Notes to the consolidated financial statements continued
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Report of the
Report of the
Financial
Other
Contents
Overview
Executive Board
Supervisory Board
statements
information
35. Related parties
2014
2013
In thousands of EUR
J.F.M.L. van
Boxmeer
D.R. Hooft
Graafland
Total
J.F.M.L. van
Boxmeer
D.R. Hooft
Graafland
Total
Fixed salary
1,150
650
1,800
1,150
650
1,800
Short-Term Variable pay
2,769
1,118
3,887
1,127
455
1,582
Matching share entitlement
640
517
1,157
564
228
792
Long-Term Variable award
2,972
1,690
4,662
475
227
702
APB bonus and retention
750
750
3,039
1,300
4,339
Pension contributions
709
387
1,096
470
277
747
Termination benefit1
2,000
2,000
Total1
8,990
6,362
15,352
6,825
3,137
9,962
1In 2013, the Dutch Government applied an additional tax levy of 16 per cent over 2013 taxable income above EUR150,000. This tax levy related to remuneration over 2013 for the Executive Board
is EUR1.5 million. In 2014, an estimated tax penalty of EUR1.5 million by the Dutch tax authorities was recognised in relation to the termination agreement of Mr. René Hooft Graafland. Both taxes
are an expense to the employer and therefore not included in the table above.
The matching share entitlements for each year are based on the performance in that year. The CEO and CFO have chosen to invest
25 and 50 percent, respectively, of their STV for 2014 into Heineken N.V. shares (investment shares); in 2013 both the CEO and CFO
invested 50 per cent. The corresponding matching shares vest immediately and as such a fair value of EUR1.2 million was recognised
in the 2014 income statement. The matching share entitlements are not dividend-bearing during the five calendar year holding period
of the investment shares. The fair value has been adjusted for expected dividends by applying a discount based on our dividend policy
and historical dividend payouts, during the vesting period.
In 2013, the CEO and CFO were rewarded with an extraordinary share award of EUR2.52 million for the CEO (45,893 shares gross) and
EUR1.3 million forthe CFO (23,575 shares gross) for the successful acguisition of Asia Pacific Breweries Limited. The awarded Heineken
N.V. shares vested immediately and remain blocked for a period of five years from the grant date. Furthermore, the Supervisory Board
granted a retention share award to the CEO in 2013, to the value of EUR1.5 million (27,317 share entitlements gross). Two years after the
grant date the share award will vest and be converted into Heineken N.V. shares. A three-year holding restriction then applies to these
shares. In 2014, an expense of EUR750,000 is recognised for the retention award.
Resignation of Mr. René Hooft Graafland as a member of the Executive Board and CFO in 2015
Mr. René Hooft Graafland will resign from the Executive Board as from 24 April 2015 and his employment contract ends 1 May 2015.
A severance payment of EUR2 million will be made upon resignation and is recognised in the 2014 income statement. This resignation
is considered a retirement under the LTV plan rules, which implies that unvested LTV awards as of 1 May 2015 will continue to vest at their
regular vesting dates, insofar and to the extent that predetermined performance conditions are met.
As a result, the expenses for the LTV awards 2013-2015 and 2014-2015 have been accelerated from their usual rate of one-third per year
to a rate which ensures full expensing on 1 May 2015 rather than on 31 December 2015 and 2015. The impact of this acceleration in
expensing for Mr. René Hooft Graafland is approximately EUR0.2 million.
126
Heineken N.V. Annual Report 2014
