Teleste establishes a new share-based long-term incentive program
TELESTE CORPORATION STOCK EXCHANGE RELEASE 10 FEBRUARY 2022 AT 09:00 EET
TELESTE ESTABLISHES A NEW SHARE-BASED LONG-TERM INCENTIVE PROGRAM
The Board of Directors of Teleste Corporation has decided to establish a new share-based program that includes three new share-based incentive plans (LTI 2022 Program) for the key employees of Teleste.
The objective of LTI 2022 Program is to align the interests of the key employees and Teleste shareholders by creating a long-term equity interest for the key employees and, thus, to increase the company value in the long term as well as to drive performance culture, to retain key employees and to offer the key employees with competitive performance-based compensation.
The Board of Directors has approved approximately 34 key employees as eligible for participating in the LTI 2022 Program.
Matching Share Plan
The Matching Share Plan 2022–2026 consists of three matching periods, covering the financial years of 2022–2024, 2023—2025 and 2024—2026 respectively. In the plan, the target group is given an opportunity to receive matching shares for their personal investment in Teleste Corporation shares. The rewards based on the plan will be paid after the end of the matching period.
The gross rewards to be paid on the basis of the matching period 2022–2024 correspond to the value of an approximate maximum total of 27,950 shares of Teleste Corporation. The current aggregate maximum value of the matching period 2022—2024, estimated based on the average share price of the last trading day preceding the date hereof and assuming that the eligible participants fulfil the afore-mentioned investment requirement in full, is approximately 161,000 euros.
Performance Share Plan
The Performance Share Plan 2022–2026 consists of three performance periods, covering the financial years of 2022–2024, 2023–2025 and 2024–2026 respectively.
In the plan, the target group is given an opportunity to earn Teleste Corporation shares based on performance. The Board of Directors decides on the plan’s performance criteria and targets to be set for each criterion at the beginning of a performance period. The potential rewards based on the plan will be paid after the end of each performance period.
During the performance period 2022–2024, the rewards are based on the Group’s cumulative adjusted EBIT for the financial years 2022–2024 and Total Shareholder Value (TSR) of the Teleste share for the financial years 2022–2024.
The gross rewards to be paid on the basis of the performance period 2022–2024 correspond to the value of an approximate maximum total of 335,400 shares of Teleste. In order to be eligible to participate in the performance period, a person must participate in the matching period 2022—2024 of the Matching Share Plan.
The current aggregate maximum value of the performance period 2022—2024, estimated based on the average share price of the last trading day preceding the date hereof and assuming that the eligible participants fulfil the afore-mentioned investment requirement for the matching period 2022—2024 of the Matching Share Plan in full, is approximately 1,811,000 euros.
Restricted Share Plan
The Restricted Share Plan is intended to be used as a tool in situations seen necessary by the Board of Directors, for example ensuring retention of key talents to the Company, attracting new talent or other specific situations determined by the Board.
The gross rewards to be allocated during 2022–2024 on the basis of the restricted share plan correspond to the value of maximum 50,000 Teleste Corporation shares. The current aggregate maximum value of the restricted share plan 2022—2024, estimated based on the average share price of the last trading day preceding the date hereof is approximately 270,000 euros.
General
The rewards will be paid partly in Teleste Corporation shares and partly in cash. The cash proportions of the rewards are intended for covering taxes and tax-related expenses arising from the rewards to the participants. In general, no reward is paid if the participant’s employment or director contract terminates before the reward payment.
The Board of Directors anticipates that no new shares will be issued in connection with the LTI 2022 Program and, therefore, the LTI 2022 Program will have no dilutive effect on the number of the Teleste’s registered shares.
The rewards to be paid on the basis of the Performance Share Plan and the Matching Share Plan will be capped if the limits set by the Board for the payable reward from the performance period and the matching period 2022—2024 are reached.
Teleste Corporation
The Board of Directors
Further Information:
Timo Luukkainen, Chairman of the Board, Tel. +358 2 2605 611
Esa Harju, President and CEO, Tel. +358 2 2605 611
Distribution:
Nasdaq Helsinki Ltd
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