The Board of Management and Supervisory Board of Leifheit AG report clearly and transparently on the remuneration granted and owed to the members of the Board of Management and the Supervisory Board in financial year 2023 in accordance with section 162 of the German stock corporation act (AktG). The remuneration report was audited by the auditor. The audit opinion can be found at the end of this report. This remuneration report will be presented for approval at the 2024 Annual General Meeting, which is scheduled for 29 May 2024. Detailed information on the Board of Management and Supervisory Board remuneration systems, as well as the remuneration report pursuant to the German stock corporation act (AktG) and the auditor's opinion pursuant to section 162 para. 3 sentence 3 of the German stock corporation act (AktG), will be published on the company's website athttps://www.leifheit-group.com/en/investor-relations/corporate-governance/. The remuneration report for financial year 2022, which was approved at the Annual General Meeting in June 2023, can also be found there.

This report contains additional key financial figures that are not specified in the relevant accounting frameworks and are or can be regarded as alternative performance indicators. These additional key financial figures should not be taken in isolation with regard to the assessment of the net assets-, financial position and results of operations of Leifheit or regarded as an alternative to the key financial figures presented in the consolidated financial statements in accordance with relevant accounting frameworks. Other companies that present or report alternative performance indicators with a similar name may calculate them differently. Explanations of the key financial figures used can be found in the combined management report in the 2023 annual report. To improve readability, only male nouns and pronouns are used in this report to represent all genders.

Minor differences may occur when using rounded amounts and percentages due to commercial rounding. This is the English translation of the remuneration report. In the event of any discrepancies between the English translation and the German version, the German version shall take precedence.

Contents

  • 1. Remuneration of members of the Board of Management

    • 1.1 Application of the remuneration system

    • 1.2 Overview of the remuneration system

    • 1.3 Deviations from the remuneration system

    • 1.4 Remuneration in financial year 2023

  • 2. Remuneration of members of the Supervisory Board

    • 2.1 Application of the remuneration

    • 2.2 Overview of the remuneration

    • 2.3 Remuneration in financial year 2023

  • 3. Vertical comparison

1. Remuneration of members of the Board of Management

1.1 Application of the remuneration system

Following corresponding discussions and deliberations, in its meeting on 23 March 2021 the Supervisory Board resolved the system of remuneration for members of the Board of Management of Leifheit AG in accordance with the requirements of section 87a para. 1 of the German stock corporation act (AktG) in consideration of the recommendations of the German corporate governance code (DCGK) as amended on 16 December 2019. In a resolution passed on 23 March 2022, the Supervisory Board adjusted the remuneration system for the Board of Management. Regarding the recommendations of the DCGK, please refer to the declaration of conformity, which is published on the company's website athttps://www.leifheit-group.com/en/investor-relations/corporate-governance/.

The system of remuneration for members of the Board of Management, as presented by the Supervisory Board of Leifheit AG based on the recommendations of its Personnel Committee, was approved by the Annual General Meeting on 25 May 2022. It applies to all Board of Management employment contracts that are newly concluded, amended or extended after the 2022 Annual General Meeting.

1.2 Overview of the remuneration system

The remuneration system of Leifheit AG is geared as a whole to sustainable corporate development and is closely aligned with the business strategy. It provides clear performance incentives both for the individual members of the Board of Management and for the Board of Management as a whole through substantial yet differentiated variable remuneration, without creating undue risks.

The remuneration system reflects the provisions of the AktG and considers the recommendations of the DCGK. It also considers the requirements of institutional investors and proxy advisors.

Members of the Board of Management receive a fixed basic remuneration and a variable component. The variable remuneration is divided between a short-term incentive (STI) and a long-term incentive (LTI). Within variable remuneration, the focus is on the LTI.

The remuneration system presented below applies to all Board of Management employment contracts that were newly concluded, amended or extended after the Annual General Meeting in 2022.

The system provides for a maximum remuneration for all members of the Board of Management. The maximum amount is set out in their respective contracts of employment. The maximum total remuneration is limited by means of an end-to-end definition of all remuneration components in the employment contracts and a cap on the two variable components. The short-term incentive (STI) is limited to a maximum of 150% of the target amount stipulated in the contract of employment. The long-term incentive (LTI) is limited to a maximum of 200% of the target amount stipulated in the contract of employment.

