Remuneration Report continued
Report of the
Report of the
Financial
Other
Contents
Overview
Executive Board
Supervisory Board
statements
information
2014 Short-term variable pay
TheSTV pay for 2014 was subject to four performance measures: Organic Revenue Growth, Organic Net Profit beia Growth, Free Operating
Cash Flow and individual leadership measures, all with a weight of 25 per cent. The Supervisory Board determined the results against the
pre-set targets on these measures as follows:
Organic Revenue Growth - between target and maximum performance
Organic Net Profit beia Growth - between target and maximum performance
Free Operating Cash Flow-maximum performance
Individual leadership measures-between target and maximum performance
The resulting STV payout for 2014 is egual to 172 per cent of payout at target level for both the CEO and CFO. The CEO resp. CFO have
chosen to invest 25 resp. 50 per cent of their Short-term variable pay into Fleineken N.V. shares (investment shares), against the closing share
price of 11 February 2015. To this award, including the related matching share entitlements, revision and clawback provisions apply.
The table below provides an overview of the investment shares that were awarded as part of STV payouts in the past, but that are blocked
and awaiting 1:1 matching by the Company, provided the conditions thereto are met. Only when the holding period of the investment shares
has been completed, will the matching share entitlements be converted into shares and transferred to the recipient.
Value of Value of
investment shares investment shares
STV
payout for
of STV payout
invested in shares
No. of investment
shares awarded1,2
as of the award
date in EUR
End of blocking
period
as of 31.12.2014
in EUR3
Van Boxmeer
2014
25%
t.b.d.
692,300
31.12.2019
n.a.
2013
50%
11,910
563,462
31.12.2018
702,095
2012
50%
12,391
680,638
31.12.2017
730,449
2011
50%
23,272
882,009
31.12.2016
1,371,884
2010
50%
16,125
653,125
31.12.2015
950,569
Flooft Graafland
2014
50%
t.b.d.
559,000
31.12.2019
n.a.
2013
50%
4,808
227,466
31.12.2018
283,432
2012
50%
5,479
300,961
31.12.2017
322,987
2011
50%
10,291
390,029
31.12.2016
606,654
2010
50%
8,274
335,157
31.12.2015
487,752
1The number of investment shares awarded in relation to the STV payout for 2011 and beyond is determined by dividing the part of the STV payout that is invested in shares by the
closing share price of the date of publication of the financial statements for that year (and subsequent rounding). For the STV payout for 2014 this date is 11 February 2015, for the
STV payout for 2013 this date was 12 February 2014, for the STV payout for 2012 this date was 13 February 2013, and for the STV payout for 2011 this date was 15 February 2012.
^he number of investment shares awarded in relation to the STV payout for 2010 was determined by dividing the part of the STV payout that was invested in shares by the closing share
price of 21 April 2011 (and subsequent rounding), the date on which the AGM approved the Executive Board remuneration policy 2011including this 'deferral-and-matching' proposition.
3The share price as of 31.12.2014 is EUR58.95.
2012-2014 Long-term variable award
After 2014 the conditional performance shares granted in 2012 are subject to vesting. The vesting of the LTV award for performance period
2012-2014 is subject to Fleineken N.V. performance on four financial measures with egual weights. The Supervisory Board determined the
results against the pre-set targets (as set in 2012 and recalibrated in 2013) as follows:
Organic Gross Profit beia Growth - between target and maximum performance
Organic EBIT beia Growth - target performance
Earnings Per Share (EPS) beia Growth - maximum performance
Free Operating Cash Flow-between threshold and target performance
Heineken N.V. Annual Report 2014
