Remuneration awarded for 2024 and 2023
Remuneration awarded to the Board of Directors for 2024 and 2023
Comments to the remuneration tables of the members of the Board of Directors
Until December 2024, the Board of Directors consisted of seven members. Andreas Walde passed away on 11 December 2024. The total remuneration awarded to the Board of Directors (including the Board Chair) amounts to CHF 1.6 million and is within the amount of CHF 1.9 million approved at the Annual General Meeting in 2023. It corresponds to an increase of 0.3% compared to the previous year. The remuneration system remained unchanged compared to the previous year.
Remuneration awarded to the CEO and the members of the Corporate Executive Committee for 2024 and 2023
Comments to the remuneration tables of the members of the Corporate Executive Committee
In 2024, Marc Werner, CEO, was the member of the Corporate Executive Committee with the highest remuneration.
The remuneration awarded to the CEO in the year 2024 and the Corporate Executive Committee amounts to CHF 6.2 million and is within the amount of CHF 8.5 million approved at the Annual General Meeting in 2023. It is an increase compared to the previous year, for the following reasons:
- The aggregated amount of base salaries was higher compared with the previous year. This is due to the new composition of the Corporate Executive Committee (increase from eight members in 2023 to nine members as of September 2024). The individual base salaries of the members of the Corporate Executive Committee were not increased in the reporting year.
- Galenica Group achieved a good result in 2024. As a result, the short-term bonus payout was 127.3%. Additional details are provided in the section “Performance in 2024” below.
- The LTI grant value increased compared to the previous year. This is due to the different composition of the Corporate Executive Committee with nine members compared to eight members in 2023. The grant size of the individual Corporate Executive Committee members remained unchanged compared to previous year.
- The variable remuneration in the year 2024 amounted to 115% of the annual base salary for the CEO (previous year: 70%) and ranged between 44% and 95% of the annual base salary for the other members of the Corporate Executive Committee (previous year: between 34% and 54%).
Performance in 2024
In the 2024 financial year, the Galenica Group generated consolidated net sales of CHF 3,921.1 million. This corresponds to strong growth of 4.7% compared to the previous year.
Adjusted¹ operating profit (EBIT), i.e., excluding the effects of the accounting standards IFRS 16 (leasing) and IAS 19 (employee benefits), increased by 10.3% to CHF 211.0 million. Adjusted¹ return on sales (ROS) increased year-on-year from 5.1% to 5.4%.
Adjusted¹ net profit increased by 13.4% to CHF 183.2 million (previous year: CHF 161.6 million). Reported net profit was above the previous year's level at CHF 183.7 million (previous year: CHF 165.7 million, +10.9%).
1) See section Alternative performance measures in the Annual Report 2024.
Remuneration and shareholdings of the members of the Board of Directors in 2024
|
|
Remuneration |
Number of shares |
||||
|
Payments in thousand CHF |
Fees in cash |
Equivalent in shares 1) |
Other remuneration 2) |
Total |
Held as at 31.12.2024 3) |
Allocated for 2024 |
|
Markus R. Neuhaus, Chairman |
175 |
233 |
38 |
446 |
13,181 |
3,119 |
|
Pascale Bruderer 4) |
75 |
100 |
20 |
195 |
5,343 |
1,337 |
|
Bertrand Jungo 4) |
80 |
107 |
21 |
208 |
9,866 |
1,426 |
|
Judith Meier 4) |
– |
160 |
16 |
176 |
3,666 |
2,139 |
|
Solange Peters |
60 |
80 |
16 |
156 |
739 |
1,070 |
|
Andreas Walde (died on 11 December 2024) |
– |
173 |
18 |
191 |
18,750 |
2,317 |
|
Jörg Zulauf |
– |
187 |
14 |
201 |
2,125 |
2,496 |
|
Remuneration of the members of the Board of Directors 5) |
390 |
1,040 |
143 |
1,573 |
53,670 |
13,904 |
|
Maximum amount according to AGM resolution |
1,900 |
|
|
|||
1) The amounts include the calculated discount of 25%, granted due to the five-year blocking period
2) Other remuneration corresponds to the social security charges (both employer and employee contributions)
3) Shares held by related parties of members of the Board of Directors are included in the declaration of the totals disclosed above
4) Those board members participate in the pension fund and finance the entire cost themselves