In detail, the (theoretical) annual maximum remuneration for the members of the Board of Management from 1 January 2023 amounts to:

- Chairperson of the Board of Management m€ 2.0 gross

- Other members of the Board of Management m€ 1.5 gross

A one-time exception from the aforementioned (theoretical) annual maximum remuneration for the members of the Board of Management applies with regard to the remuneration to be granted in 2025 and paid in 2026 on account of the shortening of the term of the annual LTI tranches. The remuneration system for the members of the Board of Management, which was amended in 2022, shortens the term for the annual LTI tranches from four to three years in comparison with the provisions of the remuneration system as resolved by the Supervisory Board on 2 June 2021 and approved by the Annual General Meeting on 2 June 2021 (see section 5.b) below). Accordingly, the LTI tranche with a four-year term for 2022 and the LTI tranche with a three-year term for 2023 will be granted in 2025 (provided the other conditions are met). This justifies granting remuneration in 2025 that may exceed the aforementioned maximum values. The maximum remuneration to be granted in 2025 and to be paid in 2026 amounts to m€ 2.7 (gross) for the chairperson of the Board of Management and to m€ 2.1 for other members of the Board of Management.

The remuneration of the members of the Board of Management is aligned with the business strategy and long-term development of Leifheit AG through a fixed basic remuneration and a substantial variable remuneration; variable remuneration is in turn based on financial and non-financial targets appropriate for Leifheit AG, with an emphasis on long-term key performance indicators.

Using the respective budget approved by the Supervisory Board as a starting point, the short-term incentive (STI) helps to promote the growth of Leifheit AG and secure its liquidity by defining financial performance targets. The non-financial performance targets set in advance in annual target agreements serve to encourage the individual performance of each Board of Management member and the collective performance of the Board of Management as a whole, as well as stakeholder targets and other relevant targets.

The long-term incentive (LTI) helps to promote the business strategy, particularly the long-term development of Leifheit AG, by measuring corporate success against the two performance targets of EPS growth and ROCE, based in each case on medium-term planning approved by the Supervisory Board. Using and combining these two internal key performance indicators ensures a sustainable business strategy. Furthermore, the share price development over a three-year period is a decisive factor in establishing the amount of the LTI, which also contributes to the company's sustainability and long-term development. Granting the LTI on a rolling basis (instead of all at once) also encourages the members of the Board of Management to act sustainably and creates the same incentives for all members. Furthermore, a requirement for members of the Board of Management to make a personal investment in Leifheit shares, without which the LTI is forfeited, ensures that they actively promote the business strategy and long-term development.

The overall remuneration of the Board of Management consists of three components:

  • 1. fixed annual basic remuneration

  • 2. short-term variable remuneration (STI)

  • 3. long-term variable remuneration (LTI)

The fixed annual basic remuneration is based on the area of responsibility and the individual performance of each respective Board member, considering the company's situation. Of the total target remuneration (fixed basic remuneration plus target STI plus target LTI), it accounts for

- 43% to 55% for the chairperson of the Board of Management and - 43% to 55% for the other members of the Board of Management.

Assuming 100% target attainment, the annual STI amounts to

- 12% to 20% of total target remuneration for the chairperson of the Board of Management and - 12% to 20% of total target remuneration for the other members of the Board of Management.

Assuming 100% target attainment, the annually granted LTI tranches, extending over a period of three years each, account for

- 33% to 40% of total target remuneration for the chairperson of the Board of Management and - 33% to 40% of total target remuneration for the other members of the Board of Management.

The members of the Board of Management do not receive remuneration for their work on the Board of Management, Administrative or Supervisory Boards at subsidiaries in addition to the remuneration for their activities as members of the Board of Management of Leifheit AG.

There are no share option programmes. There are no defined benefit obligations under IFRS.

Leifheit AG does not provide fringe benefits other than the use of a company car, the reimbursement of travel expenses and the assumption of the employer's health and care insurance contribution. The members of the Board of Management are covered by a group accident insurance policy taken out by Leifheit AG and by a directors and officers liability insurance policy (D&O insurance) concluded at Leifheit AG's expense at the conditions defined therein in each case. Except for fringe benefits, the remuneration components are granted in cash.

The annual STI is based on earnings before interest and taxes (EBIT) and the sum of cash flow from operating activities and cash flow from investment activities, adjusted for incoming and outgoing payments in financial assets as well as, if existing, from the acquisition and divestiture of divisions (free cash flow), as well as on non-financial performance targets via a modifier.

The EBIT target and free cash flow target are defined in advance for the respective financial year by the Supervisory Board at its own discretion, taking into particular account the budget planning prepared annually by the Board of Management and approved by the Supervisory Board. Except for extraordinary developments, there are no subsequent changes to the target values or other parameters of comparison.

