6.7 SHARE-BASED PAYMENT

Performance-based share award plan

At 2017 year-end, Ferrovial had two remuneration systems in place for directors, consisting of the performance-based award of shares:

• Three-year plan approved by the Board of Directors on 19 December 2012: this plan consists of the delivery of shares of the Company. The total number of shares that can be granted annually under the plan may not exceed 1,900,000, representing 0.26% of the Company’s share capital, and eligibility for the plan is conditional upon employees having at least three years’ service at the Company (barring special circumstances) and upon the achievement during this period of ratios calculated on the basis of EBITDA as a percentage of net productive assets, cash flows from operating and investing activities and total shareholder return with respect to a comparable Group.
• Three-year plan approved by the Board of Directors on 29 October 2015 consisting of the delivery of shares of the Company. The annual cost of the plan may not exceed EUR 22 million The terms and conditions concerning award and duration are similar to those of the plan explained above: this plan will be linked to at least three years’ service at the Company (barring special circumstances) and to the achievement during this period of ratios calculated on the basis of EBITDA as a percentage of net productive assets and total shareholder return in relation to a comparable Group. The plan is intended for executive directors, senior executives and executives. The application of this plan to executive directors was authorised at the Company’s Annual General Meeting held on 4 May 2016. Per the notification issued to the CNMV on 1 March 2017, the date of allocation of units for 2017 to the executive directors for the purpose of calculating the duration and terms and conditions of the aforementioned plan was 15 February 2017.

There were 3,212,739 shares outstanding at 31 December 2017 relating to these two plans.

The changes in the aforementioned remuneration schemes in 2017 and 2016 are summarised as follows:

These share award plans include the plans described above in Note 6.6. on remuneration of executive directors and senior executives.

In 2017 the staff costs recognised at the Group in relation to these remuneration schemes amounted to EUR 18 million (2016: EUR 17 million) with a charge to equity.

These plans were accounted for as futures and, therefore, the value of the foreseeable dividends up to the delivery date is discounted to the value of the shares at the grant date, using a rate of return equal to the average cost of borrowings over the share award period, and they are equity settled and, therefore, they are measured when granted and the initially calculated value thereof is not re-estimated. The related amounts are recognised under “Staff Costs” with a credit to reserves