Section III: Implementation report
This section of the Remuneration Report explains the implementation of the remuneration policy by providing details of the remuneration paid to members of the executive management team and non-executive directors for the financial year ended 31 December 2022.
This section of the Remuneration Report explains the implementation of the remuneration policy by providing details of the remuneration paid to members of the executive management team and non-executive directors for the financial year ended 31 December 2022.
Executive Management team pay
The remuneration of the executive management team is in accordance with the remuneration policy as defined in section 2.
The executive team and senior management pay is reviewed against a global benchmark on a biannual basis using Mercer who conduct a bespoke survey on the companies behalf. The comparator group is reviewed regularly and ranked in terms of a number of criteria that the Committee feels adequately aligns to AngloGold Ashanti. The table below summarises the 2022 comparator group:
2022 Comparator benchmark group | |
---|---|
Agnico Eagle Mines Limited | Canada |
Anglo American Platinum Limited | South Africa |
Antofagasta plc | Chile |
Barrick Gold Corporation | Canada |
B2Gold Corporation | Canada |
Gold Fields Limited | South Africa |
Kinross Gold Corporation | Canada |
Newcrest Mining Limited | Australia |
Newmont Corporation | United States |
Sibanye-Stillwater Limited | South Africa |
South32 Limited | Australia |
Yamana Gold Incorporated | Canada |
Annual salary review 2022
The Committee decided that given the organisational restructuring that took place at the end of 2021 and beginning of 2022 there would be no salary increases for the executive management team (with one exception). It was further decided that senior management would also not receive increases. All other AngloGold Ashanti employees, who are not in a bargaining unit and who are not already at the maximum of their salary scales (these received no increase), received increases primarily based on CPI.
Increases awarded to our various bargaining units were determined through a collective bargaining process.
It is to be noted that a special salary increase adjustment was implemented effective 1 January 2022 for Ms Lizelle Marwick who received an increase of 12.85% on her South African contract and 5% on her offshore contract to align her closer to both the market and her internal peers.
Details are available in the single total figure reporting table below.
Executive movements
Ms Christine Ramon elected to take early retirement from her role as CFO and Executive Director of the Company with effect from 30 June 2022; her last day of employment was 31 December 2022. Mr Ian Kramer acted as Interim CFO from 1 July to 31 December 2022. Mr Kramer ceased acting with the appointment of the new CFO, Ms Gillian Doran, on 1 January 2023.
No payments were made to Ms Gillian Doran for the reporting period.
An allowance aligned to the Company’s acting allowance policy formed part of Mr Kramer’s remuneration to recognise the additional responsibilities associated with the role for the period.
Both Ms Christine Ramon’s and Mr Ian Kramer’s remuneration details for 2022 are reflected as follows below.
Ms Italia Boninelli assumed her role as Interim Group Human Resources Executive Consultant and a prescribed officer for the period 1 April 2021 to 31 March 2022. Ms Lisa Ali joined as Chief People Officer effective 1 April 2022. Their remuneration is reflected below.
Mr Vaughan Chamberlain assumed the role of Acting Chief Development Officer from 1 October 2021 until 31 March 2022. An allowance aligned with the Company’s acting allowance policy formed part of Mr Chamberlain’s remuneration to recognise the additional responsibilities associated with the prescribed officer role for the period. Mr Terry Briggs, Chief Development Officer, joined AngloGold Ashanti effective 1 April 2022. Their remuneration is reflected below.
The single total figure reporting in the Remuneration Implementation report provides the remuneration details of executive directors and prescribed officers who held office in the current year in line with the shareholder-approved standard conditions of employment.
The single figure remuneration comprises an overview of all the pay elements available to the executive management team for the year ended 31 December 2022.
