3. Compensation of Givaudan executives 3.1 Compensation benchmarking The compensation of Givaudan executives, in terms of both structure and level, is regularly benchmarked against individuals in similar positions within selected listed Swiss companies (members of the Swiss Leader Index, or SLI) as well as European companies that are comparable in size and international presence. Comparable European companies included in our benchmarking may be selected from the following industries (Specific companies used for benchmarking of Executive Committee positions are disclosed in section 4.1 page 32): – Flavour and fragrance – Consumer products – Food and beverage – Speciality chemicals – Biotechnology – Ingredients. To the extent that the median size of the peer group of companies differs from Givaudan’s size (taking into account revenue and market capitalisation), regression techniques are applied to adjust raw survey results for strict comparability. 3.2 Compensation mix The total compensation of Givaudan executives consists of direct and indirect compensation components. – Direct compensation consists of base salary, annual incentive and share-based components. – Indirect compensation includes retirement coverage, health benefits, death and disability protection as well as certain benefits-in-kind according to local market practice. Chart III illustrates the direct compensation mix at target for Givaudan executives in 2021. III. Direct compensation mix policy guidelines Fixed pay (incl. benefits) Annual incentive Performance shares 1. Excluding CEO . Other Executives Key Functional Heads Divisional C omittees Executive C ommittee ¹ CEO % % % % % % % % % % % % % % % Table IV below illustrates the structure and purpose of the two incentive schemes. IV. Variable compensation overview Annual Incentive Plan Performance Share Plan Participants Managers and executives Key talent and executives Purpose To reward managers and executives for the achievement of annual organisational targets and overall individual performance To link compensation to shareholder value creation and achievement of business objectives including the Givaudan purpose ambitions Grants Annual grant Annual grant Vesting End of each year 3 years Conditions for vesting Achievement of annual EBITDA and sales growth targets Achievement of relative sales growth and free cash flow targets over 4 years and for grants from 2021 onwards, targets also include achievement of net greenhouse gas (GHG) emission reduction (scope 1, 2 and 3), senior leader diversity (women and high growth market representation) and employee safety Payout Cash Shares ¹ 1. Unless local laws prevent allocation of Givaudan shares, in which case payout is in cash. Reflecting business and individual performance Governance Report Compensation Report Consolidated Financial Report Statutory Financial Report Appendix 26 Givaudan — 2021 Governance, Compensation and Financial Report
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