7 Secrets of Highly Successful Global PlansSession E3: May 25, 2017 11:00 a.m. – 12:00 p.m.

Michael Boldt, Director, Executive Compensation, Ball CorporationJon Doyle, Managing Shareholder, International Law Solutions PC

Matt Connor, CEP, Senior Relationship Manager, SoliumDenise Glagau, Partner, Baker McKenzie

CPE Credits

Continuing Professional Education (CPE) • Credits are available!• You will receive one (1) CPE credit after attending this session.• You must attend the entire session to be eligible.• In order to earn the available credit(s) for this session, you must see the room

monitor before and after the session to get checked-in and out of the session.• Electronic certificates will be emailed to you a few weeks after the conference

with the cumulative number of credits earned

Solium is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. Web site: www.nasba.org

Agenda

• Develop good internal communications• Get back to basics / Communication as education • Treat grant agreement as form of communication• Use electronic delivery and acceptance • Provide tax summaries • Translate as appropriate • Review your communication strategy (regularly)

Communication Challenges for Global Plans

Ball Corporation

Company Background • Metal container and packaging provider for beverage, food and household

products• Aerospace technologies and services division• Founded in 1880• Headquarters in Broomfield, CO• 18,500 employees located in 30 countries• Traded on NYSE (ticker: BLL) since 1973

Share Programs• Annual grants of PRSUs, SSARs, NQSOs and long-term cash• RSUs for recruitment, retention, promotion• Non-Qualified ESPP

1. Develop Good Internal Communications• Need buy-in from all stakeholders

• Who are the stakeholders?

• What is the company’s philosophy on the share programs?

• Broad-based or limited grants? • Tax-qualified programs or plain vanilla programs?

• What is the company philosophy on communications?• Say as little as possible or “there’s no such thing as TMI”?

• Have a united front!

Stock Administration Legal Tax

Finance Human Resources

Employee CommunicationsPOLLING QUESTIONWhat method do you think is most effective for communicating with employees regarding equity plans/awards?

• Written communications (e.g., FAQs)• Email or phone advice lines• In-person presentations• Video• Social media

2. Get Back to Basics / Communication as Education• Make sure your employees know what they are giving them!

• It is not just about the grant and vest events – it is also important for employees to appreciate other points in the life of the award

• Consider your audience / generational differences • Use alternative forms of communication depending on your population:

Social Media Videos

In-Person Presentations FAQs

Email or Phone Advice

Lines

Grant AgreementsPOLLING QUESTIONWhat kind of grant agreement does your company use?

• One global grant agreement for all• US agreement / Non-US agreement• Region-specific agreements• Country-specific agreements• Executive / non-executive agreements

3. Treat the Grant Agreement as a Form of Communication• Take advantage of the grant agreement as a form of communication

(it is not just an obligatory legal document!)• Global individuals might not understand these documents

• Make them more accessible• Maximize other communications to enhance the understanding of the grant document

Electronic Delivery & Acceptance of Grant DocumentsPOLLING QUESTIONSHow do you deliver grant documents?

• Post on Solium Shareworks• Email documents to employee at workplace email• Snail mail documents to employee’s home• Hand deliver documents to employee at employee’s work location

How do you obtain acceptance of grant terms?• We don’t • Hard copy• Electronically

4. Use Electronic Delivery & Acceptance of Grant Documents• Utilize electronic delivery and acceptance of grant documents

• Follow best practices• Be aware of country-specific issues

• General • Consider whether any of your countries do not view electronic acceptance as a

valid method of agreeing to a contract and, if not, decide whether hard copy signatures should be obtained

• Consider whether any special terms of the grant require a hard copy acceptance (e.g., data privacy consent, tax withholding and payroll deduction authorizations)

Country ExamplesBELGIUM

Develop process for acceptance of option grants within or after

60 days of the offer date

ISRAELIf granting under a trustee plan,

ensure that your electronic process is acceptable to meet

deposit requirements

UKIf using NIC Joint Election, need HMRC approval for electronic

acceptance process

Tax SummariesPOLLING QUESTIONDo you provide tax summaries to employees?

• Yes, to all employees• Yes, to some employees• No

5. Provide Tax Summaries

• Don’t give tax advice, but…• Providing tax summaries / employee information supplements can be a great way to:

• Inform employees of tax consequence of the award• Disclose other consequences of the award• Communicate how the award works • Describe the benefit of the award

• This can also reduce the number of inquiries stock plan administration receives

• Practice varies a bit between public and private• Private companies are, increasingly, also providing tax disclosures to employees

TranslationsPOLLING QUESTIONDo you translate grant agreements?

• Yes, everywhere• Yes, some locations• No• Other documents (e.g., tax summary, FAQ, etc.)

6. Translate as Appropriate• If granting to executives only – English

only may be fine• For grants to broader / rank-and-file

populations, consider whether grantees speak English well enough to understand grant documents

• Even if plan / grant documents are provided in English only, consider whether other communications should be provided in local language

7. Review Your Communication Strategy (Regularly)

Your company and the world are changing at a fast pace… What works one year may not make sense a year or two later

Questions?

Contact Us

Michael BoldtDirector, Executive CompensationBall Corporationmboldt@ball.com

Jon DoyleManaging ShareholderInternational Law Solutions PCjdoyle@ilawsolutions.com

Matt Connor, CEPSenior Relationship ManagerSoliummatthew.connor@solium.com

Denise GlagauPartnerBaker McKenzie denise.glagau@bakermckenzie.com