Executive Directors’ and Prescribed Officers’ remuneration
The tables below illustrate the single total figure of remuneration and the total cash equivalent received reconciliation of Executive Directors and Prescribed Officers as prescribed by King IV. It comprises an overview of all the pay elements available to the executive management team for the year ended 31 December 2022
The following are definitions of terminology used in the adoption of the reporting requirements under King IV:
Reflected
In respect of the DSP awards, remuneration is reflected when performance conditions have been met during the reporting period
Settled
This refers to remuneration that has been included in prior reporting periods and has now become payable but may not yet have been paid to the executive in the current period
Single total figure remuneration
Base salary | Pension Scheme benefits | Once off relocation costs | Cash in lieu of dividends | Other benefits (2) | Awards earned during the period reflected but not yet settled | Other payments | Single total figure of remuneration | |||||
---|---|---|---|---|---|---|---|---|---|---|---|---|
ZAR denominated portion | USD/AUD denominated portion (1) | DSP awards (3) | Sign-on awards granted | |||||||||
ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | USD ‘000 | ||
Executive Directors | ||||||||||||
A Calderon (4) | 2022 | – | 26,185 | 6,481 | – | – | 162 | 83,180 | – | – | 116,008 | 7,089 |
2021 | – | 7,821 | 2,066 | – | – | 156 | 20,481 | 10,289 | – | 40,813 | 2,761 | |
KC Ramon (5) | 2022 | 3,052 | 2,336 | 430 | – | 435 | 3,524 | 4,551 | – | 13,082 | 27,410 | 1,675 |
2021 | 6,104 | 4,324 | 864 | – | 67 | 525 | 7,652 | – | 22,974 | 42,510 | 2,875 | |
Total Executive Directors | 2022 | 3,052 | 28,521 | 6,911 | – | 435 | 3,686 | 87,731 | – | 13,082 | 143,418 | 8,764 |
2021 | 6,104 | 12,145 | 2,930 | – | 67 | 681 | 28,133 | 10,289 | 22,974 | 83,323 | 5,636 | |
Prescribed Officers | ||||||||||||
L Ali (6) | 2022 | – | 7,620 | – | – | – | 787 | 20,092 | 19,111 | – | 47,610 | 2,909 |
2021 | – | – | – | – | – | – | – | – | – | – | – | |
SD Bailey | 2022 | 5,037 | 2,977 | – | – | 225 | 1,177 | 20,882 | – | – | 30,298 | 1,851 |
2021 | 4,648 | 3,062 | – | – | 30 | 1,246 | 15,752 | – | – | 24,738 | 1,673 | |
I Boninelli (7) | 2022 | 1,507 | – | – | – | – | 3 | – | – | – | 1,510 | 92 |
2021 | 4,725 | – | – | – | – | 131 | 4,091 | – | – | 8,947 | 605 | |
TJ Briggs (8) | 2022 | – | 5,073 | 374 | – | – | 677 | 13,060 | 14,437 | – | 33,621 | 2,054 |
2021 | – | – | – | – | – | – | – | – | – | – | – | |
VA Chamberlain (9) | 2022 | 1,058 | 225 | 137 | – | 124 | 18 | 2,664 | – | 321 | 4,547 | 278 |
2021 | 1,047 | 252 | 137 | – | – | 29 | 7,228 | – | 264 | 8,957 | 606 | |
L Eybers | 2022 | – | 10,986 | 312 | – | 401 | 814 | 28,281 | – | – | 40,794 | 2,493 |
2021 | – | 10,760 | 291 | – | 52 | 1,578 | 21,189 | – | – | 33,870 | 2,291 | |
MC Godoy (10) | 2022 | – | 9,821 | 1,645 | – | – | 1,224 | 25,282 | – | – | 37,972 | 2,320 |
2021 | – | 1,882 | 141 | – | – | 358 | 4,782 | 35,072 | – | 42,235 | 2,857 | |
I Kramer (11) | 2022 | 2,167 | – | 271 | – | – | 40 | 6,899 | – | 542 | 9,919 | 606 |
2021 | 2,408 | – | 301 | – | 15 | 48 | 5,459 | – | 602 | 8,833 | 598 | |
L Marwick | 2022 | 5,310 | 2,148 | 713 | – | 84 | 520 | 19,220 | – | – | 27,995 | 1,711 |
2021 | 4,706 | 1,828 | 629 | – | 13 | 271 | 13,735 | – | – | 21,182 | 1,433 | |
Exited Prescribed Officers (12) | 2022 | – | – | – | – | – | – | – | – | – | – | – |
2021 | 6,999 | 15,052 | 1,289 | – | 137 | 5,290 | 11,717 | – | 22,005 | 62,489 | 4,226 | |
Total Prescribed Officers | 2022 | 15,079 | 38,850 | 3,452 | – | 834 | 5,260 | 136,380 | 33,548 | 863 | 234,266 | 14,314 |
2021 | 24,533 | 32,836 | 2,788 | – | 247 | 8,951 | 83,953 | 35,072 | 22,871 | 211,251 | 14,289 |
- Salary denominated in USD/AUD for global roles and responsibilities converted to ZAR.
- Other benefits include health care, Group personal accident cover, Group life cover, funeral cover, pension allowance and surplus leave encashed. Surplus leave days accrued are automatically encashed unless work requirements allow for carry over.
- The fair value of the DSP comprises of a cash bonus and share awards for the year ended 31 December 2022. The cash bonus is payable in February 2023 and the share awards are allocated in February 2023. Shares vest over either a three- or five-year period in equal tranches.
- A Calderon was appointed as CEO and executive director with effect from 1 September 2021. All 2021 payments including salary, DSP awards, pension, and other benefits were pro-rated and aligned to the appointment period (1 September 2021 – 31 December 2021).
- KC Ramon retired as Chief Financial Officer and executive director with effect from 30 June 2022 and her last day of employment was 31 December 2022. All payments including salary, pension and other benefits were pro-rated and aligned to 30 June 2022. Included in other payments is payment in lieu of unworked notice period from 1 July 2022 to 31 December 2022, as well as a waiver and restraint of trade payments.
- L Ali was appointed as Chief People Officer and prescribed officer with effect from 1 April 2022. All payments including salary, DSP awards and other benefits were pro-rated and aligned to the appointment period. The sign-on awards of ZAR19.111m was awarded on appointment date, 1 April 2022, in lieu of forfeited remuneration and shares from previous employer, of which ZAR5.525m will be settled in cash over a period of two years and ZAR13.586m will be settled in shares vesting over a two year period in accordance with the JSE Listing Requirements.
