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Knorr Bremse : Speech of the Chairman of the Supervisory Board Prof. Dr. Mangold

05/20/2022 | 04:15am EDT

Annual General Meeting of Knorr-Bremse AG

Address by the Chairman of the Supervisory Board

Prof. Dr. Klaus Mangold

Munich, May 24, 2022

Advance copy of speech published on May 20, 2022

The words spoken on the day of the Annual General Meeting are the authoritative

version of this speech.

Formal commencement and welcome:

Ladies and gentlemen, our dear shareholders,

I am delighted that you have found your way to our meeting this year, which is again taking place virtually through our AGM portal. This shows how important Knorr- Bremse is to you.

As the Chairman of the Supervisory Board, it is my pleasure to open this year's regular Annual General Meeting for Knorr-Bremse AG.

Before we start the official part of our meeting, please allow me to share a few, personal words with you.

On February 23 of last year, Heinz Hermann Thiele passed away. This news shocked all of us. Following this tragic and equally unexpected loss, I changed my original plan of retiring from my post with effect from the 2021 Annual General Meeting. Instead, I fulfilled an explicit request from the Supervisory Board and Thiele family and nominated myself for election as Supervisory Board Chairman again last year, with an aim of ensuring continuity at the head of the Knorr-Bremse AG Supervisory Board during a difficult period. I saw it as my obligation to serve the Company in this position for an additional year. I said back then that I would only hold the position for as long as the Company needed to find a satisfying successor as Supervisory Board Chairperson, and for no more than two years.

The additional year for me has now passed. At the end of today's Annual General Meeting, I will be stepping down from this position of heavy responsibility, which I have appreciated greatly.

Heinz Hermann Thiele was one of the most outstanding entrepreneurs in Germany. His determination and assertiveness were legendary, as were his uncompromising desire for success and unparalleled dedication to his entrepreneurial endeavors.

Thanks to his unmistakable instinct for opportunities and his willpower, he took an SME and made it into a globally successful high-tech corporation.

For me, it was always a pleasure and honor to work with him personally throughout the years. Not only during my time as Supervisory Board Chairman at Knorr-Bremse AG, but also many years before when there were talks between my then-employer Daimler and Mr. Thiele. Or when we both worked together in the German Eastern Business Association.

All of us at this Company owe him an incredible amount. In this spirit, we will continue the successful growth story of Knorr-Bremse. It is an entrepreneurial obligation that Mr. Thiele has left us with.

The Executive and Supervisory Boards of Knorr-Bremse AG have achieved a great deal in recent years. We have succeeded in permanently expanding our most important competitive positions in many markets around the world, especially in


Europe and China. Furthermore, we steered the Company through the COVID-19 crisis very successfully.

Accordingly, I can pass the baton on to my successor today in very good conscience. As you all know, this is the final Annual General Meeting that I will be presiding over as Supervisory Board Chairman. After almost four years in the role, I will be stepping down from this position today as planned and leaving the Supervisory Board. This was not an easy decision to make.

I would like to take this opportunity to thank my colleagues on the Supervisory Board, the members of the Executive Board, the managers, and all employees of the Knorr- Bremse Group. They have guided and are continuing to guide the Company securely and successfully through the COVID-19 crisis. I am also especially grateful to them in light of the geopolitical and economic consequences of Russia's invasion of Ukraine. The violation of international law that this invasion constitutes is unacceptable. The Supervisory Board has examined the consequences of the conflict for Knorr-Bremse on multiple occasions. We unequivocally condemn Russia's attack on a sovereign state, which also represents an attack on peace in Europe and the world.

Now to return to today's agenda: The Supervisory Board is nominating Dr. Reinhard Ploss for election as my successor at this Annual General Meeting. It intends to elect Dr. Ploss as the Chairman of the Supervisory Board at its inaugural meeting directly after today's Annual General Meeting.

We should consider ourselves highly fortunate that we were able to acquire Dr. Ploss for this position.

In my firm opinion, he is an excellent match for the heavy responsibility of being the Chairman of the Knorr-Bremse AG Supervisory Board and an ideal complement to the Supervisory Board's existing expertise.

In finding this significant personality, the Supervisory Board has also done its part in laying the foundations for a successful future for the Knorr-Bremse Group.

Ladies and gentlemen, our dear shareholders,

It is now my privilege to extend to you, our shareholders and shareholder proxies, a warm welcome on behalf of the Supervisory and Executive Boards.

