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60
Remuneration (continued)
O
Ahold at a glance I Business review I Governance I Financials I Investors
At- target grant and maximum vesting (conditional and performance shares)
The at- target grant and maximum vesting (conditional and performance shares) per Management Board
member can be summarized as follows:
At - target grant performance shares Total Maximum Maximum
At- target grant at-target grant vesting vesting Total
conditional conditional and conditional performance maximum
shares RoC TSR performance shares shares vesting
0"5
O
ro
O
UJ
O
67.5% 67.5%
185%
75% 219.37%
294.37%
0"5
O
ro
50.0% 50.0%
150%
75% 162.50%
237.50%
CCGC 50%
50.0% 50.0%
150%
75% 162.50%
237.50%
COO 50%
67.5% 67.5%
185%
75% 219.37%
294.37%
All percentages constitute a percentage of base salary.
2014 GRO share grant calculation
CEO example1
At - target
share grant
of base salary)
Multiplier
(conditional
shares only)
Grant value Number of shares
(base salary x granted (aware
at - target grant x value divided by
multiplier) six-month average)
Grant conditional shares
50.0%
89%
€439,299
32,860
Grant performance shares (RoC)
67.5%
NA
€666,352
49,844
Grant performance shares (TSR)
67.5%
NA
€666,352
49,844
Totals
185.0%
€1,772,002
132,548
1 Base salary €987,188
Six-month average share price precedinc
Annual incentive multiplier for the preced
g the date of grant of €13.37
ing year of 0.89
CFO example2
At - target
share grant
of base salary)
Multiplier
(conditional
shares only)
Grant value Number of shares
(base salary x granted (award
at - target grant x value divided by
multiplier) six-month average)
Grant conditional shares
50%
89%
€292,866
21,907
Grant performance shares (RoC)
50%
NA
€329,063
24,614
Grant performance shares (TSR)
50%
NA
€329,063
24,614
Totals
150%
€950,991
71,135
2 Base salary €658,125
Six-month average share price precedinc
Annual incentive multiplier for the preced
g the date of grant of €13.37
ing year of 0.89
Ahold
Annual Report 2014
History of grant vesting
Analysis shows that the GRO program rewards "pay
for performance," as the value of the grants increased
in the case of an above-target performance and
decreased in the case of a below-par performance.
Before 2013, the EIP multiplier was applied over
the total GRO grant. A low EIP multiplier resulted
in a lower GRO grant, a higher multiplier resulted
in a higher GRO grant. The EIP multiplier had an
amplifying effect on the total GRO grant.
Under the new program, introduced in 2013, the EIP
multiplier is only applied over the conditional shares;
the performance shares are granted at target. As a
result, the amplifying effect of the EIP multiplier has
been reduced.
Share holding requirements and ownership guidelines
Management Board members must retain the shares
awarded under the GRO program for a period of
at least five years from the grant date. A portion
of the shares is allowed to be sold to finance tax
payable at the date of vesting. All members of the
Management Board are required to hold shares in
the Company with a value equal to 150% of their
base salary before they are allowed to sell shares
(other than for paying for taxes due). The holding
may be built up by retaining all after-tax shares
from the GRO program and does not require
additional purchases. The year-end shareholdings
of the Management Board are summarized in the
paragraph Shares and other interests in Ahold in
Note 31.
Claw-back
A claw-back clause is applicable to the
Management Board members' annual cash incentive
plan and GRO program.
