IGO Interactive Annual Report 2020

DIRECTORS’ REPORT— REMUNERATION REPORT 30 JUNE 2020 DIRECTORS’ REPORT— REMUNERATION REPORT 30 JUNE 2020 REMUNERATION REPORT (AUDITED) Key Management Personnel (KMP) of the Group (also referred to as Executive or Executive Management) are detailed in the table below and are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Group, directly or indirectly, including any Director, whether executive or otherwise of the Company. SECTION 1 FY20 OVERVIEW Section 1 details organisational developments and outcomes in FY20. SECTION 2 REMUNERATION AT IGO Section 2 provides an overview of key elements of the Company’s remuneration governance and philosophy. SECTION 3 EXECUTIVE REMUNERATION IN FY20 Section 3 details remuneration arrangements in FY20 for the following executives: Keith Ashby - Head of Safety, Health, Environment, Quality (SHEQ) & Risk Kate Barker – General Counsel Peter Bradford - Managing Director and CEO Matt Dusci - Chief Operating Officer Andrew Eddowes - Head of Corporate Development Joanne McDonald – Company Secretary and Head of Corporate Affairs Sam Retallack - Head of People & Culture Ian Sandl – General Manager - Exploration Scott Steinkrug – Chief Financial Officer SECTION 4 NON-EXECUTIVE DIRECTOR REMUNERATION Section 4 details remuneration and benefits for the Company’s Non- executive Directors (see pages 40 to 41 for details about each Director) including: Peter Bilbe - Non-executive Chairman Debra Bakker - Non-executive Director Kathleen Bozanic - Non-executive Director (appointed 3 October 2019) Peter Buck - Non-executive Director Geoffrey Clifford – Non-executive Director (from 1 July 2019 until his retirement on 20 November 2019) Keith Spence - Non-executive Director Neil Warburton - Non-executive Director SECTION 5 PLANNED REMUNERATION CHANGES FOR FY21 Section 5 provides an overview of the planned changes in remuneration and reward FY21 for the Executives and the wider organisation. SECTION 6 STATUTORY REMUNERATION DISCLOSURES Section 6 provides an update for all relevant statutory remuneration disclosures as required by the Corporations Act 2001 . Board Discretion - STI Payment Award FY20 was an exceptional year, with the Company exceeding metals guidance at Nova and Tropicana delivering within guidance, resulting in underlying free cash flow of $311M and net profit after tax of $155M. This outcome was delivered despite a number of internal and external challenges (a fatality, regional bushfires and COVID-19) and would not have been possible without the unwavering commitment and dedication of our people. Throughout the COVID-19 operating environment, our teams exhibited a significant level of additional effort for many months to protect our people, safeguard our host communities and deliver continuity of our production and exploration activities. As a result of this commitment to our business continuity during the second half of FY20, a number of the growth and strategic programs of work that were planned for the KPI component of the short-term incentive were either put on hold or delayed. Taking this into account and in acknowledgement of the huge discretionary effort that all IGO employees made during the year, the Board has approved a discretionary award of an additional 20% to be included in the Company Scorecard for FY20. For further details on this please see page 58. Long-Term Incentives (LTI) In FY20, the Board implemented a change to the categorisation of the Service Rights component of Executive remuneration from STI in favour of an increased weighting to the LTI. This decision was made to more effectively communicate the deferred nature of Service Rights in variable reward as a longer-term benefit, differentiated from a cash reward and to highlight the importance of retention of Executives to drive long-term value creation for shareholders. Further details on how these changes apply to each of the KMP are detailed in this Remuneration Report. Planned Remuneration Changes for FY21 The suite of changes for FY21 are discussed in Section 5 of this Report. The main points are: • There are no changes planned for the Total Fixed Remuneration of KMP in FY21 however, given the current dynamic market, a mid-year review will be conducted to assess whether adjustments are needed to maintain competitiveness • The Board has introduced a heightened threshold for KPIs relating to STI. The Board will have the discretion to reduce KPI outcomes by up to 100% of the cash component of variable incentives in the event of occurrence of any event that is classified as “catastrophic” in the company’s Risk Matrix. This will apply within the Company from the working group where the event occurred and progressing through to the Executive Leadership Team; and • The Board will also have the discretion to reward outstanding performance that falls outside of the existing KPI program for teams or individuals that have created significant additional value for shareholders and/or employees. Each year we try to improve our reporting transparency and clarity for shareholders and I trust that our shareholders will find the 2020 Remuneration Report clearly explains our current remuneration philosophy and executive outcomes for the period. I welcome your feedback in FY21 in our endeavour to continuously improve all that we do. KEITH SPENCE CHAIR – PEOPLE & PERFORMANCE COMMITTEE 52 — IGO ANNUAL REPORT 2020 IGO ANNUAL REPORT 2020— 53