20974 29Metals AR23 WEB V1 - Flipbook - Page 122
118
29Metals 2023 Annual Report
Directors’ Report continued
43
29Metals Appendix 4E and Annual Financial Report for 29Metals Limited and its Controlled Entities for the year ended 31 December 2023
Directors’ Report
Remuneration Report
he follo ing table summarises the ey terms of the lan ules including hat happens to un ested performance rights in the e ent of cessation of
employment or a change of control.
Key terms
Description
ůŝŐŝďŝůŝƚLJ
n employee of the roup irector contractor or prospecti e employee of the roup or other person the oard in its discretion determines to be
eligible to participate in the lan.
ǁĂƌĚ
sĞƐƚŝŶŐ
he lan ules permit the oard to grant one or more types of a ards including performance rights restricted shares shares and options.
performance right or option hich has not lapsed shall est if and hen any conditions applicable to the performance right or option ha e been
satisfied or ai ed by the oard at its discretion.
share hich has not been forfeited shall est if and hen any conditions applicable to the share ha e been satisfied or ai ed by the oard at its
discretion although a ested share may remain sub ect to dealing restrictions.
džĞƌĐŝƐĞ
performance right or option ill only est or be exercised by a participant once the oard has notified the participant that the applicable a ard
conditions ha e been satisfied or ai ed.
ZĞƐƚƌŝĐƚŝŽŶƐŽŶ
ĚĞĂůŝŶŐ
he oard may determine at its discretion hether dealing restrictions or restriction periods ill apply to any shares or for performance rights or
options that shares allocated or transferred on exercise are restricted shares or sub ect to restriction periods.
ĞƐƐĂƚŝŽŶŽĨ
ĞŵƉůŽLJŵĞŶƚ
nder the lan ules the oard has discretion to determine sub ect to compliance ith applicable la
to be employed ithin the roup prior to the esting or exercise of an a ard.
ŚĂŶŐĞŽĨ
ĐŽŶƚƌŽů
f there is a change of control prior to the esting and exercise of an a ard the oard may determine in its absolute discretion hether some or all of
the a ards est lapse or are forfeited remain on foot sub ect to the applicable substitute or aried conditions or dealing restrictions or can only be
exercised ithin a specific period and the oard ill ha e regard to any matter the oard considers rele ant.
the treatment of an a ard if a participant ceases
here the oard does not exercise its discretion and a change of control occurs then unless the oard determines other ise
▪
any un ested a ard ith a remaining esting period of
▪
any un ested a ard ith a remaining esting period of more than
that has passed
▪
an a ard sub ect to dealing restrictions ill no longer be sub ect to dealing restrictions and
▪
months or less ill est
months ill est pro rata based on the proportion of the performance period
here the change of control occurs during the period an a ard is exercisable the a ard may only be exercised during the period specified by the
oard.
ZŝŐŚƚƐŽĨƐŚĂƌĞƐ
nless the oard determines other ise all shares allotted and issued or transferred under the lan ules ill ran e ually in all respects ith other
ŐƌĂŶƚĞĚƵŶĚĞƌ shares already on issue.
ƚŚĞWůĂŶZƵůĞƐ
ůĂǁďĂĐŬ
>ĂƉƐĞŽĨ
ƉĞƌĨŽƌŵĂŶĐĞ
ƌŝŐŚƚƐ͕
ƌĞƐƚƌŝĐƚĞĚ
ƐŚĂƌĞƐŽƌ
ŽƉƚŝŽŶƐ
here the oard is of the opinion that a participant under the lan has acted fraudulently or dishonestly is in breach of any of that participant’s duties
or obligations or has acted in a ay that could reasonably be regarded to ha e contributed to material reputational damage to a member of the roup
or any other e ents specified in the lan ules ha e occurred the oard may at its discretion determine any treatment in relation to an a ard
(including by reducing or extinguishing a participant’s entitlement to an a ard .
nless the oard determines other ise a share performance right or option ill be forfeited or lapse on the earliest of
▪
the date that the oard determines that any condition in respect of the share option or performance right cannot be satisfied
▪
the share option or performance right being forfeited or lapsing in accordance ith the cessation of employment pro ision
▪
the share option or performance right being forfeited or lapsing in accordance ith the cla bac pro isions
▪
the share option or performance right being forfeited or lapsing in accordance ith change of control pro isions
▪
the participant purporting to deal or enter into any arrangement in respect of the option or performance ight in breach of the pro isions under the
lan relating to rights and restrictions attached to options or performance rights or
▪
in the case of options or performance rights the date falling 5 years from the date on hich they ere granted.
3.5 One-off remuneration components in the Reporting Period
No “o off” remuneration outcomes for executi e
second tranche of performance rights a arded to all
during the eporting eriod.
urther information
regarding these non recurring
remuneration components for
executi e
s is set out in
section 4. of this
emuneration eport and
section 4.5 of the Company’s
emuneration eport.
43
s ere implemented during the eporting eriod. o e er the
etals staff in
in connection ith the
etals
ested
etails of performance
rights a arded to executi e
s
under the uity ncenti e lan
ules including the fair alue
applied to rele ant a ard for
accounting purposes is set out in
section 4. .
