Corporate governance report Remuneration continued PERSONAL OBJECTIVES – 25% OF BONUS Taking all of the above into account, it was determined that OPPORTUNITY Laura’s delivery against personal and strategic objectives had Assessment was made by reference to personal performance greatly exceeded expectations, and that accordingly 85% of of both Nick Wilkinson and Laura Carr, as well as specific this target had been met, earning 21.25% of this element of objectives set by the Committee at the start of the year. the bonus (2020: 100%). Nick Wilkinson ASSESSMENT OF BONUS OUTCOME AFTER The Committee considered the following personal APPLYING PERFORMANCE CONDITIONS achievements: The Committee reviewed the outcome of performance • A highly efficient and ambitious environment was against the targets described above. It also considered the maintained, despite disruption due to the ongoing overall business context and stakeholder experience. It Covid-19 crisis. concluded that the Executive team, led by Nick, and of which Laura is part, has performed strongly during the year despite • A more meaningful, differentiated and authentic purpose the ongoing Covid-19 crisis, improving all key stakeholder was developed in collaboration with colleagues and other relationships. This has enabled the Company to maintain and key stakeholders. improve its strong financial and market position. The team • Good progress made in capability development, including has also executed its recovery plan, designed to gain market two appointments to the Executive Board, and ongoing share by accelerating our digital growth and developing development of our digital and data capabilities. our customer proposition, whilst maintaining and improving • Further developed our internal strategic narrative, with financial and operational performance. Meaningful progress seamless customer-focused multichannel thinking in place, has also been made to ensure that the business demonstrably momentum growing on sustainability, investor messaging delivers value to all of its stakeholders, for the climate, and to improved. society as a whole. • Three-year structured plan in place and being implemented Taking all of the above into account, it was agreed that the to build internal succession and talent management. bonus outcome after applying the measures described was • Additional investment opportunities for strategic growth fair, reasonable and appropriate. developed and built into an ambitious five-year plan. A total of 48,025 shares under the Share Bonus Award will Taking all of the above into account, it was determined that vest to Nick and 32,422 shares under the Share Bonus Award Nick’s delivery against personal and strategic objectives had will vest to Laura. These will vest in two equal tranches in greatly exceeded expectations, and that accordingly 88% of September 2021 and September 2022, subject to continued this target had been met, earning 22% of this element of the employment and not being under notice. bonus (2020: 100%). The Committee also agreed that the second tranche of the Laura Carr award will qualify for a special dividend equivalent in respect The Committee considered the following personal of any special dividend paid between 9 September 2020 and achievements: vesting of this tranche of the award in September 2022, to be • Together with Nick, Laura has created a robust five- paid in shares. year plan, which includes greater growth ambition and WINDFALL supporting business plans, together with productivity opportunities to enable margin progression. The Dunelm share price used to set the number of shares • Laura chaired the Supply Chain Steering Group, which in each share bonus award was 1,189p. As set out above, minimised capacity constraints over Peak, and successfully the aim of using this price, rather than the share price at the delivered increased furniture storage and e-commerce date of grant of the award, was to further align the interests capacity. of Executives with shareholders by reflecting management performance over the financial year. The closing share price • Delivered significant improvements in the control on 19 November 2020, the date preceding the date of the environment, including the creation of the Risk and award, was 1,186p. Resilience Committee. • Developed a three-year plan to improve internal processes In determining the extent to which the share bonus award to support our growth ambition and improve productivity. should vest, the Committee considered whether Executives • Provided interim leadership of the Technology function have benefited from any ‘windfall’ effect. The Committee for nine months pending the new CIO taking up his post, considered a ‘windfall’ effect to be one in which Executives ensuring stability of core functionality and continued benefited from upward share price movements that were transformation of the function. driven by wider market trends, external and/or fortuitous • Chaired the Data Steering Group which delivered increased circumstances other than by the Company’s performance. functionality and capability. • Continued to build the capability and effectiveness of the Finance team. 158 DUNELM GROUP PLC ANNUAL REPORT & ACCOUNTS 2021