AGM alert: Berkeley, Ashtead, Currys, Halfords

A 31% salary hike as part of significant changes to Berkeley Group Holdings (The) (LSE:BKG) executive remuneration is set to make the housebuilder’s AGM one to watch at the start of September.

The planned increase for long-serving boss Rob Perrins takes his base salary to £785,000.

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The move represents the FTSE 100 company’s return to a market-aligned remuneration package, consisting of an annual bonus and grants under a long-term performance share plan. 

The cap on his remuneration has been increased to £8.3 million, which compares with £8 million under the previous policy where base pay was kept relatively low and long-term incentive awards were made with extended vesting periods.

Perrins, who has been chief executive since 2009, is due to step up to the role of executive chair following the conclusion of the AGM.

Currys (LSE:CURY) is also proposing remuneration changes that include a one-off increase in the 2025-26 long-term incentive plan award from 250% to 300% of salary.

Much improved trading meant chief executive Alex Baldock got total remuneration of £3.8 million in 2024-25, the most he has received since taking on the role in 2017-18.

Other AGMs planned in early September include the final UK meeting of Sunbelt plant hire business Ashtead Group (LSE:AHT) before its switch to a primary US listing.

Berkeley

When: 11am, Friday 5 September.

Where: Herbert Smith Freehills Kramer, Exchange House, Primrose Street, London EC2A 2EG.

How to participate: Proxy voting instructions should be returned no later than 11am, Wednesday 3 September. More AGM details can be found here.

Who’s in the chair? Former Schroders chief executive Mike Dobson, who was appointed in June 2022, is due to stand down after the meeting. He will be replaced by chief executive Rob Perrins, who is to become executive chair. Berkeley said in June: “Appointing Rob as executive chair will provide assurance to key stakeholders, including our people and the leaders in National and Local Government, of the continuity in leadership needed at this time. It resolves succession in a way that retains the Berkeley culture and values, the importance of which is recognised by shareholders and other stakeholders alike.”

How did the company do in the year to 30 April? Revenues of £2.49 billion rose 0.9% on a year earlier after 4,047 new homes were sold across London and the South-East at an average selling price of £593,000. The group described its performance as strong in a volatile operating environment, with pre-tax profits down 5.1% to £528.9 million and earnings per share 0.6% lower at 371.8p. As part of its Berkeley 2035 strategy announced in December, the group is in a position to allocate £5 billion of capital to new investment over the 10-year period including the delivery of 4,000 homes for rent through its own Build to Rent platform. Shareholder returns during the financial year totalled £381.5 million.

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How have shares performed? Down 28% over one year to 3,832p (on Thursday).

How much is the boss paid? Rob Perrins, who has been chief executive since 2009, received total remuneration of £8 million. This was the maximum allowed under the 2022 remuneration policy and in line with the annual sums received since 2017-18. The result was driven by £7.4 million from the 100% vesting of options under the ninth tranche of the 2011 long-term incentive plan. Performance was measured against cumulative return to shareholders since 2011 and the 12 months to 30 September, as well as on the financial targets of cumulative return on equity and cumulative profit before tax. Vesting was achieved in full. The executive directors and pay committee agreed to waive annual awards under the Restricted Share Plan.

What are the current pay arrangements? The policy is based around low fixed pay, annual awards under a Restricted Share Plan and a one-off grant under the Long-Term Option Plan. Berkeley has not operated an annual bonus plan for executive directors since 2018-19 and is the only one of two FTSE 100 companies to include an annual remuneration cap. The caps of £8 million for the chief executive and £3.25 million for the chief financial officer have not been increased since they were first adopted in 2017. The policy was designed to reinforce long-term decision-making through two equity-based awards both with long vesting periods. The 2022 binding vote on the policy was approved with 39.87% of votes cast against.

What’s changing? The remuneration committee is moving to a market-aligned remuneration package, consisting of an annual bonus and grants under a long-term Performance Share Plan (PSP). The chief executive’s base salary is increasing by 31.5% to £785,000 while the remuneration cap has increased to £8.33 million. The annual bonus opportunity is 200% of salary, with 25% of any award subject to three year deferral. The maximum award under the performance share plan is 400%, with a three-year performance period and two year post-vesting holding period.

