Annual Report 2025

Annual Report 2025

Remuneration of the Individual Executive Board Members in 2025

The tables below show the individual remuneration of the serving members of the Executive Board in 2025.

Target Remuneration and Adjustments 2025

The tables show the targets along with the achievable minimum and maximum figures, which correspond to “benefits granted” (“gewährte Zuwendungen”) within the meaning of the remuneration tables of the German Corporate Governance Code in the version dated February 7, 2017 (“2017 Code”).

The amount of target remuneration was reviewed by the Supervisory Board in its meetings on November 29, 2024, and at the beginning of the 2025 financial year, and adjusted/increased with effect from 2025, primarily with respect to the long-term variable remuneration. The review and adjustment was also carried out in connection with the reappointment of the Chairman of the Executive Board and other members of the Executive Board. In this respect, the Supervisory Board decided, after due consideration, that the respective adjustment is in the interest of the company and is appropriate to ensure competitive remuneration in line with standard market practice. In doing so, the Supervisory Board took into account both the extraordinarily successful business development of the preceding years and the successful implementation of the “Win with Care” strategy up to that point, which was also reflected in the development of the share price, as well as the performance and increased scope of tasks and responsibilities of the Executive Board in an increasingly complex business environment. With regard to the Chairman of the Executive Board, it was also taken into account that, from the Supervisory Board’s point of view, the target remuneration in the first years of his term of office as Chairman was initially below the long-term target level and therefore should be adjusted now. Moreover, the increase of target remuneration for the LTP is intended to provide a greater incentive for continued implementation of the business strategy and thus long-term and sustainable value generation for the company.

The market conformity of the adjusted target remuneration was reviewed by an external remuneration consultant and the appropriateness confirmed by the Supervisory Board on this basis. The adjusted remuneration amount in each case can be found in the tables below by comparing the target remuneration (base and variable remuneration) of the previous year with the target remuneration for the reporting year.

For the regular or rolling LTP, the target values shown include the full value of the “LTP 2025” annual tranche allocated in the reporting year as annual target remuneration, regardless of the respective term or evaluation period. For the additional “LTP 2025-2029” LTP tranche, a prorated annual value is reported as annual target remuneration; the total target remuneration from this LTP tranche is distributed accordingly across the entire term from 2025 to 2029.

Remuneration Granted and Owed

The tables also show the remuneration granted and owed in the financial year within the meaning of § 162 (1) sentence 1 AktG. Remuneration is reported as having been “granted” (“gewährt”) in the financial year if the (one-year or multi-year) evaluation period has ended, even if it is not received (i.e., paid out) until the following financial year. Remuneration “owed” (“geschuldet”) is remuneration that is due but has not (yet) been received. Disclosing remuneration ensures clearer, more transparent reporting and comparability of performance, corporate development, and remuneration during the reporting period. In particular, the Annual Bonus granted in a financial year can be compared against the results of operations for that financial year. This corresponds to “benefits received” (“Zufluss”) within the meaning of the 2017 Code.

On this basis, remuneration granted and owed in the table below includes, in addition to base remuneration and ancillary benefits for financial year 2025, the 2025 Annual Bonus, for which the measurement period ended on December 31, 2025, and which will be paid out after the 2026 Annual General Meeting. By contrast, the long-term variable remuneration components (LTP) allocated for 2025 are not reported as granted and owed in the reporting year given that their evaluation periods are still ongoing.

Relative Shares and Maximum Remuneration

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 financial year within the meaning of § 162 (1) sentence 1 AktG. Therefore, they are 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” above).

