Compensation to the BoD and EC
Financial year 2018/19
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| Compensation 1) |
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| Basic compensation |
| Additional compensation (committees, special tasks) |
| Social benefits |
| Total (CHF) |
| of which in shares (CHF) 2) |
BoD |
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Birgersson Jens (since 2018 AGM) |
| 113,333 |
| – |
| – |
| 113,333 |
| 53,233 |
Brecht-Bergen Stephanie |
| 170,000 |
| – |
| – |
| 170,000 |
| 103,430 |
Cadonau Riet (since 2018 AGM) |
| – |
| – |
| – |
| – |
| – |
Chair of the Board |
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Chiu Elton SK (until 2018 AGM) |
| 56,667 |
| – |
| 3,892 |
| 60,559 |
| 26,271 |
Daeniker Daniel |
| 170,000 |
| 60,000 |
| 16,019 |
| 246,019 |
| 79,504 |
Chair Audit Committee |
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Dörig Rolf |
| 170,000 |
| 68,333 |
| 16,618 |
| 254,952 |
| 79,504 |
Vice-Chair of the Board (until 2018 AGM) |
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Chair Compensation Committee |
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Member Nomination Committee |
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Dubs-Kuenzle Karina |
| 170,000 |
| 20,000 |
| 13,201 |
| 203,201 |
| 79,504 |
Graf Ulrich (until 2018 AGM) |
| 190,000 |
| 6,667 |
| 10,560 |
| 207,227 |
| 79,753 |
Chair of the Board |
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Chair Nomination Committee |
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Gummert Hans |
| 170,000 |
| 137,149 |
| – |
| 307,149 |
| 79,504 |
Member Audit Committee |
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Member Compensation Committee |
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Member Nomination Committee |
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Heppner John |
| 170,000 |
| 13,333 |
| – |
| 183,333 |
| 83,727 |
Hess Hans |
| 170,000 |
| 78,333 |
| 17,738 |
| 266,072 |
| 79,504 |
Vice-Chair of the Board (since 2018 AGM) |
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Lead Independent Director (since 2018 AGM) |
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Chair Nomination Committee (since 2018 AGM) |
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Member Audit Committee |
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Member Compensation Committee |
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Mankel Christine |
| 170,000 |
| – |
| – |
| 170,000 |
| 125,682 |
Total BoD |
| 1,720,000 |
| 383,816 |
| 78,030 |
| 2,181,845 |
| 869,618 |
1)Compensation for the employer representatives on the Swiss pension fund (Ulrich Graf, Rolf Dörig, Karina Dubs-Kuenzle) of CHF 20,000 p.a. each and compensation for the membership of the Supervisory Board of dormakaba Holding GmbH + Co. KGaA and ISEO (Hans Gummert) of CHF 102,149 are included in the compensation (additional compensation). Business expenses are not included. For Mr Gummert the additional compensation is paid in EUR and remains stable vis-à-vis the previous year, however, fluctuates in CHF due to currency exchange.
2)The compensation for the reporting period is paid out in three installments (November 2018, Mai 2019 and November 2019). Shares are awarded based on a fixed monetary amount of CHF 240,000 for the Chair of the Board (until AGM 2018) and CHF 80,000 for the other Board members. The average of the closing share prices of the last five trading days in the month prior to the payment is used to determine the number of shares allocated (CHF 703.70 for the shares transferred in November 2018 and CHF 767.30 for the shares transferred in May 2019).
