PRELIMINARY COPY, SUBJECT TO COMPLETION

Letter from Chairman of the Board of Directors

Dear Fellow Shareholders,

As a formerly practicing internal medicine physician of close to ten years, I look at Vascepa and the results of the REDUCE-IT trial (and the supportive data from the JELIS and RESPECT-EPA trials in Japan) and am impressed. The ability of Vascepa when added to statins to reduce cardiovascular events is powerful. And cardiovascular disease, despite the widespread use of statins, remains the leading cause of death worldwide, a debilitating disease and a massive expenditure for global health systems. Yet, the number of patients taking Vascepa is small. Amarin has tremendous potential, but we are not there yet.

I write this letter being on the board of Amarin for a few months. I would love to tell you from where I now sit that all the shareholder frustrations over the last few years regarding stock performance, capital allocation decisions, lack of accountability from leadership, and other issues, were completely misguided and all that is needed to turn Amarin around will be easy and quick, but I cannot. That is the state of Amarin that the old board (en masse) and later the CEO left when they unexpectedly resigned soon after the shareholder meeting. There is a lot of work to be done, and it will take time.

Notably, as pointed out on the first quarter earnings call, our commercialization of Vazkepa in Europe is behind schedule and not where we want it to be. Rather than making the same mistakes over and over, Amarin needs to learn from prior mistakes, in particular the lessons from our failure to obtain reimbursement in Germany. (We are evaluating options for a path forward in Germany.) The need to learn applies not only to reimbursement negotiations but also to our cost infrastructure. We should have an infrastructure that matches on-the-ground realities. Amarin needs to be nimble and, as a small company with a commercial cardiovascular drug, willing to think outside the box.

We, the new board, are working with urgency to right the wrongs. Among the many immediate actions that we have taken include:

The board continues to believe that Amarin’s stock is meaningfully undervalued and does not reflect the potential of Vascepa to both improve cardiovascular outcomes for patients and create significant savings for payors – a unique proposition for a drug.

The path to progress at Amarin will take time, and the journey will have its bumps along the way. Nevertheless, the board is working tirelessly to turn the company around at this critical junction. We are passionate about the impact Vascepa can have on cardiovascular disease worldwide, and we are optimistic about the future of Amarin.

Thank you for your continued support of Amarin and its important mission.

Sincerely,

Odysseas Kostas, M.D.

Chairman of the Board of Directors

The information contained in this letter shall not be deemed to be (1) “soliciting material,” (2) “filed” with the SEC, (3) subject to Regulations 14A or 14C of the Exchange Act, or (4) subject to the liabilities of Section 18 of the Exchange Act. This letter shall not be deemed incorporated by reference into any of our other filings under the Exchange Act or the Securities Act of 1933, as amended, except to the extent that the Company specifically incorporates it by reference into such filing.

2 Pembroke HouseIconic Offices, The Greenway, Block C Ardilaun Court

Upper Pembroke Street 28-32,112-114 St Stephens Green, Dublin 2, Ireland

(Registered in England & Wales under Company No. 2353920)

NOTICE IS HEREBY GIVEN that the Annual General Meeting of Shareholders of Amarin Corporation plc, a public limited company registered in England and Wales (the “Company”), will be held at The Shelbourne Hotel, 27 St. Stephen’s Green,the Dublin offices of Arthur Cox LLP, Ten Earlsfort Terrace, Dublin 2, D02 T380, Ireland, on July 6, 2015[June 21, 2023] at 2:[9:00 p.m.a.m.] local time for the purpose of considering and, if thought fit, passing the following resolutions, of which Resolutions 1 to 78 will be proposed as ordinary resolutions and Resolution 89 will be proposed as a special resolution:

1. To re-elect Mr. O’Connor as a director;

2. To re-elect Mr. DiPaolo as a director;

3. To re-elect Dr. Kostas as a director;

4. To hold an advisory (non-binding) vote to approve the compensation of the Company’s “named executive officers” as described in full in the “Executive Compensation Discussion and Analysis” section, the tabular disclosure regarding such compensation, and the accompanying narrative disclosure on pages [●] to [●] of the accompanying Proxy Statement;

5. To hold an advisory (non-binding) vote on the frequency of future advisory votes to approve the compensation of the Company’s “named executive officers”;

6. To appoint Ernst & Young LLP as auditors of the Company to hold office until the conclusion of the next general meeting at which annual accounts are laid before the Company and to authorize the Audit Committee of the Board of Directors of the Company to agree the auditors’ remuneration as described in full on pages [●] to [●] of the accompanying Proxy Statement;

7. To adopt and approve the proposed amendment to the Company’s 2020 Stock Incentive Plan as described on pages [●] to [●] of the accompanying Proxy Statement;

8. To generally and unconditionally authorize the Board of Directors (the “Board”) of the Company to exercise all powers of the Company to allot shares in the Company or grant rights to subscribe for or to convert any security into shares of the Company up to an aggregate nominal amount of £[125,000,000] (being the aggregate nominal amount of £[110,000,000] in respect of ordinary shares and £[15,000,000] in respect of preference shares) as described in full on pages [●] to [●] of the accompanying Proxy Statement; and

9. To, subject to the passing of Resolution No. 8, disapply statutory pre-emption rights otherwise applicable to shares in the Company allotted by the Board, up to an aggregate nominal amount of £[125,000,000] (being the aggregate nominal amount of £[110,000,000] in respect of ordinary shares and £[15,000,000] in respect of preference shares) as described in full on pages [●] to [●] of the accompanying Proxy Statement.

Additional Business

As a public limited company organized under the laws of England and Wales, it is a statutory requirement that the Board of Directors of the Company lay before the Annual General Meeting the Company’s statutory accounts, which are those accounts included in the Company’s Annual Report for the year ended December 31, 20142022 as prepared in conformity with U.S. Generally Accepted Accounting Principles (the “Annual Report”) and the accounts for the financial year ended December 31, 20142022 prepared in accordance with International Financial Reporting Standards. The Company does not expect that other items of business will be considered at the Annual General Meeting.

Only shareholders who held shares at the close of business on the record date, April 22, 2015,May 8, 2023, may vote at the Annual General Meeting, including any adjournment or postponement thereof. The accompanying Proxy Statement more fully describes the details of the business to be conducted at the Annual General Meeting. After careful consideration, ourthe Board of Directors has unanimously approved the proposals and recommends that you vote FOR each director nominee and FOR each other proposal described in the Proxy Statement.

The Company’s principal executive offices are located at 2 Pembroke House, Upper Pembroke Street 28-32,Iconic Offices, The Greenway, Block C Ardilaun Court, 112-114 St. Stephen’s Green, Dublin 2, Ireland. The registered office of Amarin Corporation plcthe Company is One New Change, London EC4M 9AF, England.88 Harcourt Street, Dublin 2, Ireland. A copy of the Company’s Annual Report accompanies this Notice and the enclosed Proxy Statement. As a public limited company organized under the laws of England and Wales and pursuant to the Company’s Articles of Association, the presence, in person or by proxy, of at least two shareholders entitled to vote at the Annual General Meeting constitutes a quorum for the transaction of business at the Annual General Meeting. Consistent with the marketplace rules of the Nasdaq Stock Market, the Company will seek to ensure that the shareholders present at the meeting in person or by proxy represent at least one-third of its outstanding shares of voting stock.

The Company will seek to maintain a healthy and safe environment at the Annual General Meeting. The Board may adopt measures that it considers appropriate to address any health and safety concerns, as may the operators of the venue of the Annual General Meeting. If the arrangements for our Annual General Meeting change materially, the Company will issue a further communication through a Form 8-K filing with the U.S. Securities and Exchange Commission and on its website at https://investor.amarincorp.com.

Important Notice of Internet Availability.Availability. The accompanying Proxy Statement, Form of Proxy and Annual Report will also be available to the public athttp:https://investor.amarincorp.com.

We look forward to seeing you at the Annual General Meeting.Sincerely,

Aaron Berg

April     Interim Chief Executive Officer

May [●], 20152023

PROXY STATEMENT FOR

20152023 ANNUAL GENERAL MEETING OF SHAREHOLDERS

TABLE OF CONTENTS

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PROXY STATEMENT FOR

2023 ANNUAL GENERAL MEETING OF SHAREHOLDERS

TO BE HELD ON JULY 6, 2015JUNE [21], 2023

GENERAL INFORMATION

This Proxy Statement is furnished in connection with the solicitation of proxies by the Board of Directors (the “Board”) of Amarin Corporation plc, a public limited company registered in England & Wales (“Amarin”, the “Company”, “we” or “us”) for use at the Company’s 20152023 Annual General Meeting of Shareholders (the “Annual General Meeting”) to be held at The Shelbourne Hotel, 27 St. Stephen’s Green,the Dublin offices of Arthur Cox LLP, Ten Earlsfort Terrace, Dublin 2, D02 T380, Ireland on July 6, 2015,[June 21], 2023 at 2:9:00 p.m.a.m. local time for the purpose of considering and, if thought fit, passing the resolutions specified in the Notice of Annual General Meeting. This Proxy Statement is being mailedsent to shareholders on or about May 4, 2015.[26], 2023.

Please vote on the resolutions specified in the Notice of Annual General Meeting by appointing a proxy. A form of proxy for use by holders of ordinary shares at the Annual General Meeting is enclosed.

For a proxy to be effective, it must be properly executed and dated and lodged (together with a duly signed and dated power of attorney or other authority (if any) under which it is executed (or a notarially certified copy of such power of attorney or other authority)) at the offices of the Company’s registrars, Equiniti Limited of Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA, England (the “Registrars”) so as to be received by 8:00[9:00] a.m. local time on July 2, 2015.June [17], 2023. Each proxy properly tendered will, unless otherwise directed by the shareholder, be voted FOR the proposals subject to a binding vote, FOR the nominees described in this Proxy Statement and FOR each other proposal described in the Proxy Statement, and at the discretion of the proxy holder(s) with regard to all other matters that may properly come before the meeting.

The Company will pay all of the costs of soliciting proxies. We will provide copies of our proxy materials to Citibank, N.A. as the depositary (the “Depositary”) for our American Depositary Shares (the “Depositary(“ADSs”), brokerage firms, fiduciaries and custodians for forwarding to beneficial owners and will reimburse these persons for their costs of forwarding these materials. We have engaged D.F. King & Co. to assist us in the distribution and solicitation of proxies for a fee of $25,000 plus expenses. Our directors, officers and employees may also solicit proxies; however, we will not pay them additional compensation for any of these services. Proxies may be solicited by telephone, facsimile, or personal solicitation.

If you plan to attend the Annual General Meeting in person, please notify the Company in advance by email to annual.general.meeting@amarincorp.com to assist the Company with planning and implementing arrangements for the Annual General Meeting.

We will seek to maintain a healthy and safe environment at the Annual General Meeting. The Board may adopt measures that it considers appropriate to address any health and safety concerns, as may the operators of the venue of the Annual General Meeting. If the arrangements for our Annual General Meeting change materially, we will issue a further communication through a Form 8-K filing with the U.S. Securities and Exchange Commission and on our website at https://investor.amarincorp.com.

Shares Outstanding and Voting Rights

Amarin is registered in England & Wales and therefore subject to the United Kingdom Companies Act 2006 (the “Companies Act”), which, together with the Articles of Association of the Company (the “Articles”Articles”), governs the processes for shareholder voting at Annual General Meetings. There are a number of differences between English and U.S. law in relation to voting. At the Annual General Meeting, a resolution put to the vote of the meeting shall be decided on a show of hands unless a poll is demanded (either before a show of hands on that resolution or immediately after the result of a show of hands on that resolution is declared)declared or on the withdrawal of any other

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demand for a poll) by (a) the chairman,Chairman of the meeting, (b) at least two shareholders entitled to vote at the meeting, (c) a shareholder or shareholders representing not less than one-tenth of the total voting rights of all shareholders having the right to vote at the meeting (excluding any voting rights attached to shares that are held as treasury shares) or (d) a shareholder or shareholders holding shares conferring a right to vote at the meeting being shares on which an aggregate sum has been paid up equal to not less than one-tenth of the total sum paid up on all shares conferring that right (excluding any shares in the Company conferring a right to vote at the meeting that are held as treasury shares).

Only holders of record of our ordinary shares with a par value of £0.50 each (“Ordinary Shares”) at the close of business on April 22, 2015[May 8], 2023 (the “Record Date”), are entitled to notice of, and to attend and to vote at, the Annual General Meeting. On the Record Date, approximately [●] Ordinary Shares were issued and [20,379,985] were outstanding, of which approximately [387,307,491] were held in the name of the Depositary, which issues Company-sponsored American Depositary Receipts (“ADRs”) evidencing American Depositary Shares (“ADSs”) which, in turn, each represent one Ordinary Share. With respect to all matters to be voted on at the

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Annual General Meeting, each shareholder present has only one vote unless demand is made for a vote on a poll (in which case each shareholder gets one vote per Ordinary Share held). The presence, in person or by proxy, of at least two shareholders who hold shares as of the Record Date will constitute a quorum for the transaction of business at the Annual General Meeting. Consistent with the marketplace rules of the Nasdaq Stock Market, we will seek to ensure that the shareholders present at the meeting in person or by proxy represent at least one-third of our outstanding shares of voting stock. At any adjournment of the Annual General Meeting, if a quorum is not present within fifteen15 minutes from the time appointed for such meeting, one person entitled to be counted in a quorum present at the adjournment shall be a quorum.

Persons who hold Ordinary Shares directly on the Record Date (“record holders”) must return a proxy card or attend the Annual General Meeting in person in order to vote on the proposals.

Persons who own Ordinary Shares indirectlyhold ADSs through a bank, broker or nominee on the Record Date will receive documentation and instructions for voting such ADSs at the Annual General Meeting, including the ADS proxy card, through a brokerage firm, bank or other financial institution, including persons who own Ordinary Shares insuch organization. The organization holding your account is considered the formADS holder of ADSs through the Depositary (“beneficial owners”) must return arecord. Please reach out to that organization to provide your voting instruction form to have their shares or the shares underlying their ADSs, as the case may be, voted on their behalf. Brokerage firms, banks or other financial institutions that do not receive voting instructions from beneficial owners may either vote these shares on behalf of the beneficial owners or return a proxy leaving these shares un-voted (a “broker non-vote”). ADRinstructions.

ADS holders are not entitled to vote directly at the Annual General Meeting, but an Amended and Restated Deposit Agreement dated as of November 4, 2011 or (the “Deposit Agreement”), exists between the Depositary and the holders of ADRsADSs pursuant to which registered holders of ADRsADSs as of the Record Date are entitled to instruct the Depositary as to the exercise of voting rights pertaining to the Ordinary Shares so represented. The Depositary has agreed that it will endeavor, insofar as practicable, to vote (in person (if permitted) or by delivery to the Company of a proxy) the Ordinary Shares registered in the name of the Depositary, in accordance with the instructions of the ADRADS holders. In the event that the instruction card is executed but does not specify the manner in which the Ordinary Shares represented are to be voted (i.e., by marking a vote “FOR”, “AGAINST” or any other option), the Depositary will vote in respect of each proposal as recommended by the Board which is described in the Notice of Annual General Meeting. Instructions from the ADRADS holders must be sent to the Depositary so that the instructions are received by no later than 10:00[10:00] a.m. New York time on June 29, 201514, 2023 (the “Instruction Date”).

Persons who own Ordinary Shares indirectly on the Record Date through a brokerage firm, bank or other financial institution, including persons who own Ordinary Shares in the form of ADSs through the Depositary (“beneficial owners”) must return a voting instruction form to have their shares or the shares underlying their ADSs, as the case may be, voted on their behalf. Under U.S. national securities exchange rules, if the beneficial owner does not provide voting instructions, your brokerage firm, bank or other financial institution is only allowed to vote your shares on routine matters, and cannot vote your shares on any non-routine matter. A “broker non-vote” occurs when a brokerage firm, bank or other financial institution holding the shares for a beneficial owner has discretionary voting power to vote on one proposal at a meeting, does not have discretionary voting power to vote on another proposal or chooses not to exercise such power where applicable, and has not received

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instructions from the beneficial owner as to how to vote such shares. The appointment of our independent registered public accounting firm (Proposal 6) is the only routine matter being presented at the Annual General Meeting. For non-routine matters, brokers, or other nominees, do not have authority, discretionary or otherwise, to vote your shares unless they receive proper instructions to do so from you in a timely manner. We encourage you to provide voting instructions to your brokerage firm, bank or other financial institution by giving your proxy to them as promptly as possible to ensure that your shares will be voted at the Annual General Meeting according to your instructions. You should receive directions from your brokerage firm, bank or other financial institution about how to submit your proxy to them at the time you receive this Proxy Statement.

The Company has retained the Registrars to hold and maintain its register of members. The Registrars will be engaged by the Company to send proxy forms to all registered members appearing on that register and to take delivery of completed proxy forms posted to it in accordance with the details above.

Abstentions and broker non-votes will be counted for the purpose of determining the presence or absence of a quorum, but will not be counted for the purpose of determining the number of votes cast on a given proposal. The required vote for each of the proposals expected to be acted upon at the Annual General Meeting is described below:

Ordinary Resolutions

Proposals No. 1, 2, and No. 2—3—Election of directors.directors. Each director nominated for election is elected if (i) on a show of hands, a majority of shareholders present in person or by proxy and voting on the proposal vote in favor of such director or (ii) on a poll, shareholders representing a majority of the sharestotal voting rights of shareholders who are present at the meeting in person or by proxy and voting on the proposal are voted in favor of such director. As a result, abstentions and broker non-votes will have no effect on the vote outcome.

Proposal No. 3—4—Advisory (non-binding) vote to approve the compensation of the Company’s named executive compensationofficers. This advisory proposal will be approved if (i) on a show of hands, a majority of shareholders present in person or by proxy and voting on the proposal vote in favor of the resolution or (ii) on a poll, shareholders representing a majority of the sharestotal voting rights of shareholders who are present at the meeting in person or by proxy and voting on the proposal are voted in favor of the resolution. As a result, abstentions and broker non-votes will have no effect on the vote outcome.

Proposal No. 45—Advisory (non-binding) vote on frequency of future votes to approve the compensation of the Company’s named executive officers. This advisory vote provides a choice among three frequency periods for future advisory votes on executive compensation (so-called “say-on-pay” votes). The frequency period that receives the most votes (i.e., every one, two or three years) will be deemed to be the recommendation of the shareholders. As a result, any shares that are not voted, whether by abstention, broker non-votes or otherwise, will not affect the outcome of this proposal, except to the extent that the failure to vote for a particular frequency period may result in another frequency period receiving a larger proportion of the votes cast.

Proposal No. 6—Approval of independent registered public accounting firm. This proposal will be approved if (i) on a show of hands, a majority of shareholders present in person or by proxy and voting on the

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proposal vote in favor of the resolution or (ii) on a poll, a majority of the shares present at the meeting in person or by proxy and voting on the proposal are voted in favor of the resolution. As a result, abstentions and broker non-votes will have no effect on the vote outcome.

Proposal No. 5— Approval of an amendment to the Company’s 2011 Stock Incentive Plan. This proposal must be approved by a majority of the shares present at the meeting in person or by proxy and entitled to vote on the proposal (whether voting is by show of hands or a poll is taken). As a result, abstentions will have the same effect as voting against the proposal and broker non-votes will have no effect on the vote outcome.

