UNBOUNCE - EXAMPLE PAGE-REPORT-ENTERPRISE DOCUMENT-KINGSPAN - Flipbook - Page 92
The following are key structural
aspects of the remuneration policy:
Executive director shareholding
guidelines
The committee recognises that share
ownership is important in aligning
the interests of management with
those of shareholders. The new policy
extends the application of the existing
shareholding guidelines, whereby all
executive directors are now required
to acquire a holding of shares in the
Company equal to 200% of salary
and to retain these for a period of two
years post cessation of employment.
The executive directors in practice
have holdings significantly in excess of
this requirement, and details of these
shareholdings are provided in the
Report of the Directors contained in
this Annual Report.
Clawback and malus
The committee recognises that there
could potentially be circumstances
in which performance related pay
(either annual performance related
bonuses and/or PSP Awards) is paid
out and where certain circumstances
later arise which bring the committee
to conclude that the payment should
not have been made in full or in part.
The clawback of performance related
pay, and malus provisions (where
awards are reduced to nil before they
have vested) would apply in certain
circumstances including:
g a material misstatement of the
Company’s financial results;
not representative of the underlying
performance of the Company,
investor experience or employee
reward outcome.
2021 Remuneration Outturn
Pension
Following a thorough review of
remuneration during the course of
2020 and incorporating both evolving
best-practice and the perspectives
of shareholders, all contractual
pension contributions will be reduced
to 10% of base salary by the end
of 2024. While recognising that
certain shareholders have differing
expectations on the timing and
level of pension, the committee
believes this approach fairly and
appropriately balances the legacy
contractual entitlement of each
of the executive directors with the
general expectations of shareholders
and wider stakeholders.
2021 performance related bonus
In 2021 all executive directors were
eligible for a maximum performance
related bonus opportunity of up to
150% of base salary. The CEO and
CFO’s annual performance related
bonuses were principally based (93%
of total opportunity) on Group EPS
growth targets over prior year, with
the maximum annual performance
related bonus being payable on
the achievement of 110% Group
EPS growth over prior year. The
committee considered this to be a
stretching target, particularly in light
of the global pandemic and market
volatility that was evident from the
end of the prior year. The ability for
the executives to continue to drive
EPS growth in such a challenging
environment is testament to their
performance and that of the
organisation as a whole.
For each of the Divisional MDs, up to
40% of their total bonus opportunity
was based on achieving stretching
divisional profit targets, with
maximum bonus being payable on
the achievement of 10% divisional
profit growth. A further 53% of
the Divisional MDs’ total bonus
opportunity was payable on the
achievement of the same Group
EPS targets as for the CEO and
CFO, ensuring a healthy balance
between incentivising divisional
and Group growth.
The committee also introduced an
additional non-financial measure,
based on the Net Promoter Score
(NPS), for the first time in 2021. The
NPS programme was launched by
Kingspan in 2019 across the Group and
has become embedded as part of our
business strategy. NPS is a rigorous
measure of customer experience
across a range of touch points in the
business, and as such it closely aligns
our strategy with the experience of a
key stakeholder group. In 2021 up to
7% of each of the executive directors’
total bonus opportunity (ie 10% of
base salary) was based on achieving
progression of the Group NPS score.
g a material breach of an executive’s
contract of employment;
g error in calculation;
g failure of risk management;
g corporate failure;
g any wilful misconduct,
recklessness, and/or fraud resulting
in serious damage to the financial
condition or business reputation of
the Company.
The committee may also adjust the
bonus and PSP that is payable if it
considers the formulaic outcome is
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Executive
Director
2021
Pension Contribution
2022
2025
Annual Percentage
Point Reduction
Gene
Murtagh
18%
16%
10%
2% annually
Geoff
Doherty
24%
20%
10%
4% in year 1 and 2
3% in year 3 and 4
Gilbert
McCarthy
20%
17%
10%
3% in year 1 and 2
2% in year 3 and 4
Russell
Shiels
33%
23%
10%
10% in year 1
5% in year 2
4% in year 3 and 4