20974 29Metals AR23 WEB V1 - Flipbook - Page 128
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29Metals 2023 Annual Report
Directors’ Report continued
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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
The cash component of the 2023 STI outcomes will be remitted to e ecutive MPs in March 202 . The e uit component of the 2023 STI outcomes for
e ecutive MPs, other than Mr lbert (Managing irector
), is e pected to be awarded in March 202 . The proposed award of the e uit
component of the 2023 STI outcome to Mr lbert is subject to shareholder approval, to be sought at the 202
M (refer section 3. for further
information in relation to the
Transition).
ll performance rights proposed to be awarded to e ecutive MPs are subject to a vesting period ending on 3 ecember
202 and a continuing service condition (unless the Board determines otherwise – eg, “good leaver”). In the event of a change
of control of the ompan prior to the end of the vesting date all performance rights awarded under the 2023 STI will vest
(unless the Board determines otherwise).
etails of the
Transition terms and
performance rights
proposed to be awarded to
Mr lbert under the 2023
STI, is set out in sections
3. and .3.
4.4 Performance-based Remuneration for Executive KMPs for the Reporting Period - LTI
ϮϬϮϯ>d/ĂǁĂƌĚ
29Metals awarded 2023 LTI performance rights to each e ecutive MP, including Mr lbert (Managing irector
)
following shareholder approval at the 2023 M. The number of performance rights awarded to e ecutive MPs under the
2023 LTI is summarised in the table below.
etails of
performance rights to be
awarded to e ecutive
MPs as the e uit
component of the 2023
STI, including the fair value
applied to the award for
accounting purposes, is set
out in section . .
The number of performance rights awarded to e ecutive MPs under the 2023 LTI was calculated b appl ing the
P for
29Metals shares on the S over the month of ecember 2022, being 2. 9 per share (rounded down to nearest whole
performance right). 2023 LTI performance rights awarded to e ecutive MPs other than Mr lbert, were awarded on 29
March 2023, and 2023 LTI performance rights awarded to Mr lbert were awarded on 5 une 2023 (following shareholder approval at the
Number of LTI performance
rights awarded
Name
Peter lbert
27,3
d oone
97,9
M).
2023 LTI award expressed as
percentage of annual TFR1
2
00%
0%
Peter erbert
99, 39
0%
lifford Tuc
9 , 7
0%
.
2.
nnual T R as at the date of the 2023 LTI award.
nder the terms of the
Transition, unvested performance rights awarded to Mr lbert under the 2023 LTI (along with unvested performance rights awarded to Mr lbert
under the 202 and 2022 LTI) will lapse unvested upon his retirement.
Performance rights awarded to e ecutive MPs under the 2023 LTI are subject to a vesting period ending on 3 ecember 2025. esting of performance
rights under the 2023 LTI is subject to the Board’s assessment of performance against vesting conditions set b the Board for the award. The vesting
conditions for the 2023 LTI award are set out below.
2023 LTI
Vesting condition
. ontinued
service
2. Relative Total
Shareholder
Return (‘ƌd^Z’)2
Description
Link to shareholder value & strategy
a
esting of performance rights awarded under the 2023 LTI to
e ecutive MPs is conditional upon, in each case, the e ecutive
MP remaining in continuous emplo ment b a roup compan
until e pir of the vesting period (3 ecember 2025), unless the
Board determines otherwise (eg, “good leaver”).
The continued service re uirement, combined with the duration of the
vesting period, ensures that the LTI component of remuneration
outcomes for e ecutive MPs is lin ed to longer term ompan
performance. It also serves as a retention incentive for e ecutive MPs
to assist the ompan to maintain leadership continuit and mitigate
labour mar et pressures.
0%
29Metals’ total shareholder return performance over the vesting
period, relative to a defined group of peer companies3.
TSR has been adopted as a reflection of changes in shareholder value
over the relevant period and incorporates:
29Metals’ rTSR performance over the TSR Performance Period:
▪
the value of shares and
▪
below the 50th percentile of TSR for the group of peer
companies, results in ero vesting of the rTSR tranche
▪
capital returned to shareholders over the period (in the form of
dividends or otherwise).
▪
at the 50th percentile of TSR for the group of peer companies,
results in 50% vesting of the rTSR tranche and
▪
at or above the 75th percentile for the group of peer
companies, results in 00% vesting for the rTSR tranche.
rTSR refines the vesting condition to show the returns realised b
29Metals shareholders relative to the returns realised b shareholders
in the group of peer companies.
rTSR between 50% and 75% for the group of peers’ results in a
vesting outcome of 50 00% of the rTSR tranche on a straight line
basis.
This condition has been chosen because it aligns e ecutive MP reward
with shareholder returns, and because it rewards onl when 29Metals
e ceeds midpoint performance for the comparator group it does not
reward general mar et uplifts.
The condition has also been chosen because it is an objective
assessment of shareholder value that it is widel used and understood.
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