Proposal No. 6— Approval of a private placement of 38,867,180 of the Company’s Series A Convertible Preference Shares (convertible into 3,886,718 ordinary shares) in accordance with NASDAQ Listing Rule 5635(d). This proposal must be approved by a majority of the shares present at the meeting in person or by proxy and entitled to vote on the proposal (whether voting is by show of hands or a poll is taken). As a result, abstentions will have the same effect as voting against the proposal and broker non-votes will have no effect on the vote outcome.

Proposal No. 7— Renewal of the power of the directors to allot shares. This proposal will be approved if (i) on a show of hands, a majority of shareholders present in person or by proxy and voting on the proposal vote in favor of the resolution or (ii) on a poll, shareholders representing a majority of the total voting rights of shareholders who are present at the meeting in person or by proxy and voting on the proposal are voted in favor of the resolution. As a result, abstentions will have no effect on the vote outcome. Because brokers and other nominees can exercise their discretionary authority on this matter, there will not be any broker non-votes for this proposal.

Proposal No. 7—Approval of an amendment to the Company’s 2020 Stock Incentive Plan. This proposal will be approved if (i) on a show of hands, a majority of shareholders present in person or by proxy and voting on the proposal vote in favor of the resolution or (ii) on a poll, shareholders representing a majority of the total voting

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rights of shareholders who are present at the meeting in person or by proxy and voting on the proposal are voted in favor of the resolution. As a result, abstentions and broker non-votes will have no effect on the vote outcome.”.

Proposal No. 8—Renewal of the power of the directors to allot shares. This proposal will be approved if (i) on a show of hands, a majority of shareholders present in person or by proxy and voting on the proposal vote in favor of the resolution or (ii) on a poll, shareholders representing a majority of the total voting rights of shareholders who are present at the meeting in person or by proxy and voting on the proposal are voted in favor of the resolution. As a result, abstentions and broker non-votes will have no effect on the vote outcome.

Special Resolution

Proposal No. 8 9—Approval of the disapplication of pre-emptive rights to holders of ordinary shares. Approval of this proposal requires (i) on a show of hands, the affirmative vote of at least 75% of the holders of shares present at the meeting in person or by proxy and voting on the proposal or (ii) on a poll, the affirmative vote of shareholders representing at least 75% of the sharestotal voting rights of shareholders who are present at the meeting in person or by proxy and voting on the proposal. As a result, abstentions and broker non-votes will have no effect on the vote outcome.

We encourage youTo ensure your vote is counted on the proposed resolutions, shareholders are strongly encouraged to vote byappoint the Chairman of the meeting as your proxy by mailing an executed proxy card.through the process described in this Proxy Statement. By voting in advance of the meeting, this ensures that your shares will be voted and reduces the likelihood that the Company will be forced to incur additional expenses soliciting proxies for the Annual General Meeting. Any record holder of our Ordinary Shares may attend the Annual General Meeting in person and may revoke the enclosed form of proxy at any time by:

Beneficial owners of our Ordinary Shares and ADSs representing our Ordinary Shares who wish to change or revoke their voting instructions should contact their brokerage firm, bank or other financial institution or the Depositary, as applicable, for information on how to do so. Generally, however, beneficial owners of our Ordinary Shares and ADSs representing our Ordinary Shares who wish to change or revoke their voting instructions may do so up until 10:00 a.m. New York time on the Instruction Date. To ensure your vote is counted on the proposed resolutions, shareholders are strongly encouraged to appoint the Chairman of the meeting as your proxy through the process described in this Proxy Statement. Beneficial owners who wish to attend the Annual General Meeting and vote in person should contact their brokerage firm, bank or other financial institution holding Ordinary Shares of Amarin on their behalf in order to obtain a “legal proxy” which will allow them to both attend the meeting and vote in person. Without a legal proxy, beneficial owners cannot vote in person at the Annual General Meeting because their brokerage firm, bank or other financial institution may have already voted or returned a broker non-vote on their behalf. Record holders of ADRsADSs who wish to attend the Annual General Meeting and vote in person should contact the Depositary (and beneficial owners wishing to do the same should contact their brokerage firm, bank or other financial institution holding their ADSs) to cause their ADSs to be cancelled and the underlying shares to be withdrawn in accordance with the terms and conditions of the Deposit Agreement so as to be recognized by us as a record holder of our Ordinary Shares.

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PROPOSALS NO.NOS. 1, 2, AND NO. 23

ELECTION OF DIRECTORS

The Articles provide that, at every annual general meeting, at least one-third of the directors at the time shall retire from office (or, if the number of directors at the time is not a multiple of three, then the number nearest to but not exceeding one-third shall retire from office). The directors elected at the Annual General Meeting will hold office until their successors are elected and qualified, unless they resign or their seats become vacant due to death, removal or other cause in accordance with the Articles.

As described below, the Board has nominated Messrs. van HeekMr. O’Connor, Mr. DiPaolo, and O’SullivanDr. Kostas for re-election at the Annual General Meeting. Each of the nominees has indicated his or her willingness to serve if re-elected. Should any of the nominees become unavailable for election at the Annual General Meeting, the persons named on the enclosed proxy as proxy holders may vote all proxies given in response to this solicitation for the election of a substitute nominee chosen by the Board.

Nomination of Directors

The Nominating and Corporate Governance Committee, which acts as the Company’s nominating committee, reviews and recommends to the Board potential nominees for election to the Board. In reviewing potential nominees, the Nominating and Corporate Governance Committee considers the qualifications of each potential nominee in light of the Board’s existing and desired mix of experience and expertise. Specifically, as set forth in our Nominating and Corporate Governance Committee Charter, it considers whether the nominee satisfies the following minimum criteria: has experience at a strategic or policymaking level in a business, government, non-profit or academic organization of high standing; is highly accomplished in his or her field, with superior credentials and recognition; is well regarded in the community and has a long-term reputation for the highest ethical and moral standards; has sufficient time and availability to devote to the affairs of the Company, particularly in light of the number of boards on which the nominee may serve; has a demonstrated history of actively contributing at board meetings (to the extent that the nominee serves or has previously served on other boards). In addition to these minimum qualifications, the Nominating and Corporate Governance Committee recommends that the Board select persons for nomination to help ensure that: a majority of the Board shall be independent in accordance with in the listing standards of the NASDAQNasdaq Global Select Market (“NASDAQNasdaq”); each of the Company’s Audit, Remuneration and Nominating and Corporate Governance Committees shall be comprised entirely of independent directors; and at least one member of the Audit Committee shall qualify as an audit committee financial expert as defined by Securities and Exchange Commission (“SEC”) rules. In addition, the Nominating and Corporate Governance Committee may consider whether the nominee has direct experience in the pharmaceutical, biotechnology or healthcare industries or in the markets in which the Company operates and whether the nominee, if elected, would assist in achieving a mix of Board members that represents a diversity of background and experience. Although the Nominating and Corporate Governance Committee may consider whether nominees assist in achieving a mix of Board members that represents a diversity of background and experience, which is not only limited to race, gender or national origin, we have no formal policy regarding board diversity.

After reviewing the qualifications of potential Board candidates, the Nominating and Corporate Governance Committee presents its recommendations to the Board, which selects the final director nominees. Upon the recommendation of the Nominating and Corporate Governance Committee, the Board nominated Messrs. van HeekMr. O’Connor, Mr. DiPaolo, and O’SullivanDr. Kostas for re-election as directors.

The Nominating and Corporate Governance Committee considers shareholder nominees using the same criteria set forth above. Shareholders who wish to present a potential nominee to the Nominating and Corporate Governance Committee for consideration for election at a future annual general meeting of shareholders must provide the Nominating and Corporate Governance Committee with notice of the nomination and certain information regarding the candidate within the time periods set forth below under the caption “Shareholder Proposals.”

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Nominees and Incumbent Directors

The Nominating and Corporate Governance Committee has recommended, and the Board has nominated, Messrs. van HeekMr. O’Connor, Mr. DiPaolo, and O’SullivanDr. Kostas to be re-elected as directors at the Annual General Meeting. The table below sets forth the following information for these nominees and the Company’s continuing directors: the year each was first elected as a director of the Company, their respective ages and the positions currently held with the Company:

Directors Nominated for Election

The following persons have been nominated by the Board to be elected as directors at the Annual General Meeting.

Jan van HeekMr. Oliver O’Connor joined Amarin as a non-executive director in April 2023. Mr. O’Connor currently serves as the Chief Executive Officer of the Irish Pharmaceutical Healthcare Association a position he has held since January 2015. Earlier in his career, Mr. O’Connor served as an advisor to the Deputy Prime Minister, Minister for Enterprise, Trade and Employment and Minister for Health and Children in Ireland. Mr. O’Connor has served as a founder board member of the Irish Medicines Verification Organisation since 2017. Mr. O’Connor earned an MBA from Stanford University’s Graduate School of Business and a Bachelor of Arts from University College Dublin. Mr. O’Connor is well-qualified to serve on our Board as he brings more than 30 years of experience in government and health policy, pharmaceutical industry, and finance.

Mr. Mark DiPaolo joined Amarin as a non-executive director in February 2010. He is currently2023. Since February 2013, Mr. DiPaolo has served as the Senior Partner and General Counsel of Sarissa. From 2005 to 2013, Mr. DiPaolo served as a Principalsenior member of Carl Icahn’s investment team at Icahn Capital, working on all aspects of Mr. Icahn’s investment strategy. During that time, Mr. DiPaolo worked closely with Dr. Alexander Denner, the Founder and Partner at BioPoint Group, where he advises biotechnologyChief Investment Officer of Sarissa Capital, on many healthcare activist campaigns and other healthcare companiesachieved many favorable investment outcomes for investors. Mr. DiPaolo worked with Dr. Denner in commercial strategyfounding Sarissa Capital and has been instrumental in the development financing and business development.execution of Sarissa Capital’s investments and strategy. Prior to establishing BioPoint,working at Icahn, Mr. van Heek spent more than 18 yearsDiPaolo was an M&A attorney at Genzyme Corporation, most recently as an Executive Vice President and Senior AdvisorWillkie Farr & Gallagher LLP. Since February 2018, Mr. DiPaolo has served on the board of directors of Innoviva, Inc. (Nasdaq: INVA). From August 2017 to September 2018, Mr. DiPaolo also served on the CEO and senior management team.board of directors of Novelion Therapeutics Inc. (until October 2019, Nasdaq: NVLN). Mr. van Heek is currently a board member of PanGenetics BV in the Netherlands as well as Minerva Neurosciences, Inc., and was a board member and Chairman of the Audit Committee of ViaCell Corporation, a U.S. public company, from 2002 until it was sold to Perkin Elmer Corporation in 2007. HeDiPaolo received an M.B.A. from St. Gallen University in Switzerland and an executivehis B.A. degree from Stanford Business School. Based on Mr. van Heek’s experience within the biotechnology industryFordham University and his executive experience, specifically his experience in executive officer positions at other companies in the biotechnology industry, as well as his service on other boards of directors, the Board believesJ.D. degree from Georgetown University. Mr. van Heek has the appropriate set of skillsDiPaolo is well-qualified to serve as a member of our Board.Board due to his significant experience in investments, operations, capital allocation, corporate governance, corporate finance, and mergers and acquisitions.

Patrick J. O’SullivanDr. Odysseas Kostas, M.D., joined Amarin as a non-executive director in December 2011.February 2023. Since 2016, Mr. O’SullivanKostas has more than 40 years of pharmaceutical industry experience, including more than 30 years as Chief Executive Officer and board member of the LEO Pharma companies in Ireland and more than 10 yearsserved as a board memberPartner and Senior Managing Director of the parent company of the LEO Pharma Group in Denmark. Since 2007 Mr. O’Sullivan has been a business consultant to the pharmaceutical industry,Sarissa, and he currently also serves as Head of Research. He most recently served as a memberdirector at Evercore ISI (formerly ISI), where he was employed from

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2011 to 2015, covering the biotechnology and pharmaceutical industries. Previously, he practiced internal medicine as part of the Yale New Haven Health system and was engaged as a consultant to various biotechnology companies. Since December 2017, Dr. Kostas has served on the board of directors of Actavis Plc. Mr. O’Sullivan is a registered pharmacist who earned a BachelorInnoviva, Inc. (Nasdaq: INVA) (as Chairman from December 2017 to December 2020), and since February 2020, has served on the board of Commerce and an M.B.A.directors of Armata Pharmaceuticals, Inc. (NYSE: ARMP). Dr. Kostas also served on the board of directors of Enzon Pharmaceuticals, Inc., from University College in Dublin. The Board believes that Mr. Sullivan’s experience from serving as an officer director of various companies within the pharmaceutical industry, as well as2013 to 2020. Dr. Kostas received his educational training in business administration, make him a valuable member of our Board.

Directors Continuing in Office

John F. Thero joined Amarin in November 2009. He was promoted to President and Chief Executive Officer, and appointed to the Board, effective January 2014. Prior to his promotion, he was Amarin’s President since November 2010 before which he was Amarin’s Chief Financial Officer. Mr. Thero has more than 20 years

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of senior financial and operational management experience, including supporting the growth of life science companies for over 15 years. Mr. Thero has helped manage both the successful commercial growth and the successful sale of companies. In 2007, Mr. Thero was Chief Financial Officer at ViaCell, Inc., where he helped guide the company to its successful sale. From 2003 to 2007, Mr. Thero was Senior Vice President at Acusphere, Inc., where he oversaw the successful build-out and qualification of manufacturing operations. From 1994 to 2003, in a number of senior positions at Abiomed, Inc., including Senior Vice President Business Operations and Chief Financial Officer, he helped manage the transition from a development-stage company into a commercial entity. Mr. Thero began his professional career at Arthur Andersen LLP, during which time he became a Certified Public Accountant. He received a B.A. in EconomicsB.S. degree from the CollegeMassachusetts Institute of Technology and his M.D. degree from the Holy Cross. The Board believes that Mr. Thero’s experience in management positions at life sciences companies, as well as his past experience as Amarin’s President and Chief Financial Officer, provide him with the appropriate qualifications and skillsUniversity of Texas Southwestern Medical School. Dr. Kostas is well-qualified to serve as a member of the Board.our Board due to his significant experience in medicine, investments, operations, research and development, capital allocation, partnerships and strategic collaboration, corporate governance, corporate finance, and mergers and acquisitions.

Lars G. Ekman, M.D., Ph.D.Directors Continuing in Office

Ms. Patrice Bonfiglio joined Amarin as a non-executive director in November 2008,February 2023. Since March 2014 and February 2017, Ms. Bonfiglio has served as the Chief Financial Officer and Chief Compliance Officer of Sarissa Capital Management LP (“Sarissa” or “Sarissa Capital”), respectively. From 2013 to 2014, Ms. Bonfiglio was named Amarin’s lead independent director in October 2011also Manager of Accounting and Amarin’s ChairmanOperations of Sarissa. From 2012 to 2013, Ms. Bonfiglio served as the Head of Operations for commodities hedge fund Arbalet Capital Management, LP (“Arbalet”), where she was responsible for managing the firm’s spinout from hedge fund Arrowhawk Capital Partners, LLC, covering operations, accounting, and compliance. Prior to the spinout of Arbalet, Ms. Bonfiglio was the Operations Manager at Arrowhawk Capital Partners, LLC from 2010 to 2012, managing all aspects of the Board effective January 2014. With more than 29 yearsfirm’s day to day operations and contributing to the accounting and compliance teams of experience in the pharmaceutical industry, Dr. Ekman is currently an executive partner at Sofinnova Ventures and serves as Executive Chairman of Sophiris Bio Inc. (formerly Protox Therapeutics) as well as Chairman of Prothena Biosciences.multi-strategy hedge fund. From October 2008 to 2011 he2010, Ms. Bonfiglio served as Co-FounderSenior Accountant at Ridgefield Capital Asset Management, where she was responsible for the operations and Chief Executive Officeraccounting of Cebixthe portfolio funds and managed accounts. From 2006 to 2008, Ms. Bonfiglio was an Associate and Fund Accountant at Pequot Capital Management, Inc. He was Executive Vice President and President of Global Research and Development at Elan Corporation plc,Ms. Bonfiglio received her B.S. degree from January 2001 to December 2007. Prior to joining Elan, he was Executive Vice President, Research and Development at Schwarz Pharma AG from February 1997 to December 2000, and prior to that was employed in a variety of senior scientific and clinical functions at Pharmacia, now Pfizer. Dr. Ekman also sits on the board of directors of InterMune Inc. and Ocera Therapeutics. Dr. EkmanTemple University. Ms. Bonfiglio is a board-certified surgeon with a Ph.D. in experimental biology and has held several clinical and academic positions in both the United States and Europe. He obtained his Ph.D. and M.D. from the University of Gothenburg, Sweden. Based on Dr. Ekman’s experience within the pharmaceutical industry and his executive experience, specifically his experience as Chief Executive Officer and other executive positions in the biotechnology industry, as well as his service on boards of directors in the biotechnology industry, the Board believes Dr. Ekman has the appropriate set of skillswell-qualified to serve as a member of our Board.Board due to her significant operational, accounting, finance and compliance expertise.

James I. Healy, M.D., Ph.D.Dr. Paul Cohen joined Amarin as a non-executive director in May 2008.February 2023. Dr. HealyPaul Cohen is the Albert Resnick, M.D., Associate Professor, Head of the Laboratory of Molecular Metabolism, and Senior Attending Physician at The Rockefeller University. Dr. Cohen has also served as a scientific advisor to Hoxton Farms, a biotech startup based in London, since September 2021. Since 2016, Dr. Cohen has been a General Partnerpracticing cardiologist at Memorial Sloan Kettering Cancer Center. Dr. Cohen received his undergraduate degree from Harvard College. He then entered the Tri-Institutional M.D.-Ph.D. Program, where he completed his Ph.D. research at Rockefeller studying the metabolic effects of Sofinnova Ventures, a venture capital firm, since June 2000. Prior to June 2000, Dr. Healy held various positionsthe hormone leptin. He received his M.D. from Weill Cornell Medical College. He then completed an Internal Medicine Residency at Sanderling Ventures, Bayer Healthcare Pharmaceuticals (as successor to Miles Laboratories) and ISTA Pharmaceuticals, Inc. Dr. Healy is currently on the board of directors of Ascendis Pharma A/S, Auris Medical Holding AG, Hyperion Therapeutics, Inc., Coherus BioSciences, Inc. and several private companies. Previously, he served as a board member of InterMune, Inc., Anthera Pharmaceuticals, Inc., Durata Therapeutics, Inc., CoTherix, Inc., Movetis NV, KaloBios Pharmaceuticals, Inc. and several private companies. Dr. Healy holds an M.D.Columbia and a Ph.D. in Immunology fromCardiology Fellowship at Brigham and Women’s Hospital. He performed postdoctoral research training at the Stanford SchoolDana Farber Cancer Institute studying transcriptional determinants of Medicine and holds a B.A. in molecular biology and a B.A. in Scandinavian Studies from the University of California at Berkeley. The Board believes thatadipocyte identity. Dr. Healy’s experience in the pharmaceutical industries and investing in life sciences companies, as well as his medical and scientific background, provide him with the qualifications and skills to serve as a director.