The degree of achievement regarding the two financial performance targets mentioned above is determined according to a target achievement curve defined in advance and stipulated in the employment contracts. The target attainment range for both the EBIT and free cash flow targets begins in each case from a deviation from budget of less than 20% (a deviation of 20% or more equates to a missed target) and is capped in each case from a deviation from budget of more than 20%. Intermediate values of a deviation from the EBIT target of more than minus 20% to 0% and more than 0% to plus 20% are calculated on a linear basis in each case in compliance with the target achievement curve laid down in the employment contracts.

The two above-mentioned performance targets are given equal weighting.

By applying the performance targets EBIT and free cash flow, the focus is put on operating earnings while ensuring liquidity and the ability of Leifheit AG to pay dividends.

A modifier is used to apply the non-financial performance targets in the STI, particularly the respective individual performance of each member of the Board of Management, the collective performance of the Board of Management and the attainment of stakeholder targets, as well as other targets where applicable. The modifier influences the amount of the STI within a range of plus and minus 20% and is capped at the maximum target amount. A target agreement, to be concluded annually in advance, ensures that the use of the modifier is clear and comprehensible. This target agreement sets out the non-financial performance targets, their weighting and the associated measures for promoting the business strategy and long-term development of the company for each individual member of the Board of Management.

The LTI is granted to the members of the Board of Management in annual tranches, each with a term of three years, and is linked to the two ROCE and EPS criteria as reported in the respective consolidated financial statements as well as to the performance of the Leifheit AG share price. LTI tranches will be granted with a performance period of three years from 2023.

The targets for ROCE and EPS are set in advance for each three-year performance period by the Supervisory Board at its own discretion, taking into particular account the respective medium-term planning approved by the Supervisory Board, and communicated to the members of the Board of Management. The same applies to defining the minimum ROCE and minimum EPS for target attainment as well as the maximum ROCE and EPS for the cap. Except for extraordinary developments, there are no subsequent changes to the target values or other parameters of comparison.

The degree of achievement in relation to the two financial performance targets mentioned above is determined according to a target attainment curve defined in advance and laid down in the employment contract. If the average ROCE achieved in the respective three-year period is less than the minimum ROCE, the degree of target attainment is 0%; if it is the minimum ROCE, the target attainment is 50%; and if the average ROCE achieved in the respective three-year period is the maximum ROCE or more, this corresponds to a target attainment of 150%. Intermediate values between a target attainment of 50% to 100% and 100% to 150% are calculated on a linear basis. If EPS growth in the respective three-year period is less than the minimum EPS, the degree of target attainment is 0%; if it is the minimum EPS, the target attainment is 50%; and if EPS growth in the respective three-year period is the maximum EPS or more, this corresponds to a target attainment of 150%. Intermediate values between a target attainment of 50% to 100% and 100% to 150% are calculated on a linear basis.

The two above-mentioned performance targets are given equal weighting, resulting in "overall target attainment" as one key indicator for calculating the payout amount for the respective LTI tranche.

The second step for calculating the payout amount for the respective LTI tranche is based on the performance of the Leifheit AG share price as follows: The performance of the Leifheit AG share is determined by the starting share price (measured over the last 90 trading days before the start of the respective performance period) and the ending share price, which is measured over the last 90 trading days before the end of the respective performance period. In this regard, the closing prices in the Xetra trading system of Deutsche Börse AG shall apply.

The LTI payout amount for each individual LTI tranche is calculated as follows: The target amount of the respective LTI tranche is converted into a number of conditionally granted virtual shares based on the starting share price. The number of virtual shares conditionally granted in this way is multiplied by the overall achievement of the ROCE and EPS targets described above, as shown in this notional example: If, for instance, 1,000 virtual shares are conditionally granted at the beginning of the respective three or four-year performance period of an LTI tranche and the overall achievement of target is 110%, this produces 1,100 virtual shares.

In the next step, the number of virtual shares calculated in this way (in this case, 1,100) is multiplied by the final share price.

Factoring in the share price performance over three years for each annually granted LTI tranche encourages both the individual Board members and the Board of Management as a whole to sustain their activities over the longer term. This incentive is given added weight by the fact that, in order to avoid losing the LTI, each member of the Board of Management is obliged to make a personal investment in Leifheit shares and to hold them for the duration of the LTI tranches, but for no longer than two years after the ending of their contract of employment (holding period). The amount of personal investment is linked to the amount of fixed basic remuneration for each member.

In the event of extraordinary developments on the part of Leifheit AG (e.g. measures under reorganisation law, share buyback, capital measures, acquisition and/or sale of companies and businesses, leveraging of hidden reserves) that have a significant impact on the ability to achieve the target values of the STI and/or the LTI, the Supervisory Board is entitled to unilaterally adjust the contractual terms and other parameters of the STI and/or the LTI in order to neutralise the effects of the extraordinary developments in an appropriate way. Developments affecting the overall economy or the industry in which Leifheit AG operates are not extraordinary developments in the sense of this definition, unless Leifheit AG faces particular hardships in comparison to competitors on account of unusual circumstances specific to the company.

