1 T he Chair and Non-Executive Directors each receive an allowance paid as part of their base fees of £8,200 and £4,750 respectively, to cover all travel and expenses related to their roles on the Board. 2 B enefits currently include the provision to every Executive Director of private medical insurance, income protection and life assurance. Benefits also include the discount to market value (plus savings bonus) of the SAYE option granted to Guy Ellis during the financial year. 3 E xecutive Directors are entitled to a Company pension contribution, which is paid into the Group defined contribution personal pension scheme. They can also opt to have the same level of contribution made in the form of a cash contribution. 4 A nnual bonus payments for performance in the relevant financial year – 35% of this bonus above £50,000 is deferred into nominal cost share options for two years. Dividend equivalents accrue on these shares. Awards are subject to service conditions but there are no further performance conditions. 5 L ong-term incentive awards vesting under the LTIP – 87,281 shares vested to Mike Maddison with respect to the LTIP granted in 2022 which had a performance period ending on 30 September 2025. These have been valued using a share price of £1.45, which is the three month average share price over July, August and September 2025. These shares were awarded based on a share price of £2.005 on the day before the date of grant. As a result, the change in share price since the date of grant has resulted in an loss in value of £48,441. Guy Ellis did not have any LTIP awards vesting during the year to 30 September 2025.
The awards made to Tim Kowalski are covered within payments to former Directors.
6 Julie Chakraverty joined the Board on 1 January 2022 and took over from Jennifer Duvalier as the designated Non-Executive Director for workforce engagement on behalf of the Board. On 1 July 2022, Julie took over from Chris Stone as Chair of the Cyber Security Committee, and on 1 February 2023 she took over from Chris Batterham as the Senior Independent Director.
7 Lynn Fordham was appointed to the Board on 1 September 2022 and became Chair of the Audit Committee on 1 February 2023.
8 G uy Ellis was appointed CFO on 30 June 2023.
Additional information in respect of the single total figure of remuneration Pension and benefits The CEO’s and CFO’s pension provisions are in line with the level of the wider workforce, which is currently 4.5% of salary. These are either paid as pension contributions, or cash in lieu of pension. Annual bonus (audited) 2024/25 annual bonus (audited) For the year ended 30 September 2025, the maximum annual bonus opportunity for Mike Maddison and Guy Ellis was 125% of salary. For the 12 months ended 30 September 2025, bonuses of 61.3% for the CEO and 64.8% for the CFO of maximum were payable, being £433,719 and £260,820 respectively for Mike Maddison and Guy Ellis. In accordance with the Remuneration Policy, 35% of each payment (above £50,000) will be deferred into nominal cost share options for two years (these shares are subject to service conditions but there are no further performance conditions), with the remaining 65% paid in cash in December 2025. The performance measures and targets are set out below. Financial targets – up to 60% of the annual bonus for the financial year to 30 September 2025 (audited)
Performance targets
Mike Maddison
Guy Ellis
Threshold (20%)
Target (40%)
Max. (60%)
Actual
Weighting
Outturn
Weighting
Outturn
Adjusted operating profit 1 , target for CEO and CFO
£23.1m £25.6m £29.1m £23.7m
60% 24.8%
60% 24.8%
Strategic
The strategic targets were set individually for the Executive Directors based on key strategic objectives for the year in their area of responsibility – see below.
40% 36.5%
40%
40%
Total payout (% of bonus)
100% 61.3%
100% 64.8%
Bonus opportunity
£707,535
£402,500
Total bonus for the year to 30 September 2025
£433,719
£260,820
Amount paid in cash (65%)
£299,417
£187,033
Amount deferred in shares (35%)
£134,302
£73,787
1 A djusted operating profit – previous measure is an Alternative Performance Measure (APM) and not an IFRS measure. (See Note 3 for an explanation of APMs and adjusting items.)
NCC Group plc — Annual report and accounts for the year ended 30 September 2025 85
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