Strategic Shareholder Climate and Risk Financial Financial Barclays PLC 219 report information sustainability report Governance review review statements Annual Report 2022 Remuneration report (continued) 4) 2022 annual bonus The bonus amount included in the single total figure is the value awarded or scheduled to be awarded in Q1 following the financial year to which it relates. In determining the bonus in respect of 2022 performance, the Committee considered the performance achieved against the Financial (60% weighting) and Strategic non-financial (25% weighting) performance measures that had been set to reflect Company priorities for 2022. Performance against their personal objectives (15% weighting) for 2022 was assessed on an individual basis. The approach taken to assessing financial performance against each of the financial measures was based on a straight-line outcome between the amount that vests for threshold performance, which was nil for the profit before tax measure or 20% for the cost: income ratio measure, and 100% applicable to each measure for achievement of maximum performance. A summary of the assessment is provided in the table that follows. 2022 annual bonus outcomes Outcome Weighting Threshold Maximum 2022 Actual C.S. Venkatakrishnan Anna Cross Tushar Morzaria a Profit before tax (excluding 50 % £5.0bn £8.0bn £7.445bn 40.8 % 40.8 % 40.8 % material items), with CET1 ratio underpin a Cost: income ratio (excluding 10 % 66.1 % 62.1 % 65.3% 3.6% 3.6% 3.6% material items) Strategic non-financial 25 % Performance against strategic 18.0 % 18.0 % 18.0 % measures, organised around three main categories: Customers and clients, Colleagues and Climate and Sustainability Personal 15 % Individual performance against each of 13.0 % 13.0 % 12.0 % the Executive Director's personal objectives assessed by the Committee Total 75.4 % 75.4 % 74.4 % 75.4 % 75.4 % 74.4 % Final 2022 annual bonus outcome approved by the Committee Note a Material items excluded from the above measures consist of structural cost actions £151m (2021: £648m) and a customer remediation provision of £282m relating to legacy loan portfolios. As disclosed in the 2021 Annual Report, the financial measures for the 2022 bonus are defined as excluding material items (material one-off items that are typically called out within our financial reporting). The Committee however exercised its discretion not to exclude the impacts associated with the Over-issuance of Securities in the US or the monetary penalties imposed by the SEC and CFTC for the use of unauthorised business communications channels in the assessment of the 2022 bonus. Based on the assessment outlined above, the Committee determined an overall formulaic bonus outcome for C.S. Venkatakrishnan, Anna Cross and Tushar Morzaria respectively that equates to £1,949,000, £803,000 and £362,000 respectively, after pro-rating the bonus opportunity for both Anna and Tushar for the proportion of 2022 that each served as Group Finance Director. Of those amounts, 79%, 66% and 65% respectively will be deferred under the Share Value Plan, and a total of 90%, 83% and 83% respectively will be delivered in Barclays shares. The Committee reflected on the appropriateness of these outcomes for the 2022 bonus, in the context of the performance achieved against the Financial measures, Strategic non-financial measures and Personal objectives. The Committee considered the underlying financial health of the Group, which is strong and well-capitalised. Consideration was also given holistically to the performance and contribution of each Executive Director during 2022. The bonus outcomes were considered in the context of the bonus outcomes for the wider workforce, ensuring appropriate alignment both this year and over a multi-year period, and also by comparing to historical outcomes for the Executive Directors in the context of performance year on year. The Committee believes that the overall 2022 bonus outcomes above are aligned appropriately with stakeholder considerations and with the performance achieved. Based on this, the Committee concluded that no discretionary adjustment was warranted. In line with the DRP, and due to the regulations prohibiting dividend equivalents being paid on unvested deferred share awards, the number of shares awarded to each Executive Director under the Share Value Plan (the Group's main employee share plan for granting deferred bonus shares to employees) will be calculated using the share price at the date of award, discounted to reflect the absence of dividend equivalents during the vesting period. The valuation will be aligned to IFRS 2, with the market expectations of dividends during the deferral period being assessed by an independent adviser. The deferred bonus shares in respect of the 2022 annual bonus for C.S. Venkatakrishnan and Anna Cross will vest in two equal tranches on the first and second anniversary of grant. The deferred bonus shares for Tushar Morzaria will vest in equal tranches on the first four anniversaries of grant, which is the standard based on the nature of his current role. All shares (whether deferred or not) are subject to a further one-year holding period from the point of vesting. 2022 bonuses are subject to clawback provisions and the deferred elements of 2022 bonuses are subject to malus provisions, which enable the Committee to delay or reduce the vesting of unvested deferred bonuses (including reducing to nil). Further detail follows on the assessment of the Strategic non-financial measures, and performance against Personal objectives where applicable.
Barclays PLC - Annual Report - 2022 Page 220 Page 222