The tables also compare the maximum remuneration set by the remuneration system 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 2025. A conclusive presentation based on the remuneration allocated each financial year will not be possible until the future financial years in which 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

 

Min./max. remuneration

 

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

 

 

2024

 

2025

 

Min. 2025

 

Max. 2025

 

2024

 

Share

 

2025

 

Share

Base remuneration

 

1,200

 

2,000

 

2,000

 

2,000

 

1,200

 

9.1%

 

2,000

 

83.0%

Ancillary benefits and other remuneration

 

5

 

4

 

4

 

4

 

5

 

—%

 

4

 

0.2%

Total fixed remuneration

 

1,205

 

2,004

 

2,004

 

2,004

 

1,205

 

9.1%

 

2,004

 

83.1%

Annual Bonus

 

900

 

500

 

 

1,000

 

1,067

 

8.1%

 

407

 

16.9%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LTP 2021-2024
(term 5/2021-12/2024)

 

2,000

 

 

 

 

10,920

 

82.8%

 

 

—%

LTP 2025
(term 1/2025-12/2028)

 

 

3,600

 

 

7,200

 

 

—%

 

 

— %

LTP 2025-2029
(term 1/2025-12/2029)

 

 

720

 

 

1,440

 

 

—%

 

 

— %

Total variable remuneration

 

2,900

 

4,820

 

 

9,640

 

11,987

 

90.9%

 

407

 

16.9%

Total remuneration

 

4,105

 

6,824

 

2,004

 

11,644

 

13,192

 

100.0%

 

2,411

 

100.0%

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

 

 

per year

 

12,000

 

 

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

 

 

Target remuneration

 

Min./max. remuneration

 

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

 

 

2024

 

2025

 

Min. 2025

 

Max. 2025

 

2024

 

Share

 

2025

 

Share

Base remuneration

 

700

 

700

 

700

 

700

 

700

 

7.0%

 

700

 

81.9%

Ancillary benefits and other remuneration

 

1,663

 

13

 

13

 

13

 

1,663

 

16.7%

 

13

 

1.5%

Total fixed remuneration

 

2,363

 

713

 

713

 

713

 

2,363

 

23.7%

 

713

 

83.4%

Annual Bonus

 

200

 

200

 

 

400

 

217

 

2.2%

 

142

 

16.6%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

1,550

 

 

 

 

7,386%1

 

74.1%

 

 

—%

LTP 2025
(term 1/2025-12/2028)

 

 

1,700

 

 

3,400

 

 

—%

 

 

— %

LTP 2025-2029
(term 1/2025-12/2029)

 

 

800%2

 

 

1,350%3

 

 

—%

 

 

— %

Total variable remuneration

 

1,750

 

2,700

 

 

5,150

 

7,603

 

76.3%

 

142

 

16.6%

Total remuneration

 

4,113

 

3,413

 

713

 

5,863

 

9,966

 

100.0%

 

855

 

100.0%

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

 

 

per year

 

8,000

 

 

1

Oswald Barckhahn converted the bonus resulting from the LTP 2021-2024 into a defined contribution benefit pension commitment in 2025 before it became due for payment. The amount was nevertheless reportable as granted and owed in 2024.

2, 3

This contains an additional LTP target amount of €500 thousand (max. amount €750 thousand) with additional performance criteria until the end of 2029

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

 

 

Target remuneration

 

Min./max. remuneration

 

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

 

 

2024

 

2025

 

Min. 2025

 

Max. 2025

 

2024

 

Share

 

2025

 

Share

Base remuneration

 

700

 

700

 

700

 

700

 

700

 

12.7%

 

700

 

46.6%

Ancillary benefits and other remuneration

 

5

 

6491

 

649

 

649

 

5

 

0.1%

 

6492

 

43.2%

Total fixed remuneration

 

705

 

1,349

 

1,349

 

1,349

 

705

 

12.8%

 

1,349

 

89.8%

Annual Bonus

 

200

 

200

 

 

400

 

231

 

4.2%

 

153

 

10.2%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

1,083

 

 

 

 

4,585

 

83.0%

 

 

—%

LTP 2025
(term 1/2025-12/2028)

 

 

1,625

 

 

3,250

 

 

—%

 

 

— %

LTP 2025-2029
(term 1/2025-12/2029)

 

 

300

 

 

600

 

 

—%

 

 

— %

Total variable remuneration

 

1,283

 

2,125

 

 

4,250

 

4,816

 

87.2%

 

153

 

10.2%

Total remuneration

 

1,988

 

3,474

 

1,349

 

5,599

 

5,521

 

100.0%

 

1,502

 

100.0%

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

 

 

per year

 

8,000

 

 

1, 2

This includes a bonus of €645 thousand offered to Astrid Hermann in 2021 upon commencing her activities in the event of her reappointment; this bonus became due for payment in 2025 following the decision of the Supervisory Board to reappoint her.

