Directors’ Report 9.3 Non-Executive Share Purchases During 2022, CSL completed two on-market purchases of shares for the purposes of the NED Rights Plan. A total of 1,957 shares were purchased during the reporting period and the average price paid per share was A$286.66. 9.4 Non-Executive Director Statutory Remuneration Tables Remuneration is reported in US$, unless otherwise stated. This is consistent with the presentation currency used by CSL. 9.4.1 Non-Executive Director Remuneration 2021 and 2022 27 T he A$ compensation paid and share based payments during the years ended 30 June 2021 and 30 June 2022 have been converted to US$. For the 2022 compensation, this has been converted to US$ at an average exchange rate for the 2022 financial year: A$ – 1.37359. For the 2021 compensation, this has been converted to US$ at an average exchange rate for the 2021 financial year: A$ – 1.34557. Both the amount of remuneration and any movement in comparison to prior years may be influenced by changes in the A$/US$ exchange rates. No long term or termination benefits were paid in 2022. 28 A s disclosed in the section 9.1, NEDs participate in the NED Rights Plan under which NEDs are required to take at least 20% of their after-tax base fees (excluding superannuation guarantee contributions) in the form of Rights. Rights are granted upfront and are expensed over the period of grant to vest. The Fair Value per Right at the grant date of 26 August 2021 was A$304.00 for Tranche 1 (vests 21 February 2022) and A$302.62 for Tranche 2 (vests 22 August 2022). For the award made to A Cuthbertson on 4 October 2021, the Fair Value for Tranche 1 was A$292.17 and for Tranche 2 was A$290.69. 29 In 2022 A Cuthbertson was a NED for the period 2 October 2021 to 30 June 2022. 30 In 2022 D Maskell was a NED for the period 18 August 2021 to 30 June 2022. 31 In 2022 A Watkins was a NED for the period 18 August 2021 to 30 June 2022. 32 In 2021 A Hussain was a NED for the period 1 July 2020 to 25 June 2021. 33 In 2021 C O’Reilly was a NED for the period 1 July 2020 to 14 October 2020. 34 In 2021 P Soriot was a NED for the period 19 August 2020 to 31 January 2021. Table 16: Statutory Remuneration Disclosure – Non-Executive Directors Short Term Benefits Post Employment Share Based Payments Non-Executive Director Year Cash Salary and Fees US$27 Superannuation US$ Retirement Benefits US$ Rights US$28 Total B McNamee – Chairman 2022 489,543 17,158 – 125,313 632,014 2021 471,611 16,123 – 120,767 608,501 B Brook 2022 178,358 8,579 – 51,686 238,623 2021 186,907 16,123 – 37,492 240,522 M Clark 2022 202,267 17,158 – 35,290 254,715 2021 200,432 16,123 – 34,982 251,537 A Cuthbertson29 2022 117,973 15,015 – 33,844 166,832 2021 – – – – – C Hewson 2022 140,877 17,158 – 88,508 246,543 2021 140,471 16,123 – 109,237 265,831 D Maskell30 2022 60,806 20,021 – 85,480 166,307 2021 – – – – – M McDonald 2022 171,831 – – 52,966 224,797 2021 166,922 4,031 – 52,574 223,527 A Watkins31 2022 121,065 20,021 – 49,819 190,905 2021 – – – – – Former Non-Executive Director A Hussain32 2022 – – – – – 2021 185,291 87 – 37,532 222,910 C O’Reilly33 2022 – – – – – 2021 45,206 – – 29,286 74,492 P Soriot34 2022 – – – – – 2021 76,875 103 – 13,312 90,290 TOTAL 2022 1,482,720 115,110 – 522,906 2,120,736 2021 1,473,715 68,713 – 435,182 1,977,610 9.4.2 Non-Executive Director Shareholdings Details of shares held directly, indirectly or beneficially by each NED, including their related parties, is provided in Table 17. Any amounts are presented in US$. Details of Rights held directly, indirectly or beneficially by each NED, including their related parties, is provided in Table 18. Following the vesting of awards, any trading undertaken by NEDs was subject to the Group Securities Dealing Policy (outlined in section 10.6). CSL Limited Annual Report 2021/22 92
RkJQdWJsaXNoZXIy MjE2NDg3