|
|
|
Compensation 1 |
|
|
|
|
|
|
|
|
|
|
|
Basic compensation |
|
Additional compensation (committees, special tasks) |
|
Social benefits 2 |
|
Total (CHF) |
|
of which in shares (CHF) 3 |
|
BoD |
|
|
|
|
|
|
|
|
|
|
|
Thomas Aebischer |
|
190,000 |
|
50,000 |
|
16,332 |
|
256,332 |
|
105,692 |
|
Member Audit Committee (until AGM 2022) |
|
|
|
|
|
|
|
|
|
|
|
Chair Audit Committee (since AGM 2022) |
|
|
|
|
|
|
|
|
|
|
|
Vice-Chair of the Board (since May 2023) |
|
|
|
|
|
|
|
|
|
|
|
Member Pension Fund Committee (since May 2023) |
|
|
|
|
|
|
|
|
|
|
|
Jens Birgersson |
|
190,000 |
|
20,000 |
|
– |
|
210,000 |
|
121,834 |
|
Member Audit Comittee |
|
|
|
|
|
|
|
|
|
|
|
Svein Richard Brandtzaeg (BoD Member since AGM 2022) |
|
200,833 |
|
55,000 |
|
45,432 |
|
301,266 |
|
94,813 |
|
Vice-Chair of the Board (since AGM 2022) |
|
|
|
|
|
|
|
|
|
|
|
Lead Independent Director (from AGM 2022 until April 2023) |
|
|
|
|
|
|
|
|
|
|
|
Chair Nomination and Compensation Committee (since AGM 2022) |
|
|
|
|
|
|
|
|
|
|
|
Stephanie Brecht-Bergen |
|
190,000 |
|
20,000 |
|
– |
|
210,000 |
|
121,834 |
|
Member Nomination and Compensation Committee |
|
|
|
|
|
|
|
|
|
|
|
Riet Cadonau (BoD Member until April 2023) |
|
544,167 |
|
16,667 |
|
35,377 |
|
596,210 |
|
256,396 |
|
Chair of the Board (until April 2023) |
|
|
|
|
|
|
|
|
|
|
|
Member Pension Fund Committee (until April 2023) |
|
|
|
|
|
|
|
|
|
|
|
Daniel Daeniker |
|
190,000 |
|
33,333 |
|
16,497 |
|
239,831 |
|
105,692 |
|
Chair Audit Committee (until AGM 2022) |
|
|
|
|
|
|
|
|
|
|
|
Member Audit Committee (since AGM 2022) |
|
|
|
|
|
|
|
|
|
|
|
Hans Gummert |
|
190,000 |
|
78,922 |
|
– |
|
268,922 |
|
89,762 |
|
Member Audit Committee |
|
|
|
|
|
|
|
|
|
|
|
John Heppner (BoD Member until AGM 2022) |
|
63,333 |
|
6,667 |
|
– |
|
70,000 |
|
29,948 |
|
Member Nomination and Compensation Commitee |
|
|
|
|
|
|
|
|
|
|
|
Hans Hess (BoD Member until AGM 2022) |
|
63,333 |
|
30,000 |
|
6,684 |
|
100,017 |
|
29,948 |
|
Vice-Chair of the Board (until AGM 2022) |
|
|
|
|
|
|
|
|
|
|
|
Lead Independent Director (until AGM 2022) |
|
|
|
|
|
|
|
|
|
|
|
Chair Nomination and Compensation Committee (until AGM 2022) |
|
|
|
|
|
|
|
|
|
|
|
Christine Mankel (BoD Member until AGM 2022) |
|
63,333 |
|
– |
|
– |
|
63,333 |
|
56,711 |
|
Kenneth Lochiatto (BoD Member since AGM 2022) |
|
126,667 |
|
13,333 |
|
– |
|
140,000 |
|
59,813 |
|
Member Nomination and Compensation Committee (since AGM 2022) |
|
|
|
|
|
|
|
|
|
|
|
John Y. Liu |
|
190,000 |
|
– |
|
13,082 |
|
203,082 |
|
89,762 |
|
Michael Regelski (BoD Member since AGM 2022) |
|
126,667 |
|
– |
|
– |
|
126,667 |
|
59,813 |
|
Total BoD |
|
2,328,333 |
|
323,922 |
|
133,404 |
|
2,785,659 |
|
1,222,019 |
1 Compensation for the employer representative on the Swiss pension fund (Riet Cadonau and Thomas Aebischer) of CHF 20,000 p.a. and compensation for the membership of the Supervisory Board of dormakaba Holding GmbH + Co. KGaA (Hans Gummert) of CHF 58,922 are included in the compensation (additional compensation). Business expenses are not included. For Hans 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 In line with the Swiss legal requirements under the respective law (BVG), the two Board members are insured in the company pension fund. The employer cost of the pension benefits are deducted from the cash board fee disclosed above. The BoD members are hence financing both the employee and employer contributions to the pension fund via a deduction on the cash board fee so that the insurance in the pension fund is cost-neutral to the company.
