As a global enterprise, Vale’s remuneration policies for senior leadership are aligned with internationally recognized best practices, and include ESG metrics for Executive Committee remuneration.

Our remuneration practices also reflect the complexity and scale of our operations, which require members of management to have an in-depth understanding of the business and the market, as well as dedication commensurate with their responsibilities. 

Under our Bylaws, the overall remuneration of members of the Executive Committee, the Board of Directors, the Oversight Board, and advisory committees is established in Annual General Meetings.  

Click on the buttons below to navigate the page:

The Board of Directors, supported by the People & Remuneration and Nomination & Governance committees, reviews and annually presents compensation proposals to shareholders for review and approval.  

These proposals align with global market practices and support our short and long-term strategies, optimal shareholder returns, and the sustainability of the business. 

Members of the Board of Directors, their advisory committees, and the Oversight Board receive fixed compensation that is benchmarked against peers and international practices to ensure it is competitive and consistent with the competencies required. No bonuses, variable remuneration, or other direct or indirect benefits are paid. Directors are entitled to life and personal injury insurance, as well as travel expenses for meetings.  

Executive remuneration is guided by our Directors Policy, which was approved by the Board of Directors in 2024 and has introduced a number of enhancements since 2020. These include a remuneration mix aligned with international practices, with a greater allocation in long-term variable remuneration and  malus and clawback rules. 

Our Executive Committee does not have a mandate to approve its own remuneration, nor is it responsible for setting targets and parameters for variable remuneration. Enterprise-wide remuneration practices are the responsibility of Human Resources, which has recently introduced a number of new policies and practices, including a living wage policy (read more in Our People).  
In 2025, our total annual remuneration, not including payroll charges, for statutory members of the Executive Committee, the Board of Directors, the Fiscal Council, and Advisory Committees, was: 

Remuneration of administrators – amounts without charges¹

Variation

Amounts in Reais (R$)  2024  Approved  Expected 2025³ R$ %
Board of Directors 
 19,813,600
 20,096,400
282.800
1,4%
Advisory Committees² 
3,241,600
3,160,267
(81.333)
-2,5%
Oversight Board 
1,764,468
1,882,966
118.498
6,7%
Executive Committee 
198,232,179
170,249,630
27.982.548
-14,1%
Total
223,051,847
195,389,263
(27.662.583)
-12,4%
¹ Amounts presented on an accrual basis.
² Includes remuneration due to full and alternate members of the Board of Directors for participation in committees.
³ Subject to approval at the Ordinary and Extraordinary General Meetings to be held on April 30, 2025.

Main components of remuneration for the Board of Directors, Advisory Committees and Oversight Board1 

Board of Directors 

Monthly fixed remuneration. The sole alternate member of the Board receives the fixed component when participating in a Board meeting, replacing the employee-elected member.  
Advisory committees to the Board Of Directors 
These committees receive only monthly fees consistent with the scope of each Committee's responsibilities.  

Fiscal Council

The remuneration of the Fiscal Council corresponds to at least 10% of the average fixed remuneration attributed to the members of the Company's Executive Committee on a monthly basis, and may be adjusted in accordance with market practices identified in periodically contracted surveys.
1. No governance bodies receive short or long-term variable remuneration.  

Good practices in Executive Committee compensation 

  • Minimum shareholding requirement: 36x monthly fee for the President and 24x monthly fee for Executive Vice Presidents
     
  • Adoption of Malus and Clawback rules for suspension or return of variable remuneration in cases of exceptional severity
     
  • Structured individual performance assessment process in a 360º format, in line with market practices and the Company's strategic plan
     
  • Significant weight of ESG (environmental, social & governance) metrics in short- and long-term variable remuneration, in line with Vale's ambition to be a leader in sustainable mining
     
  • Short-term compensation focused on strategic objectives and greater concentration on collective goals, encouraging mutual collaboration
     
  • Technical Executive Vice President and teams responsible for health, operational safety, dam management and risk management without goals linked to short-term financial results
     
  • Capital allocation goals, process-related safety events, black people in leadership positions, among others, aligned with Vale's ambitions and strategies
     
  • Long-term incentives that pay in real shares and pay “virtual dividends”, seeking to align management priorities with shareholders' vision
     
  • Performance share plan (PAV) aligned with international practices with TSR, ESG and ROIC metrics
     
  • Compensation mix aligned with the international market profile, with greater weight in long-term variable compensation
Minimum shareholding requirements: 36x the monthly fixed fee for the CEO and 24x the monthly fixed fee for Executive Vice-Presidents.
Adoption of Malus and Clawback rules under which the Company may suspend or request refund of variable compensation in exceptional cases.
Technical Executive Vice-President (responsible for operational safety and risk management) with no short-term financial performance targets.
Long-term incentives in real shares pay “virtual dividends,” helping to align senior management priorities with shareholders’ vision.
Compensation mix in line with international market profile, with a larger long-term variable compensation stake.
More complete individual performance assessment process (360° for the CEO and 180° for Executive Vice-Presidents).
Short-term compensation focused on the Company's strategic objectives, and greater focus on collective goals, encouraging joint collaboration and ownership mindset.
Inclusion of targets on capital allocation, process safety events, black leadership, among others, in line with Vale's ambitions and strategies.
High-stake ESG metrics on variable compensation, in line with Vale's ambition to lead in sustainable mining.
Performance shares plan (PAV) more aligned with international practices by including an internal value creation metric (ROIC - Return on Invested Capital).
Imagem placeholder Imagem placeholder
Onda

     Learn more