2012 Annual Report - Domino's Pizza

DIRECTORS’ REPORT CONTINUED
BONUSES AND SHARE-BASED PAYMENTS GRANTED AS COMPENSATION FOR THE FINANCIAL YEAR
Bonuses
Don Meij, Richard Coney, Andrew Megson, Andrew Rennie, Craig Ryan, Allan Collins, John Harney and Chris O’Dwyer were granted on 13 August 2012 a
cash bonus for their performance during the year ended 1 July 2012. Patrick McMichael and Melanie Gigon received a bonus during the year on achieving
their performance criteria. The amounts were determined and approved by the Managing Director/Chief Executive Officer and the Nomination and
Remuneration Committee.
No other bonuses were granted during 2012.
Short-term incentive bonus
PERCENTAGE
INCLUDED IN VESTED IN
COMPENSATION YEAR
$ (i) %
PERCENTAGE
FORFEITED IN
YEAR
% (ii)
Directors
Don Meij 468,750 75 25
Key management personnel
Richard Coney 124,384 100 -
Andrew Megson 41,515 80 20
Andrew Rennie 136,500 75 25
Melanie Gigon 64,764 48 52
Craig Ryan 50,965 85 15
Allan Collins 72,000 80 20
John Harney 80,000 100 -
Chris O’Dwyer 21,000 30 70
Patrick McMichael 267,500 100 -
(i)
(ii)
Amounts included in compensation for the financial year represent the amount that vested in the financial year based on achievement of personal goals and satisfaction of specified performance
criteria. No amounts vest in future financial years in respect of the bonus schemes for the current financial year.
The amounts forfeited are due to the performance or service criteria not being met in relation to the current financial year.
Long term bonuses
There were no long term bonus arrangements for the financial year ended 1 July 2012.
Executive share and option plan
The Company established the ESOP to assist in the recruitment, reward, retention and motivation of directors and executives of the Company (“the participants”).
In accordance with the provisions of the scheme, executives within the Company, to be determined by the Board, are granted options for no consideration
to purchase parcels of shares at various exercise prices. Each option confers an entitlement to subscribe for and be issued one share, credited as fully paid,
at the exercise price.
Options issued under the ESOP may not be transferred unless the Board determines otherwise. The Company has no obligation to apply for quotation of the
options on the ASX. However, the Company must apply to the ASX for official quotation of shares issued on the exercise of the options.
At any one time, the total number of options on issue under the ESOP that have neither been exercised nor lapsed will not exceed 5.0% of the total number
of shares in the capital of the Company on issue prior to 30 April 2009.
Effective 30 April 2009, the Company must not issue any shares or grant any option under this plan if, immediately after the issue or grant, the sum of
the total number of unissued shares over which options, rights or other options (which remain outstanding) have been granted under this plan and any
other Group employee incentive scheme would exceed 7.5% of the total number of shares on issue on a Fully Diluted Basis at the time of the proposed
issue or grant.
Fully Diluted Basis means the number of shares which would be on issue if all those securities of the Company which are capable of being converted into
shares, were converted into shares. If the number of shares into which the securities are capable of being converted cannot be calculated at the relevant
time, those shares will be disregarded.
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ANNUAL REPORT 2012 DOMINO’S PIZZA ENTERPRISES LIMITED