3 The compensation for the reporting period is paid out in three installments (November 2022, May 2023, and November 2023). Shares are awarded based on a fixed monetary amount of CHF 90,000 for the 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 318.60 for the shares transferred in November 2022 and CHF 393.10 for the shares transferred in May 2023).
|
|
|
Fixed compensation |
|
Variable compensation |
|
Total CHF |
||||||||||
|
|
|
Fixed basic payment 1 |
|
Benefits and social / pension contributions 2 |
|
Total aggregate amount |
|
STI 3 |
|
LTI 4 |
|
Social / pension contributions |
|
Total aggregate amount |
|
|
|
EC members |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jim-Heng Lee |
|
850,008 |
|
342,806 |
|
1,192,814 |
|
410,826 |
|
491,407 |
|
183,864 |
|
1,086,097 |
|
2,278,911 |
|
Other EC |
|
3,572,216 |
|
911,427 |
|
4,483,643 |
|
1,610,513 |
|
1,499,814 |
|
602,133 |
|
3,712,459 |
|
8,196,102 |
|
Former EC 5 |
|
262,438 |
|
89,760 |
|
352,198 |
|
125,684 |
|
- |
|
42,987 |
|
168,671 |
|
520,869 |
|
Subtotal |
|
4,684,662 |
|
1,343,993 |
|
6,028,655 |
|
2,147,023 |
|
1,991,221 |
|
828,984 |
|
4,967,227 |
|
10,995,882 |
1 Includes post-employment non-compete payments, for one EC member.
2 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, company car allowance, housing contributions, long-service payments, annual leave payments and one-time relocation allowances. Includes the fees for the interim CFO until December 2022, who did not receive any variable compensation.
3 The short-term incentive reported will be paid after the end of the reporting year.
4 The LTI grant consists of PSUs only. The value of the PSUs is based on their fair value on the grant date which includes adjustments for lost dividends during the vesting period and the TSR performance conditions.
5 Includes the compensation of former EC member until the end of the contractual employment period and reflects the contractual obligations.
|
|
|
Compensation 1) |
|
|
|
|
|
|
|
|
|
|
|
Basic compensation |
|
Additional compensation (committees, special tasks) |
|
Social benefits 2 |
|
Total (CHF) |
|
of which in shares (CHF) 3 |
|
BoD |
|
|
|
|
|
|
|
|
|
|
|
Thomas Aebischer (BoD member since AGM 2021) |
|
126,667 |
|
13,333 |
|
9,775 |
|
149,775 |
|
59,620 |
|
Member Audit Committee (since AGM 2021) |
|
|
|
|
|
|
|
|
|
|
|
Jens Birgersson |
|
190,000 |
|
20,000 |
|
– |
|
210,000 |
|
89,426 |
|
Member Audit Comittee |
|
|
|
|
|
|
|
|
|
|
|
Stephanie Brecht-Bergen |
|
190,000 |
|
20,000 |
|
– |
|
210,000 |
|
89,426 |
|
Member Nomination and Compensation Committee |
|
|
|
|
|
|
|
|
|
|
|
Riet Cadonau |
|
680,000 |
|
21,111 |
|
47,087 |
|
748,198 |
|
319,651 |
|
Chair of the Board |
|
|
|
|
|
|
|
|
|
|
|
Daniel Daeniker |
|
190,000 |
|
90,000 |
|
17,523 |
|
297,523 |
|
89,426 |
|
Chair Audit Committee |
|
|
|
|
|
|
|
|
|
|
|
Karina Dubs-Kuenzle (BoD member until AGM 2021) |
|
63,333 |
|
6,667 |
|
4,846 |
|
74,846 |
|
29,806 |
|
Hans Gummert |
|
190,000 |
|
83,022 |
|
– |
|
273,022 |
|
89,426 |
|
Member Audit Committee |
|
|
|
|
|
|
|
|
|
|
|
John Heppner |
|
190,000 |
|
20,000 |
|
– |
|
210,000 |
|
89,426 |
|
Member Nomination and Compensation Commitee |
|
|
|
|
|
|
|
|
|
|
|
Hans Hess |
|
190,000 |
|
96,667 |
|
20,720 |
|
307,386 |
|
89,426 |
|
Vice-Chair of the Board |
|
|
|
|
|
|
|
|
|
|
|
Lead Independent Director |
|
|
|
|
|
|
|
|
|
|
|
Chair Nomination and Compensation Committee |
|
|
|
|
|
|
|
|
|
|
|
Member Audit Committee (until AGM 2021) |
|
|
|
|
|
|
|
|
|
|
|
Christine Mankel |
|
190,000 |
|
– |
|
– |
|
190,000 |
|
89,426 |
|
John Y. Liu |
|
190,000 |
|
– |
|
13,269 |
|
203,269 |
|
89,426 |
|
Total BoD |
|
2,390,000 |
|
370,800 |
|
113,220 |
|
2,874,020 |
|
1,124,481 |
1 Compensation for the employer representative on the Swiss pension fund (Karina Dubs-Kuenzle) of CHF 10,000 p.a. and compensation for the membership of the Supervisory Board of dormakaba Holding GmbH + Co. KGaA (Hans Gummert) of CHF 63,023 are included in the compensation (additional compensation). Business expenses are not included. For Hans 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 In line with the Swiss legal requirements under the respective law (BVG), the Chair of the Board is insured in the company pension fund. The employer cost of the pension benefits are deducted from the cash board fee disclosed above. The Chair of the Board is hence financing both the employee and employer contributions to the pension fund via a deduction on the cash board fee so that the insurance in the pension fund is cost-neutral to the company.
