Annual Report 2022

Annual Report 2022

Remuneration of the Individual Executive Board Members in 2022

The tables below show the individual remuneration of the serving members of the Executive Board in 2022.

They show the targets along with the achievable minimum and maximum figures, which corresponds to “benefits granted” (“gewährte Zuwendungen”) within the meaning of the German Corporate Governance Code in the version dated February 7, 2017 (“2017 Code”). They also show the prorated target remuneration (p.a.) for the annual allotments of long-term variable remuneration (MAB and LTP) even if the relevant bonus period/measurement period has not yet ended and they have not yet been paid out.

The tables also show the remuneration granted and owed in the fiscal year within the meaning of § 162 (1) sentence 1 AktG. Remuneration is reported as having been “granted” (“gewährt”) in the fiscal year if the (one-year or multi-year) activities on which it is based have been fully performed as of the end of that fiscal year, meaning that the remuneration has been earned, even if it is not received (i.e. paid out) until the following fiscal year. Remuneration “owed” (“geschuldet”) is remuneration that is due but has not (yet) been received. In contrast, the 2021 Remuneration Report was based on a different understanding of the terminology, which was strictly oriented on when the remuneration was received rather than when it was earned. The remuneration reported as granted in the fiscal year was the remuneration paid out or received in the reporting year. This understanding of the terminology will now be discontinued in line with developments in prevailing practice. Disclosing remuneration earned in the respective fiscal year ensures clearer, more transparent reporting and comparability of performance and remuneration during the reporting period. In particular, the Variable Bonus earned in a fiscal year can be compared against the results of operations for that fiscal year. To enable a comparison with the prior-year figures despite the changed understanding of the terminology, the prior-year figures in this remuneration report have been adjusted in line with the new approach.

In accordance with the new understanding of the terminology, remuneration granted and owed in the table below includes, in addition to base remuneration and ancillary benefits for fiscal year 2022, the 2022 Variable Bonus, for which the measurement period ended on December 31, 2022 and which will not be paid out until after the 2023 Annual General Meeting. In contrast, the LTP 2021–2024 is not shown, as its measurement period has not yet ended. The MAB and LTP Enterprise Value Component are only included if their measurement period ended in fiscal year 2022 or an advance was paid. This corresponds to “benefits received” (“Zufluss”) within the meaning of the 2017 Code.

The table below also shows the relative shares of fixed and variable remuneration. These shares also relate to the remuneration granted and owed in the relevant fiscal year within the meaning of § 162 (1) sentence 1 AktG. Therefore, they are therefore not comparable with the relative shares in the description of the remuneration system in accordance with § 87a (1) no. 3 AktG, which refer to the respective targets or, in the case of long-term variable remuneration, to the annual target values on a prorated basis (see “Remuneration structure and elements”). The tables also compare the maximum remuneration set by the remuneration system for the Executive Board members with the remuneration granted and owed in the reporting year. In accordance with § 162 (1) sentence 2 no. 7 AktG, it is explained that the maximum remuneration was adhered to for each member in 2022; however, a definitive statement is only possible in cases where the long-term variable remuneration is granted and owed.

Remuneration granted and owed to serving Executive Board members in accordance with § 162 (1) AktG

(in € thousand)

Vincent WarneryChairman of the Executive Board (since May 1, 2021)Date joined: February 15, 2017

 

 

Target remuneration and min./max.-remuneration

 

Granted and owned remuneration in accordance with § 162 (1) AktG

 

 

2021
Target amount

 

2022
Target amount

 

2022
(min. p.a.)

 

2022
(max. p.a.)

