Just Annual Report and Accounts 2020

JUST GROUP PLC Annual Report and Accounts 2020

Directors’ remuneration report continued

Total remuneration of the CEO during the same period (unaudited) The total remuneration of the CEO over the last eight years is shown in the table below. Year ended 30 June

Year ended 31 December

2013

2014

2015

2016 1

2017

2018

2019 2

2020

Chief Executive

Total remuneration (£’000)

1,052

1,196

1,357

2,630

2,369

2,507

438

1,440

1,495

STIP (% of maximum) LTIP (% of maximum)

86% 63% 89% 97.5% 95.0% 91.2% 0% 83.1% 85%

n/a

n/a 39.5% 50.0% 50.0% 50.0% 50.0% 19.75%

1 The year ended 31 December 2016 covered 18 months following the change of year end from 30 June. The total single figure of remuneration for the 12 month period ended 31 December 2016 was £1,870,000. 2 Rodney Cook stood down as CEO from 30 April 2019 and David Richardson assumed the role of CEO from this date (initially on an interim basis). The total single figure remuneration for Rodney Cook in 2019 represents four months to 30 April 2019 and the full vesting value of the 2017 LTIP and for David Richardson represents 8/12ths of his pay in 2019. CEO pay ratio This is the second year in which Just Group has been required to publish its CEO pay ratio.

Year

Method 1

25th percentile pay ratio

50th percentile pay ratio

75th percentile pay ratio

2020

Option A Option A

42 : 1 44 : 1

26 : 1 28 : 1

16 : 1

2019 2,3 17 : 1 1 Option A was selected as it provided a full picture of pay across the Group. The Company determined the single figure remuneration for all UK employees on a FTE basis by reference to the financial year ended 31 December 2020 and used this to identify the three employees who represent the 25th percentile, 50th percentile and 75th percentile by total pay. FTE remuneration was determined by reference to pay across 260 working days per year over a 35 hour week. Cases where employees were on maternity leave have been excluded as their remuneration in the year was not felt to be an accurate reflection of their ordinary pay levels. This did not have a material impact on the ratios and so the Committee is satisfied that the three individuals are reflective of the three percentiles. 2 The total pay and benefits for the role of CEO in 2019 was calculated using Rodney Cook’s base salary, benefits and pension contributions for the four months to 30 April 2019 and David Richardson’s base salary, benefits and pension contributions for the remainder of the year, full year 2019 annual bonus and 2017 LTIP award which vests based on performance to 31 December 2019. 3 The calculation has been updated to reflect the actual share price of the 2017 LTIP at vest and to correct a calculation error.

The table below shows the total pay and benefits and the salary component of this for the employees who sit at each of the three quartiles in 2020.

£’000

Total pay and benefits

Salary component of total pay

25th percentile 50th percentile 75th percentile

35 57 94

28 42 70

Group Chief Executive

1,495

594

The Group Chief Executive Officer was paid 26 times the median employee in 2020. The Remuneration Committee is confident that this is consistent with the pay, reward and progression policies for the Company’s UK employees. The Committee will continue to monitor the CEO pay ratio and gender pay gap statistics as part of its overview of all employee pay. Comparison with 2019 ratio The movement in the ratio is attributable to a reduction in CEO remuneration between 2019 and 2020. The 2019 data included Rodney Cook’s remuneration for the first four months of 2019 and David Richardson’s remuneration for the remainder of 2019. Percentage annual change in remuneration of Directors and employees of Just Group plc (unaudited) The table below shows the percentage change in salary, taxable benefits and STIP in respect of each Director earned between 2019 and 2020, compared to that for the average employee of the Group (on a per capita basis).

Percentage change between 2019 and 2020 Base salary Benefits

Annual bonus

Average employee 1 David Richardson 2

4.62% 8.91%

4.79%

0.48%

Executive Directors

2.69% 11.94%

Andy Parsons 3

n/a n/a 0%

n/a n/a n/a n/a n/a n/a n/a n/a

Non-Executive Directors

John Hastings-Bass 4 Chris Gibson-Smith 5

Keith Nicholson

1.4%

Clare Spottiswoode

Paul Bishop Ian Cormack Steve Melcher

1.6%

0% 0% n/a

Michelle Cracknell 6 n/a 1 All permanent employees of the Company in the UK who were in employment during the two calendar year periods of 2019 and 2020 were selected as the most relevant comparator. 2 David Richardson undertook the role of CEO from 1 May 2019 and so 2019 remuneration includes a portion of the year where he undertook the role of Deputy CEO and Interim CFO. n/a 3 Andy Parsons joined Just Group with effect from 1 January 2020. 4 John Hastings-Bass joined Just Group with effect from 13 August 2020. 5 Chris Gibson-Smith retired from Just Group with effect from 13 August 2020. In order to compare his remuneration year on year, his fees for 2020 have been adjusted to reflect a full-year appointment to the Board. 6 Michelle Cracknell joined Just Group with effect from 14 May 2020.