Are there any gateways or other conditions? The Committee also recommended that the above performance measures should be further qualified by the following factors: – Health, Safety, Environmental and Governance objectives being met. In the event of a fatality or other catastrophic event, the Board would be expected to exercise its discretion to award no STI cash or equity bonus for the period; and – Satisfactory individual performance by the Senior Executive KMP needs to be achieved, whereby the Senior Executive KMP must achieve a minimum personal scorecard target of 50% or greater to be eligible for the award. – In addition to the above, the Senior Executive KMP must be employed during the entire period to be eligible for the award (noting that applicable good leaver provisions may apply). How much value is ascribed to the Short Term Incentive opportunity? The Executive Chair has a target STI opportunity of 37.5% of TFR, with a maximum opportunity (if the stretch targets are achieved) of 50% of TFR. Other Senior Executive KMPs have a target STI opportunity of 30% of TFR, with a maximum opportunity (if the stretch targets are achieved) of 40% of TFR. STI opportunity levels are determined based on mining industry benchmark data with a market position set at the 50th percentile for the 2024 financial year. What is the Short Term Incentive assessment process? Individual criteria: Based upon a particular area of accountability, with consideration given to the extent to which the behaviours and performance indicators have been modelled and observed. The assessment is undertaken by the Committee and approved by the Board. Corporate criteria: Based upon objective performance measures and data points collected, the Board determines the extent to which the corporate performance criteria has been satisfied and achieved. How is the Short Term Incentive paid? STI award outcomes are typically paid as cash remuneration to an employee. However, to provide greater alignment with shareholder value, Sheffield provides 50% of the STI award in cash, with the remaining 50% balance awarded via vesting of performance rights, subject to shareholder approval provisions. What happens to the Short Term Incentive opportunity if a Senior Executive KMP ceases employment? Unless the Board determines otherwise, where a participant ceases to be employed by the Company, their award opportunity for the applicable financial year will be reduced to reflect the portion of the financial year not completed at the end of their employment. For the purposes of determining the actual STI award, assessment of the extent of their achievement of individual criteria will be based on performance up to the cessation of their employment, while the extent of achievement of the corporate criteria will be assessed by the Board in the ordinary course at the conclusion of the financial year. Are there any malus or claw back provisions associated with a Short Term Incentive Award? Yes. Where, in the opinion of the Board, a Senior Executive KMP acts fraudulently or dishonestly, is grossly negligent or has his or her employment or office terminated due to serious or willful misconduct or otherwise for cause without notice, the Board may undertake necessary steps to annul, cancel or seek commensurate compensation for any performance rights granted in favour of the Senior Executive KMP associated with the Short Term Incentive award. How is the Short Term Incentive Award treated upon a Change of Control? For the 2024 financial year, for the portion of STI award applicable by way of the granting of performance rights in favour of the Senior Executive KMP, performance rights shall automatically vest. In relation to the cash component of any STI award, the Board may exercise its direction to determine a commensurate STI award (if any), taking into account any conditions or information that may be relevant. Remuneration Report (audited) continued 28 Sheffield Resources Limited Annual Report 2024
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