AB InBev Financial Results
During 2022, AB InBev issued 4.8m discounted and matching RSUs in relation to bonuses granted to company employees
and management (2021: 0.2m discounted and matching RSUs). These discounted and matching RSUs represent a fair
value of approximately 293m US dollar (2021: 9m US dollar).
Restricted Stock Units Plan for Directors
The share-based portion of the remuneration of the directors of the company is granted in the form of RSUs that vest after
5 years and, upon vesting, entitle their holders to one AB InBev share per RSU.
During 2022, 0.1m RSUs with an estimated fair value of 4m US dollar were granted to directors (2021: 0.1m with an
estimated fair value of 4m US dollar).
Annual LTI Plans for Executives
Subject to management's assessment of the executive's performance and future potential, members of senior
management may be eligible for an annual long-term incentive to be paid out in RSUs, Performance Stock Units ("PSUs")
and/or stock options.
Long-term Incentive RSUs: They cliff vest over a three-year period. Upon vesting, each RSU entitles its holder to
acquire one share. During 2022, AB InBev issued 3.9m RSUS with an estimated fair value of 228m US dollar
under this plan (2021: 2.8m RSUs with an estimated fair value of 155m under this plan). Out of these RSUs, 0.5m
RSUS were granted to members of the Executive Committee (2021: 0.2m RSUs).
Long-term PSUs: They cliff vest over a three-year period. Upon vesting of the PSUs, the number of shares to
which the holders thereof shall be entitled shall depend on a performance test measuring (on a percentile basis)
the company's three-year Total Shareholder Return ("TSR") relative to the TSR realized for that period by a
representative sample of listed companies belonging to the consumer goods sector. The number of shares to
which such Units entitle their holders is subject to a hurdle and cap. PSUs were granted for the first time in
December 2022. 0.5m PSUs were granted to Executives with an estimated fair value of 39m US dollar. Out of
these PSUs, 0.1m PSUs were granted to members of the Executive Committee.
Long-term Incentive stock options: They cliff vest over a five-year period and they have a maximum lifetime of 10
years and an exercise period that starts after five years. Upon exercise, each option entitles the option holder to
purchase one share. During 2022 and 2021, no LTI stock options were granted to Executives.
Exceptional LTI Plans for Executives
RSUs, PSUs or stock options may be granted from time to time to members of the senior management of the company,
who have made a significant contribution to the success of the company (achieving the growth agenda, specific
acquisitions, etc.). Vesting of such RSUs, PSUs or stock options may be subject to achievement of performance conditions
which will be related to the objectives of such exceptional grants.
During 2022 and 2021, no exceptional grants were made to Executives.
Other Recurring LTI RSU Plans for Executives
AB InBev has specific recurring long-term RSU incentive programs in place, including:
A base long-term RSUs program allowing for the offer of RSUs to members of the company's senior management.
In addition to the annual Long-term RSUs described above under this program, RSUs can be granted under other
sub-plans with specific terms and conditions and for specific purposes, e.g., for special retention incentives or to
compensate for assignments of expatriates in certain countries. In most cases, the RSUs vest after three or five
years without a performance test and in the event of termination of service before the vesting date, specific
forfeiture rules apply. The Board may set different vesting periods for specific sub-plans or introduce performance
tests in line with the company's high-performance culture and the creation of long-term sustainable value for its
shareholders. In 2022, 0.7m RSUs with an estimated fair value of 44m US dollar were granted under this program
(2021: 0.8m RSUS with an estimated fair value of 45m US dollar). No RSUs were granted to members of the
Executive Committee in 2022 and 2021 under this program.
A program allowing for certain employees to purchase company shares at a discount and that is aimed at
providing a long-term retention incentive for (i) high-potential employees of the company, who are at a mid-
manager level ("People bet share purchase program") or (ii) newly hired employees. The voluntary investment in
company shares leads to the grant of an amount of matching RSUs which vest after 5 years. In the event that an
employee's service is terminated before the vesting date, special forfeiture rules apply. In 2022, employees
received approximately 0.1m RSUs under this program representing a fair value of 7m US dollar (2021: 0.1m
RSUS representing a fair value of 7m US dollar).
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