Compensation Report

Dear Shareholders,

On behalf of the Board of Directors and as chair of the Compensation & Nomination Committee (CNC), I am pleased to present to you the Compensation Report for the financial year 2023.

Since 2015, the General Meeting has approved in separate votes the proposals of the Board of Directors for the maximum aggregate compensation for the members of the Board of Directors until the next Annual General Meeting, and for the maximum aggregate compensation for the members of the Group Management for the respective forthcoming financial year. At the General Meeting 2023, you expressed your continued support for the respective motions of the Board of Directors. In this context, I would like to thank you on behalf of the whole Board of Directors for your trust. The Compensation Report for the previous financial year has also been submitted to and approved by the Annual General Meeting by means of a non-binding advisory vote, with 67% of the votes cast supporting it. The Board of Directors and the CNC took the outcome of this vote seriously. As a result, members of the Board and Group Management reached out to shareholders in order to better understand the expressed concerns and respond appropriately.

The valuable feedback we received has underlined our confidence that the CNC’s comprehensive review of our compensation framework addressed the right topics. While certain disclosure-related enhancements were implemented in the Compensation Report 2022, the more fundamental changes to the underlying compensation framework have become applicable as of 2023 and are, therefore, reflected for the first time in this Compensation Report.

With the aim of further strengthening Lindt & Sprüngli’s performance culture and to more closely align the pay-for-performance philosophy inherent in the variable compensation elements of the Group Management with the company’s strategy and shareholder interests, changes have in particular been made to payout and grant opportunities under the variable compensation elements, as well as the design and disclosure of the relevant performance considerations under the Cash Bonus and the Option Plan. For more details, please see here.

The Board of Directors is convinced that this Compensation Report 2023 gives you, our valued shareholders, an enhanced overview of the compensation framework of the Group Management and the Board of Directors, the actual compensation amounts, and the underlying considerations. While we believe that our current compensation approach rewards performance in a balanced and sustainable manner and provides us with effective tools in a competitive working environment, we highly value the open and regular dialog with our shareholders and their representatives, as we seek to further develop our compensation framework, systems and processes. On behalf of the entire CNC and the Board of Directors, I would also like to thank each member of our global team for their commitment and achievements.

Monique Bourquin
Chair of the Compensation & Nomination Committee