Strategic Shareholder Climate and Risk Financial Financial Barclays PLC 200 report information sustainability report Governance review review statements Annual Report 2022 Remuneration report (continued) In response to Tushar stepping down as an For 2022, Anna and Tushar were each This LTIP award was granted in line with Executive Director, the Committee awarded a pro-rata discretionary annual our usual annual timetable, in March 2020, at a time when global markets were falling determined that the 2022-2024 LTIP bonus award for the respective portions of award and the 1 March 2022 Fixed Pay 2022 that they served as Group Finance as the start of the COVID-19 pandemic increase for Tushar that were disclosed in Director. They also each received a unfolded. The market share price at grant last year’s Remuneration report would not separate discretionary incentive award in was 22% below the market share price at be implemented. Tushar’s bonus in respect of the portion of 2022 during the time of the previous year’s LTIP grant. The Committee reviewed a range of respect of performance in 2021 remained which they were carrying out other roles in as disclosed in the Remuneration report, Barclays, which are not included within this analyses to assess whether any element of save that a larger portion will vest over report as they do not relate to service as this LTIP vesting represents a ‘windfall years 3 to 7 and a smaller portion over an Executive Director. gain’. The 2020-2022 LTIP was not years 1 to 2 because of the LTIP award not granted at the bottom of the market, as Determining Executive Directors' pay the share price (and the value of the LTIP being granted. For 2022, Tushar is eligible outcomes to receive a pro-rata discretionary annual awards) dropped by a third over the The Committee considered the Executive bonus award for his part-year following weeks. The Committee did not Directors’ annual bonus and LTIP performance as Group Finance Director, in consider Barclays’ share price increase outcomes in the context of the Group’s line with the DRP. There are no other over the performance period since grant, performance, and the performance of equivalent to 9% per annum, to have been remuneration payments in relation to his each Executive Director, during 2022. stepping down as an Executive Director. excessive but rather that it was On the financial measures for the annual He continues to work within Barclays in commensurate with underlying corporate bonus, profit before tax provided a 40.8% other roles and so is not treated as a leaver performance. Group RoTE exceeded 10% a outcome out of 50% and the cost: income in respect of any deferred bonus or LTIP in both 2021 and 2022, up from 9.0% in ratio provided a 3.6% outcome out of 10%. the financial year immediately prior to awards. With good performance against the grant and building on the Group’s RoTE Anna Cross was appointed Group Finance strategic non-financial measures, this progression from 2017 through 2019. As a Director from 23 April 2022. The resulted in a 2022 bonus outcome equal to result, we concluded that there was no remuneration arrangements that the 75.4% of maximum for C.S. windfall gain and therefore no adjustment Committee agreed on her appointment Venkatakrishnan (known as Venkat), 75.4% was required. More information on the reflect her role and responsibilities and are of maximum for Anna and 74.4% of Committee's considerations in relation to in accordance with the current DRP. maximum for Tushar, after factoring in the windfall gains is provided in the 2020-2022 Anna’s Fixed Pay was set at £1,725,000, performance of each against their LTIP section of the Annual report on delivered 50% in cash, paid monthly, and personal objectives. Directors' remuneration. 50% in Barclays shares. Fixed Pay shares Neither Venkat nor Anna received a The Committee reflected on the are delivered quarterly, subject to a holding 2020-2022 LTIP award as they were not period with restrictions lifting over 5 years. appropriateness of the outcomes for both Executive Directors at the time it was Anna receives a cash allowance in lieu of the 2022 bonus and 2020-2022 LTIP. We granted. The outcome for Tushar’s pension equal to 5% of Fixed Pay, and reviewed the underlying financial health of 2020-2022 LTIP was 70.0%, reflecting standard benefits including medical cover the Group, which is strong and well- strong pro-forma RoTE and good capitalised. We considered the bonus and life assurance. Each year, Anna is performance against the strategic non- eligible to be considered for a discretionary outcomes in the context of the bonus financial measures. In light of the Over- annual bonus award and LTIP award in line outcomes for the wider workforce, issuance of Securities, the Committee did with the DRP, up to a maximum value of ensuring appropriate alignment both this not assess the Control environment 90% of Fixed Pay for bonus and 134% of year and over a multi-year period, and also element of the LTIP Risk scorecard but compared to historical outcomes for the Fixed Pay for the LTIP. instead elected to set this element of the Executive Directors in the context of In setting the remuneration for Anna, the LTIP to zero. performance each year. We concluded Committee considered the skills and that the outcomes are appropriate in the relevant experience that she brings, and context of the performance achieved and the benefits of strong and sustainable that no further discretionary adjustment leadership in this critical role. We also was warranted. considered pay levels at comparable firms and the competitive market for talent. We The Committee decided to grant awards concluded that this level of Fixed Pay was under the 2023-2025 LTIP cycle with a an appropriate starting point, while noting face value at grant of 140% of Fixed Pay for Venkat and 134% of Fixed Pay for that the maximum total compensation opportunity that this provides is low Anna, reflecting the personal contribution compared with our international banking made by each to strong 2022 peer group. performance and to provide each with a significant incentive award subject to forward-looking performance conditions during 2023-2025. Note a Excludes litigation and conduct. Group RoTE for 2019 including litigation and conduct was 5.3%.
Barclays PLC - Annual Report - 2022 Page 201 Page 203