How will board changes impact remuneration? Berkeley announced in June that Perrins is to take on the role of executive chair from September, with chief financial officer Richard Stearn becoming chief executive. Perrins will continue on the proposed salary of £785,000 and be granted a PSP award of 400% of salary but will not be eligible to participate in the annual bonus for any part of 2026 or in future years. Stearn’s salary will be increased to £625,000 and he will continue to participate in the annual bonus and PSP with award opportunities of 200% and 250% of salary respectively. The proposed remuneration cap for Perrins stays at £8.33 million, with Stearn’s increased to £5 million as a result of his higher salary and new role.

What’s the company say about the salary increase? The committee considered phasing the increase over the three-year policy period but rejected this approach given the complexity this would introduce around also phasing (down) the bonus and PSP award opportunities. It said the new salary was closer to a market-median position of the sector peer group and FTSE 100 companies of comparable size. It adds: “The committee acknowledges that the proposed salary increases are significant, but these follow only modest salary increases over the last five years, with the chief executive and chief financial officer salaries increasing by, on average, 1.8% per annum.”

How did last year’s AGM go? The annual remuneration report was backed by shareholders with 92.5% support.

How’s the company doing on diversity? Female representation on the board stood at 44.44%, including in one senior position. The group met the target set by the Parker Review, with one non-executive director identifying as being from an ethnically diverse background.

Ashtead

When: 10am, Tuesday 2 September.

Where: Wax Chandlers Hall, 6 Gresham Street, London, EC2V 7AD.

How to participate: Proxy voting instructions should be returned no later than 10am, Monday 29 August. More AGM details can be found here.

Who’s in the chair? Paul Walker, who joined the board in 2018, is the former chief executive of Sage.

How did the company do in the year to 30 April? The Sunbelt Rentals owner delivered record full-year rental revenue of $9.98 billion (£7.4 billion) and adjusted earnings of $5.02 billion (£3.7 billion), up 4% and 3% respectively. Higher depreciation and interest costs meant pre-tax profits fell 5% to $2 billion (£1.5 billion) and adjusted earnings per share by 4% to 369.5 US cents. A final dividend of 72 US cents a share is due to be paid on 10 September, lifting the total for the year by 3% to 108 cents a share.  The board rebalanced the split between the interim and final dividend to align with normal market practice.

What’s happening with the primary US listing? A proposal to establish Sunbelt Rentals Holdings, Inc as the holding company of Ashtead Group was approved by shareholders at a meeting on 10 June. The company expects the listing on the New York Stock Exchange to be completed in the first quarter of the 2026 calendar year, with a secondary listing in the UK.

Why the move? The majority of business activity, the leadership team and most employees are in North America. Ashtead said: “The board believes that attracting and retaining talent will best be served by a US listing as well as enhancing the company’s profile in North America.”

How have shares performed? Up 1.4% over one year to 5,302p (on Thursday). The price during the financial year varied between 6,400p and 3,659p.

How much is the boss paid? Brendan Horgan got remuneration of $4.98 million (£3.7 million) for 2024-25, down from $7 million the previous year when the total included $3 million from the 100% vesting of tailored incentives linked to the delivery of the Sunbelt 3.0 strategy. This year’s figure featured an annual bonus of cash and deferred shares worth $1.5 million (£1.1 million), which was based on 78.3% of the maximum opportunity. The 40.6% vesting of long-term incentives contributed $2.19 million (£1.6 million) to the overall figure. Horgan’s base salary increased in May by 3.5% to $1.21 million (£900,000). 

How did last year’s AGM go? A new remuneration policy was approved but with 36.80% of votes cast against the resolution. The three-year policy, which brought pay practices closer to market norms in the US, included the use of Restricted Stock Unit (RSU) awards for 400 US-based executive directors. The company included an underpin to mitigate the risk of rewarding failure. The maximum RSU opportunity for Horgan is 150% of salary, which together with 700% of salary for the performance-linked PSU long-term incentive scheme has taken his total remuneration opportunity under the new policy to about $14 million (£10.4 million). The annual remuneration report got 98.02% support.

How’s the company doing on diversity? Female directors accounted for 50% of board roles at the end of the financial year but not in any of the four senior positions. One director is from a minority ethnic background.

Currys

When: 11am, Thursday 4 September.

Where: BFI Southbank, Belvedere Road, South Bank, London SE1 8XT.

How to participate: Proxy voting instructions should be returned no later than 11am, Tuesday 2 September. More AGM details can be found here.

Who’s in the chair? Ian Dyson, who is the former chair of ASOS and chief executive of Punch Taverns, joined the board in September 2022.

