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Remuneration of the Executive Committee

The remuneration of the members of the Executive Committee is reviewed annually by the People and Remuneration Committee and any changes are approved by the Board of Directors. 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 packages for the members of the ExCo. Other factors considered include each individual’s role and experience, as well as Company and personal performance.
 

Long-term incentives

Executive Committee members are entitled to long-term incentive to drive long-term sustainable growth and align the interests of executives with shareholders. 

 

LTI 2019: Performance Share Plan (PSP)

Based on the attainment of three-year share price performance targets for Neste, incl. PSP 2019-2021, PSP 2020-2022 and PSP 2021-2023. Awards vest in one tranche after three years, partly in shares and partly in cash. The cash element will cover taxes and other tax-like costs. The award for ExCo members may vary between 0–100% of annual fixed salary, based on performance and share price appreciation. Should the amount of total incentive awarded to executives (STI + LTI) exceed 120% of annual salary, the excess amount of LTI shares vesting in one year will be cut to maintain this limit. LTI 2019 is targeted to selected key employees of Neste, including the CEO and the other ExCo members.

 

LTI 2019: Restricted Share Plan (RSP) 

The Restricted Share Plan consists of annually commencing individual restricted share plans, each with a three-year retention period after which the share rewards granted within the plan will be paid to the participants in shares of Neste. A precondition for the payment of the share reward based on the Restricted Share Plan is that the employment relationship of the individual participant with Neste continues until the payment date of the reward. The Restricted Share Plan serves as a complementary long-term retention tool for individually selected key employees. Nominations for the Restricted Share Plan are approved by the Board of Directors on individual basis.

 

Short-term incentives

The purpose of the short-term incentive plan is to reward and incentivize improvements in short-term financial and operational performance and support the delivery of the business strategy. The maximum short-term incentive for the Executive Committee members is 40 percent of annual base salary. STI is based on the achievement of annual financial and non-financial measures:
 
For ExCo members with Business Unit responsibility short-term incentive is a combination of group and business area specific financial and safety measures (comparable EBIT, Free Cash Flow, TRIF and/or PSER) and Business Unit specific strategic targets.
 
For ExCo members with Function responsibility short-term incentive is based on Group comparable EBIT, Free Cash Flow, TRIF, PSER and specific strategic targets of the Function in question.

 

Other remuneration elements

Pension

For those who have started before 1 January 2009: a defined benefit (DB) plan based on a retirement age of 60 (up to 60% of retirement salary). Retirement salary for DB schemes is calculated based on the average monthly salary and related statutory pension insurance contributions over the ten years prior to retirement.
 
For those who have started after 1 January 2009 but before 31 August 2018, a defined contribution (DC) pension scheme (based on retirement age of 62, 63 or as prescribed under Finnish pension legislation). DC pension allocation is 16% of annual fixed base salary. 
 
New additional pension schemes are no longer made for those who have started after 31 August 2018 unless the local pension system or strong market practice locally requires so.

 

Other benefits

The ExCo members have company car benefit or car allowance depending on the location, mobile phone benefit in Finland, private accident-, life- and disability insurance, business travel, directors’ and officers’ liability insurances. The ExCo members may participate in the sickness fund (in Finland).

 

Service contracts and loss of office payments

ExCo members are entitled for 6 months’ severance payments. Change of control terms are the same as for termination.
 

Remuneration in 2020

Remuneration paid to the members of Executive Committee (EUR) 
 

Fixed annual salary
(Includes vacation pay and taxable benefits)

2,815,195.36
Short-term incentive payment
(based on financial year 2019)
653,894.06
Long-term incentive payment 1,143,586.82
Supplementary pension contributions 423,812.81
TOTAL
5,036,489.05