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

 

 

Target remuneration

 

Min./max. remuneration

 

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

 

 

2024

 

2025

 

Min. 2025

 

Max. 2025

 

2024

 

Share

 

2025

 

Share

Base remuneration

 

700

 

700

 

700

 

700

 

700

 

25.0%

 

700

 

79.5%

Ancillary benefits and other remuneration

 

14

 

15

 

15

 

15

 

14

 

0.5%

 

15

 

1.7%

Total fixed remuneration

 

714

 

715

 

715

 

715

 

714

 

25.5%

 

715

 

81.2%

Annual Bonus

 

200

 

200

 

 

400

 

231

 

8.3%

 

166

 

18.8%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

455

 

 

 

 

1,852

 

66.2%

 

 

—%

LTP 2025
(term 1/2025-12/2028)

 

 

1,075

 

 

2,150

 

 

—%

 

 

— %

LTP 2025-2029
(term 1/2025-12/2029)

 

 

200

 

 

400

 

 

—%

 

 

— %

Total variable remuneration

 

655

 

1,475

 

 

2,950

 

2,083

 

74.5%

 

166

 

18.8%

Total remuneration

 

1,369

 

2,190

 

715

 

3,665

 

2,797

 

100.0%

 

881

 

100.0%

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

 

 

per year

 

8,000

 

 

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

 

 

Target remuneration

 

Min./max. remuneration

 

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

 

 

2024

 

2025

 

Min. 2025

 

Max. 2025

 

2024

 

Share

 

2025

 

Share

Base remuneration

 

700

 

700

 

700

 

700

 

700

 

9.7%

 

700

 

16.7%

Ancillary benefits and other remuneration1

 

505

 

3,3552

 

3,355

 

3,355

 

505

 

7.0%

 

3,3553

 

80.0%

Total fixed remuneration

 

1,205

 

4,055

 

4,055

 

4,055

 

1,205

 

16.7%

 

4,055

 

96.7%

Annual Bonus

 

200

 

200

 

 

400

 

2244

 

3.1%

 

138

 

3.3%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

1,300

 

 

 

 

5,8075

 

80.3%

 

 

—%

LTP 2025
(term 1/2025-12/2028)

 

 

1,750

 

 

3,500

 

 

—%

 

 

— %

LTP 2025-2029
(term 1/2025-12/2029)

 

 

6336

 

 

1,2667

 

 

—%

 

 

— %

Total variable remuneration

 

1,500

 

2,583

 

 

5,166

 

6,031

 

83.3%

 

138

 

3.3%

Total remuneration

 

2,705

 

6,638

 

4,055

 

9,221

 

7,236

 

100.0%

 

4,193

 

100.0%

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

 

 

per year

 

8,000

 

 

1

This includes secondment-related benefits for away-from-home activities as well as compensation payments for particular expenses resulting from the move to Beiersdorf.

2, 3

This includes a bonus of €1,300 thousand offered to Grita Loebsack in 2022 upon commencing her activities in the event of her reappointment; this bonus became due for payment in 2025. An additional amount of €1,650 thousand is also included under “other remuneration”, which compensated for remuneration components under Grita Loebsack’s original contract from 2022 in connection with the transition to the new remuneration system. Grita Loebsack converted this amount into a defined contribution benefit pension commitment before it became due for payment; it is nevertheless reportable as granted and owed in 2025.

4, 5

Grita Loebsack converted the bonuses resulting from the Annual Bonus 2024 and LTP 2021-2024 into a defined contribution benefit pension commitment in 2025 before it became due for payment; they were nevertheless reportable as granted and owed in 2024.

