OUTOKUMPU OYJ STOCK EXCHANGE RELEASE December 20, 2016 at 4.00 pm EET
As part of the long-term incentive programs for key employees in Outokumpu, the Board of Directors has approved the commencement of the sixth plan, plan 2017-2019, of the Performance Share Plan 2012 and the Restricted Share Pool 2012. Furthermore, the Board approved the delivery of the first reward share tranche of the CEO’s Matching Share Plan, which was announced on December 17, 2015.
Performance Share Plan 2012, plan period 2017–2019
The Performance Share Plan 2012, approved by the Board of Directors in 2012, is part of the remuneration and commitment program for the Outokumpu key management and it offers a possibility to receive Outokumpu shares as a long-term incentive, provided that the criteria set by the Board for each earning period are met. The Performance Share Plan consists of annually commencing individual plans. Each plan contains a three-year earning period after which, if the earnings criteria are met, share rewards will be delivered to the participants.
The Board of Directors has now approved the commencement of the sixth plan 2017-2019 of the Performance Share Plan 2012. Plan period 2017-2019 commences at the beginning of 2017 with the share rewards distributed in spring 2020. The earning criterion applied for the plan measures Outokumpu's profitability and the efficiency with which its capital is employed compared to a peer group.
The Board of Directors has approved that at the maximum 150 key employees may participate in the plan 2017–2019. The maximum number of gross shares (taxes included) that can be allocated is 2,900,000 from which applicable taxes will be deducted. The remaining net value will be delivered to the participants in Outokumpu shares, if the performance criteria set by the Board are met.
Restricted Share Pool 2012, plan period 2017-2019
The Restricted Share Pool program 2012 that the Board of Directors of Outokumpu approved in 2012 enables long-term rewarding of selected employees of the Outokumpu Group. It consists of annually commencing individual plans, each with a three-year vesting period after which the allocated share rewards will be delivered to the participants provided that their employment with Outokumpu continues uninterrupted throughout the duration of the plan until the shares are delivered.
The Board of Directors has now approved the commencement of the sixth plan 2017-2019 of the Restricted Share Pool. Plan period 2017–2019 commences at the beginning of 2017 with the share rewards distributed in spring 2020. Restricted share grants are approved annually by the CEO with the exception of allocations to any Leadership Team members, which require Board approval. The maximum number of shares that may be allocated within the sixth plan 2017–2019 is 150,000 gross shares from which applicable taxes will be deducted, and the remaining net value will be delivered to the participants in Outokumpu shares.
Matching Share Plan of the CEO
In December 2015 the Board of Directors approved a Matching Share Plan for the CEO, according to which Roeland Baan is entitled to receive in total 1,157,156 gross shares including taxes on the condition that he personally invests EUR 1 million into Outokumpu shares by February 20, 2016. The matching shares will be delivered in four equal installments in the end of 2016, 2017, 2018 and 2019, respectively.
The Board of Directors has approved the delivery of the first reward share tranche to the CEO. After deduction for applicable taxes, the net number of shares delivered to the CEO by the end of December 2016 will be 185,077. The CEO is required to keep at least all the shares he has acquired and the first matching share tranche throughout his service with Outokumpu.
Other terms
According to the share ownership requirement applied in Outokumpu, the members of the Outokumpu Leadership Team are required to own Outokumpu shares received under incentive programs corresponding to the value of their annual gross base salary. Half of the net shares received from these programs must be used to fulfil this requirement. The CEO is required to keep at least all the shares he invests and the first vesting portion, i.e. 25% of the net amount of the received matching shares throughout his service with Outokumpu.
For more information:
Investors: Tommi Järvenpää, tel. +358 9 421 3466, mobile +358 40 576 0288
Media: Corporate communications, tel. +358 9 421 3840
Outokumpu Group Outokumpu is a global leader in stainless steel. We create advanced materials that are efficient, long lasting and recyclable – thus building a world that lasts forever. Stainless steel, invented a century ago, is an ideal material to create lasting solutions in demanding applications from cutlery to bridges, energy and medical equipment: it is 100% recyclable, corrosion-resistant, maintenance-free, durable and hygienic. Outokumpu employs 11,000 professionals in more than 30 countries, with headquarters in Helsinki, Finland and shares listed in Nasdaq Helsinki. www.outokumpu.com outokumpu.com/stainless-news choosestainless.outokumpu.com
