Investor relations and investor information
METSÄ BOARD Annual review 2024
In 2019, Metsä Board’s Board of Directors decided on a long-term perfor- mance-based incentive system for key employees for 2020–2024. The system consists of three performance periods of three years. The amount of the reward is limited. The CEO’s maximum reward is 210% of the fixed annual base salary (a cut-off level of 270% of the fixed annual base salary). The payment of the reward is followed by a restriction period of approxi- mately two years, during which the CEO cannot transfer or dispose of the shares related to the payment. The reward paid from the long-term incentive system in 2024 concerned the 2021–2023 performance period of the 2020–2024 performance share
plan. The reward for the 2022–2024 performance period will be paid in March 2025. In 2022, Metsä Board’s Board of Directors decided on a new long-term performance-based incentive system for 2023–2027. It is based on the same principles as the 2020–2024 long-term incentive system, and the CEO’s reward level has not changed. The variable pay (short- and long-term incentives) constitutes a signif- icant portion of the CEO’s remuneration. The relative portions of variable pay and the fixed annual base salary are shown in the below graph.
Business operations and value creation 2 This is Metsä Board 4 CEO’s review 6
Profit distribution The Board of Directors proposes to the Annual General Meeting to be held on 20 March 2025 that a dividend of EUR 0.07 per share be paid for the 2024 financial period. The proposed dividend is in line with the company’s dividend policy. The dividend will be paid to shareholders who are registered in the company’s shareholder register held by Euroclear Finland Oy on the date of record, 24 March 2025. The Board of Direc- tors proposes 31 March 2025 as the dividend payment date. Contact details for investor relations Katri Sundström Vice President, Investor Relations tel. +358 10 462 0101 katri.sundstrom@metsagroup.com General questions and comments related to investor relations can be emailed to: metsaboard.investors@metsagroup.com.
The task of Metsä Board’s Investor Relations is to ensure that the market receives accurate and adequate information to determine the value of Metsä Board’s shares. The Investor Relations function engages in active dialogue with representatives of the cap- ital markets and is responsible for the planning and implementation of the company’s financial and investor communication. The activities of Investor Relations also include collecting feedback from investors and market information for Metsä Board’s manage- ment and Board of Directors. Meetings with investors and analysts are primarily attended by the Vice President for Investor Relations, the CFO and/or the CEO. All requests from investors are handled in a centralised manner by Investor Relations. During the silent period, the company will not provide comments on the company’s financial standing or outlook, or the market environment. Investors website More information about Metsä Board as an investment, as well as the company’s strategy, operating environment, financials and govern- ance, can be found on the company’s website at https://www.metsagroup.com/metsaboard/ investors/. Investor relations in 2024 In 2024, several investor and analyst meetings were organised, both virtually and in person. Investors were met mainly in Finland, Central Europe and North America. Metsä Board also participated actively in investor conferences organised by brokerage firms.
The 2024 Annual General Meeting was held on 26 March 2024 in Espoo. In connection with the publishing of each interim report, Metsä Board organises a webcast and conference call open to everyone. During the event, the CEO and CFO present the results, and the audience can ask questions. The recordings and presentation materials are available on the company’s website for at least five (5) years. Metsä Board’s investor communication makes use of social media through X and LinkedIn accounts, for example. Analyst coverage At least the following brokerage firms conducted analyses of Metsä Board in 2024: ABG Sundal Collier, Carnegie, Danske Bank, DnB, Inderes, Nordea, OP Equities, SEB and UBS. The contact details of the analysts and some of the consen- sus forecasts are available on the company’s website. Metsä Board is not responsible for the con- tent, accuracy or extent of the analysts’ views. Annual General Meeting in 2025 Metsä Board’s Annual General Meeting will be held on Thursday 20 March 2025 at 2:00 p.m. EET in Finlandia Hall, Mannerheimintie 13 e, 00100 Helsinki, Finland. The notice to general meeting, including registration instructions, as well as the general meeting documents and additional information are available on the Company’s website at www.metsagroup.com/ agm2025.
Strategy and financial targets
8
Value creation
Financial development 10 Key figures 12
PERFORMANCE PERIODS, CRITERIA AND ACTUALS OF THE LONG-TERM PERFORMANCE-BASED INCENTIVE SYSTEMS AND CEO'S INCENTIVES
Report of the Board of Directors
Year of payment
Share price at time of transfer, EUR
CEO’s earned gross reward, shares 2)
20 20 37 70 89 96
• Sustainability statement
Performance period
Criteria 1)
Weight, % Actual, %
Metsä Board ROCE Metsä Group ROCE Metsä Board ROCE Metsä Group ROCE Metsä Board ROCE Metsä Group ROCE Metsä Board ROCE Metsä Group ROCE
50 50 50 50 50 50 50 50
General information
2021–2023
2024
100
7.09
122,332
E – Environment
2022–2024
2025
53
Not known yet
64,349 3)
S – Social responsibility
G – Governance
2023–2025
2026
Not known yet
Annexes to the Sustainability statement
2024–2026
2027
Not known yet
98 Consolidated financial statements 102 Notes to the consolidated financial statements 150 Parent company financial statements 153 Notes to the parent company financial statements 166 The Board’s proposal to the Annual General Meeting for the distribution of funds 167 Auditor’s Report 171 Sustainability statement assurance report 173 Shares and shareholders 177 Ten years in figures 178 Taxes 179 Production capacities 181 Calculation of key ratios and comparable performance measures Corporate governance 183 Corporate governance statement 190 • Board of Directors of Metsä Board 194 • Corporate Management Team of Metsä Board
1) The three-year average ROCE of Metsä Board Group (50%) and Metsä Group (50%). Furthermore, minimum values have been set for the equity ratio and operating result. 2) The gross reward includes the shares to be transferred as well as the share of taxes. 3) The reward will be paid in March 2025.
Business ID 0635366–7
THE BREAKDOWN OF THE CEO’S REMUNERATION INTO A FIXED BASE SALARY, SHORT-TERM INCENTIVE AND LONG-TERM INCENTIVE IN 2024
Metsä Board Corporation Head office PO Box 20 02020 METSÄ, Finland
Base salary, including fringe benefits ��������������� 37% Short-term incentive �������������������������������������������� 6% Long-term incentive �������������������������������������������� 57%
The cost of the CEO’s supplementary pension arrangement in 2024
The CEO is covered by a supplementary defined benefit pension arrange- ment according to which the CEO is entitled to retire at the age of 62. In 2024, the contribution to the supplementary defined benefit pension arrangement was EUR 642,104. No other financial benefits were paid to the CEO in 2024.
Financial reporting in 2025
Silent period
Financial report
Publication date
1 January–6 February 2025
Financial Statements Bulletin 2024
6 February 2025
1 April–29 April 2025
Interim Report for January–March 2025
29 April 2025
1 July–31 July 2025
Half-year Financial Report for January–June 2025
31 July 2025
196 Remuneration report 201 Investor relations and investor information
1 October–23 October 2025
Interim Report for January–September 2025
23 October 2025
200
201
7
Remuneration report | METSÄ BOARD ANNUAL REVIEW 2024
REMUNERATION REPORT 2024 | METSÄ BOARD
Powered by FlippingBook