 

2021

 

Share

 

2022

 

Share

Base remuneration

 

841

 

1,000

 

1,000

 

1,000

 

841

 

11.9%

 

1,000

 

38.3%

Ancillary benefits and other remuneration

 

18

 

10

 

10

 

10

 

18

 

0.3%

 

10

 

0.4%

Total fixed remuneration

 

859

 

1,010

 

1,010

 

1,010

 

859

 

12.2%

 

1,010

 

38.6%

Variable Bonus

 

767

 

1,000

 

 

2,000

 

991

 

14.1%

 

1,604

 

61.4%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MAB (term 1/2020 – 4/2021)

 

33

 

 

 

 

2001

 

2.8%

 

 

— %

LTP 2021 – 2024 (term 1/2021 – 12/2024)

 

2,000

 

2,000

 

 

4,000

 

 

— %

 

 

— %

LTP – Enterprise Value Component (term 2/2017 bis 4/2021)

 

302

 

 

 

 

5,0001

 

70.9%

 

 

— %

Total variable remuneration

 

3,102

 

3,000

 

 

6,000

 

6,191

 

87.8%

 

1,604

 

61.4%

Total remuneration

 

3,961

 

4,010

 

1,010

 

7,010

 

7,050

 

100%

 

2,614

 

100%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

8,000

 

 

 

9,000

 

 

1

The long-term remuneration (LTP Enterprise Value Component und MAB) was settled for the period up to his appointment as CEO as of April 2021 and, therefore, granted in this amount in 2021. Payment took place following the 2022 Annual General Meeting.

Oswald BarckhahnMember of the Executive BoardDate joined: October 15, 2021

 

 

Target remuneration and min./max.-remuneration

 

Granted and owned remuneration in accordance with § 162 (1) AktG

 

 

2021
Target amount

 

2022
Target amount

 

2022
(min. p.a.)

 

2022
(max. p.a.)

 

2021

 

Share

 

2022

 

Share

Base remuneration

 

105

 

500

 

500

 

500

 

105

 

43.4%

 

500

 

44.4%

Ancillary benefits and other remuneration

 

64

 

169

 

169

 

169

 

64

 

26.4%

 

169

 

15%

Total fixed remuneration

 

169

 

669

 

669

 

669

 

169

 

69.8%

 

669

 

59.5%

Variable Bonus

 

63

 

300

 

 

600

 

73

 

30.2%

 

456

 

40.5%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LTP 2021 – 2024 (term 10/2021 – 12/2024)

 

310

 

1,550

 

 

3,050

 

 

—%

 

 

—%

Total variable remuneration

 

373

 

1,850

 

 

3,650

 

73

 

30.2%

 

456

 

40.5%

Total remuneration

 

542

 

2,519

 

669

 

4,319

 

242

 

100%

 

1,125

 

100%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

1,315

 

 

 

6,000

 

 

Astrid HermannMember of the Executive Board/CFODate joined: January 1, 2021

 

 

Target remuneration and min./max.-remuneration

 

Granted and owned remuneration in accordance with § 162 (1) AktG

 

 

2021
Target amount

 

2022
Target amount

 

2022
(min. p.a.)

 

2022
(max. p.a.)

 

2021

 

Share

 

2022

 

Share

Base remuneration

 

500

 

500

 

500

 

500

 

500

 

48.7%

 

500

 

52.2%

Ancillary benefits and other remuneration

 

179

 

10

 

10

 

10

 

179

 

17.4%

 

10

 

1%

Total fixed remuneration

 

679

 

510

 

510

 

510

 

679

 

66.1%

 

510

 

53.3%

Variable Bonus

 

300

 

300

 

 

600

 

348

 

33.9%

 

447

 

46.7%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LTP 2021 – 2024 (term 1/2021 – 12/2024)

 

430

 

434

 

 

836

 

 

—%

 

 

—%

Total variable remuneration

 

730

 

734

 

 

1,436

 

348

 

33.9%

 

447

 

46.7%

Total remuneration

 

1,409

 

1,244

 

510

 

1,946

 

1,027

 

100%

 

957

 

100%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

6,000

 

 

 

6,000

 

 

Thomas IngelfingerMember of the Executive Board (until June 30, 2022)Date joined: July 1, 2014

 

 

Target remuneration and min./max.-remuneration

 

Granted and owned remuneration in accordance with § 162 (1) AktG

 

 

2021
Target amount

 

2022
Target amount

 

2022
(min. p.a.)

