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Schott Pharma

Remuneration Information Dec 11, 2025

6514_10-k_2025-12-10_079b9777-92a7-4013-84c2-51294f4121d7.pdf

Remuneration Information

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Remuneration report

Introduction

With this remuneration report, SCHOTT Pharma AG & Co. KGaA, Mainz, Germany ("SCHOTT Pharma KGaA") discloses the remuneration granted and owed to the members of the Management board of SCHOTT Pharma Management AG, Mainz, Germany ("SCHOTT Pharma Management AG"), the general partner of SCHOTT Pharma KGaA.

In addition, the Remuneration report also provides details on the remuneration granted and owed to members of the Supervisory boards of SCHOTT Pharma KGaA and SCHOTT Pharma Management AG.

The Remuneration report outlines the fundamental principles of the remuneration system for members of the Management board and the Supervisory boards and provides a transparent insight into the link between remuneration and performance. The Remuneration report was prepared in collaboration between the Supervisory board and the Management board in accordance with section 162 of the German Stock Corporation Act (AktG) and the recommendations set out in the German Corporate Governance Code ("GCGC"), as amended. It is audited by KPMG AG Wirtschaftsprüfungsgesellschaft in both formal (in accordance with section 162(3) AktG and substantive terms.

The presentation of remuneration granted and owed in the Remuneration report is in accordance with the provisions of section 162(1) AktG. Accordingly, the report comprises all remuneration components actually paid to members of the Management board and the Supervisory board in the reporting year (granted remuneration) and all remuneration components legally due but not yet paid (owed remuneration). This means that remuneration granted and owed is allocated to the correct period, even though payout may occur at a later date.

The legislation and regulations governing remuneration reports are geared towards the situation at public limited companies and do not take account of the special features of partnerships limited by shares. There are major differences between the two legal forms in terms of liability and management. As a result, some of the recommendations set out in the GCGC can only be applied in a modified form due to the structural differences between public limited companies and partnerships limited by shares.

The corporate structure is such that the Management board members of SCHOTT Pharma Management AG indirectly manage the business of SCHOTT Pharma KGaA. As SCHOTT Pharma Management AG is not a listed company, sections 87a and 120a AktG generally do not apply directly to it or to the Management board members. In the interests of good corporate governance and transparency, however, the remuneration system for the Management board members is voluntarily based on sections 87a and 120a AktG and takes into account the recommendations set out in the GCGC as amended.

Detailed information on the remuneration system for the members of the Management board of the general partner and on the remuneration system for the members of the Supervisory board can also be found on the website at Management & bodies—SCHOTT Pharma.

The Remuneration report for the financial year 2024 was approved by the Annual general meeting held on February 4, 2025 with a majority of 93.12%.

Both individual and total values represent the figure with the smallest rounding difference. This means that minor differences may occur between the sums reported and the sum total of the individual figures shown.

Remuneration for Management board members

Principles of the remuneration system

The remuneration system for the members of the Management board of SCHOTT Pharma Management AG, the general partner of SCHOTT Pharma KGaA, was approved by the Annual general meeting held on March 14, 2024 with a majority of 98.44%. Since October 1, 2023, it has applied to all existing Management board service contracts, extensions as well as to new service contracts being entered into.

In the context of the defined corporate strategy, the remuneration system is designed to contribute to the continuation of the profitable growth achieved by the Company to date and, in particular, to increase the value of the Company in the long run.

In order to support these objectives, the remuneration system for Management board members sets out principles and formulates incentives that can be summarized as follows:

Implement the corporate strategy The remuneration of Management board members creates
incentives for the implementation of SCHOTT Pharma Group's
worldwide corporate strategy.
Generate profitable growth Management board members' variable remuneration depends
upon SCHOTT Pharma Group's growth and profitability to
a significant extent.
Create long-term value Key factors for Management board remuneration are value
creation and sustainability, especially over the long term.
Remuneration linked to performance Remuneration is directly linked to Management board
members' performance. A high share of variable components
means that remuneration is geared towards the Company's
success.
Foster sustainable action Remuneration of Management board members underscores
SCHOTT Pharma Group's commitment to environmental,
social and governance (ESG) aspects.
Safeguard regulatory compliance The remuneration of Management board members is
designed to comply with legal provisions for listed companies
as well as with the recommendations of the GCGC as
amended.

Appropriateness of Management board remuneration

In accordance with the requirements of the Stock Corporation Act and the GCGC, the Supervisory board takes care to ensure that the remuneration to be paid to Management board members is set appropriately, reflecting each member's responsibilities and performance. When defining this remuneration, the Supervisory board also takes into account SCHOTT Pharma's overall situation as well as its sustainable and long-term development. Both external (horizontal) and internal (vertical) comparisons are used to assess appropriateness.

The horizontal (external) analysis looks at a group of companies with a similar market position (in particular sector, size, country) to assess whether the amount and structure of the remuneration granted are appropriate and usual. This peer group consists of SDAX and MDAX companies with a comparable market capitalization, headcount, and revenue.

The vertical (internal) analysis examines the relationship between Management board remuneration and (i) the remuneration paid to the Company's top management reporting in its entirety directly to the Management board members of SCHOTT Pharma (Global Management Team and first management level below the Management board), as well as to (ii) the employees of SCHOTT Pharma working in Germany, both overall and over time.

Structure and components of Management board remuneration

The remuneration system for the Management board includes both fixed and variable components which together constitute the total remuneration paid to a Management board member.

