Share-based incentive plans

The Group has two share-based incentive plans in force for key persons of the Group.

The plan that commenced in 2013 includes earning periods and the Board of Directors has annually decided on the beginning and duration of the earning periods in 2013, 2014 and 2015. The Board of Directors shall decide on the earning criteria and targets to be established for them at the beginning of each earning period. Two earning periods, calendar year 2013 and calendar years 2013−2015, commenced upon implementation of the plan. Two earning periods, calendar year 2014 and calendar years 2014−2016, commenced in 2014. Two earning periods, calendar year 2015 and calendar years 2015−2017, commenced in 2015. The reward under the plan for the earning periods 2013, 2014 and 2015 is based on the Orion Group’s operating profit. The reward under the plan for the earning periods 2013−2015, 2014−2016 and 2015−2017 is based on the total return on Orion Corporation B share.

The target group of the plan consists of approximately 35 people. The total maximum amount of rewards to be paid based on the plan is 500,000 Orion Corporation B shares and a cash payment corresponding to the value of the shares. By 31 December 2017, a total of 366,775 Orion Corporation B shares had been paid as rewards under this plan.

The key terms of the 2013 incentive plan are provided in a stock exchange release dated 5 February 2013.

The plan that commenced in 2016 includes earning periods. The Board of Directors has decided or shall decide annually on the beginning and duration of the earning periods annually in 2016, 2017 and 2018. The Board of Directors shall decide on the earning criteria and on targets to be established for them at the beginning of each earning period. Two earning periods, calendar year 2016 and calendar years 2016−2018, commenced upon implementation of the plan. Two earning periods, calendar year 2017 and calendar years 2017−2019, commenced in 2017. The reward under the plan for the earning periods 2016 and 2017 is based on the Orion Group's operating profit and for the earning periods 2016−2018 and 2017−2019 on the total return on Orion Corporation B shares.

The target group of the plan consists of no more than 50 people. The total maximum amount of rewards to be paid based on the plan is 500,000 Orion Corporation B shares and a cash payment corresponding to the value of the shares.By 31 December 2017, a total of 61,665 Orion Corporation B shares had been paid as rewards under this plan. 

The key terms of the 2016 incentive plan are provided in a stock exchange release dated 2 February 2016.

Under both plans, shares received based on one-year earning periods cannot be transferred during the restricted period determined in the plans. For the earning periods currently in effect, the dates when the restricted periods end are shown in the table below. There is no restricted period for the three-year earning periods. The value of reward to be paid based on the plans during one calendar year is a key person's gross annual salary multiplied by 1.75, in the maximum, at the date of the reward payment.

Earning periods currently in effect

 

2017

20172019

20162018

20152017

Start date of earning period

1 Jan 2017 

1 Jan 2017

1 Jan 2016

1 Jan 2015

End date of earning period

31 Dec 2017 

31 Dec 2019

31 Dec 2018

31 Dec 2017

End date of restricted period

31 Dec 2019   

 

 

Grant date of share rewards 30 Mar 2017  30 Mar 2017 23 Mar 2016 27 Feb 2015

Fair value of shares at granting, EUR 1) 

48.23  48.83

29.16

29.09

Fair value of reward at grant date, EUR 1) 

 

14.82

8.67

13.73

1) The fair value of the rewards per share on the granting date has been determined with the Binary “asset or nothing call” evaluation model.

 

The rewards under the plans shall be paid partly in the form of the Company’s B shares and partly in cash. Rewards have been paid and potential future ones shall be paid as follows:

Earning period

Reward paid on / 
potential reward to be paid in

2013

3 March 2014

2014

2 March 2015

2013−2015

1 March 2016

2015

1 March 2016

2014−2016

1 March 2017

2016

1 March 2017

2015−2017

2018

2017

2018

2016−2018

2019

2017−2019

2020

 

Authorisations of the Board of Directors concerning remuneration

The Board of Directors has an authorisation confirmed by the Annual General Meeting held on 22 March 2016 to decide on a share issue in which shares held by the Company can be conveyed in a targeted issue as part of the Company's incentive system. The terms of the authorisation have been published in a stock exchange release on 22 March 2016.