Remuneration Report continued Report of the Report of the Financial Other Contents Overview Executive Board Supervisory Board statements information Matching share entitlements Mr. René Hooft Graafland In line with Plan Rules and as a result of his resignation, the conditional matching share entitlements of Mr. René Hooft Graafland related to his short-term variable pay for the years 2010-2013 have become unconditional at the agreement date of 3 November 2014, and for 2014 at year-end. The conversion and actual delivery of the matching shares will occur once the five-year holding periods of the underlying investment shares have been met. The table below provides an overview of the matching share entitlements that have become unconditional for Mr. René Hooft Graafland. Unconditional matching share entitlements Performance year of the short-term variable pay from which the underlying investment shares have been acquired Number of matching share entitlements1 Value at the date when the matching share entitlements have become unconditional, in EUR Conversion and delivery as common shares in January Hooft Graafland 2014 t.b.d. 516,853 2020 2013 4,808 267,610 2019 2012 5,479 309,829 2018 2011 10,291 591,104 2017 2010 8,274 482,620 2016 1The number of matching share entitlements related to short-term variable pay for 2014 is determined by dividing the indicated investment value by the closing share price of the date of publication of the financial statements, i.e. 11 February 2015 (and subsequent rounding). Extraordinary share awards and Retention share award The table below provides an overview of the outstanding Extraordinary share awards and the Retention share award as of 31 December 2014. The Retention share award will vest in April 2015, if the conditions thereto are met; a further three-year holding period will apply to this share award. The Extraordinary share awards have vested at grant in 2013; to these share awards a five-year holding period applies as from grant. No. of Value of shares conditionally granted as of shares the grant date Award Grant date granted1 in EUR Vesting date No. of shares vesting on the vesting date2 End of blocking period Value of unvested or blocked shares as of 31.12.20143 in EUR Van Boxmeer Hooft Graafland Extraordinary share award Retention share award Extraordinary share award 26.04.2013 45,893 2,520,000 26.04.2013 24,373 26.04.2018 1,436,788 26.04.2013 27,317 1,500,000 26.04.2015 27,317 26.04.2018 1,610,337 26.04.2013 23,675 1,300,000 26.04.2013 12,573 26.04.2018 741,178 1The 'Number of shares granted' refers to the grant in gross terms (i.e. before tax withholding). 2As the table reveals, income tax is withheld from the Extraordinary share awards themselves; the Retention share award will vest 'gross', i.e. withholding tax will be due from other sources than the share award itself. 3The value of the share awards is based on the 'Number of shares vesting on the vesting date', and is thus before-tax for the Retention share award and after-tax for the Extraordinary share awards. 56 Heineken N.V. Annual Report 2014

Jaarverslagen en Personeelsbladen Heineken

Jaarverslagen | 2014 | | pagina 58