EX-15 22 exhibit156.htm EXHIBIT 15.6 REMUNERATION REPORT exhibit156
1
Equinor remuneration report for 2022
Corporate executive committee, board of directors and corporate
 
assembly
Contents
2
1
 
Preamble
 
1.1
 
Introduction
The remuneration report contains information on:
 
-
 
the remuneration for Equinor’s corporate executive
 
committee (“CEC”) consisting of the chief
executive officer (“CEO”) and the executive vice presidents (“EVPs”)
-
 
the remuneration for Equinor’s corporate assembly and board
 
of directors (“the board”)
 
The remuneration report is proposed by the board of directors, where
 
an advisory vote shall be held by
the 2023 annual general meeting (“AGM”), pursuant to the Norwegian
 
Public Limited Liability
Companies Act, section 6-16b and regulation 2020-12-
11
-2730 and the Norwegian Accounting Act
section 7-31b.
The remuneration report should be read in conjunction with the remuneration
 
policy,
 
which is included
in the Appendix.
 
1.2
 
Letter from the chair of the board of directors
On behalf of the board of directors, I present to you Equinor’s
 
remuneration report for 2022. Our
objective is to provide a comprehensive and transparent overview
 
of the remuneration of the board of
directors, the corporate assembly and the corporate executive committee
 
in 2022.
 
 
 
 
3
Equinor in 2022
The role of Equinor as a reliable energy provider is more important
 
than ever. The Russian war in
Ukraine has changed the energy markets, reduced energy
 
availability and increased prices. Equinor
continued to provide stable flow and record-level production in
 
2022, with an increased focus on safety
in a challenging global environment. High production combined with high
 
price levels resulted in very
strong financial results.
 
Developing new solutions for the energy transition remained a high
 
priority in 2022. Equinor continued
strengthening workforce capacity and capabilities both on the Norwegian
 
continental shelf and in
locations around the world, ramping up recruitment, strengthening
 
learning activities and focusing on
diversity, inclusion and wellbeing.
More details on Equinor’s performance results within
 
the different perspectives of our performance
assessment are presented further in this report and in Equinor’s
 
annual report.
Work on improving the information in the remuneration policy and
 
remuneration report
The Norwegian Ministry of Trade, Industry and Fisheries (“MTIF”) that represents Equinor’s
 
majority
shareholder issued a statement to Equinor which was presented at
 
the 2022
 
annual general meeting,
as follows:
 
The Ministry of Trade,
 
Industry and Fisheries (MTIF) refers to the State’s
 
Guidelines for the Remuneration of
Senior Executives in Companies with State Ownership
 
stipulated on 20 April 2021. The MTIF wants to emphasise
the state’s expectations in the executive remuneration
 
area, including paying due regard to the principle of
moderation. The state finds it important that the remuneration
 
of senior executives is competitive, enabling the
company to succeed in recruiting and retaining good executives.
 
At the same time the remuneration shall not be
market-leading compared with similar companies, and shall be
 
set with due regard to the principle of moderation.
This, among other things, means that the remuneration
 
shall not be higher than necessary to attract and retain the
desired expertise. It is neither in the interest of the company,
 
nor the owners, if the company pays more
remuneration, including bonus, than necessary.
 
When evaluating moderation, the ratio between the remuneration
of executive personnel and other employees in the company
 
may be relevant. The state finds it important that this
ratio does not increase without a good justification. Increased
 
difference in the remuneration between executive
personnel and other employees in the company may be ill-judged,
 
among other things because it may be harmful
to the company’s reputation by contributing to
 
unreasonable disparities in the company and society at
 
large. The
state finds it important that the board pays due regard
 
to the principle of moderation in determining the total
remuneration. The state, as an owner,
 
emphasises transparency associated with executive remuneration.
Transparency as regards
 
the formulation, level and development of executive remuneration,
 
including that that the
programmes are unambiguous, is important in order to
 
enable owners and other stakeholders to evaluate the
executive remuneration. The state, as an owner,
 
will continue the dialogue with Equinor about how the
 
board of
directors’ executive remuneration policy can be better aligned with
 
the state’s expectations in the executive
remuneration area, and expects the board of directors
 
to present an updated policy for the 2023 annual general
meeting.
Over the course of 2022, Equinor worked on revising the remuneration
 
policy and remuneration report
to address the expectations in the above note, with a particular
 
focus on clarifying the application of the
pay-for-performance approach, paying due regard to the principle
 
of moderation and ensuring
transparency in the formulation and level of executive remuneration.
 
The review also included
adjustments to the structure, wording and presentation of the information
 
contained in the remuneration
policy and remuneration report, aiming for a more logical, modern and
 
user-friendly style for the reader.
As of 2022 the remuneration report is presented as a stand-alone document,
 
separate to Equinor’s
annual report.
 
The new remuneration policy is presented for the 2023 AGM for approval
 
and will be effective as of the
reporting year 2024. The 2022 report is therefore based on the
 
remuneration policy approved in the
2021 AGM.
4
Equinor executive performance and remuneration in 2022
The general salary increases for the members of the CEC in 2022
 
were in line with the general salary
increase frame in the relevant Equinor entity.
 
Equinor’s strong financial and operational performance
 
in 2022, as well as a strong position compared
to peers was reflected in the annual variable pay awards.
An important focus area in 2022 was improving the clarity and consistency
 
in documenting the targets
for measuring the performance of the CEC members. Individual
 
performance contracts are in place as
of 2022 outlining the respective KPIs and goals used as a basis for assessing
 
results and translating
those into annual variable pay awards.
On 12 December,
 
the Norwegian government issued amendments to “The State's
 
Guidelines for the
Remuneration of Senior Executives in Companies with State Ownership
 
(Stipulated by the Ministry of
Trade, Industry and Fisheries on 30 April 2021)” (“state guidelines”). Among other things it includes
 
an
expectation for state-owned companies in Norway such as Equinor
 
to reduce the maximum rate of
bonuses payable to leading personnel from 50% to 25%. Equinor
 
has implemented these changes in
the revised policy referred to above.
Changes in the CEC in 2022
-
 
The CEC was expanded on 1 March to formally include the position
 
of EVP Communication held
by Jannik Lindbæk (COM).
 
-
 
Aksel Stenerud joined the CEC on 1 March taking over as EVP
 
People & Organisation (PO) from
Ana Fonseca Nordang who took on another role in the company.
-
 
Geir Tungesvik joined the CEC as EVP Projects, Drilling & Procurement (PDP) on 1 May, taking
over from Arne Sigve Nylund who retired from the company on 31
 
July.
 
-
 
Hege Skryseth joined Equinor and the CEC as EVP Technology,
 
Digital & Innovation (TDI) on 1
September. She succeeded Elisabeth Birkeland Kvalheim who acted in this role after Carri
Lockhart left the CEC on 21 March and resigned from the company on
 
30 June.
 
-
 
Torgrim
 
Reitan joined the CEC on 6 October as EVP and chief financial
 
officer (CFO). He
succeeded Ulrica Fearn who stepped down from the CEC on 5 October
 
and resigned from the
company on 31 December.
-
 
Alasdair Cook resigned from the CEC on 31 December. He is succeeded by Philippe François
Mathieu.
The board believes
 
that Equinor is in a strong position to drive the execution of our
 
strategy and take on
new challenges with this strong and renewed corporate executive
 
team.
 
Jon Erik Reinhardsen
 
Chair of the board of directors
 
 
 
5
2
 
Key developments in remuneration – 2022
2.1
 
Overall company performance in 2022
 
The below summarises Equinor’s results for 2022 within the five
 
perspectives of our performance
assessment,
 
as described in the annual report.
 
Safety, security and sustainability
Strategic objective: An industry leader in safety, security and sustainability
The serious incident frequency (SIF)
 
indicator has been stable in 2022 compared to the 2021 result.
The development on the total recordable injury frequency (TRIF)
 
ratio indicator was negative compared
to 2021. The CO
2
 
intensity came in well below the target, impacted by high
 
gas production and high
regularity from low intensity fields. The scope 1 & 2 greenhouse gas
 
(GHG) net emission reduction
forecast is according to plan towards the 2030 target, but it is highly
 
affected by progress of the
abatement projects.
People and organisation
Strategic objective: A values-based and learning organisation enabled by
 
the right capabilities
 
The result on the 2022 competence indicator is positive compared
 
to 2021. There is still a gap to close
towards reaching the target within inclusion. To address the capacity gap around 2,600 new employees
have been recruited during 2022. Close follow-up of development in
 
manning level is expected going
forward. The global people survey (GPS) shows increasing scores
 
in important areas from 2021 to
2022 such as commitment, motivation and health, safety and environment
 
(HSE). There is however
remaining work and adjustments needed to achieve the effects from the new
 
operating model.
Operations
Strategic objective: A top performing energy company driving
 
the industry transformation
The total equity production of gas and liquids decreased by around
 
2% from 2,079 boe/d in 2021 to
2,039 boe/d in 2022. The total gas production increased by around
 
2.3%, whilst liquid production
decreased by around 6%. Gas production from NCS to Europe
 
increased by 8% from 2021 to 2022.
The total 2022 production is approximately on par with 2021.
The total power generation from renewables has increased by around
 
5.6% from 2021 to 2022 (from
1,562 GWh to 1,649 GWh).
Market
 
6
Strategic objective: a flexible and resilient energy portfolio
We are progressing on our energy transition plan and remain committed
 
to the ambition of net zero.
Following the Capital Market Update (CMU) responses, the performance
 
status is well received by the
investor market. Equinor’s total portfolio value has
 
grown year on year, but slightly less than target.
 
Our
oil and gas portfolio continues to be competitive, with break evens
 
for projects coming on stream the
next ten years around 35 USD/boe. We see good progress within low carbon
 
solution (LCS),
particularly with RWE, Engie partnerships and Smeaheia licence award.
 
Within renewables Equinor has an attractive development portfolio, but
 
the targeted accessed offshore
wind
 
capacity in 2022 was not achieved.
 
Finance
Strategic objective: A cash generating, profitable and competitive
 
company delivering value to our
stakeholders
 
Equinor ended on top in the peer group
1
 
ranking on return on average capital employed (RoACE) and
ended at number 6 out of 12 on the total shareholder return (TSR)
 
ranking. The financial robustness is
still strong and 2022 has shown strong earnings and cash flow from
 
operations.
 
Cost level is under pressure due to significant inflation in 2022, giving
 
reduced robustness for non-
sanctioned projects.
 
Existing contracts for our sanctioned project portfolio are less affected. Organic
capex ended below guided level in 2022.
 
The Exploration & Production Norway (EPN) portfolio has a positive trend
 
in break-even compared to
the June assessment, whilst Exploration & Production International
 
(EPI)
 
experience an increase in
break-even numbers.
2.2
 
Performance-based modifiers used in calculating variable
 
pay
As described in the remuneration policy, a threshold and a company performance modifier (“CPM”) are
applied as a means of strengthening the link between the company’s overall
 
financial results and the
individual’s variable pay. The results of these modifiers for 2022 are presented below.
 
1
The composition of Equinor’s defined peer group can be found
 
on equinor.com – link.
exhibit156p7i5
 
exhibit156p7i7 exhibit156p7i9
 
exhibit156p7i11
 
exhibit156p7i13 exhibit156p7i15 exhibit156p7i4 exhibit156p7i17
 
exhibit156p7i19
7
(1) Cash flow provided by
operating activities after tax and
before working capital items was
USD 40 billion
 
(2) Net debt ratio and
development was -24%
 
(3) Company’s overall
operational and financial
performance: ref. section 2.1.
Combined result in
«green» zone
No
reduction
in
payout
 
Equinor’s score is at
the high end
compared to peers,
resulting in a CPM at
133%
Threshold for payments under variable pay plans
With reference to the definitions and parameters described in
 
the remuneration policy, the company
performance for 2022 is assessed as being in the green zone.
Company performance modifier
With reference to the definitions and parameters described in
 
the remuneration policy, the CPM for
2022 is set at 133%.
-
 
Relative RoACE result: number 1 in the peer group of 12 companies,
 
including Equinor.
 
-
 
Relative TSR result: number 6 (second quartile) in the same peer group.
2.3
 
The board of directors’ assessment of the chief executive
 
officer’s
performance
8
Overall, 2022 was an extraordinary year also for Equinor. Impacted by the geopolitical turmoil, energy
crisis, increased focus on energy security and immediate need
 
for reliable and sanction compliant
supplies, Equinor reinforced its European energy position by
 
responding quickly to the situation.
Throughout the year, the company`s position as energy supplier to Europe was further strengthened.
Equinor's response has demonstrated the ability to accelerate the energy
 
transition in collaboration with
Norwegian government and EU, as well as through established and
 
new industry partnerships.  
 