The fixed remuneration components make up the "fixed remuneration" which is paid irrespective of how the Company performs. It consists of a fixed annual salary, non-cash and other fringe benefits, and an annual pension benefit.

The variable remuneration components are tied to the achievement of pre-defined performance targets and together constitute the "variable remuneration". The variable remuneration consists of short-term, one-year remuneration and long-term, multi-year remuneration. The short-term variable remuneration for the financial year concerned centers on incentives for profitable growth ("STI program"). The long-term variable remuneration, on the other hand, is geared toward the Company's long-term development ("LTI program"). The Supervisory board sets the annual performance targets for the individual Management board members at the beginning of the financial year.

The LTI program is a remuneration component that provides incentives for long-term value generation and sustainable action over a period of four financial years. Alongside defined performance targets, the long-term share price performance of SCHOTT Pharma is also considered. This is reflected through virtual shares ("performance shares").

Maximum remuneration pursuant to section 87a AktG
Malus and clawback rules for variable remuneration components
30% LTI Term:
4 years
Focus:
ըCreate long-term value
ըFoster sustainable action
Variable remuneration 20% STI Term:
1 year
Focus:
ըGenerate profitable growth
Fixed remuneration 50% ըFixed annual salary
ըFringe benefits
ըPension benefits

Fixed remuneration

Fixed annual salary

Each member of the Management board receives a fixed annual salary for their work, paid in twelve monthly installments.

Fringe benefits

Each member of the Management board receives fringe benefits in line with common market practice, such as a company car (including for private use), accident and private liability insurance cover, payment of costs for a health check, as well as subsidies for health and long-term care insurance.

The Management board members are also covered by directors' and officers' ("D&O") liability insurance, which provides for a deductible corresponding to 10% of the damage, up to a maximum of 150% of the annual fixed remuneration, in accordance with section 93(2) sentence 2 AktG. The insurance cover will be maintained after retirement for as long as it applies to active members of the Management board to the same extent, taking into account the relevant limitation periods and the "claims made" principle.

As a general rule, all members of the Management board have an equal entitlement to the fringe benefits. These benefits may, however, vary on a case-by-case basis, particularly in terms of their amount, depending on a member's personal situation and the extent to which the benefits are used.

Pension benefits

Management board members also receive an annual amount to pay towards a private pension ("pension benefit"). This amount is paid in twelve equal monthly installments together with the member's fixed annual salary. The pension benefit does not constitute a company pension scheme as defined by the Occupational Pensions Act (Betriebsrentengesetz, BetrAVG).

Variable remuneration

Short-term variable remuneration (STI)

Management board members are entitled to variable remuneration with a performance period spanning one financial year (short-term incentive, "STI"). The STI program is structured as a target bonus system and is tied to the extent to which the targets set by the Supervisory board are achieved. The service contract concluded with each Management board member sets out an individual target amount that matches the STI in the event of 100% target achievement. The disbursement amount is calculated at the end of the relevant financial year, based on the achievement of financial performance criteria.

The financial performance criteria are as follows:

  • ը Revenue growth (40% weighting)
  • ը ROCE (return on capital employed) (30% weighting)
  • ը EBITDA margin ("earnings before interest, taxes, depreciation and amortization" margin) (30% weighting)

The financial performance criteria of revenue growth, ROCE and EBITDA margin are based on an ambitious target achievement system. The Supervisory board sets an annual target value, as well as a threshold value and a cap, for all of the performance criteria. These values are based on the business development that is expected over a period spanning several years. If the target value defined for a given financial performance criterion is achieved, the target achievement level is 100%. If the value achieved for a financial performance criterion is equal to or lower than the threshold value, the target achievement level is 0%. If the value achieved for a financial performance criterion equals or exceeds the cap, the target achievement level is 200%. Where the value achieved falls between the threshold value and the target value, or between the target value and the cap, the target achievement level is determined by way of linear interpolation in each case.

For the purposes of calculating the target achievement level, the Supervisory board can opt to make adjustments to reflect any non-recurring effects (for example after a company is acquired or sold).

The target achievement level for each performance criterion is weighted, and the sum of the weighted individual target achievement levels produces the overall target achievement level for a financial year. The STI amount is calculated based on the overall target achievement level and the annual target amount set out in the service contract. The disbursement amount is always limited to 150% of the annual target amount ("STI cap").

The STI is paid out as part of the payroll run in the month following the adoption of the Annual financial statements of SCHOTT Pharma KGaA.

Overview of the STI plan
Category Performance criterion Weighting
Growth Revenue growth 40%
ROCE 30%
Profitability EBITDA 30%
Disbursement ✓ Target achievement capped at 200% for individual targets
✓ Disbursement capped at 150% of target amount
Malus and clawback ✓ Malus and clawback rules have been defined

Long-term variable remuneration (LTI)

In addition to the STI, the Management board members are granted virtual shares linked to the price of shares in SCHOTT Pharma KGaA (performance shares) (long-term incentive, "LTI"). This annual, share-based remuneration component sets a long-term incentive (LTI) by tying the performance shares allocated to Management board members to the Company's share price performance over a four-year period.

The service contract concluded with each Management board member includes an individual annual target amount. Based on the target amount and depending on the price of shares in SCHOTT Pharma KGaA, a specific number of performance shares are allocated to each Management board member at the beginning of each performance period.

