The remuneration of the Board members is decided annually by the Annual General Meeting. Outokumpu’s Board members are compensated for their time, commitment, knowledge, and required experience for contributing to the long-term financial performance and success of the company. Observing general market trends and in accordance with the proposal by the Nomination Board, the Annual General Meeting 2024 decided to increase the annual remuneration of the Board of Directors as presented in the table below. The meeting fees remained unchanged.
| SET fees of the Board of Directors | ||||||
|---|---|---|---|---|---|---|
| 2024 | 2023 |
2022 | ||||
| Position | Annual remuneration, EUR | Meeting fee, EUR/meeting | Annual remuneration, EUR | Meeting fee, EUR/meeting | Annual remuneration, EUR | Meeting fee, EUR/meeting |
| Chairman of the Board | 180,000 | 800/1,600* | 174,000 | 800/1,600* | 169,000 | 600/1,200* |
| Vice Chairman of the Board and Chairman of the Audit Committee | 96,500 | 800/1,600* | 93,500 | 800/1,600* | 93,500 |
600/1,200* |
| Board members | 75,000 | 800/1,600* | 72,500 |
800/1,600* | 72,500 |
600/1,200* |
*) 1,200/1,600 euros per meeting for a meeting held outside a country of residence.
40% of the annual remuneration will be paid in the company’s own shares using treasury shares or shares to be purchased from the market at a price formed in public trading and in accordance with the applicable insider regulations.
If a Board member, on the date of the Annual General Meeting, owns shares of the company that, based on the closing price of that day, represent a value exceeding the annual remuneration, he or she can opt to receive the remuneration fully in cash.
The meeting fees are paid in cash. The members of the Board are not entitled to any other share-based rewards. The Board members are not eligible for any pension schemes.
| ANNUAL COMPENSATION PAID IN 2023 | ||||
|---|---|---|---|---|
| Board member | Share portion | Cash portion | Meeting fees1) | Total |
| Kari Jordan, Chairman | 0 | 174,000 | 18,886 | 192,886 |
| Kati ter Horst, Vice Chairman | 0 | 93,500 | 26,750 | 120,250 |
| Heinz Jörg Fuhrmann, Member | 29,458 | 43,042 | 21,843 | 94,343 |
| Päivi Luostarinen, Member | 29,458 | 43,042 | 20,625 | 93,125 |
| Jyrki Mäki-Kala, Member and Chairman of the Audit Committee, as of March 30, 2023 | 37,996 | 55,504 | 12,800 | 106,300 |
| Petter Söderström, Member | 29,458 | 43,042 | 19,202 | 91,700 |
| Vesa-Pekka Takala, Member until March 30, 2023 | 0 | 0 |
7,614 | 7,614 |
| Pierre Vareille, Member | 29,458 | 43,042 | 25,338 | 97,838 |
| Julia Woodhouse, Member | 29,458 |
43,042 | 40,9432) | 113,443 |
| Total | 185,286 |
538,214 | 194,001 |
917,501 |
1) Meeting fees have been entered in the table on the year when they have been paid and include committee meeting fees.
2) Meeting fees include 10,500 € meeting fees of the ESG (Environment, Social and Governance) Advisory Council.
| ANNUAL COMPENSATION in 2022 | ||||
|---|---|---|---|---|
| Board member |
Share |
Cash portion |
Meeting fees 1) |
Total |
| Kari Jordan, Chairman | 169,000 | 21,000 | 190,000 | |
| Eeva Sipilä, Vice Chairman until Annual General Meeting 2022 | 4,200 | 4,200 | ||
| Kati ter Horst, Vice Chairman as of the Annual General Meeting 2022 | 91,600 | 22,200 | 113,800 | |
| Heinz Jörg Fuhrmann, Member | 29,463 | 43,037 | 22,200 | 94,700 |
| Päivi Luostarinen, Member | 29,463 | 43,037 | 19,200 | 91,700 |
| Petter Söderström, Member as of the Annual General Meeting 2022 | 29,463 | 43,037 | 14,400 | 86,900 |
| Vesa-Pekka Takala, Member | 37,996 | 55,504 | 19,200 | 112,700 |
| Pierre Vareille, Member | 29,463 | 43,037 |
27,000 | 99,500 |
| Julia Woodhouse, Member | 29,463 | 43,037 | 32,2002) | 104,700 |
| Total | 185,308 | 531,292 | 181,600 | 898,200 |
1) Meeting fees are entered in the table on the year when they are paid and include committee meeting fees.
2) Meeting fees include 7,000 € meeting fees for the ESG (environmental, social and governance) Board.