380 BMW Group Report 2024 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor’s Report Remuneration Report Other Information II. Remuneration of the Members of the board of Management COMPONENT Parameters/measurement base, applicable amounts Maximum amounts p.a. in € million p.a. Bonus Share-based remuneration (personal cash investment amount) Maximum remuneration* Member of the Board of Management in the first period of office € 1.710 million € 1.980 million € 4.925 million Member of the Board of Management in the second period of office or fourth year of mandate € 2.070 million € 2.304 million € 5.500 million Chairman of the Board of Management € 3.780 million € 4.230 million € 9.850 million * Maximum remuneration as defined in section 87a (1) sentence 2 no. 1 AktG. The overall cap is lower than the sum of the maximum amounts for the individual components. 3. Determination and review of the remuneration system and individual remuneration Determining the system and structure of Board of Management remuneration, and reviewing it regularly, is a task of the full Su- pervisory Board, as is determining the individual level of remu- neration of members of the Board of Management. The respon- sible Personnel Committee (Remuneration Committee since 1 January 2025) of the Supervisory Board assumes a prepara- tory function. The Supervisory Board reviews the remuneration system annu- ally to ensure it is appropriate in terms of structure, target and maximum remuneration, as well as actual remuneration. The Su- pervisory Board also takes remuneration studies into account when assessing the market conformity of the target and maxi- mum remuneration, as well as when assessing actual remuner- ation in horizontal terms. Due to the size and structure of the BMW Group, DAX companies are used as a comparison group while taking revenues, employee headcounts and market capi- talisation into consideration. This ensures that the main compet- itors of BMW AG and other global companies are factored in. In addition, the reference to the DAX ensures that comparable reg- ulatory requirements in respect of remuneration apply to the companies listed on it. Vertically, the Supervisory Board com- pares the remuneration of members of the Board of Manage- ment with the remuneration of senior executives and with the av- erage remuneration of employees employed by BMW AG in Ger- many in areas inside and outside the scope of collective bargain- ing agreements, including in terms of how they have changed over a period of several years. Recommendations from inde- pendent external remuneration experts, as well as suggestions from investor and analyst circles, may also be included in the de- liberations. For the 2024 financial year, the review has shown that the target, maximum and actual remuneration are appropri- ate. In accordance with the remuneration system, the Supervi- sory Board – acting on the proposal of the Personnel Committee (since 1 January 2025 the Remuneration Committee) – sets spe- cific target remuneration for each individual member of the Board of Management for the upcoming financial year, as well as the performance criteria associated with the variable remuneration components provided for in the remuneration system. The total target remuneration is composed of the fixed remuner- ation and the variable remuneration. Within the variable target remuneration, the proportion of share-based remuneration as long-term variable remuneration exceeds the share of the bonus as short-term variable remuneration. The share of the individual remuneration components is within the ranges specified by the remuneration system. Overview of total target remuneration for members of the Board of Management1 1 The remuneration structure as defined in the remuneration system for total target remuneration is depicted. 2 Excluding a possible payment to new members of the Board of Management to compensate for salary losses from a previous employment relationship and/or to cover relocation costs. Target remuneration for the 2024 financial year The following tables show the individual target remuneration of the members of the Board of Management and the relative share of the respective remuneration component in the total target re- muneration. The maximum remuneration and remuneration vested in the 2024 financial year are shown in ↗ Maximum remuneration and remuneration vested in the 2024 financial year (vesting year). Variable Remuneration 58-66% Base salary 25-30% Contributions Retirement benefits 7-12% Fringe benefits² 1-4% Bonus 27-30% Share-based Remuneration 31-36%
