375 BMW Group Report 2024 To Our Stakeholders Combined Management Report Group Financial Statements Responsibility Statement and Auditor’s Report Remuneration Report Other Information I. Review of the 2024 Finacial Year from a Remuneration Perspectiver The remuneration system applicable for the members of the Board of Management in the 2024 financial year has been in ef- fect since 1 January 2021. The Annual General Meeting ap- proved it on 12 May 2021 with a majority of 91.60% of the valid votes cast. The Supervisory Board did not resolve any changes to the remuneration system or the target remuneration for the 2024 financial year. In December 2023, the Supervisory Board set ambitious targets linked to the variable remuneration of the members of the Board of Management for the 2024 financial year. Of the total variable target remuneration available, around 39% was linked to envi- ronmental, social or governance (ESG) targets. As in previous years, the Supervisory Board has set environmental targets as part of the strategic focus targets, which account for 50% of long-term variable remuneration (share-based payments) in the target, linked to the reduction of fleet carbon emissions in the EU and global sales of all-electric vehicles (BEVs), and has set am- bitious indicators. The Supervisory Board has thus incorporated the strategic importance of the Company’s transformation and compliance with the external requirements for fleet carbon emis- sions into the remuneration of the Board of Management. Target achievement for variable remuneration reflects the chal- lenging market environment. The financial and non-financial tar- gets for the short-term variable remuneration (bonus) were largely achieved thanks to the strong overall performance by the Board of Management ↗ Bonus for the 2024 financial year. However, in the context of long-term variable remuneration (share-based remuneration), the ambitious RoCE targets in the Automotive segment and the sales targets for all-electric vehicles were not achieved. By contrast, the ambitious targets related to the reduc- tion of fleet carbon emissions in the EU were exceeded ↗ Share- based remuneration for the 2024 financial year. The Board of Management’s total remuneration for the 2024 fi- nancial year is significantly lower than in the previous year, re- flecting appropriately the success and challenges involved in the Company’s performance. If necessary, and in the interest of the long-term success of BMW AG, the Supervisory Board may temporarily deviate from the remuneration system – as provided for in § 87a (2) Sentence 2 AktG. In accordance with G.11 of the German Corporate Gov- ernance Code dated 28 April 2022 (“GCGC”), the Supervisory Board has also reserved the right to make adjustments if extraor- dinary developments occur, such as significant acquisitions and disposals, or changes in accounting standards or tax regulations that have a significant impact. After due examination, it did not make use of these options for the 2024 financial year. The composition of the Board of Management and the level of remuneration applicable to the individual members of the Board of Management did not change during the year. The remuneration system for the members of the Supervisory Board is set out in § 16 of the Articles of Incorporation and pro- vides only for fixed remuneration. It was confirmed by the Annual General Meeting on 12 May 2021 with a majority of 99.40% of the valid votes cast, and implemented for the 2024 financial year in accordance with the provisions of the Articles of Incorporation. The composition of the Supervisory Board changed in the report- ing year following elections held in accordance with the German Co-Determination Act (Mitbestimmungsgesetz). Christiane Ben- ner, Bernhard Ebner and Johann Horn left the Supervisory Board with effect from the end of the Annual General Meeting on 15 May 2024. Ulrich Bauer, Horst Ott and Prof. Dr. Johanna Wenckebach were elected as new members of the Supervisory Board with effect from the same date. Due to retirement, Gerhard Kurz stepped down with effect from 31 October 2024. His re- placement, Dr. Michael Nikolaides, took his place with effect from 1 November 2024. The composition of the Personnel Committee, which is responsi- ble for the preparation of remuneration decisions, did not change in the 2024 financial year. With effect from 1 January 2025, the Supervisory Board revised the structure of the committees and resolved to establish a Remuneration Committee. The Remuner- ation Committee is responsible for the remuneration of the Board of Management and the Supervisory Board. In this capacity, it prepares the Remuneration Report and the decisions by the Su- pervisory Board on the remuneration of the Board of Manage- ment. The members of the Remuneration Committee acting as shareholder representatives are Dr.-Ing. Dr.-Ing. E.h. Norbert Reithofer, Stefan Quandt, Dr. Kurt Bock and Anke Schäferkordt, and employee representatives are Dr. Martin Kimmich, Stefan Schmid and Dr. Dominique Mohabeer. This increased the share of independent shareholder representatives and enhanced di- versity with regard to the handling of remuneration issues. The Remuneration Report for the 2023 financial year was con- firmed by the Annual General Meeting on 15 May 2024 with a majority of 94.99% of the valid votes cast. In view of the high level of approval, there was no reason to reconsider fundamental aspects of the implementation of the remuneration system in place during the past financial year or the manner of reporting. Changes were made to the presentation to make certain issues clearer.