The number of individual performance shares at the beginning of the relevant performance period corresponds to the individual annual target amount divided by the arithmetic mean XETRA closing price of shares in SCHOTT Pharma KGaA over the last 90 exchange trading days prior to the beginning of the performance period ("starting share price"). The resulting number of performance shares is rounded commercially to the nearest whole number.

The Supervisory board sets performance criteria for the relevant performance period in defined categories.

The value creation category (60% weighting) is measured based on economic value added (EVA). To emphasize the long-term incentive effect, a cumulative target value is defined for the entire performance period.

Non-financial environmental, social and governance (ESG) performance criteria are defined for the sustainability category (30% weighting). The LTI program places particular emphasis on environmental and social targets, which can vary from one performance period to the next. The Supervisory board defines performance criteria with a view to the sustainability topics that are important to the Company and pays particular attention to defining transparent and measurable targets.

The strategy category (10% weighting) supports the implementation of the corporate strategy. The Supervisory board sets specific targets for each performance period in alignment with the corporate strategy, placing particular emphasis on the future success of major investment projects.

At the beginning of each performance period, the Supervisory board defines a target value for each target. If this target value is met, the target achievement level is 100%. The Supervisory board also sets a threshold value for each target as the lower end of the target corridor. Results that are equal to, or lower than, this "threshold value" produce a target achievement level of 0%. A cap is also set as the upper end of the target corridor. Results that are equal to, or higher than, this "cap" produce a target achievement level of 180%.

The target achievement level is calculated once the performance period has ended. If the corresponding value is equal to or lower than the threshold value, the target achievement level is 0%. If the value achieved exceeds the threshold value but remains below the target value, the target achievement level for the target concerned is determined by way of linear interpolation between the threshold value and the target value. If the value achieved exceeds the target value but remains below the cap, the target achievement level for the target concerned is determined by way of linear interpolation between the target value and the cap. If the value achieved is equal to or higher than the cap at the end of a performance period, the target achievement level is 180%.

An overall target achievement level is determined at the end of the performance period by adding up the weighted target achievement levels. This sum is then multiplied by the number of individual performance shares allocated at the beginning of the performance period. The number of performance shares resulting from this multiplication at the end of the performance period is rounded commercially to the nearest whole number. In order to calculate the disbursement amount, the number of performance shares at the end of the performance period is multiplied by the arithmetic mean XETRA closing price of shares in SCHOTT Pharma KGaA over the last 90 exchange trading days prior to the end of the performance period in question. The resulting amount to be disbursed can never exceed 180% of the original individual target amount ("LTI cap").

The disbursement amount is due for payment in the month following the adoption of the Annual financial statements of SCHOTT Pharma KGaA for the last year in the relevant performance period.

In the event of a change of control, the LTI program can be adjusted at the discretion of the Supervisory board or replaced by a new form of long-term variable remuneration that is comparable in terms of its value and from an economic perspective.

Maximum remuneration

The amount of each variable remuneration component is capped. The STI payment is limited to 150% of the corresponding target amount, while the LTI payment cannot exceed 180% of the corresponding target amount.

In addition and in line with the provisions of the GCGC, the Supervisory board has set an upper limit for the total amount of all remuneration elements that a Management board member can receive for their work on the Management board over a one-year period, currently consisting of the fixed and variable remuneration ("maximum remuneration"). In order to calculate the maximum remuneration, fringe benefits are recognized based on the amount of the non-cash benefit for tax purposes. LTI payments are allocated to the year in which the underlying performance shares are granted.

The maximum remuneration limits the total remuneration that an individual can earn, i.e. the sum of all individual components based on the maximum target achievement level and other payments or bonuses. The maximum annual remuneration pursuant to section 87a AktG is EUR 2,000,000 gross for the Chief executive officer and EUR 1,500,000 gross for ordinary Management board members.

Any severance payments made when a Management board member's contract is terminated prematurely, or other ad-hoc bonuses that were not granted by SCHOTT Pharma Management AG in return for work performed by the Management board member, do not count towards and are not limited by the maximum remuneration.

If the relevant payments made to a Management board member exceed the relevant maximum remuneration, the amounts received as part of the long-term variable remuneration are reduced accordingly until the maximum remuneration is no longer exceeded. This means that the Supervisory board of SCHOTT Pharma Management AG will review the final payment amount against the maximum remuneration for 2024 (the financial year of grant) for the first time in the financial year 2027, i.e. after the end of the first performance period for the LTI program.

Malus and clawback

The service contracts concluded with the Management board members feature malus and clawback provisions which allow for a reduction in (malus), or clawback of, variable remuneration components at the Supervisory board's due discretion in certain cases. This option can be used if there is proof that a Management board member has committed a breach of duty justifying legally effective termination for cause, or has violated the major due diligence obligations incumbent upon them in accordance with section 93 AktG with willful intent or gross negligence.

If variable remuneration components are calculated or disbursed based on incorrect data, the Supervisory board can correct the calculation or claim back remuneration components that have already been disbursed.

Amounts can be reduced or clawed back for up to two years after the date of payment of the variable remuneration component. The malus and clawback rules do not affect any potential liability for damages on the part of the Management board member vis-à-vis SCHOTT Pharma Management AG.

In the reporting year, the Supervisory board of SCHOTT Pharma Management AG saw no need to reduce variable remuneration that had not yet been disbursed (malus) or to claim back variable remuneration that had already been paid out (clawback).

