Compensation of the Supervisory Board Members
The compensation system that 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
With respect to the monitoring and advising of the Executive Board, the compensation received by Supervisory Board members reflects the responsibility involved as well as their individual workload and time required. When determining the compensation, particular consideration is given to ensure that it is appropriate and in line with current market levels in order to attract suitable candidates, also in an international context. This contributes to the execution of the corporate strategy and promotes the long-term development of the company.
The compensation for Supervisory Board members consists of a fixed compensation for their work on the Supervisory Board (‘base amount’) and an additional compensation for committee work. The Supervisory Board members are not granted performance-related compensation. In addition, the Supervisory Board members receive attendance fees and are reimbursed for expenses they incur in their role.
Compensation for Supervisory Board function
Each Supervisory Board member receives fixed compensation for their work on the Supervisory Board, 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 in light of their additional responsibilities.
Membership |
|
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 base amount determined for the Supervisory Board members and depends on the tasks and responsibilities connected with the respective committee membership.
General Committee |
|
Audit Committee |
||||
|---|---|---|---|---|---|---|
Membership |
|
Chairman |
|
Membership |
|
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 a 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 function 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 for Supervisory Board membership 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 of the Supervisory Board and/or its committees requiring such personal attendance, Supervisory Board members receive an additional attendance fee 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 potentially payable on their compensation or reimbursement of expenses.
SUPERVISORY BOARD COMPENSATION 2020
Fixed compensation and attendance fee
The total compensation paid to the Supervisory Board in the 2020 financial year amounted to € 2.20 million (2019: € 2.20 million). In light of the ongoing coronavirus pandemic, the Supervisory Board members decided to donate 30% of this compensation to SOS Children’s Villages and other good causes. In addition, attendance fees totaling € 28,000 (2019: € 167,000) were paid. The considerable reduction in attendance fees is due to the fact that the meetings of the Supervisory Board and its committees were mostly held virtually in order to protect the persons involved during the coronavirus pandemic.
Miscellaneous
The Supervisory Board members have not received any loans or advance payments from adidas AG.
|
|
2020 |
|
2019 |
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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
|
|
Supervisory Board function |
|
Committee function |
|
Attendance fee |
|
Total |
|
Supervisory Board function |
|
Committee function |
|
Attendance fee |
|
Total |
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Supervisory Board members incumbent as at December 31, 2020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Thomas Rabe, Chairman of the Supervisory Board1 |
|
191,038 |
|
55,519 |
|
2,000 |
|
248,557 |
|
103,452 |
|
25,863 |
|
8,000 |
|
137,315 |
||||||||||||||||
Ian Gallienne, Deputy Chairman of the Supervisory Board2 |
|
111,038 |
|
15,519 |
|
1,000 |
|
127,557 |
|
80,000 |
|
80,000 |
|
11,000 |
|
171,000 |
||||||||||||||||
Udo Müller, Deputy Chairman of the Supervisory Board3 |
|
160,000 |
|
40,000 |
|
2,000 |
|
202,000 |
|
131,726 |
|
25,863 |
|
11,000 |
|
168,589 |
||||||||||||||||
Petra Auerbacher4 |
|
80,000 |
|
– |
|
1,000 |
|
81,000 |
|
51,726 |
|
– |
|
6,000 |
|
57,726 |
||||||||||||||||
Roswitha Hermann4 |
|
80,000 |
|
– |
|
1,000 |
|
81,000 |
|
51,726 |
|
– |
|
3,000 |
|
54,726 |
||||||||||||||||
Herbert Kauffmann5 |
|
80,000 |
|
128,962 |
|
3,000 |
|
211,962 |
|
80,000 |
|
160,000 |
|
14,000 |
|
254,000 |
||||||||||||||||
Christian Klein6 |
|
31,038 |
|
– |
|
– |
|
31,038 |
|
– |
|
– |
|
– |
|
– |
||||||||||||||||
Kathrin Menges |
|
80,000 |
|
– |
|
1,000 |
|
81,000 |
|
80,000 |
|
– |
|
8,000 |
|
88,000 |
||||||||||||||||
Roland Nosko |
|
80,000 |
|
40,000 |
|
2,000 |
|
122,000 |
|
80,000 |
|
40,000 |
|
14,000 |
|
134,000 |
||||||||||||||||
Beate Rohrig4 |
|
80,000 |
|
– |
|
1,000 |
|
81,000 |
|
51,726 |
|
– |
|
5,000 |
|
56,726 |
||||||||||||||||
Nassef Sawiris |
|
80,000 |
|
– |
|
1,000 |
|
81,000 |
|
80,000 |
|
– |
|
9,000 |
|
89,000 |
||||||||||||||||
Frank Scheiderer4 |
|
80,000 |
|
80,000 |
|
4,000 |
|
164,000 |
|
51,726 |
|
51,726 |
|
9,000 |
|
112,452 |
||||||||||||||||
Michael Storl4 |
|
80,000 |
|
– |
|
1,000 |
|
81,000 |
|
51,726 |
|
– |
|
6,000 |
|
57,726 |
||||||||||||||||
Bodo Uebber7 |
|
80,000 |
|
111,038 |
|
2,000 |
|
193,038 |
|
51,726 |
|
– |
|
3,000 |
|
54,726 |
||||||||||||||||
Jing Ulrich4 |
|
80,000 |
|
– |
|
– |
|
80,000 |
|
51,726 |
|
– |
|
5,000 |
|
56,726 |
||||||||||||||||
Günter Weigl4 |
|
80,000 |
|
80,000 |
|
4,000 |
|
164,000 |
|
51,726 |
|
51,726 |
|
9,000 |
|
112,452 |
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Supervisory Board members until the end of the Annual General Meeting on August 11, 2020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Igor Landau, Chairman of the Supervisory Board |
|
146,885 |
|
48,962 |
|
2,000 |
|
197,847 |
|
240,000 |
|
80,000 |
|
14,000 |
|
334,000 |
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
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 |
||||||||||||||||
Willi Schwerdtle, Deputy Chairman of the Supervisory Board |
|
– |
|
– |
|
– |
|
– |
|
56,548 |
|
14,137 |
|
5,000 |
|
75,685 |
||||||||||||||||
Dr. Frank Appel |
|
– |
|
– |
|
– |
|
– |
|
28,274 |
|
– |
|
1,000 |
|
29,274 |
||||||||||||||||
Dieter Hauenstein |
|
– |
|
– |
|
– |
|
– |
|
28,274 |
|
– |
|
3,000 |
|
31,274 |
||||||||||||||||
Dr. Wolfgang Jäger |
|
– |
|
– |
|
– |
|
– |
|
28,274 |
|
28,274 |
|
5,000 |
|
61,548 |
||||||||||||||||
Katja Kraus |
|
– |
|
– |
|
– |
|
– |
|
28,274 |
|
– |
|
2,000 |
|
30,274 |
||||||||||||||||
Hans Ruprecht |
|
– |
|
– |
|
– |
|
– |
|
28,274 |
|
28,274 |
|
5,000 |
|
61,548 |
||||||||||||||||
Heidi Thaler-Veh |
|
– |
|
– |
|
– |
|
– |
|
28,274 |
|
– |
|
3,000 |
|
31,274 |
||||||||||||||||
Kurt Wittmann |
|
– |
|
– |
|
– |
|
– |
|
28,274 |
|
– |
|
3,000 |
|
31,274 |
||||||||||||||||
Total |
|
1,600,000 |
|
600,000 |
|
28,000 |
|
2,228,000 |
|
1,600,000 |
|
600,000 |
|
167,000 |
|
2,367,000 |
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