Investor Presentation: Vale's AGM 2022 - COMPROMISSOS PÚBLICOS 2030 - Mziq
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COMPROMISSOS PÚBLICOS 2030
Investor Presentation:
Vale’s AGM 2022
1
isclaime
“This presentation may include statements that present Vale's expectations about future
Agend
events or results. All statements, when based upon expectations about the future and not
on historical facts, involve various risks and uncertainties. Vale cannot guarantee that such
statements will prove correct. These risks and uncertainties include factors related to the
following: (a) the countries where we operate, especially Brazil and Canada; (b) the global
economy; (c) the capital markets; (d) the mining and metals prices and their dependence
on global industrial production, which is cyclical by nature; and (e) global competition in the
markets in which Vale operates. To obtain further information on factors that may lead to
results different from those forecast by Vale, please consult the reports Vale files with the
U.S. Securities and Exchange Commission (SEC), the Brazilian Comissão de Valores
Mobiliários (CVM) and in particular the factors discussed under “Forward-Looking
Statements” and “Risk Factors” in Vale’s annual report on Form 20-F.”
“Cautionary Note to U.S. Investors - The SEC permits mining companies, in their filings
with the SEC, to disclose only those mineral deposits that a company can economically
and legally extract or produce. We present certain information in this presentation,
including ‘measured resources,’ ‘indicated resources,’ ‘inferred resources,’ ‘geologic
resources’, which would not be permitted in an SEC filing. These materials are not proven
or probable reserves, as defined by the SEC, and we cannot assure you that these
materials will be converted into proven or probable reserves, as defined by the SEC. U.S.
Investors should consider closely the disclosure in our Annual Report on Form 20-K, which
may be obtained from us, from our website or at http://http://us.sec.gov/edgar.shtml.”
Agend
1. About Vale
2. Roadmap for Long-Term Value Creation
3. Cultural Transformation and ESG Advancements
4. Board Nominees
5. Management Remuneration – Pay for Performance
6. Final remarks
3
About Vale 4
Vale S.A. Proxy Season 2022
Brumadinho triggered significant changes
▪ Immediate response ▪ Audit Committee ▪ 60% of independent
▪ Creation of Independent ▪ Chief Compliance Officer Board members
Advisory Committees ▪ Creation of the Nomination ▪ BoD individual election
▪ New CEO Committee ▪ Cumulative voting
▪ New Safety and Operational ▪ EoR¹ role ▪ Nomination
Excellence Office Committee
2019 2020 2021 2022
AGM
▪ Multi-layered risk mgmt model ▪ Vale’s response to ▪ Vale’s Purpose ▪ 23% of upstream
▪ 2030 commitments COVID-19 pandemic ▪ Brumadinho Global dams eliminated
▪ First dam eliminated Settlement
▪ Scope 3
reduction target
¹ EoR stands for Engineer of Record.
