Teleste establishes a new share-based long-term incentive program
February 10 2022 - 2:00AM
Teleste establishes a new share-based long-term incentive program
TELESTE CORPORATION
STOCK EXCHANGE RELEASE
10
FEBRUARY 2022 AT 09:00
EET
TELESTE ESTABLISHES A NEW SHARE-BASED
LONG-TERM INCENTIVE PROGRAM
The Board of Directors of Teleste Corporation
has decided to establish a new share-based program that includes
three new share-based incentive plans (LTI
2022 Program)
for the key employees of Teleste.
The objective of LTI 2022 Program is to align
the interests of the key employees and Teleste shareholders by
creating a long-term equity interest for the key employees and,
thus, to increase the company value in the long term as well as to
drive performance culture, to retain key employees and to offer the
key employees with competitive performance-based compensation.
The Board of Directors has approved
approximately 34 key employees as eligible for participating in the
LTI 2022 Program.
Matching Share Plan
The Matching Share Plan 2022–2026 consists of
three matching periods, covering the financial years of 2022–2024,
2023—2025 and 2024—2026 respectively. In the plan, the target group
is given an opportunity to receive matching shares for their
personal investment in Teleste Corporation shares. The rewards
based on the plan will be paid after the end of the matching
period.
The gross rewards to be paid on the basis of the
matching period 2022–2024 correspond to the value of an approximate
maximum total of 27,950 shares of Teleste Corporation. The current
aggregate maximum value of the matching period 2022—2024, estimated
based on the average share price of the last trading day preceding
the date hereof and assuming that the eligible participants fulfil
the afore-mentioned investment requirement in full, is
approximately 161,000 euros.
Performance Share Plan
The Performance Share Plan 2022–2026 consists of
three performance periods, covering the financial years of
2022–2024, 2023–2025 and 2024–2026 respectively.
In the plan, the target group is given an
opportunity to earn Teleste Corporation shares based on
performance. The Board of Directors decides on the plan’s
performance criteria and targets to be set for each criterion at
the beginning of a performance period. The potential rewards based
on the plan will be paid after the end of each performance
period.
During the performance period 2022–2024, the
rewards are based on the Group’s cumulative adjusted EBIT for the
financial years 2022–2024 and Total Shareholder Value (TSR) of the
Teleste share for the financial years 2022–2024.
The gross rewards to be paid on the basis of the
performance period 2022–2024 correspond to the value of an
approximate maximum total of 335,400 shares of Teleste. In order to
be eligible to participate in the performance period, a person must
participate in the matching period 2022—2024 of the Matching Share
Plan.
The current aggregate maximum value of the
performance period 2022—2024, estimated based on the average share
price of the last trading day preceding the date hereof and
assuming that the eligible participants fulfil the afore-mentioned
investment requirement for the matching period 2022—2024 of the
Matching Share Plan in full, is approximately 1,811,000 euros.
Restricted Share Plan
The Restricted Share Plan is intended to be used
as a tool in situations seen necessary by the Board of Directors,
for example ensuring retention of key talents to the Company,
attracting new talent or other specific situations determined by
the Board.
The gross rewards to be allocated during
2022–2024 on the basis of the restricted share plan correspond to
the value of maximum 50,000 Teleste Corporation shares. The current
aggregate maximum value of the restricted share plan 2022—2024,
estimated based on the average share price of the last trading day
preceding the date hereof is approximately 270,000 euros.
General
The rewards will be paid partly in Teleste
Corporation shares and partly in cash. The cash proportions of the
rewards are intended for covering taxes and tax-related expenses
arising from the rewards to the participants. In general, no reward
is paid if the participant’s employment or director contract
terminates before the reward payment.
The Board of Directors anticipates that no new
shares will be issued in connection with the LTI 2022 Program and,
therefore, the LTI 2022 Program will have no dilutive effect on the
number of the Teleste’s registered shares.
The rewards to be paid on the basis of the
Performance Share Plan and the Matching Share Plan will be capped
if the limits set by the Board for the payable reward from the
performance period and the matching period 2022—2024 are
reached.
Teleste CorporationThe Board of Directors
Further Information: Timo Luukkainen, Chairman
of the Board, Tel. +358 2 2605 611Esa Harju, President and
CEO, Tel. +358 2 2605 611
Distribution:Nasdaq Helsinki LtdMain
Mediawww.teleste.com
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