Integrated_Annual_Report_2026 - Flipbook - Page 154
INTRODUCTION
SASOL AT A
GLANCE
DRIVING SUSTAINABLE
VALUE CREATION
EXECUTING
STRATEGY
DELIVERING
BUSINESS VALUE
SUMMARISED FINANCIAL
PERFORMANCE
CORPORATE
GOVERNANCE
SUSTAINABILITY
REPORT
REMUNERATION
REPORT
ASSURANCE /
ADMINISTRATION
PART I: REMUNERATION COMMITTEE CHAIRMAN’S BACKGROUND STATEMENT CONTINUED
During the year, Sasol’s South African operations implemented
a revised retirement fund strategy that intends to consolidate
the number of retirement funds available to employees from four
to two. This harmonisation enabled the introduction of a more
cost-effective and enhanced group risk benefit structure for
participating employees. The implementation commenced during
LTI awards vesting in FY27, the Committee approved outcomes
that reflected performance over the three-year period, including
progress against the Group’s ESG commitments, balanced
against outcomes on certain financial and shareholder return
measures.
Looking Forward: FY27
the second half of FY26 and is expected to be finalised in FY27.
There was no trigger identified in the past year to implement
the Clawback and Malus or the Executive Recovery Policies.
The Committee carefully considered the feedback received and
incorporated those recommendations that were aligned with the Group’s
remuneration philosophy, strategic priorities and governance objectives.
In addition, the Committee reviewed workforce trends, including
gender representation and workforce turnover with a particular
focus on the Group’s ability to attract, retain and advance
key talent segments. Consistent with emerging governance
expectations and Sasol’s commitment to transparency, we
voluntarily decided to disclose in the Implementation Report,
the gender pay gap for our South African workforce, reinforcing
our commitment to fairness, responsible governance and an
inclusive workplace culture.
Remuneration outcomes align with business
outcomes
FY26 represented a year of continued operational and financial
recovery for Sasol. The Group delivered a materially improved
performance relative to prior years, supported by stronger
operational execution, improved production volumes, disciplined
cost management and positive free cash flow generation.
Performance against sustainability objectives was mixed, but the
Committee was very pleased with the significant improvements
in the Process and Occupational Safety performance.
Notwithstanding these improvements, the Group suffered
the tragic loss of two employees. The Committee extends its
sincere condolences to their families, colleagues and loved ones.
Safety remains an area of continued focus for management and
the Board.
Against this backdrop, the Committee considered the
outcomes of both the annual Short-term Incentive (STI) and
Long-term Incentive (LTI) plans. While financial performance
improved meaningfully, certain financial measures remained
below target. At the same time, management delivered strong
operational, strategic and sustainability outcomes that support
the long-term resilience, competitiveness and value creation
potential of the business. The Committee therefore exercised
its judgement within the approved policy framework to ensure
that remuneration outcomes appropriately reflected both
the improved financial performance and the delivery of critical
strategic objectives.
Accordingly, the Committee approved an FY26 STI outcome
that recognises the strong delivery while remaining aligned
with the Group’s affordability position. In respect of the FY24
Fit for purpose incentive designs
The Group’s incentive plans continue to motivate and reward
employees in a manner that enables operational performance,
reinforces desired behaviours and promotes sustainable value
creation.
Recognising the critical contribution of operational employees,
plant-level production incentive plans in Southern Africa
remained in place during FY26. These plans are designed to
be simple, transparent and focused on the safe, efficient and
reliable delivery of operational outcomes, while supporting an
inclusive performance culture. The overall cost of these plans
remains capped at the equivalent cost of partial participation
(~15% – 40% of the STI target amount per role category) in the
Group’s STI plan.
During FY26, the Group introduced the My Marketing and
Sales Incentive Plan as a pilot initiative. The pilot is intended
to evaluate the effectiveness of a more tailored incentive
approach for marketing and sales roles, consistent with the
Group’s remuneration principles. The review at the end of the
year confirmed that this Plan did not meaningfully change the
performance and will therefore be reviewed in FY27.
Top Up: LTI Pool
In 2022, shareholders approved an allocation of shares equivalent
to 5% of the Company’s issued share capital to support future
LTI awards. Owing primarily to the significant depreciation in
the Sasol share price since then, the approved share pool is
expected to be fully utilised earlier than originally anticipated.
Having considered alternative approaches, including cashsettled awards, we concluded that equity-settled awards remain
the most appropriate mechanism to align executives’ interests
with those of shareholders. Accordingly, we will seek shareholder
approval at the 2026 AGM to replenish the LTI pool to 5% of
the Company’s issued share capital, which, based on current
modelling assumptions, is expected to support future awards
until at least 2032.
In preparation for the FY27 Remuneration Policy review, I, with
members of management, engaged with major institutional investors
representing approximately 40% of issued share capital to discuss
proposed policy refinements.
A key policy change is the removal of the Individual Performance
Factor from the calculation of short-term incentive awards
for members of the Group Executive Committee. As a result,
STI outcomes for the GEC will be determined solely based
on performance against the Group STI scorecard, consistent
with prevailing market practice. There will be no change to the
Performance Management Policy.
The FY27 Remuneration Policy presented in Part II of this Report will
be tabled for shareholder approval at the November 2026 AGM.
Independent Advisor
During the year, the Committee engaged external advisors as required
to support the effective discharge of its responsibilities. Following a
formal procurement process, Deloitte South Africa was appointed as
the Committee’s independent remuneration advisor and attended
Committee meetings from 1 September 2025.
The Committee is satisfied that the advisor operated independently
throughout the year and complied with all applicable governance and
independence requirements.
Closing
The Committee remains committed to maintaining a remuneration
framework that is fair, responsible and aligned with Sasol’s strategic
priorities, values and long-term objectives.
We believe that the remuneration outcomes reflected in this report
appropriately recognise performance, support the successful
execution of our strategy and promote sustainable long-term value
creation for shareholders and other stakeholders.
We thank our shareholders for their continued engagement and
support and look forward to ongoing constructive dialogue as we
continue to strengthen, grow and transform Sasol.
DR. MARTINA FLÖEL
Chairman of Remuneration Committee
28 August 2026
SASOL INTEGRATED REPORT 2026
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