A.G. BARR p.l.c. Annual Report and Accounts 2023Directors’ Remuneration Report continuedElementPurpose and link to strategyOperationMaximum opportunityPerformance measuresLong TermIncentivePlan (“LTIP”)Incentivises executive directors overthe longer term and aligns theirinterests with those of shareholders.Under the LTIP, awards of conditional sharesor nil cost share options may be made withvesting dependent on the achievementof performance conditions set by theRemuneration Committee, normally overa three year performance period. Awardsgranted over shares may be settled in cash atthe election of the Remuneration Committee.The normal maximum award is 150% ofannual base salary in respect of afinancial year. Under the LTIP rules theoverall maximum opportunity that maybe granted in respect of a financial yearwill be 200% of annual base salary. Thenormal maximum award limit will onlybe exceeded in exceptionalcircumstances such as the recruitmentor retention of a senior employee.The vesting of awards issubject to the satisfactionof performance targets setby the RemunerationCommittee.As described on page 120, awards mayalso vest in “good leaver” circumstancesor on the death of a participant or on achange of control.All awards made under the LTIP willbe subject to a two year post-vestingholding period.For up to two years following the vesting dateof an award, the Remuneration Committeehas the right to cancel the award if it has notbeen exercised, or require repayment ofsome or all of the award, in the followingcircumstances:• discovery of a material misstatement;• error, or inaccurate or misleadinginformation;• action or conduct of a participant whichamounts to fraud or gross misconduct;• regulatory censure or reputationaldamage;• material failure of risk management; and• corporate failure.The Remuneration Committee has the rightto reduce or cancel unvested awards and/ordelay their vesting in the circumstances setout above.110The performance measuresare reviewed regularly toensure they remain relevantbut will be based on keyfinancial and/or strategicand/or total shareholderreturn related measures.The relevant metrics andthe respective weightingsmay vary each year basedupon Company strategicpriorities.Performance measuresand weightings will be setout in the Annual Reporton Remuneration for therelevant financial year,typically including a splitof key financial and/orstrategic and/or totalshareholder return relatedmeasures.For achievement ofthreshold performance20% of the maximumopportunity will vest.There will usually bestraight line vestingbetween threshold andmaximum performance.
It seems that your browser's pop-up blocker has prevented us from opening a new window/tab. Please click the button below to open the link manually.