How did the company do in the year to 3 May? Revenues of £8.7 billion were 3% higher, driven by 4% like-for-like sales growth in the UK and Ireland. The Nordics division, which has experienced tough trading conditions and currency headwinds, posted a flat performance.  Adjusted profit before tax of £162 million rose 37%, while the group highlighted its strongest balance sheet in over a decade after year-end net cash rose £88 million to £184 million. Dividends are to resume with the payment of 1.5p a share on 26 September.

How have shares performed? Up 38% over one year to 111.4p (on Thursday).

How much is the boss paid? Alex Baldock got a total of £3.8 million for 2024/25, up from £2.4 million the year before and the highest sum since he took on the role of chief executive in 2017-18. The figure included an annual bonus of cash and deferred shares worth £1.3 million, which was based on 90.05% of the maximum opportunity. The 44.3% vesting of long-term incentives granted in 2022 contributed £1.35 million to the overall figure. His base salary for the new financial year has increased by 3% to £1 million.

How was variable pay determined? Targets for adjusted earnings and free cash flow were exceeded, resulting in 70% of the bonus result. The rest of the award was based on net promoter score, employee engagement and environmental targets. The threshold required for the vesting of the free cash flow element of the long-term incentive scheme was not met but the vesting result for total shareholder return against the FTSE 250 comparator group was 88.06%.

What’s in the new remuneration policy? The annual bonus opportunity is set to increase  from 150% to 175% of base salary. There will also be a reduction in deferral requirements from one-third of annual bonus to 25% where shareholding guidelines are met. The remuneration committee is also proposing a one-off increase in the 2025-26 long-term incentive plan award from 250% to 300% of salary. Vesting will be subject to stretching targets in order to ensure that this additional reward is tied to the delivery of the company’s growth plans.

Why the changes? The remuneration committee said the new policy recognises the criticality of the next three years for Currys as it looks to build on the momentum of 2024-25. It decided against a larger increase in the bonus opportunity after considering feedback from some shareholders. The previous version of the policy was approved at the 2022 AGM with 34.05% of votes against.

How did last year’s AGM go? The annual remuneration report was approved with 88.07% support.

How’s the company doing on diversity? The company is not currently compliant with the FTSE Women Leaders Review target for at least 40% of board roles to be held by women. The percentage is 33%, including one senior position. One director is from a minority ethnic background.

Halfords

When: 3pm, Wednesday 3 September.

Where: Halfords Support Centre, Icknield Street Drive, Washford West, Redditch, B98 0DE.

How to participate: Proxy voting instructions should be returned no later than 3pm, Monday 1 September. More AGM details can be found here.

Who’s in the chair? Keith Williams, the former British Airways chief executive and Royal Mail chair, was appointed in July 2018. He is chair designate of Serco.

How did the company do in the year to 28 March? Revenues rose 2.5% on a like-for-like basis to £1.7 billion, with Autocentres up 3.7% and the larger Retail division ahead by 2.1%.  Underlying profit lifted 6.4% to £38.4 million and earnings per share by 8.7% to 13.8p. A final dividend of 5.8p a share is due to be paid on Friday 12 September, increasing the total for the year by 10% to 8.8p a share.

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How have shares performed? Down 2.9% over one year to 135.8p (on Thursday).

How much is the new boss paid? Henry Birch has been recruited on a base salary of £650,000, which compares with Graham Stapleton’s £635,002 prior to his departure in April. Birch, who was previously chief executive of Very Group, will be eligible for a maximum annual bonus worth 150% of base salary and a long-term incentive award equivalent to 200%.

What about his predecessor? Stapleton, who held the chief executive’s role for more than seven years, got a total of £1.5 million in relation to 2024-25. This compared with £650,440 the previous year and included an annual bonus of £736,118 based on 78.4% of the maximum opportunity. The 12.71% vesting of long-term incentives contributed £117,106.

How was variable pay determined? The annual bonus target for underlying profit was exceeded while free cash flow of £43 million was above the maximum. Cost as a percentage of sales performance was below threshold. The threshold for vesting under the long-term incentive scheme was not achieved for underlying earnings per share and relative total shareholder return.

How did last year’s AGM go? The annual remuneration was approved with 99.16% of votes in favour.

How’s the company doing on diversity? Half of board roles are held by women, including two senior positions. One director is from a minority ethnic background.