The aim of the stock option agreements is to align long-term interests of employees and of the Company. The key terms and conditions of the stock option program were approved by Marel’s Annual General Meeting on 16 March 2022 in accordance with the Company's Remuneration Policy. Key terms and conditions of the agreements are as follows:
- The stock option agreements entitle purchase of shares at the base exercise price of EUR 3.80 per share.* The exercise price shall be adjusted for any dividend payments decided after the grant date.
- One vesting period of 3 years. Exercise periods are four per year following the quarterly disclosure of financial results. First exercise period will be following the publication of the full year 2025 results in Q1 2026. Option holders can delay exercise of these options to Q1 2027, when the agreements expire and all unexercised options are cancelled.
- Marel’s Executive Board members are required to hold shares, corresponding to the net profit gained from the options (after tax) until the following holding requirements are reached, measured in total share value owned as a multiple of annual base salary: CEO three times; other members of the Executive Board two times.
- The options are valid only if the holder is still employed by Marel group (Marel hf. or its subsidiaries) at the time of vesting.
The total number of unexercised stock options granted by Marel hf., including this new stock option scheme, currently amounts to 28.6 million shares corresponding to approximately 3.7% of total issued share capital. The Company’s cost of the new share option scheme is estimated to be approximately EUR 9.2 million over the next 3 years based on the option pricing model of Black-Scholes.
* The exercise price is determined by the closing price of Marel shares at Euronext Amsterdam on 16 February 2023, i.e. EUR 3.80 per share.