- I Boninelli stepped down as Executive Group Human Resources Consultant and prescribed officer effective 31 March 2022. All payments including salary, DSP awards (cash bonus only) and other benefits were pro-rated and aligned to the appointment period.
- TJ Briggs was appointed as Chief Development Officer and prescribed officer with effect from 1 April 2022. All payments including salary, DSP awards, pension and other benefits were pro-rated and aligned to the appointment period. The sign-on awards of ZAR14.437m was awarded on appointment date, 1 April 2022, in lieu of shares forfeited from previous employer and will be settled in shares vesting over a three year period in accordance with the JSE Listing Requirements
- VA Chamberlain stepped down as Interim Chief Development Officer and prescribed officer effective 31 March 2022. All payments including salary, DSP awards, pension and other benefits were pro-rated and aligned to the appointment period. The DSP awards (cash bonus only) were pro-rated and paid for the period until his retirement effective 31 October 2022 and were calculated based on his Senior Vice President salary and target bonus opportunity. Other payments reflect the acting allowance for the acting period from 1 January to 31 March 2022.
- MC Godoy was appointed as Chief Technology Officer and prescribed officer effective 15 October 2021. All 2021 payments including salary, DSP awards, pension, and other benefits were pro-rated and aligned to the appointment period (15 October 2021 – 31 December 2021).
- I Kramer was appointed as Interim CFO and prescribed officer from 1 July 2022 to 31 December 2022. All payments including salary, DSP awards, pension and other benefits were pro-rated and aligned to the acting period. Included in the DSP awards is the DSP cash bonus and share award for the full year of 2022 (DSP awards were not pro-rated but were calculated based on his Senior Vice President salary and target bonus opportunity). Other payments reflect the acting allowance for the acting period from 1 July to 31 December 2022.
- Exited prescribed officers include Mr. PD Chenard, who retired 31 January 2021, Mr. GJ Ehm, who retired 31 December 2021, Mr. S Ntuli, who separated from the Company due to the reconfigured Operating Model effective 31 December 2021, and Ms. TR Sibisi, who resigned effective 30 September 2021.
- Convenience conversion to USD at the year-to-date average exchange rate of $1: R16.3655 (2021: $1: R14.7842).
Total cash equivalent received reconciliation
Single total figure of remuneration | Awards earned during the period reflected but not yet settled | DSP 2021 cash portion settled | DSP share awards settled | Sign-on cash settled | Sign-on shares settled | Total cash equivalent received reconciliation | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
DSP awards (1) | Sign-on awards granted | Grant fair value (2) | Market movement since grant date (2) | Vesting fair value (2) | Grant fair value (2) | Currency movement since grant date (2) | Settlement fair value (2) | Grant fair value (2) | Market movement since grant date (2) | Vesting fair value (2) | ||||||
ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | US$ ‘000 (3) | ||
Executive Directors | ||||||||||||||||
A Calderon | 2022 | 116,008 | (83,180) | – | 7 557 | – | – | – | – | – | – | – | – | – | 40,385 | 2,468 |
2021 | 40,813 | (20,481) | (10,289) | – | – | – | – | 10,289 | – | 10,289 | – | – | – | 20,332 | 1,375 | |
KC Ramon | 2022 | 27,410 | (4,551) | – | 9,951 | 12,666 | 3,174 | 15,840 | – | – | – | – | – | – | 48,650 | 2,973 |
2021 | 42,510 | (28,907) | – | 11,479 | 7,751 | 1,596 | 9,347 | – | – | – | – | – | – | 34,429 | 2,329 | |
Total Executive Directors | 2022 | 143,418 | (87,731) | – | 17,508 | 12,666 | 3,174 | 15,840 | – | – | – | – | – | – | 89,035 | 5,441 |
2021 | 83,323 | (49,388) | (10,289) | 11,479 | 7,751 | 1,596 | 9,347 | 10,289 | – | 10 289 | – | – | – | 54,761 | 3,704 | |
Prescribed Officers | ||||||||||||||||
L Ali | 2022 | 47,610 | (20,092) | (19,111) | – | – | – | – | – | – | – | 6,246 | (1,377) | 4,869 | 13,276 | 811 |
2021 | – | – | – | – | – | – | – | – | – | – | – | – | – | – | – | |
SD Bailey | 2022 | 30,298 | (20,882) | – | 4,965 | 7,101 | 1,376 | 8,477 | – | – | – | – | – | – | 22,858 | 1,397 |
2021 | 24,738 | (15,752) | – | 6,793 | 3,892 | 504 | 4,396 | – | – | – | – | – | – | 20,175 | 1,365 | |
I Boninelli | 2022 | 1,510 | – | – | 4,091 | – | – | – | – | – | – | – | – | – | 5,601 | 342 |