Strong deliveries of gas supply through Europe in an extraordinarily
 
challenging context demonstrate
Equinor's high-performance operational capacity and capabilities
 
to capture high value in a volatile
market.   
 
Equinor’s strong operating results enabled conversion
 
of the high commodity prices to record results
delivering world leading pre-tax profits. The record high financial result led
 
to cash flow on par with 2021
after unprecedented tax payments and increased capital distribution.
 
Equinor’s financial position and
balance sheet has been further strengthened. Both the performance
 
and the consistency in strategy
have been well received by the investor market.    
 
The continuous drive to focus and optimise Equinor´s international
 
oil & gas business with implied risk
reduction continues according to plan, at the same time as there is
 
good progress both within
renewables and low carbon solutions.     
 
In its assessment of the chief executive officer’s performance
 
for 2022, the board of directors has
highlighted that the deliveries in key areas have been above, at or below
 
targets.  
 
The business delivery dimension for the CEO’s variable remuneration (performance
 
year 2022) was
based on an assessment against the following KPIs: SIF, Upstream CO2 intensity, Capex share
REN/LCS, relative TSR, relative ROACE. Ref. also Table 4 for details.   
 
The 12 months SIF ratio result of 0.4 is according to target, and a historical
 
low. Over the last 12
months we have seen a decrease in incidents compared to 2021 numbers
 
although the activity level in
2022 was higher than the 2021 level (~5% more hours).  
 
The CO2 intensity ended at 6.9 kg CO2/boe, well below target of 8
 
kg CO2/boe and slightly lower than
2021. Emission reduction initiatives as well as high gas production
 
and high regularity from low intensity
fields are main contributors. Lower than normal production from
 
Peregrino and Snøhvit contributed to
the reduced CO2 intensity. 
 
The Capex share to Renewable/Low Carbon Solutions result ended
 
at 14 % compared to a target of
>15%. This is an increase from 11% last year. Although a modest result measured purely against
target, the board appreciates the capital discipline demonstrated
 
by avoiding bidding on excessively
priced renewables license rounds, irrespective of KPI target.   
 
Equinor’s return on RoACE was best in the peer
 
group. Relative position in the peer group for TSR was
number 6, which is above average (target level).  
 
Implementation of the new operating model (One Equinor 2021)
 
is progressing, but there is still
identified improvement potential and related actions to be accomplished.   
 
Employee surveys show progress in many key areas from 2021
 
to 2022. Areas like safety, conduct,
trust in leadership and company strategic ambitions score high across
 
the business. The need to
maintain focus on continuous improvement in some areas has also been
 
identified. The board's
impression of progress and status on overall employee satisfaction
 
is positive.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
9
2.4
 
Summary of targets and achievement of corporate KPIs and
 
goals forming
the basis for annual variable pay
The board of directors decides on a comprehensive set of KPIs
 
and behaviour goals to facilitate
direction and areas of focus prior to each calendar year. The KPIs and behaviour goals to be used by
the board of directors to assess the CEO’s performance in relation to the
 
AVP for the upcoming
calendar year are selected from this set and included in an annual
 
performance contract with the CEO.
The selected KPIs and goals are those assessed to be most critical in achieving
 
the core strategic
objectives for the company in the coming year.
 
The corporate delivery KPIs and behaviour goals selected for the
 
CEO are similarly set forth in a
performance contract between the CEO and EVPs, to the extent
 
these are deemed relevant. For the
EVPs of business areas, a selection of additional business area KPIs
 
supporting the company’s
strategic ambitions from the specific business area is included in their performance
 
contracts.
 
From performance to AVP
 
award
As described in the remuneration policy, performance forms the basis for the decision on annual
variable pay (“AVP”) percentages for the members of the CEC.
Common corporate delivery KPIs, business area specific delivery KPIs and
 
behaviour goals are
measured separately and assessed holistically, as described below.
These together form the basis for payment of annual variable pay, where delivery KPIs and behaviour
goals each have a weight of 50%. For EVPs in business areas delivery
 
KPIs are weighted to comprise
50% corporate KPIs and 50% business area specific KPIs.
 
The individual KPIs and goals within a category are equally weighted
 
initially and can be adjusted to
reflect prevailing business context and strategic priorities.
 
Group of CEC member
 
Weighting of KPIs in “what”
 
dimension – 50%
 
Weighting of goals
in “how”
dimension
 
– 50%
Corporate
delivery KPIs
Business area
delivery KPIs
Corporate
behaviour goals
CEO and staffs EVPs
50%
-
50%
EVPs with BA responsibility
25%
25%
50%
Delivery in 2022 against the selected corporate delivery goals (“what” dimension)
 
which are applied to
the CEO, as well as the individual EVPs, is summarized as follows:
 
 
 
 
 
 
 
 
10
KPI
 
Target
 
Performance
 
• Serious Incident Frequency
 
0.4 or better
 
0.4
• CO
2
 
intensity for the upstream portfolio
8 kg CO
2
 
per boe or better
6.9
• Relative Total Shareholder Return
Ranked better than peer average
 
6 of 12
• Relative RoACE
 
Ranked in first quartile among peers
1 of 12
• Gross capex share of renewable and low carbon
 
solutions
> 15%
14 %
 
In terms of the “how” dimension, common behaviour goals are defined
 
for the CEO and the EVPs with
reference to Equinor’s core values and leadership
 
principles,
 
as follows:
-
 
Demonstrate accountability, visibility,
 
and engagement for safety and compliance
-
 
Build trust in the CEC and Equinor
-
 
Transform own organisation to deliver on our common purpose and become a leading company
in the energy transition
-
 
Develop strong succession pipeline
Performance against these behaviour goals is measured on an individual
 
basis for the CEC members.
The KPI targets and results of the business deliveries (“what”),
 
and the behaviour goals and results
(“how”) and how these translate into the AVP award are presented for the individual CEC members in
the Table
 
4 section further below.
 
The KPI targets and behaviour goals applicable for the performance
 
measurement for
AV
P in 2023 are
presented in section 4.5.
2.5
 
Key developments in corporate executive remuneration
 
in 2022
Execution of policy on executive remuneration in 2022
The remuneration of the CEC members for 2022 was determined
 
in accordance with the remuneration
policy and principles approved by the AGM on 11 May 2021. These principles, as well as details on the
elements constituting executive remuneration are outlined in Equinor’s
 
remuneration policy, see
Appendix.
The values-based performance framework and the main elements of remuneration
 
applies
 
to the CEC
members employed by Equinor ASA and subsidiaries,
 
in accordance with Equinor’s remuneration
policy.
 
For 2022 Alasdair Cook and Carri Lockhart held positions with the CEC.
 
Their terms and conditions
were in accordance with local market practice in their respective base
 
countries and Equinor’s
applicable remuneration policies, ref. below.
Remuneration policy changes
11
As noted in the 2021 annual report, the following changes were
 
introduced to the remuneration policy
effective 2022, in accordance with the updated requirements of the state:
-
 
the maximum AVP potential has been reduced to 45% from 50% of base salary
-
 
the share savings plan has been defined as variable pay under
 
the guidelines, and thereby falls
under the 80% maximum variable pay
-
 
the holding period for shares under the employee share savings plan
 
has been increased from two
to three calendar years for the CEC members.
General notes on remuneration elements
Fixed pay
The annual salary increases for the members of the CEC in
 
2022 were in line with the general salary
increase frame in the relevant Equinor entity.
 
Variable pay
Based on the overall company performance in 2022
 
and in accordance with the threshold criteria
described in the remuneration policy the AVP payments were not reduced.
 
The target for annual variable pay for members of the CEC employed
 
by Equinor ASA was 25% of base
salary, and the maximum annual variable pay for 2022 was 45% of base salary. For members of the
CEC employed outside the Norwegian market other targets and
 
maximum limit for annual variable pay
apply.
 
The company performance modifier and the threshold affect the final annual
 
variable pay award. As
described above, the CPM was set at 133% for 2022.
 
There was no threshold effect applied for 2022.
The LTI grants in 2022 were not reduced, as the threshold for the previous year – 2021 – was in the
“green” zone.
Benefits
 
As described in the remuneration policy, members of the CEC employed in Equinor ASA are covered
by the company’s general occupational defined contribution pension scheme.
 
A defined benefit scheme
is retained for a grandfathered group of employees. In 2022, this applies
 
to Arne Sigve Nylund and Geir
Tungesvik.
 
A fixed salary addition calculated as 18% of base salary is provided in lieu
 
of pension accrual above 12
G to members of the CEC covered by the general defined contribution
 
pension scheme and
who were
employed by Equinor ASA before 1 September 2017. This addition
 
does not form part either of the
pensionable salary or of the basis for variable pay.
Members of the CEC employed in other subsidiaries have different pension
 
arrangements, as
described below.
Notes on roles and remuneration of CEC members in 2022
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
12
CEC member
Position
Period on CEC in 2022 and notes on
remuneration
Anders Opedal
 
President and chief
executive officer (CEO)
Full year
Irene Rummelhoff
 
EVP Marketing, Midstream
& Processing (MMP)
Full year
Arne Sigve Nylund
 
EVP Projects, Drilling &
 
Until 30 April
Geir Tungesvik
Procurement (PDP)
As of 1 May
Jannicke Nilsson
 
EVP Safety, Security &
Sustainability (SSU)
Full year
Pål Eitrheim
 
EVP Renewables (REN)
Full year
Alasdair Cook
EVP Exploration &
Production International
(EPI)
Full year.
Employed in Equinor UK Ltd. Terms decided
as appropriate due to local market conditions.
-
 
AVP target level at 40% of base salary
(maximum 80%)
 
-
 
Long term incentive grant of 70% of base
salary
-
 
Cash compensation in lieu of pension
accrual.
Kjetil Hove
 
EVP Exploration &
Production Norway (EPN)
Full year
Carri Lockhart
EVP Technology,
 
Digital &
Innovation (TDI)
Until 21 March.
Was employed by Equinor US Operations
LLC; resigned on 30 June.
 
Terms
 
decided as
appropriate due to local market conditions.
-
 
AVP target 50% of base salary (max
100%)
 
-
 
Long term incentive grant of 70% of base
salary
-
 
Carri Lockhart participates in a
supplementary defined contribution
pension scheme – SERP.
 
This was
established with her former employer and
continued in Equinor US Operations LLC
when she joined in 2016.
 
Elisabeth Birkeland
Kvalheim
Acting EVP from 22 March to 31 August
Hege Skryseth
From 1 September
Ulrica Fearn
EVP and Chief financial
officer (CFO)
Until 5 October;
 
resigned 31 December
Recruited from UK; remuneration until 15 June
was agreed to be equal to being on
international assignment from UK to Norway.
As of 16 June additional benefits were
provided with respect to housing and
schooling.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
13
CEC member
Position
Period on CEC in 2022 and notes on
remuneration
Torgrim
 
Reitan
From 6 October.
Torgrim
 
Reitan is entitled to early retirement
from age 65 with a pension level amounting to
66% of pensionable salary.
Siv Helen Rygh
Torstensen
 
EVP Legal & Compliance
(LEG)
Full year
Ana Fonseca
Nordang
EVP People & Organisation
(PO)
Until 28 February
Aksel Stenerud
From 1 March
Jannik Lindbæk
EVP Communication (COM)
From 1 March
2.6
 
Derogations and deviations from remuneration policy
 
There were no derogations from the remuneration policy in 2022.
2.7
 
Right to reclaim (‘malus and clawback’)
There were no cases where the right to reclaim was exercised in 2022.
2.8
 
Shareholder feedback on the remuneration report for 2021
The remuneration report for 2021 was presented for approval (advisory
 
vote) at the annual general
meeting on 11 May 2022 and was endorsed by a significant majority. 98.96% of the votes cast were in
favour of the remuneration report for 2021. MTIF issued a statement
 
to the 2022 AGM,
 
as included in
section 1.2.
2.9
 
Activities of the compensation and executive development committee
 
in 2022
The activities of the BCC in 2022 were in line with the instructions from
 
the board of directors which are
available on equinor.com.
 
