The Annual General Meeting (AGM) resolves on compensation to the Board, including for committee work, and on Guidelines for compensation for Senior Executives.
Compensation to senior executives and the CEO is addressed by the Compensation Committee based on said Guidelines and resolved by the Board.
Compensation to Board
According to the resolution of the 2020 AGM Directors shall receive remuneration in accordance with the proposal of the nomination committee (with (i) SEK 180,000 to each of the Directors and SEK 420,000 to the Chairman of the Board, (ii) with SEK 16,000 for each of the members of the Compensation Committee and SEK 27,000 to the Chairman of the Committee, and (iii) SEK 55,000 to each of the members of the Audit Committee and SEK 80,000 to the Chairman of the Committee. The AGM 2020 has decided that remuneration shall be paid to the board according to the Nomination Committee proposal, reduced by 30% following the Directors’ wish to abstain from such part of the proposed remuneration due to Covid 19.
Compensation to senior executives
The remuneration guidelines for senior executives approved by the 2020 AGM prescribe e.g. that the remuneration for the CEO and other members of management can consist of a base salary, variable compensation, and other benefits, including a pension. Any variable compensation is based on performance relative to predefined, measurable targets and is maximized relative to the target salary.
The fixed and variable salary components and benefits for the CEO and the management of Björn Borg are indicated in Note 8 of the annual report.
For the complete remuneration guidelines for senior executives, please refer to the following link (the document is only available in Swedish).
For more detailed information about remunerations paid out in 2019, please refer to the 2019 Annual Report.
Incentive program, LTIP 2022
The 2019 AGM resolved on a long-term incentive plan, LTIP 2022, which can be described as a variable cash remuneration based on the price of the Björn Borg share as set out below.
Employees entitled to participate in the incentive plan are members of the company’s management team. LTIP 2022 runs from 2019 to 2022, and participation entitles to a cash payout based on the share price of the Björn Borg share and based on the relevant participant’s annual fixed salary for 2019.
The first level of payout is 25% of the participant’s yearly fixed salary for 2019, provided that the Björn Borg share has been traded at a share price of SEK 35 during a period of one hundred (100) non-consecutive days during any of the years 2020, 2021 and 2022. The highest level of payout is 160% of each participant’s fixed annual salary for 2019, provided that the Björn Borg share has been traded at a share price of SEK 70 during such a period as defined above. The full chart of payout levels is as follows:
|Traded share price||Payout|
|SEK 35||25% of base salary|
|SEK 40||100% of base salary|
|SEK 50||120% of base salary|
|SEK 60||140% of base salary|
|SEK 70||160% of base salary|
As set out above, the maximum cash-payout from the LTIP 2022 will be 160% of the aggregated annual base salary of the management team for year 2019. Based on the current assumption that nine management team members will be participating in the LTIP 2022, the maximum cash-payout will be SEK 28 520 000 including social costs.