20974 29Metals AR23 WEB V1 - Flipbook - Page 123
2023 key
results
Chair letter and
CEO report
About
29Metals
Our
assets
Sustainability
& ESG Report
Mineral Resources
and Ore Reserves
Annual
Financial Report
119
29Metals Appendix 4E and Annual Financial Report for 29Metals Limited and its Controlled Entities for the year ended 31 December 2023
44
Directors’ Report
Remuneration Report
3.6 Changes to KMP remuneration in 2024
The Board is considering changes to the remuneration framework which would
▪
increase the proportion of executive STIs that are typically delivered as deferred e uity and
▪
reduce the cash cost of on executive Director fees to the Company in the current circumstances.
Other than the above, no substantial changes are currently proposed to be made to KMP remuneration during 2024.
29Metals continues to mature its approach to linking executive KMP remuneration outcomes with the expectations of investors and other external
stakeholders in relation to Sustainability & ESG matters. Consistent with 2023, there will be a direct link between remuneration outcomes and
Sustainability & ESG performance via the STI.
3.7. Executive services agreements
Each of 29Metals’ executive KMPs, including the Managing Director & CEO, is employed under an Executive Service Agreement (‘^’). The key terms of
the ESAs are summarised below.
Key term
Managing Director & CEO
Other executive KMPs
dĞƌŵ
Open term, sub ect to termination by the Company or the executive
(refer to notice periods, below)
Open term, sub ect to termination by the Company or the executive
(refer to notice periods, below)
dŽƚĂů&ŝdžĞĚZĞŵƵŶĞƌĂƚŝŽŶ
(‘d&Z’)
^ŚŽƌƚdĞƌŵ/ŶĐĞŶƚŝǀĞ
(‘^d/’)1
efer to table in section 4.1
efer to table in section 4.1
EŽƚĞ, the Managing Director & CEO does not receive Director’s fees
Eligible to participate in the STI
Eligible to participate in the STI
STI award outcomes for the Managing Director & CEO are
determined by the Board and assessed against Company
performance metrics set by the Board
STI award outcomes are determined by the Managing Director
& CEO, and endorsed by the Board, following an assessment of
performance against company performance metrics set by the Board
In addition, in 2023 the Board introduced an additional component
to the Group STI framework whereby 1 of the STI outcome for the
Managing Director & CEO is based on the Board’s assessment of
personal performance
In addition, in 2023 the Board introduced an additional component
to the Group STI framework whereby 1 of the STI outcome for
executive KMPs is based on the Managing Director’ & CEO’s
assessment of the executive KMPs’ personal performance, which
assessment is reviewed and endorsed by the Board
>ŽŶŐdĞƌŵ/ŶĐĞŶƚŝǀĞ
(‘>d/’)
100 of T
EŽƚŝĐĞWĞƌŝŽĚƐ
By the Managing Director & CEO on six months’ notice or by the
Company on 12 months’ notice
By the relevant executive on three months’ notice or by the
Company on six months’ notice
Employment may be terminated by the Company without notice in
circumstances including material breach and serious misconduct
Employment may be terminated by the Company without notice in
circumstances including material breach and serious misconduct
1.
2.
in the form of performance rights2
0 of T
in the form of performance rights
The STI is a performance based, discretionary component of the 29Metals’ remuneration framework. STI outcomes are delivered to executive KMPs as a combination of cash
and e uity (in the form of performance rights). efer to sections 3.3 and 4.3 for further information.
Any award of performance rights to the Managing Director & CEO is sub ect to shareholder approval in accordance with the AS isting ules.
3.8. CEO Transition
On 14 December 2023, the Company announced a CEO transition plan (the ‘KdƌĂŶƐŝƚŝŽŶ’). Under the CEO Transition terms agreed between the Board
and Mr Albert
▪
Mr Albert will retire from his role and leave the Company on 30 April 2024
▪
in consideration of supporting the transition, and including payments in lieu of notice, Mr Albert will receive payments totalling approximately
903,000 (along with payments for accrued statutory entitlements)
▪
Mr Albert will participate in the 2023 STI outcomes, as determined by the Board in the ordinary course 10
▪
Mr Albert is not eligible to participate in the 2024 STI nor any award under the 2024 TI and
▪
all unvested performance rights awarded to Mr Albert under the 2021, 2022 and 2023 TI will be forfeited on retirement and lapse unvested.
In relation to 2023 STI outcomes, performance rights proposed to be awarded to Mr Albert under the 2023 STI are sub ect to shareholder approval at the
Company’s 2024 AGM and, if approved will vest following 31 December 2024 in accordance with the 2023 STI Award. If shareholder approval is not
obtained, the e uity component will be delivered as cash (consistent with the outcome that would have applied to previous awards to Mr Albert had
…
10
Information regarding the 2023 STI outcome for Mr Albert is set out in section 4.3.
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