By Valentina Za

MILAN (Reuters) -UniCredit will ask shareholders to approve a new pay structure for Chief Executive Andrea Orcel which offers a 30% rise if the Italian bank beats a wide set of targets this year, a document showed on Wednesday.

Orcel’s current pay package of up to 7.5 million euros ($8 million) a year makes the former head of investment banking at Swiss lender UBS one of Europe’s best paid bank executives.

UniCredit had said its board would review the CEO’s pay based on 2022 earnings, noting that European Union rules capping variable compensation at up to twice the fixed salary made it impossible to reward outperformance.

Starting from a higher fixed salary of 3.25 million euros versus 2.5 million previously, the new system ties a higher overall pay of up to 9.75 million euros to the bank’s ability to beat targets set for 2023, the document showed, confirming what sources had told Reuters.

But a lower variable component than last year, ensures that in hitting the targets Orcel would get in 2023 the same compensation as in 2022.

The variable component will be paid all in shares and deferred to 2030, UniCredit said.

“The salary increase is not immaterial but it was necessary to create a proper system of incentives in the ‘pay-for-performance’ spirit driving other changes within the bank,” UniCredit said.

Underperformance curtails the pay package more than in the past.

After Spain’s Santander withdrew its offer to make him CEO, Orcel in Aprile 2021 took the reins of Italy’s second-biggest bank, which had been through years of restructuring to clean up its balance sheet and rebuild capital reserves.

A hard-charging executive, he vowed to end an era of “active retrenchment” and went on to de-centralise decision making to speed up the response to clients’ needs.

Helped like other lenders by higher interest rates but also able to grow net fees slightly despite tough markets, UniCredit posted its best net profit in a decade in 2022.

UniCredit shares have gained 42% this year, against a 19% rise in Europe’s banking index.

Orcel, who forfeited millions of euros in deferred compensation from UBS in joining UniCredit, narrowly dodged a shareholder revolt on his arrival over his pay, which was double that of his predecessor and included a 4.8 million euro sign-on bonus unrelated to performance.

Since then, UniCredit’s share price has more than doubled, adding nearly 20 billion euros to the bank’s market value and ensuring its return this week into the euro zone’s blue-chip index Euro Stoxx 50 after seven years.

UniCredit has also increased capital distribution to shareholders by 40% in 2022 and is paying out 5.25 billion euros as dividends and, mainly, share buybacks. ($1 = 0.9369 euros)

(Reporting by Valentina ZaEditing by Keith Weir and Diane Craft)

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