Raisio Group

Share-based incentive schemes

Share-based scheme 2015 – 2017

In December 2014, Raisio plc’s Board decided on the Group’s new key employees’ share-based incentive scheme for the period of 2015 - 2017. The purpose of the scheme is to combine the objectives of owners and key employees in order to increase the company’s capitalisation value, to commit the key employees to the company and to offer them a competitive reward system based on the company’s share price development and earnings.

The earnings period of the share incentive scheme started on 1 January 2015 and ended on 31 December 2017. Potential bonus of the scheme for the earnings period 2015 - 2017 is based on the company’s Total Shareholder Return (TSR). Bonus payment is dependent on the achievement of the Group’s cumulative profit target (EBT, earnings before taxes) during the earning period.

Bonuses for the earnings period 2015 - 2017 will be paid in 2018, partly in the company’s free shares and partly in cash. The cash payment is made to cover the taxes and fiscal fees arising from the reward. In case the employment or service of a key employee ends before the bonus payment, as a rule no bonus is paid.

The Board recommends that the key employees within the scheme hold a substantial part of all shares they have received based on the scheme as long as the value of their holdings corresponds to their six months’ gross salary.

On 31 December 2017, a total of 15 persons were within the share incentive scheme. Bonuses to be paid based on the earnings period 2015 - 2017 correspond to the value of a maximum total of 350,000 Raisio plc free shares on 31 December 2017 including the part paid in cash.

Share-based scheme 2016 – 2018

In December 2015, Raisio plc’s Board decided on the Group’s new key employees’ share-based incentive scheme for the period of 2016 - 2018. The purpose of the scheme is to combine the objectives of owners and key employees in order to increase the company’s capitalisation value, to commit the key employees to the company and to offer them a competitive reward system based on the company’s share price development and earnings.

The earnings period of the share incentive scheme started on 1 January 2016 and will end on 31 December 2018. Potential bonus of the scheme for the earnings period 2016 - 2018 is based on the company’s Total Shareholder Return (TSR). Bonus payment is dependent on the achievement of the Group’s cumulative profit target (EBT, earnings before taxes) during the earnings period.

Bonuses for the earnings period 2016 - 2018 will be paid in 2019, partly in the company’s free shares and partly in cash. The cash payment is made to cover the taxes and fiscal fees arising from the reward. In case the employment or service of a key employee ends before the bonus payment, as a rule no bonus is paid.

The Board recommends that the key employees within the scheme hold a substantial part of all shares they have received based on the scheme as long as the value of their holdings corresponds to their six months’ gross salary.

On 31 December 2017, a total of 17 persons were within the share incentive scheme. Bonuses to be paid based on the earnings period 2016 - 2018 correspond to the value of a maximum total of 415,000 Raisio plc free shares on 31 December 2017 including the part paid in cash.

Share-based scheme 2017 – 2019

In March 2017, Raisio plc’s Board decided on the Group’s new key employees’ share-based incentive scheme for the period of 2017 - 2019. The purpose of the scheme is to combine the objectives of owners and key employees in order to increase the company’s capitalisation value, to commit the key employees to the company and to offer them a competitive reward system based on the company’s share price development and earnings.

The earnings period of the share incentive scheme started on 1 January 2017 and will end on 31 December 2019. Potential bonus of the scheme for the earnings period 2017 - 2019 is based on the company’s Total Shareholder Return (TSR). Bonus payment is dependent on the achievement of the Group’s cumulative profit target (EBT, earnings before taxes) during the earnings period.

Bonuses for the earnings period 2017 - 2019 will be paid in 2020, partly in the company’s free shares and partly in cash. The cash payment is made to cover the taxes and fiscal fees arising from the reward. In case the employment or service of a key employee ends before the bonus payment, as a rule no bonus is paid.

The Board recommends that the key employees within the scheme hold a substantial part of all shares they have received based on the scheme as long as the value of their holdings corresponds to their six months’ gross salary.

On 31 December 2017, a total of 28 persons were within the share incentive scheme. Bonuses to be paid based on the earnings period 2017 - 2019 correspond to the value of a total maximum of 1,000,000 Raisio plc free shares including the part paid in cash.