Other contractual provisions

The Management board service contracts provide for a compensation payment in the event that an individual's appointment ends prematurely and the service contract is terminated for convenience with effect from the end of the period set out in section 622(1) and (2) of the German Civil Code (Bürgerliches Gesetzbuch, BGB).

In line with the recommendations set out in the GCGC, this payment is limited to twice the annual remuneration ("severance cap") and must never constitute remuneration for more than the remaining term of the contract. For the purposes of calculating severance pay, annual remuneration is determined as the total remuneration for the past financial year or, in the Supervisory board's reasonable discretion, as the expected total remuneration for the current financial year—in each case excluding pension benefits, non-cash benefits and other fringe benefits.

If service contracts are terminated for cause in a legally effective manner by SCHOTT Pharma Management AG, no severance payment is made.

This provision was not applied in the reporting period.

If the service contract concluded with a Management board member or the latter's mandate as a Management board member of SCHOTT Pharma Management AG ends during a financial year, rules regarding pro rata temporis reduction have been defined for the STI and LTI programs.

In the event of temporary incapacity to work due to illness, an accident or for other reasons for which the Management board member is not responsible, SCHOTT Pharma Management AG continues to pay the member's fixed remuneration as well as the short-term and long-term variable remuneration for a period of six months, but until the service contract ends at the very latest.

Non-compete clause and secondary employment

During their mandate as Management board members, members are subject to a comprehensive non-compete clause. Post-contractual non-compete clauses can also be agreed with Management board members. These apply for a maximum term of two years. If a post-contractual noncompete clause is agreed in a service contract, an appropriate allowance is granted based on the provisions set out in section 74(2) of the German Commercial Code (HGB).

If Management board members assume supervisory board or other mandates at subsidiaries of SCHOTT Pharma KGaA or companies affiliated with these subsidiaries, no separate remuneration is granted for these activities. This work is generally covered by the fixed remuneration. When supervisory board or other mandates are accepted outside the group, the Supervisory board decides on a case-by-case basis whether this affects the Company's interests.

Management board remuneration in the financial year 2025

The Chief executive officer, Andreas Reisse, was appointed to the Management board of SCHOTT Pharma Management AG throughout the reporting period.

Dr. Almuth Steinkühler, member of the Management board (CFO), left the Company at her own request following the expiry of her contract on July 31, 2025. She was succeeded by Reinhard Mayer who was appointed as a member of the Management board (CFO) for the period from August 1, 2025 to July 31, 2028.

Fixed remuneration

Fixed annual salary

The fixed annual salary paid to Andreas Reisse totaled EUR 414,340 in the financial year 2025 (previous year: EUR 396,507). Taking into account the respective length of service in the financial year 2025, the fixed annual salary for Dr. Almuth Steinkühler was EUR 218,340 (previous year: EUR 254,007) and EUR 66,668 for Reinhard Mayer (previous year: EUR 0).

Fringe benefits

The above-mentioned fringe benefits paid to Andreas Reisse totaled EUR 14,525 in the financial year 2025 (previous year: EUR 14,918), while those paid to Dr. Almuth Steinkühler came to EUR 21,220 (previous year: EUR 23,220) and EUR 2,591 for Reinhard Mayer (previous year: EUR 0).

Pension benefits

Andreas Reisse, Dr. Almuth Steinkühler and Reinhard Mayer were entitled to a pension benefit in the reporting period, which was paid as a monthly cash payment. Andreas Reisse received a pension benefit of EUR 111,090 in the reporting period (previous year: EUR 106,632), Dr. Almuth Steinkühler received EUR 60,840 (previous year: EUR 71,007) and Reinhard Mayer received EUR 17,668 (previous year: EUR 0).

For periods prior to the reporting period, Andreas Reisse has two defined plans structured as direct commitments granted by SCHOTT Pharma KGaA, which have been maintained by this Company as statutory non-forfeitable entitlements since September 30, 2023. There are no further entitlements under these plans, and no further entitlements have been earned since September 30, 2023. As of September 30, 2025, there was a provision of EUR 2,473k in accordance with IFRS Accounting Standards (previous year: EUR 2,480k). In addition, there were plan assets of EUR 270k (previous year: EUR 263k) in this context that were offset against this provision.

Variable remuneration

Short-term variable remuneration (STI)

The short-term variable remuneration (STI) is based on the financial performance criteria defined in greater detail below:

The revenue growth of SCHOTT Pharma Group is defined as the increase in the revenue reported for a given financial year, compared to the prior-year period. Reported revenue in the previousyear period amounted to EUR 957.1m. Based on reported revenue of EUR 986.2m for the financial year 2025, this resulted in revenue growth of 3.0%. Revenue growth is reflected in the STI program with a weighting of 40%.

The return of capital employed (ROCE) of SCHOTT Pharma Group is defined as the ratio (expressed as a percentage) of operating income (EBIT) to average capital employed, i.e. the capital tied up in operations to achieve the Company's objectives. It largely comprises current and non-current assets, less trade payables and advance payments received on orders. The average is determined as the arithmetic mean of the twelve monthly values during the reporting period. Based on reported EBIT of EUR 200.8m and average capital employed of EUR 1,071.2m, the ROCE for the financial year 2025 was 18.8%. The ROCE is included in the calculation of the STI with a weighting of 30%.