Joseph S. Zakrzewski joined Amarin as a non-executive director in January 2010. From November 2010 to December 2013, Mr. Zakrzewski served as Amarin’s Chief Executive Officer and Chairman of the Board of Directors. From May 2007 to May 2010, Mr. Zakrzewski served as President and Chief Executive Officer of Xcellerex, a privately held company focusing on commercializing its proprietary next generation manufacturing technology for biotherapeutics and from January 2005 to May 2007, Mr. Zakrzewski served as the Chief Operating Officer of Reliant Pharmaceuticals. From 1988 to 2004, Mr. Zakrzewski served in a variety of positions at Eli Lilly and Company including as Vice President, Corporate Business Development from 2003 through 2004. In addition, Mr. Zakrzewski served as a Venture Partner with Orbimed, the world’s largest healthcare-dedicated investment firm, in 2010 and 2011. Mr. ZakrzewskiCohen is currently the Chairman of Firehouse

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Pharmaceuticals and serves on the board of directors of Acceleron Pharma, and Insulet Corporation as well as a number of privately held companies. Mr. Zakrzewski earned a B.S. in Chemical Engineering and an M.S. in Biochemical Engineering from Drexel University as well as an M.B.A. in Finance from Indiana University. The Board believes that Mr. Zakrzewski should serve on our Board based on his knowledge of our Company gained from his former position as Chief Executive Officer and his substantial experience serving as an executive officer of other pharmaceutical companies, as well as Mr. Zakrzewski’s service as a member of boards of directors of other pharmaceutical companies.

Kristine Peterson joined Amarin as a non-executive director in November 2010. Ms. Peterson has more than 30 years of pharmaceutical industry experience, including 20 years at Bristol-Myers Squibb Company, where she was responsible for sales, marketing and general management in a variety of therapeutic areas, including leading the cardiovascular and metabolic disease business unit. She is currently, and has been since June 2009, Chief Executive Officer at Valeritas, Inc., a medical technology company committed to the development and commercialization of innovative drug delivery solutions, with its lead product for the treatment of diabetes. Prior to joining Valeritas, Ms. Peterson was Company Group Chair for the biotech business at Johnson & Johnson from May 2006 through June 2009, was an Executive Vice President at Johnson & Johnson from August 2004 through May 2006 and was Senior Vice President of commercial operations at Biovail Corporation from May 2003 to August 2004. Ms. Peterson is currently a director of Valeritas, Inc., ImmunoGen, Inc. the Biotechnology Industry Organization and the Greater Philadelphia Life Sciences Congress. Ms. Peterson has an M.B.A. in Marketing from the University of Illinois. Based on Ms. Peterson’s experience within the pharmaceutical industry and her executive experience, specifically her experience as an executive officer at other companies in the biotechnology industry, as well as her service on other boards of directors in the biotechnology industry, the Board believes Ms. Peterson has the appropriate set of skillswell-qualified to serve as a member of our Board.Board due to his significant scientific, medical and research and development expertise.

David StackMr. Keith L. Horn joined Amarin as a non-executive director in December 2012.February 2023. Since 2016, Mr. Stack is currentlyHorn has been the Presidentfounder and managing member of Loring Capital Advisors, LLC, a firm providing investment advisory and consulting services to hedge fund managers, asset management firms, and early-stage and start-up businesses. Mr. Horn served as the Chief Executive Officer and a director of Pacira Pharmaceuticals,Forest Road Acquisition Corp. from September 2020 to June 2021, when it consummated a business combination with The Beachbody Company. From 2003 to 2015, Mr. Horn served as Chief Operating Officer and was a member of the Management Committee and Valuation Committee of Elliott Management Corporation, a global multi-strategy firm, where he was responsible for global management and oversight of operational, support, and control functions of the firm’s investment advisory business.

Prior to Elliott, Mr. Horn spent 16 years at Merrill Lynch, Pierce, Fenner & Smith Incorporated, serving in various capacities, including Global Head of Leveraged Finance, Head of Latin America Debt, and Chief of Staff

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to the Chairman and President. Mr. Horn began his career in private practice as a corporate and securities attorney. Mr. Horn served on the board of directors of Sarissa Capital Acquisition Corp. (Nasdaq: SRSA), a special purpose acquisition company sponsored by Sarissa Capital, and served as a director of Forest Road Acquisition Corp. II (NYSE: FRXB), a special purpose acquisition company, from March 2021 to April 2023. In addition, in July 2019, Mr. Horn was appointed to the strategic advisory board of Investcorp Strategic Capital Partners, a fund established to assemble a diverse portfolio of general partnership stakes in alternative asset managers. In December 2019, Mr. Horn joined the strategic advisory board of the Forest Road Company, LLC, a specialty finance and tax services company that lends against U.S. tax credits and provides capital in the media space.

From April 2016 to November 2019, Mr. Horn served on the board of directors of Empire Resorts, Inc. (“Empire”) (Nasdaq: NYNY), which operates in the gaming and hospitality industries, where he served as Chairperson of the audit committee and as Chairperson of the special committee in its review and approval of an acquisition transaction pursuant to which Empire became a privately-held entity. Mr. StackHorn received his J.D. (cum laude) from Georgetown University Law Center and his B.A. degrees in Economics and Political Science from Binghamton University, where he graduated Phi Beta Kappa with highest honors. Mr. Horn is well-qualified to serve as a member of our Board due to his significant investment, capital markets, operations, capital allocation, strategic collaboration, corporate governance, corporate finance, and mergers and acquisitions expertise.

Mr. Louis Sterling III joined Amarin as a non-executive director in February 2023. Since January 2017, Mr. Sterling has been a private investor targeting small-cap public equities and select fast-growth private companies, particularly in the healthcare industries. Prior to 2017, Mr. Sterling worked in investment banking (corporate finance/M&A) at Goldman Sachs, middle-market private equity at Lincolnshire Management, and was a managing director of MPM Capital since 2005BondFactor. From December 2021 to April 2023, Mr. Sterling served as a director of BZAM Ltd. (formerly the Green Organic Dutchman Holdings Ltd.), a sustainable global cannabis company, and a managing partnerserved as chair of Stack Pharmaceuticals, Inc. since 1998. From 2001 to 2004, he was Presidentthe corporate governance & nominating committee and Chief Executive Officer of The Medicines Company. Previously, Mr. Stack was President and General Manager at Innovex, Inc. He was Vice President, Business Development/Marketing at Immunomedics from 1993 until 1995. Prior to that, he was with Roche Laboratories from 1981 until 1993, in various positions including therapeutic world leader in infectious disease and director, business development and planning, infectious disease, oncology, and virology. He currently serves as a member of the boardcompensation committee. Mr. Sterling received his J.D. from Harvard Law School, his M.B.A. from Harvard Business School and his B.B.A. from Howard University. Mr. Sterling is well-qualified to serve as a member of directorsour Board due to his significant investments, operations, capital allocation, corporate finance, and mergers and acquisitions expertise.

Ms. Diane Sullivan joined Amarin as a non-executive director in February 2023. Ms. Sullivan founded her own consulting firm in May 2020, which specializes in strategy development and commercialization for life sciences companies. From May 2020 until August 2021, Ms. Sullivan served as the Chief Commercial Officer of Pacira Pharmaceuticals, Inc.DalCorp Pharmaceuticals. From November 2018 to April 2020, Ms. Sullivan served as Chief Commercial Officer of The Medicines Company (“MDCO”), PepTx, Inc., Chiasma, Inc.until its $9.7B acquisition by Novartis. Prior to her time at MDCO, Ms. Sullivan was an independent commercialization and Medivo, Inc. Hemarket access consultant from October 2017 to November 2018. Ms. Sullivan was Vice President, Market Access & Patient Strategies at AstraZeneca from 2013 to 2017. She was Vice President, Specialty Payer & Channel Group at Pfizer from 2009 to 2013 and prior to the acquisition, was Vice President, Healthcare Systems Marketing at Wyeth in 2008.

Before Wyeth, Ms. Sullivan spent 12 years in a series of strategy, marketing, brand management, business development, and integration roles at GlaxoSmithKline. She began her career at IBM and was a member of the boardsteam that launched IBM’s entry into the Health Data Networking business. Ms. Sullivan served on the board of directors of Molecular Insight Pharmaceuticals, Inc.OrthogenRx, a privately held medical device company from 2006May 2018 until it was acquired by Avanos Medical in January 2022. Ms. Sullivan received a B.A. from Dickinson College. She also graduated from IBM’s intensive two-year marketing and account management training program as well as IBM’s customized version of an M.B.A. program. Ms. Sullivan is well-qualified to 2010 and BioClinica, Inc. from 1999 to 2010. Mr. Stack holdsserve as a B.S. in Pharmacy from Albany Collegemember of Pharmacy and a B.S. in Biology from Siena College. The Board believes that Mr. Stack’s qualifications to sit on our Board include his extensive experience with pharmaceutical companies, his financial expertisedue to her significant investments, operations, research and his years of experience providingdevelopment, capital allocation, partnerships and strategic collaboration, corporate governance, corporate finance, and financial advisory services to pharmaceuticalmergers and biotechnology organizations.acquisitions expertise.

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Vote Required

Each nominee will be elected to the Board if (i) on a show of hands, a majority of shareholders present in person or by proxy and voting on the proposal vote in favor of such director or (ii) on a poll, shareholders representing a majority of the sharestotal voting rights of shareholders who are present at the meeting in person or by proxy and voting on the proposal are voted in favor of such director. As a result, abstentions and broker non-votes will have no effect on the vote outcome.

Holders of proxies solicited by this Proxy Statement will vote the proxies received by them as directed on the proxy card or, if no direction is made, then FOR the election of all the nominees named in this Proxy Statement.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR”

EACH OF THE NOMINEES IDENTIFIED ABOVE.

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PROPOSAL NO. 34

ADVISORY VOTE ON EXECUTIVE COMPENSATION

Background

As recommended by our shareholders at our 20112017 annual general meeting and subsequently approved by our Board, we give our shareholders the opportunity to cast an advisory (non-binding) vote onto approve the compensation of the Company’s “named executive officers,” each year (a so-called “say-on-pay” “say-on-pay” vote). At the 20142022 annual general meeting, the Company’s shareholders supported the say-on-pay vote with 92%approximately 65.3% of the votes cast in favor of the proposal.

The say-on-pay vote is a non-binding vote to approve the compensation of the Company’s “named executive officers,” as described in this Proxy Statement under the “Compensation“Executive Compensation Discussion and Analysis” section, the tabular disclosure regarding such compensation, and the accompanying narrative disclosure on pages 36[34] to 55[49] of this Proxy Statement. The say-on-pay vote is not a vote on the Company’s general compensation policies, compensation of the Company’s Board, or the Company’s compensation policies as they relate to risk management. Our philosophy in setting compensation policies for executive officers has two fundamental objectives: (1) to attract and retain a highly skilled team of executives and (2) to align our executives’ interests with those of our shareholders by rewarding short-term and long-term performance and tying compensation to increases in shareholder value. The Remuneration Committee believes that executive compensation should be directly linked both to continuous improvements in corporate performance (so-called(so-called “pay for performance”) and accomplishments that are expected to increase shareholder value. The “Compensation“Executive Compensation Discussion and Analysis” section herein provides a more detailed discussion of the executive compensation program and compensation philosophy.philosophy managed by our Prior Board (as described below), including how we align compensation elements with our annual goals and long-term business strategies and objectives, as well as review of incentive compensation, which is intentionally heavily weighted to equity compensation in an effort to align such compensation with investors, and review the Company’s performance against predefined goals.

The vote under this Proposal No. 34 is advisory, and therefore not binding on the Company, the Board or our Remuneration Committee. However, our Board, including our Remuneration Committee, values the opinions of our shareholders and, considers changes to our executive compensation program as appropriate in response to input from shareholders and evolving factors such as the extent there is any significant vote against the named executive officer compensation as disclosed in this Proxy Statement, we will consider our shareholders’ concernsbusiness environment and evaluate what actions may be appropriate to address those concerns.competition for talent.

Shareholders will be asked at the Annual General Meeting to approve the following resolution pursuant to this Proposal No. 3:4:

“RESOLVED, that the shareholders of the Company vote in favor ofapprove, on a non-binding, advisory vote approvingbasis, the compensation of the Company’s ‘named executive officers.officers,’ as disclosed in this Proxy Statement under the “Executive Compensation Discussion and Analysis” section, the compensation tables and the narrative disclosures that accompany the compensation tables.”

Vote Required

This advisory proposal will be approved if (i) on a show of hands, a majority of shareholders present in person or by proxy and voting on the proposal vote in favor of the resolution or (ii) on a poll, shareholders representing a majority of the sharestotal voting rights of shareholders who are present at the meeting in person or by proxy and voting on the proposal are voted in favor of the resolution. As a result, abstentions and broker non-votes will have no effect on the vote outcome.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” PROPOSAL NO. 3.

810

PROPOSAL NO. 45

ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION

We are also required by the Dodd-Frank Act to provide shareholders with a separate advisory (non-binding) vote for the purpose of asking shareholders to express their preference for the frequency of future advisory say-on-pay votes. Shareholders may indicate whether they would prefer an advisory vote on executive compensation once every one, two or three years. We are required to solicit shareholder votes on the frequency of future advisory votes on executive compensation at least once every six years, although we may seek shareholder input more frequently.

Shareholders will be asked at the Annual General Meeting to approve the following resolution pursuant to this Proposal No. 5:

“RESOLVED, that, subject to fiduciary duties under applicable law, the shareholders of the Company vote in favor of holding future non-binding, advisory votes on executive compensation every year.”

At the Annual General Meeting, shareholders may cast a vote on the frequency of a say-on-pay vote by choosing the option of one year, two years or three years or shareholders may abstain from voting altogether.

The Board believes that, of the three choices, submitting a non-binding, advisory say-on-pay resolution to shareholders every year is the most appropriate choice. The Company believes that gathering shareholder feedback as close in time to the relevant compensation decisions as possible will be most useful to the Board. An annual advisory vote on executive compensation is consistent with our policy of seeking input from and engaging in discussions with our shareholders on corporate governance matters and our executive compensation philosophy, policies and practices. We believe that an annual advisory vote on the compensation of our named executive officers will allow all of our shareholders to provide us with their general input on our compensation philosophy, policies and practices. Although some of our shareholders may prefer a two-year or three-year interval for the advisory vote on executive compensation, we believe that a majority of our shareholders will prefer a one-year interval for this advisory vote as the first advisory vote in 2017 resulted in our holding a say-on-pay vote every year.

Vote Required

The frequency period that receives the most votes (every one, two or three years) will be deemed to be the recommendation of the shareholders. However, because this vote is advisory and not binding on the Board or the Company, the Board may decide that it is in the best interests of our shareholders and the Company to hold an advisory vote on executive compensation more or less frequently than the option selected by a plurality of our shareholders.

THE BOARD RECOMMENDS A VOTE TO HOLD FUTURE VOTES ON EXECUTIVE COMPENSATION EVERY YEAR.

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PROPOSAL NO. 6

APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Our Audit Committee has selected Ernst & Young LLP (“E&Y”) as our independent registered public accounting firm for the fiscal year ending December 31, 2015,2023, and has further directed that we submit the selection of E&Y for approval by our shareholders at the Annual General Meeting.

The Audit Committee reviews and pre-approves all audit and non-audit services performed by itsour independent registered public accounting firm, as well as the fees charged for such services. All fees incurred in fiscal 2014year 2022 for services rendered by E&Y were approved in accordance with these policies. In its review of non-audit service fees, the Audit Committee considers, among other things, the possible impact of the performance of such services on the auditor’s independence. The Audit Committee has determined that the non-audit services performed by E&Y in the fiscal year ended December 31, 20142022 were compatible with maintaining the auditor’s independence. Additional information concerning the Audit Committee and its activities can be found in the following sections of this Proxy Statement: “Board Committees” and “Report of the Audit Committee.”

E&Y commenced auditing our annual financial statements with the fiscal year ended December 31, 2014. Representatives of E&Y are expected to be available telephonically at the Annual General Meeting, will have the opportunity to make a statement if they desire to do so and will be available to respond to appropriate shareholder questions.

Change in Auditors

As previously disclosed by the Company in its Current Report on Form 8-K filed with the SEC on March 6, 2014, on February 28, 2014, the Audit Committee approved the engagement of E&Y as our independent auditors for the fiscal year ending December 31, 2014 and notified its prior independent auditors Deloitte & Touche LLP (“Deloitte”) of its decision. The reports of Deloitte on the consolidated financial statements of the Company as of and for the fiscal years ended December 31, 2012 and 2013 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles.

During our fiscal years ended December 31, 2012 and 2013 and any subsequent interim period preceding March 6, 2014, there were no disagreements with Deloitte on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Deloitte, would have caused Deloitte to make reference to such disagreements in its report on the consolidated financial statements for such years.

The Company did not consult with E&Y during the two fiscal years ended December 31, 2013 and 2012, and the subsequent interim period through February 28, 2014, regarding (i) the application of accounting principles to a specified transaction either completed or proposed or the type of audit opinion that might be rendered on the Company’s consolidated financial statements; or (ii) any matter that was either the subject of a “disagreement,” as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K, or a “reportable event,” as described in Item 304(a)(1)(v) of Regulation S-K.

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Fees for Independent Registered Public Accounting Firm—E&YFirm

The following is a summary of the fees billed to the Company by E&Y for professional services rendered for the fiscal yearyears ended December 31, 2014.2022 and 2021. Audit fees are for services invoiced relating to the yearyears ended December 31, 20142022 and 2021 as described in (1) below and all non-audit fees are for services invoiced in 2014.2022 and 2021.

Fees for Prior Independent Registered Public Accounting Firm—Deloitte

The following is a summary of the fees billed to the Company by Deloitte for professional services rendered for the fiscal year ended December 31, 2013. Audit fees are for services invoiced relating to the year ended December 31, 2013 and all non-audit fees are for services invoiced in 2013.

Shareholders will be asked at the Annual General Meeting to approve the following resolution pursuant to this Proposal No. 4:6:

“RESOLVED, to appoint Ernst & Young LLP as the Company’s auditors to hold office from the conclusion of this meeting until the conclusion of the next meeting at which the annual accounts are laid before the Company and to authorize the directorsAudit Committee to agree upon the remuneration of the auditors.”

In the event that shareholders do not approve the foregoing resolution, we will need to engage a third-party auditor who will act as our independent registered public accounting firm under U.S. law and as our statutory auditor under UK law for the fiscal year ending December 31, 2015.2023. We may proceed to engage such firm as our Board and Audit Committee deem advisable, which firm may include E&Y.

1012

Vote Required

This proposal will be approved if (i) on a show of hands, a majority of shareholders present in person or by proxy and voting on the proposal vote in favor of the resolution or (ii) on a poll, shareholders representing a majority of the sharestotal voting rights of shareholders who are present at the meeting in person or by proxy and voting on the proposal are voted in favor of the resolution. As a result, abstentions and broker non-votes, if any, will have no effect on the vote outcome.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” PROPOSAL NO. 4

1113

PROPOSAL NO. 57

ADOPTION OF AN AMENDMENT TO THE COMPANY’S 20112020 STOCK INCENTIVE PLAN, AS AMENDED

Proposal

Our Board believes that share-based incentive awards can play an important role in the success of the Company by encouraging and enabling the employees, officers, non-employee members of our Board and consultants of the Company and its subsidiaries upon whose judgment, initiative and efforts the Company largely depends for the successful conduct of its business to acquire a proprietary interest in the Company. Consistent with our compensation philosophy and objectives, our Board believes that providing such persons with a direct stake in the Company assures a closer identification of the interests of such individuals with those of the Company and its shareholders, thereby stimulating their efforts on the Company’s behalf and strengthening their desire to remain with the Company.

