Remuneration of management

The Remuneration Policy of Mondadori Group provides that the remuneration package of the Executive Directors (CEO and CFO) and the Key Management Personnel meet the following minimum requirements:

• The weighting of the fixed component may not exceed 70% of total remuneration.
• The variable component by target accounts for at least 30% of total remuneration:
  • the short-term variable remuneration by target may not exceed 75% of the total variable;
  • the long-term variable remuneration (LTI) by target may not be less than 25% of the total variable.

The Remuneration Policy and Fees Paid is approved and defined by the Board of Directors upon proposal by the Remuneration and Appointments Committee. Pursuant to art. 123-ter, paragraphs 3-bis and 6, of lgs.decreee 58/1998, the Shareholders’ Meeting is invited:

• to approve with a binding resolution Section I of the Report on Remuneration Policy and Fees Paid;
• to carry a resolution in favour or not in favour of Section II of the Report on Remuneration Policy and Fees Paid. The resolution is non-binding.

The Policy sets forth principles and guidelines that must be respected in its definition and implementation. This is the responsibility of the following figures:

• the Board of Directors, for the remuneration of Executive Directors and other Directors who have been appointed to key positions,
• the Chief Executive Officer, who is supported by the Department of Human Resources and Organisation, for the remuneration of Key Management Personnel.

The Policy sets forth principles and guidelines that must be respected in its definition and implementation. This is the responsibility of the following figures:

• the Board of Directors, for the remuneration of Executive Directors and other Directors who have been appointed to key positions,
• the Chief Executive Officer, who is supported by the Department of Human Resources and Organisation, for the remuneration of Key Management Personnel.