Set out below are the details of the remuneration arrangements provided to Murray Auchincloss in connection with him stepping down as CEO and as an executive director effective from 18 December 2025. These arrangements are consistent with the company’s shareholder approved directors’ remuneration policy (“policy”).
Murray Auchincloss’s service contract provides for a 12-month notice period. Notice commenced on 18 December 2025 and he will therefore remain an employee on his existing terms until 17 December 2026. During this period, he will continue to receive his contractual salary and benefits.
Murray Auchincloss will remain eligible for a pro-rata annual bonus in respect of his service as CEO in the 2025 financial year, subject to the achievement of the relevant performance conditions. 33% of any 2025 bonus will be deferred into bp shares in line with the policy. He will not be entitled to a bonus for any part of the 2026 financial year.
His unvested performance share awards under the EDIP will be pro-rated to 17 December 2026 but will continue to vest on their normal dates subject to the achievement of the relevant performance conditions. The resulting shares are subject to a 12-month holding period following vesting. Vested shares already in a holding period will be released 12 months following his leaving date, i.e. 17 December 2027, or on their original release date, if earlier. His deferred bonus share awards under the EDIP will vest in full on the normal dates.
Bonus and share awards will continue to be subject to the company’s malus and clawback policy.
Murray Auchincloss will also be entitled to receive ongoing tax filing support in respect of any trailing income from the company and a contribution towards his legal fees incurred in connection with him stepping down. He will continue to be covered by D&O insurance and will benefit from an indemnity in respect of third-party liabilities.
The above information is provided pursuant to section 430 (2B) of the Companies Act 2006. Further disclosure (including on the quantum of any bonus payment and the level of vesting of the performance share awards) will be included as required in the company’s directors’ remuneration reports.