2021 | 8,947 | (4,091) | – | – | – | – | – | – | – | – | – | – | – | 4,856 | 328 | |
TJ Briggs | 2022 | 33,621 | (13,060) | (14,437) | – | – | – | – | – | – | – | – | – | – | 6,124 | 374 |
2021 | – | – | – | – | – | – | – | – | – | – | – | – | – | – | – | |
VA Chamberlain | 2022 | 4,547 | – | – | 2,944 | 7,908 | (147) | 7,761 | – | – | – | – | – | – | 15,252 | 932 |
2021 | 8,957 | (7,228) | – | – | 2,099 | 425 | 2,524 | – | – | – | – | – | – | 4,253 | 288 | |
L Eybers | 2022 | 40,794 | (28,281) | – | 6,516 | 11,177 | 2,776 | 13,953 | – | – | – | – | – | – | 32,982 | 2,015 |
2021 | 33,870 | (21,189) | – | 9,402 | 6,683 | 1,375 | 8,058 | – | – | – | – | – | – | 30,141 | 2,039 | |
MC Godoy | 2022 | 37,972 | (25,282) | – | 1,594 | – | – | – | – | – | – | 13,720 | 4,400 | 18,120 | 32,404 | 1,980 |
2021 | 42,235 | (4,782) | (35,072) | – | – | – | – | 4,583 | – | 4,583 | – | – | – | 6,964 | 471 | |
I Kramer | 2022 | 9,919 | (6,899) | – | 2,184 | 2,196 | 205 | 2,401 | – | – | – | – | – | – | 7,605 | 465 |
2021 | 8,833 | (5,459) | – | 2,434 | 1,772 | 340 | 2,112 | – | – | – | – | – | – | 7,920 | 536 | |
L Marwick | 2022 | 27,995 | (19,220) | – | 4,273 | 3,151 | 364 | 3,515 | – | – | – | – | – | – | 16,563 | 1,012 |
2021 | 21,182 | (13,735) | – | 4,760 | 1,543 | 262 | 1,805 | – | – | – | – | – | – | 14,012 | 948 | |
Exited Prescribed Officers | 2022 | – | – | – | – | – | – | – | – | – | – | – | – | – | – | – |
2021 | 62,489 | (11,717) | – | 30,884 | 21,213 | 4,086 | 25,299 | – | – | – | 6,513 | 3,644 | 10,157 | 117,112 | 7,922 | |
Total Prescribed Officers | 2022 | 234,266 | (133,716) | (33,548) | 26,567 | 31,533 | 4,574 | 36,107 | – | – | – | 19,966 | 3,023 | 22,989 | 152,665 | 9,328 |
2021 | 211,251 | (83,953) | (35,072) | 54,273 | 37,202 | 6,992 | 44,194 | 4,583 | – | 4,583 | 6,513 | 3,644 | 10,157 | 205,433 | 13,896 |
- The fair value of the DSP comprises of a cash bonus and share awards for the year ended 31 December 2022. The cash bonus is payable in February 2023 and the share awards are allocated in February 2023. Shares vest over either a three- or five-year period in equal tranches.
- Reflects the sum of all the grant fair value, the sum of all the share price movements since grant to vesting date and the sum of all the vesting fair value for the vested DSP 2019, DSP 2020, DSP 2021 and vested sign-on share awards and difference in the currency movements for the vested sign-on cash settled award.
- Convenience conversion to USD at the year-to-date average exchange rate of $1: R16.3655 (2021: $1: R14.7842).
Details of the share incentive scheme awards are reflected in the tables that follow.
Number of unvested awards and movement during the reporting period
Sign-on share awards | Balance at 1 January | Granted | Vested, deemed settled | Forfeited/ lapsed | Balance at 31 December | Fair value of granted awards (1) | Fair value of vested awards (2) | Fair value of unvested awards at 31 December (3) | |
---|---|---|---|---|---|---|---|---|---|
ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | |||||||
Prescribed Officers | |||||||||
L Ali | 2022 | – | 44,233 | 20,337 | – | 23,896 | 13,586 | 4,869 | 7,867 |
2021 | – | – | – | – | – | – | – | – | |
TJ Briggs | 2022 | – | 47,004 | – | – | 47,004 | 14,437 | – | 15,475 |
2021 | – | – | – | – | – | – | – | – | |
MC Godoy | 2022 | 107,353 | – | 48,309 | – | 59,044 | – | 18,120 | 19,439 |
2021 | – | 107,353 | – | – | 107,353 | 30,489 | – | 35,287 | |
Total Prescribed Officers | 2022 | 107,353 | 91,237 | 68,646 | – | 129,944 | 28,023 | 22,989 | 42,781 |
2021 | – | 107,353 | – | – | 107,353 | 30,489 | – | 35,287 | |
Other management (4) | 2022 | 4,553 | – | 2,500 | – | 2,053 | – | 631 | 676 |
2021 | 120,415 | 5,449 | 120,415 | 896 | 4,553 | 1,415 | 37,434 | 1,497 | |
Total sign–on share awards | 2022 | 111,906 | 91,237 | 71,146 | – | 131,997 | 28,023 | 23,620 | 43,457 |
2021 | 120,415 | 112,802 | 120,415 | 896 | 111,906 | 31,904 | 37,434 | 36,784 |
- The fair value of granted awards represents the value of awards, calculated using a five business day volume weighted average share price prior to grant date. The share awards were granted on start date and will vest over a two- or three-year period in equal tranches in accordance with the JSE Listings Requirements.
- The fair value of vested awards represents the value received on settlement date.
- The fair value of unvested awards is calculated using the closing share price as at 31 December.
