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31 Finsbury Food Group Annual Report & Accounts 2017


Directors’ Remuneration Policy Report (unaudited)


Awards will be subject to a further two year holding period following the end of the performance period.


Vesting of 50% of the award will be based upon the amount of the adjusted diluted Earnings Per Share (EPS) delivered in the final Financial Year of the performance period. Below the threshold vesting target of 10.23p, none of this component of the award will vest. 25% of this component will vest if adjusted diluted EPS is 10.23p, with 100% vesting at 11.80p, and vesting determined on a straight-line basis between these figures.


Vesting of 50% of the award will be based upon Relative TSR against the FTSE Small Cap (excluding investment trusts) over the performance period. At below median relative TSR ranking, none of this component of the award will vest. 25% of this component will vest at median ranking, with 100% vesting at upper quartile or above ranking, and vesting determined on a straight-line basis between these points.


The awards are also subject to a general performance underpin assessing factors, including ROCE and other financial indicators of performance over the performance period, at the discretion of the Remuneration Committee.


Chairman and Non-Executive Director Fees Details of Chairman and Non-Executive Directors’ fees for 2016-17 are as set out below.


Chairman fee £75,000


Non-Executive Director fee


£50,000


Remuneration Committee £5,000


Chairman of the


Remuneration Committee £2,500


Payments Made to Former Directors during the Year No payments were made in the year to any former Director of the Company.


Payments for Loss of Office Made During the Year No payments for loss of office were made in the year to any Director of the Company.


Statement of Directors’ Shareholding and Share Interests The interests of the Directors and their immediate families in the Company’s ordinary shares as at 1 July 2017 and 2 July 2016 were as follows.


1 July 2017 Number


Executive Directors J G Duffy S A Boyd


Non-Executive Directors P Baker


R P E Duignan M J Millard Z Morgan


2,269,238 1,011,455


86,000 -


9,366 70,028


2 July 2016 Number


2,197,599 961,034


86,000 - - -


The interests of the Directors and their immediate families in the Company’s ordinary shares did not change between 1 July 2017 and the date these accounts were signed on 15 September 2017.


The interests of each Executive Director of the Company as at 1 July 2017 and 2 July 2016 in the Company’s share schemes were as follows: Executive Director


J G Duffy J G Duffy J G Duffy S A Boyd S A Boyd S A Boyd


at 2 June 2016 1,137,898


695,095 -


721,217 505,051 -


3,059,261


Number of options


Granted -


-


515,464 - -


374,532 889,996


Member of the


Chairman of the Audit Committee


£5,000


Member of the Audit Committee


£2,500


Number of options at 1 July 2017


1,137,898 695,095 515,464 721,217 505,051 374,532


3,949,257


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