1.3 Deviations from the remuneration system

The remuneration system for members of the Board of Management is structured as follows: 43-55% fixed basic remuneration + 12-20% short-term variable remuneration (STI) + 33-40% long-term variable remuneration (LTI). For financial year 2023, the long-term component of Marco Keul's remuneration is only 29%. Mr Keul's contract was concluded before the introduction of the current Board of Management remuneration system.

Henner Rinsche stepped down from the Board of Management on 31 July 2023. As part of the agreement to terminate the employment relationship, the entitlements for the outstanding performance periods between 2020 and 2023 were settled with a one-off payment of k€ 581.

Stefan De Loecker served on the Board of Management as interim CEO for a limited period from 1 August 2023 to 30 November 2023. Due to the foreseeable short-term nature of his contract, neither short-term nor long-term remuneration was agreed.

Alexander Reindler has been a member of the Board of Management since 1 December 2023. No short-term or long-term variable remuneration was agreed for the month of December 2023; instead, a fixed lump sum was agreed for both the STI and LTI. An agreement to this effect has been concluded for financial year 2024 onwards.

1.4 Remuneration in financial year 2023

The remuneration of the members of the Board of Management is made up of three components: fixed annual basic remuneration, short-term variable remuneration (STI) and long-term variable remuneration (LTI). The target remuneration was agreed in the Board of Management contracts for financial year 2023 as follows:

k€

Marco Keul

Igor Iraeta Munduate

Alexander Reindler

Target

Share

Range 1

Maximum

Target

Share

Range 1

Maximum

Target

Share

Range 1

Maximum

Fixed remuneration

320

52%

43-55%

320

399

51%

43-55%

399

425

47%

43-55%

425

STI

120

19%

12-20%

180

120

15%

12-20%

180

180

20%

12-20%

270

LTI

180

29%

33-40%

360

260

33%

33-40%

520

300

33%

33-40%

600

Total remuneration

620

100%

1,500

779

100%

1,500

905

100%

2,000

1 According to the remuneration system.

k€

Stefan De Loecker

Henner Rinsche

Target

Share

Range 1

Maximum

Target

Share

Range 1

Maximum

Fixed remuneration

590

100%

43-55%

0

550

52%

43-55%

550

STI

0

0%

12-20%

0

155

15%

12-20%

233

LTI

0

0%

33-40%

0

350

33%

33-40%

700

Total remuneration

590

100%

0

1,055

100%

2,000

1 According to the remuneration system.

Leifheit defines granted and owed remuneration pursuant to section 162 para. 1 sentence 1 German stock corporation act (AktG) as follows: The stated remuneration contains all amounts actually received by each member of the Board of Management Board in the reporting period (granted remuneration) and all legally owed remuneration that has not yet been received (owed remuneration).

It is assumed that the remuneration is disclosed in the remuneration report pursuant to section 162 para. 1 sentence 2 no. 1 of the German stock corporation act (AktG) for the financial year in which the remunerated service (in one year or over multiple years) has been completed. Short-term variable remuneration is therefore regarded as owed remuneration, as the underlying service has been fully completed by the respective balance sheet date. As a result, short-term variable remuneration payout amounts are stated for the reporting year even though the amounts will actually be paid after the end of the respective reporting period.

Granted/owed remuneration in 2023 in k€

Non-performance-related fixed remuneration

Performance-related variable remuneration

One-off remuner- ation

Share of one-off remuner- ation

Total remuner- ation

Fixed remuner- ation

Fringe benefits

Total

Share of fixed remuner- ation

Short-term variable remuner-ation (STI)

Long-term variable remuner-ation (LTI)

Share of variable remuner- ation

Marco Keul (2021-2024)

320

15

335

65%

180

0

35%

-

-

515

Igor Iraeta Munduate (2018-2025)

399

17

416

70%

180

0

30%

-

-

596

Alexander Reindler (2023-2026)

35

3

38

49%

-

-

0%

40

51%

78

Stefan De Loecker (2023)

197

1

198

100%

-

-

0%

-

-

198

Henner Rinsche (2019-2025)

321

7

328

13%

136

581

28%

1,538

60%

2,583

Total

1,272

43

1,315

496

581

1,578

3,970

Alexander Reindler received a fixed lump sum of k€ 15 for the STI and k€ 25 for the LTI for the period from 1 to 31 December 2023.