- The awards for other management for the 2021 comparatives include awards for Mr PD Chenard who retired as a prescribed officer on 31 January 2021.
Number of unvested awards and movement during the reporting period
DSP awards | Balance at 1 January | Granted | Vested, deemed settled | Forfeited/ lapsed | Balance at 31 December | Fair value of granted awards (1) | Fair value of vested awards (2) | Fair value of unvested awards at 31 December (3) | |
---|---|---|---|---|---|---|---|---|---|
ZAR ‘000 | ZAR ‘000 | ZAR ‘000 | |||||||
Executive Directors | |||||||||
A Calderon | 2022 | – | 41,601 | – | – | 41,601 | 13,938 | – | 13,696 |
2021 | – | – | – | – | – | – | – | – | |
KC Ramon | 2022 | 183,487 | 58,442 | 46,383 | – | 195,546 | 19,580 | 15,840 | 64,380 |
2021 | 134,421 | 79,541 | 30,475 | – | 183,487 | 24,576 | 9,347 | 60,312 | |
Total Executive Directors | 2022 | 183,487 | 100,043 | 46,383 | – | 237,147 | 33,518 | 15,840 | 78,076 |
2021 | 134,421 | 79,541 | 30,475 | – | 183,487 | 24,576 | 9,347 | 60,312 | |
Prescribed Officers | |||||||||
SD Bailey | 2022 | 90,037 | 33,127 | 24,712 | – | 98,452 | 11,099 | 8,477 | 32,413 |
2021 | 52,433 | 51,929 | 14,325 | – | 90,037 | 16,045 | 4,396 | 29,595 | |
VA Chamberlain (4) | 2022 | 27,159 | 12,986 | 26,547 | 13,598 | – | 4,351 | 7,761 | – |
2021 | 19,889 | 15,498 | 8,228 | – | 27,159 | 4,788 | 2,524 | 8,927 | |
L Eybers | 2022 | 162,348 | 43,252 | 40,818 | – | 164,782 | 14,491 | 13,953 | 54,251 |
2021 | 115,886 | 72,734 | 26,272 | – | 162,348 | 22,473 | 8,058 | 53,364 | |
MC Godoy | 2022 | – | 10,180 | – | – | 10,180 | 3,411 | – | 3,352 |
2021 | – | – | – | – | – | – | – | – | |
I Kramer | 2022 | 17,824 | 9,776 | 6,942 | – | 20,658 | 3,275 | 2,401 | 6,801 |
2021 | 12,892 | 11,816 | 6,884 | – | 17,824 | 3,651 | 2,112 | 5,859 | |
L Marwick | 2022 | 41,821 | 28,814 | 10,043 | – | 60,592 | 9,654 | 3,515 | 19,949 |
2021 | 11,482 | 36,223 | 5,884 | – | 41,821 | 11,192 | 1,805 | 13,747 | |
Total Prescribed Officers | 2022 | 339,189 | 138,135 | 109,062 | 13,598 | 354,664 | 46,281 | 36,107 | 116,766 |
2021 | 212,582 | 188,200 | 61,593 | – | 339,189 | 58,149 | 18,895 | 111,492 | |
Other management (5) | 2022 | 1,581,013 | 555,777 | 788,105 | 150,099 | 1,198,586 | 186,208 | 234,197 | 394,610 |
2021 | 1,759,320 | 917,607 | 773,100 | 322,814 | 1,581,013 | 283,513 | 237,928 | 519,678 | |
Total DSP awards | 2022 | 2,103,689 | 793,955 | 943,550 | 163,697 | 1,790,397 | 266,007 | 286,144 | 589,452 |
2021 | 2,106,323 | 1,185,348 | 865,168 | 322,814 | 2,103,689 | 366,238 | 266,170 | 691,482 |
- The fair value of granted awards represents the value of awards, calculated using a five business day volume weighted average share price prior to grant date, 24 February 2022.
- The fair value of vested awards represents the value deemed received on settlement date.
- The fair value of unvested awards is calculated using the closing share price as at 31 December 2022.
- Share awards lapsed due to retirement.
- The awards for other management for the 2021 comparatives include awards for Mr PD Chenard, who retired 31 January 2021, Mr GJ Ehm, who retired 31 December 2021, Mr S Ntuli, who separated from the Company due to the reconfigured Operating Model effective 31 December 2021, and Ms TR Sibisi, who resigned effective 30 September 2021.
Minimum Shareholding Requirements
For the purposes of the MSR calculation, only fully owned and vested awards will count towards the determination of the MSR
Executive | Six-year target achievement date | MSR holding as at 31 December 2022 as a percentage of net base pay | Three-year MSR target achievement percentage | Six-year MSR target achievement percentage | |
---|---|---|---|---|---|
Executive Directors | |||||
A Calderon | September 2027 | 38% | 150% | 300% | |
Prescribed Officers | |||||
L Ali (1) | April 2028 | 56% | 100% | 200% | |
SD Bailey | January 2025 | 298% | 100% | 200% | |
TJ Briggs (1) | April 2028 | 0% | 100% | 200% | |
L Eybers | March 2023 | 491% | 100% | 200% | |
MC Godoy | October 2027 | 206% | 100% | 200% | |
I Kramer (2) | July 2028 | 4% | 100% | 200% | |
L Marwick | July 2026 | 144% | 100% | 200% |
- Appointed prescribed officer with effect from 1 April 2022 and the three-year MSR achievement is due in April 2025.
