Remuneration policy objectives and principles
For further information on the governance of remuneration, please refer to the 2023 Remuneration Policy.
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2023 Remuneration Policy
The 2023 Remuneration Policy, in line with the evolution of the market scenario and the business challenges, establishes objectives consistent with the 2023-2026 Strategic Plan, maintaining a high focus on cash generation and financial sustainability and it focuses on the definition of the Short-Term Variable Incentive Plan and the introduction of a new Long-Term Variable Incentive Plan, aimed at incentivizing the achievement of the Company’s strategic objectives and at promoting the alignment of Management’s interests with the priority objective of creating of sustainable value for stakeholders in the medium-long term.
The 2023 Remuneration Policy also reflects the attention of the Company to ESG objectives, as these latter are included as performance indicators in the 2023-2025 Short-Term Incentive Plan and 2023-2025 Long-Term Incentive Plan, with the aim to orient corporate performance towards primary objectives of Worker Safety, attention to Environmental issues, Diversity & Inclusion, Anti-corruption, Business Integrity, and People Management.
More specifically, the Remuneration Policy establishes:
Fixed remuneration: it values the skills, experience and the contribution required by the role assigned.
STI - 2023 – 2025 Variable Short-Term Incentive (for CEO – General Manager and for all Senior managers): aimed at promoting achievement of the company’s objectives for the year 2023.
LTI - 2023 – 2025 Variable Long-Term Incentive (for CEO – General Manager and for all Senior managers): it promotes the alignment of Management’s interests with the objective of creating sustainable value for stakeholders in the medium-long term.
Benefits (for CEO – General Manager and for all Senior managers): these supplement the remuneration package based on total reward through benefits in kind, mainly of a welfare and social security nature.
Severance Payment, Non-Competition Agreement and Stability Agreement: severance payments, paid upon the termination of the employment contract, to protect the company, even from potential competition risks and potential legal risks linked to disputes and as tools for retaining and protecting Group know-how.
Remuneration Policy Objectives
Saipem's Remuneration Policy is consistent with the recommendations in the Code of Corporate Governance and aims to:
align the interests of management with the priority objective of creating sustainable value for the stakeholders over the medium-long term;
promote the corporate mission and values;
attract, motivate and retain professional and managerial talents;
encourage the attainment of the corporate strategic objectives.
Remuneration Policy Principles
The remuneration structure for the Chief Executive Officer-General Manager and the other Senior Managers with Strategic Responsibilities is a balanced mix of a fixed element, commensurate with the special powers and/or responsibilities assigned, and a variable element, with a maximum limit designed to firmly link remuneration to performance targets that are actually achieved.
The variable remuneration scheme is based on operating and financial targets consistent with the Strategic Plan and with 2023 priorities. It envisages a significant, growing weight for the ESG component.
The remuneration policy is consistent with market benchmarks: Senior Managers with Strategic Responsibilities were compared with similar roles in companies operating on the international market at European level, particularly in the Western European markets, in the manufacturing, construction, transportation and energy sectors.
The objectives linked to variable remuneration are pre-determined, measurable and compatible with each other in order to be the determining priorities in the Company's overall performance, consistent with the Strategic Plan and the expectations of the shareholders and stakeholders. The results actually achieved will be regularly checked.
Saipem has adopted “clawback” and “malus” mechanisms for all short- and long-term variable incentives to enable the recovery of variable remuneration components paid out in error or as the result of criminal intent by their respective beneficiaries.
| Name and Surname | Office | Investee Company | Number of shares held at end of previous year | Number of shares purchased | Number of shares sold | Number of shares held at end of current year |
|---|---|---|---|---|---|---|
| Board of Directors | ||||||
| Alessandro Puliti | General Manager ⁽¹⁾ | Saipem S.p.A. | 140,000 | |||
| Alessandro Puliti | Chief Executive Officer-General Manager ⁽²⁾ | Saipem S.p.A. | 140,000 | |||
| Senior Managers with Strategic Responsibilities ⁽³⁾ | Saipem S.p.A. | 145,208 | 162,359 | 20,275 | 156,785⁽⁴⁾ |
(1) Period serving in role: February 7, 2022 to August 30, 2022.
(2) Period serving in role: August 31, 2022 to December 31, 2022.
(3) The definition of “Senior Managers with Strategic Responsibilities” identified in Article 65, para. 1-quater, of the Issuers’ Regulation – which references Annex 1 to
(4) Number of shares held by all managers who were Senior Managers with Strategic Responsibilities during 2022.
For further information on the governance of remuneration, please refer to the 2023 Remuneration Policy.