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Remuneration of the President and CEO

The remuneration of the President and CEO consists of fixed salary (base salary and fringe benefits in Finland), and other benefits or programs, and of variable elements such as short-term incentives (STI) and long-term incentives (LTI). 
 
The Personnel and Remuneration Committee reviews market benchmark data from Finnish and, where necessary, international industrial companies of a similar size and complexity to Neste when setting total remuneration package for the President and CEO. 
 
Peter Vanacker’s fixed salary is 77,877.40 EUR per month, including taxable benefits (car and mobile phone benefit). In addition, President and CEO is entitled to vacation pay.
 

Long-term incentives

Performance period 2018-2020 and payment in 2021

The share-based incentive payment for the President and CEO in year 2021 will be based on the Performance Share Plan 2018–2020. The maximum long-term incentive reward for the President and CEO at grant was 33,600 shares. Performance measures for the plan were cumulative comparable free cash flow (75% weight) and the relative total shareholder return of Neste shares relative to the STOXX Europe 600 index (25% weight).
 
The achievement ratio for the PSP 2018–2020 was 100 percent and the share reward will be delivered in March 2021.  Holding period during which the shares may not be transferred, will end in April 2022.

 

Performance period 2017-2019 and payment in 2020

The share-based incentive payment for the President and CEO during the year 2020 was based on the Performance Share Plan 2017–2019. The maximum long-term incentive reward for the President and CEO at grant was 24,534 shares. Performance measures for the plan were cumulative comparable free cash flow (75% weight) and the relative total shareholder return of Neste shares relative to the STOXX Europe 600 index (25% weight).
 
The achievement ration for the PSP 2017–2019 was 100 percent and 15,083 net shares were delivered to the President and CEO. The total value of short- and long-term incentives was limited to 1.2 times fixed annual base salary and the gross amount of shares was limited. Holding period will end in March 2021.
 

Other LTI plans:

PSP 2016-2018: Number of original shares granted was 48,000, Performance measures were cumulative comparable free cash flow (75% weight) and the relative total shareholder return of Neste shares relative to the STOXX Europe 600 index (25 % weight), number of gross shares vested was 39,123 shares, holding period will end in September 2022.
 
PSP 2019-2021:  Number of original shares granted was 40,300, Performance measure is Total Shareholder Return (TSR, weight 100%) vs STOXX Europe 600 index, shares will vest in March 2022, no holding period.
 
PSP 2020-2022: Number of original shares granted was 31,600, Performance measure is Total Shareholder Return (TSR, weight 100%) vs STOXX Europe 600 index, shares will vest in March 2023, no holding period.
 
PSP 2021-2023: Number of original shares granted was 18,600, Performance measure is Relative Total Shareholder Return 2021–2023 (TSR, weight 80%) versus the STOXX Europe 600 index and Combined Greenhouse Gas Impact 2021–2023 (GHG, weight 20%) measured cumulatively in CO2 equivalent, shares will vest in March 2024, no holding period.
 

Short-term incentives

Performance period 2021

The maximum short-term incentive for the President and CEO is 40 percent of annual base salary in 2021. The short-term incentive is based on EBIT comparable, Free Cash Flow and group safety measures of TRIF and PSER. Potential reward payment is in March 2022.

 

Performance period 2020

The maximum short-term incentive for the President and CEO was 40 percent of annual base salary in 2020. The short-term incentive was based on EBIT comparable, Comparable Free Cash Flow and group safety measures of TRIF and PSER. The achievement ratio for the year 2020 was 22.4 percent and the incentive payment of EUR 215,931.59 will be paid in March 2021.

 

Other remuneration elements

Pension The retirement age is according to the Finnish Employee’s Pension Act (TyEL), no additional pension scheme.
Other benefits CEO has the company car benefit, mobile phone benefit, private accident-, life- and disability insurance, business travel, directors’ and officers’ liability insurances. President and CEO may participate in the sickness fund in Finland.
Share ownership guidelines President and CEO must accumulate and maintain a shareholding which is equivalent to personal annual fixed salary. Until this threshold is met, participants must retain 50% of vested incentive shares after tax.
Service contracts and loss of office payments Both parties have a six-month period of notice. Should the Company terminate the President and CEO’s agreement, the Company is required to pay six month’s salary and a separate severance pay equivalent to six month’s salary.