2013 Registration document and annual financial report - page 157

Registration Document 2013
155
Corporate Governance
3
Interests and Compensation
Table 12: Changes in 2013 in the status of performance shares granted to executive officers
Grantee Grant date
Number
of shares
granted Vesting date
End of
lock-up
period
Number
of shares
vested
during
the year
subject to
lock-up
Number
of vested
shares
no longer
subject to
lock-up
Performance shares granted to the
Chairman and Chief Executive Officer
that vested during the year but are
subject to lock-up, and shares for
which the lock-up period ended in 2013
Denis
Hennequin
04/04/2011
8,500 04/04/2013 04/04/2015
8,431
-
04/04/2011
20,450 04/04/2014 04/04/2016
-
-
03/27/2012
16,750 03/27/2014 03/27/2016
-
-
04/15/2013
20,000 04/15/2015 04/15/2017
-
-
Performance shares granted to the
President and Chief Operating Officer
that vested during the year but are
subject to lock-up, and shares for
which the lock-up period ended in 2013
Yann
Caillère
03/31/2009
8,621 03/31/2011 03/31/2013
-
4,017
04/04/2011
8,125 04/04/2013 04/04/2015
8,059
-
03/27/2012
10,000 03/27/2014 03/27/2016
-
-
04/15/2013
12,500 04/15/2015 04/15/2017
-
-
No performance shares for which the lock-up period ended in 2013 were sold by executive officers during the year.
Table 13: Performance shares granted in 2013 to the top ten employee grantees
other than executive officers
Number
of shares granted
Performance shares granted in 2013 to the ten employee grantees other than executive officers
who received the largest number of shares
52,750
Share equivalents
Stock options granted to employees and
executive officers
At December 31, 2013, a total of 8,300,398 stock options were
outstanding.
Exercise of all of these options would lead to the issuance of
8,300,398 shares, representing 3.64% of the Company’s capital
at December 31, 2013.
Non-discretionary and discretionary profit-
sharing agreements
Non-discretionary profit-sharing
In France, a Group-level non-discretionary profit-sharing agreement
providing for payment in excess of the legally-mandated minimum
(
accord dérogatoire
) has been negotiated with employee represen-
tatives. It is applicable to Accor and its French subsidiaries that
are at least 50%-owned, irrespective of the number of employees
in the Company.
The agreement enables employees with more than three months’
seniority to receive profit-shares based on the results of all of the
subsidiaries covered by the program.
Sums are paid into a special profit-sharing reserve, calculated by
applying a standard legal formula to the profits of each company that
falls within the scope of application of the agreement, as follows:
Special profit-sharing reserve = 1/2 x (net profit - 5% of equity) x
(salaries/value added)
Based on this formula, a gross amount of €8.5 million was allocated
to the profit-sharing reserve for 2012 (paid in 2013).
Amounts allocated to the special profit-sharing reserve in previous
years were:
ƒƒ
€9.6 million for 2011 (paid in 2012);
ƒƒ
€7.5 million for 2010 (paid in 2011).
The total amount of the reserve is allocated between all of the
employee beneficiaries in proportion to their individual salary for
the reference year, which is capped by agreement at double the
amount of the ceiling for French social security contributions, set
at December 31 of the reference year.
In compliance with the French Act of December 3, 2008 in favor
of working income, since 2009 the five-year lock-up period on
amounts allocated to employee profit-shares has been optional
rather than compulsory. Consequently, in 2013, just over 49% of
beneficiaries requested the immediate payment of all or part of
their profit-share.
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