- Appointed prescribed officer with effect from 1 July 2022 to 31 December 2022. The MSR holding is not required subsequent to the appointment period.
2022 DSP performance outcomes
The Committee approved the 2022 DSP metrics Company performance achievement of 94.86%. This was an important year for the Company and the results demonstrate re-alignment of the strategic priorities and focused delivery. Key highlights included:
- Incorporating a diverse new executive team and making significant changes at the Senior Vice President and critical skills level in the areas of Supply, Projects, Digital Technology and Operations
- Achieving an unprecedented safety performance which positions the Company well below the industry average in key metrics and demonstrates significant progress in resetting the safety culture
- Surpassing the production budget for the first time since 2017 and delivering Obuasi targets
- Reducing real cash costs which were less than 1% above the top end of guidance, rising by 6% year on year, which was roughly half the inflation rate experienced for the Company’s basket of goods and services
- Consolidating Nevada as a multi-decade, cost competitive new growth project
The table below summarises AngloGold Ashanti’s remuneration metrics, their weightings, and performance against these metrics applicable to the DSP during 2022:
DSP performance measure | Weighting | Threshold measures | Target measures | Stretch measures | 2022 achievement % | |
---|---|---|---|---|---|---|
Financial measures | Relative total shareholder return (measured in US$) | 12.50% | Median TSR of comparators | Halfway between median and upper quartile | Upper quartile TSR of comparators | 0.00% |
Absolute total shareholder return (measured in US$) | 7.50% | USD COE (6%) | USD COE + 2% (8%) | USD COE + 6% (12%) | 11.25% | |
Normalised cash return on equity (nCROE) | 15.00% | USD COE (6%) | USD COE + 9% (15%) | USD COE + 18%(24%) | 22.50% | |
Production | 15.00% | 2,550 oz (000) | 2,734 oz (000) | 2,837 oz (000) | 15.60% | |
Total cash cost | 10.00% | $1,015/oz | $963/oz | $915/oz | 0.00% | |
All-in sustaining costs | 5.00% | $1,425/oz | $1,355/oz | $1,285/oz | 4.00% | |
Future optionality | Mineral Reserve additions (pre-depletion, asset sales, mergers and acquisitions) | 5.50% | Plus 1.6Moz | Plus 3.2Moz | Plus 4.8Moz | 5.98% |
Mineral Resource (pre-depletion, asset sales, mergers and acquisitions) | 5.50% | Plus 4.2Moz | Plus 8.3Moz | Plus 12.5Moz | 4.10% | |
Safety | All injury frequency rate (AIFR) – one year | 8.00% | ≥2.5% performance improvement (2.07) | ≥5% performance improvement (2.01) | ≥7.5% performance improvement (1.96) | 11.24% |
Major hazard control compliance | 95% critical control compliance | 99% critical control compliance | 99.5% critical control compliance | |||
Health, Environment and Community | Health (2.5%): Reduction in workforce exposed to high respirable crystalline silica dust | 12.00% | 4% reduction | 7% reduction | 13% reduction | 17.33% |
Environment (7.5%): Greenhouse gas emissions management | 110% of budgeted carbon emission intensity (37.91) | 100% of budgeted carbon emission intensity (34.46) | 95% of budgeted carbon emission intensity (32.74) | |||
Community (2%): Business disruptions as a result of community unrest | 2 | 1 | 0 | |||
People | Gender diversity | 4.00% | 21% female representation | 23% female representation | 25% female representation | 2.86% |
Key staff retention | 85% pa | 90% pa | 95% pa | |||
Total | 100% | 94.86% |
Comparator group ranking and achievements for the TSR metrics for FY2022
Relative TSR measures the Company’s share price performance compared to the peer group on a relative basis. It is measured on a three-year trailing average. A total of seven peers (Agnico Eagle Ltd, Barrick Gold Corp, Gold ETF, Gold Fields Ltd, Kinross Gold Corp, Newcrest Mining Ltd and Newmont Mining Corp) are measured and numerically ranked, the positioning of AngloGold Ashanti in the ranking determines the bonus achievement.
Based on the criteria below for 2022, AngloGold Ashanti was ranked seventh and was therefore positioned below the median at a growth percentage of 13.00%; therefore, the achievement was calculated at below threshold (0%).
Criteria table for relative TSR
Threshold achievement (50%) | 33.93% | Median |
Target achievement (100%) | 49.05% | Halfway between median and upper quartile |
Stretch achievement (150%) | 64.17% | Upper quartile |
Absolute TSR measures the Company’s share price performance on a three-year trailing average and compares it to a percentage increase relating to US cost of equity (US COE). The stretch target is achieved if US COE plus 6% is exceeded based on this calculation. Currently the US COE is 6%, resulting in the stretch target to be 12%.