6, 7

This contains an additional LTP target amount of €333 thousand (max. amount €667 thousand) with additional performance criteria until the end of 2030.

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

 

 

Target remuneration

 

Min./max. remuneration

 

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

 

 

2024

 

2025

 

Min. 2025

 

Max. 2025

 

2024

 

Share

 

2025

 

Share

Base remuneration

 

700

 

700

 

700

 

700

 

700

 

10.6%

 

700

 

50.4%

Ancillary benefits and other remuneration1

 

557

 

546

 

546

 

546

 

557

 

8.4%

 

546

 

39.3%

Total fixed remuneration

 

1,257

 

1,246

 

1,246

 

1,246

 

1,257

 

19.1%

 

1,246

 

89.6%

Annual Bonus

 

200

 

200

 

 

400

 

242

 

3.7%

 

144

 

10.4%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LTP 2021-2024
(term 5/2021-12/2024)

 

1,050

 

 

 

 

4,244

 

64.4%

 

 

—%

LTP 2025
(term 1/2021-12/2024)

 

 

1,500

 

 

3,000

 

 

—%

 

 

— %

LTP 2025-2029
(term 1/2025-12/2029)

 

 

5502

 

 

9753

 

 

—%

 

 

— %

Total variable remuneration

 

1,5004

 

2,250

 

 

4,375

 

5,3365

 

80.9%

 

144

 

10.4%

Total remuneration6

 

2,757

 

3,496

 

1,246

 

5,621

 

6,593

 

100.0%

 

1,390

 

100.0%

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

 

 

per year

 

8,000

 

 

1

The ancillary benefits include secondment-related benefits for activities in Group companies.

2, 3

This contains an additional LTP target amount of €250 thousand (max. amount €375 thousand) with additional performance criteria until the end of 2029.

4, 5

This includes the target remuneration (€250 thousand) and the remuneration granted and owed (€850 thousand) for 2024 from the multi-annual bonus (MAB), which was offered under the remuneration system applicable until 2024.

6

Of these total amounts, remuneration of €3,004 thousand/target value, €754 thousand/min. p.a., and €5,129 thousand/max. p.a. was offered in 2025 for activities in Group companies, and €898 thousand was granted.

Patrick RasquinetMember of the Executive Board (until June 30, 2025)Date joined: July 1, 2021

 

 

Target remuneration and

 

Min./max. remuneration

 

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

 

 

2024

 

2025

 

Min. 2025

 

Max. 2025

 

2024

 

Share

 

2025

 

Share

Base remuneration

 

700

 

350

 

350

 

350

 

700

 

14.6%

 

350

 

43.8%

Ancillary benefits and other remuneration1

 

287

 

43

 

43

 

43

 

287

 

6.0%

 

3932

 

49.2%

Total fixed remuneration

 

987

 

393

 

393

 

393

 

987

 

20.6%

 

743

 

93.0%

Annual Bonus

 

200

 

100

 

 

200

 

167

 

3.5%

 

56

 

7.0%

Multi-year variable remuneration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

700

 

3503

 

 

700

 

3,648

 

76.0%

 

 

—%

Total variable remuneration

 

900

 

450

 

 

900

 

3,815

 

79.4%

 

56

 

7.0%

Total remuneration4

 

1,887

 

843

 

393

 

1,293

 

4,802

 

100.0%

 

799

 

100.0%

Maximum remuneration (remuneration system)

 

 

 

 

 

 

 

 

 

 

 

per year

 

8,000

 

 

1

This includes secondment-related benefits for activities in Group companies.

2

This includes an amount of €350 thousand to compensate for remuneration components under the old remuneration system in connection with the transition to the new remuneration system.

3

Patrick Rasquinet was not allocated any prorated LTP for 2025 under the new remuneration system due to his departure from the Executive Board upon expiry of his Executive Board service agreement effective June 30, 2025.

4

Of these total amounts, remuneration of €643 thousand/target value, €306 thousand/min. p.a., and €981 thousand/max. p.a. was offered in 2025 for activities in Group companies, and €610 thousand was granted.

