On 25 June 2013, the Company’s General Shareholders Meeting approved a long-term share-based incentive plan (“the plan”) for the NH Hotel Group SA’s executives and employees, as follows:

The plan consisted of the grant of ordinary shares of NH Hotel Group, S.A. to the beneficiaries calculated as a percentage of the fixed salary, according to their level of responsibility. The number of shares to be granted was subject to the degree of fulfilment of the following objectives:

  • TSR (total shareholder return) at the end of each of the plan cycles, comparing the performance of NH Hotel Group, SA shares with the following indices:
    • IBEX Medium Cap
    • Dow Jones Euro Stoxx Travel & Leisure
  • EBITDA, discounting the amount corresponding to rentals compared annually with the forecasts of the Company’s strategic plan.

If the minimum degree of fulfilment established in the aforementioned objectives were not achieved, the plan’s beneficiaries will not be entitled to shares under said plan.

The plan was aimed at a maximum of 100 beneficiaries. The Board of Directors, at the proposal of the CEO, may include new members in the plan.

The plan had a total duration of five years, divided into three three-year cycles.

In 2019, the third and final cycle of the first plan was settled with the delivery of 226,067 net shares at a fair value per unit of 4.55 euros. The settlement of the plan was made net of taxes.

On the other hand, the 2017 Shareholders’ Meeting approved the launch of a new Long-Term Incentive Plan. This plan has a duration of five years, divided into three three-year cycles. The current cycles at 31 December 2020 are:

The difference between the total shares assigned at the beginning of each cycle and the live shares at 31 December 2020 are beneficiaries who left between the launch and 31 December 2020.

This second plan has a very similar structure to the first; delivery of ordinary shares of NH Hotel Group, S.A. to the beneficiaries calculated as a percentage of fixed salary, according to their level of responsibility.

The number of shares to be delivered shall be subject to the degree of fulfilment of the following four objectives:

  • TSR (total shareholder return) at the end of each of the plan cycles, comparing the performance of NH Hotel Group, S.A. shares with the STOXX® Europe 600 Travel & Leisure share index.
  • Revaluation of the Share
  • Recurring Net Profit
  • Recurring EBITDA

The beneficiaries must remain in the Group at the end of each cycle, notwithstanding the exceptions deemed appropriate, as well as achieving the minimum thresholds for each of the objectives.

The Board of Directors will be authorised to decide, before the start of each of the cycles, the effective implementation thereof in accordance with the Group’s financial position at the time. At the date of publication of this report, all the cycles had been approved by the Board of Directors.

The maximum amount approved by the General Shareholders’ Meeting for the three cycles of the second Plan is 16,200,000 euros.

In addition, the first cycle of the new incentive plan, which began on 1 January 2017, was wholly settled in the first half of 2020 with the delivery of 401,638 net shares at a fair value per unit of 4.68 euros. The settlement of this plan was made net of taxes.

During 2020, no impact has been recorded in the consolidated profit and loss statement as it is not expected to meet the objectives described above (the impact recorded in 2019 was 3,569 thousand euros).