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Other Disclosures

Disclosure pursuant to section 430(2B) of the Companies Act 2006

Carol Fairweather

On 18 January 2017, Carol Fairweather ceased to be a director of Burberry Group plc. Carol will remain an employee of Burberry Group plc until 31 March 2017.

It is anticipated that Carol will receive the following payments,which are in accordance with her service agreement and/or the Company’s remuneration policy, as outlined in the Company’s annual report:

  • Salary, allowances, pension and contractual benefits up to 31 March 2017.
  • A payment in lieu of notice equal to 12 months’ salary, allowances and benefits (including pensions allowance) of £675,000 paid as a lump sum in April 2017, together with a payment in lieu of accrued but not taken holiday entitlement as at 31 March 2017.
  • Subject to the achievement of the relevant Adjusted Profit Before Tax performance condition, a cash bonus payment for the year ended 31 March 2017. The amount of the bonus will be determined by the Remuneration Committee in accordance with the performance condition set at the beginning of the financial year and approved remuneration policy. Any cash bonus will be paid at the same time as payments are made to other participants. As Carol was employed for the entirety of the performance period, no pro-rating will be applied.
  • Outstanding awards under the legacy Restricted Share Plan (RSP) and outstanding matching share awards under the legacy Co-Investment Plan (CIP) (each in the form of nil-cost options) will vest on the first vesting date, subject to the achievement of relevant performance conditions, in accordance with the relevant plan rules. Subject to performance outcomes, Carol will, from June 2017, be able to exercise her options and receive a maximum of 78,869 shares, less any shares sold to cover tax. Options will be exercisable for a six month period from the first vesting date. In respect of the CIP, on exercise Carol will also receive a cash payment equivalent to the dividends which would have been received during the period between grant and exercise in respect of the shares acquired on exercise.
  • Outstanding awards under the Executive Share Plan (ESP) (in the form of nil-cost options) will vest on the normal vesting date, subject to the achievement of relevant performance conditions and time pro-rating, in accordance with the plan rules. Subject to performance outcomes, Carol will be able to exercise her options and receive a maximum of 26,156 shares from July 2018, a maximum of 26,157 shares from July 2019, a maximum of 12,547 shares from January 2020 and a maximum of 12,548 from January 2021, less any shares sold to cover tax. Options will be exercisable for a six month period from vesting. On exercise, Carol will also receive a cash payment equivalent to the dividends which would have been received during the period between grant and exercise in respect of the shares acquired on exercise.
  • Options held under the 2015 Sharesave scheme will become exercisable on 1 April 2017 until 30 September 2017, at an option price of £13.64, to the extent of savings contributions made at the time of exercise.

A payment of £5,000 (excluding VAT) was made directly to third party service provider in respect of legal services. Until 31 March 2018 (or later, if the Remuneration Committee so determines), Carol will continue to receive private medical insurance and access to employee discount, each at a level consistent with those provided to Burberry Group plc’s executive directors from time-to-time.

No other payments will be made.

Full details of all payments made to and receivable by to Carol will be disclosed in the Directors’ Remuneration Report within the Burberry Group plc Annual Report and Accounts for the year ended 31 March 2017, and subsequent years, as appropriate.

Disclosure pursuant to section 430(2B) of the Companies Act 2006

David Tyler

Further to the announcement by Burberry Group plc on 24 September 2015, David Tyler stood down from the Board as a non-executive director on 31 December 2015. David Tyler received his usual non-executive directorship fee up to the point of his retirement on 31 December 2015, but will receive no further payments thereafter. David Tyler will not receive any payment for loss of office or otherwise in respect of his retirement from the Board.

Burberry 2016 Executive Share Plan Awards

As set out in Burberry Group plc’s Directors’ Remuneration Report 2015/16, published in May 2016, the Company delayed the grant of 2016 Executive Share Plan (the “ESP”) awards while new initiatives to deliver productivity and efficiency improvements, also announced in May 2016, were first being implemented. This was to ensure that the ESP performance targets were properly aligned with Burberry’s updated strategic goals.

The 2016 ESP awards were granted on 30 January 2017 and the vesting of these awards is subject to three performance measures, as summarised in the table below. 

Performance level
(% of maximum vesting)
ESP Performance Measure Definition
 
Weighting (% of award) Threshold
(25%)
Target
(50%)
Maximum
(100%)
Group Adjusted Profit Beofre Tax 3-year growth, calculated on a constant currency basis 50% 1.0% p.a. 2.7% p.a. 6.0% p.a.
Group Revenue 3-year growth, calculated on a constant currency basis 25% 1.0% p.a. 2.5% p.a. 5.5% p.a.
Return on Invested Capital 3-year average 25% 13.9% 14.3% 15.2%

These performance conditions will be measured over the 3-year period, from 1 April 2016 to 31 March 2019. The targets for all three performance measures have been carefully calibrated by the Remuneration Committee based on Burberry’s 3-year financial goals, external expectations for the business and the sector, and to align with long-term value creation for shareholders