Henner Rinsche received termination benefits amounting to k€ 1,538.

By contrast, the long-term variable remuneration for financial year 2023 concerning the performance period 2023-2025 does not constitute granted or owed remuneration, as the payment is conditional on defined performance targets being met at the end of the three-year performance period. Given that the current performance period for the LTI tranche for financial year 2023 ends on 31 December 2025, any remuneration from the LTI 2023-2025 will be disclosed in the remuneration report for financial year 2025 in accordance with the above provisions. The long-term variable remuneration for financial year 2020 concerning the performance period 2020-2023 was vested in financial year 2023. However, the minimum target threshold values were not reached. The remuneration for this tranche is therefore zero.

Former members of the Board of Management that served on the Board of Management in the past ten years were not granted or owed any remuneration in financial year 2023. Pensions amounting to k€ 634 were paid in financial year 2023 to former members of the Board of Management, or to their surviving dependants, whose active service period was longer than 10 years ago.

There are no share option programmes and no defined benefit pension commitments. The remuneration system for the members of the Board of Management does not provide for any opportunity to claim back remuneration components.

No member of the Board of Management was promised or granted any benefits from third parties. In addition, no benefits were promised for the premature or regular end to his term of service. No benefits of this nature were promised or granted to any other former member of the Board of Management.

The company maintains directors and officers (D&O) liability insurance for the members of its boards and certain employees in the Leifheit Group. The insurance is agreed or extended on an annual basis. The insurance covers personal liability in the event of any claims asserted against an insured party relating to the performance of their duties. The policy for members of the Board of Management for financial year 2023 includes an insurance excess that meets the requirements of the AktG.

The defined maximum STI remuneration (150% of the target value as stipulated in the service contract) was complied with. The defined maximum LTI remuneration and the total remuneration per year cannot be determined until the amounts granted for the four-year LTI tranche in 2022 and the three-year LTI tranche in 2023 have been determined at the end of 2025.

The performance criteria for the STI are Group EBIT, Group free cash flow and the modifier. In the meeting on 12 December 2022, the Supervisory Board defined the performance criteria for the STI and the LTI. In the meeting on 27 December 2022, the Supervisory Board defined the performance criteria for the 2023 modifier, which include restructuring and cost-cutting targets, as well as sustainability objectives. The 2023 modifier was set at 1.0 by the Supervisory Board by way of a circulation procedure on 13 February 2024. The performance criteria for the LTI for financial year 2023 (performance period 2023-2025) will not be determined until after the end of the three-year performance period at the end of 2025. The performance criteria for the LTI for financial year 2020 (performance period 2020-2023) were not met, which is why no LTI was earned for financial year 2020 in financial year 2023.

The following table lists the criteria for variable remuneration and the individual weighting of each component.

Description of criteria for remuneration component

Relative weighting of performance criteria

Information on performance targets

a) Measured performance andb)actual remuneration granted

a) Minimum target attainment threshold and

b)corresponding bonus/remuneration

  • a) Maximum target attainment and

  • b) corresponding bonus/remuneration

Marco Keul (CFO)

STI

Group EBIT 2023 (Target: m€ 0.2)

50%

a)

m€ 0.16

a)

m€ 0.24

a)

m€ 6.0

b)

0.0%

b)

150.0%

b)

k€ 90

Group free cash flow 2023 (Target: m€ 6.0)

50%

a)

m€ 4.8

a)

m€ 7.2

a)

m€ 12.1

b)

0.0%

b)

150.0%

b)

k€ 90

Modifier

Individual performance 2023 1 Restructuring and cost reduction

80%

a)

1 of 3 defined targets

a)

3 of 3 defined targets

a)

2 of 3 defined targets

b)

0.8

b)

1.2

b)

1.0

Individual performance 2023 1 Sustainability

20%

a)

1 of 2 defined targets

a)

2 of 2 defined targets

a)

1 of 2 defined targets

b)

0.8

b)

1.2

b)

0.8

Igor Iraeta Munduate (COO)

STI

Group EBIT 2023 (Target: m€ 0.2)

50%

a)

m€ 0.16

a)

m€ 0.24

a)

m€ 6.0

b)

0.0%

b)

150.0%

b)

k€ 90

Group free cash flow 2023 (Target: m€ 6.0)

50%

a)

m€ 4.8

a)

m€ 7.2

a)

m€ 12.1

b)

0.0%

b)

150.0%

b)

k€ 90

Modifier

Individual performance 2023 1 Restructuring and cost reduction

80%

a)

1 of 3 defined targets

a)

3 of 3 defined targets

a)