 

2022
(max. p.a.)

 

2021

 

Share

 

2022

 

Share

Base remuneration

 

450

 

225

 

225

 

225

 

450

 

50.8%

 

225

 

9.4%

Ancillary benefits and other remuneration

 

18

 

6

 

6

 

6

 

18

 

2%

 

6

 

0.3%

Total fixed remuneration

 

468

 

231

 

231

 

231

 

468

 

52.9%

 

231

 

9.7%

Variable Bonus

 

350

 

175

 

 

350

 

417

 

47.1%

 

257

 

10.7%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LTP – Enterprise Value BVU (term 7/2014 – 12/22)

 

275

 

138

 

 

275

 

 

—%

 

1,3571

 

56.8%

LTP – Enterprise Value CVU (term 7/2014 – 12/22)

 

133

 

67

 

 

104

 

 

—%

 

5131

 

21.5%

LTP – Enterprise Value MVU (term 7/2014 – 12/22)

 

73

 

37

 

 

74

 

 

—%

 

331

 

1.4%

Total variable remuneration

 

831

 

417

 

 

803

 

417

 

47.1%

 

2,160

 

90.3%

Total remuneration

 

1,299

 

648

 

231

 

1,034

 

885

 

100%

 

2,391

 

100%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

p.a.

 

6,000

 

 

 

3,000

 

 

 

 

 

for the LTP (total term)

 

 

 

 

17,6002

 

 

1

The LTP Enterprise Value Component was settled, as per contract, as part of the termination of his appointment; the resultant amount will be due for payment after the 2023 Annual General Meeting. See also g) above.

2

The maximum remuneration set by the remuneration system contains the long-term variable remuneration with an annual maximum value on a prorated basis. Upon payment of such remuneration components, the maximum remuneration must therefore be increased by the total of the annual maximum values throughout the respective term for the purpose of verifying adherence to it. The amount shown here is thus the maximum remuneration for the granted LTP Enterprise Value Component over its full term. This LTP Enterprise Value Component was offered under the old remuneration system, meaning that the maximum remuneration set for the current remuneration system does not apply to it. The amounts are nevertheless shown for reasons of transparency; this shows that the maximum remuneration was adhered to.

Nicola D. LafrentzMember of the Executive Board/Labor DirectorDate joined: May 1, 2022

 

 

Target remuneration and min./max.-remuneration

 

Granted and owned remuneration in accordance with § 162 (1) AktG

 

 

2021
Target amount

 

2022
Target amount

 

2022
(min. p.a.)

 

2022
(max. p.a.)

 

2021

 

Share

 

2022

 

Share

Base remuneration

 

 

333

 

333

 

333

 

 

—%

 

333

 

48.8%

Ancillary benefits and other remuneration

 

 

60

 

60

 

60

 

 

—%

 

60

 

8.8%

Total fixed remuneration

 

 

393

 

393

 

393

 

 

—%

 

393

 

57.5%

Variable Bonus

 

 

200

 

 

400

 

 

—%

 

290

 

42.5%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LTP 2021 – 2024 (term 05/2022 – 12/2024)

 

 

304

 

 

572

 

 

—%

 

 

—%

Total variable remuneration

 

 

504

 

 

972

 

 

—%

 

290

 

42.5%

Total remuneration

 

 

897

 

393

 

1,365

 

 

—%

 

683

 

100%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

 

 

 

4,000

 

 

Zhengrong LiuMember of the Executive Board (until December 31, 2022)Date joined: July 1, 2014

 

 

Target remuneration and min./max.-remuneration

 

Granted and owned remuneration in accordance with § 162 (1) AktG

 

 

2021
Target amount

 

2022
Target amount

 

2022
(min. p.a.)

 

2022
(max. p.a.)