Criteria table for absolute TSR
Threshold achievement (50%) | US cost of equity (COE) | 6.00% |
Target achievement (100%) | COE + 2% | 8.00% |
Stretch achievement (150%) | COE + 6% | 12.00% |
AngloGold Ashanti’s growth percentage of 13.00% places them above the US COE plus 6% (12%); therefore, the achievement is on stretch (11.25%). Refer to the TSR ranking table above.
Malus and clawback
No malus or clawback provisions were applied for the Executive Committee members in 2022.
Total remuneration outcomes – Alberto Calderon
Chief Executive Officer
Start date: | 1 September 2021 |
Notice period: | 12 months |
Change in control (as described in the Remuneration Policy, “Change in control”): | 12 months |
Total actual pay for Mr Calderon in 2022, which could result from the remuneration policy stated above, is shown in relation to target and maximum earning potential. | |
Maximum DSP cash bonus opportunity: 150% | Final cash bonus results: 105.89% |
Maximum DSP share awards opportunity: 300% | Final share award results: 211.78% |
Total DSP opportunity: 450% (as % of base pay) | Final DSP result for 2022: 317.67% |
CEO: Key objectives and achievements 2022
Scorecard | Weighting | Comments |
---|---|---|
Health, safety, environment and community
|
25% | AngloGold Ashanti’s safety performance improved year-on-year
|
Financial and production
|
55% | Exceeded budgeted production for first time since 2017. Achieved real
cash cost reduction of 6% in volatile, inflationary environment, closing
the gap vs peer group, where costs increased above inflation:
|
Individual KPIs
|
20% |
|
Total | 100% |
CEO: Performance incentive outcome 2022
2022 DSP performance outcome | Weighting | DSP award outcome |
---|---|---|
Financial performance targets | ||
Relative total shareholder return | 12.50% | 0.00% |
Absolute total shareholder return | 7.50% | 11.25% |
Normalised cash return on equity (nCROE) | 15.00% | 22.50% |
Production | 15.00% | 15.60% |
Total Cash Costs | 10.00% | 0.00% |
All-in sustaining costs | 5.00% | 4.00% |
Mineral Reserve pre-depletion | 5.50% | 5.98% |
Mineral Resource additions pre-depletion | 5.50% | 4.10% |
Safety | 8.00% | 11.24% |
Health, Environment and Community | 12.00% | 17.33% |
Core value: People | 4.00% | 2.86% |
Total % for Company performance: | 100.0% | 94.86% |
Organisational performance weighting: | 80.00% | |
= | ||
A – Organisational performance weighted outcome: | 75.89% | |
Individual performance results | ||
Actual individual targets and strategic objectives are not disclosed in order to maintain commercial confidentiality in competitive markets. | ||
Individual performance weighting: | 20.00% | |
X | ||
Performance rating award correlation: | 150.00% | |
= | ||
B – DSP opportunity based on individual performance: | 30.00% | |
Total % of DSP pay opportunity (A+B) | 105.89% | |
x | ||
On-target total cash bonus opportunity (as % of base pay) | 100.00% | |
On-target total deferred share award opportunity (as % of base pay) | 200.00% | |
= | ||
Final cash bonus result (as % of base pay) | 105.89% | |
Final deferred share award result (as % of base pay) | 211.78% | |
Base pay as at 31 December 2022 (all offshore payments converted to ZAR at exchange rate of ZAR16.3655: USD1) | x | |
26,184,800 | ||
= | ||
Annual cash portion of DSP: | 27,726,561 | |
Annual deferred share portion of DSP (to vest over five years): | 55,453,122 | |
Total 2022 deferred share plan award: | 83,179,683 |
Total remuneration outcomes – Christine Ramon
Chief Financial Officer – six months (January – June 2022)
Start date: | 1 October 2014 |
Notice period: | 6 months |
Change in control (as described in the Remuneration Policy, “Change in control”): | 6 months |
Total actual pay for Ms Ramon for January to June 2022, which could result from the remuneration policy stated above, is shown in relation to target and maximum earning potential. | |
Maximum DSP cash bonus opportunity: 127.5% | Final cash bonus results: 83.63% |
Maximum DSP share awards opportunity: 277.5% | Final share award results: 0% |
Total DSP opportunity: 405% (as % of base pay) | Final DSP result for 2021: 83.63% |
CFO: Personal KPIs and performance 2022 (January to June 2022)
CFO Personal KPIs | Weightings | Comments |
---|---|---|
Leadership and stakeholder engagement | 5% |
|
Liquidity, credit ratings and balance sheet management | 15% |
|
Cost discipline and cash preservation measures | 50% |
|
Governance and risk management | 15% |
|
Implementation of the Operating Model | 15% |
|
Total | 100% |
CFO: DSP performance incentive outcome 2022
2022 DSP performance year outcome | Weighting | DSP award outcome |
---|---|---|
Financial performance targets | ||
Relative Total Shareholder Return | 12.50% | 0.00% |
Absolute Total Shareholder Return | 7.50% | 11.25% |
Normalised cash return on equity (nCROE) | 15.00% | 22.50% |
Production | 15.00% | 15.00% |
Total Cash Cost | 10.00% | 0.00% |