2 of 3 defined targets

b)

0.8

b)

1.2

b)

1.0

Individual performance 2023 1 Sustainability

20%

a)

1 of 2 defined targets

a)

2 of 2 defined targets

a)

1 of 2 defined targets

b)

0.8

b)

1.2

b)

0.8

LTI

Increase in EPS 2023 compared to 2019 (LTI 2020-2023 tranche)

50%

a)

10.0%

a)

30.0%

a)

0%

b)

50.0%

b)

150.0%

b)

k€ 0

Increase in average ROCE 2020-2023 (LTI 2020-2023 tranche)

50%

a)

12.5%

a)

17.5%

a)

0%

b)

50.0%

b)

150.0%

b)

k€ 0

1 The modifier for individual performance is applicable to the total STI and results in an STI of between 80% and 120% of the target amount.

Stefan De Loecker did not receive any variable remuneration for the period from 1 August 2023 to 30 November 2023 in his role as interim CEO. Alexander Reindler received a fixed lump sum of k€ 15 for the STI and k€ 25 for the LTI for the period from 1 to 31 December 2023.

2. Remuneration of members of the Supervisory Board

2.1 Application of the remuneration

In accordance with section 113 para. 3 German stock corporation act (AktG) in the version of the act implementing the second shareholders' rights directive (ARUG II), the Annual General Meeting of a listed company must resolve on the remuneration of members of the Supervisory Board at least once every four years as well as in the case of proposals to amend remuneration regulations. This resolution was most recently passed at the Annual General Meeting on 2 June 2021.

The remuneration of Supervisory Board members is governed by art. 12 of Leifheit AG's articles of incorporation. The resolution regarding long-term variable remuneration for the Supervisory Board was passed by the Annual General Meeting on 29 May 2019 under agenda item 9. The long-term variable remuneration was only agreed for financial years 2020 to 2022 and was not extended beyond that.

2.2 Overview of the remuneration

Overall, the remuneration system of Leifheit AG is geared towards sustainable corporate development and is aligned with the business strategy. For the members of the Supervisory Board individually and for the Supervisory Board as a whole, it provides an incentive to perform their duties with a view to the long-term, successful development of the company.

The remuneration system reflects the provisions of the AktG and considers the recommendations of the DCGK.

The members of the Supervisory Board receive fixed remuneration, attendance fees and variable remuneration. The variable remuneration is divided into a short-term variable remuneration and a long-term variable remuneration component.

The remuneration system provides for a maximum remuneration for all members of the Supervisory Board. The maximum remuneration is set out in art. 12 para. 8 of the articles of incorporation. Since 1 January 2020, the total annual remuneration (the sum of fixed remuneration, short-term performance-related remuneration and attendance fees) has been limited to a maximum of € 80,000.00 for an ordinary member of the Supervisory Board, € 150,000.00 for the deputy chairperson of the Supervisory Board, € 100,000.00 for the chairperson of the Audit Committee and € 200,000.00 for the chairperson of the Supervisory Board. If a Supervisory Board member performs more than one function within a financial year, the higher amount shall apply to the limitation.

The remuneration of the members of the Supervisory Board is aligned with the business strategy and long-term development of Leifheit AG through fixed remuneration and attendance fees as well as a short-term and a long-term variable remuneration component, which in turn are based on financial targets that are appropriate for Leifheit AG, with an emphasis on long-term key performance indicators.

In addition to reimbursement of their expenses and any value added tax incurred for their Supervisory Board activities, each member of the Supervisory Board receives annual fixed remuneration in the amount of € 35,000.00. The chairperson of the Supervisory Board receives € 100,000.00, and their deputy receives € 70,000.00. Inasmuch as they relate to telecommunications, postage or other office costs, expenses are reimbursed with the payment of a lump sum in the amount of € 1,000.00 per year. Each member of a committee, except the Audit Committee, receives an additional fixed remuneration of € 2,500.00; the chairperson of a committee, except for the Audit Committee, receives € 5,000.00. Each member of the Audit Committee receives an additional fixed remuneration of € 5,000.00; the chairperson of the Audit Committee receives € 10,000.00.

In addition, the Supervisory Board members receive an attendance fee of € 1,500.00 for each meeting (in person, by telephone or video conference of at least two hours in duration) of the Supervisory Board and its committees in which they participate. For several meetings that take place on one day, the attendance fee is paid only once. The chairperson of the Supervisory Board and the respective chairperson of a Supervisory Board committee receive twice the meeting attendance fee in the first sentence above for participating meetings they chair.

