BoD and EC Compensation
The actual compensation paid to the BoD for the financial year 2024/25 is stable compared to the previous year. At the 2024 AGM, two new independent members were elected (Marianne Janik and Ilias Läber), replacing John Liu and Till Reuter, who retired from the BoD to assume the role of CEO. These changes have no material impact on total Board compensation, which remains aligned with our established framework.
Compensation awarded to the BoD in financial years 2024/25 and 2023/24 (audited)
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BoD functions FY 24/25 |
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BoD compensation FY 24/25 |
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BoD compensation FY 23/24 7 |
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Compensation 1 |
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Compensation 4 |
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BoD |
AC |
NCC |
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Basic compensation |
Additional compensation (committees, special tasks) 2 |
Social benefits 3 |
Total |
of which in shares 4 |
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Basic compensation |
Additional compensation (committees, special tasks) 2 |
Social benefits 3 |
Total |
of which in shares 4 |
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CHF in 000 |
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BoD |
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Svein Richard Brandtzaeg |
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C |
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C |
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635 |
– |
95 |
730 |
299 |
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635 |
– |
107 |
742 |
300 |
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Thomas Aebischer |
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M |
C |
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190 |
80 |
18 |
288 |
90 |
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190 |
80 |
18 |
288 |
107 |
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Jens Birgersson |
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M |
M |
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190 |
20 |
– |
210 |
90 |
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190 |
20 |
– |
210 |
138 |
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Stephanie Brecht-Bergen |
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M |
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M |
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190 |
20 |
– |
210 |
139 |
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190 |
20 |
– |
210 |
90 |
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Hans Gummert |
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M |
M |
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190 |
77 |
– |
267 |
90 |
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190 |
78 |
– |
268 |
90 |
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Marianne Janik |
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M |
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127 |
– |
8 |
135 |
100 |
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– |
– |
– |
– |
– |
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Ilias Läber |
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M |
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127 |
– |
8 |
135 |
100 |
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– |
– |
– |
– |
– |
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John Y. Liu |
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M |
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63 |
– |
4 |
67 |
30 |
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190 |
– |
13 |
203 |
90 |
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Kenneth Lochiatto |
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M |
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M |
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190 |
20 |
– |
210 |
90 |
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190 |
20 |
– |
210 |
120 |
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Ines Pöschel |
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M |
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M |
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190 |
20 |
14 |
224 |
90 |
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127 |
13 |
9 |
149 |
108 |
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Michael Regelski |
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M |
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190 |
– |
– |
190 |
90 |
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190 |
– |
– |
190 |
90 |
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Daniel Daeniker 5 |
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– |
– |
– |
– |
– |
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63 |
7 |
5 |
75 |
30 |
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Till Reuter 6 |
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– |
– |
– |
– |
– |
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48 |
55 |
7 |
110 |
22 |
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Total BoD |
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2,282 |
237 |
147 |
2,666 |
1,205 |
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2,203 |
293 |
159 |
2,655 |
1,185 |
1 The compensation for the reporting period is paid out in three installments (November 2024, May 2025, and November 2025). Shares are awarded based on a fixed monetary amount of CHF 300,000 for the Board Chair and 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 659.80 for the shares transferred in November 2024 and CHF 666.80 for the shares transferred in May 2025).
2 Compensation for the employer representative on the Swiss pension fund (Thomas Aebischer since May 2023) 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 57,573 (AGM 2023/24) and 56,557 (AGM 2024/25) are included in the compensation (additional compensation). 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. Business expenses are not included.
3 In line with the Swiss legal requirements under the respective law (BVG), one Board member is insured in the company pension fund. The BoD members are financing both the employee and employer contributions to the pension fund so that the insurance in the pension fund is cost-neutral to the company.
4 The compensation for the reporting period is paid out in three installments (November 2023, May 2024, and November 2024). Shares are awarded based on a fixed monetary amount of CHF 300,000 for the Board Chair and 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 409.30 for the shares transferred in November 2023 and CHF 483.80 for the shares transferred in May 2024). Rounding differences compared to prior year reporting are possible due to a change in table formatting.
5 Daniel Daeniker was a member of the BoD until the AGM 2023.
6 Till Reuter was a member of the BoD and the Audit Committee until 31 December 2022.
7 Rounding differences compared to prior year reporting are possible due to a change in table formatting.
At the AGM 2024, the shareholders approved a maximum aggregate amount of CHF 3,200,000 for the BoD compensation period from the AGM 2024 until the AGM 2025. The compensation effectively paid for the portion of this term of office included in this Compensation Report (October 2024–30 June 2025) is within the limit approved by the shareholders. A conclusive assessment for the entire period will be included in the Compensation Report 2025/26.