5) See chapter Board of Directors of the Corporate Governance section for roles and membership of committees
Remuneration and shareholdings of the members of the Board of Directors in 2023
|
|
Remuneration |
Number of shares |
||||
|
Payments in thousand CHF |
Fees in cash |
Equivalent in shares 1) |
Other remuneration 2) |
Total |
Held as at 31.12.2023 3) |
Allocated for 2023 |
|
Chair of the Board of Directors |
|
|
|
|
|
|
|
Markus R. Neuhaus, Chairman (since 11 May 2023) |
96 |
127 |
20 |
243 |
10,532 |
1,766 |
|
Daniela Bosshardt, Chairwoman (until 11 May 2023) |
58 |
78 |
15 |
151 |
|
1,078 |
|
|
|
|
|
|
|
|
|
Members of the Board of Directors |
|
|
|
|
|
|
|
Pascale Bruderer 4) |
70 |
93 |
19 |
182 |
4,049 |
1,294 |
|
Michel Burnier (until 11 May 2023) |
20 |
27 |
4 |
51 |
|
370 |
|
Bertrand Jungo 4) |
78 |
104 |
21 |
204 |
9,605 |
1,448 |
|
Judith Meier 4) |
– |
160 |
16 |
176 |
1,448 |
2,218 |
|
Markus R. Neuhaus (until 11 May 2023) |
48 |
64 |
10 |
122 |
|
883 |
|
Solange Peters (since 11 May 2023) |
40 |
53 |
11 |
105 |
– |
739 |
|
Andreas Walde |
– |
182 |
18 |
201 |
16,224 |
2,526 |
|
Jörg Zulauf (since 11 May 2023) |
– |
124 |
9 |
134 |
300 |
1,725 |
|
Remuneration of the members of the Board of Directors 5) |
410 |
1,013 |
145 |
1,568 |
42,158 |
14,047 |
|
Maximum amount according to AGM resolution |
1,900 |
|
|
|||
1) The amounts include the calculated discount of 25%, granted due to the five-year blocking period
2) Other remuneration corresponds to the social security charges (both employer and employee contributions)
3) Shares held by related parties of members of the Board of Directors are included in the declaration of the totals disclosed above
4) Those board members participate in the pension fund and finance the entire cost themselves
5) See chapter Board of Directors of the Corporate Governance section for roles and membership of committees
Remuneration of the members of the Corporate Executive Committee in 2024
|
Gross payments in thousand CHF |
Total |
of which Marc Werner, CEO |
|
Base salary |
2,777 |
500 |
|
Short-term bonus in cash (STI) 1) |
985 |
216 |
|
Short-term bonus in shares (STI) 2) |
618 |
136 |
|
Long-term incentive (LTI) 3) |
746 |
225 |
|
Contributions to pension funds |
552 |
118 |
|
Other remuneration 4) |
74 |
12 |
|
Remuneration awarded |
5,752 |
1,207 |
|
Social security costs |
407 |
79 |
|
Remuneration of the members of the Corporate Executive Committee 5) |
6,159 |
1,286 |
|
Maximum amount according to AGM resolution |
8,500 |
|
Nine members in 2024
1) The short-term bonus for the reporting year, which is paid out in the following year
2) The amounts include the calculated discount of 25% granted due to the five-year blocking period
3) Performance share units falling due after three years are included with the fair value at allocation
4) Including private use of company car
5) Including remuneration of Stephan Mignot since 1 September 2024 as Chief Pharmacies Marketing
Remuneration of the members of the Corporate Executive Committee in 2023
|
Gross payments in thousand CHF |
Total |
of which Marc Werner, CEO |
|
Base salary |
2,533 |
500 |
|
Short-term bonus in cash (STI) 1) |
343 |
80 |
|
Short-term bonus in shares (STI) 2) |
215 |
50 |
|
Long-term incentive (LTI) 3) |
702 |
221 |
|
Contributions to pension funds |
497 |
118 |
|
Other remuneration 4) |
57 |
12 |
|
Remuneration awarded |
4,348 |
981 |
|
Social security costs |
328 |
69 |
|
Remuneration of the members of the Corporate Executive Committee 5) |
4,676 |
1,050 |
|
Maximum amount according to AGM resolution |
8,500 |
|
Eight members in 2023
1) The short-term bonus for the reporting year, which is paid out in the following year
2) The amounts include the calculated discount of 25% granted due to the five-year blocking period
3) Performance share units falling due after three years are included with the fair value at allocation
4) Including private use of company car
5) Including remuneration of Arianne Hasler since 1 September 2023 as Chief People & Culture
Short-term incentive (STI)
In 2024, a GEP of CHF 64.7 million was achieved. This corresponds to a increase of 32.1% compared to the previous year, see Value based management section, under Alternative performance measures in the Annual Report 2024. This represents a payout factor of 158.3% for the financial year 2024 for the portion of the STI payout based on GEP performance.