All-in Sustaining Costs | 5.00% | 4.00% |
Mineral Reserve pre depletion | 5.50% | 5.98% |
Mineral Resource additions pre depletion | 5.50% | 4.10% |
Safety | 8.00% | 11.24% |
Health, Environment and Community | 12.00% | 17.33% |
Core value: People | 4.00% | 2.86% |
Total % for Company performance: | 100.00% | 94.86% |
Organisational performance weighting: | 80.00% | |
= | ||
A – Organisational performance weighted outcome: | 75.89% | |
Individual performance results | ||
Actual individual targets and strategic objectives are not disclosed in order to maintain commercial confidentiality in competitive markets. | ||
Individual performance weighting: | 20.00% | |
X | ||
Performance rating award correlation: | 112.50% | |
= | ||
B – DSP opportunity based on individual performance: | 22.50% | |
Total % of DSP pay opportunity (A+B) | 98.39% | |
x | ||
On-target total cash bonus opportunity (as % of base pay) | 85.00% | |
On-target total deferred share award opportunity (as % of base pay) | 185.00% | |
= | ||
Final cash bonus result (as % of base pay) | 83.63% | |
Final deferred share award result (as % of base pay) | 0.00% | |
Base pay for six months as at 30 June 2022 (all offshore payments converted to ZAR at exchange rate of ZAR16.3655: USD1) | x | |
5,441,578 | ||
= | ||
Annual cash portion of DSP: | 4,550,781 | |
Annual deferred share portion of DSP (to vest over five years): | 0 | |
Total 2022 deferred share plan award: | 4,550,781 |
Non-Executive Directors’ fees and allowances
For 2022 the Non-Executive Directors elected not to receive a fee increase to align with the executives and senior management teams who did not receive a salary increase due to the Company reorganisation.
The table below details the 2022 fees and allowances paid to non-executive directors during the year as approved by shareholders.
Director fees (1) | Committee fees | Travel allowance | Total | Total | ||
---|---|---|---|---|---|---|
2022 (USD) | 2021 (USD) | 2020 (USD) | ||||
MDC Ramos (Chairperson) | 308,800 | 56,000 | 8,750 | 373,550 | 451,350 | 202,375 |
R Gasant (Lead Independent Director) | 166,700 | 104,500 | 10,000 | 281,200 | 296,400 | 222,500 |
KOF Busia | 125,900 | 86,500 | 26,250 | 238,650 | 240,300 | 103,250 |
AM Ferguson | 125,900 | 89,000 | 33,750 | 248,650 | 254,800 | 197,000 |
AH Garner | 125,900 | 50,500 | 13,750 | 190,150 | 201,550 | 173,500 |
SP Lawson (2) | 125,900 | 50,500 | 18,750 | 195,150 | 0 | 0 |
NVB Magubane (3) | 95,300 | 30,000 | 8,750 | 134,050 | 177,800 | 170,500 |
MC Richter | 125,900 | 85,500 | 18,750 | 230,150 | 249,800 | 208,750 |
JE Tilk | 125,900 | 110,000 | 23,750 | 259,650 | 278,550 | 205,875 |
Total | 1,326,200 | 662,500 | 162,500 | 2,151,200 | 2,150,550 | 1,483,750 |
- Includes the annual base fee paid to NEDs as well as fees paid for special Board meetings.
- SP Lawson appointed as an independent non-executive director with effect from 1 December 2021.
- NVB Magubane passed away on 30 October 2022. Includes fees paid up to last working day.
Non-Executive Directors’ MSR
Policy requirements
Non-Executive Directors (NEDs) are required to hold a minimum shareholding in AngloGold Ashanti equivalent to 150% of their annual base fee, valued on the basis of the greater of:
- Original purchase price
- Share price on the date on which the policy was adopted being 21 February 2022
- Prevailing market price on 31 December each year
- Achieve 75% of annual base fee within two years of the approval of the policy for existing NEDs (i.e. 21 February 2024), and from the effective date of appointment for new NEDs
- Achieve 150% of annual base fee within four years of the approval of the policy for existing NEDs (i.e. 21 February 2026), and from the effective date of appointment for new NEDs
- If a decline in the share price causes a NED to fall below MSR on the basis of the prevailing market price, the NED is not required to purchase further shares although must refrain from disposing of any shares
- Where increases to a NED’s base fee occurs, NEDs are provided four years from the date of the increase to purchase further shares to close any shortfall
For the purposes of the MSR calculation, only fully owned and vested awards will count towards the determination of the MSR.
Four-year target achievement date | 31 December 2022 as a percentage of annual base fee | Two-year MSR target achievement percentage | Four-year MSR target achievement percentage | |
---|---|---|---|---|
Non-Executive Directors | ||||
MDC Ramos (Chairperson) | February 2026 | 0% | 75% | 150% |
R Gasant (Lead Independent director) | February 2026 | 0% | 75% | 150% |
KOF Busia | February 2026 | 36% | 75% | 150% |
AM Ferguson | February 2026 | 90% | 75% | 150% |
AH Garner | February 2026 | 400% | 75% | 150% |
SP Lawson | February 2026 | 51% | 75% | 150% |
MC Richter | February 2026 | 200% | 75% | 150% |
JE Tilk | February 2026 | 50% | 75% | 150% |