Total single figure table

Incumbent	Financial year	Total salary / fees £000	Total other benefits1 £000	Total fixed pay £000	Annual bonus £000	Total BIP2 £000	Total CIP3 £000	Total LTI £000	Total variable pay £000	Total £000
Executive Directors
S.C. Harris	2013	470	121	591	278	1,760	460	2,220	2,498	3,089
	2012	458	118	576	435	2,132	697	2,829	3,264	3,840
D.F. Landless	2013	300	84	384	132	1,178	44	1,222	1,354	1,738
	2012	292	82	374	214	1,428	19	1,447	1,661	2,035
Non-Executive Directors
A.M. Thomson	2013	150	–	150	–	–	–	–	–	150
	2012	150	–	150	–	–	–	–	–	150
J. Vogelsang4	2013	15	–	15	–	–	–	–	–	15
	2012	57	–	57	–	–	–	–	–	57
J.A. Biles	2013	61	–	61	–	–	–	–	–	61
	2012	58	–	58	–	–	–	–	–	58
K. Rajagopal	2013	46	–	46	–	–	–	–	–	46
	2012	46	–	46	–	–	–	–	–	46
E. Lindqvist5	2013	56	–	56	–	–	–	–	–	56
	2012	27	–	27	–	–	–	–	–	27

Notes accompanying the total single figure table

1. Other benefits consist of company car (or allowance), family level private medical insurance and salary supplement. Life assurance cover and sick pay are also provided.
2. These figures relate to BIP awards made in 2011 with performance periods ending on 31 December 2013. The shares vested in March 2014 at a share price of 761.5p.
3. These figures relate to CIP awards made in 2010 with performance periods ending 30 April 2013. The shares vested in May 2013 at a share price of 554.5p.
4. J. Vogelsang retired at the AGM on 24 April 2013.
5. E. Lindqvist was appointed on 1 June 2012.

Directors' shareholdings

The interests of directors and their connected persons in ordinary shares as at 31 December 2013, including any interests awarded under the CIP or BIP are presented below.

As at 27 February 2014, the interests of the Directors were unchanged from those at 31 December 2013.

	Beneficial	Shares subject to performance conditions BIP1	Shares subject to performance conditions CIP1
Executive Directors
S.C. Harris	570,030	575,196	14,011
D.F. Landless	500,545	374,619	16,747
Non-Executive Directors
A.M. Thomson	43,231	–	–
J.A. Biles	24,172	–	–
K. Rajagopal	22,368	–	–
E. Lindqvist	5,000	–	–

1. Figures relate to unvested awards under the BIP and CIP.

As described in Section A, the Board operates a shareholding retention policy under which Executive Directors and other senior executives are expected, within five years of appointment to build up a shareholding in the Company. In respect of Executive Directors the expectation is to hold at least 100% of basic salary. For the purposes of this requirement, only beneficially-owned shares will be counted. As at 31 December 2013, the Committee is satisfied that Executive Directors have fulfilled this requirement.

Comparison of overall performance and pay

The chart below shows the value over the last five financial years of £100 invested in Bodycote plc compared with that of £100 invested in the FTSE All Share Industrial Index. The points plotted are the values at financial year ends. The table also shows how total remuneration for the Chief Executive developed during the same period.

CEO total remuneration table

	2009	2010	2011	2012	2013
Single figure of remuneration (£000)	954	906	3,252	3,840	3,089
Annual variable element award (as a % of maximum) opportunity	5%	98%	95%	73%	46%
Long-term incentive vesting (as a % of maximum)	0%	0%	100%	100%	99%

The total value of salary, non-pension benefits and bonus decreased 15.9% for the Chief Executive in 2013 compared to the previous financial year (2012: £910,124; 2013: £765,657). The equivalent average percentage change for the senior management population as a whole was 5.5% lower than 2012. The salary increase for the Chief Executive in 2013 compared to the previous financial year was 2.7% (2012: £457,800; 2013: £470,200). Non-pension benefits decreased by 0.3% for the Chief Executive in 2013 compared to 2012 (2012: £17,414; 2013: £17,364). Bonus payable decreased by 36.1% for the Chief Executive in 2013 compared to 2012 (2012: £434,910; 2013: £278,093).

Relative importance of pay spend

The table below shows the total spend on pay, the levels of distributions to shareholders and the Company's corporation tax paid in 2012 and 2013.

	2013 £m	2012 £m
Staff and employee costs	242.3	228.8
Distribution to shareholders	24.0	21.3
Corporation tax	22.5	19.3

CIP and BIP awards granted and vesting during the year

Awards or grants were made under the CIP and BIP Schemes as follows:

BIP: Awards consisting of shares were granted to both Executive Directors equivalent to the value of 175% of their base salary on 24 April 2013 which will vest after three years. Details of the awards are set out below. Awards are subject to continued employment and the achievement of the performance conditions specified in the Board report on remuneration.

CIP: Awards consisting of shares were granted to both Executive Directors equivalent in value to 2% of S.C. Harris' salary and equivalent to 6% of D.F. Landless' salary on 21 May 2013 which will vest after three years. Details of the awards are set out below. Maximum take up is 40% of their base salary and awards are subject to continued employment and the achievement of the performance conditions specified in the Board report on remuneration.

Directors' interests under the Bodycote Incentive Plan

	Interests as at Jan 2013	Awarded in year1	Vested in year2	At 31 Dec 2013	Market price at award date	Market value at date of vesting	Vesting date
S.C. Harris	819,765	–	391,345	–	£1.79	£5.45	4 Mar 2013
	–	146,776	–	575,196	£5.45	–	Mar 2016
D.F. Landless	542,878	–	262,004	–	£1.79	£5.45	4 Mar 2013
	–	93,745	–	374,619	£5.45	–	Mar 2016

1. Mid-market closing price of a share the day before grant was £4.82. The face value of the award to Stephen Harris was £799,634. The face value of the award to David Landless was £510,760.
2. Subject to satisfaction of the relevant performance conditions (details of which are set out in the Board report on remuneration). The awards vesting during the year vested at a level of 98.4%.

Directors' interests under the Bodycote Co-Investment Plan

	Interests as at 1 Jan 2013	Awarded in year1	Vested in year2	At 31 Dec 2013	Market price at award date	Market value at date of vesting	Vesting date
S.C. Harris	93,550	–	82,942	–	£1.93	£5.55	21 May 2013
	–	3,403	–	14,011	£5.55	–	May 2016
D.F. Landless	18,980	–	8,010	–	£1.93	£5.55	21 May 2013
	–	5,777	–	16,747	£5.55	–	May 2016

1. Mid-market closing price of a share the day before grant was £5.51. The face value of the award to Stephen Harris was £18,887. The face value of the award to David Landless was £32,062.
2. Subject to satisfaction of the relevant performance conditions (details of which are set out in the Board report on remuneration). The awards vesting during the year vested in full.