The remuneration of the CEO consists of a base salary, benefits and an annually determined short-term incentive plan. In addition, the CEO participates in long-term incentives comprising performance share plans launched on a yearly basis.
Heikki Malinen’s base salary remained unchanged during 2023, but he started to use a company car, which is reflected in the higher value of fringe benefits.
In 2023, the CEO earned a smaller short-term incentive than in 2022, reflecting the damped performance in severe market conditions. A share reward was paid out based on the performance from 2020 to 2022.
The service contract of the CEO is valid until further notice. He is entitled to a severance payment of 12 months, and the notice period is 6 months for both parties. Heikki Malinen’s retirement age is 65 years. He participates in the Finnish statutory pension system, and in 2023 there was no supplementary pension plan at place.
| Overall CEO Remuneration | 2023 | 2022 |
|---|---|---|
| Base salary, EUR 1) | 986,160 | 891,632 |
| Short-term incentives, EUR 2) | 871,388 | 1,064,700 |
| Long-term incentives, EUR 2) | 728,208 | 0 |
| Benefits, EUR 3) | 16,923 | 8,690 |
| Total remuneration | 2,603,709 | 1,965,022 |
1) The total payment is higher than the annual base salary of EUR 950,000 because of accrued holidays and holiday pay from previous years paid in 2023.
2) Incentives are entered in the table for the year when they are paid. Short-term incentives are earned during the previous year. Long-term incentives are earned during the previous three years.
3) Benefits include telephone and car but exclude insurances and post-employment benefits (statutory pension).
Short-term incentive of the CEO
In 2023, the CEO’s short-term incentive earning opportunity stayed unchanged at 50% of the annual gross base salary on a target level and 100% on a maximum level. The outcome was 54%or EUR 515,755 and will be paid in March 2024.
| SHORT-term incentive earning opportunity | % 1) | EUR | ||
|---|---|---|---|---|
| Threshold | 0.5% | 4,750 | ||
| Target | 50% | 425,000 | ||
| Maximum | 100% | 950,000 | ||
1) Percentage of annual base salary.
| Short-term incentive earning opportunity and performance measures | ||||
|---|---|---|---|---|
| Performance measures | Weight | Achievement | Payout, % | Payout, EUR |
| Safety (TFIFR) 1) | 10% | 1.5 | 100% | 95,000 |
| Adjusted EBIT, EUR million | 70% | 274 | 35% | 230,755 |
| Strategy implementation, score 1–5 2) | 20% | 5 | 100% | 190,000 |
| 100% | 54% | 515,755 | ||
1) Total recordable injury frequency rate.
2) 1 = no payout, 2 = 25%, 3 = 50%, 4 = 75%, 5 = 100%. Discretionary assessment of strategy phase two implementation and delivery of projects that are key for Outokumpu’s future.
Long-term incentives and share ownership
In 2023, the long-term incentive target and maximum levels remained at 50% and respectively 75% of the annual base salary at time of grant. The Performance Share Plan (PSP) 2021-2023 partly met its performance criteria and the executives participating in the plan, including the CEO, will receive 73.3% of the shares granted at target level. The rewards will be paid in 2024.
| LONG-TERM EARNING OPPORTUNITY | ||||||
|---|---|---|---|---|---|---|
| PSP 2023–2025 |
PSP 2022–2024 |
PSP 2021–2023 |
PSP 2020–2022 |
PSP 2019–2021 |
||
| Threshold1) | 25% | 25% | 25% | 22% | 14% | |
| Target1) | 50% | 50% | 50% | 44% | 28% | |
| Maximum1) | 75% | 75% | 75% | 67% | 56% | |
| No of shares granted (gross)2) | 115,600 | 85,300 | 168,800 | 130,451 | 48,500 | |
| Grant date | March 10, 2023 | March 15, 2022 | March 15, 2021 | May 15, 2020 | May 15, 2020 | |
| No of shares earned (gross) | 130,451 | 0 | ||||
| No of shares delivered (net) | 71,902 | 0 | ||||
| Share delivery date | By March 31, 2026 | By March 31, 2025 | By March 31, 2024 | February 21, 2023 | – | |
| Share price at delivery, EUR | 5.59 | – | ||||
| Value of the reward, gross, EUR | 729,208 | 0 | ||||
1) In percentage of annual base salary at the time of grant. In PSP 2019–2021 and 2020–2022, the levels were prorated to time in position during the performance period.
2) Number of gross shares at target level. The number of shares was determined using the average share price of 90 calendar days prior to Board approval.
| LONG-term performance measures | |||
|---|---|---|---|
| PSP 2023–2025 | PSP 2022–2024 | PSP 2021–2023 | |
| Return on the capital employed | |||
| Weight | 80% | 80% | 100% |
| Measurement | Average of 2023, 2024 and 2025 | Average of 2022, 2023 and 2024 | Q4/2022–Q3/2023 |
| Outcome | 73.3% of target | ||
| CO2 emissions per ton crude steel | |||
| Weight | 20% | 20% | – |
| Measurement | SBTi target 2025 (1.52) | SBTi target 2024 (1.58) | – |
The members of Outokumpu’s Leadership Team, including the CEO, are expected to own Outokumpu shares they receive in the company’s share-based incentive programs corresponding to at least the value of their annual gross base salary. Half of the net shares
received from the share-based incentive programs must be used to fulfil that ownership recommendation.
| Shareholding of the CEO | ||
|---|---|---|
| On December 31 | 2023 | 2022 |
| No of shares owned | 117,361 | 45,459 |
| Closing share price, € | 4.484 | 4.73 |
| Value of the shares, € | 526,247 | 215,021 |
| Value of the shares in % of annual base salary | 55% | 23% |
For information on the CEO remuneration, please also check our latest Remuneration report or earlier Remuneration statements.