Strategic Report
Governance Report
Financial Statements
Company Financial Statements
With non-financial performance being assessed at the highest rating of strong across all categories for both the CEO and CFO, the Committee supported the award of the maximum non-financial bonus of 40% of total opportunity to both Executive Directors, this
being equivalent to 60% of Executive Director base salary on an annualised basis. In addition to the Committee’s assessment of financial and non-financial performance, an additional risk adjustment review was also conducted by the Committee to consider if
any adjustments to bonus were appropriate to reflect crystallised or emerging material risks. The result of this assessment was that risk performance consideration had been adequately reflected in the assessment of the non-financial risk category and no further adjustment would be appropriate.
The Committee considered the combined financial and non-financial outcomes consistent with the Group’s holistic performance, and no discretion was applied to the formulaic outturns. The final overall bonus award values that are payable, are detailed in the table below:
Overall outcome of the FY25 bonus - Audited information
% of max non-financial performance achieved
Deferred shares portion (1/3 total value - £000’s)
FY25 bonus award as a % of base salary on an annualised basis 2
% of max financial performance achieved
Total FY25 bonus award payable £’000 1,2
Cash portion (2/3 total value - £000’s)
Overall % of max achieved
Name
Role
Andrea Montague Chief Executive
65.0% 65.0%
100.0% 100.0%
79.0% 79.0%
545 296
363
182
118.5% 118.5%
Katherine Jones
Chief Financial Officer
197
99
1 The annual base salaries referenced for the FY25 bonus awards for the CEO and CFO are £460,000 and £375,000, respectively. 2 The CFO’s FY25 bonus award is an eight months’ pro-ration of the annualised value, reflecting the appointment date of 1 November 2024. Outcome of the 2022 Executive Director LTIP - Audited information The outcome for the 2022 Executive Neither current Executive Director has a holding under this plan. With FY25 underlying diluted EPS of 130.4 pence per share being delivered, the EPS
diversity, anti-slavery, net zero planning, employee engagement and wider ESG ambitions had been fully satisfied. This assessment reflected achievements in diversity, where the Group exceeded its Women in Finance Charter target of 32% female leaders a year early in 2024 with 35% of leadership roles being held by women. Progress on climate activity was demonstrated through the Group’s establishment of an ESG Advisory Committee, its development of Streamlined Energy and Carbon Reporting
within its annual ESG action plan, and other progress described in its Task Force on Climate-related Disclosures report, published in 2024. On this basis, the maximum outturn of 10% of overall opportunity was awarded for ESG measures. With no discretion being applied by the Committee in relation to the EPS nil vesting outturn, the overall 2022 ED LTIP pay-out was approved at 10% of maximum opportunity.
outturn fell short of the threshold value of 160 pence per share needed for any pay-out to be made against this measure. The Committee’s assessment of ESG performance concluded that the establishment and embedding of key ESG approaches and policies in the areas of
Director LTIP award is set out below. The two participants in this plan are former Chief Executive, Andrew Shepherd, and former Chief Operating Officer, Lynsey Cross, both of whom are eligible for service related pro-rata awards as part of their leaving arrangements.
The full 2022 Executive Director LTIP outturn is confirmed, as follows:
% of maximum awarded for measure
% of base salary awarded for this measure
Threshold (25% pay-out)
Target (50% pay-out)
Maximum (100% pay-out)
2022 Executive Director LTIP measure
Weighting
Actual for FY25
Underlying diluted Earnings Per Share (pence)
90%
160p
175p
200p
130.4p
0%
0%
ESG policy goals
10% Partially Satisfied
Mostly Satisfied
Fully Satisfied
Fully Satisfied
100%
10%
This outturns for the two former Directors are detailed in the payments for loss of office section, on page 90.
Brooks Macdonald Group plc Annual Report and Accounts 2025
85
Made with FlippingBook - professional solution for displaying marketing and sales documents online