In addition, each member of the Supervisory Board receives performance-related remuneration for their membership of the Supervisory Board during the previous financial year. The short-term variable remuneration amounts to € 500.00 for each cent by which the earnings per share (EPS) for the period calculated in accordance with IFRS accounting principles exceeds the comparable amount of the previous financial year. By basing remuneration on the EPS performance target, the focus is placed on earnings while ensuring the ability of Leifheit AG to pay dividends.

Moreover, one part of the remuneration comprises the member's theoretical per head share of a directors and officers liability insurance policy (D&O insurance) concluded on behalf of Leifheit AG at standard market conditions for the members of the Supervisory Board, the costs of which are borne by Leifheit AG.

If a member is only a member of the Supervisory Board or a Supervisory Board committee for part of a financial year, the fixed and performance-related remuneration shall only be granted pro rata temporis and the maximum remuneration shall also be reduced pro rata temporis.

The Annual General Meeting can also resolve one or more long-term variable contract components for the Supervisory Board. One such long-term variable contract component for the Supervisory Board - resolved by the Annual General Meeting on 29 May 2019 under agenda item 9 - expired in financial year 2022. Supervisory Board contracts have not included any long-term variable remuneration components since financial year 2023.

2.3 Remuneration in financial year 2023

Leifheit defines granted and owed remuneration pursuant to section 162 para. 1 sentence 1 German stock corporation act (AktG) as follows: The stated remuneration contains all amounts actually received by each member of the Supervisory Board in the reporting period (granted remuneration) and all legally owed remuneration that has not yet been received (owed remuneration).

The fixed remuneration, the attendance fee and the short-term variable remuneration are regarded as owed remuneration, as the remunerated service has been completed in full by the respective balance sheet date. As a result, the table below lists remuneration for the reporting period even though the amounts will actually be paid out after the end of the respective reporting period.

The performance criterion for the single-year variable remuneration is the change in the net result for the period per share (earnings per share/EPS) compared to the previous financial year. The change in EPS can be determined in the annual financial statements for 2023 and 2022 amounts to € 0.21.

Granted/owed remuneration in 2023 in k€

Non-performance-related fixed remuneration

Performance-related variable remuneration

Total remunerat ion

Supervis ory Board member ship 1

Attendan ce fee Supervis ory Board member ship

Committ ee member ship

Attendan ce fee Committ ee member ship

Fringe benefits

2

Total

Share of fixed remuner ation

Short-term variable remuner ation (STI)

Long-term variable remuner ation (LTI)

Share of variable remuner ation

Joachim Barnert (2019-2023)

6.0

0.0

0.4

0.0

0.0

6.4

79%

1.7

0.0

21%

8.1

Dr Günter Blaschke (2019-2024)

101.0

24.0

18.5

6.0

8.1

157.7

94%

10.3

0.0

6%

168.0

Stefan De Loecker 3 (2023-2024)

17.8

3.0

3.8

0.0

0.7

25.2

87%

2.6

0.0

9%

27.7

Georg Hesse (2018-2024)

36.0

10.5

7.5

9.0

0.0

63.0

86%

10.3

0.0

14%

73.3

Marcus Kreß (2023-2024)

30.0

9.0

0.0

0.0

0.0

39.0

82%

8.6

0.0

18%

47.6

Karsten Schmidt (2019-2023)

29.6

3.0

5.2

3.0

0.3

41.1

91%

4.3

0.0

9%

45.4

Thomas Standke (2004-2024)

36.0

10.5

7.5

3.0

0.1

57.1

85%

10.3

0.0

15%

67.5

Dr Claus-O. Zacharias (2019-2024)

36.0

7.5

12.5

12.0

0.8

68.8

87%

10.3

0.0

13%

79.1

Total

292.3

67.5

55.4

33.0

10.0

458.2

58.5

0.0

516.8

  • 1 Including expense allowance.

  • 2 Travel costs.

  • 3 Mandate suspended 1 Aug 2023 - 30 Nov 2023.

There are no share option programmes.

The option of claiming back variable remuneration components was not utilised in the financial year as the requirements for this measure were not met.

No remuneration was granted or owed to former members of the Supervisory Board in financial year 2023.

3. Vertical comparison

The vertical comparison pursuant to section 162 para. 1 sentence 2 no. 2 AktG encompasses the development of earnings at Leifheit, the year-on-year change in the remuneration of the members of the Board of Management and of the Supervisory Board and the year-on-year change in the average remuneration of employees on a full-time-equivalent basis.

