Corporate governance report Remuneration continued LTIP FY22-24 In line with our 2020 Remuneration policy, an award is expected to be made to Nick Wilkinson and Laura Carr in October 2021 under the Long-Term Incentive Plan over shares to the value of 200% and 180% of salary respectively. The award will vest, subject to continued employment, on the third anniversary of the grant date, to the extent that performance conditions have been met. All of the vested shares (after sale to cover tax and National Insurance liability on exercise) must be retained for two years after vesting, after which one third of these may be sold and the remainder must be retained for the duration of employment. Shares held on termination of employment will be retained for a minimum of two years as required by the Shareholding Requirements set out in the Remuneration Policy. The performance criteria that apply to the award will be set by the Remuneration Committee in line with the Remuneration Policy, and are set out below: Financial measures: 80% of the award Diluted EPS of the Company for FY24 Less than 66.6p 66.6p 72.2p 80.9p 88.8p or more Percentage of the FY22-24 Award vesting1 Nil 10% 50% 75% 100% 1. Performance between each of these percentage thresholds will be calculated on a straight-line basis. Note that these numbers assume that UK corporation tax increases to 25% from April 2023. Should this assumption prove incorrect the Committee expects to adjust the targets proportionately and disclose this in the annual report. Non-financial measures: 20% of the award Measure FY24 Target % of LTIP award Percentage of own brand cotton products which meet our ‘More Responsibly Sourced Cotton’ standard 80% 6.66% Reduction in plastic packaging of own brand products against FY20 base 20% reduction 6.66% % of own brand products for which we offer an easy to use take-back service 50% 6.66% These targets were chosen because they are aligned to our strategy and long-term targets, and they cover areas where we are able to make the most impact on the environment and provide the most benefit to our customers and our communities. Products purchased for resale, and their packaging, account for over 80% of Dunelm’s carbon footprint, and cotton products comprise about half of these. Cotton which meets our More Responsibly Sourced standard will have a lower carbon footprint, as well as using less water and meeting our ethical/social standards. Enabling customers to take back products and reducing plastic packaging also reduce waste and adverse environmental impacts. The Committee has set stretching meet/fail targets rather than setting a target range in order to incentivise management to make significant progress in delivering these important objectives. Sir Will Adderley has asked that he not be considered for an LTIP award. SHARESAVE An invitation will be issued in October 2021 to all eligible employees, to apply for options to be granted under the Sharesave scheme at a 20% discount to the closing market price of Dunelm Group shares on the dealing day preceding the issue of the invitation. The maximum monthly savings will be £500 per month. Executive Directors employed at the eligibility date may apply for Sharesave options, subject to the plan rules. 170 DUNELM GROUP PLC ANNUAL REPORT & ACCOUNTS 2021