On March 9, 2015, upon[●], 2023, our Board, based on input from Aon’s Human Capital Solutions practice, a division of Aon plc (“Aon”) (previously known as Radford), as independent external compensation consultants, and the recommendation of Radford, an Aon Hewitt Company and independent external compensation consultant (“Radford”) to theour Remuneration Committee, the Remuneration Committee approvedadopted, subject to shareholder approval, an amendment (the “Plan Amendment”) to the Company’s 20112020 Stock Incentive Plan, (asas amended by Amendment No. 1 to the 2020 Stock Incentive Plan (the “2020 Plan” and, as further amended by the Plan Amendment, the “Amended Plan”), subject to shareholder approval atincrease the Annual General Meeting.share reserve under the 2020 Plan by [●] Ordinary Shares or ADSs, as the case may be (“Shares”) and to increase the number of Shares that may be issued in the form of incentive stock options by [●] Shares. The 20112020 Stock Incentive Plan was originally adopted by our Board on March 16, 2020 and approved by our shareholders at our 2011 annual general meeting (as2020 Annual General Meeting of Shareholders and Amendment No. 1 to the 2020 Stock Incentive Plan was adopted by our Board on May 14, 2022 and approved by our shareholders at our 2022 Annual General Meeting of Shareholders.

Say-on-Pay Results and amended from timeShareholder Outreach

At our 2022 Annual General Meeting of Shareholders, our non-binding advisory vote regarding the compensation of our named executive officers (our “say-on-pay”) received the support of 65.3% of the votes cast at the meeting. The Remuneration Committee has considered and will continue to time,consider the “Equity Incentive Plan”). If this Proposal No. 5outcome of such say-on-pay votes when evaluating our compensation programs. We make a point of annually engaging with our shareholders to solicit feedback on our executive compensation program, regardless of our say-on-pay result. However, given recent years’ voting results, the New Directors and management feel it is approved, the number of shares reserved for issuance under the Amended Plan would increase by 20,000,000 Ordinary Shares or ADSs,particularly important to solicit feedback on our executive compensation program, particularly as the case may be (“Shares”)New Directors and management undertake their comprehensive review of the Company’s pay practices and programs. Since the 2022 annual meeting, the Prior Board and management met with institutional investors representing over [    ]% of outstanding shares and over [    ]% of our institutional investors. Representatives from the Company included our CEO, our CFO and our head of investor relations. We intend to increase the amount currently reserved underof outreach and discussion with investors, including our institution and retail investor base.

It is worth noting that the Equity Incentive Plan. In addition, inclusive of stock options currently outstanding underphilosophy and approach to compensation that was subject to the Equity Incentive Plan, the aggregate ISO Limit (as definedsay-on-pay vote described in the Equity Incentive Plan) would be increased to 31,500,000 Sharesproxy statement for our 2022 Annual General Meeting of Shareholders, and in this proxy statement for our 2023 Annual General Meeting of Shareholders, reflected the Amended Planphilosophy, judgment and approach of the prior Board members and the annual limit on individual option grants would be increased to 10,000,000 Shares under the Amended Plan. As of March 15, 2015, prior to this proposed Plan Amendment, we have 16,073,367 stock options and restricted stock grants outstanding under the Equity Incentive Plan.

The purposemembers of the Equity Incentive PlanRemuneration Committee, which are not necessarily reflective of the views of the New Directors. The New Directors, including the New Remuneration Committee (described below), which now includes shareholder representation, with their advisors and the input of management and with the input of shareholders, are currently undertaking a comprehensive review of Amarin’s approach and philosophy to executive and non-executive compensation matters and their views, and the resulting changes, will be detailed in next year’s compensation discussion and analysis. The New Directors,

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together with management, will be focused on ensuring that Amarin’s approach to compensation is formulated and implemented to enablecreate and maximize long-term shareholder value.

Based on the feedback received from this type of engagement, over the past several years the Company to have a compensation program designed to attract, retain, and motivate highly qualified employees; provide employees with long-term equity-based incentives to produce long-term growth thereby increasing our value to shareholders; and foster a cooperative teaching and learning environment that focuseshas relied more heavily on delivering shareholder value as further discussed below in this Proxy Statement in the section titled, “Compensation Discussion and Analysis.” We believe thatperformance-based equity compensation, is an essential elementand the New Directors and the current Remuneration Committee will incorporate the feedback from investors and employees as they undertake their review of our compensation package and that equity awards align employees and directors’ interests with those of our shareholders. Our Board recommends a vote for approval of the Plan Amendment because the Plan Amendment will allow us to continue to use equity based incentives and promote the goals of our compensation strategy. The Plan Amendment will only become effective subject to approval by our shareholders. In light of the limited available pool of shares under the Equity Incentive Plan and the expectation that the Plan Amendment would be presented for approval at the Annual General Meeting, the Company has granted performance-based restricted stock units contingent upon approval of the Plan Amendment as discussed in further detail below in the section entitled “New Plan Benefits.”programs.

Changes to the Equity Incentive Plan by the Plan Amendment

If this Proposal No. 5 is approved, the maximum number of the Company’s Shares that can be issued under the Equity Incentive Plan, and the ISO Limit, would increase by 20,000,000 Shares to 31,500,000 Shares and the annual limit on individual option grants would be increased to 10,000,000 shares. As of March 15, 2015, we have 1,712,755 Shares available under the Equity Incentive Plan, and we believe that such amount will not be sufficient to cover the on-going needs of the Company under its compensation strategy. In its deliberations regarding the size of the increase in the maximum number of shares issuable under the Equity Incentive Plan (the “Grant Pool”), the Board, in consultation with Radford, determined that an increase in the Grant Pool of 20,000,000 Shares as proposed by the Plan Amendment would place the Company in approximately the 68^th percentile as compared to peer companies and the size of their respective equity grant pools and would otherwise comport with institutional shareholder recommendations. The Remuneration Committee, upon the advice of Radford, considers this pool allocation to be within market for similarly situated companies. It is not uncommon, however, for companies to be above the market median immediately following the approval of an increase in the equity grant pool as it is expected that the pool will revert back to the median over time. In addition, the Remuneration Committee, upon the advice of Radford, considers the increase in the annual limit on individual option grants to be advisable given the Company’s growth and the increase in the number of outstanding Shares since the Equity Incentive Plan’s original adoption in 2011.

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Summary of Material Features of the Equity IncentiveAmended Plan

The material features of the Equity IncentiveAmended Plan are:

Based solely on the closing price of our ADSs as reported by NASDAQ on March 27, 2015, 2015,[                    ], 2023 and the maximum number of Shares that would have been available for awards as of such date under the Amended Plan, the maximum aggregate market value of the additional Shares that could potentially be issued under the Amended Plan is approximately $[        ] million, of which approximately $[        ] million represents Shares that were available for grant under the 2020 Plan as of such date assuming this Proposal No. 5 is approved, is $52,327,740.and approximately $[        ] million represents the [                    ] new Shares that can be issued under the Plan Amendment. The Shares available for issuance under the Equity IncentiveAmended Plan will be authorized but unissued Shares or Shares acquired in the open market or otherwise.

Rationale for the Plan Amendment

The Plan Amendment is critical to our ongoing effort to build shareholder value. Equity incentive awards are an important component of our executive and non-executive employees’ compensation. Our Remuneration Committee and our Board believe that revertwe must continue to us through forfeiture, surrender or cancelationoffer a competitive equity compensation program in order to attract, retain and motivate the talented and qualified employees necessary for our continued growth and success in Ireland, the United States and internationally.

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We manage our long-term shareholder dilution by limiting the number of outstanding grants.

Qualified Performance-Based Compensation under Code Section 162(m)

To ensure that certainequity incentive awards granted under the Equity Incentive Plan to a “Covered Employee” (as defined in the Internal Revenue Code of 1986, as amended (the “Code”) qualify as “performance-based compensation” under Section 162(m) of the Code, the Equity Incentive Plan provides that the Remuneration Committee may require that the vesting of such awards be conditioned on the satisfaction of performance objectives that may be measured by any or all of the following: (1) earnings before interest, taxes, depreciation and amortization; (2) net income (loss) (either before or after interest, taxes, depreciation and/or amortization); (3) changes in the market price of the Shares; (4) economic value-added; (5) funds from operations or similar measures; (6) sales or revenue; (7) development, clinical or regulatory milestones; (8) acquisitions or strategic transactions; (9) operating income (loss); (10) cash flow (including, but not limited to, operating cash flow and free cash flow); (11) return on capital, assets, equity, or investment; (12) shareholder returns; (13) return on sales; (14) gross or net profit levels; (15) productivity; (16) expenses; (17) margins; (18) operating efficiency; (19) customer satisfaction; (20) working capital; (21) earnings (loss) per Share; (22) sales or market shares; and (23) number of customers, any of which may be measured either in absolute terms or as compared to any incremental increase or as compared to results of a peer group.annually. The Remuneration Committee will selectcarefully monitors our annual net burn rate, total dilution and equity expense in order to maximize shareholder value by granting only the particular performance criterianumber of equity incentive awards that it believes is necessary and appropriate to attract, reward and retain our employees.

Our compensation philosophy reflects broad-based eligibility for equity incentive awards for high performing employees. As of [                    ], 2023, [    ]% of our employees held outstanding equity awards in varying levels or were within 90 days followinga three-month provisional period to become eligible to receive equity awards. By ensuring that our employees hold equity awards, we link the commencementinterests of a performance cycle. Subjectthose employees with those of our shareholders and motivate our employees to adjustments for stock splits and similar events, the maximum award granted to any one individual that is intended to qualifyact as “performance-based compensation” under Section 162(m)owners of the Codebusiness.

Burn Rate

The following table sets forth information regarding historical awards granted and earned for the 2020 through 2022 period, and the corresponding burn rate, which is defined as the number of shares subject to equity-based awards granted in a year divided by the weighted average number of shares outstanding for that year, for each of the last three fiscal years.

Based on input from Radford, the prior Remuneration Committee and the Prior Board determined the size of reserved pool under the Amended Plan based on projected equity awards to anticipated new hires, projected annual equity awards to existing employees and an assessment of the magnitude of increase that our institutional investors and the firms that advise them would likely find acceptable. We anticipate that if our requested share reserve is approved by our shareholders, it will not exceed 3.5 million Sharesbe sufficient to provide equity incentives to attract, retain, and motivate employees for any performance cycle.the next [one to two] years.

Summary of the Equity IncentiveAmended Plan

The following description of certain features of the Equity IncentiveAmended Plan is intended to be a summary only. The summary is qualified in its entirety by the full text of the Equity Incentive Plan filed as Exhibit 10.4 to our

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Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, Amendment No. 1 to the 2011 Stock Incentive2020 Plan filed as Exhibit 10.1 to our Form 8-K, filed with the Quarterly ReportSEC on Form 10-Q forJuly 14, 2020, the quarter ended June 30, 2012,full text of Amendment No. 21 to the 2011 Stock Incentive2020 Plan filed as Exhibit 10.2 to our

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Form 8-K, filed with the Quarterly ReportSEC on Form 10-Q for the quarter ended June 30, 2012, Amendment No. 3 to the 2011 Stock Incentive Plan filed as Exhibit 10.5 to the Annual Report on Form 10-K for the year ended December 31, 20122022 and the Plan Amendment, set forth in Annex Awhich is attached hereto as Appendix [A].

Eligibility. Eligible persons include any employee, officer, consultant or director providing services to this Proxy Statement.

Plan Administration. The Equity Incentive Plan is administeredthe Company or any affiliate of the Company, as determined by the Remuneration Committee. The Remuneration Committee has full power to select, from among theAs of [                ], 2023, approximately [        ] individuals eligible for awards, the individuals to whom awards will be granted, to make any combination of awards to participants, and to determine the specific terms and conditions of each award, subject to the provisions of the Equity Incentive Plan. The Remuneration Committee may delegate to one or more directors or to one or more officers its authority under the Equity Incentive Plan, subject to such terms, conditions and limitations as it may establish in its sole discretion.

Eligibility. Personswere eligible to participate in the Equity Incentive Plan will be those full or part-time officers, employees, directors and other key persons (including consultants) of the Company and its subsidiaries as selected from time to time by the Remuneration Committee in its discretion. Approximately 207 individuals are currently eligible to participate in the Equity Incentive2020 Plan, which includes 4[        ] executive officers, 196approximately [        ] employees who are not executive officers, eight non-employee directors and 7 non-employee directors.[        ] consultants.

Plan Limits.Stock Options. The maximum number of Shares that can be issued under the Equity Incentive Plan is as set out in the first bullet point of “Summary of Material Features of the Equity Incentive Plan” above. Incentive Stock Options cannot be granted in respect of more Shares than the ISO Limit (31,500,000 Shares). Options with respect to no more than 10,000,000 Shares may be granted to any one individual during any calendar year period.

Stock Options. The Equity IncentiveAmended Plan permits the granting of (1) options to purchase Shares intended to qualify as incentive stock options under Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), and (2) options that do not so qualify. Options granted under the Equity IncentiveAmended Plan will be non-qualified stock options if

they fail to qualify as incentive stock options or exceed the annual limit on incentive stock options. Incentive stock options may only be granted to employees of the Company and its subsidiaries. any subsidiary or parent (each as defined in Section 424 of the Code) of the Company. Non-qualified stock options may be granted to any persons eligible to receive awards under the Equity IncentiveAmended Plan. The option exercise price of each option will beis determined by the Remuneration Committee but may not be less than 100% of the fair market value of the Shares on the date of grant. Fair market value for this purpose will beis the last reportedclosing sale price of the Shares on NASDAQNasdaq on the date of grant and, if the exercise of the option is to be satisfied by a new issue of Shares, may not be less than the nominal value of the Shares (£0.50).grant. The exercise price of an option may not be reduced after the date of the option grant, other than to appropriately reflect changes in our capital structure. Incentive stock options cannot be granted in respect of more than [                ] Shares.

The term of each option is typicallymay not exceed ten years from the date of grant. The Remuneration Committee will determine at what time or times each option may be exercised. Options may be made exercisable in installments and the exercisability of options may be accelerated by the Remuneration Committee. Typically, options will vest in equal installments over a four year period subject to continued service with the Company.installments. In general, unless otherwise permitted by the Remuneration Committee, no option granted under the Equity IncentiveAmended Plan is transferable by the optionee other than by will or by the laws of descent and distribution, and options may be exercised during the optionee’s lifetime only by the optionee, or by the optionee’s legal representative or guardian in the case of the optionee’s incapacity. UponThe method of payment to be used to exercise of options, thean option exercise price must be paid in full either in cash,is determined by certified or bank check or other instrument or consideration acceptable to the Remuneration Committee and may consist of, alone or in combination, (a) cash or check, (b) surrender (or attestation to the ownership following such procedures as the Company may prescribe) of other Shares that are not then subject to restrictions under any Company plan and have a fair market value on the date of surrender or attestation equal to the aggregate exercise price of Shares as to which such option shall be exercised or (c) delivery of a properly executed exercise notice together with such other documentation as the Remuneration Committee and the broker, if applicable, shall require to effect an exercise of the option and delivery to the Company of the sale or loan proceeds required to pay the aggregate exercise price and any applicable income or employment taxes. In addition, non-qualified stock options can be exercised for consideration in the form of cancelled indebtedness or by a “net exercise” arrangement pursuant to which the Company will reduce the number of Shares issuable upon exercise by the largest whole number of shares with a fair market value that does not exceed the aggregate exercise price. The Remuneration Committee can also provide for the payment of such other consideration and method of payment permitted under applicable law.laws.

To qualify as incentive stock options, options must meet additional U.S. federal tax requirements, including a $100,000 limit on the value of shares subject to incentive stock options that first become exercisable by a participant in any one calendar year.

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Restricted Stock Units.Units. The Remuneration Committee may award restricted stock units to any eligible persons. Restricted stock units are payable in Shares or, at the discretion of the Remuneration Committee, in cash or a combination of cash and Shares, and may be subject to such conditions and restrictions as the Remuneration Committee may determine. These conditions and restrictions may include the achievement of certain performance objectives and/or continued service with the Company through a specified vesting period, generally four years.period.

Unrestricted Share Awards. The Remuneration Committee may also grant to directors Shares that are free from any restrictions under the Amended Plan, provided that the director shall pay an amount for the Shares at least

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equal to their aggregate nominal values. A director may elect to receive such an award of unrestricted Shares in lieu of cash meeting fees to which the director is otherwise entitled.

Dividend Equivalent Rights. During the vesting period thefor restricted stock units, restricted stock units may be credited with dividend equivalent rights, which entitle the participant to receive credits for dividends that would have been paid if the recipient had held the Shares underlying the restricted stock unitsunits. Any such dividend equivalent rights shall provide that vest since the datesuch rights be settled only upon settlement or payment of, grantor lapse of thoserestrictions on, such restricted stock units.

Unrestricted Share Awards. The Remuneration Committee may also grant to directors Sharesunit award, and that are free from any restrictionssuch dividend equivalent right shall expire or be forfeited or annulled under the Equity Incentive Plan, provided thatsame conditions as the director shall pay an amount for the Shares at least equal to their aggregate nominal values. A director may elect to receive such an award of unrestricted Shares in lieu of cash meeting fees to which the director is otherwise entitled.restricted stock unit award.

Change of Control Provisions.Provisions. The Equity IncentiveAmended Plan provides that upon the effectiveness of a “change of control” as(as defined in the Equity Incentive Plan,Amended Plan), except as otherwise provided by the Remuneration Committee in an award agreement, (i) participants may exercise their options to the extent vested immediately prior to the change of control for a period ofwithin 12 months followingof the change of control (or through the expiration date, if earlier), (ii) all unvested awards held by directors (other than the Chief Executive Officer of the Company) will automatically vest in full and (iii) all unvested awards held by other participants (i.e.(i.e., the Chief Executive Officer and participants who are not directors) shall continue to vest following a change of control and, if any such participant’s employment is terminated by the Company for any reason other than cause“cause” (as defined in the Equity IncentiveAmended Plan) within two years of the change of control, shall fully vest, and in the case of options become exercisable and remain exercisable for a period of twelve12 months following such termination (or through the expiration date, if earlier). In addition, the Company may provide for awards to be substituted by equivalent awards or for a cash payment to be paid to participants in respect of all awards held by participants (whether or not vested) upon the change of control, in which case all original awards shall lapse upon the consummation of the change of control.

Adjustments for Stock Dividends, Stock Splits, Etc. The Equity IncentiveAmended Plan requires the Remuneration Committee to make appropriate adjustments to the number of Shares that are subject to the Equity IncentiveAmended Plan, to certain limits in the Equity IncentiveAmended Plan, and to any outstanding awards to reflect stock dividends, stock splits, extraordinary cash dividends and similar events.

Tax Withholding.Withholding. Participants in the Equity IncentiveAmended Plan are responsible for the payment of any federal, state or local taxes that the Company is required by law to withhold upon the exercise of options or the receipt, vesting or settlement of other awards. The Remuneration Committee may require that tax withholding obligations be satisfied by withholding Shares that otherwise would be issued upon exercise, settlement or vesting or other Company shares. The Remuneration Committee may also require that the Company’s tax withholding obligation be satisfied, in whole or in part, by an arrangement whereby a certain number of Shares issued pursuant to an award are immediately sold and proceeds from such sale are remitted to the Company in an amount that would satisfy the withholding amount due.

