Rupert Soames to retire; appointment of Mark Irwin as CEO designate

12 September 2022

Serco announces that Rupert Soames has confirmed to the Board his intention to retire from the Company in September 2023, at which point he will be 64 and will have served Serco for over 9 years.  He will step down both from his role as Chief Executive and from the Board at the end of December 2022, and will be succeeded by Mark Irwin, who is currently the CEO of Serco's UK & Europe Division.  Mark has been chosen by the Board after a rigorous selection process that involved both internal and external candidates.

Mark, 57, joined Serco in 2013, and between 2014 and 2020 successfully ran Serco's Asia-Pacific region, before moving from Australia to lead the UK & Europe Division.  Prior to Serco, Mark had leadership roles in several private equity portfolio businesses in the US and China, and also worked for eight years for GE in the US and Australia.

John Rishton, Chair of Serco, said: "I am delighted to be able to announce Mark Irwin's appointment as CEO designate of what is now a thriving and resilient business, following the successful turnaround led by Rupert Soames.  During our selection process it was clear that Mark's deep knowledge of Serco in the UK, Europe and Asia Pacific, as well as his prior experience working in the US and the tremendous results he has delivered for us in all his roles make him the ideal person to lead the Group through its next phase of growth.  On behalf of the Board, I also want to pay tribute to Rupert.  Serco is unrecognisable from the business that he joined in 2014.  Under his leadership, the business was stabilised, a clear strategy developed and executed, which has resulted in the strong and successful business it is today.  Rupert should be really proud of what he has achieved."

Rupert Soames said: "It has been the privilege of my working life to lead Serco for the last eight years, but it is now time for me to outsource myself.  My respect and admiration for the wonderful team of people at Serco, who work so hard to deliver superb public services and value for money for taxpayers, is unbounded.  As it is for Serco's customers, who are dedicated public servants facing the immense challenges of delivering high quality public services in difficult times."

Mark Irwin said: "I am delighted to be given the opportunity to lead Serco in the next stage of its development as one of the world's leading providers of public services.  With its unique Business-to-Government platform, international footprint, strong balance sheet and large and growing order book, Serco is well positioned to deliver superb public services, rewarding careers for colleagues and growing returns to shareholders."

Alongside Mark's promotion, Anthony Kirby will move from his role as Group Chief Operating Officer to become Chief Executive of Serco's UK & Europe business.  Anthony joined Serco as Group HR Director in 2017 and was promoted to Group Chief Operating Officer in 2020, in which role he led the development of many elements of Serco's Business-to-Government platform and has played a key role in delivering the Group's strong performance over recent years.

NOTES

Remuneration

Full details of Mark Irwin's remuneration as Group Chief Executive will be set out in the 2022 Annual Report.  His remuneration will be in line with the Group's approved Remuneration Policy, and the main elements will be:

On taking up the position of Group Chief Executive on 1 January 2023, Mark Irwin's basic annual salary will be £800,000.  This compares with the £850,000 basic annual salary of Rupert Soames.  He will receive pension contributions of 8%, in line with the wider UK workforce.  He will have the opportunity to earn a maximum of 175% of his basic annual salary in performance related short-term incentives; incentive awards over 100% of salary will be deferred into shares for three years.  He will have a maximum opportunity of 200% of his basic annual salary in performance-related long term incentive shares.

Rupert Soames will receive his contractual entitlement of 12 months' notice, starting at the date of this announcement.  From 1 January 2023 until the expiration of his notice period he will remain as a strategic adviser to the Group and a member of Serco North America's Board.  He will be entitled to receive a normal annual bonus in respect of 2022, and also be eligible to receive a pro-rated annual bonus in respect of his period of employment in 2023.  He will not be eligible to receive an award under the Group's long term incentive programme in respect of 2023.  As a retiree he will be treated as a "good leaver" for the purposes of Serco's share schemes and in accordance with the Group's Remuneration Policy.

Rupert currently owns over 5m Serco shares outright and significant further value in both unvested share schemes or shares vested but subject to post-vest holding periods.  As he approaches retirement from full-time executive life, and as part of prudent financial planning and portfolio management, he will be reducing his holdings in Serco shares but will retain interests well in excess of that required by the Group Remuneration Policy for at least the next three years.

In relation to Listing Rule 9.6.13R(1), Mark Irwin has no current directorships of publicly quoted companies and no such directorships in the previous five years other than those referred to above. In relation to Listing Rule 9.6.13R(2)-(6), there are no details to disclose in relation to Mark Irwin.

This announcement contains inside information.

Ends

For further information please contact:

Paul Checketts, Head of Investor Relations, tel: +44 (0) 7718 195 074 or email: [email protected]

Marcus De Ville, Head of Media Relations; tel: +44 (0) 7738 898 550 or email: [email protected]

About Serco

Serco is a leading provider of public services. Our customers are governments or others operating in the public sector.  We gain scale, expertise and diversification by operating internationally across five sectors and four geographies: Defence, Justice & Immigration, Transport, Health and Citizen Services, delivered in UK & Europe, North America, Asia Pacific and the Middle East.

More information can be found at www.serco.com

The person responsible for arranging the release of this announcement on behalf of Serco plc is David Eveleigh, Group General Counsel and Company Secretary.

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