VEON announces details of new incentive plan aligned with total shareholder return

Amsterdam, 28 February 2021 - VEON Ltd. (NASDAQ: VEON, Euronext Amsterdam: VEON), a leading global provider of connectivity and internet services, today announces the details regarding its new incentive plan for the Group GEC.

Following our initial communication on 7 December 2021, we have today announced finalisation of the incentive plan rules and the details of the specific awards. As previously communicated, this includes a number of key elements:

The existing annual cash Short Term Incentive (STI) scheme for the Group Executive Committee ( GEC ), has been revised to a 50:50 shares:cash scheme and this scheme is effective from the STI award for the year 2022. The STI award is linked to certain financial and non-financial KPIs determined for each calendar year.

We have introduced a new Long Term Incentive (LTI) scheme. The LTI scheme is an annual rolling plan with a performance period of three years. The vesting of the LTI award is linked to total shareholder return (TSR) relative performance against a basket of peers and will be measured over the three year vesting period.

The LTI 2021 share award as detailed in the table below is the award related to the three-year period from 1 January 2021 through to 31 December 2023.

GEC members will be required to over time achieve and then maintain a minimum level of VEON shares. This will be 6.0x annual base salary for the Group CEO and 2.0x annual base salary for other GEC members.

DEFERRED SHARE PLAN

LTI 2021

# Shares

# Shares

Kaan Terzioglu

1,549,800

2,583,000

Serkan Okandan

444,343

1,777,372

Dmitry Shvets

191,429

765,715

Alex Bolis

128,572

514,286

Joop Brakenhoff

393,236

740,572

Michael Schulz

291,429

582,858

TOTAL

2,998,809

6,963,803

In order to compensate GEC members for the initial loss of cash due to the introduction of 50% shares into the STI scheme effective 2022, a one-off share award has been granted. The shares have been awarded pursuant to VEON's Deferred Share Plan, with up to a two year vesting period on the shares.

Kaan Terzio lu, VEON's CEO, said: As the management team continues to build its shareholding in the Group over the next few years, we will be more closely aligned with our shareholders objectives.

LINK:	https://www.veon.com/media/media-releases/2022/veon-announces-details-...
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