It’s a quieter period for AGMs, but shareholders do get to have their say on latest salary decisions for the chiefs at two mid-cap stocks.
The remuneration of a FTSE 250 chief executive whose bonus was reduced on the grounds of affordability and shareholder experience will be in the AGM spotlight this month.
David Duffy, the boss of Virgin Money UK (LSE:VMUK), still got £465,000, but the payout was cut from 67.2% of the maximum opportunity to 38.6% after downward discretion was applied across the company’s bonus pool.
Upper Crust travel food firm SSP Group (LSE:SSPG) which is also due to hold its AGM this month, paid no incentives in 2020 and used downward discretion for 2021, but said this year’s awards were appropriate “in the context of an exceptional year for the business”.
When: 11am, Thursday 16 February.
Where: Travers Smith LLP, 10 Snow Hill, London EC1A 2AL.
How to participate: Proxy voting instructions must be returned by 11am, Tuesday 14 February. More AGM details can be found here.
Who’s in the chair? Former BAA boss Mike Clasper has held the role since February 2020.
How did the company do in the year to 30 September? The operator of food-on-the-go outlets in airports and other travel locations recorded revenues of £2.2 billion, up 162% on the previous year and 78% of 2019’s level. Operating profits of £91.5 million compared with a loss of £309.2 million the year before, while the overall loss per share narrowed to 1.3p from 51.3p in 2021. The balance sheet has strengthened, and the company expects a resumption of dividend payments with its current year results.
How have shares performed? Down 30% to 189.85p (274.9p on Thursday).
How much is the boss paid? The salary of Patrick Coveney, who joined the group from Greencore in March 2021, is unchanged for this year at £775,000. He received an annual bonus of £643,000 based on 94% of his maximum opportunity, leading to overall remuneration of £1.14 million. After zero incentive outcomes for 2020 and applying downward discretion for 2021, the company said the remuneration decisions for 2022 were appropriate “in the context of an exceptional year for the business”. Deputy CEO Jonathan Davies, who has also been chief financial officer since SSP’s formation within Compass in 2004, got a single remuneration figure of £1.37 million that included a £720,000 bonus.
How did last year’s AGM go? The annual remuneration report was approved, but with 22% of votes against as some shareholders were unhappy at the decision to pay a bonus for 2021 when Covid-related support had been received from the UK Government. The remuneration committee continues to believe that it acted fairly and appropriately, and that the decisions taken in respect of 2021 were in the best interests of shareholders.
What’s the view of voting agencies? Glass Lewis recommends shareholders vote in favour of the annual remuneration report.
How’s the company doing on diversity? There was a 50% gender split on the eight-strong board at the end of September, with 36% of senior managers being female. The company meets the Parker Review target regarding ethnic diversity.
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When: 9am, Tuesday 21 February.
Where: Addleshaw Goddard, Milton Gate, 60 Chiswell Street, London, EC1Y 4AG.
How to participate: Proxy voting instructions need to be returned no later than 9am on Friday 17 February. Questions can be submitted in advance of the AGM by e-mailing AGM@virginmoneyukplc.com no later than 9am, Tuesday 7 February. More AGM details can be found here.
Who’s in the chair? David Bennett, the former Alliance & Leicester boss who joined the board in 2015 and became chairman in May 2020.
How did the company do in the year to 30 September? Total customer lending of £72.6 billion was 1% higher and the net interest margin improved to 1.85% from 1.62% the year before, supported by rising base rates and a strong deposit performance. Statutory profit rose 43% to £595 million, and the bank achieved a slightly higher return on tangible equity of 10.3%. Statutory earnings per share lifted to 32.4p from 27.3p, with shareholder returns of £267 million set to include next month’s planned payment of 7.5p a share.
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How have shares performed? Down 37% to 124.3p (187.9p on Thursday).
How much is the boss paid? David Duffy has received a 5% pay rise for this year, taking his basic salary to £1.07 million. Total remuneration of £2.29 million for 2021/22 included an annual bonus of cash and shares worth £464,974. This was based on 38.6% of the maximum opportunity after downward discretion was applied across the company’s bonus pool in order to reflect cost ambitions for the year as well as shareholder experience. The vesting of shares awarded in 2019 generated £584,000 but will be released in five instalments up to 2026.
What’s in the new remuneration policy? The three-year policy is due for renewal at this year’s AGM, but the company is planning only minor changes as it believes the current framework has operated effectively and retains strong support.
What’s the view of voting agencies? Glass Lewis recommends shareholders vote in favour of both the annual remuneration report and the new remuneration policy.
How did last year’s AGM go? The remuneration report received 90.86% of votes in favour.
How’s the company doing on diversity? At the end of the financial year, the board comprised one director from an ethnic minority background and female representation was 28.6% based on two female directors. This level has since improved to 37.5%.
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