Amendments and Termination.Termination. The Board may at any time amend or discontinue the Equity IncentiveAmended Plan and the Remuneration Committee may at any time amend or cancel any outstanding award for the purpose of satisfying changes in the law or for any other lawful purpose. However, no such action may adversely affect any rights under any outstanding award without the holder’s consent. To the extent required under the rules of NASDAQ,Nasdaq, any amendments that materially change the terms of the Equity IncentiveAmended Plan will be subject to approval by our shareholders. Amendments shall also be subject to approval by our shareholders if and to the extent determined by the Remuneration Committee to be required by the Code to preserve the qualified status of incentive stock options.

Administration; Delegation. As noted above, the Amended Plan will continue to be administered by the Remuneration Committee, which has full power, subject to the provisions of the Amended Plan, to, among other things, select, from among the individuals eligible for awards, the individuals to whom awards will be granted, to make any combination of awards to participants, to determine the specific terms and conditions of each award, and to accelerate the vesting of one or more outstanding awards at such times and in such amounts as it

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Effective Date of Plan. The Board originally adopted the Equity2020 Stock Incentive Plan on April 29, 2011,March 16, 2020, and it became effective on July 12, 2011,13, 2020, which was the day it was approved by shareholders. The EquityAmendment No. 1 to the 2020 Stock Incentive Plan was further amendedadopted by the Board on April 13, 2012, July 10, 2012,May 14, 2022 and December 11, 2012. No awards may be granted under the Equity Incentive Plan after the date that is 10 years from the date of shareholder approval.was approved by shareholders on June 27, 2022. The effective date of the Plan Amendment proposed in this Proposal No. 57 will be the date the Plan Amendment is approved by shareholders.

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New Plan Benefits

The Remuneration Committee will have full discretion to determine the number and amount of awards to be granted to employees under the Equity Incentive Plan, subject to the terms of the Equity Incentive Plan. The Remuneration Committee approvedBecause the grant of 5,455,500 performance-based restricted stock units on January 29, 2015 (the “Contingent Grants”). These grants were made based in part on input from Radford as our independent external compensation consultant. These Contingent Grants are contingent on shareholder approvalawards under the Amended Plan is within the discretion of the Plan Amendment as there are insufficient Shares available under the Equity Incentive Plan to satisfy these grants. These performance restricted stock units become due for payment byRemuneration Committee, the Company in cash upon vesting absent shareholder approvalcannot determine the dollar value or number of the Plan Amendment. These grants are subject to performance-based vesting, tied to the achievement of financial and clinical performance goals by the Company. Other than the Contingent Grants, which are set forthShares that will in the table below, the future benefits or amounts that would be received by or allocated to any participant in the Amended Plan.

Grants Under the 2020 Plan

The following table provides information concerning the benefits that were received by the following persons and groups under the 2020 Plan (excluding any forfeitures): each named executive officer; all current executive officers, and the groups named in the table below under the Equity Incentive Planas a group; all current directors who are not determinable at this time.executive officers, as a group; and all current employees who are not executive officers, as a group.

Tax Aspects Under the Code

The following is a summary of the principal U.S. federal income tax consequences of certain transactions under the Equity IncentiveAmended Plan. It does not describe all U.S. federal tax consequences under the Equity IncentiveAmended Plan, nor does it describe non-U.S.,state or local tax consequences.

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Incentive Stock Options. No taxable income is generally realized by the optionee upon the grant or exercise of an incentive stock option. If Shares issued to an optionee pursuant to the exercise of an incentive stock option are sold or transferred after two years from the date of grant and after one year from the date of exercise, then (i) upon sale of such shares,Shares, any amount realized in excess of the optionexercise price (the amount paid for the shares)Shares) will be taxed to the optionee as a long-term capital gain, and any loss sustained will be a long-term capital loss, and (ii) the Company will not be entitled to any deduction for U.S. federal income tax purposes. The exercise of an incentive stock option will give rise to an item of tax preference that may result in alternative minimum tax liability for the optionee.

If Shares acquired upon the exercise of an incentive stock option are disposed of prior to the expiration of the two-year and one-year holding periods described above (a “disqualifying disposition”), generally (i) the optionee will realize ordinary income in the year of disposition in an amount equal to the excess (if any) of the fair market value of the Shares at exercise (or, if less, the amount realized on a sale of such Shares) over the optionexercise price thereof, and (ii) we will be entitled to deduct such amount. Special rules will apply where all or a portion of the exercise price of the incentive option is paid by tendering Shares.

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If an incentive option is exercised at a time when it no longer qualifies for the tax treatment described above, the option is treated as a non-qualified option. Generally, an incentive stock option will not be eligible for the tax treatment described above if it is exercised more than three months following termination of employment (or one year in the case of termination of employment by reason of disability). In the case of termination of employment by reason of death, the three-month rule does not apply.

Non-Qualified Stock Options. No income is realized by the optionee at the time thea non-qualified stock option is granted. Generally (i) at exercise, ordinary income is realized by the optionee in an amount equal to the difference between the optionexercise price and the fair market value of the Shares on the date of exercise, and we receive a tax deduction for the same amount, and (ii) at disposition, appreciation or depreciation after the date of exercise is treated as either short-term or long-term capital gain or loss depending on how long the Shares have been held. Special rules will apply where all or a portion of the exercise price of the non-qualified stock option is paid by tendering Shares. Upon exercise, the optionee will also be subject to U.S. Social Security taxes on the excess of the fair market value over the exercise price of the option.

Other Awards. The Company generally will be entitled to a tax deduction in connection with an awardother awards under the Equity IncentiveAmended Plan in an amount equal to the ordinary income realized by the participant at the time the participant recognizes such income. Participants typically are subject to income tax and recognize such tax at the time that an award is exercised, vests or becomes non-forfeitable, or is settled, unless the award provides for a further deferral.

Parachute Payments. The vesting of any portion of an option or other award that is accelerated due to the occurrence of a change of control (such as a sale event) may cause a portion of the payments with respect to such accelerated awards to be treated as “parachute payments” as defined in the Code. Any such parachute payments may be non-deductible to the Company, in whole or in part, and may subject the recipient to a non-deductible 20% federal excise tax on all or a portion of such payment (in addition to other taxes ordinarily payable).

Limitation on Deductions. Under Section 162(m) of the Code, the Company’s deduction for certain awards under the Equity IncentiveAmended Plan may beare limited to the extent that any “covered employee” (as defined in Section 162(m) of the Chief Executive Officer or other executive officer whose compensation is required to be reported in the summary compensation table (other than the Principal Financial Officer)Code) receives compensation in excess of $1 million a year (other than performance-basedyear.

Equity Compensation Plan Information

The following table provides information as of December 31, 2022 with respect to the ordinary shares or ADSs, as the case may be, that may be issued under our equity compensation that otherwise meets the requirements of Section 162(m)plans, consisting of the Code). The EquityCompany’s 2020 Stock Incentive Plan, is structured to allow certain awards to qualify as performance-based compensation.amended (the “2020 Plan”), the Company’s 2011 Stock Incentive Plan, as amended (the “2011 Plan”), and the Amarin Corporation plc Employee Stock Purchase Plan (“ESPP”).

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Shareholders will be asked at the Annual General Meeting to approve the following resolution pursuant to this Proposal No. 5:7:

“RESOLVED, to adopt and approve the proposed Plan Amendment to the Company’s 20112020 Stock Incentive Plan.”

Vote Required

This proposal must be approved by a majority of the shares present and entitled to vote on the proposal (whether voting is by show of hands or a poll is taken). As a result, abstentions will have the same effectPlan, as voting against the proposal and broker non-votes will have no effect on the vote outcome.

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EQUITY COMPENSATION PLAN INFORMATION

The following table sets forth certain information, as of December 31, 2014, regarding stock options previously issued by the Company as compensation for services pursuant to the 2002 Plan and the Equity Incentive Plan.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” PROPOSAL NO. 5

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PROPOSAL NO. 6

APPROVAL OF SUBSEQUENT PRIVATE PLACEMENT PURSUANT TO PRE-EMPTIVE RIGHT

Background

On March 5, 2015, we entered into a Securities Subscription Agreement with a group of institutional investors (the “Initial Purchasers”), including both existing and new investors, for the private placement (the “Initial Private Placement”) of 352,150,790 restricted American Depositary Shares, each representing one share of our Series A Convertible Preference Shares, par value £0.05 per share, in the capital of the Company (“Series A Preference Shares”). Each ten (10) Series A Preference Shares may be consolidated and redesignated as one ordinary share, par value £0.50 per share, in the capital of the Company, each ordinary share to be represented by one American Depositary Share. For each restricted American Depositary Share, the Initial Purchasers paid a negotiated price of $0.15 (equating to $1.50 on an as-converted to Ordinary Share basis), resulting in $52,822,618.50 in aggregate gross proceeds to the Company. On March 30, 2015, we closed the Initial Private Placement with the Initial Purchasers and issued 352,150,790 restricted American Depositary Shares, each representing one Series A Preference Share, which shares may be consolidated and redesignated from time to time as up to a maximum of 35,215,079 ordinary shares, each ordinary share to be represented by one American Depositary Share.

On that same day, in connection with the Initial Private Placement, and pursuant to a pre-existing contractual pre-emptive right to participate in certain private placement transactions effected by the Company, Sofinnova Venture Partners VII L.P. entered into a new Securities Subscription Agreement for the purchase of an additional $5,830,077.00 in restricted American Depositary Shares, each representing one share of the Company’s Series A Preference Shares, at the same price per share as the Initial Private Placement, or 38,867,180 restricted American Depositary Shares, each representing one of our Series A Preference Shares (the “Subsequent Private Placement”). A maximum of 3,886,718 ordinary shares, each represented by one ADS, are issuable upon the consolidation and redesignation of the Series A Preference Shares to be issued in the Subsequent Private Placement. This amount represents the maximum amount available to Sofinnova Venture Partners, VII, L.P. under its pre-existing contractual pre-emptive right. Dr. James Healy, a member of our Board, is a managing member of Sofinnova Management VII, L.L.C., the general partner of Sofinnova Venture Partners VII L.P. In accordance with applicable marketplace rules of the Nasdaq Stock Market, the consummation of the Subsequent Private Placement is conditioned upon approval by the Company’s shareholders at a future meeting of the Company’s shareholders as described in this Proposal No. 6.

Description of Series A Preference Shares

Each ten (10) Series A Preference Shares may be consolidated and redesignated as one ordinary share, par value £0.50 per share, in the capital of the Company, each ordinary share to be represented by one American Depositary Share.

In the event of the Company’s liquidation or a return of capital (other than a conversion, redemption or purchase of shares) (each, a “Liquidation Event”), subject to the preferential rights of the holders of any class or series of shares ranking by their terms senior to any Series A Preference Shares (“Senior Securities”), each holder of Series A Preference Shares is entitled to receive, in priority to any distributions of any of the assets or surplus funds of the Company to the holders of the Ordinary Shares and any class or series of shares ranking by their terms subordinate to any Series A Preference Shares (“Junior Securities”) and pari passu with any distribution to the holders of any class or series of shares ranking by their terms pari passu with the Series A Preference Shares (“Parity Securities”), an amount equal to $0.001 per Series A Preference Share, plus an additional amount equal to any dividends declared but unpaid on such shares, before any payments shall be made or any assets distributed to holders of any class of Ordinary Shares or Junior Securities. If, upon any such Liquidation Event, the assets of the Company shall be insufficient, after payment to any Senior Securities, to pay the holders of the Series A Preference Shares the amount required under the preceding sentence, then all remaining assets of the Company shall be distributed pro rata to holders of the Series A Preference Shares and

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Parity Securities. After payment to the holders of the Series A Preference Shares of the amount described in the foregoing sentence and subject to the preferential rights of the holders of any Senior Securities of the Company, the remaining assets or surplus funds of the Company, if any, available for distribution to shareholders shall be distributed pro rata among the holders of the Series A Preference Shares, any other class or series of shares that participates with the Ordinary Shares in the distribution of assets upon any Liquidation Event and the Ordinary Shares, with the holders of the Series A Preference Shares deemed to hold that number of Ordinary Shares into which such Series A Preference Shares may be redesignated.

Except as otherwise provided in the rights, preferences, privileges and restrictions of the Series A Preference Shares or as required by applicable law, the Series A Preference Shares shall have no voting rights. However, as long as any Series A Preference Shares are outstanding, the Company shall not, without the approval of the holders of seventy-five percent (75%) of the then outstanding Series A Preference Shares, alter or change adversely the powers, preferences or rights attaching to the Series A Preference Shares or enter into any agreement with respect to the foregoing. Holders of the Series A Preference Shares shall be entitled to receive, and the Company shall pay, dividends (other than dividends in the form of Ordinary Shares) on the Series A Preference Shares equal (on an as-converted to Ordinary Share basis) to and in the same form as dividends (other than dividends in the form of Ordinary Shares) actually paid on ordinary shares when, as and if such dividends (other than dividends in the form of Ordinary Shares) are paid on the Ordinary Shares.

Certain Registration Rights

The securities offered and to be sold by us in the Subsequent Private Placement, subject to shareholder approval, have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or state securities laws and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (“SEC”) or an applicable exemption from registration requirements. We have agreed to file a registration statement with the SEC covering the resale of the restricted ADS and the ADSs representing Ordinary Shares created by the consolidation and redesignation of the Series A Preference Shares (the “Registrable Securities”) to be purchased by Sofinnova Venture Partners, VII L.P. in connection with the Subsequent Private Placement, subject to shareholder approval. In addition, we agreed to use its commercially reasonable best efforts to keep the registration, and any qualification, exemption or compliance under state securities laws which we determine to obtain, continuously effective, and to keep the Registration Statement free of any material misstatements or omissions, until the earlier of (a) the second anniversary of the target closing date for the private placement or (b) the date on which all Registrable Securities held by Sofinnova Venture Partners, VII L.P. may be sold or transferred in compliance with Rule 144 under the Securities Act, without any volume or manner of sale restrictions.

Please refer to our Current Report on Form 8-K filed with the SEC on March 11, 2015, including the exhibits thereto, for additional information regarding the Initial Private Placement, and our Current Report on Form 8-K filed with the SEC on March [30], 2015, including the exhibits thereto, for additional information regarding the Subsequent Private Placement.

Why We Are Seeking Your Approval

We are seeking your approval of the Subsequent Private Placement to help ensure our compliance with NASDAQ Listing Rules. Shareholder approval of the Initial Private Placement or the Subsequent Private Placement is not required under the Companies Act or our Articles. NASDAQ Listing Rule 5635(d)(2) requires, with limited exceptions, shareholder approval prior to the sale or issuance or potential issuance of shares equal to 20% or more of our Ordinary Shares and ADSs, or 20% or more of our voting power, outstanding before the issuance, if the effective sale price is less than the greater of the book or market value of our Ordinary Shares and ADSs on the date of such issuance (a “5635 issuance”). Our Ordinary Shares underlying the ADSs or issuable upon the exercise or conversion of warrants, options, debt instruments, preferred stock or other equity securities issued or granted in such

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capital raising transactions are considered shares issued in the transaction in determining whether the 20% limit has been reached. NASDAQ may in certain circumstances “integrate” a later transaction with an earlier transaction for purposes of determining compliance with such listing rule, in which case the integrated transactions collectively must comply with the listing rule.

We are seeking shareholder approval of the Subsequent Private Placement so that we can complete the Subsequent Private Placement. The Initial Private Placement and Subsequent Private Placement may be integrated for purposes of determining compliance with NASDAQ Listing Rule 5635(d)(2) and would involve the potential issuance of up to a total of 391,017,970 restricted American Depositary Shares, each representing one share of our Series A Convertible Preference Shares, par value £0.05 per share, in the capital of the Company, which shares may be consolidated and redesignated from time to time as up to a maximum of 39,101,797 Ordinary Shares, each Ordinary Share to be represented by one American Depositary Share. Prior to Initial Private Placement, we had 176,960,199 Ordinary Shares outstanding, including 176,228,632 American Depositary Shares, each representing the right to receive one Ordinary Share and 865,904 Ordinary Shares and not including 134,337 Ordinary Shares held in treasury. Because the Initial Private Placement and Subsequent Private Offering are each considered a 5635 issuance subject to Rule 5635(d)(2), and because the 20% threshold of Rule 5635(d)(2) would be met upon the closing of the Subsequent Private Placement, shareholder approval is required prior to the closing of the Subsequent Private Placement.

Shareholders will be asked at the Annual General Meeting to approve the following resolution with pursuant to this Proposal No.6:

“RESOLVED, to approve the issuance of 38,867,180 of the Company’s restricted American Depositary Shares, each representing one share of our Series A Convertible Preference Shares, par value £0.05 per share, in the capital of the Company, which shares may be consolidated and redesignated from time to time as up to a maximum of 3,867,718 ordinary shares, each ordinary share to be represented by one American Depositary Share in accordance with NASDAQ Listing Rule 5635(d).amended.”

Vote Required

This proposal will be approved if (i) on a show of hands, a majority of shareholders present in person or by proxy and voting on the proposal vote in favor of the resolution or (ii) on a poll, shareholders representing a majority of the sharestotal voting rights of shareholders who are present at the meeting in person or by proxy and voting on the proposal are voted in favor of the resolution. As a result, abstentions and broker non-votes will have no effect on the vote outcome.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” PROPOSAL NO. 6

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PROPOSAL NO. 78

RENEWAL OF THE POWER OF THE DIRECTORS TO ALLOT SHARES

Under the Companies Act, the directors of a public company may exercise the power of the company to allot shares in the company or to grant rights to subscribe for or to convert any security into shares in the company if they are authorized to do so by the company’s articles of association or by resolution of the company. Any such authorization is only valid for a maximum period of five years. The grant of a general power of allotment by the Company’scompany’s shareholders is an additional step not generally required when companies domiciled in the United SatesStates are issuing securities.

This Proposal No. 78 seeks shareholder approval of a grant of authority to the Board to allot shares in the Company or grant rights to subscribe for or to convert any security into shares (the “Rights”) up to an aggregate nominal amount of £125,000,000£[125,000,000] (being the aggregate nominal amount of £[110,000,000] in respect of Ordinary Shares (equal to 250,000,000 million Ordinary Shares)ordinary shares and £23,000,000£[15,000,000] in respect of preference shares (equal to 460,000,000 preference shares), provided that such authority shall, unless renewed, varied or revoked by the Company, expire on the fifth18-month anniversary of the passing of the applicable resolution, except that the Company may, before such expiration, make an offer or agreement which would, or might, require shares to be allotted or Rights to be granted after the expiration of such period and the Board may allot relevant securities in pursuance of any such offer or agreement notwithstanding that the authority conferred by this resolution has expired.

The Company currently may allot shares pursuant This proposal is similar to anthe authorization approved by our shareholders at a general meeting of the Company held on 6 July 2010. ThisMay 20, 2019.

The previously approved authorization, expirespursuant to which the Company currently may allot shares, will expire on July 6, 2015.May 20, 2024. The Board believes that it is important for the Company to retain the flexibility to allot equity securities on an accelerated basis should the Board determine it is necessary or advisable and in the best interests of shareholders, without incurring the costs or delays associated with calling a special meeting and preparing and circulating proxy materials to approve specific allotments of shares. The Board also believes that a large majority of public companies based in the United States do not require shareholder approval of each issuance and allotment of common equity. Without the approval of this Proposal No. 7,8, the Company may not be able to raise additional capital, in a timely manner or at all, if and as needed to fund its ongoing business and operations.

