Stock Exchange Release
June 17, 2016 at 14:45 (CET +1)
Nokia Board of Directors adjusts Nokia equity plans due to the special dividend and increases the maximum number of Restricted Shares under Restricted Share Plan 2016
Espoo, Finland - As previously announced, the Nokia Annual General Meeting held on June 16, 2016 resolved to distribute a special dividend of EUR 0.10 per share in addition to an ordinary dividend of EUR 0.16 per share for the financial year 2015. Since dividends are not paid on unvested long-term incentives received under the equity plans, the Board of Directors has decided to neutralize the impact of the extraordinary shareholder distributions to the participants holding unvested long-term incentives by approving an adjustment to the original grant amount of all unvested Performance and Restricted Shares to the participants. Similarly under the terms and conditions of Nokia's Stock Option Plan 2011, the exercise price of Nokia stock options will be adjusted due to the special dividend by deducting the amount of the special dividend from the exercise price.
The ordinary dividend does not result in adjustment of long-term incentives.
The adjustments could result in a maximum additional pay-out of 750 729 Nokia shares, in the event that maximum performance against all the performance criteria of the Performance Share Plans is achieved under the plans where performance period has not yet ended. The additional awards vest in accordance with the applicable plan terms and conditions, which means that they are subject to the applicable performance criteria and holding periods.
Further, the Board decided to increase the planned maximum number of Restricted Shares to be granted under the Nokia Equity Program 2016 to 5 840 000.
Following the adjustment of the equity plans due to special dividend and the increase in the planned maximum number of Restricted Shares to be granted under the Restricted Share Plan 2016, the maximum number of shares that could be issued under Nokia's equity plans and stock option rights currently outstanding represents approximately 1.83% of Nokia's current total number of shares (excluding the shares owned by Nokia Corporation).