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30 Finsbury Food Group Annual Report & Accounts 2017


Notes to the Table


Base Salaries The base salaries for the Executive Directors are set with effect from 1 October each year. The salaries in the financial years ended 2 July 2016 and 1 July 2017 were as follows:


Executive Director J G Duffy


S A Boyd


From 1 October 2015 £344,072


£250,000


From 1 October 2016 £350,265


£254,500


Taxable Benefits The taxable benefits for the Executive Directors in the year included a car allowance and private medical insurance.


Annual Bonus The annual bonus is the total value of the bonus earned in respect of the financial year (including the amount delivered in shares). For the financial year ended 1 July 2017 Executive Directors were able to earn a bonus of up to 100% of annual base salary subject to the achievement of stretching EBITDA performance targets.


The following table sets out the bonus pay-out to the Executive Directors for 2016-17 and how this reflects EBITDA performance for the year. Performance measure


Actual performance


Earnings before interest, tax, depreciation and amortisation (EBITDA)


EBITDA £24,920,000


Resulting level of award for each Executive as a percentage of salary


87%


Long-term Incentives Awards granted on 26 June 2015 were based on performance over the three financial years to 1 July 2017 and vested as to the amounts set out below. These awards are subject to a two year holding period.


Performance conditions


50% of the award subject to adjusted diluted Earnings Per Share in the final year of the performance period


50% of the award based upon Relative Total Shareholder Return against the FTSE Small Cap (excluding investment trusts) (“TSR”) over the performance period.


Total % of award vesting


J G Duffy S A Boyd


Number of shares granted 1,137,898


721,217


Below the threshold vesting target of 7.29p, none of this component vests. If adjusted diluted EPS is 7.29p 25% vests, at 10.23p 100% vests. Vesting is determined on a straight-line basis between these figures.


At below median relative TSR ranking, none of this component of the award will vest. 25% of this component will vest at median ranking. 100% vesting at upper quartile or above ranking. Vesting determined on a straight-line basis between these points.


Actual performance % of this element vesting % of award


Percentage increase 1.8%


1.8%


10.03p


94.90%


47.45%


Above upper quartile


100.00%


50.00%


97.45%


Number of shares vesting Value of LTIP shares vesting* 1,108,881


702,825


*The LTIP has been valued based on the three month average share price to the financial year end of 111.6 pence per share. Details of the LTIP awards granted on 27 September 2016 are given in the table below: Number of shares


J G Duffy S A Boyd


515,464 374,532


Basis of award** 200% of salary


200% of salary Performance period


3 financial years from 3 July 2016 3 financial years from 3 July 2016


£1,237,741 £784,499


Performance conditions


50% subject to EPS growth and 50% subject to relative TSR (further details overleaf).


**The basis of award was calculated using the average price of the shares over the three business days following the announcement on 19 September 2016 of the Company’s preliminary results for the year ended 2 July 2016.


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