Compensation system for the Board of Management
The Supervisory Board Personnel Committee reviews the compensation system for the Board of Management at regular intervals and formulates proposals for its further development where necessary. The Supervisory Board examines these recommendations carefully and passes its resolutions on that basis. Several criteria are used to assess the appropriateness of the Board of Management’s compensation. These include the tasks of the Board of Management as a whole and of its respective members, the members’ personal performance, the economic situation as well as the company’s long-term success and outlook. Furthermore, the Supervisory Board follows the development of the Board of Management’s compensation in comparison with other companies as well as with the top management team and the workforce at Dürr (vertical comparison).
The current compensation system has been in place since 2010. The compensation for the Board of Management consists of non-performance-related and performance-related (variable) components. The non-performance-related component is made up of the basic compensation (fixed compensation) payable in equal monthly installments, plus fringe benefits. The latter include the use of a company car, for example.
Performance-related compensation is based on short-term and long-term incentives; special bonuses may also be paid. The short-term incentive (STI) is calculated by multiplying the Group's earnings before tax minus € 100 million by an individually defined factor. The STI payment is subject to a cap and is only applicable if the Group's EBT exceeds the minimum threshold of € 100 million.
The compensation payable under the long-term incentive (LTI) scheme is based on the development of Dürr’s share price and the Group’s average EBIT margin over a three-year period (LTI period). The LTI scheme operates on a rolling basis. Each year a specified number of virtual Dürr shares are issued, known as performance share units. In 2018, the following performance share units were issued: 50,000 for Ralf W. Dieter, 6,000 for Carlo Crosetto and 8,000 for Dr.-Ing. Jochen Weyrauch. The amount payable at the end of the three-year LTI period is calculated by multiplying the number of performance share units by a share price multiplier and an EBIT multiplier. The LTI payment and the EBIT multiplier are subject to caps.
Total compensation expense for the Board of Management in 2019 was € 7,106 thousand (previous year: € 6,737 thousand). Former members of the Board of Management received pension benefits in the amount of € 554 thousand (previous year: € 550 thousand).
| € |
Ralf W. Dieter CEO |
Dr. Jochen Weyrauch Deputy CEO | ||||||
| 2018 | 2019 |
2019 (min) |
2019 (max) | 2018 | 2019 |
2019 (min) |
2019 (max) | |
|
Basic compensation (fixed compensation) | 800,000 | 1,000,000 | 1,000,000 | 1,000,000 | 537,500 | 550,000 | 550,000 | 550,000 |
|
Fringe benefits (payments in kind, allowances related to insurance premiums etc.) | 42,009 | 42,542 | 42,542 | 42,542 | 23,856 | 25,589 | 25,589 | 25,589 |
| Total | 842,009 | 1,042,542 | 1,042,542 | 1,042,542 | 561,356 | 575,589 | 575,589 | 575,589 |
| One-year variable compensation (STI) | 1,196,800 | 747,180 | 0 | 1,400,000 | 598,400 | 373,590 | 0 | 875,000 |
| Total of multi-year variable compensation (LTI) | 1,200,000 | 915,864 | 0 | 1,200,000 | 145,783 | 246,236 | 0 | 600,000 |
|
Variable compensation LTI 2016 – 2018 | 400,000 | - | - | - | - | - | - | - |
|
Variable compensation LTI 2017 – 2019 | 400,000 | 363,709 | 0 | 400,000 | 32,732 | 103,311 | 0 | 200,000 |
|
Variable compensation LTI 2018 – 2020 | 400,000 | 254,836 | 0 | 400,000 | 113,051 | 68,064 | 0 | 200,000 |
|
Variable compensation LTI 2019 – 2021 | - | 297,318 | 0 | 400,000 | - | 74,861 | 0 | 200,000 |
| Other variable compensation | 0 | 0 | 0 | 17,458 | 200,000 | 0 | 0 | 306,911 |
| Total | 3,238,809 | 2,705,586 | 1,042,542 | 3,660,000 | 1,505,539 | 1,195,415 | 575,589 | 2,357,500 |
| Benefit obligation contribution | 640,000 | 619,680 | 500,000 | 640,000 | 121,692 | 114,840 | 55,000 | 142,500 |
| Total compensation | 3,878,809 | 3,325,266 | 1,542,542 | 4,300,000 | 1,627,231 | 1,310,255 | 630,589 | 2,500,000 |
| € |
Carlo Crosetto CFO |
Pekka Paasivaara Member of the Board of Management From Jan 1, 2019 | ||||||
| 2018 | 2019 |
2019 (min) |
2019 (max) | 2018 | 2019 |
2019 (min) |
2019 (max) | |
|
Basic compensation (fixed compensation) | 500,000 | 500,000 | 500,000 | 500,000 | - | 525,000 | 525,000 | 525,000 |
|
Fringe benefits (payments in kind, allowances related to insurance premiums etc.) | 16,590 | 15,989 | 15,989 | 15,989 | - | 18,000 | 18,000 | 18,000 |
| Total | 516,590 | 515,989 | 515,989 | 515,989 | - | 543,000 | 543,000 | 543,000 |
| One-year variable compensation (STI) | 478,720 | 298,872 | 0 | 700,000 | - | 373,590 | 0 | 875,000 |
| Total of multi-year variable compensation (LTI) | 129,203 | 377,166 | 0 | 450,000 | - | 53,377 | 0 | 200,000 |
|
Variable compensation LTI 2016 – 2018 | - | - | - | - | - | - | - | - |
|
Variable compensation LTI 2017 – 2019 | 44,415 | 125,722 | 0 | 150,000 | - | - | - | - |
|
Variable compensation LTI 2018 – 2020 | 84,788 | 125,722 | 0 | 150,000 | - | - | - | - |
|
Variable compensation LTI 2019 – 2021 | - | 125,722 | 0 | 150,000 | - | 53,377 | 0 | 200,000 |
| Other variable compensation | 0 | 158,512 | 0 | 214,011 | - | 0 | 0 | 329,500 |
| Total | 1,124,513 | 1,350,539 | 515,989 | 1,880,000 | - | 969,967 | 543,000 | 1,947,500 |
| Benefit obligation contribution | 106,618 | 97,872 | 50,000 | 120,000 | - | 52,500 | 52,500 | 52,500 |
| Total compensation | 1,231,131 | 1,448,411 | 565,989 | 2,000,000 | - | 1,022,467 | 595,500 | 2,000,000 |