Compensation of the Supervisory Board Members
The compensation system which has been applicable for the members of the Supervisory Board since July 1, 2017 was adopted by the shareholders at the Annual General Meeting on May 11, 2017. The compensation system is set out in § 18 of the Articles of Association of adidas AG.
COMPENSATION SYSTEM
The compensation of the Supervisory Board members takes into account the responsibility and scope of activities of the Supervisory Board members and consists of two components: fixed compensation and additional compensation for membership in committees. The Supervisory Board members are not granted performance-related compensation. Furthermore, the Supervisory Board members receive attendance fees and are reimbursed for expenses they incur.
Compensation for Supervisory Board function
Each member receives fixed compensation which is paid following the end of the respective financial year. The Chairman of the Supervisory Board and his two deputies receive higher fixed compensation.
Supervisory Board member |
|
Deputy Chairman |
|
Chairman |
|---|---|---|---|---|
€ 80,000 |
|
€ 160,000 |
|
€ 240,000 |
Base amount |
|
200% of the base amount |
|
300% of the base amount |
Additional compensation for membership in a committee
Furthermore, the Supervisory Board members receive additional compensation for membership in certain committees; in this regard, too, compensation is increased if the chairmanship of a committee is assumed. The amount of the respective additional compensation is based on the fixed compensation (‘Base Amount’) determined for the Supervisory Board members by the Annual General Meeting and depends on the tasks and responsibilities connected with the respective committee membership.
General Committee |
|
Audit Committee |
||||
|---|---|---|---|---|---|---|
Member |
|
Chairman |
|
Member |
|
Chairman |
€ 40,000 |
|
€ 80,000 |
|
€ 80,000 |
|
€ 160,000 |
50% of the base amount |
|
100% of the base amount |
|
100% of the base amount |
|
200% of the base amount |
The compensation paid for a committee chairmanship also covers the membership in such committee. The members of the Steering Committee, the Mediation Committee, the Nomination Committee and committees which are established ad hoc do not receive additional compensation. If a Supervisory Board member is a member of more than one committee, the member only receives compensation for their task in the committee with the highest compensation.
Reduced compensation in case of membership for part of financial year
If a member belongs to the Supervisory Board or a committee for only part of a financial year, the fixed compensation and additional compensation for membership in a committee are reduced accordingly on a pro rata temporis basis.
Attendance fee
For each personal attendance of meetings requiring personal attendance, the Supervisory Board members are also granted an attendance fee in the amount of € 1,000. Members of committees that are formed on an ad hoc basis do not receive an attendance fee. If several meetings take place on one day, the attendance fee is only paid once.
Expenses
The Supervisory Board members are reimbursed for necessary expenses and travel expenses incurred in connection with their mandates as well as for the VAT payable on their compensation.
SUPERVISORY BOARD COMPENSATION 2019
Fixed compensation and attendance fee
The total compensation paid to the Supervisory Board in the 2019 financial year amounted to € 2.20 million (2018: € 2.20 million). In addition, attendance fees totaling € 167,000 (2018: € 129,000) were paid.
|
|
2019 |
|
2018 |
||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
|
|
Fixed compensation |
|
Compensation committee work |