For 2025, the remuneration granted and owed pursuant to § 162 (1) AktG to all serving Executive Board members in the reporting year amounted to €12,031 thousand (previous year: €50,107 thousand). Of this total, fixed remuneration accounted for €5,850 thousand (previous year: €5,400 thousand), ancillary benefits for €4,975 thousand (previous year: €3,036 thousand), the short-term Annual Bonus for €1,206 thousand (previous year: €2,379 thousand), and the LTP for €0 thousand (previous year: €39,292 thousand). The ratio of fixed to variable remuneration is therefore 90.0% to 10.0% (previous year: 16.8% to 83.2%).

Beyond the statutory requirements of § 162 (1) sentence 1 AktG, the report shows the total remuneration offered for the financial year 2025, including the annual allotments of LTP tranches in the form of additions to the provisions, regardless of whether these were granted and owed in the reporting year. This corresponds to recognition as expenses in accordance with the IFRSs. Total remuneration recognized as expenses pursuant to the IFRSs for all serving members of the Executive Board amounted to €24,555 thousand in 2025 (previous year: €23,609 thousand). Of this total, the short-term remuneration, including base remuneration, ancillary benefits and the Annual Bonus, accounted for €11,681 thousand (previous year: €11,115 thousand) and the long-term variable remuneration LTP for €12,874 thousand (previous year: €12,494 thousand). Provisions for the LTP amounted to €12,874 thousand as of the balance sheet date.

Former Executive Board members

The table below shows the fixed and variable remuneration components granted and owed in 2025 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 (depending on the individual case) 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 financial year in which the Executive Board member concerned terminated their activity. For Executive Board members who left longer ago, a total figure is reported. No remuneration was granted and owed in 2025 to any Executive Board member whose activities ended less than 10 years ago.

A total of €32,723 thousand (previous year: €35,073 thousand; amount adjusted to § 285 no. 9b Handelsgesetzbuch (German Commercial Code, HGB) has been accrued for pension obligations to former members of the Executive Board and their surviving dependents. As of 2007, newly concluded employment contracts no longer contain any corresponding pension commitments.

Remuneration Granted and Owed to Former Executive Board Members in Accordance With § 162 (1) AktG(in € thousand)

 

 

Base remuneration

 

Ancillary benefits and other remuneration

 

Short term variable remuneration

 

Long term variable remuneration

 

Pension payments

 

Total

 

Maximum
remunera­tion

 

 

2024

 

2025

 

2024

 

2025

 

2024

 

2025

 

2024

 

2025

 

2024

 

2025

 

2024

 

2025

 

2025

Zhengrong Liu1

 

 

 

 

 

 

 

2,3082

 

 

 

 

2,308

 

 

n/a

Relative share

 

— %

 

— %

 

—%

 

— %

 

— %

 

— %

 

100.0%

 

—%

 

— %

 

— %

 

100.0%

 

— %

 

 

Members who stepped down prior to 2015

 

 

 

 

 

 

 

 

 

2,329

 

2,446

 

2,329

 

2,446

 

n/a

Relative share

 

— %

 

— %

 

— %

 

— %

 

— %

 

— %

 

— %

 

— %

 

100.0%

 

100.0%

 

100.0%

 

100.0%

 

 

1

Appointment and service agreement until December 31, 2022.

2

The prorated LTP 2021-2024 offered to Zhengrong Liu for the final two years of his appointment (2021 and 2022) was granted to him in 2024 in accordance with his contract. See the Remuneration Report 2024.

Commitments for Executive Board members stepping down in 2025

Patrick Rasquinet, who left the Executive Board at the end of his service agreement as of June 30, 2025, received all contractually agreed benefits until June 30, 2025. Patrick Rasquinet has been available to the company, in particular to La Prairie, in an advisory capacity for a transitional period with a noncompete clause since June 30, 2025. Additional noncompete compensation is not owed.

Where necessary, the commitments described above are also reported for Patrick Rasquinet in the table on remuneration of the individual Executive Board Members.

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