Overview of Paul Martingell's Compensation at Virbac
The board of directors at Virbac has laid out specific compensation terms for Paul Martingell, highlighting his role as the chief executive officer. This comprehensive package reflects the company's commitment to aligning executive compensation with performance and shareholder interests.
Fixed Compensation Details
As approved by the board of directors, Paul Martingell's gross annual fixed compensation is set at €600,000. This figure encompasses all other forms of remuneration linked to his role within the Virbac group. For the year 2025, this fixed compensation will be calculated on a prorated basis, specifically considering Martingell's actual presence at the company.
Short-term Variable Compensation
In addition to his fixed salary, Martingell's short-term variable compensation is structured as follows:
- For 2025, achieving 100% of the board's set objectives will yield 60% of his prorated annual fixed compensation, amounting to a target of €90,000 gross.
- In 2026, the compensation remains at 60%, with a target amount of €360,000 gross based on objective achievements.
- Moving into 2027, the percentage increases to 65%, with a targeted €390,000 gross for 100% objective attainment.
- Finally, for 2028, the board aims for a 70% variable compensation related to a target of €420,000 gross when objectives are met.
The assessment of Martingell's performance and the corresponding variable compensation will be conducted in the first quarter of the following fiscal year, relying on the approval of Virbac's annual financial statements.
Long-term Incentive Plans
Additionally, the board has opted to grant Martingell 1,000 performance shares from the performance share plan established in early 2025. This allocation aims to encourage long-term performance aligned with the company’s growth prospects. Should performance share plans be implemented, Martingell's share awards will correspond with his annual fixed compensation, calculated based on the average share price in February, capping at 1,500 performance shares.
Exceptional Onboarding Bonus
To facilitate a smooth transition and address benefits forfeited from his previous position, Martingell will receive:
- A cash welcome bonus of €500,000, disbursed in two parts: half upon beginning his role and the remainder after completing one year of service.
- Furthermore, an award of 3,000 performance shares, with 2,000 shares vesting after two years if the company achieves more than a 10% adjusted EBIT, and the remaining 1,000 shares after three years under the same condition.
Additional Benefits and Compensation Elements
Besides the explicit financial compensation, Martingell's package includes several additional benefits:
- Social Security and Health Benefits: He will benefit from comprehensive French social security, health care, welfare, and pension schemes, tailored for executives.
- Private Unemployment Insurance: Martingell will have access to a private unemployment insurance scheme, with full company contributions declared as a benefit.
- Company Vehicle: He will be entitled to a company car, which will also be recorded as a taxable benefit.
- Relocation Assistance: The company will aid in Martingell's relocation costs, covering rent for a furnished property for up to four months, at a capped amount of €2,000 per month.
Non-compete Agreement and Indemnity
The board has set a non-compete clause for Martingell, restricting him from engagement with competitors for a period of 18 months post-termination of his role. During this time, he will receive a monthly indemnity amounting to 80% of his last gross monthly fixed salary, capped at €600,000 total for this period.
This clause ensures that he remains aligned with Virbac’s long-term interests while also providing a safety net during his transition out of the company.
About Virbac
Virbac is dedicated to advancing the health of animals through innovative solutions in prevention, diagnosis, and treatment of various animal diseases. The company develops comprehensive products ranging from care and hygiene to nutrition, serving veterinarians, farmers, and pet owners worldwide.
Frequently Asked Questions
What is the total fixed compensation for Paul Martingell?
Paul Martingell's gross annual fixed compensation is set at €600,000.
How is the short-term variable compensation structured?
It is structured based on the achievement of specific objectives set by the board, varying across fiscal years from 60% to 70% of his fixed compensation.
What additional benefits does Martingell receive?
He receives social security benefits, private unemployment insurance, a company car, and relocation assistance.
What is the retention commitment for performance shares?
Martingell must retain 35% of the granted performance shares as long as he remains active within the group unless he amasses enough company shares to equal three years of his target annual compensation.
What happens if he leaves the company?
He is subject to a non-compete agreement for 18 months, receiving indemnity compensation during this period.