At the AGM 2023, the shareholders approved a maximum aggregate amount of CHF 3,200,000 for the BoD for the compensation period from the AGM 2023 until the AGM 2024. The compensation effectively paid was CHF 2,436,000 and is within the limit approved by the shareholders.
As of 30 June 2025 and in compliance with the Articles of Incorporation, no loans or credits were granted to current or former BoD members, or parties closely related to them.
Compensation awarded to the EC in financial years 2024/25 and 2023/24 (audited)
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EC compensation FY 24/25 |
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EC compensation FY 23/24 8 |
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EC Members |
Total CHF |
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EC Members |
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Total CHF |
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in CHF 000 |
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Till Reuter, CEO |
Other EC |
Former EC 5 |
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Till Reuter, CEO 6 |
Jim Heng Lee 7 |
Other EC |
Former EC 5 |
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Fixed compensation |
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Fixed basic payment 1 |
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1,000 |
2,015 |
537 |
3,552 |
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500 |
857 |
1,981 |
874 |
4,212 |
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Benefits and social / pension contributions 2 |
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138 |
620 |
193 |
951 |
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61 |
228 |
539 |
304 |
1,132 |
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Total aggregate amount |
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1,138 |
2,635 |
730 |
4,503 |
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561 |
1,085 |
2,520 |
1,178 |
5,344 |
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Variable compensation |
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STI 3 |
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1,185 |
1,888 |
757 |
3,830 |
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635 |
1,054 |
2,001 |
786 |
4,476 |
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LTI 4 |
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1,001 |
1,438 |
– |
2,439 |
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491 |
859 |
1,741 |
– |
3,091 |
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Social / pension contributions |
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250 |
745 |
259 |
1,254 |
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111 |
225 |
725 |
202 |
1,263 |
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Total aggregate amount |
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2,436 |
4,071 |
1,016 |
7,523 |
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1,237 |
2,138 |
4,467 |
988 |
8,830 |
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Total |
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3,574 |
6,706 |
1,746 |
12,026 |
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1,798 |
3,223 |
6,987 |
2,166 |
14,174 |
1 Includes a temporary monthly allowance for an EC member assuming additional ad interim responsibility of the vacant COO position. The amount was determined considering the difference between the incumbent’s compensation for the current role and the benchmark for the COO role in the respective market. The temporary monthly allowance was paid for the period 1 February 2024 to 31 July 2024, hence overlapping reporting years 2024/25 and 2023/24.
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 period. 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. For the reporting year 2023/24, the amount includes payments in connection with a 12-month post-employment non-compete agreement for one EC member.
3 The short-term incentive reported is paid after the end of the respective 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 members until the end of the contractual employment period and reflects the contractual obligations. Includes final settlement payment following employment termination, for three EC members. STI payments were made in line with applicable STI policy and applicable legislations and paid p. r. t. until the end of the respective contracts.
6 Till Reuter was appointed CEO as of 1 January 2024. His contractual annual base salary is CHF 1 million p. a. For the prior reporting period, his compensation is disclosed for the period 1 January until 30 June 2024. The STI payment for the prior reporting period was paid out on a p. r. t. basis and a pro-rata LTI grant was made at the time of his onboarding to account for his eligibility for an LTI grant for the period between onboarding and the end of the prior reporting period.
7 Jim Heng Lee was the CEO from 1 July until 31 December 2023 and stepped down as CEO per January 2024. The compensation reflects the compensation paid for the reporting period 2023/24, including the salary paid after he stepped down from the CEO position. As of November 2023, a portion of his base compensation was paid in China and the base salary in CHF reduced to the same extent. Both the payment in China and Switzerland remained stable in local currency. The amount reported for the portion paid in CNY in China fluctuated due to currency exchange, resulting in an increase in reported base compensation of CHF 6,711 compared to the basic payment made for the period 1 July until 31 December 2023. The long-term incentive compensation was granted in September 2023 when he was still the CEO. The number of PSUs vesting will be pro-rated based on time served, however, with no accelerated vesting.
