Amarin SEC Filings

Amarin Corporation is asking shareholders at its May 13, 2026 AGM to re-elect seven directors, approve 2025 executive pay on an advisory basis, and reappoint Ernst & Young as auditor. The company highlights a 2025 restructuring, ending the year with $303 million in cash, no debt, and positive Q4 2025 cash flow, with expected annual savings of $70 million.

Shareholders are asked to renew authority for the Board to issue new ordinary shares up to a nominal £37,750,000 (about 18% of existing share capital) and to approve an amended 2020 Stock Incentive Plan adding 15,000,000 ordinary shares to the reserve. A special resolution would also allow issuances for cash without UK pre-emption rights up to a nominal £20,970,000 (about 10% of existing share capital), and another would permit electronic AGM notices via a website to cut printing and mailing costs.

Amarin Corporation CFO Peter L. Fishman reported routine equity compensation activity involving Restricted Stock Units (RSUs) and American Depositary Shares (ADSs). On April 1, 2026, 125 RSUs previously granted under the company’s stock plan were exercised into 125 ADSs at an exercise price of $0.00 per share.

Of these ADSs, 62 shares were withheld by Amarin at $14.46 per share to cover tax liabilities related to the vesting, as permitted under Rule 16b-3 and described as not being a market sale. Following these transactions, Fishman holds 6,220 ADSs directly, reflecting a small, compensation-driven adjustment to his position.

Amarin Corporation plc is asking shareholders at its May 13, 2026 Annual General Meeting to re-elect seven directors, approve auditor appointment and several corporate authorities, and adopt governance and compensation measures.

The company highlights $303 million in cash, no debt, positive cash flow in Q4 2025, an expected $70 million annual cost saving from restructuring, a proposed 15,000,000 increase to the 2020 Stock Incentive Plan reserve, authorization to issue shares up to an aggregate nominal amount of £37,750,000 (≈18% of issued share capital), and a request to disapply pre-emption rights up to £20,970,000 (≈10%). The Board recommends a vote FOR all proposals.

Amarin Corporation plc is reshaping its governance structure and updating how it pays non-employee directors. As part of an effort to follow what it views as best corporate governance practices, the board decided to reduce its size. On March 25, 2026, directors Paul Cohen and Oliver O’Connor chose not to stand for re-election at the 2026 annual meeting and will resign immediately before that meeting begins; their decisions are stated to be unrelated to any disagreement over operations, policies, or practices. The board will cut its size from nine to seven directors at that time.

The board also approved a revised non-employee director compensation policy. Each non-employee director is eligible for initial and annual equity awards of restricted stock units and options that vest in full on the earlier of one year after the grant date or the next annual meeting. These equity awards depend on shareholders approving both an issuance proposal and a pre-emption proposal at the 2026 annual meeting; if either fails, directors will not receive these equity awards and the board will consider alternative compensation such as cash.

Amarin Corporation plc details its global cardiovascular franchise built around VASCEPA/VAZKEPA in this annual report, highlighting broad regulatory approvals in the U.S., Europe, China and other regions based on the REDUCE-IT outcomes trial.

The company operates a single business segment, supplying icosapent ethyl to partners worldwide while facing extensive U.S. generic competition in the MARINE indication and branded and generic lipid therapies. As of June 30, 2025, non-affiliate equity market value was approximately $334.7 million, and 416,079,145 ordinary shares were outstanding as of February 20, 2026, including 20,364,324 represented by ADSs.

Amarin notes a global restructuring plan announced on June 24, 2025 tied to its exclusive license and supply agreement with Recordati for 59 European countries, expected to reduce annual operating costs by about $70 million. Inventory totaled $195.9 million as of December 31, 2025, and the report emphasizes extensive clinical data, long European exclusivity to 2039, and ongoing regulatory and competitive risks.

Amarin Corporation plc reported fourth-quarter 2025 net revenue of $49.2 million, down 21% from a year earlier, but sharply narrowed its net loss to $1.2 million. Operating loss improved to $6.3 million from $52.5 million as restructuring and cost-cutting lowered expenses.

Product revenue declined across the U.S., Europe and Rest-of-World, while licensing and royalty revenue rose to $2.7 million. Amarin realized $31 million of an expected $70 million in restructuring-related cost savings and ended 2025 with $302.6 million in cash and investments and no debt.

For full-year 2025, net revenue was $213.6 million and GAAP net loss was $38.8 million, but non-GAAP adjusted net income reached $16.2 million. Management highlighted a return to positive cash flow in the fourth quarter and a long-term European licensing and supply agreement for VAZKEPA® with Recordati.

Amarin Corporation plc President and CEO Aaron Berg reported several equity compensation events and related share movements. On February 1, 2026, he received 26,793 restricted stock units (RSUs) and a stock option for 120,566 American Depositary Shares (ADSs) under Amarin’s 2020 Stock Incentive Plan.

Each RSU represents a contingent right to receive twenty ordinary shares or cash. On January 31, 2026, previously granted RSUs vested, converting into 2,246 ADSs and 1,933 ADSs. The company withheld 1,235 ADSs and 1,063 ADSs at $15.42 per ADS to cover tax liabilities, which is explicitly described as not being market sales.

The filing notes a prior ADS ratio change effective April 11, 2025, where one ADS now represents twenty ordinary shares, and all reported amounts reflect this adjusted ratio.

Amarin Corporation’s EVP and Chief Legal Officer, Jonathan Provoost, reported new equity awards dated February 1, 2026. He received 8,013 Restricted Stock Units (RSUs) and a stock option for 36,060 American Depositary Shares (ADSs) under the 2020 Stock Incentive Plan.

The 8,013 RSUs vest in three equal installments on January 31, 2027, January 31, 2028 and January 31, 2029. The 36,060 ADS option vests over three years, with 33% vesting on the first anniversary of the grant date and the remainder vesting quarterly over the following eight calendar quarters. The filing notes that, effective April 11, 2025, one ADS represents twenty ordinary shares and that the reported award amounts already reflect this ratio change.

Amarin Corporation’s SVP and CFO Peter L. Fishman reported equity compensation and related share activity. On February 1, 2026, he received 6,167 restricted stock units (RSUs) and a stock option for 27,750 American Depositary Shares (ADSs) with a $14.99 exercise price, all under the company’s stock plan.

These RSUs vest in three equal installments on January 31 of 2027, 2028, and 2029. On January 31, 2026, previously granted RSUs vested, resulting in the issuance of 563 and 1,833 ADSs, with 310 and 1,008 ADSs withheld at $15.42 per share to cover tax obligations rather than sold in the market.