Taking into account the Act Implementing the Second Shareholders’ Rights Directive (“ARUG II”) and the new German Corporate Governance Code, the Supervisory Board has resolved changes to the remuneration system for the members of the Board of Management with effect from January 1, 2020 and submitted the remuneration system to the Annual Meeting on July 8, 2020 for approval (item 6 of the agenda). The Annual Meeting has approved the remuneration system for the members of the Board of Management with a vast majority of 95.33%.
The compensation system provides for one fixed component and two variable, performance-related components:
- A fixed base salary.
- Variable compensation in the form of an annual bonus, 50 % of which are paid out after the end of the business year.
- The second half of the annual bonus is deferred for another year and is subject to a bonus-malus system before being paid out.
- Share-based compensation in the form of a four-year plan in connection with stock ownership guidelines. According to the stock ownership guidelines the members of the Board of Management are required to hold a part of their private assets in the form of Mercedes-Benz shares.
The following adjusted Remuneration System for the Board of Management was submitted for approval to the Annual General Meeting 2023 on May 03, 2023 under agenda item 8 and was approved: