Audited information

Under the Group Senior Management – Long Term Incentive Plan (GSM-LTIP) a certain percentage of the actual bonus is granted to the plan participants in the form of registered shares of Clariant Ltd (investment shares). These shares vest immediately upon grant, but are subject to a three-year blocking period. The plan participants receive an additional share free of cost (matching share) for each investment share held at the end of the blocking period.

These shares were granted for the first time in 2011, based on the performance achieved in the base year 2010. Similar plans were launched in all subsequent years. The number of shares not yet vested and thus disclosed are the matching shares already granted.

The options granted under the Clariant Executive Stock Option Plan (CESOP) established in 1999 entitle the holder to acquire registered shares of Clariant Ltd (one share per option) at a predetermined strike price. They become vested and are exercisable after three years and expire after ten years. This stock option plan expired at the end of 2015.

In April 2008, Clariant established a stock option plan for members of management and the Board of Directors. Options granted under this plan entitle the holder to acquire registered shares of Clariant Ltd (one share per option) at a predetermined strike price. Clariant contracted a third-party bank to issue tradable options to the plan participants in accordance with the rules of the plan. The plan participants can sell the options back to this bank after they have vested. The bank in return has the right to claim a share from Clariant at the pre-determined strike price for each option that is sold to it by plan participants. The options become vested and are exercisable after two years and expire after five years. The last grant of the stock option plan to members of Management and the Board of Directors took place in April 2012.

The Restricted Plan for members of the Board of Directors replacing the Option Plan had its first grant date in early 2014.

For the first time in 2013, the Performance Share Unit (PSU) Plan was introduced for all senior managers to replace the former Tradable Option Plan. The term of Clariant’s Performance Share Unit Plan is a three-year vesting period. The vesting is conditional upon achievement of the performance targets at the end of the vesting period. If the performance targets are achieved, each PSU will be converted into one Clariant share.

A new grant took place in September 2016. The review of the target achievements (vesting criteria) for this plan will be held in summer 2019 and vesting is scheduled to take place in September 2019.

The expense recorded in the income statement spreads the costs of each grant over the measurement period and the vesting period. Assumptions are made concerning the forfeiture rate which is adjusted during the vesting period so that at the end of the vesting period there is only a charge for the vested amounts.

During 2016, CHF 9 million (2015: CHF 15 million) were charged to the income statement for equity-settled share-based payments exclusively. The expense for 2016 is lower than the one of the prior year because the goals determined for the PSU plan of 2013 were not achieved and the shares did not vest. All expenses recorded through equity for this plan were reversed.

As of 31 December 2016, the total carrying value of liabilities arising from equity-settled share-based payments, entirely recognized in equity, is CHF 25 million (2015: CHF 29 million).

Options for Board of Directors (non-executive members)1

Granted

 

Exercisable from

 

Expiry date

 

Exercise price

 

Share price at grant date

 

Number 31.12.2016

 

Number 31.12.2015

1

Past and current members.

2011

 

2013

 

2016

 

18.00

 

15.02

 

 

138 553

 

 

 

 

 

 

 

 

 

 

 

138 553

Options for members of Management and Executive Committee1

Base year

 

Granted

 

Exercisable from

 

Expiry date

 

Exercise price

 

Share price at grant date

 

Number 31.12.2016

 

Number 31.12.2015

1

Past and current members.

2011

 

2011

 

2013

 

2016

 

18.00

 

15.02

 

 

230 775

2012

 

2012

 

2014

 

2017

 

16.50

 

12.59

 

660 243

 

864 343

Total

 

 

 

 

 

 

 

 

 

 

 

660 243

 

1 095 118

As per 31 December 2016, the weighted average remaining contractual life of all share options was 0.24 years (2015: 0.94 years).

Shares for members of Management and Executive Committee

Base year

 

Granted

 

Vesting in

 

 

 

Share price at grant date

 

Number 31.12.2016

 

Number 31.12.2015

2012

 

2012

 

2016

 

 

 

9.49

 

 

32 000

2012

 

2013

 

2016

 

 

 

13.12

 

 

556 414

2013

 

2013

 

2016

 

 

 

13.74

 

 

637 242

2013

 

2013

 

2016

 

 

 

15.61

 

 

5 000

2013

 

2014

 

2017

 

 

 

17.24

 

221 607

 

247 707

2014

 

2014

 

2017

 

 

 

17.35

 

489 798

 

517 000

2014

 

2014

 

2017

 

 

 

17.35

 

2 741

 

2 741

2014

 

2015

 

2018

 

 

 

19.71

 

186 848

 

201 060

2015

 

2015

 

2018

 

 

 

19.70

 

5 000

 

5 000

2015

 

2015

 

2018

 

 

 

17.39

 

13 813

 

13 813

2015

 

2015

 

2018

 

 

 

19.08

 

 

3 000

2015

 

2015

 

2018

 

 

 

19.10

 

441 847

 

464 926

2015

 

2016

 

2019

 

 

 

16.98

 

250 325

 

2016

 

2016

 

2019

 

 

 

16.84

 

556 798

 

2016

 

2016

 

2019

 

 

 

16.87

 

5 000

 

Total

 

 

 

 

 

 

 

 

 

2 173 777

 

2 685 903

 

 

Weighted average exercise price

 

Options 2016

 

Shares 2016

 

Weighted average exercise price

 

Options 2015

 

Shares 2015

*

Options exercised include 215 648 options (2015: 2 267 276) pertaining to the 2011 and 2012 Option Plans, which were sold by the plan participants in the market and are currently held by third parties. Total outstanding options of these plans sold in the market at 31 December 2016 are 3 373 700 (31 December 2015: 4 723 048) with a fair value at 31 December 2016 of CHF 4 706 312 (31 December 2015: CHF 12 141 634).

Shares/options outstanding at 1 January

 

16.95

 

1 233 671

 

2 685 903

 

16.85

 

4 376 973

 

2 673 860

Granted

 

 

 

 

 

1 122 258

 

 

 

 

 

967 522

Exercised/distributed*

 

17.23

 

–303 414

 

–887 577

 

19.21

 

–2 997 065

 

–814 480

Cancelled/forfeited

 

 

 

–270 014

 

–746 807

 

 

 

–146 237

 

–140 999

Outstanding at 31 December

 

16.50

 

660 243

 

2 173 777

 

16.95

 

1 233 671

 

2 685 903

Exercisable at 31 December

 

16.50

 

660 243

 

 

 

16.95

 

1 233 671

 

 

Fair value of shares/options outstanding in CHF

 

 

 

921 038

 

38 193 253

 

 

 

3 201 355

 

51 059 007

The fair value of shares granted during 2016 is CHF 19 million (2015: CHF 19 million) calculated based on market value of shares at grant date.

No options were granted in 2016 and 2015.