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Award Timing Disclosure
 12 Months Ended
Dec. 31, 2024
USD ($)
$ / shares
Award Timing Disclosures [Line Items]  
Award Timing MNPI Disclosure
   

Estimated Future Payouts Under
Cash Incentive Program

Estimated Future Awards
Under Equity Plan Awards

        

(a)

(b)

(c)

(d)

(e)

(f)

(g)

(h)

(i)

(j)

(k)

(l)

(m)

Name

Grant
Date

Remuneration
Committee
Approval
Date

Threshold
(US$)

Target
(US$)

Maximum
(US$)

Threshold
(#)

Target
(#)

Maximum
(#)

All
Other
Equity
Awards:
Number
of
Shares
or Units
(#) (4)

All Other
Equity
Awards:
Number
of
Securities
Underlying
Options
(#) (5)

Exercise
or Base
Price of
Equity
Awards
(US$/Sh)

Grant
Date Fair
Value of
Equity
Awards
(US$) (6)

Andy
Butcher

March 18

March 4

      

—

40,644

101,610

    

1.00

383,676
 

March 18

March 4

      

—

60,966

121,932

    

1.00

548,084

March 18

March 4

            

45,180

  

1.00

426,310
   

322,250

644,500

1,289,000

              

Stephen
Webster

March 18

March 4

      

—

6,444

16,110

    

1.00

60,831
 

March 18

March 4

      

—

9,666

19,332

    

1.00

86,897

March 18

March 4

              

7,160

1.00

67,590
   

71,122

142,245

284,489

              

Howard
Mead

March 18

March 4

      

—

3,168

7,920

    

1.00

29,906
 

March 18

March 4

      

—

4,752

9,504

    

1.00

42,720

March 18

March 4

            

3,520

  

1.00

33,229
   

33,975

67,950

135,900

              

Jeffrey
Moorefield

March 18

March 4

      

—

3,060

7,650

    

1.00

28,886
 

March 18

March 4

      

—

4,590

9,180

    

1.00

41,264

March 18

March 4

            

3,400

  

1.00

32,096
   

43,460

86,920

173,840

              

Graham
Wardlow

March 18

March 4

      

—

6,156

16,290

    

1.00

61,511
 

March 18

March 4

      

—

9,774

19,548

    

1.00

87,868

March 18

March 4

              

7,240

1.00

68,346
   

57,818

115,636

231,273

              

____________

(1)   The Remuneration Committee’s practices for awarding Restricted Stock Units and Options, including the timing of grants and approvals thereof, are described in the section entitled “2024 Compensation Components - Equity Awards.” The Remuneration Committee’s practices for awarding annual cash incentives, including setting performance measures and targets and determining cash incentive opportunities, are described in the section entitled “2024 Compensation Components - Annual Cash Incentive.”

(2)   The amounts shown in column (d) reflect the Threshold payment for each Named Executive Officer under our cash incentive program. This amount is 50% of the Target amounts shown in column (e). The amounts shown in column (f) are 200% of the Target amounts shown in column (e). These amounts are based on the individual’s base salary as in effect on December 1, 2024.

(3)   The amounts shown in column (g), (h) and (i) reflect the Threshold, Target, and Maximum award levels for performance-based Restricted Stock Units and Options awarded to each Named Executive Officer in 2024. Performance-based Restricted Stock Units and Options were granted for two performance measures: adjusted diluted EPS Growth and relative TSR, as described in the section entitled “2024 Compensation Components - Equity Awards.” Of the performance-based awards communicated on March 18, 2024 (representing 60% of the total equity award at Target), 40% of this award is related to certain adjusted diluted EPS Growth targets and 60% is related to certain TSR performance targets. The amounts shown in column (g) reflect the total number of awards at the Threshold level with respect to each performance measure for each of the Named Executive Officers. These amounts are 0% of the total number of awards at the Target level shown in column (h). The amounts shown in column (i) reflect the total number of awards at the Maximum level, being 200% of the Target level for relative TSR awards and 250% for adjusted diluted EPS Growth awards. The award amounts were calculated with reference to the individual’s annual base salary at the time of the Remuneration Committee’s approval in March 2024.

