Change of control and incentive payments

Kym Sheehan

The Executive Remuneration Reporter

Incentive plans have rules to manage how unvested short term and long term incentive awards will be treated on a change of control. By allowing the rights to vest into shares, executives can participate in the change of control by selling their shares to the bidder. Two upcoming AGMs feature ASX Listing Rule 10.14 resolutions to approve new LTI grants to companies actively facing a change of control scenario. At Recall Holdings - Iron Mountain is the acquirer under a scheme of arrangement, yet to be voted on by Recall shareholders - the Board has determined the LTI grant to the MD/CEO Doug Pertz will vest at a target level, with Board discretion to allow for vesting at maximum. Asciano Limited's Board has decided that if a change of control occurs as a result of the Brookfield Infrastructure scheme of arrangement a pro-rated portion of the grant to the MD/CEO John Mullen will vest. It is one thing for a grant that has already occurred. It's quite another to make new grants at this time.


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The Executive Remuneration Reporter

With a background in human resources, executive search and corporate law, Kym Sheehan brings unique perspectives on corporate governance and meeting resolutions to her work for The Executive Remuneration Reporter. The Executive Remuneration...

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