SCHOTT Pharma Group's EBITDA margin is based on the reported operating income (EBIT) before depreciation and amortization (including impairment losses and reversals of impairment losses) on intangible assets and property, plant and equipment, which is divided by the revenue reported. Reported EBITDA in the reporting period came to EUR 280.3m. Reported revenue in the reporting period amounted to EUR 986.2m. This produces an EBITDA margin of 28.4% in the reporting period. The EBITDA margin weighting is 30%.

Relative to the set target values as well as the threshold values and caps, these actual values yielded the following target achievement levels:

STI (variable remuneration) 2025

Andreas Reisse

Chief executive officer (CEO)

Target achievement
Target Unit Weighting Threshold
value
Target value Cap in absolute
terms
in relative
terms
weighted
Revenue growth in % YoY 40% +3.6 +6.6 +9.6 +3.0 0.0% 0.0%
ROCE in % 30% 16.0 19.0 22.0 18.8 91.7% 27.5%
EBITDA margin in % 30% 24.7 27.7 30.7 28.4 124.0% 37.2%
Total in %
100%
64.7%
Total in EUR
215,000
139,105

STI (variable remuneration) 2025

Dr. Almuth Steinkühler

Member of the Management board (CFO) until July 2025

Target achievement
Target Unit Weighting Threshold
value
Target value Cap in absolute
terms
in relative
terms
weighted
Revenue growth in % YoY 40% +3.6 +6.6 +9.6 +3.0 0.0% 0.0%
ROCE in % 30% 16.0 19.0 22.0 18.8 91.7% 27.5%
EBITDA margin in % 30% 24.7 27.7 30.7 28.4 124.0% 37.2%
Total in % 100% 64.7%
Total in EUR 146,000
Total (pro rata) in EUR1 121,667 78,718

1 Includes the period from October 1, 2024 to July 31, 2025

STI (variable remuneration) 2025

Reinhard Mayer

Member of the Management board (CFO) since August 2025

Target achievement
Target Unit Weighting Threshold
value
Target value Cap in absolute
terms
in relative
terms
weighted
Revenue growth in % YoY 40% +3.6 +6.6 +9.6 +3.0 0.0% 0.0%
ROCE in % 30% 16.0 19.0 22.0 18.8 91.7% 27.5%
EBITDA margin in % 30% 24.7 27.7 30.7 28.4 124.0% 37.2%
Total in % 100% 64.7%
Total in EUR 212,000
Total (pro rata) in EUR1 35,333 22,861

1 Includes the period from August 1, 2025 to September 30, 2025

Long-term variable remuneration (LTI)

The Management board members were granted a further tranche as part of the LTI program in the financial year 2025.

For the 2025 tranche, which covers the performance period from October 1, 2024 to September 30, 2028, specific target amounts were defined in the individual service contracts: EUR 322,500 for Andreas Reisse, EUR 219,000 for Dr. Almuth Steinkühler and EUR 318,000 for Reinhard Mayer.

The number of individual performance shares was determined by calculating the arithmetic starting share price, rounded to two decimal places, which corresponds to the XETRA closing prices of shares in SCHOTT Pharma KGaA over the last 90 exchange trading days prior to the beginning of the performance period. The resulting starting share price for the 2025 tranche is EUR 31.11.

As a result, Andreas Reisse was allocated a total of 10,366 performance shares by dividing his individual target amount by the starting share price and rounding this number to the nearest whole number in line with standard commercial practice.

Dr. Almuth Steinkühler was allocated 5,867 performance shares. This factors in the corresponding pro rata reduction due to the termination of her employment on July 31, 2025, i.e. before the end of the financial year.

Reinhard Mayer was allocated 1,704 performance shares. This factors in the corresponding pro rata reduction due to the commencement of his employment on August 1, 2025, i.e. after the start of the financial year.

The following performance criteria, which are set out in greater detail below, were defined for the performance period from October 1, 2024 to September 30, 2028:

The value creation category is measured based on EVA. SCHOTT Pharma Group's EVA is defined as its operating income (EBIT) less the costs used to employ the average capital tied up, i.e. the capital tied up in operations to achieve the Company's objectives. It largely comprises current and non-current assets, less trade payables and advance payments received on orders. The average is determined as the arithmetic mean of the twelve monthly values during the reporting period. This average is then multiplied by the cost of capital.

The target value corresponds to the total EVA over the entire performance period and was set at EUR 404m. The Supervisory board has set a threshold value of EUR 304m, i.e. actual results that are equal to or below this amount result in a target achievement level of 0%. The cap which, if reached or exceeded, leads to the maximum possible target achievement level of 180%, is EUR 504m. The value creation category is included in the calculation of the overall target achievement level with a weighting of 60%.

The sustainability category is assigned a weighting of 30% for the overall target achievement level and, in the 2025 tranche, comprises two environment and social performance targets, each with an equal weighting of 15%.

As far as the environmental target is concerned, SCHOTT Group's successful certification by the external and independent rating agency Ecovadis has been defined as the performance target for the financial year 2027. The target value is based on the index points awarded by Ecovadis and is one (1) index point above the minimum required for gold category certification. The threshold value and cap are defined based on an interval of ± 5 index points.

The focus of the social target is on the proportion of female managers with disciplinary management responsibility within SCHOTT Pharma Group. The performance target has been defined as the ratio (in percentage terms) of female managers to the total number of managers not covered by the collectively agreed system or its international equivalent at the end of the performance period, i.e. on September 30, 2028. The target value is 27.0%, the threshold value is 25.0% and the cap is 29.0%.

