filings.toolsItem 9B. Other Information
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Item 9B. Other Information
The Compensation Committee of the Board approved, on September 25, 2025, the following overall changes to the pay structure for the Company’s Chief Operating Officer (“COO”) and Chief Legal Officer & Corporate Secretary (“CLO”) for the transition period:
| Fiscal 2025 | Transition Period (annualized) | |||||||||||||||||||
| COO | CLO | COO | CLO | |||||||||||||||||
| Base Salary | $715,000 | $647,165 | $786,500 | $666,560 | ||||||||||||||||
| Target STI (% of Base Salary) | 75% | 75% | 100% | 85% | ||||||||||||||||
| Target LTI | $1,358,500 | $1,229,614 | $1,750,000 | $1,500,000 |
For the transition period, the short-term incentive (“STI”) scorecard metric is adjusted operating profit (100%) and the range of achievement levels are threshold at 85%, target at 100% and maximum at 110%, reflecting a decrease for threshold from 90% to 85% from the fiscal 2025 STI achievement levels.
The long-term incentive (“LTI”) program components and their weighting remain unchanged (rTSR, adjusted EPS growth (diluted), and ROCE; 33.3% each). The LTI design for the transition period also remained the same comprised of an award mix of 50% PSUs, 30% RSUs and 20% stock options.
More details about the Company’s peer group changes and the compensation program design changes will be provided in the Company’s 2025 Proxy Statement.
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