Other than the Subsequent Private Placement with Sofinnova Venture Partners, VII L.P. described in Proposal No. 6, theThe Company has no present plans or proposals to effect share issues in a single transaction, or to a small number of persons resulting in one or more of such persons becoming a principal shareholder of the Company with the attendant ability to exercise significant influence over the Company’s affairs. The closing of the Subsequent Private Placement is not conditioned on the approval of Proposal No. 7.

Shareholders will be asked at the Annual General Meeting to approve the following resolution pursuant to this Proposal No. 7:8:

“RESOLVED, to generally and unconditionally authorize the Board of Directors of the Company, in accordance with Section 551 of the Companies Act 2006, to exercise all powers of the Company to allot shares in the Company or grant rights to subscribe for or to convert any security into shares of the Company (“Rights”) up to an aggregate nominal amount of £148,000,000£[125,000,000] (being the aggregate nominal amount of £125,000,000£[110,000,000] in respect of ordinary shares and £23,000,000£[15,000,000] in respect of preference shares), provided thatthat: (a) this authority shall, unless renewed, varied, or revoked by the Company, expire on the date five years from18-month anniversary of the date on which this resolution is passed, except that the Company may, before such expiration, make an offer or agreement which would, or might, require shares to be allotted or Rights to be granted after the expiration of such period and the Board may allot shares or grant Rights in pursuance of any such offer or agreement notwithstanding that the authority conferred by this resolution has expired.expired; and (b) this authority replaces all subsisting authorities previously granted to the Board for the purposes of Section 551, which, to the extent unused at the date of this resolution, are revoked with immediate effect, without prejudice to any allotment of shares or grant of rights already made, offered or agreed to be made under such authorities.”

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Vote Required

This proposal will be approved if (i) on a show of hands, a majority of shareholders present in person or by proxy and voting on the proposal vote in favor of the resolution or (ii) on a poll, shareholders representing a majority of the sharestotal voting rights of shareholders who are present at the meeting in person or by proxy and voting on the proposal are voted in favor of the resolution. As a result, abstentions and broker non-votes will have no effect on the vote outcome.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” PROPOSAL NO. 7

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PROPOSAL NO. 89

DISAPPLICATION OF PRE-EMPTIVE RIGHTS TO HOLDERS OF ORDINARY SHARES

Pre-emptive rights can be disapplied with respect to a specific allotment of securities by a special resolution of shareholders. Obtaining disapplication of pre-emptive rights at the time of each individual proposed stock issuance is time-consuming and costly. To reduce such costs, minimize the delays associated with convening special meetings of shareholders, and provide the Company with sufficient flexibility in the issuance of equity securities on such terms and conditions as the Board considers to be in the best interests of the Company and its shareholders, the Board is asking the Company’s shareholders to resolve, subject to Proposal No. 78 being passed and in accordance with Section 570 of the Companies Act, that the directors be generally empowered to allot equity securities (as defined in Section 560 of the Companies Act) pursuant to the authority conferred by Proposal No. 7,8, as if Section 561(1) of the Companies Act did not apply to any such allotment, provided that this power shall (1) be limited to the allotment of equity securities up to an aggregate nominal amount of £148,000,000£[125,000,000] (being the aggregate nominal amount of £125,000,000£[110,000,000] in respect of Ordinary Shares (equal to 250,000,000 million Ordinary Shares)ordinary shares and £23,000,000£[15,000,000] in respect of preference shares (equal to 460,000,000 preference shares)) and (2) expire on the date being the fifth18-month anniversary of the date of passing of this resolution (unless renewed, varied or revoked by the Company prior to or on that date), except that the Company may, before such expiration, make an offer or agreement which would, or might, require equity securities to be allotted after such expiration and the directors may allot equity securities in pursuance of any such offer or agreement notwithstanding that the authority conferred hereby has expired. The securities in respect of which the Board is seeking disapplication of shareholders’ pre-emption rights are equity securities as defined in Section 560 of the Companies Act.

Other than the Subsequent Private Placement with Sofinnova Venture Partners, VII L.P described in Proposal No. 6, theThe Company has no present plans or proposals to effect share issues in a single transaction, or to a small number of persons resulting in one or more of such persons becoming a principal shareholder of the Company with the attendant ability to exercise significant influence over the Company’s affairs. The closing of the Subsequent Private Placement is not conditioned on the approval of Proposal No. 8.

The Company currently may allot shares without such allotment being subject to statutory pre-emptive rights of its ordinary shareholders pursuant to an authorization approved by our shareholders at a general meeting of the Company held on 6 July 2010.May 19, 2019. This authorization expires on July 6, 2015.May 20, 2024. The Board believes that a large majority of public companies based in the United States do not have mandatory pre-emptive rights provisions with respect to their common equity. Without the approval of this Proposal No. 8,9, the Company may not be able to raise additional capital, in a timely manner or at all, if and as needed to fund its ongoing business and operations.

Shareholders will be asked at the Annual General Meeting to approve the following resolution pursuant to this Proposal No.8:No. 9:

“RESOLVED, to generally empowergive power to the Board, subject to the passing of Resolution No. 78 above and in accordance with Section 570 of the Companies Act 2006, to allot equity securities (as defined in Section 560 of the Companies Act) pursuant to the authority conferred upon them by Resolution No. 7,8, as if Section 561(1) of the Companies Act did not apply to any such allotment, provided that the power hereby conferred shall (a) be limited to the allotment of equity securities up to an aggregate nominal amount of £148,000,000£[125,000,000] (being the aggregate nominal amount of £125,000,000£[110,000,000] in respect of ordinary shares and £23,000,000£[15,000,000] in respect of preference shares); and (b) expire on the date five years from18-month anniversary of the date on which this resolution is passed (unless renewed, varied or revoked by the Company prior to or on that date), except that the Company may, before such expiration, make an offer or agreement which would, or might, require equity securities to be allotted after the expiration of such period and the directors may allot equity securities in pursuance of any such offer or agreement notwithstanding that the authority conferred by this resolution has expired.expired; and (c) this power replaces all subsisting powers previously given to the Board for the purposes of Section 570, which, to the extent unused at the date of this resolution, are revoked with immediate effect, without prejudice to any allotment of equity securities already made, offered or agreed to be made under any such power.”

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Vote Required

Approval of this proposal requires (i) on a show of hands, the affirmative vote of at least 75% of the holders of shares present at the meeting in person or by proxy and voting on the proposal or (ii) on a poll, the affirmative vote of shareholders representing at least 75% of the sharestotal voting rights of shareholders who are present at the meeting in person or by proxy and voting on the proposal. As a result, abstentions and broker non-votes will have no effect on the vote outcome.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” PROPOSAL NO. 8

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ADDITIONAL BUSINESS

As a public limited company organized under the laws of England and Wales, it is a statutory requirement that the Board lay before the Annual General Meeting the Company’s statutory accounts, which are the Company’s Annual Report for the year ended December 31, 20142022, as prepared in conformity with GAAP (the “Annual Report”) and the accounts for the financial year ended December 31, 20142022, prepared in accordance with International Financial Reporting StandardsIFRS (the “Statutory Accounts”). As required byIn accordance with the Companies Act and the Articles, the Statutory Accounts will be madeare available for download in “PDF” format on the Company’s website (http:https://investor.amarincorp.com) as soon as they are complete, but no later than June 14, 2015, which is twenty-one clear days in advance of the Annual General Meeting.. In addition, hard copies of the Statutory Accounts may be obtained once they are complete, by contacting the Company’s investor relations department at Amarin Corporation plc, c/o Amarin Pharma, Inc., 1430 Route 206, Bedminster,440 US Highway 22, Bridgewater, NJ 0792108807 or by telephone at (908) 719-1315. Shareholders of the Company will not be asked to take any action in respect of the Statutory Accounts at the Annual General Meeting but shareholders in attendance will have opportunity to ask questions relating to the Statutory Accounts.Meeting.

We know of no other matters to be submitted to a vote of shareholders at the Annual General Meeting. If any other matter is properly brought before the Annual General Meeting or any adjournment thereof, it is the intention of the persons named in the enclosed proxy to vote the shares they represent in accordance with their judgment. In order for any shareholder to nominate a candidate at a given annual general meeting, he or she must provide timely written notice to our corporate secretary pursuant to the terms of our Articles as described below.and the Companies Act.

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CORPORATE GOVERNANCE

Director Independence

We believe that the Company benefits from having a strong and independent Board. For a director to be considered independent, the Board must determine that the director does not have any direct or indirect material relationship with the Company that would affect his or her exercise of independent judgment. On an annual basis, the Board reviews the independence of all directors under guidelines established by NASDAQNasdaq and in light of each director’s affiliations with the Company and members of management, as well as significant holdings of Company securities. This review considers all known relevant facts and circumstances in making an independence determination. Based on this review, the Board has made an affirmative determination that all directors other than Messrs. Thero and Zakrzewski, are independent. It was determined that Mr. Thero lacks independence because of his status as the Company’s President and Chief Executive Officer. It was determined that Mr. Zakrzewski lacks independence because of his prior status as the Company’s Chief Executive Officer through December 31, 2013.

Code of Business Conduct and Ethics

Our Board has adopted a Code of Business Conduct and Ethics that applies to our directors, officers and employees. We believe that our Board and its committees, led by a group of strong and independent directors, provide the necessary leadership, wisdom and experience that the Company needs in making sound business decisions. Our Code of Business Conduct and Ethics helps clarify the operating standards and ethics that we expect of all of our officers, directors and employees in making and implementing those decisions. Waivers of our Code of Business Conduct and Ethics for the benefit of a director or an executive officer may only be granted by the Board or, if permitted, a committee of the Board, and will be publicly announced promptly in our SEC filings.Board. Waivers of our Code of Business Conduct and Ethics for the benefit of other employees may be made by our Compliance Officer, the Board or, if permitted, a committee of the Board. There have been no material modifications to, or waivers from, the provisions of such code. Our Code of Business Conduct and Ethics is available on the corporate governance section of our website (which is a subsection of the investor relations section of our website) at the following address: https://investor.amarincorp.com/corporate-governance. You may also request a printed copy of the code, without charge, by writing to us at Amarin Pharma, Inc., 440 Route 22, Bridgewater, NJ 08807, Attention: Investor Relations. In furthering our commitmentaddition, should any changes be made to these principles, we invite you to review our Code of Business Conduct and Ethics, and other corporate governance materials locatedwe intend to disclose within four business days on our website atwww.amarincorp.com.(or in any other medium required by law or Nasdaq): (a) the date and nature of any amendment to our Code of Business Conduct and Ethics that applies to our

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principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions and (b) the nature of any waiver, including an implicit waiver, from a provision of our code of business conduct and ethical responsibility that is granted to one of these specified officers, the name of such person is granted the waiver, and the date of the waiver.

Shareholder Communications

Generally, shareholders who have questions or concerns regarding the Company should contact our Investor Relations department at (908) 719-1315. However, any shareholders who wish to address questions regarding the business or affairs of the Company directly with the Board, or any individual director, should direct his or her questions in writing to the Lead Independent DirectorChairman of the Board, Amarin Corporation plc, 2 Pembroke House, Upper Pembroke Street 28-32,Iconic Offices, The Greenway, Block C Ardilaun Court 112-114 St Stephens Green, Dublin 2, Ireland or c/o Amarin Pharma, Inc., 1430 Route 206, Bedminster, NJ 07921.440 US Highway 22, Bridgewater, New Jersey 08807. Upon receipt of any such communications, the correspondence will be directed to the appropriate person, including individual directors.

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BOARD OF DIRECTORS AND COMMITTEES

The Prior Board

Because the New Directors were not members of the Board during the fiscal year ended December 31, 2022, the time period to which most of the discussions herein relate, we sometimes reference the “Prior Board,” which refers to the Board as constituted during 2022. The New Directors are currently, together with management, undertaking a comprehensive review of the Company’s business strategies, risk management, corporate governance and compensation practices and the matters discussed herein are not necessarily reflective of the views of the New Directors.

During our 20142022 fiscal year, our Prior Board formally met in person five times and acted by written consent one time.six times. Each director attended at least 75% of the aggregate of thethese meetings of the Board and meetings of the committees of which he or she was a member in our last fiscal year. During fiscal 2014, ourOur Board had anhas a standing Audit Committee, a Remuneration Committee and a Nominating and Corporate Governance Committee. All members of the Audit, Remuneration and Nominating and Corporate Governance Committees are non-employee directors who are deemed independent. In addition to the formal meeting numbers referenced herein, the Board and its committees met or engaged in discussions informally throughout the year.

All members of our Board who were directors at the time attended the 2014 Annual General Meeting of Shareholders, either in person or via telephone. Although the Company has no formal policies regarding director attendance at annual general meetings, it generally encourages directors to attend annual general meetings and expects that all members of the Board will attend the 2015 Annual General Meeting.annual general meetings when conditions permit.

Board Leadership Structure and Risk Oversight

Dr. Lars Ekman isOn March 21, 2023, Odysseas D. Kostas was appointed as our Chairman of the Board. Dr. EkmanKostas is independent and all key committees of the Board are comprised solely of, and chaired by, independent directors. The Board believes that this structure, combined with the Company’s established corporate governance guidelines, provides an effective leadership structure for the Company. In addition, to ensure effective independent oversight of the Company, the Board holds meetings of the independent directors of the Board at every meeting.

The Board has overall responsibility for the oversight of the Company’s risk management process, which is designed to support the achievement of organizational objectives, including strategic objectives, to improve long-term organizational performance and enhance shareholder value. Risk management includes not only understanding company-specific risks and the steps management implements to manage those risks, but also what level of risk is acceptable and appropriate for the Company. Management is responsible for establishing our business strategy, identifying and assessing the related risks and implementing appropriate risk management practices. The Board periodically reviews our business strategy and management’s assessment of the related risk, and discusses with management the appropriate level of risk for the Company. The Board also delegates oversight to Board committees to oversee selected elements of risk as set forth below.

As part of the Board’s risk oversight role, our Remuneration Committee reviews and evaluates the risks associated with our compensation programs. OurIn 2022, the Remuneration Committee has reviewed our compensation policies as generally applicable to our employees and believesbelieved that our policies do not encourage excessive and unnecessary risk-taking, and that the level of risk that they do encourage is not reasonably likely to have a material adverse effect on Amarin. In making this determination, our Remuneration Committee considered the following:

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The new members of the Remuneration Committee, together with management, are undertaking such a review.

Board Committees

Audit Committee.TheDuring the 2022 fiscal year, the Audit Committee is currentlywas comprised of former directors Ms. Enright (Chair, effective upon her appointment to the Board in May 2022), Mr. van Heek (Chairman)(Chair until the appointment of Ms. Enright as Chair in May 2022), Mr. O’Sullivan, and Ms. Peterson. In March 2023, following our Special General Meeting of Shareholders, Mr. Horn (Chair) Ms. Bonfiglio, Ms. Sullivan, and Mr. Sterling were appointed to the Audit Committee. The Audit Committee oversees the accounting and financial reporting

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processes of the Company and the audits of the Company’s financial statements. The Audit Committee also assists the Board in overseeing the integrity of the Company’s financial statements, the Company’s compliance with legal and regulatory requirements, the external auditors’ qualifications and independence, the performance of the Company’s internal audit function and external auditors and performs other duties, as set forth in the Audit Committee charter. The Audit Committee charter is availablefurnished on our website atwww.amarincorp.com. The Audit Committee met by teleconference six times and acted by unanimous written consent once during our 2014 fiscal year.https://amarincorp.com/corporate-governance. All members of the Audit Committee satisfy the current independence standards promulgated by NASDAQNasdaq and the SEC, and the Board has determined that Mr. van Heek is anKeith L. Horn and Patrice Bonfiglio each meet the definition of “audit committee financial expert,” as the SEC has defined that term in Item 407 of Regulation S-K. The prior Audit Committee formally met five times during our 2022 fiscal year.

Nominating and Corporate Governance Committee.Currently,Committee. During the 2022 fiscal year, the Nominating and Corporate Governance Committee iswas comprised of former directors Mr. O’Sullivan (Chairman)(Chair), Mr. Zakrzewski and Dr. EkmanEkman. Ms. Peterson replaced Mr. Zakrzewski on the Committee upon his retirement at the conclusion of our 2022 Annual General Meeting. In March 2023, following our Special General Meeting of Shareholders, Mr. Sterling (Chair), Mr. DiPaolo, and Ms. Peterson.Dr. Kostas were appointed to the Nominating and Corporate Governance Committee, and Mr. O’Connor was appointed to the Committee at the time of his appointment to the Board in April 2023. The Nominating and Corporate Governance Committee is responsible for identifying individuals qualified to become members of the Board, consistent with criteria approved by the Board. The Nominating and Corporate Governance Committee also develops and implements policies and processes regarding corporate governance matters, assesses Board membership needs and acts as the Company’s nominating committee by reviewing potential director nominees and recommending nominees to the Board. The Nominating and Corporate Governance Committee charter is availablefurnished on our website atwww.amarincorp.com. The Nominating and Corporate Governance Committee met by teleconference one time during our 2014 fiscal year.https://amarincorp.com/corporate-governance. All members of the Nominating and Corporate Governance Committee satisfy the current NASDAQNasdaq independence standards. The prior Nominating and Corporate Governance Committee met formally five times during our 2022 fiscal year.

Remuneration Committee.TheMr. Stack, Mr. van Heek, and Ms. Peterson served as members of the Remuneration Committee is currently comprised of Dr. Healy (Chairman),during 2022, until June 2022, when Mr. Wold-Olsen (Chair) replaced Mr. Stack upon Mr. Stack’s retirement at the conclusion of our 2022 Annual General Meeting. In December 2022, Mr. Zulueta replaced Ms. Peterson on the Remuneration Committee. In March 2023, following our Special General Meeting of Shareholders, Ms. Sullivan (Chair), Ms. Bonfiglio, Dr. Cohen, and Mr. van Heek.Horn were appointed to serve as members of the Remuneration Committee. The Remuneration Committee, together with the Board, determines the framework for the compensation of the Company’s chief executive officer and chairmanChief Executive Officer and such other members of executive management as it is designated to consider. The Remuneration Committee also determines the corporate and individual performance goals under the Company’s management incentive plan and achievement of these goals,

as well as determinesreviews and reassesses the policy forCompany’s processes and scope of pension arrangements, service agreementsprocedures for the consideration and

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determination of executive management team and termination payments.remuneration. Further, the Remuneration Committee oversees any major changes in employee benefit structures throughout the Company reviews and authorizes the reimbursement of any claims for expenses from the chief executive officer and chairman in excess of £10,000 and performs other duties as set forth in the Remuneration Committee charter. Additionally, the Remuneration Committee reviews and evaluates the risks associated with our compensation programs. The Remuneration Committee may delegate its authority to a subcommittee composed of one or more of its members. The Remuneration Committee charter is availablefurnished on our website atwww.amarincorp.com. The Remuneration Committee met by teleconference four times and acted by unanimous written consent once during our 2014 fiscal year.https://amarincorp.com/corporate-governance. All members of the Remuneration Committee satisfy the current NASDAQNasdaq and SEC independence standards and qualify as “outside“non-employee directors” pursuant tounder Rule 16b-3 of the Code.Exchange Act. The prior Remuneration Committee met formally five times during our 2022 fiscal year.