The Group annual net sales growth achieved was 4.7%, corresponding to a payout factor of 95.0% for that portion of the STI.
ESG performance is measured using two objectives: Net Promoter Score (NPS) and employee motivation rate. The payout factor for the NPS component for the members of the Corporate Executive Committee was 95.5%. The employee motivation rate achieved 76.0 points, corresponding to a payout factor of 100.0% for the members of the Corporate Executive Committee.
Consequently, the overall STI payout amounts to 127.3% of target for the CEO and the other members of the Corporate Executive Committee. This compares to a payout of 47.2% for the CEO and the other Corporate Executive Committee members in 2023.
Performance / payout factor under STI in 2024
|
KPIs |
2024 objectives |
Payout |
Target |
2024 results |
|
Group financial performance: |
|
|
|
|
|
Galenica economic profit (GEP) (50% weighting) |
Maximum |
220% |
CHF 70.9 million |
GEP achieved: CHF 64.7 million Payout factor: 158.3% |
|
Target |
100% |
CHF 58.9 million |
||
|
Threshold |
50% |
CHF 48.9 million |
||
|
Group annual net sales growth (25% weighting) |
Maximum |
220% |
+9.9% |
Net sales growth achieved: 4.7% Payout factor: 95.0% |
|
Target |
100% |
+5.1% |
||
|
Threshold |
50% |
+1.1% |
||
|
Net Promoter Score (NPS) (12.5% weighting) |
Maximum |
150% |
not disclosed for competition reasons |
Payout factor: 95.5% |
|
Target |
100% |
|||
|
Threshold |
50% |
|||
|
Employee motivation rate (12.5% weighting) |
Maximum |
150% |
79 points |
Employee motivation rate achieved: 76.0 points Payout factor: 100.0% |
|
Target |
100% |
76 points |
||
|
Threshold |
50% |
73 points |
|
Payout |
|
|
|
2024 |
|
CEO |
|
|
|
127.3% |
|
Corporate Executive Committee (without CEO) |
|
|
|
127.3% |
Long-term incentive
For the LTI plan 2022-2024, payable in early 2025, the average GEP achievement was CHF 60.4 million. This represents a vesting multiple of 91.0%. For relative TSR Galenica achieved an average percentile ranking of 77.3%, which corresponds to a vesting multiple of 155.0%. Consequently, the overall vesting level was 123.0%.
|
KPIs |
2024 objectives |
Payout |
Target |
2024 results |
|
Group financial performance: |
|
|
|
|
|
Galenica economic profit (GEP) (50% weighting) |
Maximum |
200% |
CHF 82.2 million |
Average GEP achieved: CHF 60.4 million Vesting multiple: 91.0% |
|
Target |
100% |
CHF 62.2 million |
||
|
Threshold |
50% |
CHF 42.2 million |
||
|
Relative TSR (50% weighting) |
Maximum |
200% |
best in the peer group |
Relative TSR achieved: average percentile ranking of 77.3% Vesting multiple: 155.0% |
|
Target |
100% |
Median ranking |
||
|
Threshold |
50% |
25th percentile ranking |
||
|
Total LTI 2022-2024 |
|
|
|
Vesting multiple: 123.0% |