Novo Nordisk Board Resigns in Power Struggle With Top Shareholder

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TLDR

All independent directors of Novo Nordisk, including board chair Helge Lund, will resign in November following a dispute with the controlling Novo Nordisk Foundation
The Foundation, which owns over 25% of shares and controls over 70% of votes, wanted a “comprehensive renewal” of the board while existing directors preferred limited changes
Former Novo Nordisk CEO Lars Rebien Sørensen, currently Foundation chair, will return as temporary chairman for two to three years
The Foundation criticized the outgoing board for being too slow to recognize market changes and respond to competition from Eli Lilly
Novo Nordisk shares have fallen over 40% this year after the company became Europe’s most valuable in 2024 on Wegovy’s success

All seven independent directors of Novo Nordisk will step down next month. The mass resignation follows a disagreement with the company’s controlling shareholder over how to restructure leadership.

The Novo Nordisk Foundation announced plans to replace the departing board members. The nonprofit organization wants to install a new slate of directors led by Lars Rebien Sørensen, who served as the company’s CEO a decade ago.

Earlier today, Novo Nordisk A/S announced that it has called for an extraordinary general meeting to elect new members to its Board of Directors. The Novo Nordisk Foundation agrees with this decision and is proposing new board members for election, including Lars Rebien Sørensen… pic.twitter.com/s6wlIXT1IE

— Novo Nordisk Foundation (@novonordiskfond) October 21, 2025

The board turmoil comes at a challenging time for the Danish drugmaker. Novo Nordisk became Europe’s most valuable company in 2024 based on strong sales of its weight-loss drug Wegovy. However, the company’s stock price has dropped more than 40% this year as competitor Eli Lilly has captured market share.

The Foundation owns more than 25% of Novo Nordisk’s shares. It controls over 70% of the voting power in the company.

Foundation Pushes for Change

On an investor call Tuesday, Sørensen said the Foundation wanted a “comprehensive renewal” of the board. The existing board disagreed with this approach. The two sides could not reach an agreement.

“It was impossible to reach an agreement between the views of the current board and the foundation board,” Sørensen said. Board chair Helge Lund and the other independent directors will officially resign at an extraordinary shareholder meeting on November 14.

The company explained the disagreement in a statement. The existing board wanted to add new members with specific skills while keeping some continuity. The Foundation wanted more extensive changes across the board.

The Foundation has already pushed for leadership changes this year. It pressured former CEO Lars Fruergaard Jorgensen to leave his position early in May. The Foundation criticized the outgoing board for responding too slowly to market changes in the United States.

New CEO Launches Restructuring

Mike Doustdar took over as CEO in August. He has started a major restructuring program that includes cutting 9,000 jobs globally. These changes have helped the stock price recover somewhat from its lows.

The company still faces competition from Eli Lilly in the key U.S. market. Sørensen said in a statement that the fast-changing environment requires quick action. “Given the rapidly changing environment in which Novo Nordisk operates, we believe it is in the best interest of the company and its shareholders to carry out a board renewal as soon as possible,” he said.

Markus Manns, a portfolio manager at Union Investment which owns Novo Nordisk shares, told Reuters the Foundation appears unhappy with the current setup. He suggested they want more influence over company decisions and strategy. Manns said the proposed new chairman is well qualified and his experience could help the firm.

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