3. Planned adjustments to remuneration

New variable remuneration scheme for members of the Management Board

The Board of Directors revised the variable remuneration scheme for the members of the Management Board at the request of the Nomination & Compensation Committee. The new scheme will be applied in financial year 2025 for the first time. The variable remuneration now entails the achievement of a financial target with a weighting of two thirds and the achievement of three qualitative targets that have a combined weighting of one third. The financial target and the three qualitative targets are reviewed annually by the Board of Directors and, if necessary, adjusted.

The qualitative targets for 2025 are aligned to specific key performance indicators (KPIs) pertaining to sustainability, customer and passenger satisfaction as well as the recommendation rate/employee satisfaction. A defined EBITDA margin is applied as the financial target.

The variable remuneration for full achievement of the target is unchanged and amounts to 100% of the fixed salary for the CEO and 50% of the fixed salary for the other members of the Management Board. The variable remuneration is capped at a factor of 1.5 if the targets are exceeded. If the qualitative targets are not achieved and there is a substantial shortfall in the achievement of the financial target, no variable remuneration is paid. In accordance with the Articles of Association and the regulatory provisions, the Board of Directors can use its discretion to adjust the variable remuneration up to a maximum factor of 1.5.

Remuneration of the variable component is retained and paid out two thirds in cash and one third in shares. The shares are blocked for a period of four years to ensure that the incentives include an element oriented to long-term perspectives.

The amounts concerned are set each year by the Board of Directors as proposed by the Nomination & Compensation Committee. The CEO submits a formal request to the Nomination & Compensation Committee for the other members of the Management Board. In addition, the members of the Management Board do not have any say in these decisions of the Board of Directors.