Axiom Mining 2015 Annual Report

GROUP FINANCIAL REPORT

Directors’ report continued

29

Remuneration report (continued)

c. Performance rights plan (continued) The issue of shares on exercise of the performance rights must be within three years from the approval by the shareholders and: – are subject to Volume Weighted Average Price (‘VWAP’) hurdles with rights vesting only after the 30 day VWAP has exceeded the relevant hurdles; and – a further six months must elapse after satisfaction of the VWAP performance condition before the performance rights can be exercised. A service-based vesting condition also applies. That is, Mr Mount and Mr Williams must remain in the service of the Company at the time the performance rights are exercised. Performance rights that do not vest will lapse. The performance rights are issued for nil consideration and have a nil exercise price. The 6,666,661 rights relating to Mr Mount were cancelled subsequent to the year-end as detailed in Resolution 6 of the March 2015 AGM Notice of Meeting. The shareholders at the 31 March 2015 AGM approved for 2,400,000 short term performance rights and 9,600,000 long term performance rights to be granted under the Axiom Director and Executive Performance Right Plan. As at the date of this report, the rights have not been issued.

Fair value per share at approval date

Number of rights

VWAP hurdle

Number Vested

Expiry date

AXIOM MINING LIMITED ANNUAL REPORT 2015

Ryan Mount Short term

2,400,000

– (1)

0.165 0.057 0.054 0.052 0.050

n/a 2,400,000

Long term

2,400,000 28 February 2017 2,400,000 28 February 2018 2,400,000 28 February 2019 2,400,000 28 February 2020

34.5 43.5 55.5 69.0

– – – –

(1) Expires 12 months after the date of issue.

Short Term Incentives Rights (STI Rights) Mr Mount was to be issued 2,400,000 Rights (STI Rights) vesting immediately upon approval by the shareholders (approved on 31 March 2015) and execution of a service agreement between the Company and Mr Mount (executed 21 May 2015). However, the rights can only be exercised by Mr Mount after the Appeal of the Proceedings has been completed and a decision handed down. Long Term Incentive Rights (LTI Rights) Mr Mount was to be issued 9,600,000 Rights (LTI Rights) upon approval by the shareholders (approved on 31 March 2015) and execution of a service agreement between the Company and Mr Mount (executed 21 May 2015) in tranches where the Company’s Share price exceeds the following thresholds during the specified periods (each a Performance Condition):

Number of rights issued in each tranche

Period

Price threshold

2,400,000 2,400,000 2,400,000 2,400,000

1 March 2016 to 28 February 2017 1 March 2017 to 28 February 2018 1 March 2018 to 28 February 2019 1 March 2019 to 28 February 2020

34.5 cents 43.5 cents 55.5 cents 69.0 cents

Once vested, the LTI Rights will be exercisable six months after the end of the relevant measurement period.