The BCC had a high focus in 2022 on addressing the comments
 
from the MTIF provided at the 2022
AGM. This included discussing and reviewing proposals for:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
14
-
 
adopting a more consistent approach and detailed template
 
for performance contracts
 
containing
KPIs and goals used as a basis for setting AVP awards, applicable both to the CEO and the EVPs
effective 2022
-
 
a revised remuneration policy and remuneration report, presenting
 
the information in a more
structured and concise way,
 
and with increased transparency on Equinor’s
 
approach to pay-for-
performance and paying due regard to the principle of moderation.
Other activities included:
-
 
Discussions on the trends within the executive talent market and executive
 
remuneration
-
 
Executive succession planning and talent review
-
 
Recommendation to the board on the threshold used in calculating variable
 
remuneration, based
on relevant company performance results
-
 
Recommendation to the board on the base salary review for the
 
CEO
-
 
Review and submission for approval of the board of the performance evaluation
 
and goals for the
CEO
 
-
 
Assessment and submission for the decision of the board of the proposal
 
for AVP of the CEO
-
 
Presentation by the CEO of the performance assessment and
 
considerations on AVP awards to
the EVPs
-
 
Discussion of the evaluation by the board and self-assessment of
 
the performance of the BCC
-
 
Review and submission for approval of the board of the instructions
 
to the BCC
3
 
Remuneration and share ownership of the board of directors and
corporate assembly
3.1
 
Remuneration of the board of directors
 
In 2022, the total remuneration to the board, including fees for
 
the board's three committees, was USD
801 thousand (NOK 7,662
 
thousand).
 
Detailed information about the individual remuneration to the
 
members of the board of directors in 2022
is provided in the table below.
Total remuneration
Members of the board (figures in USD thousand)
2018
2019
2020
2021
2022
Jon Erik Reinhardsen (chair of the board)
117
110
108
119
110
Jeroen van der Veer (deputy chair of the board)
1
95
101
96
98
52
Anne Drinkwater (deputy chair of the board)
2
48
100
88
82
96
Bjørn Tore Godal
3
70
67
64
70
62
Rebekka Glasser Herlofsen
66
62
59
66
66
Jonathan Lewis
 
44
93
76
70
80
Finn Bjørn Ruyter
 
-
37
69
77
71
Tove Andersen
 
-
-
27
59
55
Michael Lewis
4
28
Haakon Bruun-Hanssen
5
-
Per Martin Labråten
6
59
56
54
66
65
Stig Lægreid
6
59
56
54
59
55
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
15
Hilde Møllerstad
6
-
32
59
66
61
Employee elected deputy members of the board
Hans Einar Haldorsen
-
-
-
-
Bjørn Palerud
-
-
-
-
Anita Skaga Myking
-
-
-
-
Total remuneration
558
714
754
832
801
1)
 
Member of the board until 30 June 2022
2)
 
Deputy chair of the board from 1 July 2022
3)
 
Member of the board until 11 December 2022
4)
 
Member of the board from 1 July 2022
5)
 
Member of the board from 12 December 2022
6)
 
Employee-elected members of the board
3.2
 
Total
 
number and value of shares held by the members
 
of the board of
directors
The number of Equinor shares owned by members of the board of and/or
 
owned by their close
associates is shown below. Individually, each member of the board of directors owned less than 1% of
the outstanding Equinor shares.
The voting rights of members of the board of directors, the CEC and
 
the corporate assembly as a
shareholder do not differ from those of ordinary shareholders.
Ownership of Equinor
shares (incl. shares owned
by close associates)
As of 1
Jan.
2022
As of 31
Dec. 2022
Market
value as of
31 Dec.
2022, USD
thousand
As of 14
March 2023
Jon Erik Reinhardsen
4,584
4,584
168
4,584
Jeroen van der Veer
6000
-
 
-
-
Anne Drinkwater
1,100
1,100
40
1,100
Bjørn Tore
 
Godal
-
-
 
-
-
Rebekka Glasser Herlofsen
220
220
8
220
Jonathan Lewis
-
-
 
-
-
Finn Bjørn Ruyter
620
620
23
620
Tove
 
Andersen
4,700
4,700
172
4,700
Michael Lewis
-
-
-
-
Haakon Bruun-Hanssen
-
-
-
-
Per Martin Labråten
2,642
587
22
796
Stig Lægreid
125
5
0
5
Hilde Møllerstad
5,234
6,290
231
7,185
Deputy members
 
-
-
 
-
-
Hans Einar Haldorsen
2,961
1,875
69
2,574
Bjørn Palerud
4,680
974
36
1,217
Anita Skaga Myking
5,898
6,240
229
6,544
3.3
 
Remuneration of the corporate assembly
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
16
In 2022, the total remuneration to the shareholder and employee-elected
 
members of the corporate
assembly was USD 135 thousand (NOK 1,296 thousand).
Total remuneration
Corporate assembly employee elected members (figures in
 
USD thousand)
2021
2022
 
Berit Søgnen Sandven
6
5
Frode Mikkelsen
6
5
Lars Olav Grøvik
6
5
Oddvar Karlsen
6
5
Peter Bernhard Sabel
6
5
Terje
 
S. Enes
6
5
Per Helge Ødegård (observer)
6
5
Ingvild Berg Martiniussen (observer)
6
5
Anne Kristi Horneland (observer)
6
5
Employee elected deputy members who received member
 
fees
Terje
 
Herland
1
1
Steinar Kåre Dale
1
2
Vidar Frøseth
-
1
Kjetil Gjerstad
-
2
Frank Indreland Gundersen
-
1
Katrine Knarvik-Skogstø
-
2
Total
 
remuneration
56
 
54
 
3.4
 
Shares held by the members of the corporate assembly
Individually, each member of the corporate assembly owned less than 1% of the outstanding Equinor
shares as of 31 December 2022 and as of 14 March 2023. In aggregate,
 
members of the corporate
assembly owned a total of 27,155 shares as of 31 December 2022
 
and a total of 28,762 shares as of
14 March 2023. Information about the individual share ownership of
 
the members of the corporate
assembly is presented in the section 5.8 of the annual report «Corporate
 
assembly, board of directors
and management”.
 
4
 
Remuneration and share ownership of the CEC
4.1
 
Remuneration of the CEC
In 2022, the aggregate remuneration to the CEC was USD 12,647 thousand
 
(2021: USD 11,936
thousand).
 
No loans have been granted by the company to members of
 
the CEC.
Below is an overview of the total remuneration of the CEC members
 
in 2022.
 
exhibit156p17i0 exhibit156p17i1
17
Table
 
1 – Remuneration of the corporate executive committee for the reported
 
financial year
2022
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
18
Fixed remuneration
Variable remuneration
Fees
One-
year
variable
Multi-year
variable
Members of the corporate
 
executive committee
 
(figures in USD thousand)
Base
salary
Fixed
salary
addition
Other
fees
Fringe
benefits
AVP
LTI
SSP
Extra-
ordinary
items
Pension
expenses
Total
remune-
ration
Proportion of
fixed and
variable
remuneration
Anders Opedal
999
180
97
28
411
295
6
0
28
2042
63%/37%
Irene Rummelhoff
436
78
74
10
198
107
28
0
29
961
63%/37%
Jannicke Nilsson
360
65
87
47
138
89
23
0
37
844
68%/32%
Pål Eitrheim
393
71
31
23
146
97
0
0
23
783
67%/33%
Kjetil Hove
490
88
72
31
202
120
21
0
30
1055
65%/35%
Siv Helen Rygh Torstensen
311
56
68
20
120
77
14
0
27
691
68%/32%
Arne Sigve Nylund
151
0
13
8
37
29
79
0
48
365
59%/41%
Geir Tungesvik
264
48
37
1
98
65
12
0
17
541
65%/35%
Ulrica Fearn
479
0
298
43
0
 
0
0
0
14
833
100%/0%
Torgrim Reitan
116
20
21
1
46
36
0
0
6
245
64%/36%
Ana Fonseca Nordang
53
10
10
2
18
13
2
0
3
110
69%/31%
Aksel Stenerud
260
47
49
17
101
64
10
0
28
575
67%/33%
Elisabeth Birkeland
Kvalheim
130
20
14
1
43
22
7
0
14
251
69%/31%
Hege Skryseth
139
0
33
1
52
35
0
156
6
422
41%/59%
Jannik Lindbæk
257
46
24
17
99
63
14
0
26
546
65%/35%
Alasdair Cook
714
0
412
75
0
443
0
0
0
1643
73%/27%
Carri Lockhart
110
87
332
27
0
153
12
0
18
738
78%/22%
2021
Fixed remuneration
Variable remuneration
Fees
One-
year
variable
Multi-year
variable
Members of the corporate
 
executive committee
 
(figures in USD thousand)
Base
salary
Fixed
salary
addition
Other
fees
Fringe
benefits
AVP
LTI
SSP
Extra-
ordinary
items
Pension
expenses
Total
remune-
ration
Proportion of
fixed and
variable
remuneration
 
 
 
19
Anders Opedal
1,071
193
84
22
493
159
4
0
30
2,055
68% / 32%
Irene Rummelhoff
469
85
55
10
201
58
14
0
31
924
70% / 30%
Jannicke Nilsson
388
70
69
42
160
48
14
0
39
830
73% / 27%
Pål Eitrheim
400
72
33
19
200
46
0
0
25
796
69% / 31%
Kjetil Hove
478
86
60
35
258
43
13
0
32
1,004
69% / 31%
Siv Helen Rygh Torstensen
197
35
22
1
81
20
5
0
17
378
72% / 28%
Arne Sigve Nylund
496
0
45
33
212
61
0
0
152
1,000
73% / 27%
Ulrica Fearn
367
0
299
106
163
48
0
0
11
993
79% / 21%
Ana Fonseca Nordang
204
37
26
5
84
18
4
0
14
393
73% / 27%
Alasdair Cook
765
0
163
60
564
347
13
0
0
1,912
52% / 48%
Carri Lockhart
307
112
216
70
227
199
8
0
46
1,184
63% / 37%
Notes to the table “Remuneration of the corporate executive committee
 
for the reported financial year”:
●
 
The figures are presented on an accrual basis, i.e. for the earning period.
 
●
 
For executives who were a member of the CEC for only part of 2022, all
 
compensation and benefits
have been allocated accordingly. See table in section “Notes on remuneration of CEC members in
2022” for details on position changes.
●
 
Comparative figures are included for those employees who were part
 
of the CEC in both 2022 and
2021.
●
 
All CEC members received
 
their remuneration in NOK except Alasdair Cook who received
 
the
remuneration in GBP,
 
and Carri Lockhart who received
 
remuneration in USD.
●
 
All figures in the table are presented in USD based on average
 
foreign currency exchange rates.
Average rates 2022: NOK/USD = 0.1043,
 
GBP/USD = 1.2355,
 
(2021: NOK/USD = 0,1164,
GBP/USD = 1,3756).
 
●
Fixed salary addition
: for Carri Lockhart the amount represents company contributions
 
to the
SERP plan.
●
Other fees
 
include car allowance, holiday pay and other cash payments.
 
For Ulrica Fearn this
category includes the agreed remuneration referred to in the section “Notes
 
on roles and
remuneration of CEC members in 2022”. For Alasdair Cook and Carri
 
Lockhart the category
includes
 
compensation according to Equinor’s international
 
assignment terms. Additionally for
Alasdair Cook this category includes
 
USD 107
 
thousand in lieu of pension contributions
 
for 2022.
●
Fringe benefits
 
include benefits in kind such as company car, commuter apartments, health
program.
 
●
AVP
(annual variable pay) includes holiday pay on the AVP payment for CEC members employed
in Equinor ASA and
resident in Norway.
●
LTI
(long-term incentive)
:
With reference to the remuneration policy, the LTI plan is share-based in
Equinor ASA and cash-based in the international subsidiaries. For CEC
 
members employed in
Equinor ASA the value included in Table 1 represents the grant,
 
i.e. gross amount, which, after
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
20
deduction of tax is invested in shares in the reporting year and subject
 
to a lock-in period. For CEC
members employed in the international subsidiaries this represents
 
the pay-out under the cash-
based plan after the lock-in period. Refer to the remuneration policy
 
for further details.
 
●
SSP
(share savings plan):
the amounts represent the value of the bonus shares received in
 
the
reporting year after the applicable holding period. For Arne Sigve Nylund
 
it also includes the shares
awarded at retirement. Refer to the remuneration policy for details of
 
this plan.
 
●
Extraordinary items:
For Hege Skryseth this represents a sign-on bonus.
●
Pension expenses:
Estimated pension cost for the defined benefit scheme is
 
calculated based on
actuarial assumptions and pensionable salary (mainly base salary)
 
at 31 December 2021 and is
recognised as pension cost in the statement of income for 2022. Arne Sigve
 
Nylund
 
and Geir
Tungesvik are maintained in the closed defined benefit scheme.
 