 

2021

 

Share

 

2022

 

Share

Base remuneration

 

500

 

500

 

500

 

500

 

500

 

50.2%

 

500

 

46.6%

Ancillary benefits and other remuneration

 

143

 

137

 

137

 

137

 

143

 

14.3%

 

137

 

12.8%

Total fixed remuneration

 

643

 

637

 

637

 

637

 

643

 

64.5%

 

637

 

59.4%

Variable Bonus

 

300

 

300

 

 

600

 

354

 

35.5%

 

435

 

40.6%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LTP 2021 – 2024 (term 1/2021 – 12/2022)

 

775

 

775

 

 

1,550

 

 

—%

 

 

—%

Total variable remuneration

 

1,075

 

1,075

 

 

2,150

 

354

 

35.5%

 

435

 

40.6%

Total remuneration

 

1,718

 

1,712

 

637

 

2,787

 

997

 

100%

 

1,072

 

100%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

6,000

 

 

 

6,000

 

 

Grita LoebsackMember of the Executive BoardDate joined: January 1, 2022

 

 

Target remuneration and min./max.-remuneration

 

Granted and owned remuneration in accordance with § 162 (1) AktG

 

 

2021
Target amount

 

2022
Target amount

 

2022
(min. p.a.)

 

2022
(max. p.a.)

 

2021

 

Share

 

2022

 

Share

Base remuneration

 

 

500

 

500

 

500

 

 

— %

 

500

 

32.9%

Ancillary benefits and other remuneration

 

 

572

 

572

 

572

 

 

— %

 

572

 

37.7%

Total fixed remuneration

 

 

1,072

 

1,072

 

1,072

 

 

— %

 

1,072

 

70.6%

Variable Bonus

 

 

300

 

 

600

 

 

— %

 

447

 

29.4%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LTP 2021 – 2024 (term 1/2022 – 12/2024)

 

 

1,300

 

 

2,600

 

 

— %

 

 

— %

Total variable remuneration

 

 

1,600

 

 

3,200

 

 

— %

 

447

 

29.4%

Total remuneration

 

 

2,672

 

1,072

 

4,272

 

 

— %

 

1,519

 

100%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

 

 

 

6,000

 

 

Ramon A. MirtMember of the Executive BoardDate joined: January 1, 2019

 

 

Target remuneration and min./max.-remuneration

 

Granted and owned remuneration in accordance with § 162 (1) AktG

 

 

2021
Target amount

 

2022
Target amount

 

2022
(min. p.a.)

 

2022
(max. p.a.)

 

2021

 

Share

 

2022

 

Share

Base remuneration

 

500

 

500

 

500

 

500

 

500

 

36.4%

 

500

 

10.6%

Ancillary benefits and other remuneration

 

472

 

1,5151

 

1,5151

 

1,5151

 

472

 

34.3%

 

1,5151

 

32.1%

Total fixed remuneration

 

972

 

2,015

 

2,015

 

2,015

 

972

 

70.7%

 

2,015

 

42.7%

Variable Bonus

 

300

 

300

 

 

600

 

403

 

29.3%

 

456

 

9.7%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MAB (term 1/2019 – 12/2024)

 

500

 

500

 

 

600

 

 

—%

 

1,5002

 

31.8%

LTP 2021 – 2024 (term 1/2021 – 12/2024)

 

600

 

600

 

 

1,200

 

 

—%

 

 

—%

LTP – Enterprise Value BVU (term 1/12 – 12/2024)

 

 

 

 

 

 

—%

 

7503

 

15.9%

Total variable remuneration

 

1,400

 

1,400

 

 

2,400

 

403

 

29.3%

 

2,706

 

57.3%

Total remuneration4

 

2,372

 

3,415

 

2,015

 

4,415

 

1,375

 

100%

 

4,721

 

100%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

6,000

 

 

 

6,000

 

 

1

This includes an advance of €1,000 thousand on the reappointment bonus of Ramon A. Mirt; see also d) above.

2

An advance was granted in this amount on the MAB; see also f) above.

3

An advance was granted in this amount on the LTP Enterprise Value Component; see also g) above.

4

Of these totals, remuneration of €2,614 thousand/target value, €1,214 thousand/min. p.a., and €3,614 thousand/max. p.a. was offered and €3,920 thousand granted in 2022 for activities in Group companies.

