Implementation of new long-term share-based incentive programme
April 26 2024 - 11:59AM
Implementation of new long-term share-based incentive programme
The board of directors of Svitzer Group
A/S (the “Board of Directors”), CVR-no. 44791447,
(“Svitzer Group” or the
“Company”) has today decided to implement a new
long-term share based incentive programme consisting of restricted
share units (“RSUs”) for 2024 (the
"LTI") and to implement an extraordinary
share-based incentive programme in the form of one-off grants of
RSUs related to completion of the demerger and separate listing of
the Company ( “Extraordinary RSUs”) and grant a
cash completion bonus to the members of the executive management
and other eligible employees as also described in the prospectus
published by Svitzer A/S on 22 March 2024.
Long-term share-based incentive
programme for 2024The LTI for 2024 is share-based and
designed to incentivise long-term performance, commitment, and
retention of the members of the executive management and other
eligible employees, as well as to promote alignment of their
interests with those of the shareholders.
Under the LTI for 2024, the Board of Directors
have decided to grant RSUs, which entitle the participants, subject
to vesting, to be allocated a number of shares in Svitzer Group,
equivalent to the number of RSUs, which have vested but not lapsed.
The CEO will be granted 85% of the annual fixed pay in the form of
RSUs and the CFO will be granted 60% of the annual fixed pay in the
form of RSUs. The implementation of the initial grants of RSUs
under the LTI for 2024 is expected to take place in June 2024 and
will be based on the volume weighted average share price (the
“VWAP”) of the Company’s shares traded on Nasdaq
Copenhagen in the first twenty (20) trading days from the first day
of listing.
RSUs under the LTI will be granted free of
charge. Grants of RSUs do not depend on the achievement of specific
goals. It is a requirement for participation in the LTI, and for
any grant thereunder, that the participant in question is employed
with the Company or the group on the date of the grant and that
such employment is not under notice of termination.
RSUs granted under the LTI will have a vesting
period of three (3) years calculated from 30 April 2024. The
vesting of RSUs will be in accordance with the general terms and
conditions of the LTI as determined by the Board of Directors,
including usual good leaver and bad leaver provisions.
The aggregate value of the RSUs to be granted
under the LTI for 2024 may amount to up to DKK 11.4 million.
Extraordinary RSU related to completion
of the demerger and listingThe grant of Extraordinary RSUs
is implemented to recognise the extraordinary effort and value
creation by employees of the Company or the group in connection
with the demerger and listing of Svitzer Group.
The Board of Directors has decided to provide
one-off grants of Extraordinary RSUs to eligible employees of the
group, which entitle the participants, subject to vesting, to be
allocated a number of shares in Svitzer Group, equivalent to the
number of RSUs, which have vested but not lapsed, subject to
payment of par value of the shares. The implementation of the
one-off grants of Extraordinary RSUs is expected to take place in
June 2024 and will be based on the VWAP of the Company’s shares
traded on Nasdaq Copenhagen in the first twenty (20) trading days
from the first day of listing.
The granted Extraordinary RSUs will have a total
vesting period of three (3) years calculated from 30 April 2024.
Vesting of the Extraordinary RSUs is subject to the participant
having complied with the general terms and conditions of the
Extraordinary RSU Grant as determined by the Board of Directors.
Vesting is not subject to the participant’s continued employment
during the vesting period.
The aggregate value of Extraordinary RSUs may
amount to up to DKK 5.72 million.
Cash completion bonus for members of the
executive managementThe members of the executive
management and other eligible employees are eligible to receive an
extraordinary completion bonus consisting of a cash bonus equal to
up to 100% of their annual fixed base salary before the demerger.
Each member of the executive management is required to use the
extraordinary completion bonus (after tax) to acquire shares in the
Company.
The aggregate value of the extraordinary
completion bonus may amount to up to DKK 9.4 million.
About Svitzer
Svitzer is a leading, global towage and marine services
provider. The core business is to assist large seaborne vessels in
manoeuvring in and out of ports and terminals to berth and unberth.
With more than 450 vessels, Svitzer’s services play a crucial role
as part of critical port infrastructure. Svitzer was founded in
1833 and serves approximately 2,000 customers in more than 140
ports and 40 terminals across 37 countries. Read more on
www.svitzer.com.
For further information, please contact:
Anders Crillesen Head of Global Communications
E: anders.crillesen@svitzer.com
- Svitzer Group - Company announcement - Incentive -
26April2024