The pension cost for the defined
contribution scheme is represented by the respective contributions. For
 
the notional contribution
scheme, the pension cost is represented by the contributions and
 
the fair value changes of the
employees’ notional assets. The remaining members of the CEC employed
 
by Equinor ASA are
covered by the defined contribution pension scheme. For Carri Lockhart,
 
refer to comment under
“Fixed salary addition” above.
 
For Alasdair Cook, refer to comment under “Other fees” above.
4.2
 
Shares awarded or due to the CEC
for the reported financial year
 
Table
 
3
 
Refer to the remuneration policy for details of the share-based plans.
-
 
For those CEC members who were on the CEC less than a full year
 
in 2022 the number of shares
refers to the CEC period.
-
 
Column 4 “Vesting date” has been excluded from the table, as this represents the same date as
shown in column 5 “End of holding period”.
-
Column 9 “Shares subject to a performance condition” has
 
been excluded from the table, as there
are no performance conditions in relation to shares.
-
Column 10 “Shares awarded and unvested at year end” has been excluded
 
from the table, as this
represents the same date as shown in column 11 “Shares subject to a holding period“
-
 
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
 
balance
During the year
Closing
balance
1
 
Specifi-
cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2019 - 2021
05/08/2019
05/07/2022
2,997
 
2,997
 
 
 
 
 
 
 
USD 105,414
 
 
2020 - 2022
05/29/2020
05/28/2023
3,830
 
 
3,830
 
2021 - 2023
06/17/2021
06/16/2024
3,614
 
 
3,614
Anders Opedal
2022 - 2024
05/20/2022
05/19/2025
 
4,002
 
4,002
CEO
 
 
 
 
USD 138,531
 
 
 
SSP
2022
01/18/2022
 
 
212
 
 
 
 
 
 
 
USD 5,633
 
 
 
SUM
 
 
 
10,441
4,214
2,997
11,446
 
 
 
 
 
USD 144,163
USD 105,414
 
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing
balance
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
21
Name,
Position
1
 
Specif
i-
cation
of
plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2019 - 2021
05/08/2019
05/07/2022
2,858
 
2,858
 
 
 
 
 
 
USD 100,525
 
2020 - 2022
05/29/2020
05/28/2023
3,802
 
 
3,802
 
2021 - 2023
06/17/2021
06/16/2024
1,267
 
 
1,267
Irene Rummelhoff
2022 - 2024
05/20/2022
05/19/2025
 
1,487
 
1,487
EVP MMP
 
 
 
 
USD 51,473
 
 
 
SSP
2022
01/18/2022
 
 
1,040
 
 
 
 
 
 
 
USD 27,633
 
 
 
SUM
 
 
 
7,927
2,527
2,858
6,556
 
 
 
 
 
USD 79,106
USD 100,525
 
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing balance
1
 
Specifi-
cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2019 - 2021
05/08/2019
05/07/2022
2,365
 
2,365
 
 
 
 
 
 
 
USD 83,185
 
 
2020 - 2022
05/29/2020
07/31/2022
4,036
 
4 036
 
 
 
 
 
 
 
USD 155,370
 
Arne Sigve Nylund
2021 - 2023
06/17/2021
07/31/2022
1,339
 
1 339
 
EVP PDP
 
 
 
 
 
 
USD 51,546
 
 
2022 - 2024
05/20/2022
07/31/2022
 
528
528
 
 
 
 
 
 
USD 18,261
USD 20,326
 
 
SSP
2022
01/18/2022
 
 
619
 
 
 
 
 
 
 
USD 16,453
 
 
 
2022
06/16/2022
 
 
1,683
 
 
 
 
 
 
 
USD 61,483
 
 
 
SUM
 
 
 
7,740
2,830
8,268
 
 
 
 
 
 
USD 96,197
USD 310,426
 
-
 
The end of holding period under the LTI plan dated 31 July 2022 is due to retirement on 31 July
2022.
-
 
Allocation of bonus shares under the SSP on 16 June 2022 is
 
due to retirement.
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing balance
1
 
Specifi-
cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2022 - 2024
05/20/2022
05/19/2025
 
863
 
863
 
 
 
 
 
USD 29,869
 
 
Geir Tungesvik
SSP
2022
01/18/2022
 
 
443
 
 
EVP PDP
 
 
 
 
USD 11,771
 
 
SUM
 
 
 
 
1,306
 
863
 
 
 
 
 
USD 41,640
 
 
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
22
Name,
Position
 
 
 
 
Opening
balance
During the year
Closing balance
1
 
Specifi-
cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2019 - 2021
05/08/2019
05/07/2022
2,365
 
2,365
 
 
 
 
 
 
 
USD 83,185
 
 
2020 - 2022
05/29/2020
05/28/2023
3,205
 
 
3,205
 
2021 - 2023
06/17/2021
06/16/2024
1,091
 
 
1,091
Jannicke Nilsson
2022 - 2024
05/20/2022
05/19/2025
 
1,254
 
1,254
EVP SSU
 
 
 
 
USD 43,408
 
 
 
SSP
2022
01/18/2022
 
 
862
 
 
 
 
 
 
 
USD 22,903
 
 
 
SUM
 
 
 
6,661
2,116
2,365
5,550
 
 
 
 
 
USD 66,311
USD 83,185
 
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing
balance
1
 
Specifi
-cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2019 - 2021
05/08/2019
05/07/2022
2,503
 
2,503
 
 
 
 
 
 
 
USD 88,039
 
 
2020 - 2022
05/29/2020
05/28/2023
3,385
 
 
3,385
 
2021 - 2023
06/17/2021
06/16/2024
1,153
 
 
1,153
Pål Eitrheim
2022 - 2024
05/20/2022
05/19/2025
 
1,478
 
1,478
EVP REN
 
 
 
 
USD 51,161
 
 
 
SUM
 
 
 
7,041
1,478
2,503
6,016
 
 
 
 
 
USD 51,161
USD 88,039
 
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing
balance
1
 
Specifi
-cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2021 - 2023
06/17/2021
06/16/2024
997
 
 
997
 
2022 - 2024
05/20/2022
05/19/2025
 
1,670
 
1,670
Kjetil Hove
 
 
 
 
USD 57,808
 
 
EVP DPN/EPN
SSP
2022
01/18/2022
 
 
800
 
 
 
 
 
 
 
USD 21,256
 
 
 
SUM
 
 
 
997
2,470
 
2,667
 
 
 
 
 
USD 79,064
 
 
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing balance
1
 
Specifi-
cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2022 - 2024
05/20/2022
05/19/2025
 
320
 
320
 
 
 
 
 
USD 11,084
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
23
Elisabeth B Kvalheim
SSP
2022
01/18/2022
 
 
270
 
 
EVP TDI
 
 
 
 
 
USD 7,179
 
 
 
SUM
 
 
 
 
590
 
320
 
 
 
 
 
USD 18,262
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
24
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing
balance
1
 
Specifi
-cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2022 - 2024
11/18/2022
11/17/2025
 
461
 
461
Hege Skryseth
 
 
 
 
USD 17,064
 
 
EVP TDI
SUM
 
 
 
 
461
 
461
 
 
 
 
 
USD 17,064
 
 
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing
balance
1
 
Specifi-
cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2021 - 2023
 
03/24/2022
12/31/2022
 
795
795
 
 
 
 
 
 
USD 23,491
USD 29,178
 
Ulrica Fearn
2022 - 2024
05/20/2022
12/31/2022
 
1,825
1,825
 
EVP CFO
 
 
 
 
USD 63,169
USD 66,980
 
SUM
 
 
 
 
2,620
2,620
 
 
 
 
 
USD 86,661
USD 96,158
 
-
 
The end of holding period dated 31 December 2022 is due
 
to termination of employment on 31
December 2022.
-
 
The 2021-2023 grant was included in Table 1 in chapter 3.12 of the 2021 annual report. The
related shares were allocated in 2022.
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing balance
1
 
Specifi-
cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2019 - 2021
05/08/2019
05/07/2022
2,539
 
2,539
 
 
 
 
 
 
 
USD 89,305
 
 
2020 - 2022
05/29/2020
05/28/2023
3,376
 
 
3,376
Torgrim Reitan
2022 - 2024
05/20/2022
05/19/2025
 
283
 
283
EVP CFO
 
 
 
 
USD 9,810
 
 
 
 
11/18/2022
11/17/2025
 
117
 
117
 
 
 
 
 
USD 4,331
 
 
SSP
2022
01/18/2022
 
 
255
 
 
 
 
 
 
USD 6,770
 
 
SUM
 
 
 
5,915
655
2,539
3,776
 
 
 
 
USD 20,911
USD 89,305
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
25
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing
balance
1
 
Specifi
-cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2021 - 2023
06/17/2021
06/16/2024
545
 
 
545
 
2022 - 2024
05/20/2022
05/19/2025
 
1,172
 
1,172
Siv H Rygh Torstensen
 
 
 
 
USD 40,569
 
 
EVP LEG
SSP
2022
01/18/2022
 
 
510
 
 
 
 
 
 
 
USD 13,551
 
 
 
SUM
 
 
 
545
1,682
 
1,717
 
 
 
 
 
USD 54,120
 
 
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing
balance
1
 
Specifi-
cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2021 - 2023
06/17/2021
06/16/2024
502
 
 
502
 
2022 - 2024
05/20/2022
05/19/2025
 
197
 
197
Ana Fonseca Nordang
 
 
 
 
USD 6,815
 
 
EVP PO
SSP
2022
01/18/2022
 
 
72
 
 
 
 
 
 
 
USD 1,903
 
 
 
SUM
 
 
 
502
268
 
699
 
 
 
 
 
USD 8,718
 
 
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing
balance
1
 
Specifi-
cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2022 - 2024
05/20/2022
05/19/2025
 
922
 
922
 
 
 
 
 
USD 31,909
 
 
Aksel Stenerud
SSP
2022
01/18/2022
 
 
376
 
 
EVP PO
 
 
 
 
USD 10,002
 
 
 
SUM
 
 
 
 
1,298
 
922
 
 
 
 
 
USD 41,910
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
26
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing
balance
1
 
Specifi-
cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning
of the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
LTI
2022 - 2024
05/20/2022
05/19/2025
 
952
 
952
 
 
 
 
 
USD 32,958
 
 
Jannik Lindbæk
SSP
2022
01/18/2022
 
 
532
 
 
EVP COM
 
 
 
 
USD 14,122
 
 
 
SUM
 
 
 
 
1,484
 
952
 
 
 
 
 
USD 47,081
 
 
Name,
Position
The main conditions of share award plans
Information regarding the reported financial year
 
 
 
 
Opening
balance
During the year
Closing
balance
1
 
Specifi-
cation
of plan
2
 
Perfor-
mance
period
 
3
Award date
5
 
End of
holding
period
6
 
Shares
awarded at
the
beginning of
the year
7
 
Shares
awarded
8
 
Shares vested
11
 
Shares
subject to a
holding
period
 
SSP
2022
01/18/2022
 
 
455
 
 
Carri Lockhart
 
 
 
 
USD 11,996
 
 
EVP TDI
SUM
 
 
 
 
455
 
 
 
 
 
 
 
USD 11,996
 
 
4.3
 
Total
 
number and value of shares held by the CEC
The number of Equinor shares owned by members of the CEC and/or
 
their close associates is shown
below. Individually,
 
each member of the CEC owned less than 1% of the outstanding Equinor
 
shares.
The voting rights of members of the CEC members as shareholders do
 
not differ from those of ordinary
shareholders.
Ownership of
Equinor shares
(incl. shares owned
by close
associates)
As of 1 Jan.
2022
As of 31 Dec.
2022
Market value as of
31 Dec. 2022, USD
thousand
As of 14 March
2023
Anders Opedal
41,458
46,996
1,725
47,315
Ulrica Fearn
-
-
 
-
-
Torgrim Reitan
-
11,473
421
12,879
Arne Sigve Nylund
15,820
-
 
-
-
Geir Tungesvik
-
17,624
647
18,563
Irene Rummelhoff
25,036
28,152
1,033
29,523
Jannicke Nilsson
56,272
59,380
2,179
60,945
Pål Eitrheim
17,840
19,644
721
19,644
Alasdair Cook
3,738
3,738
137
-
Philippe F. Mathieu
-
4,645
170
5,420
Kjetil Hove
17,017
20,149
740
21,220
Carri Lockhart
8,450
-
 
-
-
Hege Skryseth
-
2,633
97
2,633
Siv Helen Rygh
Torstensen
13,318
15,832
581
17,132
Ana Fonseca Nordang
8,370
-
 
-
-
Aksel Stenerud
-
9,372
344
9,966
 
 
 
 
 
 
 
 
27
Jannik Lindbæk
-
12,542
460
13,367
4.4
 
Performance and AVP
 
awarded to the CEC members in the reported
financial year
 
In accordance with Equinor’s performance framework
 
and remuneration policy, performance in relation
to behaviour goals has formed an equal part to the business performance
 
in the holistic performance
assessment.
 
