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TERMINATION ARRANGEMENTS FOR SIMON EMENY

SECTION 430(2B) COMPANIES ACT 2006 STATEMENT

22 November 2017 

The following information is provided in accordance with section 430(2B) of the Companies Act 2006:

As announced on 20 November 2017, Simon Emeny retired from his position as Senior Independent Director and Chair of the Remuneration Committee and stepped down from the Board on 21 November 2017. Simon continued to receive a fee for his role on the Board up to and including 21 November 2017 at the rate set out in Dunelm’s 2017 Annual Report and Accounts. He will not receive any payment in lieu of notice or for loss of office. As a Non-Executive Director, Simon Emeny was not entitled to participate in the Company’s bonus, employee share plans or pension arrangements.

TERMINATION ARRANGEMENTS FOR JOHN BROWETT

SECTION 430(2B) COMPANIES ACT 2006 STATEMENT

18 October 2017

 The following information is provided in accordance with section 430(2B) of the Companies Act 2006.

As announced on 30 August 2017, John Browett resigned from his position as Chief Executive and stepped down from the Board on 29 August 2017.  Mr Browett ceased to be an employee of Dunelm on 29 August 2017.

In accordance with the Dunelm Remuneration Policy approved on 24 November 2015, and in line with his contractual arrangements Mr Browett will be paid: 

  • Salary, pension and benefits to date of termination of his employment.
  • £322,120 in respect of salary, pension and benefits for the six month notice period under his service contract. This will be paid in six monthly instalments on the last day of the month, commencing 31 October 2017.
  • Mr Browett will also receive as compensation for loss of office a payment of £89,250 in respect of bonus earned for the financial year to 1 July 2017, following application of performance criteria. This will be paid on 31 October 2017.

Payment of bonus earned in respect of the financial year to 1 July 2017 was considered to be fair and reasonable given that Mr Browett was Chief Executive for the period to which this payment relates.

No bonus is paid in relation to the period of Mr Browett’s employment during the financial year to 30 June 2018 and all options granted under the Long Term Incentive Plan and the Sharesave Plan have lapsed.

The arrangements set out above were considered carefully by the Remuneration Committee in consultation with its advisors and reflect the fact that Mr Browett is a “good leaver”.

The Group’s Directors’ Remuneration Report for the year ending 30 June 2018 will contain the full details of the remuneration paid to Mr Browett during the year.

TERMINATION ARRANGEMENTS FOR DAVID STEAD

COMPANIES ACT SECTION 430 (2B) COMPANIES ACT 2006 STATEMENT

The following information is provided in accordance with section 430(2B) of the Companies Act 2006 in respect of David Stead, who retired from the Dunelm Board on 31 December 2015.

All payments described below are in line with the Company’s stated Remuneration Policy for a good leaver (published in the Annual Report for 2014/15), and approved by shareholders at the 2015 AGM.

Salary and benefits

David has received his salary, benefits and pension allowance as usual until his leaving date of 31 December 2015, at the rate set out in Dunelm’s Annual Report for 2014/15.

FY16 Annual bonus

David was awarded a bonus of up to 100% of base salary (£280,185) for FY16. The performance criteria applicable to this award are linked to achievement of target PBT (80%) and personal objectives (20%).

At 31 December 2015, David has worked for 6 months of the 12 month performance period applicable to his FY16 annual bonus. The Remuneration Committee has determined that he will receive 50% of his FY16 annual bonus entitlement in September 2016, after applying the financial performance criteria over the full performance period and the personal performance criteria to his cessation of employment.

Award date Performance
period
Normal
vesting date
No. of shares No. of shares
pro rated to
31 December 2015
7 October 2013 FY14- 16 7 October 2018* 49,216 40,976
9 October 2014 FY15- 17 9 October 2019* 53,922 27,035
15 October 2015 FY16- 18 15 October 2020* 44,592 7,350

 * Includes two year holding period following the end of the three year performance period.

The Remuneration Committee has determined that David may exercise the above awards, subject to time pro rating, and after applying the applicable performance criteria over the full performance period. The maximum possible vesting, if performance conditions are fully met, is set out in the table above (column headed “No of shares pro rated to 31 December 2015”).

The awards may be exercised within 6 months of the normal vesting date specified above.

Other

No further payments are being made to David Stead in respect of loss of office or the termination of his employment.

TERMINATION ARRANGEMENTS FOR GEOFF COOPER

SECTION 430(2B) COMPANIES ACT 2006 STATEMENT

The following information is provided in accordance with section 430(2B) of the Companies Act 2006:

As announced on 28 April 2015 and 26 June 2015, Geoff Cooper retired from his position as Chairman and stepped down from the Board on 7 July 2015. Geoff continued to receive a fee for his role on the Board up to and including 7 July 2015 at the rate set out in Dunelm’s 2014 Annual Report and Accounts. He will not receive any payment in lieu of notice or for loss of office. As a non-executive chairman, Geoff Cooper was not entitled to participate in the Company’s bonus, employee share plans or pension arrangements.

TERMINATION ARRANGEMENTS FOR NICK WHARTON

SECTION 430(2B) COMPANIES ACT 2006 STATEMENT

The following information is provided in accordance with section 430(2B) of the Companies Act 2006.

As announced on 11 September 2014, Nick Wharton resigned from his position as Chief Executive and stepped down from the Board on 10 September 2014. Mr Wharton ceased to be an employee of Dunelm on 10 September 2014.

In line with his contractual arrangements Mr Wharton will be paid salary, pension and performance rewards earned up to the date of termination of his employment plus 12 months’ salary, pension and benefits in lieu of notice. These amounts include:

  • Salary and pension to date of termination of his employment.
  • Bonus earned for the 2013-14 financial year, following application of performance criteria, of £93,636
  • The entitlement, on 28 November 2014, to exercise the option granted to him under the Long Term Incentive Plan over 107,888 ordinary shares (77.5% vesting following application of performance criteria for the performance period of 1 July 2011 to 30 June 2014).
    £512,010 in respect of salary, pension and benefits for the 12 month notice period under his service contract.

Mr Wharton will also receive as compensation for loss of office a payment of £787,990. This represents:

  • An allowance for cash bonus earned for the financial year 2014-15.
  • An amount accrued in respect of unvested awards made under the Company’s Long Term Incentive Plan on 20 November 2012 and 7 October 2013. The Remuneration Committee took into account the time that had elapsed through the performance period and the extent to which the performance targets have been met. A reduction was also made for accelerated payment of the award. These awards have now lapsed.

No compensation was paid in respect of the “joining award” under the Long Term Incentive Plan dated 1 December 2010 over 198,807 shares, which was conditional on Mr Wharton remaining in employment at the vesting date of 1 December 2015. This award has now lapsed.

The arrangements set out above were considered carefully by the Remuneration Committee in consultation with its advisors Deloitte, and reflect the fact that Mr Wharton is a “good leaver”.

The Group’s Directors’ Remuneration Report for the year ending 4 July 2015 will contain the full details of the remuneration paid to Mr Wharton during the year.