|
The Board of Directors of Fiat S.p.A. met
this week to discuss a new incentive plan to
address attraction and retention of key
employees to be authorised by the
Stockholders Meeting next month. |
|
|
|
The Board of
Directors of Fiat S.p.A. met this week to discuss a new
incentive plan to be authorised by the Stockholders Meeting
of March 31, 2008. On the basis of the recommendation of the
Compensation Committee and in view of current capital market
conditions, the Board approved an Incentive Plan to address
attraction and retention of key employees.
The plan – which
will be submitted, pursuant to Article 114bis of the
Consolidated Financial Act to the next Stockholders’ Meeting
– will be fashioned similarly to the November 3, 2006 stock
option grant in terms of achievement of predetermined
performance criteria, vesting period, and the period
available to exercise (from 2011 through 2014).
The plan, if
approved, will give Fiat the flexibility to grant a maximum
aggregate amount of 4 million financial instruments either
in the form of stock options or of Stock Appreciation Rights
(SARs) to be awarded periodically through the end of 2010.
SARs, subject to
the vesting condition being satisfied, entitle the
beneficiaries to a cash compensation based on the increase
in the company’s ordinary stock price. Each SAR will give
right to a compensation (to be settled either in cash or in
ordinary shares) equal the difference between the company’s
ordinary stock official price at the exercise date and the
strike price at the granting date. Such SAR strike price
will be equal to the arithmetical average of the official
prices posted on the Italian Stock Exchange in the thirty
calendar days prior to the grant date.
Similarly, under
the plan the Company will be authorized to grant up to a
maximum of 4 million stock options on a maximum 4 million of
underlying ordinary shares (in the event no SARs are
granted) or a number which together with the number of SARs
issued will not exceed 4 million. Such stock options will be
offered at a strike price equal to the arithmetical average
of the official prices posted on the Italian Stock Exchange
in the thirty calendar days prior to the grant date. The
Plan will be serviced through treasury shares without
issuance of new shares.
|