The strategy category is operationalized in the 2025 tranche through strategic investment projects in Hungary, Serbia and Switzerland, which will make a key contribution to the successful development of SCHOTT Pharma Group in the long run. The Supervisory board has set the revenue generated from these projects in the financial year 2028 as the performance target. A target value of EUR 210m has been defined in this regard. The corresponding threshold value is EUR 170m and the cap is EUR 250m. The strategy category is included in the calculation of the overall target achievement level with a weighting of 10%.

Total remuneration

During the reporting period, the remuneration of the members of the Management board complied with the provisions of the remuneration system for the members of the Management board of SCHOTT Pharma Management AG, the general partner of SCHOTT Pharma KGaA.

No remuneration was granted to former members of the Management board during the reporting period.

The following tables provide an overview of remuneration granted and owed to the members of the Management board in the reporting year. The remuneration presented for the financial year 2025 covers the period from October 1, 2024 to July 31, 2025 for Dr. Almuth Steinkühler, and from August 1, 2025 to September 30, 2025 for Reinhard Mayer:

Total remuneration 2025
Andreas Reisse
Chief executive officer (CEO) since 8/2022
2025 2024
in EUR in %
Fixed remuneration in EUR in %
Fixed annual salary 414,340 61.0 396,507 34.7
Fringe benefits 14,525 2.1 14,918 1.3
Pension benefits 111,090 16.4 106,632 9.3
Variable remuneration
STI (variable remuneration) 139,105 20.5 174,096 15.2
Other remuneration
IPO Incentive Program 0 0.0 410,000 35.9
Third-party remuneration 0 0.0 40,000 3.5
Remuneration granted and owed 679,060 100.0 1,142,153 100.0
Total remuneration 679,060 1,142,153
Dr. Almuth Steinkühler
Member of the Management board (CFO) until 7/2025
2025 2024
in EUR in % in EUR in %
Fixed remuneration
Fixed annual salary 218,340 57.6 254,007 37.5
Fringe benefits 21,220 5.6 23,220 3.4
Pension benefits 60,840 16.0 71,007 10.5
Variable remuneration
STI (variable remuneration) 78,718 20.8 108,810 16.1
Other remuneration

IPO Incentive Program 0 0.0 205,000 30.3 Third-party remuneration 0 0.0 15,000 2.2

Remuneration granted and owed 379,118 100.0 677,044 100.0

Total remuneration 379,118 677,044

2025 2024
in EUR in % in EUR in %
Fixed remuneration
Fixed annual salary 66,668 60.7 0 0.0
Fringe benefits 2,591 2.4 0 0.0
Pension benefits 17,668 16.1 0 0.0
Variable remuneration
STI (variable remuneration) 22,861 20.8 0 0.0
Other remuneration
IPO Incentive Program 0 0.0 0 0.0
Third-party remuneration 0 0.0 0 0.0
Remuneration granted and owed 109,787 100.0 0 100.0
Total remuneration 109,787 0

Supervisory board remuneration

The Annual general meeting of SCHOTT Pharma KGaA held on March 14, 2024 approved the remuneration system for the members of the Supervisory board of SCHOTT Pharma Management AG, the general partner of SCHOTT Pharma KGaA, and the remuneration system for the members of the Supervisory board of SCHOTT Pharma KGaA with a majority of 99.77%.

Considering the responsibilities of members of both boards, due care was taken when determining the remuneration system to ensure that remuneration adequately reflects the demands placed upon Supervisory board members, both in terms of requirements and the time spent, and that it is deemed appropriate relative to prevailing market terms.

In line with this objective, Supervisory board members receive fixed remuneration, plus additional remuneration for membership of a Supervisory board committee.

In addition, all Supervisory board members are reimbursed for expenses incurred in connection with exercising their mandate, as well as any value-added tax that may be payable on their fees.

Fixed remuneration amounts to EUR 40,000 per financial year for each member of the Supervisory board; the Chair of the Supervisory board receives twice this amount, the Deputy Chair one and a half times.

Each member of the Audit committee of SCHOTT Pharma KGaA's Supervisory board receives additional committee remuneration of EUR 10,000 for each financial year. The Chair of the Audit committee of SCHOTT Pharma KGaA's Supervisory board receives a further EUR 10,000 per financial year.

All amounts apply to a full financial year; where a member has not served for the full financial year, the amounts are reduced pro rata temporis (in full months).

Payment of committee remuneration is subject to the respective committee having fulfilled its duties at a meeting during the respective reporting period.

As of September 30, 2025, the members of the Supervisory board of SCHOTT Pharma Management AG are Dr.Torsten Derr (Chairman), Marcus Knöbel (Deputy Chairman), Peter Goldschmidt and Prof. Wolfram Carius. Peter Goldschmidt served as a member of the Supervisory board throughout the entire reporting period. Dr. Frank Heinricht, and Dr. Wolfgang Wienand resigned from the Supervisory board with effect from December 31, 2024 and effective January 15, 2025, Kai Olbricht also stepped down. They were succeeded by Dr.Torsten Derr effective January 1, 2025, Marcus Knöbel effective January 16, 2025 and Prof. Wolfram Carius who joined the Supervisory board with effect from February 11, 2025.