Patrick RasquinetMember of the Executive BoardDate joined: July 1, 2021

 

 

Target remuneration and min./max.-remuneration

 

Granted and owned remuneration in accordance with § 162 (1) AktG

 

 

2021
Target amount

 

2022
Target amount

 

2022
(min. p.a.)

 

2022
(max. p.a.)

 

2021

 

Share

 

2022

 

Share

Base remuneration

 

250

 

500

 

500

 

500

 

250

 

37.9%

 

500

 

46.4%

Ancillary benefits and other remuneration

 

233

 

175

 

175

 

175

 

233

 

35.4%

 

175

 

16.2%

Total fixed remuneration

 

483

 

675

 

675

 

675

 

483

 

73.3%

 

675

 

62.7%

Variable Bonus

 

150

 

300

 

 

600

 

176

 

26.7%

 

402

 

37.3%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LTP 2021 – 2024 (term 7/2021 – 12/2024)

 

350

 

700

 

 

1,400

 

 

—%

 

 

—%

Total variable remuneration

 

500

 

1,000

 

 

2,000

 

176

 

26.7%

 

402

 

37.3%

Total remuneration1

 

983

 

1,675

 

675

 

2,675

 

659

 

100%

 

1,077

 

100%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

3,500

 

 

 

6,000

 

 

1

Of these totals, remuneration of €824 thousand/target value, €324 thousand/min. p.a., and €1,324 thousand/max. p.a. was offered and €525 thousand granted in 2022 for activities in Group companies.

For 2022, the remuneration granted and owed to all serving Executive Board members in the reporting year amounted to €14,256 thousand (previous year: €18,814 thousand). Of this total, fixed remuneration accounted for €4,558 thousand (previous year: €3,901 thousand), ancillary benefits for €2,654 thousand (previous year: €1,263 thousand), the short-term Variable Bonus for €4,794 thousand (previous year: €3,450 thousand), and the MAB and LTP for €2,250 thousand (previous year: €10,200 thousand). The ratio of fixed to variable remuneration is therefore 50.6% to 49.4% (previous year: 27.4% to 72.6%).

In the interests of consistent reporting, the table below goes beyond the statutory requirements of § 162 (1) sentence 1 AktG to show the total remuneration offered for fiscal year 2022, including the annual allotments of long-term variable remuneration from the LTP in the form of changes in the provisions, even though these were not granted and owed in the reporting year. This corresponds to the HGB reporting in individualized form, in which remuneration is to be reported only up to the end of the appointment, on a prorated basis, in cases where an appointment to the Executive Board is terminated early prior to the regular end of the service agreement. Moreover, long-term variable remuneration components that are already to be reported as remuneration granted and owed in accordance with § 162 (1) AktG are not recorded in this amount if they were already reported on a prorated basis in previous years during their respective measurement period. Lastly, the total amount set aside for the LTP since it was granted is shown.

Total remuneration with values awarded p.a.(in € thousand)(according to German Commercial Code (HGB), individualised)

 

 

Base remuneration

 

Ancillary benefits and other remuneration

 

Variable Bonus

 

Changes in provisions for the LTP

 

Total remuneration in accordance with HGB

 

Total amount set aside for the LTP

 

 

 

 

 

 

 

 

 

2021

 

2022

 

2021

 

2022

 

2021

 

2022

 

2021

 

2022

 

2021

 

2022

 

2021

 

2022

Vincent Warnery

 

841

 

1,000

 

51

 

10

 

991

 

1,604

 

2,568

 

4,000

 

4,451

 

6,614

 

7,000

 

6,000

Oswald Barckhahn

 

105

 

500

 

64

 

169

 

73

 

456

 

310

 

2,455

 

552

 

3,580

 

310

 

2,765

Astrid Hermann

 

500

 

500

 

179

 

10

 

348

 

447

 

430

 

835

 

1,457

 

1,792

 

430

 

1,265

Thomas Ingelfinger

 

450

 