8 Rounding differences compared to prior year reporting are possible due to a change in table formatting.
In the 2024/25 financial year, the EC received total remuneration of CHF 12,026,000, which is within the limit approved by the shareholders. The highest paid individual was Till Reuter, CEO. In comparison to the previous year, total direct compensation (TDC) of the EC decreased by 15%. There are several factors that impacted the level of actual compensation paid to the EC, which are summarized in the explanatory comments to the compensation table below.
Explanatory comments to the compensation table
Changes in EC composition: Carsten Franke was appointed COO on 1 August 2024 as planned, after Stefano Zocca, President KWO, had held the role ad interim until 31 July 2024. Christian Baur was appointed to the Executive Committee effective 1 January 2025 in the new role as CTO as well as President KWO. Stefano Zocca, President KWO, left the Company in December 2024. Further, there was an overlap for the CFO role with René Peter stepping in during our former CFO Christina Johansson’s illness.
Considering all changes, a total of nine EC members received compensation in the reporting year (2023/24: ten EC members in total). Of the total number of EC members in the reporting period, six were active at the end of the reporting period (end of 2023/24: five active EC members).
Compensation changes: The total target compensation for one EC member was increased by 8% compared to the prior reporting period to bring compensation in line with market requirements. For the remaining EC members active throughout the reporting year, the total target compensation remained stable compared to the prior reporting period. Allowances were paid to individual EC members stepping into interim roles for a defined period. These allowances are included in the fixed remuneration.
STI payout: The STI payout formula is based on the achievement of pre-determined performance objectives (as described under section 3.1). The STI payout for the CEO and EC members reflects the development of the Groupʼs organic net sales, adjusted EBITDA margin and adjusted ROCE, which are the main drivers of the STI payout. The payout amount decreased by 14% compared to the amount reported for the previous reporting period. On average, the STI payout for EC members is 115% of the STI target (prior year: 123%).
The achievement per KPI is outlined in the STI performance section below.
LTI grant in September 2024: The grant size (nominal value) for each participant including the CEO was set as a monetary amount strictly considering the organization level and external benchmark for a similar function in the relevant market, the positioning of the individual’s total direct compensation compared to that benchmark and the target pay mix for the position (as described under section 3.2).
The total grant amount reported is 24% lower compared to the amount reported for the prior reporting period for the following reasons: In the reporting period LTI grants were made to six EC members (prior reporting period: seven EC members). One EC member received a pro-rated grant to account for his eligibility for the period 1 January to 30 June 2025. No grants were made to EC members that were not active at the time of the grant.
Performance in financial year 2024/25 (not audited)
STI Performance
The STI performance achievement and payout range for the performance objectives (as described under section 3.1) are illustrated in the table below. As explained in section 3.1., this represents commercially sensitive information; therefore, no further details on the required achievement levels are disclosed.
For all STI-relevant performance objectives, the required achievement level is derived from the company’s strategic business plan and aligned with an ambitious budget for the respective financial year.
The calculation of the short-term incentive is determined based on key performance indicators as reported in the financial statements.
dormakaba’s strong performance in financial year 2024/25 is reflected in the STI overall performance factor of 118.5% (prior year: 127.7%) for the Group.
- Organic net sales growth: The company achieved good organic net sales growth of 4.1% amid a challenging market environment marked by trade tariffs and geopolitical tensions.
- EBITDA margin: The adjusted EBITDA margin increased from 14.7% to 15.5%. This significant margin expansion is mainly due to the execution of the strategy-related transformation program, showing the results of effective and sustainable cost management as well as reflecting efficiency improvements from complexity reduction.
- ROCE: Return on capital employed (ROCE) significantly improved from 29.0% to 30.6%, due to increased adjusted EBIT. With this, the company delivered its mid-term commitment of over 30% ROCE one year ahead of plan.
LTI Performance
The performance share units granted under the long-term incentive in September 2021 vested in September 2024 based on the EPS growth (50% weight) and the TSR ranking (50% weight) over the three-year vesting period at a total vesting level of 78.25% (prior year: 27.13%). The performance per KPI and the payout level at vesting are illustrated below.