Total remuneration, change 1

2019 vs 2018

2020 vs 2019

2021 vs 2020

2022 vs 2021

2023 vs 2022

Board of Management remuneration

Alexander Reindler (CEO) since Dec 2023

-

-

-

-

k€ 78

n/a

Stefan De Loecker (CEO) Aug 2023 - Nov 2023

-

-

-

-

k€ 198

n/a

Marco Keul (CFO) since May 2021

-

-

k€ 247

n/a

k€ 478

94%

k€ 515

8%

Igor Iraeta Munduate (COO) since Nov 2018

k€ 499

509%

k€ 433

-13%

k€ 443

2%

k€ 537

21%

k€ 596

11%

Henner Rinsche (CEO) Jun 2019 - Jul 2023

k€ 486

n/a

k€ 651

34%

k€ 822

26%

k€ 793

-4%

k€ 2,583

226%

Ivo Huhmann (CFO) Apr 2017 - Mar 2020

k€ 672

73%

k€ 113

-83%

-

-

-

Supervisory Board remuneration

Stefan De Loecker (Deputy Chairman) since Jun 2023 2

-

-

-

-

k€ 27.7

n/a

Marcus Kreß (member) since Mar 2023

-

-

-

-

k€ 47.6

n/a

Joachim Barnert (member) May 2019 - Feb 2023

k€ 34.6

n/a

k€ 80.0

131%

k€ 63.6

-20%

k€ 56.9

-11%

k€ 8.1

-86%

Dr Günter Blaschke (Chairman) since Apr 2019

k€ 106.1

n/a

k€ 186.4

76%

k€ 172.4

-8%

k€ 197.5

15%

k€ 168.0

-15%

Georg Hesse (member) since May 2018

k€ 59.3

127%

k€ 80.0

35%

k€ 76.0

-5%

k€ 63.0

-17%

k€ 73.3

16%

Karsten Schmidt (Deputy Chairman) May 2019 - Jun 2023, previously Jan 2007 - Jan 2018

k€ 64.5

1,799%

k€ 133.7

107%

k€ 113.0

-15%

k€ 104.1

-8%

k€ 45.4

-56%

Thomas Standke (member) since May 2004

k€ 42.3

26%

k€ 80.0

89%

k€ 63.5

-21%

k€ 67.0

5%

k€ 67.5

1%

Dr Claus-O. Zacharias (member) since May 2019

k€ 46.3

n/a

k€ 100.0

116%

k€ 84.0

-17%

k€ 77.0

-8%

k€ 79.1

3%

Ulli Gritzuhn (member) Feb 2016 - Mar 2019

k€ 19.1

-71%

-

-

-

-

Baldur Groß (member) May 2014 - May 2019

k€ 11.3

-67%

-

-

-

-

Sonja Wärntges (member) Feb 2016 - Feb 2019

k€ 5.2

-91%

-

-

-

-

Helmut Zahn (Chairman) Apr 2001 - Mar 2019

k€ 33.1

-74%

-

-

-

-

Company performance 3

Group EBIT

k€ 9,876

-24%

k€ 18,783

90%

k€ 20,071

7%

k€ 2,774

-86%

k€ 6,015

117%

Group free cash flow

k€ 10,053

172%

k€ -5,547

-155%

k€ 9,559

272%

k€ 8,771

-8%

k€ 12,072

38%

Group earnings per share (EPS)

€ 0.61

-31%

€ 1.32

116%

€ 1.49

13%

€ 0.13

-91%

€ 0.34

162%

Net profit for the year Leifheit AG

k€ 7,945

-23%

k€ 7,630

-4%

k€ 4,349

-43%

k€ -2,216

-151%

k€ -1,713

23%

Operating result Leifheit AG

k€ 7,948

-21%

k€ 13,964

76%

k€ 15,181

9%

k€ -6,967

-146%

k€ -2,515

64%

Average employee remuneration

Company employees - Leifheit AG employees 4

-

k€ 62.6

5%

k€ 60.7

-3%

k€ 64.0

6%

k€ 67.7

6%

  • 1 Percentage changes in the first and last year of contract are only comparable to a limited extent, as the figures do not cover a full calendar year.

  • 2 Mandate suspended 1 Aug 2023 - 30 Nov 2023.

  • 3 Group key performance indicators according to IFRS accounting standards, Leifheit AG KPIs according to the German commercial code (HGB).

  • 4 Based on the reference figure of all employees according to German commercial law requirements on a full-time-equivalent basis.

Earnings development is presented using the performance indicators Group EBIT, Group free cash flow and Group earnings per share (EPS) for the Leifheit Group - each reported according to IFRS - as well as on the basis of the net income and operating result of Leifheit AG reported according to the German commercial code (HGB).

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Leifheit AG published this content on 27 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 March 2024 09:06:08 UTC.