Variable incentives

Short-term variable incentives

For the Chief Executive Officer, the incentive for the 2015 Annual Plan was paid following the assessment of the Company’s performance in relation to the achievement, in 2014, of the targets defined in line with the Strategic Plan and annual budget, in terms of:

For managers with strategic responsibilities, the variable incentive paid in 2015 was calculated as a sum weighted at 50% for the score for Snam’s performance and 50% for the score resulting from a comparison with their individual targets based on the positions they held, fixed in advance in Snam’s Performance Plan for 2014.

Snam’s results for 2014, measured on a constant basis and approved by the Board on the recommendation of the Remuneration Committee at its meeting of 11 March 2015, resulted in the calculation of a performance score of 130 points (127.7 in 2013) on the measurement scale used, which provides minimum, target and maximum levels of 70, 100 and 130 points respectively, with a threshold level of 85. For the purposes of the variable remuneration to be paid, the final performance score produced:

• for the CEO, the payment of an incentive of €559,000 equivalent to 65% of fixed remuneration, taking into account the target incentive level (50%) and maximum level (65%) assigned;
• for managers with strategic responsibilities, the payment of bonuses calculated in relation to the specific performance achieved and dependent on the different incentive levels, varying according to their job.

The incentives paid to managers with strategic responsibilities are specified under the item “Variable non-equity/bonus compensation and other incentives” in Table 1, in Compensation paid in 2015, with related detailed information in Table 3, in Compensation paid in 2015.

Deferred Monetary Incentive Plan

At its meeting on 24 February 2015, the Board of Directors, after the approval and recommendation of the Remuneration Committee, resolved upon the achievement of EBITDA for 2014 between the target and maximum amounts.

The Board set the basis of the 2015 incentive award for the Chief Executive Officer in the amount of € 301,000 (35% of fixed remuneration).

Managers with strategic responsibilities were paid incentive amounts that differed according to the levels of their positions, up to a maximum of 25% of fixed remuneration.

The base incentives awarded to managers with strategic responsibilities are specified under the item “Bonus for the year - deferred” in Table 3, in Compensation paid in 2015.

The Deferred Monetary Incentive awarded in 2012 to the CEO and managers with strategic responsibilities also vested in 2015. On the basis of Snam’s EBITDA from 2012-2014 and on the recommendation of the Remuneration Committee, the Board of Directors, at its meeting of 24 February 2015, approved a multiplier of 143% (on an incentive scale from 0% to 170%) to be applied to the base incentive awarded for the purposes of calculating the amount to be paid (from 2011-2013 the multiplier was 156%).

In particular, the Chief Executive Officer was paid an incentive of € 461,890 (equal to 143% of the base incentive of € 323,000 awarded in 2012).

Amounts paid to managers with strategic responsibilities are specified under the item “Bonuses for previous years - payable/paid” in Table 3, in Compensation paid in 2015.

Long-Term Monetary Incentive Plan

For the Chief Executive Officer, on the recommendation of the Remuneration Committee and in implementation of the provisions of the 2015 Remuneration Report, the Board of Directors approved the award of a base incentive for 2015 of € 430,000 (50% of fixed remuneration).

Managers with strategic responsibilities were awarded amounts determined according to their target incentive level, which differed according to the level of their positions, up to a maximum of 35% of fixed remuneration.

The base incentives awarded to managers with strategic responsibilities are specified under the item “Bonus for the year - deferred” in Table 3, in Compensation paid in 2015.

The Long-Term Monetary Incentive Plan for 2012 for the CEO and managers with strategic responsibilities also vested in 2015. At its meeting of 28 July 2015 and on the recommendation of the Remuneration Committee, the Board of Directors, on the basis of the results of Snam’s adjusted net profit achieved in the three-year period 2012-2014 and measured relative to the peer group (Enagas, National Grid, Red Electrica, Severn Trent, Terna and United Utilities), approved the multiplier to be applied to the base incentive awarded at 46.7% on the incentive scale of 0% to 130% (the multiplier was 61.7% for the three-year period 2011-2013).

In particular, the Chief Executive Officer was paid an incentive of €165,785 (equal to 46.7% of the base incentive of € 355,000 awarded in 2012).

Amounts paid to managers with strategic responsibilities are specified under the item “Bonuses for previous years - payable/paid” in Table 3, in Compensation paid in 2015.