Just Group plc | Annual Report and Accounts 2024
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DIRECTORS’ REMUNERATION REPORT
ROLE The Remuneration Committee (the “Committee”) determines the remuneration policy for the Chair, Executive Directors, Senior Management and Solvency II identified staff, alongside the Company’s overall remuneration policy. The terms of reference of the Committee are available at www.justgroupplc.co.uk/investors/ shareholder-information/board-and-committee-governance. The key activities of the Committee during the year included: • review and approval of the Directors’ Remuneration report; • approval of the grant of the 2024 awards and performance conditions, and approval of the vesting of the 2021 award under the Long Term Incentive Plan (“LTIP”); • approval of the grant of share options under the all-employee Sharesave scheme (“SAYE”); • assessment of the performance of the Executive Directors against the corporate financial, non-financial and personal performance outturns, in relation to their annual bonus, in the context of wider Company performance and approving the payments; • approval of the list of colleagues with responsibilities categorised under Solvency II and the treatment of their variable pay; • review and approval of bonus plans across the Group, where they are not aligned to the Group Short Term Incentive Plan (“STIP”) or the LTIP; • review and approval of the all-employee remuneration policy for 2024; • review of the Company’s gender and ethnicity pay gap data; • monitoring the developments in the corporate governance environment and investor expectations; and • considering the application of the policy for 2025. STATEMENT FROM THE CHAIR OF THE REMUNERATION COMMITTEE Dear Shareholder I am pleased to present the Directors’ Remuneration Report for the year ended 31 December 2024. The Company’s directors’ Remuneration Policy was renewed at the 2023 AGM with a vote of over 95% in favour, and the Directors’ Remuneration Report was well supported at the 2024 AGM with a vote of over 97% in favour. The Committee has reflected on the ongoing operation of the Policy and believes it continues to serve Just Group well and remains aligned to our strategy and culture, whilst acting appropriately in the context of the requirements of paragraph 40 of the UK Corporate Governance Code in terms of clarity, simplicity, risk, predictability, proportionality and alignment to culture. The Policy will be reviewed again over the next year and a new Policy put to a shareholder vote at the 2026 AGM, in line with the normal three-year cycle.
I am pleased to present the Remuneration Committee Report for the year ended 31 December 2024.”
MICHELLE CRACKNELL Chair, Remuneration Committee
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