Investor Presentaiton
88
Executive KMP
remuneration
2
89
Annual Report 2023
Woolworths Group
Directors'
Report
2.4
Terms of executive KMP service agreements
All executive KMP are employed on service agreements that detail the components of remuneration paid but do not
prescribe how remuneration levels are to be modified from year to year. The agreements do not provide for afixed term,
although the service agreements may be terminated on specified notice. The notice period is 12 months for the Managing
Director & CEO and 6 months for all other executive KMP. Below is a summary of the termination provisions for executive KMP.
Termination by Woolworths Group
Where the notice period is worked:
TFR is paid in respect of and for the duration of the
notice period.
Where the notice period is paid in lieu:
TFR in respect of the notice period (and, if appropriate,
a reasonable estimate of STI) is paid as a lump sum.
In both circumstances:
.
the extent to which STI, DSTI and LTI arrangements
remain in place will be treated in accordance with the
relevant rules for the award, including any exercise
of discretion by the Board. Refer to Section 3.3 for
further details.
If termination is for cause:
only accrued leave and unpaid total fixed remuneration
for days worked is paid
.
STI, DSTI and LTI are forfeited.
Termination by executive KMP
Where the notice period is worked:
.
TFR is paid in respect of and for the duration of the
notice period.
Where the notice period is paid in lieu:
•
TFR in respect of the notice period is paid as a lump sum.
In both circumstances:
the extent to which STI is payable will be treated
in accordance with the relevant rules for the award,
including any exercise of discretion by the Board
unvested DSTI and LTI are treated in accordance with
the relevant rules for the award and at the discretion
of the Board. Refer to Section 3.3 for further details.
In addition, and upon further payment (where required),
the Company may invoke a restraint period of up to
12 months following separation, preventing executive KMP
from engaging in any business activity with competitors.
2.5
F24 outlook
Each year the Board reviews measures that are used in the STI and LTI plans to assess their relevance and alignment tothe
Group's strategic objectives. The Board does not intend to make any substantive changes to STI and LTI plans inF24. It is the
Committee's intention to review the remuneration framework next year to test its ongoing effectiveness insupporting the
Group's overall strategy.
Macroeconomic outlook and target setting
As operating conditions stabilise, the outlook for Woolworths Group for F24 continues to be shaped by the uncertain
domestic and international macroeconomic environment with generationally high levels of inflation and cost of living
pressure on our customers and team. F24 plans have been set cognisant of this ongoing uncertainty. Our focus will
be delivering the underlying plan while retaining the flexibility to respond to evolving customer behaviours and conditions.
Consistent with prior years, the Board will continue to monitor performance and may apply discretion to outcomes should
there be a significant divergence from the macro assumption underlying the plan.
F24 remuneration changes
The Board reviews the remuneration for executive KMP each year to test alignment to the remuneration framework outlined
in section 1.1. Following market benchmarking completed by PwC, in order to maintain market competitiveness of total target
reward packages, the Board has approved the following increases, effective 1 September 2023:
.
Ms Bardwell's TFR will increase by 2.3% to $1,100,000
•
Ms Davis' TFR will increase by 2.3% to $1,100,000
.
Mr Harrison's TFR will increase by 2.5% to $1,010,000.
The Board determined that there will be no increase for Mr Banducci in F24.
1
highlights
Performance
2
review
Business
3
Remuneration Report
4
Financial
Report
LO
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