.
⁷⁾ Net profit attributable to shareholders in Selvaag Bolig ASA. Year 2020 excluding gain of NOK 1029 from UP transaction
⁸⁾ Shareholder return = share price development year over year including paid dividend.
⁹⁾ Number of paid employees, excluding executive management.
¹⁰⁾ Average pay is including fixed and variable remuneration on a full-time equivalent basis.

For more information on remuneration to senior executives in the company, see the annual report and the company’s guidelines on remuneration on the company’s website.

Remuneration of the board of directors

The following describes the remuneration received by directors of Selvaag Bolig ASA in their capacity as directors of the company alone.

Pursuant to the company’s articles of association, proposals for the remuneration of the board of directors are prepared by the company’s nomination committee. Remuneration of the company’s directors is then approved by a resolution of the company’s general meeting.

The company’s directors are not included in any variable remuneration, pension scheme or share-based remuneration programmes. Employee-elected directors may be eligible to participate in such programmes in their capacity as employees.

Tabel 5: Remuneration of the board of directors. Figures in NOK 1,000.

Type of remuneration	2022	2021
Olav Hindahl Selvaag – Chair
Regular director remuneration	520	500
Remuneration as chair of the remuneration committee	68	65
Gisele Marchand – Director
Regular director remuneration	350	340
Remuneration as member of the remuneration commitee	52	50
Remuneration as chair of the audit committee	150	100
Tore Myrvold – Director
Regular director remuneration	350	340
Remuneration as member of the audit committee	100	75
Øyestein Thorup – Director
Regular director remuneration	350	340
Remuneration as member of the remuneration committee	52	50
Camilla Wahl – Director
Regular director remuneration	350	340
Remuneration as member of the audit committee	100	-
Sissel Kristensen – Director (elected by the employees)
Regular director remuneration	41	39
Magnus Klund Kristiansen¹⁾ – Director (elected by the employees)
Regular director remuneration	14	39
Patrik Eriksson¹⁾ – Director (elected by the employees)
Regular director remuneration	27	-
^{1) Patrik Eriksson replaced Magnus Klund Kristiansen as director in April 2021.}

Tabel 6: Number of shares held by the bord of directors at year end.

Name of board member	Position	31.12.2021	Purchase	Sold	31.12.2022
Olav Hindahl Selvaag ¹⁾	Chair	50,288,761	-	-	50,288,761
Gisele Marchand	Director	5,450	442	-	5,892
Tore Myrvold ²⁾	Director	13,000	3,000	-	16,000
Camilla Wahl²⁾	Director	-	2,040	-	2,040
Øystein Thorup	Director	1,700	1,700	-	3,400
Sissel Kristensen	Director (elected by the employees)	3,958	-	-	3,958
Patrik Eriksson	Director (elected by the employees)	1,000	4,173	-	5,173
1) Includes shares owned by Selvaag AS and other related parties.
2) Includes shares owned by related parties.

Tabel 7: Change in remuneration to the board of directors over the last five reported financial years. Figures in NOK 1,000.

Year reported	2018	2019	2020	2021	2022
Annual change	2018 vs 2017	2019 vs 2018	2020 vs 2019	2021 vs 2020	2022 vs 2021
Director's remuneration
Olav Hindahl Selvaag⁷⁾ - Chair
Amount (NOK 1000)	545	-	555	565	588
Change(%)	4%	N/A	N/A	2%	4%
Gisele Marchand⁸⁾ - Director
Amount (NOK 1000)	375	745	480	490	552
Change(%)	3%	99%	-36%	2%	13%
Tore Myrvold⁶⁾ - Director
Amount (NOK 1000)	-	400	405	415	450
Change(%)	N/A	N/A	1%	2%	8%
Øystein Thorup¹⁾ - Director
Amount (NOK 1000)	-	-	-	390	402
Change(%)	N/A	N/A	N/A	N/A	3%
Camilla Wahl²⁾ - Director
Amount (NOK 1000)	-	-	-	340	450
Change(%)	N/A	N/A	N/A	N/A	32%
Peter Groth¹⁾ - Director
Amount (NOK 1000)	325	375	380	-	-
Change(%)	3%	15%	1%	N/A	N/A
Anne Sofie Bjørkholt²⁾ - Director
Amount (NOK 1000)	275	275	280	-	-
Change(%)	4%	0%	2%	N/A	N/A
Karsten Bomann Jonsen⁶⁾ - Director
Amount (NOK 1000)	350	-	-	-	-
Change(%)	3%	N/A	N/A	N/A	N/A
Sissel Kristensen - Director(elected by the employees)
Amount (NOK 1000)	35	36	37	39	41
Change(%)	N/A	3%	3%	5%	5%
Magnus Klund Kristiansen⁴⁾ - Director(elected by the employees)
Amount (NOK 1000)	-	-	7	39	14
Change(%)	N/A	N/A	N/A	457%	-64%
Rune Magnus Thomassen⁴⁾ - Director(elected by the employees)
Amount (NOK 1000)	12	-	30	-	-
Change(%)	-43%	N/A	N/A	N/A	N/A
Christopher Brunvoll³⁾ - Director(elected by the employees)
Amount (NOK 1000)	23	36	8	-	-
Change(%)	109%	57%	-78%	N/A	N/A
Patrik Eriksson⁵⁾ - Director(elected by the employees)
Amount (NOK 1000)	-	-	-	-	27
Change(%)	N/A	N/A	N/A	N/A	N/A
1) Peter Groth was replaced by Øystein Thorup in April 2020.
2) Anne Sofie Bjørkholt was replaced by Camilla Wahl as a director in April 2020^.
3) Christopher Brunvoll stepped down as a director in April 2016 and February 2020. He replaced Rune Thomassen in April 2017.
4) Magnus Klund Kristiansen replaced Rune Thomassen as a director in March 2020.
5) Patrik Eriksson replaced Magnus Klund Kristiansen as a director in April 2021.
6) Tore Myrvold replaced Karsten Bomann Jonsen in May 2018.
7) Olav Selvaag stepped down as chair of the board from June 2018 to May 2019.
8) Gisele Marchand was elected chair of the board from June 2018 to May 2019.

Statement by the board of directors

The board of directors has considered and approved the remuneration report for 2022 for Selvaag Bolig ASA.

The remuneration report is presented in accordance with section 6-16b of the Norwegian Public Limited Liability Act, section 6 of the Norwegian regulations on guidelines for and reporting on remuneration of senior executives, and section 7-31b of the Norwegian Accounting Act.

In the board’s opinion, the remuneration report complies with the company’s remuneration policy as adopted by the 2022 AGM and is free of material misstatements, whether owing to fraud or error.

Approval of the remuneration report will be put to an indicative vote at the AGM.

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Attestation statement

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