|
Attendance fee |
|
Total |
|
Fixed compensation |
|
Compensation committee work |
|
Attendance fee |
|
Total |
||||||||
|
||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Supervisory Board members incumbent as at December 31, 2019 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Igor Landau, Chairman of the Supervisory Board |
|
240,000 |
|
80,000 |
|
14,000 |
|
334,000 |
|
240,000 |
|
80,000 |
|
9,000 |
|
329,000 |
||||||||
Udo Müller, Deputy Chairman of the Supervisory Board1 |
|
131,726 |
|
25,863 |
|
11,000 |
|
168,589 |
|
80,000 |
|
– |
|
7,000 |
|
87,000 |
||||||||
Thomas Rabe, Deputy Chairman of the Supervisory Board2 |
|
103,452 |
|
25,863 |
|
8,000 |
|
137,315 |
|
– |
|
– |
|
– |
|
– |
||||||||
Petra Auerbacher2 |
|
51,726 |
|
– |
|
6,000 |
|
57,726 |
|
– |
|
– |
|
– |
|
– |
||||||||
Ian Gallienne |
|
80,000 |
|
80,000 |
|
11,000 |
|
171,000 |
|
80,000 |
|
80,000 |
|
9,000 |
|
169,000 |
||||||||
Roswitha Hermann2 |
|
51,726 |
|
– |
|
3,000 |
|
54,726 |
|
– |
|
– |
|
– |
|
– |
||||||||
Herbert Kauffmann |
|
80,000 |
|
160,000 |
|
14,000 |
|
254,000 |
|
80,000 |
|
160,000 |
|
12,000 |
|
252,000 |
||||||||
Kathrin Menges |
|
80,000 |
|
– |
|
8,000 |
|
88,000 |
|
80,000 |
|
– |
|
6,000 |
|
86,000 |
||||||||
Roland Nosko |
|
80,000 |
|
40,000 |
|
14,000 |
|
134,000 |
|
80,000 |
|
40,000 |
|
9,000 |
|
129,000 |
||||||||
Beate Rohrig2 |
|
51,726 |
|
– |
|
5,000 |
|
56,726 |
|
– |
|
– |
|
– |
|
– |
||||||||
Nassef Sawiris |
|
80,000 |
|
– |
|
9,000 |
|
89,000 |
|
80,000 |
|
– |
|
7,000 |
|
87,000 |
||||||||
Frank Scheiderer2 |
|
51,726 |
|
51,726 |
|
9,000 |
|
112,452 |
|
– |
|
– |
|
– |
|
– |
||||||||
Michael Storl2 |
|
51,726 |
|
– |
|
6,000 |
|
57,726 |
|
– |
|
– |
|
– |
|
– |
||||||||
Bodo Uebber2 |
|
51,726 |
|
– |
|
3,000 |
|
54,726 |
|
– |
|
– |
|
– |
|
– |
||||||||
Jing Ulrich2 |
|
51,726 |
|
– |
|
5,000 |
|
56,726 |
|
– |
|
– |
|
– |
|
– |
||||||||
Günter Weigl2 |
|
51,726 |
|
51,726 |
|
9,000 |
|
112,452 |
|
– |
|
– |
|
– |
|
– |
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Supervisory Board members until the end of the Annual General Meeting on May 9, 2019 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Sabine Bauer, Deputy Chairwoman of the Supervisory Board |
|
56,548 |
|
14,137 |
|
5,000 |
|
75,685 |
|
160,000 |
|
40,000 |
|
9,000 |
|
209,000 |
||||||||
Willi Schwerdtle, Deputy Chairman of the Supervisory Board |
|
56,548 |
|
14,137 |
|
5,000 |
|
75,685 |
|
160,000 |
|
40,000 |
|
9,000 |
|
209,000 |
||||||||
Dr. Frank Appel3 |
|
28,274 |
|
– |
|
1,000 |
|
29,274 |
|
51,398 |
|
– |
|
4,000 |
|
55,398 |
||||||||
Dieter Hauenstein |
|
28,274 |
|
– |
|
3,000 |
|
31,274 |
|
80,000 |
|
– |
|
6,000 |
|
86,000 |
||||||||
Dr. Wolfgang Jäger |
|
28,274 |
|
28,274 |
|
5,000 |
|
61,548 |
|
80,000 |
|
80,000 |
|
12,000 |
|
172,000 |
||||||||
Katja Kraus |
|
28,274 |
|
– |
|
2,000 |
|
30,274 |
|
80,000 |
|
– |
|
6,000 |
|
86,000 |
||||||||
Hans Ruprecht |
|
28,274 |
|
28,274 |
|
5,000 |
|
61,548 |
|
80,000 |
|
80,000 |
|
10,000 |
|
170,000 |
||||||||
Heidi Thaler-Veh |
|
28,274 |
|
– |
|
3,000 |
|
31,274 |
|
80,000 |
|
– |
|
5,000 |
|
85,000 |
||||||||
Kurt Wittmann |
|
28,274 |
|
– |
|
3,000 |
|
31,274 |
|
80,000 |
|
– |
|
6,000 |
|
86,000 |
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Supervisory Board member until the end of the Annual General Meeting on May 9, 2018 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Dr. Stefan Jentzsch |
|
– |
|
– |
|
– |
|
– |
|
28,602 |
|
– |
|
3,000 |
|
31,602 |
||||||||
Total |
|
1,600,000 |
|
600,000 |
|
167,000 |
|
2,367,000 |
|
1,600,000 |
|
600,000 |
|
129,000 |
|
2,329,000 |
||||||||
Miscellaneous
The Supervisory Board members have not received any loans or advance payments from adidas AG.