5
Vale S.A. Proxy Season 2022
Vale’s cultural reset
6
Roadmap for Long-
Term Value Creation
7
Vale S.A. Proxy Season 2022
Strategic roadmap to unlock value to Shareholders
Re-rating
Reshaping
Reshaping
De-risking ▪ Benchmark in safety
▪ Best-in-class reliable operator
▪ Focus on core business
▪ Brumadinho ▪ Talent-driven organization
▪ Elimination of cash drains
▪ Mariana ▪ Leader in low carbon mining
▪ Accretive growth opportunities and ESG practices
▪ Dam safety
▪ Cost efficiency ▪ Reference in creating and
▪ Production resumption
sharing value
Sound cash flow generation
Discipline in capital allocation
8
Vale S.A. Proxy Season 2022
De-risking
Brumadinho, a fair and quick reparation
~45% of total payments 1 communities 99%
Income Transfer Program for local 99% of
of the
the victims
victims
as per the Integral
Projects Reparation
demanded Agreement
by the affected communities with at least
with at leastone
onefamily
family member
member withwith
indemnification
Water security for the affected region indemnification
settlement settlement
Cash outflow - Reparation Agreement1,2 - US$ billion Individuals with indemnification agreements³
45% disbursed until Mar/22 in thousands
0.7
2.9
4.7
3.8 12.9
1.4 1.3 4.6
1.0 0.9
0.8
0.6 0.5
Before 2021 2022 2023 2024 2025 20264 Total 2019 2020 2021 2022 2019-22
2021 2022-26
¹ Considers the agreement’s economic value of R$ 37.7 billion in February 2021, adjusted by the inflation. Payments include previous disbursements and is net of judicial deposits. ² Amounts stated include inflation and do
not include discount to present value, considering average BRL/USD exchange rates in 2019 of 3.95, in 2020 of 5.2 and of 5.4 for 2021 and 5.6 onwards. It does not include individual indemnification nor incurred expenses. ³
Individuals covered by indemnification agreements entered into with Vale until March 18, 2022. 4 Comprises US$ 0.5 billion of inflation adjustments related to performance obligations which projects timeline are not defined
by the agreement.
9
Vale S.A. Proxy Season 2022
De-risking
Mariana reparation: relevant progress through Renova Foundation
19.5 billion
R$ 20 bn disbursed by Renova until 2021 126 housing solutions¹ by the end of
disbursed by Renova since 2015budget for 2022 2021, including 47 houses rebuilt;
and R$ 10.5 bn approved Resettlement
Until 2023, a total of 521 housing
solutions will be delivered.2
Cash outflow
R$ billion Quality of water similar to the prior dam
breach
11 Water Quality Working with authorities to allow for
fishing resumption
8 30
3
3 Discussion with stakeholders to
2 Renova
1 2 accelerate programs execution under
Programs
15&16 2017 2018 2019 2020 2021 2022E Total the existing agreement framework
¹Including 68 letter of credits, 47 houses rebuilt and other 11 solutions (land, refurbished houses and others) in Bento Rodrigues and Paracatu.² Until December 2023, Renova Foundation expects to deliver 521 housing
solutions, including 410 housesrebuilt, houses refurbished or plots of land and 111 lettersof credit. Considering the processes in which there is no interruption or stoppage requested by the families.
10Vale S.A. Proxy Season 2022
De-risking
Eliminating upstream dams and improving dam safety
Eliminated upstream structures1,2,3 Structures at emergency level No dam at
Unit per year No. of structures critical safety
condition by
3
2025
40% 60%
5 35 33
4 31 29
3 3
3
7 8 6 3
7
1
2 9
24 22 22 19
30 4
4
5
5
2020 jan-21 dec-21 mar-22 dec-25E
Level 1
7
Level 2
2021A 2022E 2024E 2025E 2026E 2027E 2029E 2035E Total Level 3 (critical safety conditions)
¹ The same heightening method deployed at B1 dam, collapsed in Brumadinho. ² Comprises dams, dikes and drained stacks. ³ Changes since the 2021 Vale Day: Monjolo drained stack postponed from 2025 to 2027 and
Vale das Cobras drained stack postponed from 2025 to 2026; Diques 1A and 1B postponed from December 2023 to 2024; Group from 2024 to 2025.
11Vale S.A. Proxy Season 2022
De-risking
Working towards being a zero-fatality company
Reduction of high-potential recordable injuries Total recordable injury frequency rate (TRIFR²)
N2 - absolute values¹
-37%
63
Target
3.48
2.25 1.98 1.41
2018 2019 2020 2021
35
66
57 TRIFR² - 2020 comparison in mining
25
44 Peer compared to Vale
15 +62%
29 +34%
10 +8%
-7%
5
0 2.65 3.21
1.98 1.84 2.14
2018 2019 2020 2021 2022 2023 2024 2025
Vale Peer 1 Peer 2 Peer 3 Peer 4
¹ Includes own employees and third parties. ² TRIFR calculated based on one million hours worked.
12Vale S.A. Proxy Season 2022
De-risking
Strengthening risk management through HIRA¹
▪ Replacement of liquid
chlorine by bleach
100% of Vale’s Scope
sites assessed 72 ▪ Replacement of liquid
7
propane storage in
Risk identification large volumes by on-
850 potential material
demand natural gas
unwanted events 597 253
2,172 immediate Risk treatment
actions 1,298 874 Canada
Risk monitoring Mozambique
8,750 critical
controls 6,757 1,993
2020 2021 ▪ Reduction of
ammonium nitrate
inventory
¹ Hazard Identification and Risk Assessment.
13Vale S.A. Proxy Season 2022
De-risking
Path to recover production: 2022 guidance drivers
Iron ore production Copper production Nickel production
Mt kt kt
320-335 330-355 175-190
297 168
316
2021 2022E 2021 2022 2021 2022
▪ Improvement of S11D performance with ▪ Stable production at North Atlantic ▪ Stable production at North Atlantic
jaspilite crushers and mobile crushers mines (Sudbury + Totten ramp up) mines (Sudbury + Totten ramp up)
▪ Higher quality product portfolio ▪ Improvement in Salobo mine ▪ New projects: VBME and CCM 1
movement and startup of Salobo 3
▪ Tailings’ filtration plants and start-up of ▪ Onça Puma stabilization
Torto dam and raising of Itabiruçu dam ▪ Planned maintenance at Sossego
▪ PTVI furnace rebuild
(taking capacity to 370 Mtpy)
14Vale S.A. Proxy Season 2022
Reshaping
Leaner portfolio set up for growth
Divestment of non-core assets Pipeline of projects
Concluded since Vale Day 2020 Iron Ore capacity Copper production Nickel production
VNC Mtpy ktpy ktpy
Manganese Ferroalloys 450 450+ 200-220
Growth 184 Grow th
340 Replacement/ 360 Growth
Mosaic Resumption Replacement²
CSI Replacement
Final completion
Moatize Baseline Future Baseline Future Baseline Future
(2021 year end) (2020) (2020)
Upcoming - Serra Sul +20 Mtpy - VBME (R) & CCM 1 (R) (ramping up)
- Salobo 3 +30-40 ktpy
- S11D +10 Mtpy - CCM 3&4 (R)
MRN - Alemão +60 ktpy
- Capanema¹ +18 Mtpy - Manitoba Ext. Ph.2 (R)
CSP - Victor (R)
- Gelado (R) - Victor (R)
- South Hub Ext. (R)
- Northern System N3 (R) - Onça Puma 2nd furnace +12-15 kt
(R) Replacement and resumption projects. 1 Net addition capacity of 14 Mtpy. ² Excluding CCM 1 and VBME projects which are ramping up
15Vale S.A. Proxy Season 2022
Re-rating
We are leading the sector towards a sustainable mining
2030 Commitments
Energy Climate change Reduce 15% of scope 3
100% global Reduce GHG
electricity emissions by 33% net emissions by 2035
consumption of and be carbon
clean energy neutral by 2050 Absolute scope 3 net emissions (MtCO2e)
Forest Social ambition -15%
Recover and
641
Lift 500,000
protect people out of 586
+500,000 ha extreme poverty
496
Water ESG gaps
Reduce new Eliminate main
water collection ESG gaps
by 10%
2018 2035 - BAU¹ 2035
1
BaU stands for business as usual. Scenario based on production of ~400Mtpy iron ore. Reduction target based on Science Based Target Setting tool for Scope 3, including offsets.
Note: Vale is also committed to revising its scope 3 target in 2025 and every 5 years, in order to reevaluate technological developments and global climate policy advancements.
16Vale S.A. Proxy Season 2022
Re-rating
Best-positioned to support and drive the energy transition
Iron Ore premium portfolio Low carbon base metals operations
Average Fe content Future Ni 2020, Sulphide producers finished nickel, CO2 Mt/t Ni cont.¹
%Fe 2020 30
15 Vale’s Canadian
63.6 Nickel refineries
60.8 60.4
57.8
0
0 330 660
Vale Peer 1 Peer 2 Peer 3
Cummulative Nickel production - kt
Seaborne supply by Fe grade Others
%, 2020 Cu 2020, Mt CO2/t Cu cont.¹
Peer 1, 2 and 3 Curve shows 1st production quartile 4 th Quartile 5.6 CO2/t Cu
Vale 4 3 rd Quartile 4.2 CO2/t Cu
Sossego 2 nd Quartile 3.3 CO2/t Cu
Salobo
19% 17% 3
66% 70% 2
59% 1
83%
7% 5% 0
28% 25% 22% 0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500
>66% 66-64% 64-60%Vale S.A. Proxy Season 2022
Re-rating
There are multiple ways to decarbonize and we are engaging with clients
on this journey
In 2021, Vale engaged with 20
clients representing 40% of
company’s scope 3 emissions
Potential client solutions
Dry
Green
concentration
briquette plants
plants
High-grade Biocarbon
products usage usage
Tecnored
Metallics
technology
Direct
Burden mix
reduction
optimization
technologies
¹ MoU stands for Memorandum of Understanding.
18Vale S.A. Proxy Season 2022
Re-rating
Investing in technology for a stronger performance
Integrated Remote Operating Control (iROC) Mine automation and continuous operations Autonomous equipment coupled with Surge
Loader & Ore Sorter
✓ Short interval control: adherence to plan and ✓ Mechanical rock excavator: potential to change ✓ Autonomous drills & trucks: remove people from
expedite problem solving underground hard rock mining in Canada risk, increase productivity and effective work time
✓ Minimize operational delays and expedite ✓ More continuous type process, aiming to increase ✓ Surge Loader with ore sorting: high-grading to
maintenance services productivity by 50% in underground development increase recovery
activities (less blasting, more time at face) ✓ Full implementation of the autonomous across
✓ Opportunity to increased production (>10%)
Base Metals for >5% asset productivity increase
✓ Undergoing trials at Garson mine in Sudbury
and ~ 5% reduction in GHG emissions
19Vale S.A. Proxy Season 2022
Re-rating
Committed to maintain solid shareholders’ return
Free cash flow returned to shareholder
US$ billion
Free cash flow returned to shareholder (%)
Share buyback 95%
Extraodinary dividends 19.0 Minimum
Through the cycle
Ordinary dividends dividend policy
5.5
Extraordinary
Return surplus cash
dividends
5.9
50% Share buyback
36% Attractive investment
4.3 4.0 program
1.0 3.3 7.6 0.51
0.9 0.72
1.4
1.9 - 2.4 2.82
2018 2019 2020 2021 1Q22
1 Considering share buyback program in year-to-date (February 24). 2 Considering dividends announced in February 24.
20Cultural
Transformation and
ESG Advancements
21Vale S.A. Proxy Season 2022
A significant cultural transformation is underway…
2019 2020 2021 2022
• Cultural Diagnosis • Purpose defined by leaders • Purpose activation • Purpose fully reflected in
the strategy
• Defined aspiration • Culture & VPS² integrated • Culture & VPS: single goal
• Frontline Leaders - Cultural
• Leadership Awareness • Senior Leadership activation • Reinforced communication Transformation’s protagonists
• Review of key standards • Influencers network activation • Tailored transformation at VP • Site-centric approach –
• Exec Co. development to • People Management Tools &
areas tailored
model the change Targets • Measuring organizational and • Measurement evolution
individual impact (Echoes Pulse)
• DE&I¹ Statement • DE&I take-off
• DE&I scaling up • Digital Inclusion
Learning together
¹ D&I stands for Diversity & Inclusion. ² VPS stands for Vale Production System, Vale’s management model.
22Vale S.A. Proxy Season 2022
… and brought improvements to our ESG practices
2019 2022
Environmental
▪ 2030 agenda revised ▪ Scope 1, 2 and 3 ▪ Climate Change report
▪ Industry leader targets ▪ ISO 14001 certification
renewable energy ▪ Non-GHG targets (ongoing)
Social
▪ +300 community ▪ Formal Human ▪ Increasing female
relationship plans Rights Due workforce
under execution Diligence Process ▪ Social ambition
Governance
▪ Independent Board ▪ Nomination Committee ▪ ESG Gaps Action Plan
majority, including ▪ CCO and Audit ▪ Compensation based on
Chairman Committee ESG targets
23Vale S.A. Proxy Season 2022
True corporation governance practices
Chairman of the Board of Directors
Individual election of the Board of Directors
is independent
Chairman and Vice-Chairman of the 8 out of 13 Board of Directors members are
Board elected by the General Meeting independent
95% attendance rate at the Board of Additional criteria for determining the
Directors meetings independence of Board members
Nomination Committee defines list of
Audit Committee is 100% independent
nominees to the Board of Directors election
24Vale S.A. Proxy Season 2022
Our governance model
clearly defines the
principles and roles,
allowing transparency
and stability
25Vale S.A. Proxy Season 2022
Significant outreach and engagement with investors
Key Areas
Participants Activities
Strategic agenda, critical issues and governance
25 meetings with institutional investors, included in 2 ESG roadshows since investiture.
Chairman of the Board, Investor Relations
Responding to formal correspondence from investors.
Amendments to Bylaws (prior to the EGM held in March 2021)
Independent members of the Nominating Committee,
Virtual roadshow with investors and proxy advisors.
Independent Board members, Investor Relations
Election of the Board of Directors (prior to the AGM held in April 2021)
Independent members of the Nominating Committee,
30 meetings with Vale's major shareholders and proxy advisors.
Independent Board members, Investor Relations
Strategy, finance and operational performance
Quarterly results teleconferences.
CEO
659 calls, 1x1 meetings and events with investors, proxy advisors, ESG rating agencies.
CFO
36 virtual conferences organized by financial institutions.
Executive Officers
Meetings with debt holders and rating agencies.
Investor Relations
Analyst and Investor Tour, Vale Day, roadshows.
Environmental, Social and Governance
CEO 91 calls, 1x1 meetings and events with investors, proxy advisors, ESG rating agencies.
CFO 3 ESG webinars addressing Governance, Climate Agenda and Risk Management.
Executive Officers 3 ESG virtual conferences organized by financial institutions.
Sustainability team 41 questionnaires and letters answered.
Investor Relations 3 meetings (including shareholders and debenture holders).
Climate Agenda
Climate Change Meetings, letters and response to questionnaires for initiatives and stakeholders focused on
Investor Relations climate change (CDP, CA100+, TCFD, among others).
26Vale S.A. Proxy Season 2022
We heard and we responded
Risk Structure Board Nomination Compensation Transparency
We heard that we should We heard that the Nomination We heard that adoption of the We heard that our ESG
reinforce our risk structure Committee must nominate members malus clause should occur in disclosure could Improve
We responded by establishing to the board conjunction with the clawback policy We responded by launching
the Audit Committee in March 2020, We responded by establishing We responded by adopting the ESG Portal, disseminating the
composed of specialists and a Nomination Committee and the clawback policy from 2021, in Proxy Statement, issuing a Tax
appointing a Compliance Officer Nomination Policy addition to the malus clause Transparency Report and preparing
the first Integrated Report
Gender Balance Member by Member Election Board Independence Climate Change
We heard that we should We heard that the Board of We heard that our Board should We heard that we must be
increase the % of women in the Directors should be elected member be composed by an independent bolder in our climate change goals
workforce by member and not on a slate majority We responded by setting
We responded by setting a We responded by amending We responded by adopting goals for scope 1, 2 and 3, in line
goal of doubling the female the Bylaws to provide for individual that at least 7, out of 13 members, with the Paris Agreement and putting
presence from 13% to 26% by 2030 election will be independent forth our best efforts to stay below
and we have already reached 18.7% 2oC, for carbon neutrality by 2050
in 2021 (scope 1 and 2)
27Board Nominees 28
Vale S.A. Proxy Season 2022
2022 Election of the Board of Directors
Vale's Board of Directors was elected in the 2021 AGM for a term of office of 2
years (2021-2023)
2021 Board of Directors election occurred under cumulative voting process,
requested by shareholders
Considering the resignation of one of the Directors during the term of office, the
AGM of 2022 will perform the election of the BoD, in order to complement the
2021-2023 term
Nominating Committee was adopted and recommended the continuity of the
current composition of the Board of Directors
29Vale S.A. Proxy Season 2022
Nominees to the Board of Directors
Board member Age Since Advisory Committees¹
CINOV
CFIN
CSUS
CPRG
CEOR
CN
COAUD
BoD in other
listed
Board member Age Since Independent companies
José Luciano Duarte Penido (Chairman) 74 May/19 Yes M M C -
Fernando José Buso Gomes (Vice-Chairman) 65 Apr/15 No C M 1
Daniel André Stieler 57 Nov/21 No M M -
Eduardo de Oliveira Rodrigues Filho 67 May/19 No M M -
Ken Yasuhara 44 May/21 No M -
Manuel Oliveira (Ollie) 70 Aug/21 Yes M C -
Marcelo Gasparino da Silva 51 May/20 Yes M C 3
Mauro Rodrigues da Cunha 50 May/21 Yes M M M 3
Murilo Cesar Lemos dos Santos Passos 74 Dec/19 Yes M 3
Rachel de Oliveira Maia 51 May/21 Yes M 3
Roberto da Cunha Castello Branco 77 May/21 Yes M C M 1
Roger Allan Downey 55 Dec/19 Yes C M 2
C - Coordinator
M - Member
For more information, please see www.vale.com/investors
¹ The acronyms stand for: CEOR - Operational Excellence and Risk Advisory Committee; CFIN - Financial Advisory Committee; CPRG - People, Compensation and Governance
Advisory Committee; CSUS - Sustainability Advisory Committee; CINOV - Innovation Advisory Committee; COAUD - Audit Advisory Committee; CN - Nominating Committee.
30Vale S.A. Proxy Season 2022
Skills matrix of Vale's Board of Directors
Management experience Functional experience Sector experience
Significant executive experience as CEO Risk and safety management ESG Mining
and/or Board member Significant experience and knowledge of risk and Significant experience and knowledge of the Significant experience and knowledge of the mining
Prior successful experience as CEO and/or safety management in organizations with socioenvironmental and governance areas, in industry, preferably the iron ore
member of Boards of Directors for a significant a risk profile compatible with that of natural integrity and compliance processes, preferably in business
period of time resources companies the natural resources industry. Desirable
experience on engagement with communities and
society
Extensive knowledge of the current business Operations management focused on the Finance and Portfolio - value driven and Steel and metallurgy
environment in Asia adoption of global best practices accountabilty for performance Significant experience and knowledge of the steel
Significant experience and knowledge of the Significant experience and knowledge of Significant experience and knowledge of the areas and metallurgical industries and their
current business environment in Asia, preferably in operational excellence, preferably in capital of corporate finance, capital allocation and asset value creation drivers
Vale's area of expertise and especially in China intensive industries portfolio management in large companies
Extensive knowledge of intitutional, Cultural transformation and talent Digital intelligence and new technologies Global chain logistics
government and regulatory relationships management Mindset for creating value through new Significant experience and knowledge of managing
Significant experience and knowledge of working Significant experience and knowledge related to technologies and digital intelligence and optimizing global supply chains
with the Government and Regulators, as well as in cultural transformation in large organizations;
corporate experience in talent management, including
compensation, and in aligning interests between
management and company stakeholders
Business innovation Commercial and trading
Significant experience and knowledge of innovation Understanding of the competitive
throughout Vale's value chain and in adjacent environment of current business
areas, supporting Vale's climate strategy and industry trends
For more information, please see www.vale.com/investors
31Vale S.A. Proxy Season 2022
Desired skills are strongly presented by the nominees
12 MEMBERS TERM AGE
N. of Directors % of Directors per age range
Average: 1.5 year Average: 63 years
5 5
8 Independent members
4 Non-independent
members 1 1
1 Woman 2 International
members 5 years
For more information, please see www.vale.com/investors
32Vale S.A. Proxy Season 2022
Desired skills are strongly presented by the nominees
For more information, please see www.vale.com/investors
33Management
Remuneration –
Pay for Performance
35Vale S.A. Proxy Season 2022
A highly experienced and diverse Executive Leadership Team
36Vale S.A. Proxy Season 2022
Vale improved its executive compensation policy…
Policy in 2018 Policy in 2022
Short-term Collective goals with a greater Greater relevance to collective goals
Compensation focus on financial results related to critical objectives for Vale
Long-Term Inclusion of ESG indicator in the long-term
Only one performance indicator (TSR¹) compensation and increased % in 2022 (25%
Incentive ESG / 75% TSR)
Compensation Mix of compensation with equal Increase of long-term component for greater
percentages between fixed installment, alignment with international market practices and
Mix short-term and long-term shareholder interest
Implemented in 2019, when the Board
Not applicable
Malus deliberates on reducing or eliminating variable
compensation payable, under certain conditions.
Implementation of the Clawback clause, allowing
the Board to deliberate on the return of variable
Clawback Not applicable
compensation amounts already paid, under
certain conditions.
¹ TSR stands for Total Shareholder Return.
37Vale S.A. Proxy Season 2022
… as reflected by the greater proportion of variable long-term
compensation
CEO Executive Officers
2019 2020 2021 2022F 2019 2020 2021 2022F
Fixed
27% 19% 11% 11% 33% 31% 29% 27%
Bonus
33% 24% 19% 18% 33% 31% 29% 27%
LTI
40% 57% 70% 71% 34% 38% 42% 46%
1 LTI stands for Long-Term Incentive.
38Vale S.A. Proxy Season 2022
Focus on collective indicators for improved teamwork in its 2022 Goals
Panel
Collective Targets
Executive Vice-Presidencies
Targets Short description CEO CFO S&EO Others
1. Economic/Financial EBITDA (adjusted) 25% 25% - 25%
Fixed expenses 10% 10% - 10%
Non-financial indicators
2. Safety Reduction of accidents involving potential fatalities 10% 10% 20% 10%
3. Risk management Identification and reduction of catastrophic risk scenarios 10% 10% 20% 10%
4. Sustainability, diversity, equality Developing safety management in communities and 10% 10% 15% 10%
and inclusion increasing female workforce and black leadership at Vale
5. Vale management model - VPS Advancing with the VPS implementation 10% 10% 20% 10%
Specific targets
Individual targets Defined for each executive 25% 25% 25% 25%
Total 100% 100% 100% 100%
39Final remarks 40
Vale S.A. Proxy Season 2022
Evolution of Vale’s governance towards excellence
Alignment with best international governance practices, with individual
elections and high independence level
Close Board of Directors oversight, such as global risk matrix, climate
change, reparation, business strategy
Maintenance of the Board composition, valuing a long professional history,
extensive knowledge of Vale
Compensation aligned with market practices and shareholder's interest
Cultural transformation is progressing with a clear and actionable plan
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