Metsä Board Oyj: Metsä Board's Board of Directors has resolved on executives' and key employees' performance share plan

The Board of Directors of Metsä Board has resolved to continue the performance share plan directed to group executives. The purpose of the plan is to align the objectives of the shareholders and executives in order to increase the value of Metsä Board, to commit the executives to perform the mutual strategy and to offer them a competitive reward plan based on share ownership.

The share plan 2020-2024 consists of three performance periods, namely calendar years  2020-2022, 2021-2023 and 2022-2024. The Board of Directors determines the performance criteria and related target levels at the beginning of each performance period. Reaching the targets set for the performance criteria shall determine the proportion of the maximum reward payable to the executives. The potential reward for the performance period 2020-2022 is based on the development of Metsä Board's (50%) and Metsä Group's (50%) Return on Capital Employed (ROCE, %), as determined by the Board of Directors. The Board of Directors is entitled to reduce the rewards fully or partly if defined earnings or equity ratio criteria are not met, or if the reward should exceed the maximum reward limit defined for each executive individually.

The reward consists of a proportion to be paid in Metsä Board Corporation's series B shares and a cash proportion. The cash proportion refers to an amount  used to cover the taxes to be withheld from the reward. The proportion paid in shares refers to the net reward after the withholding of taxes and other expenses payable for the reward. The potential reward shall be mainly paid in the spring following  the end of the performance period. The performance period is followed by a two-year restriction period, during which executives are not allowed to sell or otherwise transfer the shares received. Should executive's employment end during the performance or restriction period, executive shall principally lose the right to reward.

At the beginning of the performance period 2020-2022, the plan covers 25 participants, including the members of the Executive Management Team as well as other key employees  of Metsä Board. The rewards to be paid on the basis of the plan for the performance period 2020-2022 will amount to 590 788 shares (gross). The final amount of the reward consists of Metsä Board Corporation's series B shares as well as the taxes and other expenses payable for the reward. The estimated market value of the plan's first performance period, including taxes and other expenses, is approximately EUR 3.6 million.

METSÄ BOARD CORPORATION

Board of Directors