In particular, I would like to welcome Mrs. Nadia Thiele and Mr. Robin Brühmüller who are following this virtual Annual General Meeting on site here, as they have done previously. Moreover, I wish to welcome Dr. Reinhard Ploss, who will personally introduce himself as a candidate for the Chairman position on the Supervisory Board in a short moment.

Dr. Ploss possesses exceptional technical knowledge thanks to his many years of experience in development and production, including in the automotive industry, and also holds expertise in managing listed companies and in issues related to corporate


governance, compliance, and leadership. As you know, he was Chief Executive Officer of Infineon Technologies AG until recently. He has deep knowledge of doing business at a high-tech, industrial company. With his major commercial success over the decades, he has demonstrated how to lead and motivate an organization to deliver outstanding performance, helping it to achieve excellent positions in all significant markets globally.

Dr. Ploss, I would like to ask you now to introduce yourself to our shareholders.

[Personal introduction by Dr. Ploss]

Thank you, Dr. Ploss.

I would also like to introduce you to Dr. Sigrid Nikutta, another designated new member for our Supervisory Board.

Dr. Nikutta has sat on the Management Board of Deutsche Bahn AG since January 2020, where she is responsible for freight. She also heads DB Cargo AG as Chief Executive Officer. Before joining Deutsche Bahn, Dr. Nikutta was the CEO of Berliner Verkehrsbetriebe for an entire decade, where she led the company into profitability for the first time in its history.

We are delighted to have Dr. Nikutta, a proven rail-industry insider, choose to join the Supervisory Board of Knorr-Bremse AG. Her extensive and long-standing expertise in the international rail and logistics industries is a valuable enrichment for Knorr- Bremse, given our status as a global high-tech company.

Dr. Nikutta will succeed Dr. Thomas Enders, who is stepping down to take on other, new entrepreneurial challenges. The Supervisory Board is grateful to Dr. Enders for his great commitment, especially on the Company's Strategy Committee. Dr. Enders contributed to the success of Knorr-Bremse in the last two years with his experience in global business and many suggestions based on it.

I would also like to welcome Mr. Bernd Spies.

Mr. Spies has been responsible for the Commercial Vehicle Systems division since March 12 of this year and is a successful manager with impressive international experience who comes from within the ranks of Knorr-Bremse AG. I am happy that we are able to welcome you as a new Executive Board member, Mr. Spies.

I would ask you now to introduce yourself briefly to our shareholders.

[Short personal introduction by Mr. Spies]

I would further like to welcome our notary, Mr. Sebastian Herrler, from Munich, who will be taking the minutes of this meeting and will therefore be following on from here on the podium.


Details about the virtual AGM

Ladies and gentlemen, this year our Annual General Meeting is again taking place in extraordinary circumstances. We are holding this Annual General Meeting virtually without our shareholders or their personal proxies being physically present due to the ongoing COVID-19 pandemic.

Although the situation has luckily relaxed somewhat at the moment, the Executive and Supervisory Boards decided in favor of this format because of the uncertainty associated with the pandemic's development. We made this decision a while ago now, and at that time it seemed to us that it was our only choice for organizational reasons. The virtual format was the only option for planning an Annual General Meeting with certainty and without the danger of having to reschedule at late notice or of unreasonable risks being placed on shareholders and everyone contributing to the Annual General Meeting. For future Annual General Meetings, we are hoping for a balanced mix between in-person and virtual participation.

Our registered shareholders and their proxies can follow the full Annual General Meeting live with video and audio using our online AGM portal. If you are currently following the public broadcast of our Annual General Meeting, please be aware that you need to log on through the AGM portal in order to fully attend the Annual General Meeting. The public broadcast will end once the address from the Executive Board has been delivered.

You can find the AGM portal by clicking on the Annual General Meeting 2022 heading in the Investor Relations section of our website. Your voting card will contain the personal log-on details needed for the AGM portal.

As per the notice for this Annual General Meeting, you can only exercise your voting rights through absentee voting or by authorizing a Company-nominated proxy who is bound to your instructions.

You are still able to cast an electronic absentee vote through the AGM portal or authorize and issue instructions to Company-nominated proxies up until the time that votes start being counted. Apart from the AGM portal, there are no longer any other ways to cast a vote at this point in time.

I will inform you with good notice about the time when we will close voting on the AGM portal.

Ladies and gentlemen,

On our premises here we not only have the possibility of holding our Annual General Meeting, but also of following the live broadcast of it. The notary in attendance here has had the technology explained to him in detail and gathered himself a


This is an excerpt of the original content. To continue reading it, access the original document here.


Knorr-Bremse AG published this content on 20 May 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 May 2022 08:14:09 UTC.

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