Compensation at a glance

Compensation for the Board of Directors

Compensation model

In order to ensure independence in their supervisory function, the Members of the Board of Directors receive fixed compensation only, paid out in cash and shares that are blocked for five years.

Responsibility	Fee 1	Restricted shares

Basis fee
Board Membership	CHF 70’000	150 shares

Additional fees
Board Chairmanship 2, 3	CHF 290’000	150 shares
Independent Lead Director	CHF 22’500
Audit Committee Chairmanship	CHF 80’000
Audit Committee Membership	CHF 30’000
Compensation Committee Chairmanship 3	CHF 60’000
Compensation Committee Membership 3	CHF 20’000
Nomination and Sustainability Committee Chairmanship 3	CHF 60’000
Nomination and Sustainability Committee Membership 3	CHF 20’000

1 Fee effective as of the 2021 Annual Shareholders’ Meeting (ASM).

2 The Chairman of the Board of Directors is not eligible for additional committee fees.

3 Board Chairmanship fee until ASM 2021: CHF 200’000; Compensation Committee and Nomination and Sustainability Chairmanship fee until ASM 2021: CHF 40’000.

The compensation system for the Board of Directors does not contain any performance-related components.

Compensation awarded for 2021

The compensation awarded to the Board of Directors for the period from the Annual Shareholders’ Meeting 2020 to the Annual Shareholders’ Meeting 2021 is within the limits approved by the shareholders:

Compensation period	Amount approved	Effective amount
2020-2021	CHF 3’450’000 1	CHF 2’767’000 2
2021-2022	CHF 3’140’000 1	n/a 3

1 Based on a share value of CHF 1’600.00.

2 Based on a share value of CHF 1’140.00 for the period in 2020 and CHF 1’385.00 for the period in 2021.

3 Compensation period not yet completed; a conclusive assessment will be provided in the Compensation Report 2022.

Compensation for the Executive Committee

Compensation elements	Purpose	Vehicle	Period	Performance measure
Fixed compensation
Fixed base salary	Pay for the function	Cash	Monthly	Skills, experience and individual performance
Benefits	Ensure protection against risks such as death, disability and old age
Variable compensation
Short-term incentive (STI)	Pay for annual performance based on GF strategic targets	Cash	Annual	Organic sales growth EBIT margin ROIC Sustainability (ESG) Individual objectives
Long-term incentive (LTI)	Pay for long-term performance Align with shareholders’ interests and GF’s strategy Participate in long-term success of the company	Performance shares	3-year vesting and additional 2-year blocking	EPS rTSR

Performance in 2021

After having been significantly impacted by the COVID-19 pandemic in 2020, GF recovered in many of its market segments. As a consequence, the STI payout for 2021 was higher compared to the previous year.

	STI payout for 2021
EC (incl. CEO)	84%-136.5% of target

The vesting level of the LTI plan 2018 (performance period ended at the end of 2021) amounted to 0% (below threshold) for the EPS-related performance shares and to 130.73% of target for the rTSR-related performance shares, resulting in an overall vesting level of 65.37%.

	Performance period	EPS-related performance shares (weighted 50% of the grant)	rTSR-related performance shares (weighted 50% of the grant)	Overall vesting level
LTI 2018	2019-2021	0% of target	130.73% of target	65.37% of target

Compensation awarded for 2021

The compensation awarded to the Executive Committee (including CEO) for 2021 is within the limits approved by the shareholders at the 2020 Annual Shareholders’ Meeting:

Compensation period	Amount approved	Effective amount
2021	CHF 10’531’000	CHF 8’697’000

CEO compensation for 2021
in CHF 1’000

Executive Committee compensation for 2021
in CHF 1’000

Compensation principles

The compensation policy applicable to the Executive Committee is designed to attract, motivate, and retain talented individuals, based on the following principles:

Fairness and transparency;
Pay for performance, business and sustainability strategy implementation;
Long-term orientation and alignment to shareholders’ interests;
Market competitiveness.

Compensation governance

Authority for decisions related to compensation are governed by GF’s Articles of Association;
The Board of Directors is supported by the Compensation Committee in preparing all compensation-related decisions regarding the Board of Directors and the Executive Committee;
The maximum aggregate amounts of compensation of the Members of the Board of Directors and of the Executive Committee are subject to binding prospective shareholders’ votes at the Annual Shareholders’ Meeting;
In addition, the Compensation Report is subject to a retrospective consultative vote at the Annual Shareholders’ Meeting.