Outlook 2021

During the regular review process, the NCC has recommended and the BoD approved further measures for the EB compensation framework. Shareholding guidelines were implemented to ensure more 'skin in the game' by building up an investment stake in SoftwareONE in the form of shares. This reinforces the long-term focus and sustains the interest alignment of the members of the EB with those of SoftwareONE’s shareholders. The minimum shareholding requirement level has been set at 300% and 200% of base salary respectively, for the CEO and EB members. The build-up period for meeting these newly introduced shareholder requirements is set at five years.

Additionally, in order to protect the shareholders' and company interests a clawback provision for EB compensation which allows for a partial or full recovery of equity paid to members of the EB will be introduced. The clawback provision applies in specific situations which cause damages to the group or otherwise negatively affect legitimate interests of SoftwareONE.

he synergies target in the efficiency STI performance metric will be replaced by the company’s adjusted EBITDA margin as disclosed in the Annual Report. In addition, to put more emphasis on ESG-related initiatives also in the company's compensation framework, the weighting of the STI 2021 will be adopted by decreasing the efficiency goal by five percentage points and increasing the personal goals by five percentage points to reflect the inclusion of ESG targets in the personal goals.

Report of the Statutory AuditorExecutive Board Compensation

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