Remuneration Policies
Remuneration policy objectives and principles
2026 Remuneration Policy
In line with the evolution of the market scenario and business challenges, the 2026 Remuneration Policy sets objectives consistent with the Strategic Plan and the guidance for 2026, while maintaining a strong focus on cash generation and financial sustainability. It also provides for the introduction of a deferral mechanism implemented through the 2026-2029 Deferred Phantom Share Plan, intended to maintain a proper medium-long term perspective of the managerial incentives, which is necessary to ensure the retention of the resources most directly responsible for the Company’s results, ensuring also appropriate alignment with corporate priorities and a systemic mechanism mirroring the shareholders’ risk profile.
Saipem’s focus on ESG (Environmental, Social & Governance) objectives is also reflected in the 2026 Remuneration Policy, as ESG objectives have been confirmed as performance indicators under the Short-Term Incentive Plan to be implemented in 2026, with the aim of steering corporate performance towards the primary objectives of worker safety, combating climate change, anti-corruption and business ethics.
More specifically, the 2026 Remuneration Policy establishes:
- Fixed remuneration: recognize skills, experience, powers and/or responsibilities and contribution required by the role assigned.
- 2026 Short-Term Variable Incentive Plan (for Chief Executive Officer – General Manager and for all Senior managers): is intended to promote the achievement of the Company’s objectives for the 2026 financial year.
- 2026-2029 Deferred Phantom Share Plan (for Chief Executive Officer – General Manager and for all Senior managers): is designed to promote alignment with the interests of shareholders, with the primary objective of creating sustainable value for stakeholders over the medium-long term.
- Benefits (for Chief Executive Officer – General Manager and for all Senior managers): these supplement the compensation package in a logic of total reward through benefits in kind, mainly of a health and social security nature.
- Severance Payment, Non-Competition Agreement and Minimum-term agreements: termination indemnities aimed at protecting the company from potential competition and litigation risks as retention tools and measures to protect the Group’s know-how.
Remuneration Policy Objectives
Saipem's Remuneration Policy is consistent with the recommendations in the Code of Corporate Governance and is aimed at:
- alignining with the interests of shareholders, with the primary objective of creating sustainable value for the stakeholders over the medium-long term.
- promoting the company mission and values.
- attracting, motivating and retaining people with high-level professional and managerial expertise.
- incentivizing the achievement of the Company’s strategic objectives.
Remuneration Policy Principles
- The remuneration structure for the Chief Executive Officer-General Manager and for Senior Managers with Strategic Responsibilities involves an appropriate balance between a fixed component, consistent with the assigned powers and/or responsibilities, and a variable component, set within maximum limits and aimed at linking remuneration to actual performance.
- The variable incentive scheme is linked to the achievement of economic-financial, social, environmental and governance, business development, operational and individual objectives. These are set with a view to the sustainability of results in the medium-long term, and in accordance with the guidelines set out in the Company’s Strategic Plan and Sustainability Plan and with the responsibilities assigned.
- The remuneration policy is consistent with market benchmarks: Senior Managers with Strategic Responsibilities have been compared with similar roles (in terms of specificity and responsibilities) in companies operating on the international market at European level and in the Italian market, with a focus on the following sectors: Technology, Pharmaceutical, Natural Resources, Manufacturing, Consumer, Construction, Automotive
- The objectives associated with variable remuneration are predetermined, measurable and complementary to one another. They are prioritised in the assessment of the Company’s overall performance, in line with the Strategic Plan and the expectations of shareholders and stakeholders, thereby fostering a strong results-oriented culture.
- Saipem has adopted “clawback” and “malus” mechanisms for variable incentives that allows for the return of all forms of variable remuneration in cases of manifestly incorrect or maliciously altered data and infringements of laws and regulations, the Code of Ethics or other internal regulations.
For further information on the governance of remuneration, please refer to the 2026 Remuneration Policy.
pdf - 04-2026
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