Restaurant Brands Asia has released additional information regarding the remuneration of Mr. Rajeev Varman, Whole-Time Director and Group Chief Executive Officer, for the period from April 1, 2026, to February 26, 2029. The details cover incentive/variable pay and employee stock options, outlining the performance-linked conditions and the framework for ESOP grants.
Details on Director Remuneration
Restaurant Brands Asia has provided further clarification on the compensation structure for Mr. Rajeev Varman, covering his incentive pay and employee stock options (ESOPs) for his tenure as Whole-Time Director and Group Chief Executive Officer.
Incentive/Variable Pay Structure
The variable pay is linked to the achievement of company performance conditions, including Company EBIDTA, operational performance indicators, new store openings, company revenue, and SSSG (%), as approved by the Board and Nomination Remuneration Committee (NRC). The payouts are based on achievement against Company targets, with a variable pay upper limit of INR 40 million per annum.
Employee Stock Options (ESOPs) Details
ESOPs may be granted by the NRC periodically as per the Company’s ESOP Schemes. The terms of ESOP grants to the CEO will align with those of other employees. The NRC will grant stock options after a comparative benchmarking study for long-term incentive (LTI) value from an independent agency. The valuation of the ESOPs granted will not exceed the LTI value derived from this benchmarking.
As per the recent benchmarking study, the annual value of LTI at an upper range is 2.0 times the fixed pay; hence, the annual LTI value of the ESOP grant will not exceed 2.0 times the fixed pay.
Vesting Conditions for Options
Vesting of options is subject to continued permanent employment. Vesting is also linked to the Company’s performance criteria, with achievement of performance targets defined for each financial year. These criteria include EBITDA, Revenue and NRG (Net Restaurant Growth).
For options where vesting is linked to performance, the exercise price shall be equal to the face value of the Share, i.e., INR 10.
The vesting conditions are in accordance with the terms of the RBAL Employee Stock Option Scheme 2024, approved by shareholders on January 25, 2025.
NRC Discretion
The NRC retains the discretion, under the approved ESOP Schemes, to introduce additional conditions and reassign weights to performance criteria, as necessary, for the vesting of options to option holders.
Source: BSE
