Section 430(2B) Companies Act 2006 Statement
07 October 2022
On 24 May 2022, we announced that Paul McDonald would be stepping down from the Board and his role as Chief Executive Officer of Avon Protection plc (‘the Company’) on 30 September 2022.
For the remaining term of his 12 month notice period and in line with his service agreement, Paul remains available to carry out certain duties of his employment on request and during this time will continue to receive his salary and contractual benefits.
The treatment of his remuneration on cessation has been determined by the Remuneration Committee in line with the terms of the Directors’ Remuneration Policy (as approved by shareholders at the 2021 AGM), details of which are set out below. Full disclosure will also be included in the 2022 Annual Report and Accounts.
Annual bonus
Paul McDonald will be eligible to receive an annual bonus payment for the financial year ending 30 September 2022, subject to satisfaction of the applicable performance conditions and strategic objectives. These shall be determined by the Remuneration Committee following the release of the Company’s 2022 financial results. Further detail on this will be included in the next Directors’ Remuneration Report.
Share awards
One quarter of Paul McDonald’s 2020 annual bonus was deferred into shares. Subject to the release conditions in the Company’s deferred bonus plan, these shares will be transferred to him at the end of the deferral period, which coincides with the announcement of the Company’s 2022 annual results.
Paul McDonald will be treated as a good leaver under the Avon Rubber Long Term Incentive Plan (‘LTIP’) in accordance with the plan rules. Paul will therefore retain his full 2020 (Cycle L) award and a pro-rata interest in the awards granted to him in 2021 (Cycle M) and 2022 (Cycle N). These awards will vest on their normal vesting dates subject to the achievement against the performance conditions attaching to each award, the rules of the LTIP and the discretion of the Remuneration Committee. These awards are subject to a two year holding period. The details of the treatment agreed is set out in the below table.
|
Award Cycle |
Award/vesting dates and performance period |
Original number of shares subject to award (Cycle M and N subject to a pro rata reduction for time served) |
|
Cycle L 2020 Awards |
Awarded 17 March 2020 for the performance period 1 October 2019 to 30 September 2022. Vests March 2023 |
31,734 |
|
Cycle M 2021 Awards |
Awarded 2 February 2021 for the performance period 1 October 2020 to 30 September 2023. Vests February 2024 |
18,769 |
|
Cycle N 2022 Awards |
Awarded 1 February 2022 for the performance period 1 October 2021 to 30 September 2024. Vests February 2025. |
19,991 |
Legal fees
The Company agreed to contribute up to £1,500 (including any disbursements) plus VAT towards legal fees incurred by Paul in negotiating the terms of his departure. This payment has been made directly to his legal advisers.
Further information
The relevant remuneration details relating to Paul McDonald, including information on the vesting of any outstanding LTIP awards detailed above and the dividend equivalents payable on them, will be included in the Directors’ Remuneration Report in the 2022 Annual Report and Accounts.
In accordance with section 430(2B) of the Companies Act 2006, the information contained in this document will be made available on Avon Protection plc’s website until the next Directors’ Remuneration Report is made available.