47153 AG Barr Annual Report 2025 AW4 SQ WEB - Flipbook - Page 113
Strategic Report
Element
Purpose and link to strategy
Operation
Long Term
Incentive Plan
(“LTIP”)
Incentivises executive
directors over the
longer term and aligns
their interests with
those of shareholders.
Under the LTIP, awards of conditional shares or
nil cost share options may be made with vesting
dependent on the achievement of performance
conditions set by the Remuneration Committee,
normally over a three year performance
period. Awards granted over shares may be
settled in cash at the election of the
Remuneration Committee.
Corporate Governance
Maximum opportunity
The normal maximum award is
150% of annual base salary in
respect of a financial year. Under
the LTIP rules the overall maximum
opportunity that may be granted
in respect of a financial year will
be 200% of annual base salary.
The normal maximum award
limit will only be exceeded in
As described on page 121, awards may also vest exceptional circumstances such
in “good leaver” circumstances or on the death as the recruitment or retention
of a participant or on a change of control.
of a senior employee.
All awards made under the LTIP will be subject
to a two year post-vesting holding period.
For up to two years following the vesting date
of an award, 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.
Accounts
Performance measures
The vesting of awards is
subject to the satisfaction
of performance targets
set by the Remuneration
Committee.
The performance
measures are reviewed
regularly to ensure they
remain relevant but will
be based on key financial
and/or strategic and/or
total shareholder return
related measures. The
relevant metrics and the
respective weightings
may vary each year
based upon Company
strategic priorities.
Performance measures
and weightings will be set
out in the Annual Report
on Remuneration for the
relevant financial year,
typically including a split
of key financial and/or
strategic and/or total
shareholder return
related measures.
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