2013 Registration document and annual financial report - page 155

Registration Document 2013
153
Corporate Governance
3
Interests and Compensation
Table 10: Performance shares granted to each executive officer in 2013
Grantee
Grant
date
Number
of shares
granted
Theoretical
value based
on the method
used in the
consolidated
financial
statements
(in euros)
Vesting
date
End of
lock-up
period
Performance
conditions
(1)
Performance
shares granted
during the year to
the Chairman and
Chief Executive
Officer
Mr.Hennequin 04/15/2013 20,000
422,000
(2)
04/15/2015 04/15/2017 Actual
versus
budgeted
EBIT margin
Actual
versus
budgeted
operating cash flow
(excluding disposals and
acquisitions)
Degree of completion of
budgeted asset disposals
Accor’s Total Shareholder
Return (TSR) relative
to that of eight other
international hotel groups
Performance
shares granted
during the year to
the President and
Chief Operating
Officer
Mr. Caillère 04/15/2013 12,500
263,750
(2)
04/15/2015 04/15/2017 Actual
versus
budgeted
EBIT margin
Actual
versus
budgeted
operating cash flow
(excluding disposals and
acquisitions)
Degree of completion of
budgeted asset disposals
Accor’s Total Shareholder
Return (TSR) relative
to that of eight other
international hotel groups
(1) The performance conditions are described in note 25, page 240 to the consolidated financial statements.
(2) In accordance with the AFEP/MEDEF Code, performance shares are measured at their theoretical value – corresponding to Accor’s opening share price on the grant
date less the present value of unpaid dividends – rather than at the value of the compensation received.
The 28,438 performance shares granted to the Company’s
executive officers in 2013 and which were still valid at the date
of this Registration Document would represent 0.012% of the
Company’s capital at December 31, 2013 if they fully vested.
Executive officers and other members of the Executive Committee
who receive performance shares are banned by the Company from
hedging the related equity risk.
Mr. Hennequin and Mr. Caillere were the two executive officers
granted performance shares under the second plan set up on
April 15, 2013.
Accor’s performance share plans were authorized by shareholders
as follows:
ƒƒ
2009 and 2011 plans: Shareholders’ Meeting of May 13, 2008;
ƒƒ
2012 and 2013 plans: Shareholders’ Meeting of May 30, 2011.
Under the terms of the authorization given in the twenty-fifth
resolution of the May 30, 2011 Shareholders’ Meeting, the
number of performance shares granted may not represent more
than 0.5% of the Company’s capital as placed on record at the
close of that meeting.
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