12 Remuneration of Managing Board and Supervisory Board
Disclosure of the total board remuneration is based on section 383 book 2 of the Dutch Civil Code. Furthermore, the members of the Executive Committee (which includes the Managing Board) and the Supervisory Board meet the definition of key management personnel as defined in IAS 24 ‘Related Parties’. IAS 24 requires disclosure of the total of short-term employee benefits (salary and Short-Term Incentive), post-employment (pension expenditure) and other long-term benefits (none), termination benefits and share-based payment cost (share-based compensation), which are reported in the table below.
|
|
2022 |
|
2021 |
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---|---|---|---|---|---|---|---|---|
|
|
|
|
|
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Salary |
|
6,521 |
|
4,443 |
||||
Short-Term Incentive |
|
3,399 |
|
3,474 |
||||
Pension contributions |
|
1,197 |
|
801 |
||||
Share-based compensation |
|
7,778 |
|
3,774 |
||||
Other |
|
6,612 |
|
2,216 |
||||
Total key management personnel remuneration |
|
25,507 |
|
14,708 |
||||
Of which: Managing Board remuneration1 |
|
6,717 |
|
5,830 |
||||
|
|
|
|
|
||||
Supervisory Board remuneration |
|
844 |
|
805 |
||||
|
Total remuneration for key management increased by €10.8 million in 2022 compared to 2021.
Approximately €3.9 million of this figure (excluding LTI) was related to an extension of the Executive Committee as of January 2022. With their appointment to the Executive Committee, the four new members took on additional responsibilities on top of their existing roles. The impact on total costs for the company is limited.
An amount of around €2.7 million was caused by the change in vesting conditions of the Performance Share Units granted in 2021 and 2022 under the Long-Term Incentive plan. Those grants will now vest against the average of the vesting result recorded for the years 2020, 2021 and 2022.
The 2022 amount referred to as ‘Other’ includes €3.4 million (2021: 0) subject to article 32bb of the Dutch Wage Tax Act, related to key position-holders leaving the company. The respective amount is to a large extent driven by the vesting of Performance Share Units granted in prior years.
Heerlen, 1 March 2023
Managing Board,
Geraldine Matchett, Co-CEO
Dimitri de Vreeze, Co-CEO
Heerlen, 1 March 2023
Supervisory Board,
Thomas Leysen, Chair
John Ramsay, Deputy Chair
Eileen Kennedy
Carla Mahieu
Erica Mann
Frits van Paasschen
Pradeep Pant
Corien Wortmann-Kool