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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

26 August 2003

NOVO NORDISK A/S

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F

Form 20-F    X		Form 40-F

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes		No    X

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g-32(b):82-              

 

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SIGNATURES
Stock Exchange Announcement

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf of the undersigned, thereunto duly authorized.

	NOVO NORDISK A/S
Date: 26 August 2003	Lars Rebien Sørensen, President and Chief Executive Officer

 

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Stock Exchange Announcement

26 August 2003

Holding of Novo Nordisk shares by the members of the Board of Directors, of the Executive Management and all insiders and connected persons as per 21 August 2003

In accordance with Section 37 of the Danish Securities Trading Act, Novo Nordisk is required on a quarterly basis after the closure of the trading window to publish holdings of Novo Nordisk shares as reported by insiders to Novo Nordisk.

Please find below a statement of the holding of the Novo Nordisk share as per the closure of the trading window as reported to Novo Nordisk.

The share portfolio

																		Portfolio as per
																		21 August 2003
										Movements
		Holding of				Movements				since 15 May								Total				Market value
		shares				in the period				2003								shareholding				of total
		31 December				1 January to												Number of				shareholding
		2002				15 May 2003				Bought				Sold				shares				in DKK
Board of Directors			106,220				400				0				0				106,620				24,256,050
Executive Management			52,000				0				0				0				52,000				11,830,000
All insiders and connected persons																			761,659				173,277,423

For background information and definitions, please turn to page 3.

Stock Exchange Announcement No 19 / 2003		Page 1 of 4

Novo Nordisk A/S		Novo Allé		Telephone:		Internet:		CVR Number:
Corporate Communications		2880 Bagsvaerd		+45 4444 8888		www.novonordisk.com		24256790
		Denmark		Telefax:
				+45 4444 2314

 

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The share option portfolio — Board of Directors

						Options																Market
						outstanding								Outstanding								value of
		Exercise				15 May				Exercised since				21 August				Exercise				options
Granted		period				2003				15 May 2003				2003				price				(DKK million)
1998			2001-06				0				0				0				190				0
1998			2002-07				0				0				0				125				0
1999			2003-08				19,500				0				19,500				198				1
2000			2004-07				95,920				0				95,920				198				6
2000			2004-09				21,000				0				21,000				198				2
2001			2005-10				0				0				0				332				0
Total							136,420				0				136,420								9

For background information and definitions, please turn to page 4.

The share option portfolio — Executive Management

						Options																Market
						outstanding				Exercised				Outstanding								value of
		Exercise				15 May				since				21 August				Exercise				options
Granted		period				2003				15 May 2003				2003				price				(DKK million)
1998			2001-06				10,500				0				10,500				190				1
1998			2002-07				17,000				0				17,000				125				2
1999			2003-08				37,500				0				37,500				198				3
2000			2004-07				200,140				0				200,140				198				13
2000			2004-09				35,000				0				35,000				198				3
2001			2005-10				47,500				0				47,500				332				2
Total							347,640				0				347,640								24

For background information and definitions, please turn to page 4.

Background information and definitions re holding of shares:

Stock Exchange Announcement No 19 / 2003		Page 2 of 4

Novo Nordisk A/S		Novo Allé		Telephone:		Internet:		CVR Number:
Corporate Communications		2880 Bagsvaerd		+45 4444 8888		www.novonordisk.com		24256790
		Denmark		Telefax:
				+45 4444 2314

 

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What is the trading window?

Novo Nordisk’s internal rules on trading in Novo Nordisk securities permit trading in such securities by insiders and connected persons in the 15-calendar-day period following each quarterly announcement.

Who are all insiders and connected persons?

Insiders at Novo Nordisk are defined as members of the Board of Directors, members of Executive Management, senior vice presidents and all employees reporting directly to them, all employees in Legal Department, Corporate Finance, Investor Relations and Corporate Communications, elected auditors and their deputies as well as certain other employees who by the general counsel have been categorised as insiders. Further, insiders include the following from Novo Nordisk’s parent organisation, Novo A/S, and the Novo Nordisk Foundation: members of the Board of Directors, members of Management and other employees who have access to inside information re Novo Nordisk, as well as elected auditors. The insider register at Novo Nordisk comprises a total of approximately 500 people including directors, executives and employees.

This group’s reported trading in the Novo Nordisk share also includes trading undertaken by insiders’ spouses/cohabitants or children under the age of 18 as well as any company, foundation and/or other businesses controlled by the insider, his/her spouse/cohabitant and/or children under the age of 18 (connected persons). This brings the group to a total of approximately 1,500—2,000 members.

What are ID code and shares?

The ID code DK001028081 is the code (ISIN) of the Novo Nordisk share on the Copenhagen Stock Exchange. Shares include shares listed on the Copenhagen Stock Exchange and London Stock Exchange as well as ADRs listed on New York Stock Exchange, except for ADRs held in 401(k) retirement plan by US-based employees.

What are movements?

Movements comprise shares purchased or otherwise acquired and shares sold or otherwise disposed of. Movements further comprise shareholdings of members of the Board of Directors and/or members of Executive Management taking office during the period under review.

What is market value of the total shareholding?

The market value is the total shareholding of the members of the Board of Directors, of the members of Executive Management and of the insiders and connected persons as a group, respectively, multiplied by the closing share price on the Copenhagen Stock Exchange on 20 August 2003 of DKK 227.5.

Stock Exchange Announcement No 19 / 2003		Page 3 of 4

Novo Nordisk A/S		Novo Allé		Telephone:		Internet:		CVR Number:
Corporate Communications		2880 Bagsvaerd		+45 4444 8888		www.novonordisk.com		24256790
		Denmark		Telefax:
				+45 4444 2314

 

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Background information and definitions re holding of options:

As far as options granted in 2000 are concerned, please note that the options granted with an exercise period of 2004-07 relates to the combined ‘share investment scheme’ and ‘option grant scheme’ launched in connection with the demerger of Novozymes.

What is market value of options?

The calculation of market values of the options is based on the Black-Scholes option-pricing model. The closing price on the Copenhagen Stock Exchange on 20 August 2003 of DKK 227.5 is used.

Novo Nordisk is a focused healthcare company and a world leader in diabetes care. In addition, Novo Nordisk has a leading position within areas such as haemostasis management, growth hormone therapy and hormone replacement therapy. Novo Nordisk manufactures and markets pharmaceutical products and services that make a significant difference to patients, the medical profession and society. With headquarters in Denmark, Novo Nordisk employs approximately 18,500 people in 68 countries and markets its products in 179 countries. Novo Nordisk’s B shares are listed on the stock exchanges in Copenhagen and London. Its ADRs are listed on the New York Stock Exchange under the symbol ‘NVO’. For further company information visit www.novonordisk.com

For further information please contact:

Media:		Investors:
Outside North America:		Outside North America:
Mike Rulis		Peter Haahr
Tel (direct): (+45) 4442 3573		Tel (direct): (+45) 4442 1207
		Palle Holm Olesen Tel (direct): (+45) 4442 6175
		Christian Kanstrup Tel (direct): (+45) 4443 7801
In North America:		In North America:
Susan T Jackson		Investor Relations Office US
Tel (direct): (+1) 609 919 7776		Tel (direct): (+1) 609 919 7846

Stock Exchange Announcement No 19 / 2003		Page 4 of 4

Novo Nordisk A/S		Novo Allé		Telephone:		Internet:		CVR Number:
Corporate Communications		2880 Bagsvaerd		+45 4444 8888		www.novonordisk.com		24256790
		Denmark		Telefax:
				+45 4444 2314