Just Group plc | Annual Report and Accounts 2024
112
DIRECTORS’ REMUNERATION REPORT continued
This report describes the remuneration for our Executive Directors and Non-Executive Directors and sets out how the remuneration policy has been used and, accordingly, the amounts paid relating to the year ended 31 December 2024. In addition, this report states how the policy will be implemented in 2025. The report has been prepared in accordance with the provisions of the Companies Act 2006, the FCA’s Listing Rules and The Large and Medium-Sized Companies and Groups (Accounts and Reports) Regulations 2008, as amended. The report has also been prepared in line with the recommendations of the UK Corporate Governance Code. Various disclosures of the detailed information about the Directors’ remuneration set out below have been audited by the Group’s independent auditor, PricewaterhouseCoopers LLP.
TOTAL SINGLE FIGURE OF REMUNERATION (AUDITED)
Salary/fees Taxable Benefit Total variable remuneration 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 STIP LTIP 2,3 Pension Total Total fixed remuneration 684 630 29 28 945 859 2,116 1,026 68 63 3,842 2,606 781 721 3,061 1,885
£000
David Richardson
Mark Godson 1
400 63 25 4 540 –
– – – – – – –
– 40 6 1,005 73 465 73 540 –
64 10 4 –
–
– – – – – –
– – – – – –
– – – – – –
–68106810 – –85758575 – – 223 200 223 200 – –80768076 – –94769476 – –84808480 –
– – – – –
Jim Brown 1
Michelle Cracknell John Hastings-Bass
84 74 1 1 –
223 200 –
–
–
Mary Kerrigan Mary Phibbs 1
79 75 1 1 –
94 75 – 84 80 –
1 –
Kalpana Shah – 1 Amounts reported in the single figure table reflect the period during which Directors provided services to the Company as a Director. Mark Godson’s 2023 remuneration is from when he joined the Group as CFO Designate on 6 November 2023. Mary Phibbs and Jim Brown’s 2023 remuneration reflect their appointment dates of 5 January 2023 and 1 November 2023 respectively. Director’s who left during 2023 and had no remuneration during 2024 are not reflected in this table. – – 2 Remuneration in respect of LTIP is reported on vesting. The 2024 amounts in the table represent the outcome of the 2022-2024 LTIP scheme. This scheme interest was earned but did not vest during 2024. Scheme vesting is set out on page 114. For the purposes of valuation, the amounts have been estimated based on a share price of £1.4576 (the average share price from 1 October to 31 December 2024) plus any dividend equivalents on that scheme. This estimate will be updated to reflect the actual valuation in next year’s report. The share price used for this estimate represents an increase of £0.5824 (67)% when measured against the share price at the time of grant of £0.8752. 3 The 2023 amounts in the table represent the 2021-2023 LTIP scheme and the value has been updated since the estimate reported in the 2023 ARA to reflect the actual share price of £1.058 at the time of vesting of that scheme, representing a difference of £0.2659 from the price used to estimate in the 2023 DRR of £0.7921.
2024 FIXED PAY
BASE SALARIES (UNAUDITED) David Richardson received a salary increase in April 2024 of 10% to £700,000, detail of which was provided in the 2023 Directors’ Remuneration Report. Mark Godson’s salary for 2024 was set on his appointment at £400,000. BENEFITS AND PENSION (AUDITED) Benefits include an executive allowance from which the executives can purchase their own benefits, for example private medical cover. The Company also provides permanent health insurance, life assurance and biennial health screening benefits. The Executive Directors each received a cash payment in lieu of the Company pension of 10% of salary, in line with the contribution rate offered to the majority of the wider workforce.
NON-EXECUTIVE DIRECTORS’ FEES The fees for the Non-Executive Directors in 2024 are as detailed in the table below.
£000
As at 31 December 2024 As at 31 December 2023
Board Chair 1
230
200
Basic fee
65 10 20 15
60 10 20 15
Additional fee for Senior Independent Director
Additional fee for Committee Chair, Risk and Audit Committees Additional fee for Committee Chair, all other Committees
1 The Board Chair receives a single, all-inclusive fee for the role.
No increase to base fees are planned for 2025.
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