2.3.3Other Remuneration Information
This section provides further information to increase transparency and accountability for the execution of RP 2022 and aim to allow shareholders, potential investors and other stakeholders to better assess Management Board remuneration.
The following table includes further details regarding the various (historical) share plans, including the changes throughout 2024.
Conditions of and information regarding share plans
The main conditions of share award plans | Information regarding the reported financial year | |||||
|---|---|---|---|---|---|---|
Opening balance1 | During the year | Closing balance2 | ||||
Specification of plan | Grant and vesting dates | End of retention period | Shares held at the beginning of the year | Shares granted (# / EUR x 1,000)3 | Shares vested (# / EUR x 1,000)4 | Shares subject to a retention period |
Øivind Tangen, CEO | ||||||
Ownership Shares 2021 | 01-01-2021 | 01-01-2024 | 1,293 | 0 / 0 | 0 / 0 | |
Ownership Shares 2022 | 01-01-2022 | 01-01-2025 | 1,572 | 0 / 0 | 0 / 0 | 1,572 |
Value Creation Stake 20225 | 06-04-2022 | 06-04-2027 | 32,073 | 0 / 0 | 0 / 0 | 32,073 |
Value Creation Stake 20235 | 01-01-2023 | 01-01-2028 | 43,312 | 0 / 0 | 0 / 0 | 43,312 |
Value Creation Stake 2024 | 01-01-2024 | 01-01-2029 | 65,442 / 821 | 65,442 / 821 | 45,628 | |
Additional Value Creation Stake 20246 | 12-04-2024 | 12-04-2029 | 23,658 / 345 | 23,658 / 345 | 16,502 | |
Douglas Wood, CFO | ||||||
Value Creation Stake 2019 | 01-01-2019 | 01-01-2024 | 32,511 | 0 / 0 | 0 / 0 | - |
Additional Value Creation Stake 2019 | 01-07-2019 | 01-07-2024 | 2,323 | 0 / 0 | 0 / 0 | - |
Value Creation Stake 2020 | 01-01-2020 | 01-01-2025 | 35,554 | 0 / 0 | 0 / 0 | 35,554 |
Value Creation Stake 2021 | 01-01-2021 | 01-01-2026 | 34,212 | 0 / 0 | 0 / 0 | 34,212 |
Value Creation Stake 2022 | 01-01-2022 | 01-01-2027 | 34,389 | 0 / 0 | 0 / 0 | 34,389 |
Additional Value Creation Stake 20226 | 06-04-2022 | 06-04-2027 | 1,304 | 0 / 0 | 0 / 0 | 1,304 |
Value Creation Stake 2023 | 01-01-2023 | 01-01-2028 | 36,177 | 0 / 0 | 0 / 0 | 36,177 |
Value Creation Stake 2024 | 01-01-2024 | 01-01-2029 | 68,727 / 863 | 68,727 / 863 | 38,129 | |
Additional Value Creation Stake 20246 | 12-04-2024 | 12-04-2029 | - | 5,155 / 75 | 5,155 / 75 | 2,859 |
Bruno Chabas | . | |||||
Value Creation Stake 2019 | 01-01-2019 | 01-01-2024 | 74,043 | 0 / 0 | 0 / 0 | - |
Value Creation Stake 20207 | 01-01-2020 | 01-01-2025 | 65,821 | 0 / 0 | 0 / 0 | 65,821 |
Value Creation Stake 2021 | 01-01-2021 | 01-01-2026 | 63,466 | 0 / 0 | 0 / 0 | 63,466 |
Value Creation Stake 2022 | 01-01-2022 | 01-01-2027 | 63,794 | 0 / 0 | 0 / 0 | 63,794 |
Value Creation Stake 2023 | 01-01-2023 | 01-01-2028 | 63,841 | 0 / 0 | 0 / 0 | 63,841 |
Value Creation Stake 2024 | 01-01-2024 | 01-01-2029 | 121,282 / 1,522 | 121,282 / 1,522 | 67,286 | |
- 1 Opening balance consists of both shares held and unvested grants for conditional plans at assumed maximum target.
- 2 Closing balance consists of the full grant and vesting of the relevant plan, including any sell-to-cover performed to compensate a wage tax impact.
- 3 Converted at the share price at the date of grant.
- 4 Converted at the share price at the date of vesting.
- 5 Pro-rata VCS following appointment to Management Board per April 6, 2022.
- 6 Additional Value Creation Stake granted due to salary increase.
- 7 Includes additional Value Creation Stake granted due to salary increase.
In the table below, information on the annual change of remuneration of each individual Management Board member is set out over the five most recent financial years. In addition, the performance of the Company (measured in Directional Underlying EBITDA and TRIFR) is displayed as well as the average remuneration on a full-time equivalent basis of employees of the Company (calculated in the same manner as the internal pay ratio in this section).
Comparative table on the change of remuneration and Company performance over the last five reported financial years
in thousands of EUR, except Company's performance | ||||||
|---|---|---|---|---|---|---|
Annual Change1 | 20192 | 20202 | 2021 | 2022 | 2023 | 2024 |
Øivind Tangen, CEO3 | 1,975 | 10% / 2,175 | 40% / 3,039 | |||
Douglas Wood, CFO | 3,422 | (4%) / 3,293 | (51%) / 2,182 | (15%) / 1,906 | 14% / 2,167 | 5% / 2,273 |
Bruno Chabas4 | 6,293 | 6% / 6,721 | (47%) / 4,580 | (20%) / 3,815 | 13% / 4,327 | (43%) / 2,370 |
Company´s performance | ||||||
Underlying Directional EBITDA in million US$ | 832 | 19% / 992 | (7%) / 931 | 8% / 1,010 | 6% / 1,0755 | 20% / 1,2946 |
TRIFR7 | 0.13 | (30%) / 0.10 | (67%) / 0.06 | 50% / 0.12 | (50%) / 0.08 | 25% / 0.10 |
Average employee expenses on a full-time equivalent basis | ||||||
Average employee expenses of the Company8 | 117 | (3%) / 114 | (11%) / 102 | 8% / 111 | 2% / 113 | 8% / 122 |
- 1 Annual change in percentage is calculated comparative to the amount of the current year.
- 2 2018 – 2020 impacted by transition from RP15 (delayed LTI vesting) to RP18 (immediate VCS vesting and a holding period).
- 3 COO and Management Board member until April 12, 2024. CEO and Management Board member from that date.
- 4 CEO and Management Board member until April 12, 2024.
- 5 Underlying EBITDA reflects the following adjustments: i. impact of the sale of Liza Destiny earlier than planned; ii. implementation costs of an optimization plan related to the Company's support functions; and iii. impact of the delay in commencement of a charter by a client notwithstanding the on-target delivery of the vessel by the Company.
- 6 Underlying EBITDA restated for: DNY/PTY sale in 2024.
- 7 Total recordable injury frequency rate trends are positive when downwards.
- 8 The average employee expenses of the company are based on the IFRS expenses including share based payments. The average employee expenses are influenced by both the composition of the population both in function as well as geographical location and the related foreign currency impacts. This calculation has a different basis than the pay-ratio calculation in accordance with the Dutch corporate governance code.