Compensation Committee Interlocks and Insider Participation

During the last completed fiscal year, no memberMr. Stack, Mr. van Heek and Ms. Peterson served as members of the Remuneration Committee was a currentduring 2022, until June 2022, when Mr. Wold-Olsen (Chair) replaced Mr. Stack upon Mr. Stack’s retirement at the conclusion of our 2022 Annual General Meeting. In December 2022, Mr. Zulueta replaced Ms. Peterson on the Remuneration Committee. In March 2023, following our Special General Meeting of Shareholders, Ms. Sullivan (Chair), Ms. Bonfiglio, Mr. Horn, and Dr. Cohen were appointed to serve as members of the Remuneration Committee. No one currently serving, or formerserving on the Remuneration Committee during 2022, is or has been an officer or employee of Amarin. None of our executive officers served as a member of the compensation committee (or other committee of the board of directors serving the compensation function)function or, in the absence of any such committee, the entire board of directors) of another entity where such entity’s executive officers served on our Remuneration Committee. Moreover, none of our executive officers served as a member of the board of directors or compensation committee (or other committee of the board of directors serving the compensation function)function or, in the absence of any such committee, the entire board of directors) of another entity where such entity’s executive officers served on our Board.

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EXECUTIVE OFFICERS AND CERTAIN SIGNIFICANT EMPLOYEES

Our current executive officers and certain significant employees and their respective positions are set forth in the following table. Biographical information regarding each executive officer and significant employee is set forth following the table.

John F. Thero. Please refer to Proposals No. 1 and No. 2 “Election of Directors” for Mr. Thero’s biography.

Joseph T. KennedyAaron D. Bergjoined Amarin in December 2011 as General Counsel and was named Amarin’s Secretary and Chief Compliance Officer in February 2012. From March 2009 to December 2011, he was Vice President, General Counsel and Secretary of Transcept Pharmaceuticals, Inc., where he played a lead role negotiating the company’s strategic collaboration with Purdue Pharma, helped secure key U.S. patents, helped obtain U.S. Food and Drug Administration (“FDA”) approval for the company’s lead product and had responsibility for all legal and compliance matters affecting the company. Mr. Kennedy represented large pharmaceutical companies, developing life science companies and venture capital firms in private law practice from January 2006 to March 2009. Prior to that, Mr. Kennedy served as Chief Corporate Counsel, then Vice President, Acting Chief Legal Officer with Eyetech Pharmaceuticals, Inc. His work at Eyetech included transitioning the company from private to public, legal matters related to the company’s development and commercialization collaboration with Pfizer Inc., public company and pharmaceutical industry compliance, and the sale of the company to OSI Pharmaceuticals Inc. Previously, Mr. Kennedy servedNovember 2012 as Vice President, Marketing and U.S. Counsel, Corporate Business Development, with Élan Corporation, plcManaged Care. He has since served in roles of increasing responsibility, including as Senior Vice President, Marketing and Sales from February 2014 until April 2018, as Senior Vice President and Chief Commercial Officer from April 2018 through July 2021, and currently as Executive Vice President, President-U.S., a position he has held since August 2021. Mr. Berg was appointed interim President and interim Chief Executive Officer of Amarin in April 2023. Before joining Amarin, Mr. Berg served as president and chief executive officer of Essentialis, Inc., a development stage pharmaceutical company, where he helped acquire technologies, managed legal issues related to multiple collaborations and participated inled the company’s salework on triglyceride management. Prior to joining Essentialis, Mr. Berg served as vice president of assets that raised over $2.0marketing and sales at Kos Pharmaceuticals, where he was instrumental in driving annual revenues approaching $1 billion until the acquisition of Kos Pharmaceuticals by Abbott Laboratories in December 2006. Mr. Berg began his pharmaceutical industry career as a restructuring.sales representative with Bristol-Myers Squibb, followed by various commercial positions with Schering-Plough and GlaxoSmithKline. He obtained his B.S. in Business Management, Marketing from the University of Maryland.

Steven B. Ketchum, Ph.D., joined Amarin in February 2012 as Senior Vice President and President of Research and Development. He was named Chief Scientific Officer in January 2016. Dr. Ketchum has 2025 years of experience in late-stage product development and clinical regulatory strategy. From 2008 to 2012, Dr. Ketchum served as Senior Vice Presidentsenior vice president of Researchresearch and Developmentdevelopment for Viracta Therapeutics, Inc., formerly known as Sunesis Pharmaceuticals, Inc. (which subsequently merged with, and was renamed, Viracta Therapeutics, Inc. in February 2021) where he provided strategic direction for all facets of research and development, including clinical strategy and operations, regulatory affairs, and pharmaceutical development and has servedwhere he continued to serve on its board of directors since his departure.until February 2021. From 2005 to 2008, Dr. Ketchum served as Senior Vice Presidentsenior vice president of Researchresearch and Developmentdevelopment and Medical Affairsmedical affairs for Reliant Pharmaceuticals where he led development and support activities for Lovaza and other commercialized cardiovascular products. Prior to 2005, Dr. Ketchum was Senior Vice Presidentsenior vice president of Operationsoperations and Regulatory Affairsregulatory affairs at IntraBiotics Pharmaceuticals, Inc., and also held positions of increasing responsibility in regulatory affairs during his nearly eight-year tenure at ALZA Corporation, where he supported the development and commercialization of a number of products, including Concerta. Dr. Ketchum earned a Ph.D. in pharmacology from University College London and a B.S. in biological sciences from Stanford University.

Michael J. FarrellTom C. Reillyjoined Amarin in July 2013June 2022 as Controller, was named Amarin’s principal accounting officerChief Financial Officer. Mr. Reilly has more than 20 years of experience in building and principal financial officerleading finance and administration teams at life sciences companies both in January 2014,the United States and has since been promoted to Vice President of Finance. Prior toglobally. Before joining Amarin, Mr. Farrell spent the previous ten years with various life sciences companies. From May

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2012Reilly served as chief financial officer for Cara Therapeutics from October 2020 to June 2013, Mr. Farrell was the Controller for Unigene Laboratories, Inc., a publicly traded biotechnology company,2022, where he was responsible for leading all aspects of financial operations and planning. Prior to joining Cara Therapeutics, Mr. Reilly served as head of finance of the accounting and finance function, which included a significant role in multiple financing transactions. FromAllergan General Medicines business from October 20102017 to April 2012, he was the Controller of New American Therapeutics, Inc.,October 2020. Prior to joining Allergan, until September 2017, Mr. Reilly spent 14 years with Novartis where he contributed to the formation of the company and the successful acquisition and subsequent divestiture of the company’s assets. From April 2008 to September 2010, he was Controller of Akrimax Pharmaceuticals LLC. From April 2004 through March 2008, he held variousserved in roles of increasing responsibility, withinincluding finance head for the oncology development unit, chief financial officer for Novartis Pharma Austria, and financial controller for Novartis USA’s pharmaceutical division. He earned his bachelor’s degree in finance department at Reliant Pharmaceuticals, Inc. prior to the sale of the company to GlaxoSmithKline. Mr. Farrell started his career at Arthur Andersen LLPfrom Manhattan College, an M.B.A in 1999, during which time he becameaccounting from Seton Hall University, and is a Certified Public Accountant. Mr. Farrell holds a B.S. in Accounting from the University of Maryland.

Aaron D. Berg joined Amarin in November 2012 as Vice President, Marketing and Managed Care, and was named Senior Vice President, Marketing and Sales in February 2014. Before joining Amarin, Mr. Berg was with Essentialis, Inc. from 2009 to 2012, where he led the company’s work on triglyceride management as President and Chief Executive Officer. Prior to joining Essentialis, Mr. Berg was with Kos Pharmaceuticals for six years, and as Vice President of Marketing and Sales at Kos Pharmaceuticals contributed to the acquisition of Kos by Abbott Laboratories. Prior to his position with Kos Pharmaceuticals, Mr. Berg began his pharmaceutical industry career as a sales representative with Bristol-Myers Squibb, followed by various positions with Schering-Plough and GlaxoSmithKline.

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CERTAIN RELATIONSHIPS AND RELATED-PARTY TRANSACTIONS

Transactions with Related Parties

OtherSince January 1, 2022, other than the compensation arrangements described below under the captions “Executive Compensation”Compensation Discussion and Analysis” and “Director Compensation,” there have not been and thethere is not currently proposed Subsequent Private Placement with Sofinnova Venture Partners, VII L.P. (with which Dr. James Healy, a member of our Board, is affiliated) described in Proposal No. 6, we are not a party to be any transactions between us and certain “related parties,” which are generally considered to be our directors and executive officers, nominees for director, holders of more than 5% or more of our outstanding Ordinary Shares andordinary shares, or members of their immediate families.families of any of the foregoing persons.

Related-Party Transaction Review and Approval

Our Board has adopted policies and procedures for the review and approval of related-party transactions and has delegated to our Compliance Officer the authority to review and approve the material terms of any proposed related-party transactions.

Pursuant to our Code of Business Conduct and Ethics, any transaction or relationship that reasonably could be expected to give rise to a conflict of interest should be promptly reported to the Compliance Officer. Our Compliance Officer may notify the Board or a committee thereof as deemed appropriate. Conflicts of interest may arise in the following situations: if an individual is simultaneously employed or engaged by Amarin and another business (particularly a client or business partner of Amarin); if an individual participates in any activity that enhances or supports a competitor’s position; if an individual or member of such person’s immediate family accepts a gift with the intent to improperly influence the normal business relationship between Amarin and its clients or business partners or gives to or accepts gifts from a competitor; if an individual or a member of such person’s immediate family holds a financial interest in another business (particularly a client or business partner of Amarin); and if an individual conducts business on behalf of Amarin with a business in which a family member of such individual is associated in any significant role.

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SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

DELINQUENT SECTION 16(a) REPORTS

Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) requires our executive officers and directors, and persons who own more than 10% of a registered class of our equity securities, to file reports of beneficial ownership and changes in beneficial ownership with the SEC. Executive officers, directors and greater-than-10% shareholders are required by SEC regulations to furnish us with copies of all reports filed under Section 16(a). To the Company’s knowledge, based solely on the review of copies of the reports filed with the SEC, all such reports required to be filed by our executive officers, directors and greater-than-10% shareholders during the fiscal year ended December 31, 20142022 were timely filed.filed, except for two late Forms 3 in connection with Geraldine Murphy and Adam Berger’s appointments as Section 16 directors and two late Forms 4, each related to two transactions pertaining to vesting of securities, due to administrative error.

INSIDER TRADING POLICY

Amarin has an insider trading policy that applies to all officers, directors and employees and certain affiliated persons. Amarin’s insider trading policy prohibits sale of any Amarin securities that are not owned by such persons at the time of the sale, so called short sales. Those persons subject to Amarin’s insider trading policy may not pledge Amarin’s securities as collateral for a loan (or modify an existing pledge) unless the pledge has been approved by the Audit Committee of the Board.

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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Based on information available to us and filings with the SEC, the following table sets forth certain information regarding the beneficial ownership (as defined by Rule 13d-3 of the Exchange Act) of our outstanding Sharesordinary shares for (i) each of our directors, (ii) each of our “named executive officers,” as defined in Executive Compensation Discussion and Analysis below, (iii) all of our directors and executive officers as a group, and (iv) persons known to us to beneficially hold more than 5% of our outstanding Shares. Theordinary shares. Unless otherwise noted, the following information is presented as of March 31, 2015.2023.

Beneficial ownership and percentage ownership are determined in accordance with the rules of the SEC and include voting or investment power with respect to our Shares.ordinary shares. This information does not necessarily indicate beneficial ownership for any other purpose. Under these rules, Sharesordinary shares issuable under stock options, warrants, or warrantsother convertible securities that are vested or exercisable within 60 days of March 31, 20152023 are deemed outstanding for the purpose of computing the percentage ownership of the person holding the options or warrant(s), or other convertible securities, but are not deemed outstanding for the purpose of computing the percentage ownership of any other person.

Unless otherwise indicated and subject to applicable community property laws, to our knowledge, each shareholder named in the following table possesses sole voting and investment power over their Shares,ordinary shares, except for those jointly owned with that person’s spouse. Unless otherwise indicated below, the address of each person listed on the table is c/o Amarin Pharma, Inc., 1430 Route 206, Bedminster, NJ 07921.440 US Highway 22, Bridgewater, New Jersey 08807.

The percentage of shares beneficially owned is computed on the basis of 407,265,944 ordinary shares outstanding as of March 31, 2023.

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Equity Compensation Plan Information

The following table provides information as of December 31, 2022 with respect to the ordinary shares or ADSs, as the case may be, that may be issued under our equity compensation plans, consisting of the Company’s 2020 Stock Incentive Plan, as amended (the “2020 Plan”), the Company’s 2011 Stock Incentive Plan, as amended (the “2011 Plan”), and the Amarin Corporation plc Employee Stock Purchase Plan (“ESPP”).

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For more information on the 2020 Plan, the 2011 Plan and the ESPP, see Note 9 to our consolidated financial statements included in the Annual Report on Form 10-K for the fiscal year ended December 31, 2022.

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EXECUTIVE COMPENSATION

COMPENSATION DISCUSSION AND ANALYSIS

The following compensation discussion and analysis describes the material elementsphilosophy, objectives, and structure of our fiscal year 2022 executive compensation earned in fiscal 2014 by each of the executive officers identified below in the Summary Compensation Table, who are referred to collectively asprogram for our “named executive officers.” Our2022 named executive officers, includeseveral of whom are no longer with the Company, as determined by the Prior Board. This section is intended to be read in conjunction with the tables that immediately follow, which provide further historical compensation information for our (i) principal executive officer; (ii) principal financial officer; and (iii) the only othernamed executive officers, other than the principal executive officer and the principal financial officer who were serving as executive officers as of December 31, 2014. Forfor the fiscal year ended December 31, 2014, our named executive officers2022, were:

2014

Following the conclusion of the Special Ordinary General Meeting of Shareholders held on February 28, 2023, our Board and Remuneration Committee were reconstituted. The philosophy and approach to compensation described in this compensation discussion and analysis reflects the philosophy, judgment and approach of the Prior Board and the prior Remuneration Committee, which are not necessarily reflective of the views of the New Directors. The New Directors, including the New Remuneration Committee (described below), which now includes shareholder representation, with their advisors and the input of management, are currently undertaking a comprehensive review of Amarin’s approach and philosophy to executive and non-executive compensation matters and their views, and the resulting changes, will be detailed in next year’s compensation discussion and analysis. The New Directors, together with management, will be focused on ensuring that Amarin’s approach to compensation is formulated and implemented to create and maximize long-term shareholder value.

Management Transition

Fiscal year 2022 and early fiscal year 2023 noted several key leadership changes. On March 27, 2023, Mr. Mikhail left the Company and, on April 14, 2023, Mr. Berg was promoted to Interim President and Chief Executive Officer. Mr. Marks left the Company on December 6, 2022. Mr. Reilly joined the Company as Chief Financial Officer and Secretary on June 20, 2022, as successor to Mr. Kalb.

2022 Operating Highlights

During 2014, we achieved significant commercial, clinical development, intellectual property, supplyIn 2022, Amarin continued to advance its strategy to become a global, diversified cardiometabolic player. The Company delivered four consecutive quarters of U.S. revenue stabilization despite additional generic competition, well-positioning Amarin to focus on implementing its European and other milestones. As discussed more fullyinternational strategies. This stabilization was coupled with successfully implementing a major restructuring, resulting in cost savings of over $100 million. These achievements, as well as key operating highlights for 2022 described below, achievement in these objectives were considered by our prior Remuneration Committee in determining executive compensation for 2014. Important 2014 performance considerations include:2022:

Commercial:United States

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United Kingdom and the European Union

Product Development:

International

Switzerland.

Intellectual Property:

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Supply:

Financial:

Compensation Philosophy and Objectives

Pay for Performance

OurAmarin’s philosophy in setting compensation policies for executive officers has two fundamental objectives: (1) to attract and retain a highly skilled team of executives and (2) to align our executives’ interests with those of our shareholders by rewarding short-term and long-term performance and tying compensation to increases in shareholder value. The Remuneration Committee believes that executive compensation should be directly linked both to continuous improvements in corporate performance (“pay for performance”) and accomplishments that are expected to increase shareholder value. In furtherance of this goal, the Remuneration Committee has adhered to the following guidelines as a foundation for decisions that affect the levels of compensation:

The Remuneration Committee has historically compensated executive officers with three primary compensation components: base salary, annual and short-term incentive bonusbonuses, and long-term equity-based compensation. The Remuneration Committee believes that cash compensation in the form of base salary and an annual incentive bonusbonuses provides our executives with short-term rewards for success in operations, and that long-term compensation through the awardgrant of equity awards aligns the objectives of management with those of our shareholders with respect to our long-term performance and success. While the New Remuneration Committee agrees with these basic pay for performance tenets and overall philosophy, as part of its comprehensive review of the Company’s approach to compensation, the New Remuneration Committee, together with management, will assess whether the Company’s compensation design adequately promotes these tenets and philosophy.

As part of establishing competitive compensation and evaluating performance, the Remuneration Committee takes into account the Company’s plans and the Company’s performance against such plans.

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Roles in Determining Compensation

Remuneration Committee

The Remuneration Committee, together with the Board, determines the framework for the compensation of the Company’sAmarin’s executive officers. The Remuneration Committee also determines the corporate and individual performance goals under the Company’sour management incentive plan and the level of achievement of these goals, as well asand determines the policy for and scope of service agreements for the executive officers and terminationcontractual severance payments. While the Remuneration Committee draws on a number of resources, including input from the Chief Executive Officer and independent compensation consultants, to make decisions regarding the Company’sour executive compensation program, ultimate decision-making authority rests with the Remuneration Committee, subject in key cases to ratification by the independent members of the Board. The Remuneration Committee relies upon the judgment of its members in making compensation decisions, after reviewing the performance of the Company and evaluating an executive’s

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performance during the year against established goals, operational performance,

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and business responsibilities. In addition, the Remuneration Committee incorporates judgment in the assessment process to respond to and adjust for the evolving business environment.

Risks Related to Compensation Policies and Practices

As part of the Board’s risk oversight role, our Remuneration Committee reviews and evaluates the risks associated with our compensation programs. Our prior Remuneration Committee has reviewed our compensation policies as generally applicable to our employees and believes that our policies do not encourage excessive and unnecessary risk-taking, and that the level of risk that they do encourage is not reasonably likely to have a material adverse effect on Amarin. In making this determination, our Remuneration Committee considered the following:

Our New Remuneration Committee, together with management, is currently undertaking a review of these risks and will make a determination as to the interplay with Amarin’s compensation policies.

Compensation Consultant

The Remuneration Committee retains the services of Radford,Aon Human Capital Solutions, a division of Aon plc (“Aon”) (formerly known as Radford) as its independent external compensation consultants.consultant. The mandate of the compensation consultants includeincludes assisting the Remuneration Committee in its review of executive and director compensation practices, including the competitiveness of pay levels, executive compensation design, and benchmarking with the Company’s peers in the industry. The Remuneration Committee regularly evaluates the performance of its compensation consultants, considers alternative compensation consultants, and has the final authority to engage and terminate such services.

The Remuneration Committee has assessed the independence of RadfordAon pursuant to Nasdaq and SEC rules and concluded that no conflict of interest exists that would prevent RadfordAon from serving as an independent consultant to the Remuneration Committee.

