Elisa Oyj

Remuneration Information • Dec 12, 2014

Disclosure 319984

Elisa - Company Announcement

Elisa’s Board of Directors resolved on incentive plans for key personnel

ELISA STOCK EXCHANGE RELEASE 12 DECEMBER 2014 AT 8:30 A.M. Elisa's Board of Directors has approved a new share-based incentive plan for the key personnel. The aim of the new plan is to combine the objectives of the shareholders and the key personnel in order to increase Elisa's value, to bind the key personnel, and to offer them a competitive reward plan based on earning Elisa shares. The Performance Share Plan is directed to a maximum of 200 people. The new Performance Share Plan includes three three-year performance periods, calendar years 2015-2017, 2016-2018 and 2017-2019. The Board of Directors will decide on the Plan's performance criteria and required performance levels for each criterion at the beginning of a performance period. The potential reward of the Plan from the performance period 2015-2017 will be based on earnings per share (EPS), on the new business revenue and on other essential goals. The rewards to be paid on the basis of the performance period 2015-2017 correspond to the value of an approximate maximum total of 700,000 Elisa shares (including also the proportion to be paid in cash). The potential reward on the basis the performance period 2015-2017 will be paid partly in shares and partly in cash in 2018. The cash proportion is intended to cover taxes and tax-related costs arising from the reward to the participant. As a rule, no reward will be paid, if a participant's employment or service ends before the reward payment. In order to increase motivating and engaging compensation, the Board of Directors has decided to implement the Restricted Stock Plan established in 2011. Elisa has announced the launch of the Restricted Stock Plan on 19 December 2011. The lock-up period of the rewards to be granted on the basis of the plan consists of one-year and two-year periods. The potential reward is based on the validity of a key person's employment. The rewards to be paid on the basis of this stock plan correspond to the value of maximum 0.5 million Elisa shares including also the proportion to be paid in cash. ELISA CORPORATION Vesa Sahivirta IR Director tel. +358 10 262 3036 Distribution: Nasdaq Helsinki Principal media www.elisa.com