Variable remuneration, Parent Company

The parent company has two employees consisting of the CEO and CFO, whom are both employed for 50 % by the parent company and 50 % from the Netherlands.

 

Variable remuneration for the CEO

The agreement for the CEO applies since 2017. The variable remuneration is based on net sales and EBITDA, and is subject to an upper limit of 50% annual salary. Remuneration of TSEK 0 (0) has been paid out during 2018.

 

Share based payment CEO

The CEO will, under the program, be granted, free of charge, options subject to three year vesting (October 2017 - September 2020) that entitle to acquire not more than 6,000,000 shares in the Company. The exercise price is SEK 0.81 corresponding to 130 percent of the volume weighted average price of the Company’s shares on Nasdaq Stockholm for the period from and including 28 September 2017 to and including 11 October 2017. The maximum number of shares that may be issued pursuant to an exercise of options under the program is 7,980,000 shares (including exercise of warrants for hedging of social security costs), corresponding to a maximum dilution of approximately 1.0 percent.

During 2018 the value of this benefit has been SEK 361,372 (16,458) which has been charged towards share capital.

 

Variable remuneration for the CFO

The agreement for the CFO applies since 2018. The variable remuneration is based on net sales and EBITDA, and is subject to an upper limit of 40% annual base salary. Remuneration of TSEK 0 (0) has been paid out during 2018.

 

Agreements regarding severance pay

For the CEO and CFO the Company has a severance agreement of 3 months in place. The Company does not have any signed agreements regarding severance pay or similar benefits to Members of the Board, or other senior executives.

 

Variable remuneration in subsidiaries

Other group executives 

The other group executives are employed or contracted in the subsidiaries. Employes or contracted in the subsidiaries are Joris Lampe (CTO), Timo Gatsonides (CTO) as Group Management Team executives and the Extended Management Team executives Niki Gatsonides, Jörgen Andersson, Enzo Dri, Andrew Noble, Rich Kosina and Edmar van der Weijden. 

 

Variable remuneration for group executives and management

The agreement for the senior executives and management team applies since 2017. The variable remuneration is based on regional performance  and group performance. The remuneration is subject to an upper limit of 6 months salaries. Remuneration of TSEK 0 (2,494) has been paid out during 2018.

There are separate agreements for variable remuneration in the different subsidiaries. 

 

Variable remuneration for employees

For subsidiaries in Netherlands, USA, Australia, and Germany a variable remuneration to an upper limit of 1% of the net result (after taxation) or between 0 and 3 months salary depending on performance on individual basis.

For subsidiary in Sweden an agreement has been in force since 2009, and entitles employees to a bonus defined as the lower of:

(i) 5 percent of net earnings for the current year, subject to a limit of MSEK 3.

(ii) An amount corresponding to two months’ salaries for bonus-entitled staff at the end of the bonus year.

Variable remuneration is paid in the year after the financial year. Variable remuneration in 2018 totalled TSEK 0 (0).