|
Grant |
Performance Objectives |
Definition |
Target |
Achievement |
Performance & Vesting Factor |
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Sept 2021 vested Sept 2024 |
Relative TSR (50%) |
Share price increase + dividends over average of three percentile ranks compared to the SPI Industrial index |
Median of the peer group |
Average ranking of 42.67% within the Peer Group |
78% Performance Factor * 50% = 39% Vesting Factor |
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Relative EPS Growth (50%) |
Average EPS growth during the three-year performance period compared to the three-year average EPS growth immediately preceding the performance period, compared to the GDP growth in the relevant markets. The EPS growth must outperform the GDP growth in the relevant markets. |
The EPS growth must outperform the weighted GDP growth in the relevant markets by 200 bps. |
The average EPS growth is 95.8%. The GDP growth is 2.8%. Under consideration of the 2% additional hurdle, this results in a 91.4% achievement. |
78.50% Performance Factor * 50% = 39.25% Vesting Factor |
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Total |
Overall Vesting Factor: 78.25 % |
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Sept 2020 vested Sept 2023 |
Relative TSR (50%) |
Share price increase + dividends over average of three percentile ranks compared to the SPI Industrial index |
Median of the peer group |
Average ranking of 24.07% within the Peer Group |
0% Performance Factor * 50% = 0% Vesting Factor |
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Relative EPS Growth (50%) |
Average EPS growth during the three-year performance period compared to the three-year average EPS growth immediately preceding the performance period, compared to the GDP growth in the relevant markets. The EPS growth must outperform the GDP growth in the relevant markets by 200 bps. |
The EPS growth must outperform the weighted GDP growth in the relevant markets by 2% points |
The average EPS growth is 85.3%. The GDP growth is 2.3%. Under consideration of the 2% additional hurdle, this results in a 81.7% achievement. |
54.25% Performance Factor * 50% = 27.13% Vesting Factor |
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Total |
Overall Vesting Factor of 27.13% |
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In accordance with the LTI plan rules, the EPS calculation may be adjusted for extraordinary items in accordance with Alternative Performance Measures (APM) adjusted for Items Affecting Comparability (IAC) and must be approved by the Board.
Compensation Mix Awarded in Reporting Period
The table below represents the pay mix of the CEO and active EC members for the actual Annual Base Salary (ABS) pay and STI and LTI (excluding benefits and social security), which is in line with our compensation strategy and pay-for-performance principles.
CEO
EC1)
Compensation paid compared to budget approved by shareholders
At the AGM 2023, the shareholders approved a maximum aggregate amount of CHF 15,500,000 for the EC for the financial year 2024/25. The total compensation effectively awarded of CHF 12,026,000 is within the limit approved by the shareholders.
Loans and credits
As of 30 June 2025, in compliance with the Articles of Incorporation, no loans or credits were granted by dormakaba to current or former EC members, or parties closely related to them.
Shares held by BoD and EC (audited)
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.
As of 30 June 2025, all BoD members comply with the respective share ownership guidelines. As of 30 June, all but one EC member comply with the SOG. In line with the SOG, the respective EC member is required to hold all shares vesting from the LTI until such requirement is fulfilled. With the upcoming vesting of the grant from September 2022 in September 2025, holding requirements will be fulfilled.
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Number of shares |
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Financial year ended 30.06.2025 |
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Financial year ended 30.06.2024 |
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BoD |
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Brandtzaeg Svein Richard |
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1,295 |
|
844 |
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Lochiatto Kenneth |
|
741 |
|
606 |
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Aebischer Thomas |
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804 |
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669 |
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Birgersson Jens |
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2,927 |
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2,792 |
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Brecht-Bergen Stephanie |
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223,082 |
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221,097 |
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Gummert Hans |
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1,687 |
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1,552 |
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Janik Marianne 1 |
|
127 |
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- |
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Laeber Ilias 1 |
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127 |
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- |
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Liu John Y. 2 |
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- |
|
695 |
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Poeschel Ines |
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337 |
|
202 |
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Regelski Michael |
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451 |
|
316 |
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Total BoD |
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231,578 |
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228,773 |
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EC |
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Baur Christian 3 |
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- |
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Bewick Stephen |
|
910 |
|
501 |
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Franke Carsten 4 |
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- |
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Guardiola Magín |
|
1,340 |
|
1,282 |
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Johansson Christina 5 |
|
- |
|
470 |
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Peter René 6 |
|
342 |
|
- |
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Reuter Till |
|
46 |
|
46 |
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Zocca Stefano 7 |
|
- |
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2,795 |
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Total EC |
|
2,638 |
|
5,094 |
1) BoD Member as of 10 October 2024
2) EC Member until 10 October 2024
3) EC Member as of 1 January 2025
4) EC Member as of 1 August 2024
5) EC Member until 8 February 2025
6) EC Member as of 25 February 2025
7) EC Member until 31 December 2024