APC 2013 Annual Report Download - page 285

INFORMATION ON THE COMPANY AND ITS CAPITAL
PERFORMANCE SHARES AND STOCK OPTION PLANS
Performance shares 6.
andstockoptionplans
Performance shares and stock option plans Description of the shares allocated
The figures below have been calculated where necessary to take For the French plans (plans8, 10, 10bis, 13, 13bis, 13ter, 15 and
account of the two-for-one share split, effective from September2, 15bis), the vesting and lock-up periods for stock allocations are at
2011. least two years each.
Grant policy
For international plans (plans 6, 9 and 11, 11bis, 12, 14, 14bis,
14ter, 16 and 16bis), the vesting period for share allocations is four
years. There is no lock-up period.
As part of its overall staff pay policy, each year Schneider Electric
sets up a long-term incentive plan. This plan is based on an annual Performance shares and phantom shares vest only if the
allocation of performance shares. Stock options, until beneficiary is a Group employee as of the vesting date and if
December2009, and, for employees who are US citizens or certain performance targets, detailed below, are met (see
residents, stock appreciation rights (SARs) have been granted. page287).
Since December2009, stock options have no longer been Since January2009, for executive directors, and since
granted. SARs continued to be granted to US citizens or residents December2011 for members of the Executive Committee,
until December2011. allocations of performance shares are fully subject to the
Phantom shares which mirror performance share grants have also achievement of performance conditions.
been granted to certain beneficiaries in emerging market countries
Description of the options allocated
in the framework of the 2012 long-term incentive plan.
These plans are established by the board of directors, which
makes decisions based on the report from the Remuneration, The option exercise price is equal to the average closing price of
Human Resources and CSR Committee. the twenty trading days prior to the date of allocation. No discount
is applied.
Beneficiaries include members of Senior Management, top
managers of the Group in all countries, high-potential managers Since2006, the options have a ten year life. They may not be
and employees whose performance and potential were judged exercised until after the fourth year. However, they can be
exceptional. exercised before maturity in the case of a takeover bid for the
company’s shares. Exceptionally, options granted under
Each year Schneider Electric increases the number of beneficiaries plan25may have been exercised as from the first year. Similarly,
of the annual plan. There were 2,637 beneficiaries in the framework US citizens and residents may exercise their rights following the
of the 2012 long-term incentive plan and 2,846 in the framework of third year under certain plans.
the 2013 long-term incentive plan. In the framework of the 2014
long-term incentive plan, there will be about 3,100beneficiaries. Options may only be exercised by Group employees. In addition,
exercise of all or part of the options is dependent on specific
Allocations to Group Senior Management, including executive targets being met, detailed below (see page 285). All of the options
directors, represented 14% of the total attributions inthe granted to executive directors have been subject to performance
framework of the 2009 plan. They are on the order of 11,6% in the criteria.
framework of the 2014 long-term incentive plan.
As a reminder, Schneider Electric’s practice since2005 is to
implement, in December of each year, a long-term incentive plan in
the framework of the following year. However, to allow alignment of
allocations with a review of the personal situations of employees, it
was decided to postpone the implementation of the long-term
incentive plans to the end of March.
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