Remuneration Report (continued)
Part II - The Executive Board actual remuneration for performance ending in, or at year-end, 2018
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ad (1) - Base salary
ad (2) - 2018 Short-term incentive
O Q,
Introduction Report of the Executive Board
The following table provides an overview of the Executive Board actual remuneration that became unconditional in, or at year-end, 2018. For disclosures in line with IFRS reporting requirements, which are 'accrual-based'
over earning/performance periods and partly depend on estimations/assumptions, see note 13.3 'Related parties' on page 109. The Supervisory Board conducted a scenario analysis with respect to possible outcomes
of the variable remuneration disclosed in this section.
2016-2018 Long-term incentive
Matching entitlements
Extraordinary Share Grants
(1) Base salary
in
(2) 2018
Short-term
incentive
in
(3) No. of
performance
shares vesting
(4) Value of
performance
shares vesting
in
(5) No. of
matching
entitlements
vesting
(6) Value of
matching
entitlements
vesting
in
(7) Pension cost
in
(8) No. of
extraordinary
shares vesting
(9) Value of
extraordinary
shares vesting
in
(10) Other
emoluments
in
Van Boxmeer
1,250,000
2,730,000
41,820
3,228,504
11,910
919,452
872,781
48,919
Debroux
735,000
1,146,600
20,910
1,614,252
144,850
161,970
These base salaries have been paid to the members of the Executive Board for 2018.
The 2018 Short-term incentive (STI) relates to the performance year 2018, and becomes payable in 2019. The STI for 2018 was subject to four performance measures: Organic Net Revenue Growth (weight: 35%),
Organic Net Profit beia Growth (weight: 15%), Free Operating Cash Flow (weight: 25%) and Individual leadership measures (weight: 25%). The Supervisory Board determined the results against the pre-set targets on these
measures as follows:
Organic Net Revenue Growth
between target and maximum performance
Organic Net Profit beia Growth
at maximum performance
Free Operating Cash Flow
at maximum performance
Individual leadership measures
between threshold and target performance
The resulting STI payout for 2018 is 156% of payout at target level for both members of the Executive Board. In line with policy, 25% of the STI payout is paid out in investment shares against the closing share price of
13 February 2019, the publication date of these financial statements. In addition, the Executive Board members have had the opportunity to indicate before the end of the 2018 performance year whether they wished to
receive up to another 25% of their STI payout in additional investment shares; for 2018 the Executive Board members did not elect to receive additional investment shares beyond the mandatory 25% share investment.
The investment shares are restricted for sale for five calendar years, after which they are matched 1:1 by matching shares. Revision and clawback provisions apply to this Short-Term Incentive, including the related
matching share entitlement. The table overleaf provides an overview of the investment shares at year-end that were awarded as part of STI payouts in the past, and that have remained blocked and await 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.
Report of the Supervisory Board
Financial Statements
Heineken N.V. Annual Report 2018
Sustainability Review
Other Information
