Reebok 2013 Annual Report Download - page 59

adidas Group
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2013 Annual Report
To Our Shareholders
55
2013
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01.9
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Compensation Report
In calculating the amount of the LTIP Bonus to be paid at the end of
the three-year period, the degree of target achievement determined
for each individual performance criterion is weighted according to the
percentage value of the respective performance criterion. The sum
of the weighted degrees of target achievement of the performance
criteria is multiplied by the individual LTIP target amount for each
Executive Board member.
For the ultimate evaluation of the Executive Board’s performance,
qualitative criteria determined by the Supervisory Board when they
established the LTIP 2012/2014 are taken into account, such as
developing an HR reporting system in alignment with GRI (Global
Reporting Initiative) guidelines. The LTIP Bonus is capped at a
maximum of 150% of the individual LTIP target amount. If the overall
degree of target achievement lies below 50%, the Executive Board
member is not entitled to the LTIP Bonus. If an Executive Board
member takes or leaves office during the calculation period for the LTIP
2012/2014, the amount of LTIP Bonus due will be calculated on a pro
rata basis. There is no claim to payout if an Executive Board member
resigns from office or voluntarily terminates his employment during
the LTIP 2012/2014 calculation period, nor in the event of termination
for cause. The LTIP Bonuses resolved upon by the Supervisory
Board will be paid upon approval of the 2014 consolidated financial
statements in the spring of 2015. In case of 100% target achievement
for the three-year period from 2012 to 2014, an LTIP Bonus will be
paid out totalling € 12.639 million (Herbert Hainer: € 4.620 million;
Roland Auschel: € 0.687 million
2)
; Glenn Bennett: € 2.604 million;
Eric Liedtke € 0.438 million
3)
; Robin J. Stalker: € 2.310 million; Erich
Stamminger: € 1.980 million
4)
).
In determining the payout amounts for the Performance Bonus and the
LTIP Bonus, the Supervisory Board may at its discretion, depending on
the performance of the Executive Board and on the company’s business
situation, disregard any eventual (positive or negative) special factors
which impacted the calculation of target achievement, having first
thoroughly evaluated the material circumstances.
A compensation component resulting from a management share option
plan does not exist and is not planned. The development of the adidas AG
share, however, constitutes one of the four performance criteria for the
LTIP 2012/2014.
The total compensation paid to our Executive Board in the 2013 financial
year amounted to € 5.558 million (2012: € 6.141 million)
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TABLES 01
AND 02.
Other benefits and additional commitments
The Executive Board members are granted other minor benefits which
are individually taxed as required. These benefits primarily consist of
paying for, or providing the monetary value of, non-cash benefits and
other benefits such as contributions to insurance schemes and the
provision of a company car. The Executive Board members do not receive
any additional compensation for mandates within the adidas Group.
The Executive Board members did not receive any loans or advance
payments from adidas AG.
Pension commitments
All members of the Executive Board have individual contractual pension
commitments which are calculated based on the length of appointment
to the Executive Board as a percentage of contractually agreed
pensionable income.
The amount of pensionable income for the members of the Executive
Board currently equals the individual fixed annual salary indicated in
the table. Starting from a base amount totalling 10% of the respective
pensionable income, a module of two percentage points of the
pensionable income is formed for each full year of tenure as an Executive
Board member
5)
.
The Supervisory Board has, as its targeted level of provision regarding
pension commitments for members of the Executive Board, determined
a pension claim amounting to a maximum of 40% of an Executive
Board member’s pensionable income. Following the Executive Board
member’s departure from the company, benefit payments are made on
a monthly basis:
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a retirement pension upon reaching the age of 65, or
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a disability pension in the event of occupational or general disability
for medical reasons, for no longer than up to the point a retirement
pension is paid, amounting to the pension entitlement reached at the
point the respective pension became payable;
/
survivor benefits upon the death of an Executive Board member,
providing the widow/er with 50% of the pension entitlements up to
this point and, if applicable, 15% of the pension entitlements up to
this point for each dependent half-orphan or 30% for each dependent
orphan. Taken together, survivor benefits may not exceed the
deceased Executive Board member’s total pension entitlement. If
survivor entitlements exceed the pension entitlement, benefits for
dependent children are reduced proportionately.
In the event that an Executive Board member leaves the company prior
to reaching retirement age, the non-forfeiture of the pension entitlement
will be in line with legal provisions. The pension entitlement is not, as
legally envisaged, reduced pro rata temporis, i.e. it amounts to at least
the base amount of the pension commitment made to the Executive
Board member, plus the pension modules accumulated annually during
the term of office.
2) Calculated pro rata temporis for the period beginning when Roland Auschel’s appointment
came into effect, on October 1, 2013.
3) Calculated pro rata temporis for the period beginning when Eric Liedtke’s appointment came
into effect, on March 6, 2014.
4) Due to Erich Stamminger’s resignation effective March 5, 2014, i.e. during the LTIP 2012/2014
calculating period which continues until December 31, 2014, the Supervisory Board at
its meeting on February 12, 2014 redetermined the target amount originally set for Erich
Stamminger when the LTIP 2012/2014 was established, changing it to € 1.980 million, and
thus factoring in the premature termination pro rata temporis.
5) Initial appointment of Herbert Hainer and Erich Stamminger: March 6, 1997. For Glenn
Bennett, instead of his first appointment date (March 6, 1997), January 1, 2000 is used for the
calculation of his pension entitlements with a base amount of 20% of pensionable income.
Initial appointment of Robin J. Stalker: January 30, 2001. Initial appointment of Roland
Auschel: October 1, 2013.