Remuneration Committee report continued
Annual statement continued Performance related pay – LTIP
Grants of shares under a below-Board Restricted Share Plan to broaden colleague share ownership We remain committed to broadening share ownership throughout the Group, both as a reward and a retention tool. During the year, we made further grants to over 170 colleagues under our Restricted Share Plan (RSP) in January 2025, and in July 2025 made an inaugural grant to all colleagues, around 120, in the Philippines who had passed their probation period. In addition, we also offered colleagues the opportunity to participate in our Save As You Earn/stock purchase share plans in the UK, the US, Canada, the Netherlands, Australia, Spain and (for the first time) the Philippines. Once again, these proved popular with high take-up levels. The Group also continues to operate and actively promote the Share Incentive Plan (SIP) for UK-based colleagues, further increasing our commitment to cost effective colleague share ownership. Colleague engagement There are a number of existing channels of communication with colleagues with regard to NCC Group’s remuneration policies and executive remuneration. Our engagement survey enables colleagues to provide feedback confidentially on many employment issues, including remuneration. Our designated NED for workforce engagement also held a number of colleague engagement sessions during the year in which colleagues were invited to provide feedback and comments on any issue, including executive remuneration and broader remuneration policies. In particular, a question and answer discussion is always held on executive remuneration and how this aligns with the wider Company pay policy. Our designated NED also reminds colleagues where the information can be located and answers any questions as they arise. The Committee also receives regular feedback from the Chief People Officer and the Director of Reward and Benefits on how colleagues perceive our remuneration policies and practices in the context of recruitment, retention and motivation. This information is used by the Committee in its monitoring and development of remuneration policies. Conclusion The 2025 Directors’ Remuneration Report will be put to the usual annual advisory vote at the AGM on 3 March 2026. The Committee is committed to engagement and transparency and I welcome the opportunity for discussion of the Group’s remuneration with shareholders, at our AGM or at any other time during the year, and look forward to your continuing support.
During the year ended 30 September 2025, no LTIP awards were made to either the CEO or CFO. As reported in the 2024 Directors’ Remuneration Report, for the LTIP awards made in June 2024, the Committee proposed an uplift to the award opportunity for all long-term incentive participants of four months to allow for a smoother transition between LTIP grants given the change to the accounting reference date. In the future, awards will be granted in January with the performance period starting on 1 October. Our next cycle of LTIP awards is scheduled to take place in either December 2025 or January 2026. The performance period for these LTIP awards will be 1 October 2025 to 30 September 2028. The 2022 LTIP (in which only the CEO participated) vested at 20% of maximum. This was based on the cash conversion element (weighting 20%) being achieved in full, but with below-threshold achievement of the EPS growth and TSR metrics. The Committee considered whether any downward discretion should be applied to the overall vesting outcome. It concluded that it remained important to recognise and continue to incentivise strong levels of cash conversion and that it would not be appropriate to apply discretion to the payment outcome given the relatively low weighting on this element. The Committee also considered NCC Group’s underlying performance and the experience of both our shareholders and wider workforce. Non-Executive Director and Chair’s fees In accordance with our Remuneration Policy, the fees for Non‑Executive Directors were reviewed by the Company Chair, CEO and CFO, based on data provided by our remuneration consultants. After careful consideration, it was determined that these would be increased by 5% during 2024/25 with the increases being effective 1 October 2024. This was against benchmarked data and the fact that Non-Executive Directors had not had any increases to base fees since 1 June 2022.The base fee was increased from £51,500 to £54,000. The Remuneration Committee also conducted a review of the fees for the Board Chair, utilising data provided by our remuneration consultants. After careful consideration, it was determined that these would be increased by 5% during 2024/25 with the increases being effective 1 October 2024. This was against benchmarked data and the fact that the Chair fee had not had any increases since 1 June 2022. The base fee was increased from £154,500 to £162,225. In addition, in December 2025 the Committee increased the Chair’s base fee by 2.5% taking Chris’s fee from £162,225 to £166,280, with effect from 1 October 2025, which was slightly lower than the increase for the wider workforce (circa 2.9%).
Jennifer Duvalier Chair, Remuneration Committee 11 December 2025
Details of these fees and allowances are given in the Annual Report on Remuneration on page 92
NCC Group plc — Annual report and accounts for the year ended 30 September 2025 82
Made with FlippingBook Online newsletter maker