
which was not considered to be directly
attributable to the legislative change. The
net number of shares vesting (following
payment of any tax and national insurance
due on release) will be subject to a two-year
holding period commencing 1 July 2022 and
to the provisions relating to clawback.
The Committee believes that this is a fair,
reasonable and appropriate outcome,
which reflects the overall performance
of the Group over the year as well as
appropriately taking into account any
proportion of the adjusted items which was
not considered to be directly attributable to
the legislative change.
Both the FY22 annual bonus and the 2019
LTPP are subject to Committee discretion,
whereby the Committee must be satisfied
that the underlying financial performance
of the Group, over the performance period,
warrants the bonus outcome and/or level
of vesting as determined by applying the
respective targets formulaically. Subject
to the matters discussed above, the
Committee confirms that this is the case.
Full details of performance against each of
the metrics for the FY22 annual bonus and
the 2019 LTPP can be found on pages 116
and 117 respectively.
FY23 remuneration
Cost of living support
We remain conscious that the current
rise in the cost of living is impacting
our employees and we want to ensure
that we are doing everything we can to
support them. Accordingly, we brought
forward our FY23 salary review for
all eligible employees below Senior
Management from 1 July 2022 to 1 April
2022. A 5% increase was applied for
all these employees. Further, effective
from 1 July 2022, we agreed to pay each
of our employees below our senior
leadership team (in total around 95% of
our employees) a salary supplement of
£1,000 in equal amounts over a period
of six months to 31 December 2022. In
December 2022 we will reassess the
position and take any further steps that are
deemed appropriate at that time.
FY23 Salary
Having regard to the changes implemented
for employees as set out above, and to the
benchmarking data provided by PwC, the
Committee decided to increase the Executive
Directors’ salaries by 3%, which is lower
than the 5% increase awarded to the wider
workforce. The Committee believes that
this increase is justified given our strong
financial performance in FY22, the ongoing
competitive landscape we face across the
sector, and to ensure alignment between the
Executive Directors and the wider workforce.
The Committee further believes that this
level of increase is appropriate given the
current economic circumstances in which
we are operating. Executive Directors are
also benchmarked against other FTSE
100 companies and UK housebuilders and
remain in line with them.
Pensions
With effect from 1 January 2023 the cash
supplements for David Thomas and Steven
Boyes will be reduced from 25% of base
salary to a level equivalent to the wider
workforce (currently 10% of base salary),
in line with the guidance from the IA.
Mike Scott’s cash supplement was set at
10% of base salary from the date of his
appointment.
FY23 Annual Bonus
The performance measures for the
FY23 annual bonus scheme are set out
on page 113 together with the rationale
for selecting them. The key change is
implementation of a further stretch to the
Quality and Service metric, to reinforce
our commitment to achieving high levels
of customer satisfaction long after our
customers have moved into their new
homes. With effect from 1 July 2023 our
divisions will need to meet targets relating
to the NHBC’s 9-month National New
Homes Customer Satisfaction Survey
as well as the existing requirement to
achieve five-star status under the HBF’s
8-week Customer Satisfaction Survey. In
addition, we will be re-basing the waste
target to FY22 levels, to ensure that the
target remains challenging and stretching
whilst driving continuous improvement in
this key area of our sustainability strategy.
The Committee is of the view that the
actual targets for the annual bonus are
commercially sensitive and will therefore
disclose these in line with market practice,
with performance against them, in the
FY23 Remuneration report.
2022 LTPP
The 2022 LTPP will be awarded to all
eligible participants, including the
Executive Directors, as usual in October.
Under our Remuneration Policy, the
Committee can make awards of up to
200% of salary to Executive Directors.
The Committee is however mindful of the
view of shareholders and proxy voting
agencies that Remuneration Committees
should seek to reduce the number of
shares granted, where the company’s
share price has fallen substantially
since the last grant, to avoid potential
windfall gains for Executive Directors. The
Company’s current share price is c. 40%
lower than it was in October 2021, when
we last made a grant under the LTPP.
Accordingly, the Committee has agreed
that it will consider reducing the level of
the 2022 LTPP award to reflect any fall in
the share price. The level of any reduction
will be determined closer to the grant date
when the difference in the share price
since October 2021 is apparent. Should
the share price improve to a similar level
as that in October 2021 no reduction will
be made. The Committee continues to
believe that TSR, EPS, Underlying ROCE
and GHG emissions reduction remain the
most appropriate measures to align the
Group’s performance with strategy and
the interests of stakeholders. Details of
the specific targets for each measure are
disclosed on page 114 of this report and
the strategic KPIs for each can be found on
pages 5 to 7.
New Chief Financial Officer
Following our announcement on 29 June
2021, Mike Scott, joined us as our new
Chief Financial Officer on 6 December
2021. The remuneration package agreed
for Mike was in accordance with our Policy,
and was set out on pages 100 to 102 of last
year’s annual report. As permitted for new
joiners under our Policy, the Committee
agreed to replace awards that Mike lost
on resigning from his previous position,
at a value no greater than the value of the
awards that lapsed. These replacement
awards were granted to Mike in February
2022 and details are set out on page 120.
Shareholder engagement
I wrote to our 20 largest institutional
investors and proxy voting agencies in
July 2022 to gain feedback on the above
proposals and outcomes.
We received feedback from shareholders
representing 39% of our issued share
capital. The key topic of discussion was,
as expected, the Committee’s rationale
for the outcome of the 2022 annual bonus
and the potential vesting level for the
2019 LTPP. All were very supportive of the
FY22 outcomes and the FY23 proposals,
including the discretion applied by the
Committee. Following this engagement
they understood our rationale in coming
to our conclusions. We also engaged with
two of the proxy agencies (Glass Lewis
and ISS) at their request to help their
understanding of our proposals, with
feedback being generally positive from ISS
and both emphasising the importance of
full disclosure of the Committee’s position
in this year’s Remuneration report.
Employees and remuneration
Our 2021 Gender Pay Gap report, published
in November last year, showed the pay gap
was broadly the same year on year, with a
106
Barratt Developments PLC Annual Report and Accounts 2022
GOVER NANCE
Remuneration report CONTINUED
Annual statement from the Chair of the Remuneration Committee