As of September 30, 2025, the members of the Supervisory board of SCHOTT Pharma KGaA are Peter Goldschmidt (Chairman), Prof. Wolfram Carius (Deputy Chairman), Ann-Kristin Erkens, Eva Kienle and Mario Just (employee representative). Dr. Wolfgang Wienand resigned from the Supervisory board with effect from December 31, 2024 and Christine Wening with effect from August 31, 2025. Prof. Wolfram Carius joined the Supervisory board with effect from February 4, 2025. All of the other individuals served as members of the Supervisory board throughout the entire reporting period. Peter Goldschmidt and Prof. Wolfram Carius are also members of the Supervisory board of SCHOTT Pharma Management AG.

Overview of remuneration for Supervisory board members in the financial year 2025:

Financial
year
Period of appointment Fixed remuneration Remuneration for
committee membership
Total
remuneration
in EUR in %1 in EUR in %1
SCHOTT Pharma Management AG
2025 since January 2025
Dr. Torsten Derr 2 Chairman 2024
2025 until December 2024
Dr. Frank Heinricht 2 Chairman 2024 entire year
Deputy 2025 since January 2025
Marcus Knöbel 2 Chairman 2024
Deputy 2025 until January 2025
Kai Olbricht 2 Chairman 2024 since May 2024
Deputy 2025
Dr. Jens Schulte2 Chairman 2024 until April 2024
2025 entire year 40,000 100% 40,000
Peter Goldschmidt 2024 entire year 40,000 100% 40,000
2025 since February 2025 23,333 100% 23,333
Prof. Wolfram Carius 2024
2025 until December 2024 10,000 100% 10,000
Dr. Wolfgang Wienand 2024 entire year 40,000 100% 40,000
SCHOTT Pharma AG & Co. KGaA
2025 entire year 80,000 100% 80,000
Peter Goldschmidt Chairman 2024 entire year 80,000 100% 80,000
2025 since February 2025 35,000 100% 35,000
Prof. Wolfram Carius Deputy
Chairman
2024
2025 until December 2024 15,000 100% 15,000
Dr. Wolfgang Wienand Deputy
Chairman
2024 entire year 60,000 100% 60,000
2025 entire year 40,000 67% 20,000 33% 60,000
Eva Kienle 2024 entire year 40,000 67% 20,000 33% 60,000
2025 entire year 40,000 80% 10,000 20% 50,000
Ann-Kristin Erkens 2024 entire year 40,000 80% 10,000 20% 50,000
2025 until August 2025 36,667 80% 9,167 20% 45,833
Christine Wening 2024 entire year 40,000 80% 10,000 20% 50,000
2025 entire year 40,000 100% 40,000
Mario Just 2024 entire year 40,000 100% 40,000

1 Share of total remuneration in %

2 Dr. Torsten Derr, Dr. Frank Heinricht, Marcus Knöbel and Dr. Jens Schulte, members of the Management board of SCHOTT AG, and SCHOTT AG senior executive Kai Olbricht did not receive any remuneration for their work on the Supervisory board of SCHOTT Pharma Management AG.

Change in remuneration for the Management board, compared to remuneration for employees and the Supervisory board

Pursuant to section 162(1) sentence 2 no.2 AktG, the table below provides an overview of the annual change in the remuneration granted and owed to members of the Management board and the Supervisory boards, as well as the development of average remuneration paid to employees and the earnings development of the Company and SCHOTT Pharma Group.

Employee remuneration is based on SCHOTT Pharma KGaA's total workforce comprising all employees in Germany below the Management board. Total workforce includes all employees regardless of whether they are covered by the collectively agreed system as well as senior executives ("leitende Angestellte"); it does not include apprentices. For employees who did not work for SCHOTT Pharma KGaA in Germany throughout the financial year, remuneration is extrapolated to twelve months. Remuneration is determined based on full-time equivalents.

The limitation to only include staff employed in Germany is due to different salary levels worldwide; it also reflects the fact that the members of the Management board have their place of work in Germany and are resident there.

Besides the base salary, average remuneration of the total workforce includes fringe benefits, add-on payments, bonuses and variable remuneration, which may fluctuate due to their very nature, depending on actual target achievement.

Earnings development is presented based on revenue and EBITDA of SCHOTT Pharma Group as well as profit for the period (in accordance with the German Commercial Code (HGB)) of SCHOTT Pharma KGaA—key performance indicators for SCHOTT Pharma KGaA and SCHOTT Pharma Group. Furthermore, revenue and EBITDA form part of financial targets to determine variable remuneration for members of the Management board and numerous employees within the overall workforce. These indicators therefore have a material impact on the level of remuneration. The earnings development of SCHOTT Pharma Group for the financial year 2025 is shown below:

Change in earnings performance, compared to remuneration for the Management board, employees and the Supervisory board

