# B&M European Value Retail appoints Mike Schmidt as an Executive Director and CFO

- Link: https://www.directorstalkinterviews.com/bm-european-value-retail-appoints-mike-schmidt-as-an-executive-director-and-cfo/4121071274
- Published: 2022-07-05T07:26:37+01:00
- Author: Amilia Stone

**B&M European Value Retail S.A.** (LON:BME), the UK’s leading variety goods value
retailer, has announced that Mike Schmidt is to be appointed as an Executive Director
and Chief Financial Officer of the Group.  He will join the Group on a mutually 
agreed start date to be announced shortly and which is expected to be no later than
3 January 2023. 

Mike is currently Executive Director and Group CFO of DFS Furniture plc, having 
been in that role for the last 3 years.  He initially joined the business in March
2014 as a senior member of the finance team, later becoming Chief Development Officer.
DFS is the UK’s leading retailer of living room and upholstered furniture and is
listed on the London Stock Exchange. Prior to joining DFS, Mike spent 13 years in
corporate finance roles at leading investment banks including Citi and UBS, where
he gained experience advising a wide range of consumer focused companies.

Mike will succeed Alex Russo as Group CFO, who will be stepping up to Group Chief
Executive Officer, as previously announced on 31 May 2022. Further information relating
to the timing of the management transition will be provided in due course.

> **Peter Bamford, B&M European Value Retail** **Chairman, said,**
> _“I am delighted that Mike has agreed to join B&M as Group CFO.  His previous 
> roles in both retail and investment banking will bring valuable experience and
> insight to the Board alongside the continuity provided by Alex Russo’s appointment
> as future CEO.  I look forward to working closely with Mike over the coming years.”_

> **Mike Schmidt, said,**
> _“I am excited by the opportunity to join B&M.  It is a business that has experienced
> a period of rapid growth over recent years and has a clearly defined growth strategy
> for the future.  I am very much looking forward to contributing to its ongoing
> success.”_

**Remuneration**

Mike Schmidt will be paid as follows in accordance with the Company’s Directors’
Remuneration Policy approved by shareholders and as set out in the Company’s Annual
Report:

·      **Base Salary:** He will receive a base salary of £450,000 per annum.

·      **Pension and other benefits:** He will receive pension payments (cash allowance
or contribution) equal to 3% of base salary, plus other standard contractual benefits.

·      **Bonus:** He will be eligible for participation in the B&M Annual Incentive
Plan (“AIP”) with a maximum bonus opportunity per annum of 150% of base salary. 
As his appointment will commence part way through a financial year his participation
will be pro-rated on a time basis relative to the actual period of employment in
that year. Bonuses are paid half in cash and half in nil-cost options deferred for
3 years.

·      **Long Term Incentive Plan (“LTIP”):** He will be eligible for participation
in the B&M Share Option Long Term Incentive Plan. The annual grant of share options
under the LTIP will ordinarily be based on 175% of base salary. Currently awards
are made with a 3 year vesting period, together with a further 2 year holding period.
Subject to the discretion of the Remuneration Committee, it is intended that Mike
will be eligible to be awarded a grant under the LTIP whose performance period commenced
on 27 March 2022, with pro-rating of the normal 175% of base salary award size to
reflect the remaining performance period at the point of appointment.  Full details
of the current LTIP policy and shareholding guidelines are set out in the Directors’
Remuneration Report in the Company’s Annual Report.  AIP and LTIP awards are non-
contractual awards made in the discretion of the Remuneration Committee of B&M and
any payments are generally contingent on continued employment and not being under
notice.

·      **Notice period:** The notice period will be 12 months by B&M or by Mike 
Schmidt.

·      **Buy-out:** The Company has also agreed the following buy-out arrangements
to compensate for the forfeiture of incentive compensation from Mike Schmidt’s current
employment. The recruitment provisions of the Directors’ Remuneration Policy approved
by shareholders allow the Company to compensate a new Executive Director for amounts
foregone from the individual’s former employer, taking account of the amount forfeited,
the extent of any performance conditions, the nature of the award and the time period
to vesting.  Accordingly, following the commencement of Mike Schmidt’s appointment
with B&M, share based buy-out awards will be granted to him by B&M, as follows:

o  An award of nil-cost options with a face value of £250,000 to be granted on or
shortly after appointment, with 50% vesting after 1 year from grant and 50% vesting
after 2 years from grant;

o  Vesting of the award is contingent on continued employment and on Mike Schmidt
performing satisfactorily up to each vesting date;

o  Malus and clawback provisions will apply to the award; and

o  Any shares realised from the exercise of options will be subject to the shareholding
requirement under the prevailing Directors’ Remuneration Policy.

The value of the buyout awards is no higher than the expected value of the awards
being forfeited and the timing of vesting is expected to be similar to the case 
for the awards being forfeited.

·      **Travel and accommodation**: He will also receive a non-pensionable payment
of up to a maximum of £50,000 for the first twelve months of employment for travel
and overnight accommodation.

Details of Mike Schmidt’s remuneration will be disclosed in B&M European Value Retail’s
Directors’ Remuneration Report for the year ending March 2023.

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