Corporate governance report Remuneration continued Total bonus earned in respect of FY21 performance is set out LTIP – AWARDS EARNED IN RESPECT OF in the table below: PERFORMANCE IN 2019-2021 The performance condition which applied to the FY19-21 Table 2 – Annual bonus earned in respect of FY21 LTIP award was that compound growth in diluted EPS over performance the three-year performance period of July 2019 to June Bonus 2021 should exceed the compound growth in RPI over the awarded (cash Total number same period by between 3% and 15%. Over the three-year equivalent of shares performance period which ended on 26 June 2021, reported based on vesting under Percentage of diluted EPS grew at a compound annual rate of 19.6%. This % of salary) Share Bonus maximum £ Award award is 17.2% above the compound annual growth in RPI over the Nick Wilkinson £570,084 48,025 81.22% same period. Accordingly 100% of this award has vested to Nick Wilkinson and Laura Carr as set out below. This is Laura Carr £385,502 32,422 80.47% included in the single figure for total remuneration for FY21 Sir Will Adderley as set out in Table 1. (waived entitlement) – N/A Table 3 – LTIP awards earned in respect of performance The value of the bonus earned in the table above is based in 2019-21 on the sum that would have been paid had the bonus been Percentage of awarded in cash, although as stated above pursuant to maximum specific arrangements put in place for FY21 due to Covid-19 Shares vesting award it was awarded in deferred shares, payable in two equal Nick Wilkinson 180,802 100% tranches in September 2021 and 2022 respectively. The Laura Carr 105,893 100% second tranche of the award which vests in September 2022 is eligible to receive a ‘special dividend equivalent’ in respect No awards are due to vest to Sir Will Adderley in respect of the special dividend of 65p per share payable on 8 October of the LTIP. Nick Wilkinson and Laura Carr will also receive 2021 and any other special dividend paid before that £230,683 and £135,095 respectively by way of ‘special tranche vests. dividend equivalent’ in relation to the special dividend of 32p FY20 – SHARE BONUS AWARDS per share paid on 11 October 2019 and the special dividend of 65p per share payable in October 2021. In either case Payment of bonus earned for FY20 which would normally have these will be paid in shares. The number of shares expected been paid in cash, was in deferred shares, with 50% vesting to vest for Nick Wilkinson and Laura Carr are 16,145 and 9,455 in September 2021 and 50% in September 2022. As was the respectively. These values are included in the single figure case for the FY21 share bonus award, the share price used for total remuneration for FY21 as set out in Table 1 on page to calculate the number of shares in the award was 1,189p, 154 and the basis on which they have been calculated is set the average share price over June and July 2020, reflecting out in note 4. Shares vesting must be retained in accordance the market’s assessment of the financial performance in with the shareholding guidelines set out in the Remuneration FY20 following issue of our Trading Update in July 2020.The Policy. Committee reserved discretion to adjust the outturn for any ‘windfall’ element due to a post-Covid market recovery rather than management action. Having reviewed the share price progression over the financial year, the Committee concluded that price rises during the year reflected management performance rather than market recovery, and therefore that no adjustment should be made. Further details are set out above under the heading ‘Windfall’. Please note that in accordance with reporting guidelines the value of the FY20 bonus award is not in the FY21 ‘single figure’ table as it was included in the ‘single figure’ for FY20. 160 DUNELM GROUP PLC ANNUAL REPORT & ACCOUNTS 2021