The assessment of the performance results for 2022 is presented below, including a score
measurement against the set KPI targets and behaviour
 
goals.
 
Each delivery KPI is given a score within a range of 1-5, where 5 is
 
the highest result. Each score
reflects a holistic assessment, where applicable. The holistic assessment
 
may reflect events outside the
control of the CEO or EVPs, such as exceptional fluctuations in commodity
 
prices, changes in global
conditions,
 
the industry operating environment or other relevant context.
 
The overall performance on the behaviour goals is also given a score
 
within the range of 1-5.
Performance on behaviour goals is a qualitative assessment by
 
the board of directors and the CEO, as
applicable, and is supported by the results of employee feedback surveys.
 
The scores are converted into the AVP award percentage, as shown in the below conversion table.
 
As mentioned above, two factors – the threshold and the company
 
performance modifier (“CPM”) - are
applied to the percentage to arrive at the final AVP award pay-out levels,
 
as described above.
Process illustration – numbers are for illustration only
 
exhibit156p28i0
28
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
exhibit156p29i0
29
Conversion table from performance rating to AVP
Select business delivery KPIs (“what” dimension) set at the corporate
 
level are applicable to both CEO
and the EVPs.
 
Table
 
4 - Performance of CEC members in the reported financial year
Corporate delivery KPIs
“WHAT”-dimension – corporate
 
delivery KPIs - total assessment
3.4
Target
Achievements
Assessment
Serious incident frequency
<0.4
0.4
3.3
Upstream CO2 intensity
<8 kg/boe
6.9 kg /boe
3.5
Capex share REN/LCS
>15%
14%
2.8
Relative TSR
Above average
2
nd
 
quartile
3.0
Relative RoACE
1
st
 
quartile
1
st
 
quartile
4.2
Holistic assessment of corporate delivery KPIs:
The final scores for the following KPIs have been adjusted
 
from actual score through the
board of directors' holistic assessment:  
 
1) Final score for Serious incident frequency is increased as the
 
result is best in history,
and with continued improvement from last year and an actual reduction
 
in number of
incidents despite higher activity level 
 
2) Final score for Upstream CO2 intensity has been reduced for positive
 
impact from high
gas production, late start of Peregrino and Snøhvit and start-up of low emitting
 
assets
3) The final score on relative ROACE has been reduced to reflect
 
the impact of delayed
tax payments on the NCS
Additional BA-specific delivery KPIs (“what” dimension) apply
 
to EVPs with business areas
responsibilities.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
30
Select behaviour goals (“how” dimension) are set in relation
 
to both CEO and the EVPs and assessed
on an individual basis. The total score representing the assessment
 
of the results is shown below for
the respective CEC member. The assessment of individual behaviour goals is not disclosed.
“HOW”-dimension – behaviour goals
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
The performance results of each member of the CEC with respect
 
to the delivery KPIs and behaviour
goals set for such member are set forth further, together with the resulting AVP award level.
Anders Opedal (CEO)
«WHAT»-dimension
 
– corporate delivery KPIs
3.4
“HOW”-dimension – behaviour goals
3.3
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
Total
 
performance assessment for AVP
3.3
AVP award pre company
 
performance modifier
30%
AVP award
Award
outcome AVP
%
Reduction
for threshold
USD (1000)
AVP target
25%
Base salary, USD (1000)
1,031
Award based on performance
evaluation
30%
n/a
309
Adjustment for company modifier
133%
0.33
102
421
The performance assessment included the following holistic considerations,
 
which have
influenced the overall score:
Corporate delivery KPIs:
Ref comments to separate table above on corporate delivery
KPIs
Irene Rummelhoff (EVP MMP)
«WHAT»-dimension
 
– corporate delivery KPIs
3.4
“WHAT”-dimension – business
 
area delivery KPIs
3.5
Target
Achievements
Assessment
Unplanned shutdowns onshore assets
2.50%
3.80%
2.7
Adjusted earnings (MUSD)
>1,500
4,920
5.0
Fixed opex and SG&A (MUSD)
<1,145
1,313
2.8
“HOW”-dimension – behaviour goals
3.3
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
31
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
Total
 
performance assessment for AVP
3.4
AVP award pre company
 
performance modifier
33%
AVP award
Award
outcome AVP
%
Reduction
for threshold
USD (1000)
AVP target
25%
Base salary, USD (1000)
450
Award based on performance
evaluation
33%
n/a
149
Adjustment for company modifier
133%
0.33
49
198
The performance assessment included the following holistic considerations,
 
which have
influenced the overall score:
Corporate delivery KPIs:
Ref comments to separate table above on corporate delivery
KPIs
Jannicke Nilsson (EVP SSU)
«WHAT»-dimension
 
– corporate delivery KPIs
3.4
“HOW”-dimension – behaviour goals
3.1
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
Total
 
performance assessment for AVP
3.2
AVP award pre company
 
performance modifier
28%
AVP award
Award
outcome AVP
%
Reduction
for threshold
USD (1000)
AVP target
25%
Base salary, USD (1000)
370
Award based on performance
evaluation
28%
n/a
104
Adjustment for company modifier
133%
0.33
34
138
The performance assessment included the following holistic considerations,
 
which have
influenced the overall score:
Corporate delivery KPIs:
Ref comments to separate table above on corporate delivery
KPIs
Pål Eitrheim (EVP REN)
«WHAT»-dimension
 
– corporate delivery KPIs
3.4
“WHAT”-dimension – business
 
area delivery KPIs
2.8
Target
Achievements
Assessment
Production based availability (PBA)
>96%
93.3 %
2.8
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
32
Capacity accessed offshore
>3 GW
2 GW
2.9
Improvement in LCOE
>2%
-1%
2.6
“HOW”-dimension – behaviour goals
3.2
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
Total
 
performance assessment for AVP
3.1
AVP award pre company
 
performance modifier
27%
AVP award
Award
outcome AVP
%
Reduction
for threshold
USD (1000)
AVP target
25%
Base salary, USD (1000)
405
Award based on performance
evaluation
27%
n/a
109
Adjustment for company modifier
133%
0,33
36
146
The performance assessment included the following holistic considerations,
 
which have
influenced the overall score:
Corporate delivery KPIs:
Ref comments to separate table above on corporate delivery
KPIs
BA-specific KPIs:
 
The final scores for the following KPIs have been adjusted
 
from actual
score through the CEO`s holistic assessment of the performance:
 
The score for accessed wind capacity KPI has been increased
 
slightly because capital
discipline has been desirable in a very competitive market
Kjetil Hove (EVP EPN)
«WHAT»-dimension
 
– corporate delivery KPIs
3.4
“WHAT”-dimension – business
 
area delivery KPIs
3.3
Target
Achievements
Assessment
Production
>1,425
1,387
3.3
UPC USD/boe
<5
5.8
3.3
Net cash flow @65 USD/bbl
>13 BUSD
12.5 BUSD
3.3
“HOW”-dimension – behaviour goals
3.3
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
Total
 
performance assessment for AVP
3.3
AVP award pre company
 
performance modifier
30%
AVP award
Award
outcome AVP
%
Reduction
for threshold
USD (1000)
AVP target
25%
Base salary, USD (1000)
506
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
33
Award based on performance
evaluation
30%
n/a
152
Adjustment for company modifier
133%
0.33
50
202
The performance assessment included the following holistic considerations,
 
which have
influenced the overall score:
Corporate delivery KPIs:
Ref comments to separate table above on corporate delivery
KPIs
BA-specific KPIs:
 
The final scores for the following KPIs have been adjusted
 
from actual
score through the CEO`s holistic assessment of the performance:
 
1) Final score for Production is increased as a result of strong gas deliveries
 
from NCS to
Europe
2) Final score for Unit production cost is increased as a result of
 
market effects from
increased Co2 and electricity cost
3) Net cash flow at 65 is increased as a result of market effects on cost
Siv Helen Rygh Torstensen (EVP LEG)
«WHAT»-dimension
 
– corporate delivery KPIs
3.4
“HOW”-dimension – behaviour goals
3.1
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
Total
 
performance assessment for AVP
3.2
AVP award pre company
 
performance modifier
28%
AVP award
Award
outcome AVP
%
Reduction
for threshold
USD (1000)
AVP target
25%
Base salary, USD (1000)
321
Award based on performance
evaluation
28%
n/a
90
Adjustment for company modifier
133%
0,33
30
120
The performance assessment included the following holistic considerations,
 
which have
influenced the overall score:
Corporate delivery KPIs:
Ref comments to separate table above on corporate delivery
KPIs
Geir Tungesvik (EVP PDP)
«WHAT»-dimension
 
– corporate delivery KPIs
3.4
“WHAT”-dimension – business
 
area delivery KPIs
2.9
Target
Achievements
Assessment
Number of new wells
107
94
2.6
Break-even price DG1-DG3
(USD/boe)
<=37
40.8
3.0
Estimate development DG3/4
<105%
109%
3.1
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
34
“HOW”-dimension – behaviour goals
3.1
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
Total
 
performance assessment for AVP
3.1
AVP award pre company
 
performance modifier
27%
AVP award
Award
outcome AVP
%
Reduction
for threshold
USD (1000)
AVP target
25%
Base salary, USD (1000)
406
Award based on performance
evaluation
27%
n/a
110
Adjustment for company modifier
133%
0.33
36
146
The performance assessment included the following holistic considerations,
 
which have
influenced the overall score:
Corporate delivery KPIs:
Ref comments to separate table above on corporate delivery
KPIs
BA-specific KPIs:
 
The final scores for the following KPIs have been adjusted
 
from actual
score through the CEO`s holistic assessment of the performance:
 
1) Break-even price DG1-DG3 adjusted due to unprecedented market
 
increase
2) Estimate DG3-DG4 is increased due to the impact of currency
Torgrim Reitan (CFO)
«WHAT»-dimension
 
– corporate delivery KPIs
3.4
“HOW”-dimension – behaviour goals
3.3
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
Total
 
performance assessment for AVP
3.3
AVP award pre company
 
performance modifier
30%
AVP award
Award
outcome AVP
%
Reduction
for threshold
USD (1000)
AVP target
25%
Base salary, USD (1000)
485
Award based on performance
evaluation
30%
n/a
146
Adjustment for company modifier
133%
0,33
48
194
The performance assessment included the following holistic considerations,
 
which have
influenced the overall score:
Corporate delivery KPIs:
Ref comments to separate table above on corporate delivery
KPIs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
35
Ana Fonseca Nordang (EVP PO)
«WHAT»-dimension
 
– corporate delivery KPIs
-
 
“HOW”-dimension – behaviour goals
-
 
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
Total
 
performance assessment for AVP
-
 
AVP award pre company
 
performance modifier
25%
AVP award
Award
outcome AVP
%
Reduction
for threshold
USD (1000)
AVP target
25%
Base salary, USD (1000)
326
Award based on performance
evaluation
25%
n/a
82
Adjustment for company modifier
133%
0.33
27
109
The performance assessment included the following holistic considerations,
 
which have
influenced the overall score:
Due to short period in role in 2022 scores not provided.
Aksel Stenerud (EVP PO)
«WHAT»-dimension
 
– corporate delivery KPIs
3.4
“HOW”-dimension – behaviour goals
3.1
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
Total
 
performance assessment for AVP
3.2
AVP award pre company
 
performance modifier
28%
AVP award
Award
outcome AVP
%
Reduction
for threshold
USD (1000)
AVP target
25%
Base salary, USD (1000)
322
Award based on performance
evaluation
28%
n/a
90
Adjustment for company modifier
133%
0.33
30
120
The performance assessment included the following holistic considerations,
 
which have
influenced the overall score:
Corporate delivery KPIs:
Ref comments to separate table above on corporate delivery
KPIs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
36
Elisabeth Birkeland Kvalheim (acting EVP TDI)
«WHAT»-dimension
 
