37 Kazia Theraputics Limited Annual Report 2023 Chairman and CEO’s Letter Key Milestones Introduction to Kazia’s CEO Pipeline Review Environment, Society and Governance Financial Reports Consequences of performance on shareholder wealth Shareholder wealth in a company engaged in drug development is best delivered through retention of KMPs with an expert level of knowledge of our drug candidates. Non-performance vesting options best deliver this value to investors, through driving an increased retention of KMPs. The directors have selected a CEO and key management team who, in the directors opinion, are well placed to realise such an outcome for our shareholders. June 2019 June 2020 June 2021 June 2022 June 2023 Enterprise Value 15,715,234 34,751,206 145,349,234 77,973,444 31,243,461 Total bonuses paid to KMP 125,400 212,500 356,400 577,978 - Number of bonus participants 3 3 6 4 - Share options issued to KMP 100,000 1,300,000 2,100,000 4,300,000 6,000,000 Number of KMP granted options 2 3 6 5 2 Voting and comments made at the consolidated entity’s last Annual General Meeting The consolidated entity received 62.03% of “yes” votes on its Remuneration Report for the financial year ending 30 June 2022. As more than 25% of the votes were cast against this resolution, this constitutes a first strike for the purposes of the Corporations Act 2001 (Cth). Bonuses included in remuneration Details of short term incentive cash bonuses awarded as remuneration to each key management personnel are included in the above tables. Guaranteed bonuses for J Friend and K Krumeich accrued at year end but unpaid. Service agreements Under Remuneration and Nomination Committee policy, employment contracts are entered into with each of the executives who is considered to be KMP. Under the terms of the contracts, remuneration is reviewed at least annually. The employment contracts of KMPs include a termination clause whereby a party can terminate the agreement on notice. Notice required is 6 months. Under the terms of each contract, payment in lieu can be made by the consolidated entity to substitute the notice period. The consolidated entity may terminate the contracts at any time without cause if serious misconduct has occurred. In the event that employment is terminated for cause, no severance pay or other benefits are payable by the consolidated entity. Remuneration and other terms of employment for key management personnel are formalised in service agreements. Details of these agreements are as follows: Name: John Friend Title: Chief Executive Officer Agreement commenced: 1 May 2023 Term of agreement: Full-time employment Details: Base salary for the year ending 30 June 2023 of USD550,000 and healthcare and insurance benefits to be reviewed annually by the Remuneration and Nomination Committee. A minimum payout of 50% of bonus target agreed for 2023 of USD165,000. John’s employment with the consolidated entity is at-will, and if terminated, it must pay any outstanding entitlements due to him. Name: Karen Krumeich Title: Chief Financial Officer Agreement commenced: 3 January 2022 Term of agreement: Full time employment Details: Base salary for the year ending 30 June 2023 of USD400,000 and healthcare and insurance benefits to be reviewed annually by the Remuneration and Nomination Committee. A minimum payout of 50% of bonus target agreed for 2023 of USD80,000. Karen's employment with the consolidated entity is at-will, and if terminated, it must pay any outstanding entitlements due to her. Key management personnel have no entitlement to termination payments in the event of removal for misconduct.
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