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Compensation system for the Board of Management

The Supervisory Board Personnel Committee reviews the compensation system for the Board of Management at regular intervals and formulates proposals for its further development where necessary. The Supervisory Board examines these recommendations carefully and passes its resolutions on that basis. Several criteria are used to assess the appropriateness of the Board of Management’s compensation. These include the tasks of the Board of Management as a whole and of its respective members, the members’ personal performance, the economic situation as well as the company’s long-term success and outlook. Furthermore, the Supervisory Board follows the development of the Board of Management’s compensation in comparison with other companies as well as with the top management team and the workforce at Dürr (vertical comparison).

The current compensation system has been in place since 2010. The compensation for the Board of Management consists of non-performance-related and performance-related (variable) components. The non-performance-related component is made up of the basic compensation (fixed compensation) payable in equal monthly installments, plus fringe benefits. The latter include the use of a company car, for example.

Performance-related compensation is based on short-term and long-term incentives; special bonuses may also be paid. The short-term incentive (STI) is calculated by multiplying the Group's earnings before tax minus € 100 million by an individually defined factor. The STI payment is subject to a cap and is only applicable if the Group's EBT exceeds the minimum threshold of € 100 million.

The compensation payable under the long-term incentive (LTI) scheme is based on the development of Dürr’s share price and the Group’s average EBIT margin over a three-year period (LTI period). The LTI scheme operates on a rolling basis. Each year a specified number of virtual Dürr shares are issued, known as performance share units. In 2018, the following performance share units were issued: 50,000 for Ralf W. Dieter, 6,000 for Carlo Crosetto and 8,000 for Dr.-Ing. Jochen Weyrauch. The amount payable at the end of the three-year LTI period is calculated by multiplying the number of performance share units by a share price multiplier and an EBIT multiplier. The LTI payment and the EBIT multiplier are subject to caps.

Total compensation expense for the Board of Management in 2019 was € 7,106 thousand (previous year: € 6,737 thousand). Former members of the Board of Management received pension benefits in the amount of € 554 thousand (previous year: € 550 thousand).

Ralf W. Dieter
CEO
Dr. Jochen Weyrauch
Deputy CEO
2018 2019 2019
(min)
2019
(max)
2018 2019 2019
(min)
2019
(max)
Basic compensation
(fixed compensation)
800,000 1,000,000 1,000,000 1,000,000 537,500 550,000 550,000 550,000
Fringe benefits
(payments in kind, allowances
related to insurance premiums etc.)
42,009 42,542 42,542 42,542 23,856 25,589 25,589 25,589
Total 842,009 1,042,542 1,042,542 1,042,542 561,356 575,589 575,589 575,589
One-year variable compensation (STI) 1,196,800 747,180 0 1,400,000 598,400 373,590 0 875,000
Total of multi-year variable compensation (LTI) 1,200,000 915,864 0 1,200,000 145,783 246,236 0 600,000
Variable compensation
LTI 2016 – 2018
400,000 - - - - - - -
Variable compensation
LTI 2017 – 2019
400,000 363,709 0 400,000 32,732 103,311 0 200,000
Variable compensation
LTI 2018 – 2020
400,000 254,836 0 400,000 113,051 68,064 0 200,000
Variable compensation
LTI 2019 – 2021
- 297,318 0 400,000 - 74,861 0 200,000
Other variable compensation 0 0 0 17,458 200,000 0 0 306,911
Total 3,238,809 2,705,586 1,042,542 3,660,000 1,505,539 1,195,415 575,589 2,357,500
Benefit obligation contribution 640,000 619,680 500,000 640,000 121,692 114,840 55,000 142,500
Total compensation 3,878,809 3,325,266 1,542,542 4,300,000 1,627,231 1,310,255 630,589 2,500,000
Carlo Crosetto
CFO
Pekka Paasivaara
Member of the Board of Management
From Jan 1, 2019
2018 2019 2019
(min)
2019
(max)
2018 2019 2019
(min)
2019
(max)
Basic compensation
(fixed compensation)
500,000 500,000 500,000 500,000 - 525,000 525,000 525,000
Fringe benefits
(payments in kind, allowances
related to insurance premiums etc.)
16,590 15,989 15,989 15,989 - 18,000 18,000 18,000
Total 516,590 515,989 515,989 515,989 - 543,000 543,000 543,000
One-year variable compensation (STI) 478,720 298,872 0 700,000 - 373,590 0 875,000
Total of multi-year variable compensation (LTI) 129,203 377,166 0 450,000 - 53,377 0 200,000
Variable compensation
LTI 2016 – 2018
- - - - - - - -
Variable compensation
LTI 2017 – 2019
44,415 125,722 0 150,000 - - - -
Variable compensation
LTI 2018 – 2020
84,788 125,722 0 150,000 - - - -
Variable compensation
LTI 2019 – 2021
- 125,722 0 150,000 - 53,377 0 200,000
Other variable compensation 0 158,512 0 214,011 - 0 0 329,500
Total 1,124,513 1,350,539 515,989 1,880,000 - 969,967 543,000 1,947,500
Benefit obligation contribution 106,618 97,872 50,000 120,000 - 52,500 52,500 52,500
Total compensation 1,231,131 1,448,411 565,989 2,000,000 - 1,022,467 595,500 2,000,000