Compensation Report
This report sets out the principles, programs, and the governance framework for the compensation of the Board of Directors and the members of the Executive Board of the Bystronic Group. In addition, the report contains detailed information on the compensation programs and the compensation paid to the Board of Directors for the 2024/2025 term of office and the Executive Board for the 2024 financial year.
The report conforms to the relevant regulatory provisions, i.e. the revised law on companies limited by shares1, the SIX Swiss Exchange Directive on Information relating to Corporate Governance, and the Swiss Code of Best Practice for Corporate Governance published by the Swiss corporate union economiesuisse.
- The revised law on companies limited by shares superseded the provisions of the Ordinance against Excessive Remuneration in Listed Companies Limited by Shares (ERCO) and has been in effect since January 1, 2023.
1 Compensation at a glance
1.1 Compensation of the Board of Directors
The total compensation and benefits of the Board of Directors (BoD), consisting of eight members, for the 2024/2025 term of office was comprised as shown below and will be paid out no later than ten days after the Annual General Meeting on April 22, 2025.
The shares remain restricted for a period of four years from the date of transfer. In total, 1659 class A registered shares will be transferred to the members of the Board of Directors in April 2025, at a share price of CHF 316.91 (average share price from November 1, 2024, through January 31, 2025).
In order to ensure the independence of the members of the Board of Directors in the exercise of their supervisory function, the compensation of the Board of Directors does not contain any performance-related elements.
1.2 Compensation of the Executive Board
As part of Bystronicʼs reorientation, the composition of the Executive Board underwent significant changes. Central to these were the change in top management and the reduction in the number of members from eight to four.
Domenico Iacovelli joined the company on June 1, 2024, and replaced Alex Waser as incumbent CEO on July 1, 2024. Johan Elster (President Region EMEA) and Norbert Seo (President Region APAC) left the company on March 31, 2024, and September 30, 2024, respectively. In addition, John-Paul Surdo (President Region Americas) and Song You (President Region China) resigned from the Executive Board on September 30, 2024, for the purposes of reorganization and continue to report directly to the CEO. The information below covers the total compensation for the Executive Board, including all persons named, for the reporting year; however, only ¾ of the actual annual remuneration is shown for John-Paul Surdo and Song You respectively, due to their resignation from the Executive Board on September 30, 2024. The total compensation thus corresponds to 7.1 full-time equivalents (FTE).
For information on performance during the reporting year, please refer to Section 5.2.