47153 AG Barr Annual Report 2025 AW4 SQ WEB - Flipbook - Page 112
A.G. BARR p.l.c. Annual Report and Accounts 2025
D I R E C TO R S ’
R E M U N E R ATI O N R E P O R T
CO N TI N U ED
Element
Purpose and link to strategy
Operation
Maximum opportunity
Performance measures
Annual bonus
Rewards performance
against annual targets
which support the
strategic direction
of the Group.
Awards based on performance against key
financial and/or strategic targets and/or the
delivery of personal objectives.
Maximum bonus opportunity
is 125% of base salary.
Targets are set annually
reflecting the Company’s
strategy and aligned with
key financial, strategic
and/or individual
objectives.
Pay-out levels are determined by the
Remuneration Committee after the year end
based on performance against those targets.
The Remuneration Committee has discretion
to amend the bonus pay-out if, in its judgement,
any formulaic output does not produce a fair
result for either the executive director or the
Company, taking into account overall business
performance.
25% of any bonus earned will be deferred into
shares for two years.
At any time before the deferred bonus shares
are released, the Remuneration Committee has
the right to cancel the award if it has not been
exercised, or require repayment of some or all
of the award in the following circumstances:
• discovery of a material misstatement;
• error, or inaccurate or misleading
information;
• action or conduct of a participant which
amounts to fraud or gross misconduct;
• regulatory censure or reputational damage;
• material failure of risk management; and
• corporate failure.
For up to two years following the determination
of a bonus pay-out, the Remuneration
Committee has the right to recover some or
all of the bonus pay-out in the circumstances
set out above. The Remuneration Committee
may make a dividend equivalent payment
(“Dividend Equivalents”) to reflect dividends
that would have been paid over the period
from grant to vesting on shares that vest. This
payment may be in the form of additional
shares or a cash payment equal to the value
of those additional shares.
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Targets, whilst stretching,
do not encourage
inappropriate business
risks to be taken.
At least 80% of the bonus
is assessed against key
financial performance
metrics of the business
and the balance may be
based on non-financial
strategic measures and/or
individual performance.
Financial metrics
There is no minimum
payment at threshold
performance, up to 50%
of the maximum potential
for this element of the
bonus will be paid out for
on-target performance
and all of the maximum
potential will be paid out
for maximum performance.
Non-financial or
individual metrics
Payment of the
non-financial or individual
metrics will apply on a
scale between 0% and
100% based on the
Remuneration Committee’s
assessment of the extent
to which a non-financial
or individual performance
metric has been met.
