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Long-Term Incentive Plan (LTIP) Overview

The LTIP component, which is being phased out through 2023, is $2,688.1 (thousand) for the year ended December 31, 2021. This represents the deferred component of 2018 total compensation and the payout is based on the annualized net investment results in excess of the total fund performance benchmark for the most recent four years, 2018-2021.

The LTIP results differ from the long-term component of the ICP results because the LTIP plan set a maximum performance level of 75 bps after costs versus a maximum of 84 bps after costs under the ICP.

A summary table of the net value-added results used to determine the annualized LTIP result is as follows:

Year ended December 31, 2018 Year ended December 31, 2019 Year ended December 31, 2020 Year ended December 31, 2021 Annualized Long-Term

Net Value Added (bps)

103.4 48.7 (16.8) 210.4 86.7

Percentage of Target (%)

286.0 120.2 (40.0) 610.3 235.5

DIRECTORS’ REMUNERATION

Directors’ remuneration is established in Vestcor’s By-Laws as approved by the Board of Vestcor Corp. Directors are paid an annual retainer and a per diem allowance for meeting attendance and preparation time. Directors who travel to attend meetings receive a per diem for travel time, reimbursement for reasonable accommodation costs and other out-of-pocket expenses, as well as an automobile expense reimbursement based on the number of kilometers traveled.

Director

Michael Walton² Michel Allain Donna Bovolaneas³ Tanya Chapman4

Lori Clark5

Michel Doiron5

David Losier6

Eleanor Marshall Tim Mawhinney Daniel Murray7 Cathy Rignanesi8

Annual Retainer ($ dollars)

25,000 10,000 15,000 15,000 10,000 10,000 15,000 10,000 10,000 15,000 15,000

Board and Committee Meeting Per Diems ($ dollars)

17,500 5,600 5,200 9,200 3,500 3,850 12,800 8,750 5,600 10,050 12,000

Total Remuneration1 ($ dollars)

44,774 16,314 11,664 24,029 8,783 9,153 29,222 19,647 16,314 24,929 28,375

Travel Reimbursement ($ dollars)

221

1 Includes costs of employer-paid statutory deductions 2 Chair of Board of Directors 3 Chair of Audit Committee January 1, 2021 to March 31, 2021, retired from the Board of Directors effective June 30, 2021 4 Chair of Human Resources & Compensation Committee from April 1, 2021 to December 31, 2021 5 Appointed to Board of Directors July 1, 2021 6 Vice Chair of Board of Directors, Chair of Human Resources & Compensation Committee from January 1, 2021 to March 31, 2021 7 Chair of the Governance Committee from April 1, 2021 to December 31, 2021 8 Chair of the Governance Committee from January 1, 2021 to March 31, 2021, Chair of the Audit Committee from April 1, 2021 to December 31, 2021

The total cost of the Vestcor Board function, including per diems, director orientation and Board education and memberships, for the year ended December 31, 2021 was $245.4 thousand (December 31, 2020 – $227.4 thousand) plus travel and accommodation reimbursements of $0.2 thousand (December 31, 2020 – $4.0 thousand).

COMPENSATION PROGRAM

BASE SALARY

Eligibility Objectives

All Staff Reward level of responsibility, expertise, competency and relevant experience

INCENTIVE COMPENSATION PROGRAM

EXHIBIT A

Eligibility

Targets

Objectives

Time horizon

Type of program

Deferral Method

Eligibility

Targets

Objectives

Time horizon

Type of program

Deferral Method

Performance metric(s)

Range: Threshold

Target

Maximum Corporate Scorecard

Full-time permanent employees subject to a minimum of six months employment. Full-time permanent employees subject to a minimum of six months employment.

Individual Performance

2.5% to 35% of base salary Reward performance with respect to achievement of Annual Business Plan objectives. Individual performance in contributing to the achievement Board approved Annual Business Plan objectives.

2.5% to 25% of base salary

Current year CEO, CFO, CIO, CPBO, investment staff and select other positions – 50% of incentive is paid in year 1 and the remaining 50% is deferred and paid in equal instalments over the proceeding 3 years. All other positions - Cash Deferred amounts accrue at the weighted average absolute client return.

Absolute Client Return Investment Team Performance Investment Total Fund Performance

CEO, CFO, CIO, CPBO, investment staff and select other positions subject to a minimum of six months employment. CIO and investment staff subject to a minimum of six months employment. CEO, CFO, CIO, investment and risk staff and select other positions subject to a minimum of six months employment.

1% to 20% of base salary Align eligible employee compensation to team and total fund investment performance with an incentive to achieve sustained asset growth. Strengthen team cooperation. Reward individual performance with respect to achievement of Annual Business Plan objectives. Align eligible employee compensation to team investment performance with an incentive to achieve sustained asset growth. Strengthen team cooperation. Align eligible employee compensation to total fund investment performance with an incentive to achieve sustained asset growth. Strengthen team cooperation.

4 fiscal periods CEO, CFO, CIO, CPBO, investment staff and select other positions – 50% of incentive is paid in year 1 and the remaining 50% is deferred and paid in equal instalments over the proceeding 3 years. All other positions - Cash 50% of incentive is paid in year 1 and the remaining 50% is deferred and paid in equal instalments over the proceeding 3 years. CEO, CFO, CIO, CPBO, investment staff and select other positions – 50% of incentive is paid in year 1 and the remaining 50% is deferred and paid in equal instalments over the proceeding 3 years. All other positions - Cash

Deferred amounts accrue at the weighted average absolute client return. Deferred amounts accrue at the weighted average absolute client return. Deferred amounts accrue at the weighted average absolute client return.

Client fund returns in excess of client established long-term investment return targets. Investment team(s) active returns in excess of benchmarks and targets. Total fund returns in excess of benchmark, net of investment management expenses.

7% to 18% of base salary 2.5% to 55% of base salary

4 fiscal periods 4 fiscal periods

Pre-established client return thresholds

Client established long-term return targets

Client established long-term return targets plus 1% Full cost recovery

42 bps after costs

84 bps after costs Benchmark return

Pre-established, Board approved portfolio target investment returns

2x pre-established, Board approved portfolio target investment returns

LONG-TERM INCENTIVE PROGRAM – PROGRAM BEING PHASED OUT THROUGH 2023.

Eligibility Objectives

Time horizon

Type of program

Performance metric(s)

Range: Threshold Target Maximum Long-Term Incentive (targets 15% -75% of base salary) Deferred

Investment and research staff, President and CEO and the Chief Financial Officer subject to a minimum of four years employment. Align eligible employee compensation to total fund investment performance with an incentive to achieve sustained asset growth. Strengthen team cooperation. 4 fiscal periods Cash Total fund returns in excess of benchmark, net of investment management expenses.

Full cost recovery 42 bps after costs 75 bps after costs

INDIRECT COMPENSATION

Eligibility Objectives Membership in the NBPSPP Employee Benefits and Post-Retirement Benefits Perquisites

Full-time staff and term employees under contract for one year or longer. Encourage long-term retention by rewarding continued service and contributing to post-retirement income. Provide staff and their families with assistance and security so that they can focus on their professional responsibilities and achieving the corporate mission. Offers a limited number of benefits to complement total compensation including parking and a health spending account allowance.

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