AUB Group Limited Annual Report 2023
NOTES TO THE FINANCIAL STATEMENTS YEAR ENDED 30 JUNE 2023
21 SHARE-BASED PAYMENT PLANS (CONTINUED) (d) Performance Period - 200,000 CEO 5 year PSRs In FY20, a sign-on bonus of 200,000 PSRs was granted to the CEO that vest over 5 years. In the previous year, one third of the PSRs were tested over the three year performance period from 1 July 2019 to 30 June 2022. The TSR and EPS hurdles for the sign-on PSR grant are as shown in part (a) and (b). Based on the TSR and EPS outcomes (see previous year remuneration report), all 66,667 PSRs (both TSR PSRs and EPS PSRs) satisfied the performance hurdles and will therefore remain on foot and vest at the end of the 5 year period ended 30 June 2024, subject to the CEO’s employment conditions. The remaining balance of 133,333 PSRs (TSR and EPS) will be tested after the completion of the 5 year period ended 30 June 2024. Any unvested PSRs at that time will lapse. The SARs granted in FY22, have five-year performance period which is intentionally longer than the 3 year performance period for other performance options granted under the LTI Plan. Additionally there is a further post exercise holding lock of two years which is designed to act as an additional mechanism with executives having additional AUB Group equity ownership. SARs will be tested against a CAGR of the EPS of the Company during the five-year performance period covering 1 July 21 to 30 June 2026. Vested SARs Vesting will require stretch performance exceeding regular LTI plan maximum, as well as peer LTI maximum, together with 5 years of ongoing employment from 1 July 2021. Shares allocated on vesting and conversion of SARs are subject to the terms of AUB Group’s Share Trading Policy and carry full dividend and voting rights upon allocation. SARs will automatically vest and convert into Shares if the vesting conditions have been satisfied, expected to be on or around 31 August 2026. Vested SARs will be converted to shares in AUB Group Limited based on the formula below. There is no conversion price or exercise price payable for the conversion of any vested SARs. Share Appreciation Rights (SARs) Key terms of the SARs are as follows:
Vesting is conditional on meeting performance targets in line with table below
Achieving a CAGR of Underlying EPS of
Vesting outcomes of SARS
Less than 12%
0%
12%
25%
Greater than 12% but less than 14%
Pro rata straight line vesting between 25% and 100%
14% or more 100% If the vesting conditions are satisfied, the SARs will convert into that number of Shares based on the following formula:
Conversion Price-Initial VWAP Conversion Price
Number of vested SARs x
Where: – Number of vested SARs means the number of SARs that vested after the EPS calculation has been undertaken at the end of the 5 year performance period. – Conversion Price means the VWAP of the Shares traded on the ASX over the 60 trading days prior to 30 June 2026. – Initial VWAP means $20.33, being the VWAP of the Shares traded on the ASX over the 60 trading days prior to 1 July 2021 (the first day of the Performance Period). – The base underlying EPS at 30 June 2021 was 87.93 cents per share (86.12 cents per share TERP adjusted). During the year the Group has commenced recognition of share based payment expenses in relation to the retention programme for Tysers key producers. The share appreciation rights will be granted around 31 August 2023, with a performance measurement period from 1 July 2023 to 30 June 2026.
AUB GROUP ANNUAL REPORT 2023
132
Made with FlippingBook flipbook maker