AI assistant
Webuild — Remuneration Information 2022
Jul 30, 2022
4062_rns_2022-07-30_a9e9d7a8-df7c-47d4-9d0c-6417b0292563.pdf
Remuneration Information
Open in viewerOpens in your device viewer


DISCLOSURE
INFORMATION PURSUANT TO ARTICLE 84-BIS.5 OF THE REGULATION APPROVED BY CONSOB WITH RESOLUTION NO. 11971 OF 14 MAY 1999, AS SUBSEQUENTLY AMENDED
Milan, July 30, 2022 – As required by article 84-bis.5 of Consob (the Italian commission for listed companies and the stock exchange) Regulation no. 11971 of 14 May 1999, Webuild S.p.A. ("Webuild" or the "company") hereby communicates the resolutions taken to implement its 2020-2022 performance share plan (the "plan") approved by its shareholders on 4 May 2020 and intended for a total of no. 45 beneficiaries, as indicated in the attached Table.
Specifically, on 28 July 2022, based on the proposals made by the compensation and nominating committee and the favourable opinion of the board of statutory auditors, the board of directors:
- (i) set the maximum number of Webuild ordinary shares to service the plan as 8,653,525 (the maximum number that can be assigned should the performance objectives achievement rate be equal to or greater than 120%), for the maximum dilution of Webuild's share capital by 0.864% (less than the maximum dilution percentage of 3.14% indicated in the plan's information document);
- (ii) established the cash bonus servicing the plan as a maximum of €14,598,492 (the maximum amount that can be assigned should the performance objectives achievement rate be equal to or greater than 120%).
It should be noted that:
- given his interest in the plan as a beneficiary, the chief executive officer participated in the board discussions but did not exercise his voting rights;
- excluding the mandate given to the chief executive officer to identify other beneficiaries, he does not have any responsibility for managing the plan.
For all that not expressly stated in this press release about the plan, reference should be made to:
- (i) the board of directors' report prepared in accordance with article 114-bis of the Consolidated Finance Act on the fourth item on the Agenda of the shareholders' meeting of 4 May 2020, available on the company's website https://salini-pdf-archive.s3-eu-west-1.amazonaws.com/governance/it/assemblea-degli-azionisti/2020/assemblea-4-may-2020/1.+Relazione+CDA+p.to+4+Ass+Ordinaria+(Piano+LTI)+EXECUTION+COPY+v.+30.03.2020.pdf;
- (ii) the information document prepared in accordance with article 84-bis of the Issuers' Regulation and published by the company for the purposes of the shareholders' meeting of 4 May 2020, available on the company's website https://salini-pdf-archive.s3-eu-west-1.amazonaws.com/governance/it/assemblea-degli-azionisti/2020/assemblea-4-may-2020/2.+Documento+Informativo+Piano+LTI+EXECUTION+COPY+v.+30.03.2020.pdf;
- (iii) the 2022 remuneration report, approved by the shareholders on 28 April 2022 and available on the company's website at the following link https://corporatebe.webuildgroup.com/sites/default/files/2022- 04/1.%20Relazione%20Remunerazione%202022%20per%20PUBBLICAZIONE%20%28002%29%20%28 1%29.pdf.
Annex 3A - Scheme 7 - Table 1 - Part 1 - Section 2 providing the required information is attached hereto.


COMPENSATION PLANS BASED ON FINANCIAL INSTRUMENTS WEBUILD S.p.A.
2020-2022 Performance Share Plan
Table 1 - Scheme 7 - Annex 3A of Consob Regulation no. 11971/1999
| Name and surname or category (1) |
Office | PART 1 Financial instruments other than stock options Section 2 Newly assigned instruments based on the decision of the competent body for the implementation of the shareholders' resolution |
|||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Date of the relevant shareholder s' resolution |
Type of financial instrument |
No. of financial instruments assigned (1) |
Assignment date |
Instrument purchase price (if applicable) |
Market price at assignment date |
Vesting period (2) |
|||||||||
| Pietro Salini | Chief executive officer | 04/05/2020 | Ordinary Webuild shares |
1,778,305 | 28/07/2022 | n.a. | |||||||||
| Massimo Ferrari | General Manager Corporate & Finance and Manager in charge of financial reporting |
04/05/2020 | Ordinary Webuild shares |
711,322 | 28/07/2022 | n.a. | Euro 1.45 | 3 years | |||||||
| Claudio Lautizi | General Manager Global Operations |
04/05/2020 | Ordinary Webuild shares |
535,099 | 28/07/2022 | n.a. | Euro 1.45 | 3 years | |||||||
| Other Key Management Personnel |
12 | 04/05/2020 | Ordinary Webuild shares |
1,918,525 | 28/07/2022 | n.a. | Euro 1.45 | 3 years | |||||||
| Managers | 30 | 04/05/2020 | Ordinary Webuild shares |
1,237,838 | 28/07/2022 | n.a. | Euro 1.45 | 3 years | |||||||
| Total | 45 | 6,181,089 |
(1) Webuild ordinary shares that can be assigned should the performance objectives achievement rate be equal to 100%. The actual number of Webuild ordinary shares will be determined at the end of the Plan, based on the results actually achieved.
(2) Period which starts on 1 January 2020, and ends at the date of approval of the consolidated financial statements as at 31 December 2022.