Notes to the
consolidated
financial statements
continued
3! Related party transactions
Overview
Business review
Governance
Financials
Investors
Ahold Delhaize Annual Report 2016
Compensation of key management personnel
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the
Company as a whole. The Company considers all members of the Executive Committee (ExCo) and the Supervisory Board to be key management
personnel as defined in IAS 24 “Related parties.” At the end of 2016, the ExCo consisted of the Management Board and four other members.
Jeff Carr
In 2016, the Company provided Jeff Carr with an annual base salary, participation in the annual cash incentive plan and participation in the
Company’s equity-based long-term incentive plan (GRO - see Note 32). The annual base salary of €666 thousand was increased by 1.75% to €678
thousand effective March 28, 2016. The at-target payout under the annual cash incentive plan is 100% of base salary and is capped at 150% in the
event of extraordinary performance. Furthermore, Jeff Carr receives a housing allowance of €7,000 net per month. Unless Jeff Carr’s employment
agreement is otherwise terminated, he will be eligible for reappointment at the annual General Meeting of Shareholders in April 2020. If the
Company terminates his employment agreement for reasons other than cause or because he is not reappointed by shareholders, Jeff Carr is
entitled to a severance payment equal to one year’s base salary. His employment agreement may be terminated by the Company with a notice
period of 12 months and by Jeff Carr with a notice period of six months. Jeff Carr participates in the Company’s Dutch pension plan.
(Service) Agreements with individual Management Board members
Dick Boer
In 2016, the Company provided Dick Boer with an annual base salary, participation in the annual cash incentive plan and participation in the
Company’s equity-based long-term incentive plan (GRO - see Note 32). The annual base salary of €1,000 thousand was increased by 1.75% to €1,017
thousand effective March 28, 2016. The at-target payout under the annual cash incentive plan is 100% of base salary and is capped at 150% in the
event of extraordinary performance. Unless Dick Boer’s employment agreement is otherwise terminated, he will be eligible for reappointment at
the annual General Meeting of Shareholders in April 2019. If the Company terminates his employment agreement for reasons other than cause
or because he is not reappointed by shareholders, Dick Boer is entitled to a severance payment equal to one year’s base salary. His employment
agreement may be terminated by the Company with a notice period of 12 months and by Dick Boer with a notice period of six months. Dick Boer
participates in the company’s Dutch pension plan.
Frans Muller
In 2016, the Company provided Frans Muller with an annual base salary of €1,007 thousand, participation in the annual cash incentive plan and
participation in the Company’s equity-based long-term incentive plan (GRO - see Note 32). The at-target payout under the annual cash incentive
plan is 100% of base salary and is capped at 150% in the event of extraordinary performance. Furthermore, Frans Muller receives a temporary
housing allowance of €7,500 net per month as well as school fees. Effective October 5, 2016, Frans Muller has received a temporary expat
allowance related to his interim role at Delhaize America. Unless Frans Muller’s service agreement is otherwise terminated, he will be eligible for
reappointment at the annual General Meeting of Shareholders in April 2020. If the Company terminates his service agreement for reasons other
than cause or because he is not reappointed by shareholders, Frans Muller is entitled to a severance payment equal to one year’s base salary.
His service agreement may be terminated by the Company with a notice period of 12 months and by Frans Muller with a notice period of six months.
Frans Muller participates in the Company’s Belgian pension plan and will transition into the Company’s Dutch pension plan.
The total compensation of key management personnel in 2016 amounts to €24,969 thousand (2015: €26,157 thousand). This includes an estimate
of additional wage tax relating to Board members leaving the Company due in accordance with Dutch tax laws in the amount of €0.1 million
(2015: €5.1 million).