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| Fixed compensation |
| Variable compensation |
| Total CHF | ||||||||||
| Fixed basic payment |
| Benefits and social / pension contributions 3) |
| Total aggregate amount |
| STI 4) |
| LTI 5) |
| Social / pension contributions |
| Total aggregate amount |
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EC |
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Cadonau Riet |
| 832,008 |
| 140,914 |
| 972,922 |
| 1,275,000 |
| 1,184,696 |
| 346,350 |
| 2,806,046 |
| 3,778,968 |
Other EC |
| 2,819,911 |
| 798,191 |
| 3,618,102 |
| 2,565,392 |
| 2,273,293 |
| 679,528 |
| 5,518,213 |
| 9,136,315 |
Total EC |
| 3,651,919 |
| 939,105 |
| 4,591,024 |
| 3,840,392 |
| 3,457,989 |
| 1,025,878 |
| 8,324,259 |
| 12,915,283 |
3)Includes contributions to social security and occupational pension plans as well as fringe benefits. Contributions to social security and occupational pension plans are the contributions effectively paid in the reporting year and relate to the fixed and variable compensation effectively paid out in the reporting year. Fringe benefits include elements such as private use of company car, service anniversary or housing contributions. Fringe benefits amount to CHF 23,759 for the CEO and CHF 413,302 for the other EC members.
4)The short-term incentive reported will be paid after the end of the reporting year.
5)In accordance with his employment contract from 2011, the CEO receives a guaranteed allocation of 550 shares (worth CHF 391,254) which are blocked for three years. These shares are not yet included in the shares held as of 30 June 2019 as listed in the table ’Shares held by BoD and EC’. However, they have been included in the long-term incentive compensation figure with a share price of CHF 711.37 (average closing price of May/June 2019).
Financial year 2017/18
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| Compensation 1) |
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| Basic compensation |
| Additional compensation (committees, special tasks) |
| Social benefits |
| Total (CHF) |
| of which in shares (CHF) 2) |
BoD |
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Brecht-Bergen Stephanie |
| 168,613 |
| – |
| – |
| 168,613 |
| 77,999 |
Chiu Elton SK |
| 168,613 |
| – |
| 11,718 |
| 180,331 |
| 77,999 |
Daeniker Daniel |
| 168,613 |
| 60,000 |
| 15,703 |
| 244,316 |
| 100,146 |
Chair Audit Committee |
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Dörig Rolf |
| 168,613 |
| 55,000 |
| 15,594 |
| 239,207 |
| 77,999 |
Vice-Chair of the Board |
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Chair Compensation Committee |
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Member Nomination Committee |
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Dubs-Kuenzle Karina |
| 168,613 |
| 20,000 |
| 13,127 |
| 201,741 |
| 77,999 |
Graf Ulrich |
| 565,840 |
| 20,000 |
| 34,172 |
| 620,012 |
| 235,418 |
Chair of the Board |
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Chair Nomination Committee |
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Gummert Hans |
| 168,613 |
| 139,240 |
| – |
| 307,853 |
| 109,311 |
Member Audit Committee |
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Member Compensation Committee |
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Member Nomination Committee |
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Heppner John |
| 168,613 |
| 20,000 |
| – |
| 188,613 |
| 96,357 |
Hess Hans |
| 168,613 |
| 35,000 |
| 14,374 |
| 217,987 |
| 77,999 |
Member Audit Committee |
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Member Compensation Committee |
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Member Nomination Committee |
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Mankel Christine |
| 168,613 |
| – |
| – |
| 168,613 |
| 113,893 |
Total BoD |
| 2,083,360 |
| 349,240 |
| 104,687 |
| 2,537,287 |
| 1,045,120 |
1)Compensation for the employer representatives on the Swiss pension fund (Ulrich Graf, Karina Dubs-Kuenzle) of CHF 20,000 each and compensation for the membership of the Supervisory Board of dormakaba Holding GmbH + Co. KGaA and ISEO (Hans Gummert) of CHF 104,240 are included in the compensation (additional compensation). Business expenses are not included.
2)The compensation for the reporting period is paid out in three installments (November 2017, Mai 2018 and November 2018). The value of the shares is as follows: for the period until the 2017 AGM, shares were awarded based on a fixed number of shares. However, due to the significant share price increase in 2017, the BoD had decided to cap the overall value of shares transferred for the compensation period from the 2016 AGM until the 2017 AGM to CHF 240,000 for the BoD Chair and to CHF 80,000 for the other Board members. Therefore, the number of shares transferred in November 2017 had been capped, taking into account the value of shares already transferred in May 2017. Since the 2017 AGM, shares are awarded based on a fixed monetary amount of CHF 240,000 for the BoD Chair and CHF 80,000 for the other Board members.