– corporate delivery KPIs
3.4
“WHAT”-dimension – business
 
area delivery KPIs
2.9
Target
Achievements
Assessment
Low Carbon/Renewable R&D
> 2021 (32%)
36%
3.3
Net multiple of Money Invested
>1
<1
2.7
TDI task responsibility – Cost, MNOK,
100%
<8,000
10,088
2.8
“HOW”-dimension – behaviour goals
3.3
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
Total
 
performance assessment for AVP
3.2
AVP award pre company
 
performance modifier
28%
AVP award
Award
outcome AVP
%
Reduction
for threshold
USD (1000)
AVP target
25%
Base salary, USD (1000)
261
Award based on performance
evaluation
28%
n/a
73
Adjustment for company modifier
133%
0.33
24
97
The performance assessment included the following holistic considerations,
 
which have
influenced the overall score:
Corporate delivery KPIs:
Ref comments to separate table above on corporate delivery
KPIs
Hege Skryseth (EVP TDI)
«WHAT»-dimension
 
– corporate delivery KPIs
3.4
“WHAT”-dimension – business
 
area delivery KPIs
2.9
Target
Achievements
Assessment
Low Carbon/Renewable R&D
> 2021 (32%)
36%
3.3
Net multiple of Money Invested
>1
<1
2.7
TDI task responsibility – Cost, MNOK,
100%
<8,000
10,088
2.8
“HOW”-dimension – behaviour goals
3.3
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
Total
 
performance assessment for AVP
3.2
AVP award pre company
 
performance modifier
28%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
37
AVP award
Award
outcome AVP
%
Reduction
for threshold
USD (1000)
AVP target
25%
Base salary, USD (1000)
417
Award based on performance
evaluation
28%
n/a
117
Adjustment for company modifier
133%
0.33
39
155
The performance assessment included the following holistic considerations,
 
which have
influenced the overall score:
Corporate delivery KPIs:
Ref comments to separate table above on corporate delivery
KPIs
Jannik Lindbæk (EVP COM)
«WHAT»-dimension
 
– corporate delivery KPIs
3.4
“HOW”-dimension – behaviour goals
3.1
Demonstrate accountability,
 
visibility, and engagement
 
for safety and
compliance
Build trust in the CEC and Equinor
Transform own organisation to deliver
 
on our common purpose and become a
leading company in the energy transition
Develop strong succession pipeline
Total
 
performance assessment for AVP
3.2
AVP award pre company
 
performance modifier
28%
AVP award
Award
outcome AVP
%
Reduction
for threshold
USD (1000)
AVP target
25%
Base salary, USD (1000)
317
Award based on performance
evaluation
28%
n/a
89
Adjustment for company modifier
133%
0.33
29
118
The performance assessment included the following holistic considerations,
 
which have
influenced the overall score:
Corporate delivery KPIs:
Ref comments to separate table above on corporate delivery
KPIs
4.5
 
Key performance indicators and behaviour goals forming
 
the basis for AVP
for the CEC in 2023
 
The business delivery dimension (“what”) for the variable remuneration
 
(performance year 2023) for the
CEC members will be based on an assessment against the following
 
common corporate KPIs:
 
-
 
Serious Incident Frequency: 0.3
 
or better
-
 
CO
2
 
intensity for the upstream portfolio: 8 kg CO
2
/boe or better
 
-
 
Relative total shareholder return: ranked better than peer average
-
 
Relative RoACE: Ranked in first quartile among peers
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
38
-
 
Unit production cost (UPC): under 6.0 USD/boe*
 
-
 
Renewable (REN) power production*: not disclosed **
 
(*) only apply to the CEO and EVPs without business area responsibilities
For EVPs with business area responsibilities, the assessment of
 
the business delivery dimension will in
addition
 
be made against the following KPIs:
Business area
KPI
Unit
Target
EPN
Production
kboe/d
1,446
 
UPC
nominal USD/boe
5.8
 
Break-even price (CMU portfolio)
USD/bbl
<35
EPI
Production
kboe/d
677
 
UPC
nominal USD/boe
6.5
 
Break-even price (CMU portfolio)
USD/bbl
<35
MMP
Production efficiency
%
not disclosed**
 
 
Net Operating income (ex derivatives)
bn USD
not disclosed**
 
 
Fixed opex & SG&A
mill USD
1,285
REN
REN power generation
TWh
not disclosed*
 
 
NOI adjusted
mill USD
> -200
PDP
Number of wells
number
104
 
Break-even price (CMU portfolio)
USD/bbl
<35
 
Estimate development DG3-DG4
%
100%
TDI
Low carbon R&D
 
>30%
 
Software consolidation progress
 
50%
 
TDI task responsibility cost savings
NOK mill, 100%
500
(**) Not disclosed due to commercial sensitivity
The behaviour dimension (“how”) will be based on an individual assessment
 
against the following goals:
 
-
 
Demonstrate accountability, visibility,
 
and engagement for safety, security and compliance
 
-
 
Build trust in Equinor
-
 
Transform the organization to deliver on our common purpose and become a leading company
 
in
the energy transition
-
 
Develop strong and diverse succession pipeline
5
 
Remuneration and company performance for 2017-2022
5.1
 
Comparative tables
 
over the remuneration and company performance
compared to the last five reported financial years
 
Table 5 - Comparative table over the remuneration and company performance over the last five reported financial years
(RFY)
Executive remuneration for 2018-2022
All amounts in USD
Remuneration
2018
2019
2020
2021
2022
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
39
Anders Opedal, CEO
Total remuneration and %
change vs previous year
1,171,41
0
-
881,029
-
24.79%
814,098
-7.60%
2,055,023
152.43%
2,042,382
-0.62%
Base salary % increase in annual
salary review and on other
adjustments
-
-
4.00%
-
0.00%
133.30%
3.50%
-
4.90%
-
AVP % pre and post threshold
and company performance
modifier
-
-
28.00%
23.24%
0,00%
0,00%
30.00%
45.00%
30.00%
39.90%
LTI % pre and post threshold
 
-
-
25.00%
25.00%
25.00%
25.00%
30.00%
15,00%
30.00%
30.00%
Remuneration
2018
2019
2020
2021
2022
Irene Rummelhoff, EVP MMP
Total remuneration and %
change vs previous year
924,926
28.34%
826,342
-
10.66%
681,363
-17.54%
923,578
35.55%
960,784
4.03%
Base salary % increase in annual
salary review and on other
adjustments
-
25.10%
3.80%
-
-
-
3.00%
5.40%
4.90%
-
AVP % pre and post threshold
and company performance
modifier
29.00%
43.50%
26.00%
21.58%
-
-
28.00%
42.00%
33.00%
43.89%
LTI % pre and post threshold
 
25.00%
25.00%
25.00%
25.00%
25.00%
25.00%
25.00%
12.50%
25.00%
25.00%
Arne Sigve Nylund, EVP PDP
Total remuneration and %
change vs previous year
1,001,19
7
19.27%
889,200
-
11.19%
736,354
-17.19%
999,976
35.80%
1,111,160
11.12%
Base salary % increase in annual
salary review and on other
adjustments
11.00%
-
4.20%
-
-
-
3.00%
-
-
-
AVP % pre and post threshold
and company performance
modifier
31.00%
46.50%
26.00%
21.58%
-
-
28.00%
42.00%
-
-
LTI % pre and post threshold
 
25.00%
25.00%
25.00%
25.00%
25.00%
25.00%
25.00%
12.50%
25.00%
25.00%
Jannicke Nilsson, EVP SSU
Total remuneration and %
change vs previous year
890,465
15.29%
757,055
-
14.98%
623,702
-17.61%
829,810
33.05%
844,012
1.71%
Base salary % increase in annual
salary review and on other
adjustments
3.10%
-
3.60%
-
-
-
3.00%
5.40%
4.50%
-
AVP % pre and post threshold
and company performance
modifier
26.00%
39.00%
23.00%
19.09%
-
-
27.00%
40.50%
28.00%
37.24%
LTI % pre and post threshold
 
25.00%
25.00%
25.00%
25.00%
25.00%
25.00%
25.00%
12.50%
25.00%
25.00%
Pål Eitrheim, EVP REN
Total remuneration and %
change vs previous year
807,881
-
669,000
-
17.19%
524,113
-21.66%
796,048
51.88%
782,549
-1.70%
Base salary % increase in annual
salary review and on other
adjustments
-
-
3.40%
-
-
-
4.00%
17.20%
4.90%
-
AVP % pre and post threshold
and company performance
modifier
-
-
26.00%
21.58%
-
-
31.00%
46.50%
27.00%
35.91%
LTI % pre and post threshold
 
-
-
25.00%
25.00%
25.00%
25.00%
25.00%
12.50%
25.00%
25.00%
Alasdair Cook, EVP EPI
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
40
Total remuneration and %
change vs previous year
1,331,01
5
-
1,364,022
2.48%
1,037,27
2
-23.95%
1,912,255
84.35%
1,643,412
-14.06%
Base salary % increase in annual
salary review and on other
adjustments
-
-
5.95%
-
-
-
3.50%
23.60%
4.50%
0
AVP % pre and post threshold
and company performance
modifier
-
-
43.00%
35.69%
-
-
48.00%
72.00%
-
LTI % pre and post threshold
 
-
-
70.00%
93.33%
70.00%
85.40%
70.00%
85.40%
70.00%
85.40%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
41
All amounts in USD
Remuneration
2018
2019
2020
2021
2022
Kjetil Hove, EVP EPN
Total remuneration and %
change vs previous year
-
-
-
-
-
-
1,004,283
-
1,055,271
5.08%
Base salary % increase in annual
salary review and on other
adjustments
-
-
-
-
-
-
-
5.05%
-
AVP % pre and post threshold
and company performance
modifier
-
-
-
-
-
-
32.00%
48.00%
30.00%
39.90%
LTI % pre and post threshold
 
-
-
-
-
-
-
25.00%
12.50%
25.00%
25.00%
Carri Lockhart, EVP TDI
Total remuneration and %
change vs previous year
-
-
-
-
-
-
2,018,761
-
3,367,960
66.83%
Base salary % increase in annual
salary review and on other
adjustments
-
-
-
-
-
-
-
-
-
-
AVP % pre and post threshold
and company performance
modifier
-
-
-
-
-
-
50.00%
75.00%
-
-
LTI % pre and post threshold
 
-
-
-
-
-
-
70.00%
85.40%
70.00%
85.40%
Ulrica Fearn, EVP and CFO
Total remuneration and %
change vs previous year
-
-
-
-
-
-
1,821,237
-
1,093,432
-39.96%
Base salary % increase in annual
salary review and on other
adjustments
-
-
-
-
-
-
-
-
4.90%
-
AVP % pre and post threshold
and company performance
modifier
-
-
-
-
-
-
30.00%
45.00%
-
-
LTI % pre and post threshold
 
-
-
-
-
-
-
25.00%
12.50%
25.00%
25.00%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
42
All amounts in USD
Remuneration
2018
2019
2020
2021
2022
Torgrim Reitan, EVP CFO
Total remuneration and %
change vs previous year
1,206,16
5
2.28%
904,980
-
24.97%
766,448
-15.31%
-
1,027,357
-
Base salary % increase in annual
salary review and on other
adjustments
7.77%
3.73%
-
-
AVP % pre and post threshold
and company performance
modifier
30.00%
45.00%
27.00%
22.41%
30.00%
39.90%
LTI % pre and post threshold
 
25.00%
25.00%
25.00%
25.00%
25.00%
25.00%
25.00%
25.00%
Siv Helen Rygh Torstensen, EVP LEG
Total remuneration and %
change vs previous year
-
-
-
-
-
-
645,511
691,436
7.11%
Base salary % increase in annual
salary review and on other
adjustments
-
-
-
-
-
-
4.90%
-
AVP % pre and post threshold
and company performance
modifier
-
-
-
-
-
-
27.00%
40.50%
28.00%
37.24%
LTI % pre and post threshold
 
-
-
-
-
-
-
25.00%
12.50%
25.00%
25.00%
Ana Fonseca Nordang, EVP PO
Total remuneration and %
change vs previous year
-
-
-
-
-
-
670,712
-
682,030
1.69%
Base salary % increase in annual
salary review and on other
adjustments
-
-
-
-
-
-
-
-
-
-
AVP % pre and post threshold
and company performance
modifier
-
-
-
-
-
-
27.00%
40.50%
25.00%
33.25%
LTI % pre and post threshold
 
-
-
-
-
-
-
25.00%
12.50%
25.00%
25.00%
Geir Tungesvik,
 
EVP PDP
-
-
-
-
-
-
-
-
Elisabeth Birkeland Kvalheim,
Acting EVP TDI
-
-
-
-
-
-
-
-
Hege Skryseth,
 
EVP TDI
-
-
-
-
-
-
-
-
Aksel Stenerud,
 
EVP PO
-
-
-
-
-
-
-
-
Jannik Lindbæk,
 
EVP COM
-
-
-
-
-
-
-
-
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
43
Notes to the table “Executive remuneration for 2017-2022”:
-
 
Total
 
remuneration consists of taxable compensation, non-taxable benefits
 
in kind, and estimated
pension cost for the years 2017-2020
-
 
For the cash-based plans, payment of LTI is made 3 years after the grant. The “post” percentage is
relative to base salary at the time of the grant.
 
Company performance - effect on
AVP and LTI
2018
2019
2020
2021
2022
AVP
LTI
AVP
LTI
AVP
LTI
AVP
LTI
AVP
LTI
Threshold
-
-
-
-
50 %
reduct.
-
-
50 %
reduct.
-
-
Company performance modifier
150%
-
83%
-
133%
-
150%
-
133%
-
All amounts in USD
Average remuneration on a full-time
equivalent basis of employees
2018
2019
2020
2021
2022
Equinor ASA
4)
Average base salary and %
change vs previous year, based
on USD amounts
94,903
4.70%
90,260
-4.90%
86,229
-4.50%
95,893
11.20%
88,923
-7.27%
Change in average base salary
vs previous year, based on NOK
amounts
-
3.00%
-
3.00%
-
1.60%
-
2.00%
-
3.40%
Average total remuneration and
% change vs previous year,
based on USD amounts
133,656
7.00%
123,626
-7.50%
115,137
-6.90%
135,597
17.80%
144,868
6.84%
Change in average total
remuneration vs previous year,
based on NOK amounts
-
5.30%
-
0.20%
-
-0.90%
-
8.10%
-
19.2%
General salary increase frame
-
2.90%
-
3.50%
-
0.80%
-
3.50%
-
4.90%
General bonus %
-
8.50%
-
4.50%
-
3.50%
-
10.50%
-
9.30%
AVP % range from manager to
SVP pre and post company
performance modifier and
threshold
11.25% -
17.5%
16.88% -
26.25%
11.25% -
17.5%
9.34% -
14.53%
11.25% -
17.5%
7.48% -
11.64%
11.25% -
17.5%
16.88% -
26.25%
11.25%-
17.50%
14.96%-
23.28%
Notes to the table “Average remuneration on a full-time equivalent basis of
 
employees”:
●
 
Offshore workers with 2-4 schedule reported as FTE 100%
●
 
Annual salary increase is affected by the NOK/USD exchange rate
●
 
Holiday and bonus pay are included for the year of accrual
●
 
Annual total remuneration increase is affected by bonus and any bonus shares
 
from the SSP or
LTI
●
 
Overtime allowance is not included. Pension is included as of 2022
6
 
Statement by the board of directors on the remuneration report
44
The board of directors has today considered and approved the
 
remuneration report of Equinor for the
financial year 1 January - 31 December 2022.
 
The remuneration report has been prepared in accordance with Norwegian
 
Public Limited Liability
Companies Act, section 6-16b and regulation 2020-12-
11
-2730 and the Norwegian Accounting Act
section 7-31b.
In our opinion, the remuneration report is in accordance with
 
the remuneration policy adopted at the
annual general meeting, and is free from material misstatement and omissions,
 
whether due to fraud or
error.
The remuneration report will be presented for an advisory vote at
 
the annual general meeting.
Oslo, 19
 
March 2023
The Board of directors of Equinor
 
Jon Erik Reinhardsen,
 
Chair
Anne Drinkwater, Deputy-chair
Bjørn Tore
 
Godal
 
Hilde Møllerstad
 
Per Martin Labråthen
 
Tove
 
Andersen
Rebekka Glasser Herlofsen
 
Finn Bjørn Ruyter
 
Stig Lægreid
 
Jonathan Lewis
 
Michael D. Lewis
 
45
7
 
Independent auditor’s statement on the remuneration report
[Removed from Exhibit 15.6 as it does not form part of Equinor’s
 
Annual Report on Form 20-F as filed
with the SEC.]
 
 
 
 
 
 
 
 
 
 
46
8
 
Appendix: Executive remuneration policy 2021
8.1
 
Remuneration to the board of directors
 
Approach to setting fees
Basis of fees
Other items
The remuneration to the board
and its committees is decided
by the corporate assembly,
based on a recommendation
from the nomination
committee.
The board members have an annual,
fixed remuneration, except for deputy
members (only elected for employee-
elected board members) who receive
remuneration per meeting attended.
Separate rates are set for the board's
chair, deputy chair and other members.
Separate rates are also adopted for the
board's committees, with similar
differentiation between the chair and the
other members of each committee.
The employee-elected members of the
board receive the same remuneration as
the shareholder-elected members. The
board receives its remuneration by cash
payment.
The board members from outside Scandinavia and
outside Europe, respectively, receive separate
travel allowances for each meeting attended.
Remuneration for board membership is not linked to
performance and no share or option programmes or
similar structures are in place.
Employee-elected board members may participate
in variable pay, pension and benefit programs
according to their location and grade in line with
other employees.
None of the shareholder-elected board members
have a pension scheme or agreement concerning
pay after termination of their office with the
company.
If shareholder-elected members of the board and/or
companies they are associated with should take on
specific assignments for Equinor in addition to their
board membership, this will be disclosed to the full
board.
8.2
 
Remuneration to the corporate assembly
 
Approach to setting fees
Basis of fees
The remuneration to the corporate assembly is decided by the
general meeting, based on a recommendation from the
nomination committee
The members have an annual, fixed remuneration, except for
deputy members who receive remuneration per meeting
attended.
Separate rates are set for the corporate assembly’s chair,
deputy chair and other members. The employee-elected
members of the corporate assembly receive the same
remuneration as the shareholder-elected members.
8.3
 
Remuneration to the CEC
The board of directors’ complete remuneration policy and report for executive personnel follows.
 
Remuneration policy
 
The following guidelines for remuneration of Equinor’ corporate
executive committee proposed by the board of directors were
approved by the 20212 annual general meeting, pursuant to
the Norwegian Public Limited Liability Companies Act, section
6-16 a and supplementing regulations. The policy also includes
compensation to members of the board of directors and the
corporate assembly employed by the company, which is
explained in the above section “ Remuneration to the board of
directors and corporate assembly”. The policy is subject to
approval by the annual general meeting at every material
change and, in any case, at least every fourth year.
 
Equinor’s remuneration policy and terms are aligned with the
company’s overall strategy, values, people policy and
performance-oriented framework. Our rewards and recognition
for executives are designed to attract and retain the right
people; people who are committed to deliver on our business
strategy and able to adapt to a changing business
47
environment. Equinor’s remuneration framework contributes to
the business strategy, long-term interests and sustainability of
the company.
 
A key role for the board of directors is to ensure that executive
compensation is competitive, but not market leading, in the
markets where we operate. The board is committed to
ensuring that executive compensation is fair and aligned with
our overall remuneration philosophy and compensation levels
in the company, and in line with shareholders’ interests.
The remuneration policy is an integrated part of our values-
based performance framework. It has been designed to:
●
 
Contribute to the business strategy, long-term
interests and sustainability of the company
●
 
Strengthen the common interests of employees in the
Equinor group and its shareholders
●
 
Reflect the company’s overall performance and
financial results
●
 
Be competitive and aligned with local markets
●
 
Equally reward and recognise “What” we deliver and
“How” we deliver
 
●
 
Differentiate on the basis of responsibilities and
performance
●
 
Be acknowledged as fair, transparent, consistent and
non-discriminatory
●
 
Promote collaboration and teamwork
●
 
Fully align with our values and HSE standards
●
 
Promote continuous improvement and a sustainable
cost level
 
The decision-making process
 
The decision-making process for implementing or changing our
remuneration policy, and the determination of salaries and
other remuneration for the corporate executive committee, are
in accordance with the provisions of the Norwegian public
limited liability companies act sections 5-6 and 6-16 a and the
board’s rules of procedure. The board of director’s rules of
procedure are available at www.equinor.com/board.
The board of directors has appointed a designated
compensation and executive development committee. The
compensation and executive development committee is a
preparatory body for the board of directors. The committee’s
main objective is to assist the board of directors in its work
relating to the terms of employment for Equinor’s chief
executive officer and the main principles and strategy for the
remuneration and leadership development of our senior
executives. The board of directors determines the chief
executive officer’s salary and other terms of employment. The
committee shall prepare a proposal for new guidelines at every
material change and, in any case, every fourth year and submit
it to the general meeting for resolution. The guidelines shall be
in force until new guidelines have been adopted by the general
meeting.
 
The compensation and executive development committee
answers to the board of Equinor ASA for the performance of its
duties. The work of the committee in no way alters the
responsibilities of the board of directors or the individual board
members.
For further details about the roles and responsibilities of the
compensation and executive development committee, please
refer to the committee’s instructions available at
www.equinor.com/compensationcommittee.
Equinor purpose, vision and overall strategy
Equinor’s purpose is turning natural resources into energy for
people and progress for society, and our vision is to shape the
future of energy. We are strongly committed to creating
shareholder value and with a leading role in the energy
transition towards a low-carbon future.
 
While our strategic pillars of “always safe”, “high value” and
“low carbon” remain firm, we will further strengthen in the areas
of a) an optimised oil & gas portfolio, b) a faster growing
renewable business, c) expanding our low-carbon solutions
business.
 
Within all areas, technology and innovation will be key
accelerators to drive value and improved performance. We will
use our strengths and experience within the oil & gas portfolio
as a foundation for developing offshore wind at scale,
establishing new value chains, and for developing new low
carbon energy sources.
Equinor’s performance framework and the
link to business strategy, long-term interests
and sustainability of the company
Our performance framework translates the company vision,
values and strategy into actions and results for the company,
its units, teams and every leader and employee.
 
Performance is evaluated in two dimensions; “What” we deliver
and “How” we deliver. This is the core of our values-based
performance culture and means that delivery (“what”) and
behaviour (“how”) are equally weighted when recognising and
rewarding individual performance.
 
“What” we deliver (business delivery) is defined through the
company’s performance framework “Ambition to Action”, which
addresses strategic objectives, key performance Indicators
(KPIs) and actions across the five perspectives; Safety,
Security and Sustainability, People and Organisation,
Operations, Market and Finance. Generally, Equinor believes
in setting ambitious targets to inspire and drive strong
performance. Each year individual performance goals (“what”)
based on the company’s “Ambition to Action” are established
for the CEO and the executive vice presidents.
The board decides annually a set of strategic objectives and
KPIs that will form basis for the assessment of the business
delivery dimension (“What”). These KPIs and related targets for
the upcoming performance year shall be disclosed in the
annual remuneration report. Examples of such KPIs are
Serious Incident Frequency (SIF), CO2 intensity for the
upstream portfolio, Levelised cost of energy (LCOE),
Production efficiency (PE), Production based availability (PBA),
Relative Total Shareholder Return (TSR), Relative ROACE,
Improvement impact etc.
48
 
Equinor, Annual Report and Form 20-F 2021
 
Goals on “How” we deliver are based on Equinor’s core values
and leadership principles and address the behaviour required
and expected to achieve the delivery goals. We believe in
developing a strong leadership and culture recognised by our
values, driving the long-term and sustainable success of the
company. The CEO and the executive vice presidents have
individual behaviour goals within prioritised behaviour themes
such as safety and compliance, empowerment, diversity and
inclusion, collaboration and sustainability and climate.
Performance evaluation is holistic, involving both measurement
and assessment. Significant changes in assumptions are taken
into account, as well as target ambition levels, sustainability of
delivered results and strategic contribution.
The balanced approach, which involves a broad set of goals
defined in relation to both “What” and “How” dimensions and
an overall performance evaluation, significantly reduces the
likelihood that remuneration policies may incentivise excessive
risk-taking or have other material adverse effects.
 
The remuneration concept for the corporate executive
committee Equinor’s remuneration for the corporate executive
committee consists of the following core elements;
●
 
Fixed remuneration: base salary and as applicable
fixed salary addition
 
●
 
Variable pay: annual variable pay (AVP) and long-
term incentive (LTI)
●
 
Benefits: primarily pension, insurance and share
savings plan
The following table illustrate how the reward policy is translated
into our key remuneration elements.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
49
Main elements - Equinor executive remuneration
Remuneration
element
 
Objective
Award level
 
Performance criteria
Base
salary
Attract and retain the right
individuals by providing
competitive but not
market-leading terms.
We offer base salary levels which are aligned
 
with and
differentiated according to the individual's
responsibility, performance
 
and contribution to
company’s goals. The level is competitive
 
in the
markets in which we operate.
 
The base salary is normally subject
to annual review based on an
evaluation of the individual’s
performance and contribution to
the company’s goals.
Fixed
salary
addition
The fixed salary addition is
paid in lieu of pension
accrual above 12G, applied
as a supplementing fixed
remuneration element to
be competitive in the
market.
Members of the corporate executive committee
employed by Equinor ASA prior to 1 September 2017,
that have taken up their first position in the CEC after
13 February 2015, receive a fixed salary addition in
lieu of pension accrual above 12G3 with reference to
the section on pension and insurance scheme.
No performance criteria are linked
to the fixed salary addition. The
fixed salary addition is not
pensionable and does not form
basis for variable pay.
Annual
variable
pay (AVP)
Encourage our pay for
performance culture and
individual’s contribution to
the company’s business
strategy. Rewarding
individuals for annual
achievement of business
objectives, both the
“What” and the “How”.
Members of the corporate executive committee
employed by Equinor ASA are from performance year
2022 entitled to annual variable pay ranging from 0 –
45% of their base salary. Target
 
4
 
value is 25%. For
members of the CEC employed outside the Norwegian
market, see section below on remuneration policy for
international executives.
The threshold principles and the company
performance modifier are applied (see explanations
below).
The company reserves the right to recover all or
 
part
of the annual bonus, if performance data is
subsequently proven to be misstated.
 
Performance is measured over one
financial year and is based on the
achievement of annual
performance goals (“How” and
“What” to deliver), in order to
create long-term and sustainable
shareholder value. Assessment of
goals defined in the individual’s
performance contract including
objectives related to selected KPI’s
on the balanced scorecard
constitute the basis for annual
variable pay.
 
Long-term
incentive
(LTI)
Strengthen the alignment
of top management and
shareholders’ long-term
interests and sustainability
of the company. Retention
of key executives.
 
For members of the corporate executive committee
employed by Equinor ASA, the LTI
 
is calculated as a
portion of the participant’s base salary.
 
On behalf of
the participant, the company acquires shares
equivalent to the net annual grant amount. The shares
are subject to a three-year lock-in period and then
released for the participant’s disposal. If
 
the lock-in
obligations are not fulfilled, the executive has to pay
back the gross value of the locked-in shares limited
 
to
the gross value of the grant amount.
The level of the annual LTI reward
 
for the CEC
members employed by Equinor ASA is in the range
 
of
25-30% of the base salary. For
 
members of the CEC
employed outside the Norwegian market, see section
below on remuneration policy for international
executives.
The threshold principles are applied to the annual
grant. The company performance modifier is not
applied to the LTI in Equinor
 
ASA.
In Equinor ASA, LTI participation
and grant level are reflective of the
level and impact of the position
and company performance as
reflected by the threshold.
Pension &
insurance
schemes
Provide competitive
postemployment and other
benefits.
The company offers a general occupational pension
plan and insurance scheme aligned with local
markets. Reference is made to the section on pension
and insurance scheme.
N/A
 
Employee
share
savings
programme
(SSP)
Align and strengthen
employee and
shareholders’ interests
and remunerate for long
term commitment and
value creation.
Eligibility extends to all employees at Equinor and in
all markets, subject to local legislation. Participants
can purchase shares up to 5% of base salary.
 
With effect from 2022 share
savings, bonus shares from
the share saving programme will
be awarded to the CEO and EVPs
after a lock in
period of 3 calendar years after
the year of saving.
Other
taxable and
non-
taxable
benefits
Attract and retain the right
individuals by providing
competitive but not
market-leading terms.
The members of the corporate executive committee
have benefits in-kind such as company car and
 
health
checks. They are also eligible for participation in the
share saving scheme as described above, and they
take part in the general benefit and welfare program of
the company.
N/A
3
 
G represents the basic amount of the Norwegian
 
social security system. 1G per 31 December 2022
 
equals NOK 111 477..
4
 
Target value reflects satisfactory deliveries according to agreed goals
50
 
Equinor, Annual Report and Form 20-F 2021
 
Remuneration policy for international executives
Equinor is a broad global energy company, developing oil, gas, wind and solar energy in around 30 countries. The
company has high goals related to diversity and inclusion, and diversity at all levels including
 
among top management is
crucial in ensuring the long-term sustainable success of the company. From time to time the company will appoint
executives employed in international markets with different framework for executive base pay, variable pay and benefits,
than what is the case in the Norwegian market. To be able to hire international executives, the company needs to offer
competitive compensation in the markets where it operates. The policy of being competitive but not market leading
 
still
remains.
 
In order to ensure Equinor’s competitive position and attract talent in the international market,
 
the board of directors has
the mandate to exceed the levels for variable pay and pension terms described in the table
 
above, for remuneration of
executive vice presidents hired in the international market and the remuneration level will
 
reflect the at any time
prevailing and documented market level for the EVP position. The annual variable pay shall
 
not exceed 50% of base
salary at target (100% maximum) and the long-term incentive (LTI) annual grant shall be maximum 70% of base salary.
The threshold for variable pay and the company performance modifier as described below will apply. For the
international LTI a three years’ average company performance modifier will be applied. Pension contribution will be in
accordance with the local market, and the 12G cap on pension used in the Norwegian tax favored regime
 
is not
applicable for the international executives. Any decision on terms and conditions as described
 
above will be included in
the remuneration report subject to review and endorsement by the annual general meeting.
Duration of contracts with executive vice presidents
Duration of contracts with the executive vice presidents are not limited to a certain period and are valid
 
until the
executive resigns from the position or enters into a new position in the company.
Mobility
To support the company’s need for a mobile workforce also at the senior executive level, the company’s standard
international assignment framework can be used for candidates employed in a different country than the location
 
of the
CEC role. International assignment for a CEC position will normally be limited to a three-year period.
 
Localisation and relocation
If an executive is recruited to Equinor and employed on local terms and conditions different from the executive’s country
and market, the company may decide to cover reasonable relocation costs including housing and
 
schooling within the
international assignment framework for these elements for a period up to two years.
 
Threshold for variable pay and company performance modifier
The threshold and company performance modifier are implemented to strengthen the link between the
 
company’s
overall financial results and the individual variable pay.
Threshold
The threshold is implemented for affordability reasons to ensure that no or reduced variable pay would be granted
 
if the
company’s financial performance and position is weak and in a critical situation. The financial threshold is
 
applicable for
payment of annual variable pay and award of LTI grant.
The threshold has the following guiding parameters;
 
1) Cash flows provided by operating activities after tax and before working capital items
 
2) Net debt ratio and development
 
3) Company’s overall operational and financial performance.
“Green zone”
Cash flows provided by operating activities after tax and before working capital items higher
 
than USD 12 billion and a
net debt ratio below 30% will normally guide for no reduction of bonus.
“Yellow zone”
 
Cash flows provided by operating activities after tax and before working capital items lower
 
than USD 12 billion but
higher than USD 8 billion and a net debt ratio between 30% and 45% will normally guide
 
a reduction of bonus but not
annulment.
“Red zone”
 
Cash flows provided by operating activities after tax and before working capital items lower
 
than USD 8 billion and a net
debt ratio above 45% will normally guide no bonus.
Application of the threshold is subject to a discretionary assessment of the company’s overall performance
 
by the board
of directors. These measures and targets are indicative and will form part of a broader
 
assessment of bonus award. The
exhibit156p51i0
51
conclusion considers both achieved results and how these results are expected to impact the company’s
 
medium and
long-term development and value creation.
Company performance modifier
Based on approval by the annual general meeting in 2016, a company performance modifier was introduced
 
and has
been applied in the calculation of variable pay.
 
The company performance will be assessed against two equally weighted measures: relative total
 
shareholder return
(TSR) and relative return on average capital employed (ROACE). TSR and ROACE are currently
 
also applied as
performance indicators in the corporate performance management system.
 
The results of these two performance measures are compared to our peers and determine Equinor’s
 
relative position. A
position of Quartile 1 means that Equinor is amongst the top scoring quartile of peer companies.
 
A position of Quartile 4
means that Equinor is in the bottom performing quartile. In years with strong deliveries on relative
 
TSR and ROACE, the
matrix will result in the variable pay being modified with a factor higher than one and, correspondingly, lower than one in
weak years. The combination of ratings for both measures, will act as a ‘multiplier’
 
according to the guideline in the
matrix displayed below.
By applying relative numbers, the effect of fluctuating oil price will be reduced.
 
Within the framework of 50 - 150%, the matrix is a guideline and the multiplier (percentages)
 
may be adjusted if oil or
gas price effects or other occurrences outside the control of the company are deemed to cause
 
disproportionate results
in a given year. Application of the modifier is subject to discretionary assessment based on the company’s overall
performance.
The company performance modifier will be used in calculations of annual variable pay for members
 
of the corporate
executive committee. The modifier will also be applied in other variable pay schemes below the
 
corporate executive
level. Further application of the company performance modifier will also be assessed and
 
decided if deemed
appropriate.
The annual variable pay for members of the corporate executive committee employed by Equinor ASA
 
will be within a
framework of 45% of base salary, irrespective of the result of the modifier.
 
Pension and insurance schemes
 
Members of the corporate executive committee in Equinor ASA are covered by the company’s general occupational
pension scheme which is a defined contribution scheme with a contribution level of 7% below
 
7,1 G and 22% above 7,1
G. A defined benefit scheme is retained by a grandfathered group of employees. For new members
 
of the corporate
executive committee appointed after 13 February 2015, a cap on pension contribution at 12 G is
 
applied. In lieu of
pension accrual above 12 G a fixed salary addition of 18% is provided. This element does
 
not form basis of calculation
of AVP and LTI.
 
The 12 G cap is based on the Norwegian tax favoured occupational pension schemes
 
and will not be
applied to the pension schemes of executives employed outside Norway.
 
52
 
Equinor, Annual Report and Form 20-F 2021
 
Members of the corporate executive committee employed in Equinor ASA and appointed before 13 February
 
2015,
maintain their pension contribution above 12 G based on obligations in previously established agreements.
Pension terms that historically have been individually agreed with elements outside the framework
 
above will be
described in the annual remuneration report.
 
Equinor ASA has implemented a general cap on pensionable income at 12 G for all
 
new hires into the company
employed as of 1 September 2017.
In addition to the pension benefits outlined above, the executive vice presidents in the parent
 
company are offered
disability and dependents’ benefits in accordance with Equinor’s general pension
 
plan/defined benefit plan. Members of
the corporate executive committee are covered by the general insurance schemes applicable within
 
Equinor.
Severance pay arrangements
The chief executive officer and the executive vice presidents are entitled to a severance payment equivalent to
 
six
months’ salary, commencing after the six months’ notice period, when the resignation is requested by the company. The
same amount of severance payment is also payable if the parties agree that the employment should
 
be discontinued,
and the individual gives notice pursuant to a written agreement with the company. Any other payment earned by the
individual during the period of severance payment will be fully deducted. This relates to earnings
 
from any employment
or business activity where the individual has active ownership.
The entitlement to severance payment is conditional on the chief executive officer or the executive vice president
 
not
being guilty of gross misconduct, gross negligence, disloyalty or other material breach
 
of his/her duties.
The chief executive officer’s/executive vice president’s own notice will not instigate any severance payment.
Release of earned LTI grants and bonus shares at end of employment
 
If termination of employment is based on a mutual agreement between the executive and
 
Equinor, the company may
decide to release locked in LTI shares and award already earned bonus shares in the share savings scheme at the end
of employment.
Salary and employment conditions of other employees
Salary and employment conditions of employees of the company have been taken into account
 
when establishing the
remuneration policy. The remuneration and employment framework for the members of the executive committee are
based on the same main principles as applicable for the remuneration frameworks for senior
 
leaders in the company in
general.
Recruitment policy
From time to time, Equinor may recruit executives from outside of the organisation. Our
 
principles are designed to
attract and retain the right individuals to ensure the successful implementation of
 
our strategy and to safeguard our
long-term interests.
 
If an individual forfeits remuneration as a result of recruitment to Equinor, the company can compensate partly or fully
for the documented financial loss of unvested short and long-term incentive opportunity held by
 
preferred external
candidates. Such decision will take into consideration the vehicle, expected value and timing
 
of forfeited awards. Any
buy-out will be limited to one year’s base salary and normally paid over a period
 
of 24 months.