Response to ISS "Say on Pay"

Recommendation

May 3, 2021

ISS Recommendation and Brink's Response

ISS Recommendation

Vote against the advisory resolution to approve named executive officer compensation

Brink's Response

Brink's 2020 CEO compensation is aligned with shareholder interests, rewarding exceptional operational performance and long-term shareholder value creation while incentivizing retention and driving strategic and financial results.

In 2020, Brink's began its second strategic plan under Mr. Pertz, a seasoned CEO who is uniquely positioned to lead Brink's transformation to meet the market demand for digital cash management solutions.

We urge our shareholders to support our say-on-pay proposal:

  • - Rewards a strong record of shareholder value creation

  • Future rewards are based on continued strong performance

2

Say-on-Pay

ISS recommendation states: "A pay-for-performance misalignment exists, and mitigating factors have not been identified for the year in review…However, concerns are raised regarding the long-term incentives as the CEO's annual- cycle award was increased significantly. Although rationale for the increase is provided, which included retentive purposes, Pertz's total annual-cycle award is greater than the median total pay for CEOs in the company's peer group. This is particularly concerning as NEOs were also granted entirely time-vestingoff-cycle retention awards in response to lost value in existing long-term incentives."

Brink's Response:

In February, the Compensation Committee (the Committee) sought to:

  • Reward for strong financial performance & shareholder return since 2016
  • Incentivize to continue delivering long-term value
  • Retain to oversee Strategic Plan 2, pending G4S acquisition and digitalization of cash management offerings

In December, the Committee approved a special, one-time equity award to recognize Mr. Pertz' actions to protect the safety of employees and customers and optimize profitability in 2020, to retain him through the vesting period and to incentivize continued performance

3

2020 CEO Compensation - Granted in February

Compensation is reasonable and aligned with shareholder interests

CEO compensation consisted of:

• Cash compensation

    • Base salary
    • Annual incentive
  • Equity compensation
    • Annual long-term incentive (LTI) awards in February 2020 of $9.5M with a 3-year performance period
    • 100% performance based, fully aligned with shareholder interests

4

February 2020 Award

Rewarded Strong Financial Performance

(Non-GAAP, $ Millions, except EPS)

Strategic Plan 1 (SP1) delivered 8% compound annual revenue growth

and 22% compound annual operating profit growth

Revenue +27%

Op Profit +81%

Adj. EBITDA +66%

EPS +71%

CAGR +8%

CAGR +22%

CAGR +18%

CAGR +19%

Avg. Organic Growth +7%

$3,680

$3,275

$2,908

Column1 Column2 Column3

2016

SP1

2019

Actual

Target

Actual

$392

$325

$216

7.4%

~10%

10.6%

Margin

Margin

Margin

Column1 Column2 Column3

2016

SP1

2019

Actual

Target

Actual

$567

$475

$342

11.7%

~15%

15.4%

Margin

Margin

Margin

Column1 Column2 Column3

2016

SP1

2019

Actual

Target

Actual

$3.89

$3.50

$2.28

Column1 Column2 Column3

2016

SP1

2019

Actual

Target

Actual

ISS acknowledges Brink's strong performance: year-over-yearrevenue and EBITDA increases

Notes: See reconciliations of non-GAAP to GAAP results included in the appendix.

5

SP1 Target as of 3/2/2017 Investor Day

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The Brink's Company published this content on 27 July 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 July 2021 13:59:02 UTC.