JD Sports Fashion Plc
12 June 2025
JD Sports Fashion Plc
Directors' Remuneration Policy - Clarification
It has come to the Company's attention that, due to a printing error, a table was omitted from the "Approach to recruitment remuneration" section of the proposed directors' remuneration policy on page 124 of the Company's Annual Report and Accounts for the year ended 1 February 2025. For clarity, the full section, including the omitted table, is set out below.
"Approach to Recruitment Remuneration
In the event that a new Executive Director or Non-Executive Director was to be appointed, remuneration would be determined consistent with the Policy table, paying no more than necessary. The table below sets out the elements of remuneration that would be considered for the appointment of a new Executive Director.
|
Remuneration element |
Policy and operation |
|
Fixed pay (base salary, benefits and pension) |
In line with the Remuneration Policy, base salaries, benefits and pension would be set to provide a competitive fixed level of remuneration in order to attract and retain Executive Directors of the necessary calibre to execute JD's strategy and deliver shareholder value. |
|
Annual bonus |
New Executive Director appointments will be eligible to participate in the annual bonus plan with an annual award of up to 200% of salary, operated in line with the Remuneration Policy. |
|
LTIP |
New Executive Director appointments will be eligible to participate in the LTIP with an annual grant of up to 300% of salary, operated in line with the Remuneration Policy. |
|
Buy-out awards |
If it were necessary to attract the right candidate, due consideration would be given to making awards necessary to compensate for forfeited awards in a previous employment. In making any such award, the Committee will take into account any performance conditions attached to the forfeited awards, the form in which they were granted and the timeframe of the forfeited awards. The value of any such award will be capped to be no higher on recruitment than the forfeited awards and will not be pensionable nor count for the purposes of calculating bonus and LTIP awards. Any such award would be in addition to the normal bonus and LTIP awards set out in the Policy table. |
|
Relocation costs |
Where appropriate, JD will offer to pay reasonable relocation expenses. |
|
One-off recruitment award |
In exceptional recruitment circumstances, the Remuneration Committee retains the ability to grant a one-off share award of up to 200% of salary in addition to any normal LTIP award. Such award may be granted in a combination of Performance Shares and Restricted Stock with at least half of the award to be granted in the form of Performance Shares. |
In respect of an internal promotion to the Board, any commitments made before the promotion will continue to be honoured even if they would otherwise be inconsistent with the Remuneration Policy prevailing when the commitment is fulfilled."
The proposed directors' remuneration policy will be presented for approval by shareholders under resolution 3 of the Company's Annual General Meeting to be held on Wednesday 2 July 2025 at 10.00am.
Enquiries:
JD Sports Fashion Plc Tel: 0161 767 1000
Régis Schultz, Chief Executive Officer
Dominic Platt, Chief Financial Officer
Theresa Casey, General Counsel & Company Secretary
Mark Blythman, Investor Relations Director
FGS Global Tel: 0207 251 3801
Rollo Head
Jenny Davey
James Thompson