Chief Executive Officer

Our Chief Executive Officer attendshas historically attended Remuneration Committee meetings and worksworked with the Remuneration Committee Chairman and its compensation consultants to develop compensation recommendations for the executive officers (excluding the Chief Executive Officer), and other key executives, based upon individual experience and breadth of knowledge, internal considerations, individual performance during the fiscal year, and other factors deemed relevant by the Remuneration Committee. The recommendations are then submitted to the Remuneration Committee for review and consideration. The Remuneration Committee works directly with its compensation consultants to determine compensation actions for the Chief Executive Officer. In accordance with NASDAQNasdaq listing rules, our Chief Executive Officer is not present during voting or deliberations concerning his own compensation.

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Say-on-Pay

At our annual general meeting of shareholders, in July 2014, we heldhold a non-binding advisory vote to approveregarding the compensation of our named executive officers, which we refer to as say-on-pay. The compensation of our named executive officers reported in our 2014 proxy statement was approved by 92% of the votes cast at the 2014 annual meeting. The Remuneration Committee has considered and will continue to consider the outcome of our such say-on-pay votes, including the percentage of votes cast in favor and against the say-on-pay proposal, when making future compensation decisions for our named executive officers.

At our 2022 Annual General Meeting of Shareholders, the non-binding advisory vote of shareholders supported the compensation of our named executive officers as reported in our 2022 proxy statement by 65.3% of the votes cast at the meeting. These votes for and against the say-on-pay proposal, together with available feedback from investors, have been and will continue to be considered by the Remuneration Committee in connection with the evaluation of executive compensation.

38Following the Special General Meeting of Shareholders held on February 28, 2023, the Remuneration Committee was reconstituted and now includes shareholder representation (the “New Remuneration Committee”). This New Remuneration Committee, and the Board generally, are committed to ensuring that shareholder voices are heard and that shareholder sentiments are implemented, and is already working on increasing proactive shareholder outreach to make sure the Company’s executive compensation programs are aligned with creating and maximizing shareholder value. The Board and the New Remuneration Committee look forward to continued and improved dialogue with shareholders as the Company moves forward.

Competitive Market Benchmarking

The Remuneration Committee draws on a number of resources to assist in the evaluation of the various components of the Company’s executive compensation program. While we dothe Remuneration Committee did not establish compensation levels based solely on benchmarking, pay practices at other companies are a factor that the Remuneration Committee considersconsidered in assessing the reasonableness of compensation and ensuring that our compensation practices are competitive in the marketplace.

OurThe peer companies usedreferenced in determining compensation actions in the 2014with respect to 2022 fiscal year compensation were selected by the prior Remuneration Committee with the support of Radford,Aon, which, beginning in 2011, has been retained to conduct comprehensive reviews of the Company’s executive compensation practices.

In November 2013, following the recommendation of the FDA’s Endocrinologic and Metabolic Drugs Advisory Committee against the potential Vascepa ANCHOR label expansion, and our subsequent decision to implement a reduction in force of approximately 50% of our staff positions worldwide, our Remuneration Committee updated the list ofOur peer companies that was used in determiningfor 2022 compensation actions inevaluation were selected prior to the 2014 fiscal year to consiststart of 19 publicly-traded companies in the pharmaceutical and biotechnology industries. The updated list of peer companies were selected2022 in consultation with RadfordAon on the basis of their similarity to us in terms of competition for talent, their status as a commercial or near-commercial stage company, phase of products in development, financial attributes, researchbusiness segment and development expenditures,size metrics, including market capitalization, revenue, headcount and stock price. Radfordbusiness model. Aon also qualitatively evaluated each company based on business focus and corporate strategy.

The Remuneration Committee considered the foregoing analysis in selecting the following 1918 publicly-traded peer companies for use in determiningevaluating compensation actions in the 20142022 fiscal year:

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In addition to the peer group above, the Remuneration Committee also reviewsreviewed competitive compensation data from the RadfordAon Global Life Sciences Compensation Survey, which in 2013Survey. For 2022 compensation decisions, the Aon survey group included 2 of the companies in the current peer group, as well as a broader survey of 55 publicly traded biotechnology and pharmaceuticalbiopharmaceutical companies with between 100300 and 500 employees. Radford3,000 employees, annual revenue between $300 million and $1.6 billion, and market capitalization of between $400 million and $6.5 billion. For benchmarking purposes, Aon then developed a final market composite data point based equally on proxy data and survey data. Aon then assessed Amarin’s 2014the Company’s 2022 compensation against market pay elements such as base salary, target short-term incentives as a percentage of base salary, target total cash compensation, long-term incentives and target total direct compensation. Additionally, Amarin’sthe Company’s incumbent officers were matched to benchmark positions according to each officer’s primary responsibilities.

The Remuneration Committee reviews the Company’s list of peer companies periodicallyannually to reflect changes in market capitalization, developments at the Company relative to its peer companies, and other factors.

The New Remuneration Committee is reviewing the Company’s list of peer companies and the benchmarks used to determine proposed peers to identify an appropriate peer group for 2023 that aligns with the Company’s evolving business and infrastructure.

Implementation of Objectives

In fiscal 2014,year 2022, our executive compensation program consisted of the following forms of compensation, each of which areis described below in greater detail:

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In general, ourthe Remuneration Committee aimsaimed to set executives’ total cash compensation (base salary plus target bonus) at levels near the 50^th50th percentile for executives with similar roles in the Company’s peer group and long-termgroup. Long-term incentive awards at the 75^th percentile (with a mix of time-basedinclude stock options and performance based restricted stock unit awards).units and the value of such awards is generally targeted at the 50th percentile of our peer group. The Remuneration Committee believes that the 50th percentile for total compensation is the minimum total compensation level that will allow us to attract and retain highly skilled executives.

Base Salary

Overview of 2022 Compensation

Our Remuneration Committee aims to set executives’ base salaries, in the aggregate, at levels near the 50th percentile of salaries of executives with similar roles at the Company’s peer group. The Remuneration Committee believes it is important to provide adequate fixed compensation to our executive officers working in a highly volatile and competitive industry. Our Remuneration Committee believes that the 50th percentile for base salaries is the minimum cash compensation level that will allow us to attract and retain highly skilled executives. The Remuneration Committee’s choice of this target percentile reflects consideration of our shareholders’ interests in paying what is necessary to attract and retain qualified executives and achieve our corporate goals, while conserving cash and equity as much as practicable. We believe that, given the industry in which we operate and our compensation philosophy and objectives, base salaries at the 50th percentile are generally sufficient to retain our current executives and to hire new executives when and as required. In determining appropriate base salary levels for a given executive officer for 2022, the Remuneration Committee also considersconsidered the following factors:

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Salaries for executive officers are determined on an individual basis at the time of hire (or promotion) and are set to be competitive with peer companies in our industry. Adjustments to base salary are considered annually in light of each executive officer’s individual performance, the Company’s performance, and compensation levels at peer companies in our industry, as well as changes in job responsibilities or promotion. The Chief Executive Officer assistsassisted the Remuneration Committee in its annual review of the base salaries of other executive officers based on the foregoing criteria.

Changes in Base Salaries for Fiscal 20142022

In January 2014,February 2022, the Remuneration Committee approved salary increases, effective February 1, 2022, for 2014the named executive officers as set forth below, reflecting a 3.0% salary3.5% increase for all employees other than in the cases of those executive officers identified below, each of whom received individually targeted salary increases. Thesethe individuals. In determining these increases, were determinedin addition to takethe considerations listed above, the Remuneration Committee took into consideration the rate of inflation and to approximate the estimated rate of compensation increasemedian projected salary increases in the Company’sbiopharmaceutical industry and how each individual’s salary compared to the market 50th percentile.

In February 2022, Mr. Mikhail’s base salary was increased from $750,000 to $787,500, representing an increase of approximately 5%, to maintain Mr. Mikhail’s base salary at approximately the 25th percentile for Chief Executive Officers within our peer group. In the case of Mr. Thero, aReilly’s initial base salary of $500,000, effective January 1, 2014, was approved,set at $525,000 in connection with his execution of a new employment agreementhire in connection with his promotion to Chief Executive Officer, effective January 1, 2014. This base salary was slightly below the 50th percentile for CEOs within our peer group. In the case of Mr. Kennedy, a salary of $404,800, effective February 1, 2014, was approved. This base salary was higher than the 50th percentile for offices of similar position within our peer group; this determination was made in light of the Remuneration Committee’s recognition of Mr. Kennedy’s several contributions to the Company during 2014, in particular in connection with our ongoing regulatory efforts, several litigation matters and continued advancement of the Company’s intellectual property estate. In the case of Dr. Ketchum, no change was made to

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his then current salary of $404,800. This base salary was higher than the 50th percentile for offices of similar position within our peer group; this determination to maintain Dr. Ketchum’s compensation at this level was made in light of the Remuneration Committee’s recognition of Dr. Ketchum’s several contributions to the Company during 2014, in particular in connection with our ongoing regulatory efforts and continued advancement of the Company’s REDUCE-IT cardiovascular outcomes trial.

Cash Incentive Awards

The Company also provides executive officers with the opportunity to earn annual performance-based cash bonuses, which are specifically designed to reward executives for overall corporate performance as well as, for executives other than the Chief Executive Officer, individual performance in a given year.

The Board has adopted a Management Incentive Compensation Plan (MICP)(“MICP”), under which the Remuneration Committee each year determines and approves corporate and individual performance goals and achievement of these goals for purposes of determining annual performance-based cash bonuses. The MCIPMICP is intended to provide structure and predictability regarding the determination of performance-based cash bonuses. Specifically, the MICP is intended to:

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The MICP provides that the bonus potential for our executive officers will be established on an annual basis by the Remuneration Committee. Under the MICP, the actual amount of the bonus paid is calculated usingon a goals-based formula.formulaic basis based upon achievement of pre-determined performance goals. In order to be eligible to receive a bonus, the Company must have achieved at least a specified percentage of the corporate and individual goals for that year. The corporate goals and the relative weighting of the corporate and individual performance goals, as well as the relative weighting for each individual of individual performance goals, are established by the Remuneration Committee on an annual basis, shortly after our Board has approvedapproves our annual operating plan.plan (referred to herein as the Company’s “2022 operating plan” or the “Company’s plan”). The Remuneration Committee has determined it appropriate to have our Chief Executive Officer’s goals match our corporate goals and for no portion of his annual incentive bonus to be determined based on individual performance goals. For all other executive officers, individual goals are determined on an annual basis by the Remuneration Committee based on their areas of functional responsibility. In the case of our Senior Vice Presidents and Vice Presidents, 75% of their bonus for 2014 was based on achievement of the corporate goals (in proportion to the extent such goals were achieved) and 25% of their bonus was based on achievement of their individual goals (in proportion to the extent such goals were achieved) and for our Senior Directors, 50% of their bonus for 2014 was based on achievement of the corporate goals (in proportion to the extent such goals were achieved) and 50% of their bonus was based on achievement of their individual goals (in proportion to the extent such goals were achieved).

Under the MICP, the Remuneration Committee reserves the right to make subjective assessments of executive performance and to separately reward performance beyond established individual or corporate goals and targets, and to award a smaller or larger bonus than provided for in the MICP, or to award no bonus.

For fiscal 2014,year 2022, the target bonus potential for our executive officersmanagement employees as a percentage of base salary ranged from 65%75% for our President and CEO, 40%Chief Executive Officer, 50% for our Executive Vice Presidents, 40-50% for our Senior Vice Presidents, 30%30-35% for our Vice Presidents, and 15%15-25% for our Senior Directors. All of the bonus potential for our PresidentDirectors and CEO was tied to the 2014 corporate goals.Managers.

Fiscal 2014Year 2022 Annual Bonus Incentive

Upon completionDuring the fourth quarter of fiscal 2014,2022 and January 2023, the Remuneration Committee assessed the Company’s performance against corporate performance goals established for 2022 and, for executive officers other than our President and Chief Executive Officer, the executive’s overall performance against the achievement of corporate and individual performance goals established for 2022. The Prior Board approved the pre-defined 2022 corporate goals in 2014.February 2022.

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Set forth below are the corporate goals that were consideredapproved by the Remuneration Committee in assessing overall performance for the 20142022 fiscal year, as well as the relative weighting of these goals and the Remuneration Committee’s assessmentdetermination of achievement for each goal.

20142022 Corporate GoalsGoals*

Sales, Marketing, and Managed Care (60%U.S. Commercial Operations (20%):. These goals established target performance for the Company regarding the commercialization of Vascepa forVASCEPA in the MARINE indication.United States. The specific goals and the determined achievement for each were as follows:

Clinical / Regulatory / Medical Affairs (25%profit from U.S. commercial activities (gross profit minus U.S. sales and marketing costs) (65%): These goals established target performance for the Company. This goal was determined to be 100% achieved, resulting in clinical development progress. The specific goals were as follows:

Supply (5%): These goals established target performance for the Company in connection with securing supply of the active ingredient for Vascepa. The specific goals were as follows:

Financial and Public Relations / Investor Relations (10%): These goals established target performance for the Company regarding financial and investor relations matters. The specific goals were as follows:

In addition to the above stated goals, the Remuneration Committee also established further stretch goals relating to exceeding the net revenue target per the 2014 Operating Plan.* These goals, if achieved in full, were given an incremental weighting, up to an additional 50% of total bonus potential.

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European Commercialization (30%). These goals establish target performance for the Company regarding the commercialization of VAZKEPA in the European Union (“EU”) and the United Kingdom. The specific goals were as follows:

International Expansion (15%). These goals establish target performance for the Company regarding the commercialization of VAZKEPA in the rest of the world. The specific goals were as follows:

R&D/Business Development (20%). These goals establish target performance for the Company regarding research and development, as well as business development activities. The specific goals were as follows:

Financial (15%). This goal established target performance for the Company regarding the operational finance performance. The specific goal was as follows:

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In reviewingtotal, the above-describedprior Remuneration Committee determined that these pre-defined corporate goals were achieved at approximately the 91% level.

The prior Remuneration Committee determined: (i)also acknowledged additional and unplanned work in 2022, including:

The prior Remuneration Committee also recognized exceptional achievement in certain areas outside of the Company’s predefined 2022 corporate goals, including:

In light of the above, the prior Remuneration Committee determined that the revenue goal was achieved atoverall Company achievement for the 90% level and the managed care goalMICP was achieved at the 100% level,level.

In addition, in February 2022, the prior Remuneration Committee had set certain “stretch” goals for a combined weighted score of 50-55% for this componentwhich certain members of the corporate goals; (ii) thatexecutive team could each earn an additional $50,000 if the ANCHOR indication goalCompany’s cash burn was not achieved and the outcomes study goallowered from $230 million to $200 million in 2022, which was achieved, at the 95% level, for a combined weighted score of 10-15% for this componentresulting in an additional $50,000 being paid to each of the corporate goals; (iii) that the supply goal was achieved at the 100% level, for a weighted score of 5% for this component of the corporate goals; (iv) that the cash burn goal was achieved at the 100% levelnamed executive officers, other than Mr. Kalb and the stock

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price goal was not achieved, for a combined weighted score of 5-8% for this component of the corporate goals; and (v) that the stretch goal for achieving the net revenue target was not achieved. In total, the Remuneration Committee determined that the above-described goals were achieved at the 70-83% level and recommended a 75% achievement level for purposes of determining incentive cash bonuses for 2014, as further described below.

Individual Performance-Based Cash Bonus Awards

John F. Thero, President and Chief Executive Officer

The cash bonus award for ourKarim Mikhail, President and Chief Executive Officer John F. Thero, was based entirely on(principal executive officer)

As noted above, Mr. Mikhail’s individual performance goals are tied 100% to the Company’s achievement of the 20142022 corporate goals. As a result, he received a cash bonus in the amount of 75% of his target bonus amount.

Joseph T. Kennedy, General Counsel,Thomas C. Reilly, Senior Vice President and Chief ComplianceFinancial Officer, Secretary (principal financial officer and principal accounting officer)

For Mr. Kennedy,Reilly, individual performance goals for fiscal 2014year 2022 were as follows:

SEC Compliance and Investor Relations: 20%focused on the areas outlined below:

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Legal Function Management: 15%

FDA Law: 15% (10%)

Pharmaceutical Industry Compliance: 10%

Intellectual Property and Hatch-Waxman Exclusivity: 30%

Strategic Development: 10%

In reviewing the above-described individual performance goals, the Remuneration Committee first concluded that Mr. KennedyReilly had fully achieved all120% of his individual goals with the exception of the ANCHOR

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indication goal, for a cumulative total of 85% (which comprised 25% of his bonus eligibility for 2014). When combined with 75% achievement of the corporate goals (which comprised 75% of his bonus eligibility for 2014), Mr. Kennedy was awarded a bonus representing 78% of his target bonus for 2014.

Steven B. Ketchum, Ph.D., President of Research and Development, SeniorExecutive Vice President and Chief Scientific Officer

For Dr. Ketchum, individual performance goals for fiscal 2014year 2022 were as follows:

Clinical / Regulatory Affairs: 55%focused on the areas outlined below:

CMC / QA / Regulatory: 5%

Medical Affairs / R&D: 20%

Business Development: 5%

Business Support: 15%

business systems (5%)

In reviewing the above-described individual performance goals, the Remuneration Committee first concluded that Dr. Ketchum had fully achieved the CMC / QA / Regulatory, Medical Affairs / R&D, and Business Support goals and partially achieved the rest of the goals, for a cumulative total of 68% (which comprised 25%100% of his bonus eligibility for 2014). When combined with 75% achievement of the corporate goals (which comprised 75% of his bonus eligibility for 2014), Dr. Ketchum was awarded a bonus representing 73% of his target bonus for 2014.

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Michael J. Farrell,Aaron D. Berg, Executive Vice President Finance (principal accounting officer and principal accounting officer)President, U.S.

For Mr. Farrell,Berg, individual performance goals for fiscal 2014year 2022 were as follows:

Reporting and Budgeting: 40%focused on the areas outlined below:

Financing and Strategic Matters: 20%

U.S. organization (5%)

Operations and IT Systems: 20%

Internal Controls: 20%

In reviewing the above-described individual performance goals, the Remuneration Committee first concluded that Mr. FarrellBerg had fully achieved all100% of his individual goals.

Michael W. Kalb, Former Senior Vice President and Chief Financial Officer, Assistant Secretary (principal financial officer and principal accounting officer)

Pursuant to his Transition Agreement, Mr. Kalb was contractually entitled to a pro-rated annual bonus (based on his seven months of employment during 2022) based on the accomplishment of the Company’s 2022 corporate

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goals with respectand the Prior Board’s assessment of the appropriate amount based on his contribution during the first seven months of 2022. Based on such assessment the Prior Board determined to Reportingpay him his target bonus, prorated for seven months.

Jason M. Marks, Former Executive Vice President and Budgeting, FinancingChief Legal and Strategic Matters, OperationsCompliance Officer and IT Systems, and Internal Controls, for a cumulative totalSecretary

Pursuant to his Transition Agreement, Mr. Marks was contractually entitled to an annual bonus of $313,000.

Based on the 100% (which comprised 50% of his bonus eligibility for 2014). When combined with 75% achievement of the Company’s 2022 corporate goals (which comprised 50%and individual performance, the prior Remuneration Committee approved the following annual bonus amount for the named executive officers: