Compensation Discussion & Analysis

 The Board recommends a vote FOR approval of the advisory vote on executive compensation.

An authentic partnership culture is Barrick’s most distinctive and sustainable competitive advantage. We are a Company of owners who take responsibility, hold each other accountable, work with a sense of urgency, and always seek to improve.

Compensation at Barrick rewards execution on our over-arching vision: to be the world’s most valued gold mining business by finding, developing, and owning the best assets, with the best people, to deliver sustainable returns for our owners and partners. In keeping with our partnership culture, we have created a compensation system in consultation with our shareholders that is designed to drive deep emotional and financial ownership among our Named Partners and Executive Chairman, now and over the long-term. This has helped reinvigorate the partnership culture that drove Barrick’s early success. Our leaders are not merely aligned with owners – they are owners.

Key highlights of our compensation system:

  • A significant portion of executive compensation is long-term in nature, in the form of Barrick Shares or units that convert into Barrick Shares.
  • Leaders are subject to market-leading share ownership requirements.
  • Performance is evaluated based on short-term and long-term measures chosen to drive the highest levels of performance and execution, and disclosed to our shareholders in advance of each year.
  • We aim to attract, retain, and motivate exceptional talent.

The following sections provide an overview of our approach to compensation for our 2019 NEOs, the compensation decisions that we made based on performance, as well as the processes and safeguards we have in place to ensure that our compensation programs do not encourage unnecessary and excessive risk-taking.

2019 Named Executive Officers

This Circular reports the compensation paid to our NEOs in 2019:

John L. Thornton Executive Chairman
D. Mark Bristow President and Chief Executive Officer
Graham P. Shuttleworth Senior Executive Vice-President, Chief Financial Officer
Kevin J. Thomson Senior Executive Vice-President, Strategic Matters
Mark F. Hill Chief Operating Officer, Latin America and Asia Pacific
In this Circular, we refer to our President and Chief Executive Officer; Senior Executive Vice-President, Chief Financial Officer; Senior Executive Vice-President, Strategic Matters; and Chief Operating Officer, Latin America and Asia Pacific as Named Partners. The Executive Chairman is an NEO but not a Partner.