3 The compensation for the reporting period is paid out in three installments (November 2021, May 2022, and November 2022). Shares are awarded based on a fixed monetary amount of CHF 90,000 for the 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 677.40 for the shares transferred in November 2021 and CHF 446.20 for the shares transferred in May 2022).
|
|
|
Fixed compensation |
|
Variable compensation |
|
Total CHF |
||||||||||
|
|
|
Fixed basic payment |
|
Benefits and social / pension contributions 1 |
|
Total aggregate amount |
|
STI 2 |
|
LTI 3 |
|
Social / pension contributions |
|
Total aggregate amount |
|
|
|
EC members |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jim-Heng Lee |
|
639,979 |
|
369,716 |
|
1,009,695 |
|
526,529 |
|
349,963 |
|
98,909 |
|
975,401 |
|
1,985,096 |
|
Other EC 4 |
|
3,288,160 |
|
781,121 |
|
4,069,281 |
|
2,135,726 |
|
2,172,357 |
|
800,382 |
|
5,108,465 |
|
9,177,746 |
|
Subtotal |
|
3,928,139 |
|
1,150,837 |
|
5,078,976 |
|
2,662,255 |
|
2,522,320 |
|
899,291 |
|
6,083,866 |
|
11,162,842 |
1 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, company car allowance, service anniversary, housing contributions, and one-time relocation allowances.Includes the fees for the interim CFO, who does not receive any variable compensation.
2 The short-term incentive reported will be paid after the end of the reporting year.
3 The LTI grant consists of PSUs only. The value of the PSUs is based on their fair value on the grant date which includes adjustments for lost dividends during the vesting period and the TSR performance conditions.
4 Includes the compensation of the former CFO (full year) and former CEO (until 31-Jan-22) during their contractual employment period.
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.
|
Number of shares |
|
Financial year ended 30.06.2023 |
|
Financial year ended 30.06.2022 |
|
BoD |
|
|
|
|
|
Brandtzaeg Svein Richard 1 |
|
168 |
|
|
|
Aebischer Thomas |
|
430 |
|
100 |
|
Birgersson Jens |
|
2,491 |
|
2,085 |
|
Brecht-Bergen Stephanie |
|
220,895 |
|
220,489 |
|
Cadonau Riet 2 |
|
|
|
8,630 |
|
Daeniker Daniel |
|
2,379 |
|
2,020 |
|
Gummert Hans |
|
1,350 |
|
1,095 |
|
Heppner John 3 |
|
|
|
1,283 |
|
Hess Hans 3 |
|
|
|
2,156 |
|
Liu John Y. |
|
493 |
|
238 |
|
Lochiatto Kenneth 4 |
|
114 |
|
|
|
Mankel Christine 3 |
|
|
|
220,699 |
|
Regelski Michael 4 |
|
114 |
|
|
|
Total BoD |
|
228,434 |
|
458,795 |
|
EC |
|
|
|
|
|
Berninger Alwin 5 |
|
|
|
371 |
|
Bewick Stephen |
|
449 |
|
335 |
|
Guardiola Magín 6 |
|
1,258 |
|
|
|
Häberli Andreas 7 |
|
2,696 |
|
2,636 |
|
Housten Alex |
|
922 |
|
747 |
|
Johansson Christina 8 |
|
- |
|
|
|
Jones Andy 9 |
|
|
|
233 |
|
Kelterborn Kaspar 10 |
|
|
|
48 |
|
Lee Jim-Heng |
|
3,896 |
|
2,865 |
|
Mörtl Mathias 5 |
|
|
|
- |
|
Zocca Stefano |
|
2,717 |
|
2,464 |
|
Total EC |
|
11,938 |
|
9,699 |
1 BoD Member as of 11 October 2022 and Chairman of the Board as of 1 May 2023
2 Chairman of the Board until 30 April 2023
3 BoD Member until 11 October 2022
4 BoD Member as of 11 October 2022
5 EC Member until 31 March 2023
6 EC Member as of 1 April 2023
7 EC Member until 30 June 2023
8 EC Member as of 1 December 2022
9 EC Member until 15 May 2023
10 EC Member until 30 November 2022