The Group’s remuneration policy aims to promote a strong and sustainable performance culture, to incentivise high growth and to align the interests of Executive Directors and other senior managers with those of shareholders. In promoting these objectives, the Directors' Remuneration Policy has been structured so as to adhere to the principles of good corporate governance and appropriate risk management.
In determining remuneration levels, the Committee has taken account of market conditions, the performance of the Group and its responsibility to shareholders.
No annual bonus awards were made to the Chief Executive Officer (“CEO”) or Chief Financial Officer (“CFO”) in respect of the 52 weeks ended 29 June 2024.
In respect of operating the Remuneration Policy in FY25:
Current Executive Director salary levels are as follows:
Role
Director
From 1 April 2024
From 1 April 2023
% Increase
CEO
Rob Pitcher
£369,210
£369,210
0%
CFO
Danielle Davies
£237,885
£237,885
0%
a salary deferral is in place for the Board, running from April 2024 to September 2024, with Rob Pitcher having 50% of his salary deferred, Danielle Davies having 25% of her salary deferred, and the Non-Executive Directors having 100% of their salaries deferred during this time;
no changes are planned for pension provisions. Any new executive Board appointments would receive a workforce-aligned pension provision;
annual bonus provision for FY25 will be capped at 100% of salary for Executive Directors with a majority based on sliding scale profit-related targets and a minority based on strategic targets. While the targets are currently commercially sensitive, details of the targets and performance against them will be disclosed in next year’s DRR. The targets, which were based on achievement of budgeted EBITDA, were not met in relation to FY24;
the Committee intends to grant Restricted Share Awards (“RSAs”) in line with the Remuneration Policy with vesting three years from the grant date, subject to continued employment, satisfactory individual performance and a positive assessment against a performance underpin to be assessed by the Committee at the point of vesting. A two-year post vest holding period will operate.
shareholding guidelines will continue to operate at 200% of salary; and
no changes were made to the fees for the Chairman and Non-Executive Directors for FY25.
Shareholder feedback
The Committee is committed to consulting with its major shareholders and the main shareholder representatives, both when material changes are being made to the Remuneration Policy and in respect of the implementation of the Policy.
On behalf of the Board, I would like to thank shareholders for their continued support, and I look forward to your approval of our Directors’ Remuneration Report at the forthcoming AGM.
Jemima Bird
Chair of the Remuneration Committee 21 October 2024
