Danish Drama: Novo Nordisk's Controlling Foundation Just Staged a Boardroom Takeover
Seven directors are out after a bitter clash over how fast the pharma giant should pivot in the obesity drug wars
Something extraordinary just happened in Copenhagen. Novo Nordisk—Europe's most valuable company—announced Tuesday that its board chair Helge Lund is stepping down. So are six other independent directors. All at once.
This wasn't a planned refresh. This was a power play.
The Novo Nordisk Foundation controls 77 percent of voting rights despite owning just 28 percent of the company's shares. And it's using that muscle to force a total governance overhaul. The Foundation's choice for interim chair? Lars Rebien Sørensen, who ran Novo as CEO from 2000 to 2017. He'll hold the seat for two or three years while the company navigates what might be the most dangerous competitive stretch in its 101-year existence.
Here's what really happened. The board wanted gradual change—bringing in a few new directors with fresh expertise while keeping things stable. The Foundation demanded something completely different: immediate, radical transformation. They couldn't find middle ground, so seven of ten independent directors are walking out. That's not compromise. That's capitulation.
Why Now? Because Eli Lilly Is Eating Their Lunch
You can't understand this drama without grasping what's happening in the obesity drug market. Novo pioneered this revolution with Wegovy, which helps people lose 10 to 15 percent of their body weight through weekly injections. Pretty impressive stuff.
Then Lilly showed up with something better.
Their drug tirzepatide—sold as Zepbound for obesity and Mounjaro for diabetes—delivers weight loss of 15 to 20 percent. Head-to-head comparisons aren't even close. Lilly grabbed 20 to 25 percent of the U.S. obesity market in the first half of 2025 alone. Zepbound's revenue jumped over 60 percent year-over-year. Meanwhile, Novo's Wegovy managed just 25 percent growth, hamstrung by supply problems they've only recently fixed.
September was brutal. Novo's stock dropped 14 percent that month.
Supply constraints nearly killed them. While Novo scrambled to build manufacturing capacity, Lilly flooded the American market from its U.S. production facilities. Novo says it'll double capacity by 2026, but analysts wonder if they can recover what they've already lost.
It gets worse. Lilly's working on an oral version of their drug—something you'd swallow instead of injecting. Their candidate orforglipron beat Novo's oral semaglutide in September diabetes trials. If pills replace injections, Novo's first-mover advantage evaporates overnight. Add in generic competitors and compounding pharmacies offering cheaper alternatives, and you've got a company under siege.
The Foundation clearly decided that measured, careful board evolution wasn't going to cut it anymore.
A Brutal Year Gets More Brutal
This board purge caps twelve months nobody at Novo wants to remember. Back in May, they pushed out CEO Lars Fruergaard Jørgensen after eight years. The official line was "mutual agreement," but everyone understood what that meant. Despite tripling revenue during his tenure, Jørgensen moved too slowly on U.S. expansion and next-generation pipeline development. At least, that's what his critics said.
His replacement Mike Doustdar hasn't wasted time being polite. He announced 9,000 job cuts in September—roughly 15 percent of the workforce. That'll save $1.3 billion annually. He shut down a 25-year cell therapy program and let 250 specialized staff go. Then he dropped $5.2 billion on Akero Therapeutics, betting big on combination therapies that pair obesity drugs with treatments for related conditions like fatty liver disease.
Doustdar's message was clear: stop dreaming about the future and start fighting today's battles. But that kind of pivot needs board alignment, and apparently, the old board wasn't moving fast enough.
Enter The Comeback King
Bringing back Lars Rebien Sørensen isn't just symbolic. During his 17 years as CEO, he transformed Novo from a regional insulin maker into a global metabolic disease powerhouse. He knows American payers. He understands European healthcare systems. He built relationships that still matter today.
If anyone can stabilize this ship while Novo prepares its counterattack, it's probably him.
The Foundation's also proposing Cees de Jong as vice chair and Mikael Dolsten—Pfizer's former research chief—as a board member. Four employee-elected directors stay, plus one other current member. They'll add more appointments at the March 2026 annual meeting.
But here's the thing governance experts keep pointing out: Sørensen currently chairs the Foundation itself. That creates overlapping authority that makes some investors nervous. How much independent oversight can you really have when the guy running the board also runs the controlling shareholder?
Several analysts noted Tuesday that institutional investors might demand higher risk premiums to compensate for this concentrated control. That could constrain Novo's valuation compared to Lilly, which trades around 40 times forward earnings versus Novo's 25 times.
Should You Care About This As An Investor?
That depends on what you believe about execution versus governance.
Bulls argue that tighter Foundation-management alignment will accelerate everything Novo desperately needs: faster capacity expansion, quicker decisions, bolder U.S. market strategies. Obesity drug prescriptions keep surging. Novo's drugs have strong real-world safety profiles. If they can just stabilize market share, earnings growth should follow.
Analysts project 12 percent compound annual revenue growth through 2030. The company generates around $15 billion in annual free cash flow, giving them plenty of firepower for capacity investments and acquisitions. Pipeline candidates like CagriSema—a combination therapy showing enhanced efficacy in trials—could provide the competitive edge they need.
Bears see governance red flags everywhere. Seven independent directors resigning simultaneously? That raises serious questions about whether the new board will effectively challenge management or push back against Foundation overreach. If Lilly keeps winning—especially with oral formulations—Novo might end up permanently relegated to second place in a market they pioneered.
Near-term volatility seems inevitable. It'll probably face more pressure heading into the November 14 shareholder meeting as institutional investors assess the final board composition. However, confirmation that the new board maintains robust committee structures and independent leadership could trigger relief rallies, particularly if they announce positive manufacturing capacity updates or clinical program results.
Talk to qualified financial advisors before making investment decisions. Past performance doesn't guarantee future results. This analysis reflects market conditions as of October 21, 2025.
What's Next?
Shareholders vote November 14 on the Foundation's slate. Given the Foundation's voting control, approval is basically guaranteed. The real questions involve committee assignments—especially who chairs audit and governance—and whether Sørensen articulates clear timelines for finding a permanent independent chair.
Investors will scrutinize fourth-quarter earnings in February for evidence that Doustdar's transformation is working: cost savings materializing, supply constraints gone, market share stabilizing. Any hint of continued losses to Lilly or capacity expansion delays could force everyone to rethink their bullish assumptions.
The broader pharmaceutical industry is watching closely. This episode highlights tensions between concentrated ownership structures common in Europe and the distributed shareholder models prevalent in America. As competitive pressures intensify across the sector, other companies with controlling shareholders might face similar dilemmas: subordinate governance independence to strategic urgency, or risk falling behind.
For Novo Nordisk, the Foundation has chosen transformation over tradition. Whether that gamble pays off will depend on execution over the coming quarters—measured in manufacturing output, prescription volumes, and ultimately, shareholder returns. They've placed their bet. Now comes the hard part: delivering results.