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| Fixed compensation |
| Variable compensation |
| Total CHF | ||||||||||
| Fixed basic payment 3) |
| Benefits and social / pension contributions 4) |
| Total aggregate amount |
| STI 5) |
| LTI 6) |
| Social / pension contributions |
| Total aggregate amount |
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EC |
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Cadonau Riet |
| 832,008 |
| 146,263 |
| 978,271 |
| 1,275,000 |
| 934,408 |
| 331,102 |
| 2,540,510 |
| 3,518,781 |
Other EC |
| 3,598,406 |
| 1,054,874 |
| 4,653,280 |
| 2,902,258 |
| 2,687,999 |
| 885,318 |
| 6,475,575 |
| 11,128,855 |
Total EC |
| 4,430,414 |
| 1,201,137 |
| 5,631,551 |
| 4,177,258 |
| 3,622,408 |
| 1,216,420 |
| 9,016,085 |
| 14,647,636 |
3)Includes a replacement award of CHF 77,738 to compensate for forfeited remuneration at previous employer as a result of joining dormakaba.
4)Includes contributions to social security and occupational pension plans as well as fringe benefits. Contributions to social security and occupational pension plans are the contributions effectively paid in the reporting year and relate to the fixed and variable compensation effectively paid out in the reporting year. Fringe benefits include an outplacement consulting of CHF 57,911 and elements such as private use of company car, service anniversary or housing contributions. Fringe benefits amount to CHF 21,579 for the CEO and CHF 540,572 for the other EC members.
5)The short-term incentive reported will be paid after the end of the reporting year.
6)In accordance with his employment contract from 2011, the CEO receives a guaranteed allocation of 550 shares (worth CHF 419,925) which are blocked for three years. These shares are not yet included in the shares held as of 30 June 2018 as listed in the table ’Shares held by BoD and EC’. However, they have been included in the long-term incentive compensation figure with a share price of CHF 763.50 (average closing price of May/June 2018).
Shares held by BoD and EC
As at the respective call date, the individual BoD and EC members (including related parties) held the following number of shares in dormakaba Holding AG.
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Number of shares |
| Financial year ended 30.06.2019 |
| Financial year ended 30.06.2018 |
BoD |
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Birgersson Jens |
| 52 |
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Brecht-Bergen Stephanie |
| 190,117 |
| 189,958 |
Cadonau Riet1) |
| 4,730 |
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Chiu Elton SK |
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| 773 |
Daeniker Daniel |
| 1,532 |
| 1,424 |
Dörig Rolf |
| 2,471 |
| 2,363 |
Dubs-Kuenzle Karina |
| 99,591 |
| 99,483 |
Graf Ulrich |
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| 6,148 |
Gummert Hans |
| 587 |
| 479 |
Heppner John |
| 743 |
| 626 |
Hess Hans |
| 1,468 |
| 1,360 |
Mankel Christine |
| 190,193 |
| 190,005 |
Total BoD |
| 491,484 |
| 492,619 |
EC |
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Berninger Alwin |
| 80 |
| - |
Brinker Bernd |
| 974 |
| 550 |
Cadonau Riet1) |
| 4,730 |
| 4,330 |
Gaspari Roberto |
| 3,259 |
| 2,576 |
Häberli Andreas |
| 1,872 |
| 1,505 |
Jacob Christoph2) |
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| 132 |
Kincaid Michael |
| 1,166 |
| 1,012 |
Lee Jim-Heng |
| 1,829 |
| 1,396 |
Lichtenberg Jörg |
| 532 |
| 318 |
Malacarne Beat2) |
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| 867 |
Sichelschmidt Dieter3) |
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Zocca Stefano |
| 1,809 |
| 1,494 |
Total EC |
| 16,251 |
| 14,180 |
1)As of 23 October 2018, both a BoD and an EC member, therefore displayed in both groups for the years of membership
2)EC member until 30 June 2018
3)EC member until 31 December 2017