Member 2025 2024 2023
Change in
%
Change in
%
Change in
%
Earnings performance (in EURm)
SCHOTT Pharma Group revenue 986.2 3.0 957.1 6.5 898.6 9.4
SCHOTT Pharma Group EBITDA 280.3 8.8 257.6 7.7 239.0 8.8
SCHOTT Pharma KGaA profit for the period (HGB) 42.8 7.4 39.9 –8.4 43.5 71.3
Average employee remuneration (in EUR)
Total workforce in Germany
(excluding the Management board)
74,530 4.5 71,322 4.6 68,194 7.3
Current members of the Management board (in EUR)
Andreas Reisse since
August 2022
679,060 –40.5 1,142,153 56.7 729,056 10.1
Reinhard Mayer since
August 2025
109,787
Former members of the Management board (in EUR)
Dr. Almuth Steinkühler until
July 2025
379,118 –44.0 677,044 64.9 410,695 104.6
Current members of the Supervisory board (in EUR)
Dr. Torsten Derr1 since
January 2025
Marcus Knöbel1 since
January 2025
Peter Goldschmidt since
April 2023
120,000 0.0 120,000 140.0 50,000
Prof. Wolfram Carius since
February 2025
58,333
Eva Kienle since
April 2023
60,000 0.0 60,000 200.0 20,000
Ann-Kristin Erkens since
April 2023
50,000 0.0 50,000 172.7 18,334
Mario Just since
April 2023
40,000 0.0 40,000 140.0 16,667
Former members of the Supervisory board (in EUR)
Dr. Jens Schulte1 until
April 2024
Dr. Frank Heinricht1 until
December 2024
Kai Olbricht1 until
January 2025
Dr. Wolfgang Wienand until
December 2024
25,000 –75.0 100,000 140.0 41,667
Christine Wening until
August 2025
45,833 –8.3 50,000 172.7 18,334

1 Dr. Torsten Derr, Dr. Frank Heinricht, Marcus Knöbel and Dr. Jens Schulte, members of the Management board of SCHOTT AG, and SCHOTT AG senior executive Kai Olbricht did not receive any remuneration for their work on the Supervisory board of SCHOTT Pharma Management AG.

Liability remuneration for SCHOTT Pharma Management AG/reimbursement of expenses for the financial year 2025

In its capacity as general partner, SCHOTT Pharma Management AG received annual remuneration of EUR 2,000 (= 4% of the share capital), which is independent of profits and losses, for assuming management responsibilities and personal liability.

SCHOTT Pharma Management AG is also entitled to receive compensation from SCHOTT Pharma KGaA for all expenses associated with the management of the Company's business, including the remuneration paid to members of its executive bodies.

Mainz, Germany, December 9, 2025

SCHOTT Pharma AG & Co. KGaA

For the Supervisory board For the Management board

Peter Goldschmidt Andreas Reisse Reinhard Mayer

Independent Auditor's Report

To SCHOTT Pharma AG & Co. KGaA, Mainz

Report on the audit of the remuneration report

We have audited the attached remuneration report of SCHOTT Pharma AG & Co. KGaA, Mainz, for the financial year from October 1, 2024, to September 30, 2025, including the related disclosures, prepared to meet the requirements of Section 162 AktG [Aktiengesetz: German Stock Corporation Act].

Responsibilities of Management and the Supervisory Board

The management and the Supervisory Board of SCHOTT Pharma AG & Co. KGaA, Mainz, are responsible for the preparation of the remuneration report, including the related disclosures, in accordance with the requirements of Section 162 AktG. The management and the Supervisory Board are also responsible for such internal control as they have determined necessary to enable the preparation of the remuneration report that is free from material misstatement, whether due to fraud or error.

Auditor's Responsibilities

Our responsibility is to express an opinion on this remuneration report, including the related disclosures, based on our audit. We conducted our audit in accordance with the German Generally Accepted Standards for Financial Statement Audits promulgated by the Institut der Wirtschaftsprüfer [Institute of Public Auditors in Germany] (IDW). Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the remuneration report, including the related disclosures, is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts, including the related disclosures, in the remuneration report. The procedures selected depend on the auditor's professional judgment. This includes an assessment of the risks of material misstatement, whether due to fraud or error, in the remuneration report, including the related disclosures. In assessing these risks, the auditor considers the internal control system relevant for the preparation of the remuneration report, including the related disclosures. The objective is to plan and perform audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management and the Supervisory Board, as well as evaluating the overall presentation of the remuneration report, including the related disclosures.

We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Opinion

In our opinion, on the basis of the knowledge obtained in the audit, the remuneration report for the financial year from October 1, 2024, to September 30, 2025, including the related disclosures, complies in all material respects with the financial reporting requirements of Section 162 AktG.

Other matter—formal examination of the remuneration report

The substantive audit of the remuneration report described in this independent auditor's report includes the formal examination of the remuneration report required by Section 162 (3) AktG, including issuing an assurance report on this examination. As we have issued an unqualified opinion on the substantive audit of the remuneration report, this opinion includes the conclusion that the disclosures pursuant to Section 162 (1) and (2) AktG have been made, in all material respects, in the remuneration report.

Limitation of liability

The terms governing this engagement, which we fulfilled by rendering the aforesaid services to SCHOTT Pharma AG & Co. KGaA, are set out in the General Engagement Terms for Wirtschaftsprüferinnen, Wirtschaftsprüfer and Wirtschaftsprüfungsgesellschaften [German Public Auditors and Public Audit Firms] as amended on January 1, 2024. By taking note of and using the information as contained in this auditor's report, each recipient confirms to have taken note of the terms and conditions laid down therein (including the limitation of liability of EUR 4 million for negligence under Clause 9 of the General Engagement Terms) and acknowledges their validity in relation to us.

Frankfurt am Main, December 9, 2025

KPMG AG

Wirtschaftsprüfungsgesellschaft [Original German version signed by:]

Forstreuter Dolibasic

Wirtschaftsprüfer Wirtschaftsprüferin [German Public Auditor] [German Public Auditor]

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