225

 

18

 

6

 

417

 

257

 

 

 

885

 

488

 

2,480

 

2,480

Nicola D. Lafrentz

 

 

333

 

 

60

 

 

290

 

 

467

 

 

1,150

 

 

467

Zhengrong Liu

 

500

 

500

 

143

 

137

 

354

 

435

 

 

2,774

 

997

 

3,846

 

3,839

 

6,613

Grita Loebsack

 

 

500

 

 

572

 

 

447

 

 

1,950

 

 

3,469

 

 

1,950

Ramon A. Mirt

 

500

 

500

 

9721

 

2,0151,2

 

403

 

456

 

1,119

 

1,200

 

2,994

 

4,1713

 

1,700

 

2,150

Patrick Rasquinet

 

250

 

500

 

233

 

175

 

176

 

402

 

350

 

1,225

 

1,009

 

2,3024

 

350

 

1,575

1

This figure includes an amount of €500 thousand (target amount p.a.) for the MAB offered.

2

This figure includes the advance granted on the reappointment bonus; see the explanations in the section above on the remuneration granted and owed.

3

€3,370 thousand of this amount was allotted as remuneration for activities at Group companies.

4

€1,137 thousand of this amount was allotted as remuneration for activities at Group companies.

For 2022, total remuneration corresponding to HGB reporting for all serving member of the Executive Board amounted to €27,412 thousand (previous year: €16,131 thousand). Of this total, fixed remuneration accounted for €4,558 thousand (previous year: €3,901 thousand), ancillary benefits for €3,154 thousand (previous year: €1,796 thousand), the short-term Variable Bonus for €4,794 thousand (previous year: €3,450 thousand) and the changes in provisions for the LTP for €14,906 thousand (previous year: €6,984 thousand). The prior-year figures include remuneration for the former Executive Board members Stefan De Loecker, Asim Naseer, and Dessi Temperley, who stepped down in 2021.

Former Executive Board members

The table below shows the fixed and variable remuneration components granted and owed to former Executive Board members in accordance with § 162 AktG and their relative share of total remuneration. For the sake of clarity, the amounts are shown as relating to the entire reporting year, even if the appointment of the relevant Executive Board member was terminated during the year and prior to the regular expiry of their service agreement. In accordance with § 162 (5) AktG, personal remuneration is reported until the expiry of ten years after the end of the fiscal year in which the Executive Board member concerned terminated their activity. For Executive Board members who left longer ago, a total figure is reported.

A total of €54,674 thousand (previous year: €59,369 thousand) has been accrued for pension obligations to former members of the Executive Board and their surviving dependents. Since 2007, newly concluded service agreements no longer contain any corresponding pension commitments.

Remuneration granted and owned to former Executive Board members in accordance with § 162 (1) AktG(in € thousand)

 

 

Base remuneration

 

Ancillary benefits

 

Short term variable remuneration

 

Long term variable remuneration

 

Pension payments

 

Total

 

Maximum
remuneration

 

 

 

 

 

 

 

 

 

 

2021

 

2022

 

2021

 

2022

 

2021

 

2022

 

2021

 

2022

 

2021

 

2022

 

2021

 

2022

 

2022

Stefan De Loecker1

 

1,000

 

1,000

 

7

 

156

 

1,000

 

1,000

 

5,0002

 

 

 

 

7,007

 

2,156

 

4,5003

Relative share

 

14.3%

 

46.4%

 

0.1%

 

7.2%

 

14.3%

 

46.4%

 

71.4%

 

—%

 

—%

 

—%

 

100%

 

100%

 

 

Ralph Gusko4

 

500

 

250

 

17

 

8

 

400

 

200

 

 

 

 

 

917

 

458

 

n/a

Relative share

 

54.5%

 

54.6%

 

1.9%

 

1.7%

 

43.6%

 

43.7%

 

—%

 

—%

 

—%

 

—%

 

100%

 

100%

 

 

Asim Naseer5

 

500

 

 

19

 

 

363

 

 

 

5072

 

 

