Report of the Supervisory Board I Remuneration Report continued
The table below provides an overview of the investment shares that were awarded as part of STV payments but that
are blocked awaiting 1:1 matching by the Company, provided the conditions thereto are met:
Value of investment
shares awarded at
of payout
No. of shares
the grant date in
End of lock-up
Value of shares as
Van Boxmeer
2011
50%
t.b.d.1
882,000
31-12-2016
n.a.
2010
50%
16.1252
653,125
31-12-2015
€576,791
Hooft Graafland
2011
50%
t.b.d.1
390,000
31-12-2016
n.a.
2010
50%
8,2742
335,157
31-12-2015
€295,961
1 The number of shares awarded in relation to the STV-payout over 2011 and beyond is determined by dividing the value of the investment shares at grant date by the closing share price of the
date of publication of the annual results over that same year. For 2011 this date shall be 15 February 2012.
2The number of shares awarded in relation to the STV-payout over 2010 was determined by dividing the value of the investment shares at grant date by the closing share price of 21 April 2011
the date on which the AGM approved the remuneration policy 2011
Realisation 2009-2011 long-term variable award
After 2011 the conditional performance shares awarded in 2009 are subject to vesting. Vesting of these performance
shares, the last shares that were awarded before adoption of the new remuneration policy per 2010, is determined by Total
Shareholder Return (TSR) over a three-year performance period relative to a performance peer group. The performance
peer group consists of European branded consumer goods companies with which HEINEKEN competes in capital markets
and includes the following companies:
Anheuser-Busch InBev (B)
Carlsberg (DK)
Danone (F)
Diageo (UK)
Elenkel (G)
LVMH (F)
Nestlé (CH)
L'Oréal (F)
SABMiller (UK)
Unilever (NL)
Before the adoption of the 2010 Remuneration Policy, the target annual LTV opportunity for the CEO was 100 percent
of base salary and for the CFO 75 per cent of base salary. If HEINEKEN's TSR is higher than that of the median of the
performance peer group, the performance shares vest according to the following schedule:
HEINEKEN's T5R rank in the performance peer groupof performance shares vesting
1
150%
2
125%
3
100%
4
75%
5
50%
6 - Median Position
25%
7-11
0%
For the period 1 January 2009 - 31 December 2011, FIEINEKEN ranked seventh in its performance peer group. Asa
result, the performance shares awarded in 2009 do not vest in 2012 and no vested shares are allocated to the members of
the Executive Board.
The Supervisory Board conducted a scenario analysis with respect to possible outcomes of the LTV awards made in 2011
and previous awards made.
64
Heineken N.V. Annual Report 2011