2.2 CEO Arrangements Incoming CEO Dr McKenzie commenced as CSL’s CEO on 6 March 2023, succeeding Mr Perreault. Dr McKenzie’s remuneration arrangements are described in this Report and a summary of Dr McKenzie’s terms of employment were notified to the ASX on 13 December 2022. Dr McKenzie’s employment terms are largely consistent with those of Mr Perreault, except that Dr McKenzie’s starting CEO salary and LTI target opportunity are lower than Mr Perreault’s and therefore Dr McKenzie has a lower Total Target Direct Compensation (TDC) in dollar terms. Dr McKenzie is a United States (US) based executive and under his employment contract CSL has agreed to indemnify him for any additional non-US tax payable on his remuneration. Outgoing CEO Mr Perreault stepped down from his role as CEO on 5 March 2023. Mr Perreault will remain with CSL as a strategic advisor, to assist in an orderly transition, until he retires on 6 September 2023. Mr Perreault will continue to receive his base salary, pension contributions, statutory leave entitlements and applicable benefits up to the date of his retirement from CSL. Mr Perreault was employed for the entire 2023 financial year and remained eligible to receive his STI award for 2023. On cessation of employment, consistent with plan rules, Mr Perreault’s unvested LTI awards under the 2021, 2022 and 2023 Executive Performance and Alignment Plan will be pro-rated to reflect the portion of service performed during the relevant performance periods and will remain on foot to be assessed in the ordinary course, subject to satisfaction of the applicable performance conditions. Mr Perreault is not eligible to receive a STI payment or LTI grant in respect of 2024. In accordance with the terms of Mr Perreault’s employment contract, CSL intends to enforce the 12-month non-compete covenant and will make a payment to Mr Perreault equivalent to 12-months of his base salary at the time of retirement, scaled back to the maximum amount payable under his termination benefits cap. This amount is expected to be US$1.9 million and is not included in the Statutory Remuneration disclosure in section 6 Table 10. Similar to Dr McKenzie, Mr Perreault is a US based executive and under his employment contract CSL has agreed to indemnify him for any additional non-US tax payable on his remuneration. 3. Global Remuneration Framework 3.1 Global Total Rewards Principles To deliver on CSL’s promise to patients and to protect public health, CSL relies on its people and, maintaining a strong supply of global talent. CSL’s Total Rewards Principles enable us to attract, engage and retain talent, provide flexibility to address talent challenges in various markets and allow CSL to compete with other large global pharmaceutical companies. We motivate our people to deliver their best performance by enabling an approach that integrates market competitive and differentiated reward programs that align to CSL’s strategy and business objectives. Common Global Structure • We leverage a market-based approach to offer competitive rewards, balancing both a global and local view • We align employee and shareholder interests, and consider community expectations • We benchmark ourselves against the life sciences industry* • We have a single pay design for all senior executives Effort Matters • We celebrate and recognise both the effort that is required along the way as well as the real results created by our employees Results and Behaviours • We are committed to a pay for performance culture based on both role requirements and how the individual performs • Living our CSL Values is a non-negotiable expectation Holistic Approach to Well-Being • We foster an environment of well-being that is multi-dimensional – physical, emotional, financial and social health Internal Equity, Inclusive Culture • We reward fairly and competitively • We strive and monitor for equal pay for equal work Simplicity and Clarity • We aim to create easy to understand programs and policies so people value and use them • We are committed to transparency in our communications – internally and externally *CSL Plasma is benchmarked against the Retail Industry CSL Limited Annual Report 2022/23 89
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