V. Historical annual incentive achievement 2021 2020 2019 2018 Target 100% Executive C ommittee excluding CEO CEO 153% 152% 135% 135% 121% 120% 112% 112% 3.6 Performance Share Plan Executives and selected management members are eligible to participate in the Performance Share Plan (PSP), which is designed to reward executives and key talent who significantly influence the long-term success of the business and our purpose ambitions. PSP participants are granted Performance Shares annually. The total number of Performance Shares granted, and the plan parameters generally, are approved each year by the Compensation Committee. Givaudan applies a policy to cap the maximum value of PSP allocations. For Executive Committee members the annual total grant value per member is approximately two times annual base salary. Performance Shares vest three years from grant date based on the achievement of performance criteria measured over the performance period. The operation of the PSP is summarised in the following diagram. VI. Operation of the 2020 PSP Performance criteria 2021 2022 2023 2024 March Grant date Receive performance shares March Vesting date Receive 0–2 Givaudan shares per performance share, based on the achievement of performance criteria Performance target setting For grants before 2021, performance is measured on the vesting date, based on the extent financial performance criteria have been met over the previous four years. Measuring performance over an extended four-year period is consistent with the long-term outlook of the business. From 1 January 2021, a new PSP aligned with the Givaudan purpose was introduced. This purpose – Creating for happier, healthier lives with love for nature. Let's imagine together – includes four focus areas: Creations, Nature, People and Communities. The financial metrics of sales and free cash flow previously used to calculate the PSP are retained and updated, and are complemented by non-financial criteria linked to three of the four focus areas of the Givaudan purpose (details on page 30). Within the focus areas, calculation criteria in the new PSP are: – Creations – sales and free cash flow – Nature – net greenhouse gas (GHG) emissions reduction in scope 1, 2 and 3 – People – senior leader diversity (women and high growth market representation) and employee safety. Reflecting business and individual performance Governance Report Compensation Report Consolidated Financial Report Statutory Financial Report Appendix 28 Givaudan — 2021 Governance, Compensation and Financial Report
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