 

882

 

507

 

6,0003

Relative share

 

56.7%

 

—%

 

2.2%

 

—%

 

41.2%

 

—%

 

—%

 

—%

 

—%

 

—%

 

100%

 

—%

 

 

Thomas B. Quaas6

 

 

 

 

 

 

 

 

 

232

 

232

 

232

 

232

 

n/a

Relative share

 

—%

 

—%

 

—%

 

—%

 

—%

 

—%

 

—%

 

—%

 

100%

 

100%

 

100%

 

100%

 

 

Dessi Temperley7

 

240

 

 

110

 

 

181

 

 

3202

 

 

 

 

851

 

 

1,5003

Relative share

 

28.2%

 

—%

 

12.9%

 

—%

 

21.3%

 

—%

 

37.6%

 

—%

 

—%

 

—%

 

100%

 

—%

 

 

Members who have stepped down prior to 2012

 

 

 

 

 

 

 

 

 

1,785

 

1,775

 

1,785

 

1,775

 

n/a

Relative share

 

—%

 

—%

 

—%

 

—%

 

—%

 

—%

 

—%

 

—%

 

100%

 

100%

 

100%

 

100%

 

 

1

Appointment until June 30, 2021; service agreement until June 30, 2023

2

The LTP Enterprise Value Components for Stefan De Loecker, Asim Naseer, and Dessi Temperley were settled as part of the termination of their appointments. Payment was due for Stefan De Loecker after the 2022 Annual General Meeting; for Asim Naseer and Dessi Temperley it will be due after the 2023 Annual General Meeting. See the explanations in g) above.

3

The maximum remuneration p.a. set by the remuneration system contains the long-term variable remuneration with an annual maximum value on a prorated basis. Upon payment of such remuneration components, the maximum remuneration must therefore be increased by the total of the annual maximum values throughout the respective term for the purpose of verifying adherence to it. The maximum remuneration over the full term under the LTP Enterprise Value Component granted in each case is therefore as follows: €13,667 thousand for Stefan De Loecker, €4,950 thousand for Asim Naseer, and €5,867 thousand for Dessi Temperley. These LTP Enterprise Value Components were granted under the old remuneration system, meaning that the maximum remuneration set for the current remuneration system does not apply. The amounts are nevertheless shown for reasons of transparency; this shows that the maximum remuneration was adhered to in each case.

4

Appointment until December 21, 2019; service agreement until June 30, 2022

5

Appointment until April 5, 2021; service agreement until December 31, 2021

6

Appointment until April 26, 2012; service agreement until March 31, 2015

7

Appointment until April 5, 2021; service agreement until June 30, 2021

Commitments for Executive Board members stepping down

The Executive Board members who stepped down from the Board in 2022 were provided with the following benefits as part of their regular termination. These are also reported in the individual Executive Board member remuneration tables above where necessary in the particular case.

Thomas Ingelfinger, who stepped down from the Executive Board at the end of his term as of June 30, 2022, received all the benefits due under his contract until the regular expiry of his service agreement on June 30, 2022. This includes the prorated Variable Bonus for 2022, amounting to €257 thousand based on the target achievement for the joint targets and 110% target achievement for the individual targets, along with the bonus from his LTP Enterprise Value Component, calculated at €1,903 thousand for the full duration of his appointment. These will be due for payment after the 2023 Annual General Meeting. Thomas Ingelfinger is subject to a post-contractual noncompete agreement of 24 months, for which he receives compensation totaling €433 thousand annually.

Zhengrong Liu, who stepped down from the Executive Board at the end of his term as of December 31, 2022, received all the benefits due under his contract until the regular expiry of his service agreement on December 31, 2022. In particular, this includes the Variable Bonus for 2022, which amounts to €435 thousand based on the actual target achievement and will be due for payment after the 2023 Annual General Meeting. His long-term variable remuneration will be settled as of the end of 2023. Zhengrong Liu is subject to a post-contractual noncompete agreement of 24 months, for which he receives compensation totaling €440 thousand annually.