(4)   The amounts shown in column (j) represent the time-based Restricted Stock Units awarded to U.S.-based Named Executive Officers in 2024, which represent 40% of the total equity award at Target. These awards vest in four equal annual installments, beginning on March 18, 2025. The awards are subject to a US$1.00 per ordinary share issue cost. Further information regarding these awards is provided in the section entitled “2024 Compensation Components - Equity Awards.”

(5)   Stephen Webster and Graham Wardlow are employed in the U.K. and received time-based Options with respect to their 40% time-based award entitlement for 2024, as shown in column (k). These awards vest in four equal annual installments, beginning on March 18, 2025. The Options have an exercise price equivalent to the nominal value of an ordinary share, or US$1.00 per ordinary share. Further information regarding these awards is provided in the section entitled “2024 Compensation Components - Equity Awards.”

(6)   The amounts shown in column (m) reflect the grant date fair value of the equity awards, calculated in accordance with ASC 718.
Andy Butcher [Member]  
Awards Close in Time to MNPI Disclosures  
Name AndyButcher [1]
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 383,676 [1],[2]
Andy Butcher One [Member]  
Awards Close in Time to MNPI Disclosures  
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 548,084 [1],[2]
Andy Butcher Two [Member]  
Awards Close in Time to MNPI Disclosures  
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 426,310 [1],[2]
Stephen Webster [Member]  
Awards Close in Time to MNPI Disclosures  
Name StephenWebster [1]
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 60,831 [1],[2]
Stephen Webster One [Member]  
Awards Close in Time to MNPI Disclosures  
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 86,897 [1],[2]
Stephen Webster Two [Member]  
Awards Close in Time to MNPI Disclosures  
Underlying Securities 7,160 [1],[3]
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 67,590 [1],[2]
Howard Mead [Member]  
Awards Close in Time to MNPI Disclosures  
Name HowardMead [1]
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 29,906 [1],[2]
Howard Mead One [Member]  
Awards Close in Time to MNPI Disclosures  
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 42,720 [1],[2]
Howard Mead Two [Member]  
Awards Close in Time to MNPI Disclosures  
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 33,229 [1],[2]
Jeffrey Moorefield [Member]  
Awards Close in Time to MNPI Disclosures  
Name JeffreyMoorefield [1]
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 28,886 [1],[2]
Jeffrey Moorefield One [Member]  
Awards Close in Time to MNPI Disclosures  
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 41,264 [1],[2]
Jeffrey Moorefield Two [Member]  
Awards Close in Time to MNPI Disclosures  
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 32,096 [1],[2]
Graham Wardlow [Member]  
Awards Close in Time to MNPI Disclosures  
Name GrahamWardlow [1]
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 61,511 [1],[2]
Graham Wardlow One [Member]  
Awards Close in Time to MNPI Disclosures  
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 87,868 [1],[2]
Graham Wardlow Two [Member]  
Awards Close in Time to MNPI Disclosures  
Underlying Securities 7,240 [1],[3]
Exercise Price | $ / shares $ 1 [1]
Fair Value as of Grant Date | $ $ 68,346 [1],[2]
[1] The Remuneration Committee’s practices for awarding Restricted Stock Units and Options, including the timing of grants and approvals thereof, are described in the section entitled “2024 Compensation Components - Equity Awards.” The Remuneration Committee’s practices for awarding annual cash incentives, including setting performance measures and targets and determining cash incentive opportunities, are described in the section entitled “2024 Compensation Components - Annual Cash Incentive.”
[2] The amounts shown in column (m) reflect the grant date fair value of the equity awards, calculated in accordance with ASC 718.
[3] Stephen Webster and Graham Wardlow are employed in the U.K. and received time-based Options with respect to their 40% time-based award entitlement for 2024, as shown in column (k). These awards vest in four equal annual installments, beginning on March 18, 2025. The Options have an exercise price equivalent to the nominal value of an ordinary share, or US$1.00 per ordinary share. Further information regarding these awards is provided in the section entitled “2024 Compensation Components - Equity Awards.”