Rheinmetall Ag · XETR:RHM

Rheinmetall — Non-Deal Roadshow (February 2022)

35 slides from Rheinmetall's roadshow presentation, February 2022

  1. Slide 1: Rheinmetall AG Corporate Governance Roadshow 2022

    Rheinmetall AG Corporate Governance Roadshow 2022 Ulrich Grillo Chairman of the Supervisory Board February 2022

  2. Slide 2: Speaker Biography Ulrich Grillo

    Corporate Governance Roadshow 2022 Speaker Biography Ulrich Grillo  Business graduate  Born in 1959, Nationality: German  Chairman of the Supervisory Board since 10.5.2016  Appointed up to 2025  Chair in the Personnel-, Strategy-, Nominating-, Mediation-, Committee & member of Audit Committee 

  3. Slide 3: Executive summary

    Corporate Governance Roadshow 2022 Executive summary  Advised management in times of Covid-19  Successful continuation of the strategic transformation process  The members of the Supervisory Board contribute with a high level of commitment, excellent qualifications and comprehensive experience to

  4. Slide 4: Agenda

    Corporate Governance Roadshow 2022 Agenda 1 Rheinmetall Corporate Overview 2 Supervisory Board 3 Sustainability 4 Remuneration 5 AGM 2022 6 Backup © Rheinmetall AG I 2022 4

  5. Slide 5: Rheinmetall company overview

    Corporate Governance Roadshow 2022 Rheinmetall company overview EMPLOYEES SALES OPERATING INVESTMENTS DIVIDEND LTIR ENERGY- CO2- WATER- WASTE RESULT CONSUMPTION EMISSIONS CONSUMPTION 2020 2020 2020 2020 2020 2020 2020 2020 2020 2020 25.329 5.875 426 301 2,0 5,9 901.276 410.404 3,25 57.648 Quantity M

  6. Slide 6: The new Rheinmetall – Five divisions under one roof

    Corporate Governance Roadshow 2022 1. Rheinmetall corporate overview The new Rheinmetall – Five divisions under one roof Rheinmetall Group Holding Weapon and Electronic Vehicle Sensors and Materials Ammunition Solutions Systems Actuators and Trade  Mid & Large Caliber  Integrated  Tactical Vehicl

  7. Slide 7: Strong focus on defence – combustion engine share declines below 20%

    Corporate Governance Roadshow 2022 1. Rheinmetall corporate overview Strong focus on defence – combustion engine share declines below 20% Target sales 2025 Financial Targets 2025 approx. 70% approx. 30% ATTRACTIVE GROWTH PROFILE Sales target 2025 DEFENCE COMBUSTION approx. 70% ENGINE approx. 15-20%

  8. Slide 8: Experienced management team to execute the strategy

    Corporate Governance Roadshow 2022 1. Rheinmetall corporate overview Experienced management team to execute the strategy Armin Papperger Helmut P. Merch Peter Sebastian Krause Engineering graduate Business graduate Lawyer Born in 1963 Born in 1956 Born in 1960 Nationality: German Nationality: German

  9. Slide 9: Agenda

    Corporate Governance Roadshow 2022 Agenda 1 Rheinmetall Corporate Overview 2 Supervisory Board 3 Sustainability 4 Remuneration 5 AGM 2022 6 Backup © Rheinmetall AG I 2022 9

  10. Slide 10: Supervisory board future composition

    Corporate Governance Roadshow 2022 2. Supervisory board Future composition 16 Board Members 100% Independence Shareholder Employee Representatives Representatives Age Tenure Women's quota 31%* 11 11 11 12 11 10 25% 4 5 5 4 4 3 2 1 1 1 before after before after before after <55 55-65 >65 male female

  11. Slide 11: Supervisory board shareholder representatives

    Corporate Governance Roadshow 2022 2. Supervisory board Shareholder representatives Prof. Dr. Dr. h.c. Dr.-Ing. Dr.-Ing. E.h. Prof. Dr. Ulrich Sahin Klaus Andreas Grillo Albayrak Draeger Georgi Born 1959, German Born 1958, German / Born 1956, German Born 1957, German Turkish Member since 2016 Member

  12. Slide 12: Supervisory board employee representatives

    Corporate Governance Roadshow 2022 2. Supervisory board Employee representatives Dr. Dr. Daniel Ralf Michael Reinhard Hay Bolm Mielke Müller Born 1979, German Born 1964, German Born 1964, German Born 1960, German Member since 2014 Member since 2020 Member since 2010 Member since 2017 Committee membe

  13. Slide 13: Focus on the transformation of Rheinmetall

    Corporate Governance Roadshow 2022 2. Supervisory board Focus on the transformation of Rheinmetall Strategy Sustainability Succession  New corporate structure  New sustainability  Renewal of the organization supervisory board  Focus on defence  Definition of non-financial  Succession planning

  14. Slide 14: Supervisory board with broad competence profile

    Corporate Governance Roadshow 2022 2. Supervisory board Supervisory board with broad competence profile Governance Structural / functional aspects Strategic expertise  Corporate governance,  Financial / business competency  Expertise in the civil or the experience from Supervisory (audit committe

  15. Slide 15: Supervisory board competence matrix

    Corporate Governance Roadshow 2022 2. Supervisory board Supervisory board competence matrix Diversity Functional aspects Strategic competences Functional aspects: HR, Social Affairs Sales-side and operational functions Industrial management experience International/ regulated markets Technology/ Inn

  16. Slide 16: Stringent nomination process of the candidate selection

    Corporate Governance Roadshow 2022 2. Supervisory board Stringent nomination process of the candidate selection Long list • Identification of potential candidates based on composition objectives of the Supervisory Board Short list • Nomination Committee down selects candidates Presentation to the Su

  17. Slide 17: Staggered terms to ensure continuity

    Corporate Governance Roadshow 2022 2. Supervisory board Staggered terms to ensure continuity against the backdrop of shorter mandates 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 Ulrich Grillo Prof. Dr. Dr. h.c. Sahin Albayrak Dr.-Ing. Dr.-Ing. E.h. Klaus Dräger Prof. Dr. 2002 Andreas Geor

  18. Slide 18: Board renewal initiated – change of AC chair provides for committee independence

    Corporate Governance Roadshow 2022 2. Supervisory board Board renewal initiated – change of AC chair provides for committee independence Member of the supervisory Tenure Independence New term Current committees Future Comment board (Bold = Chair) committees Ulrich Grillo 2016 - 2025 Independent - •

  19. Slide 19: Agenda

    Corporate Governance Roadshow 2022 Agenda 1 Rheinmetall Corporate Overview 2 Supervisory Board 3 Sustainability 4 Remuneration 5 AGM 2022 6 Backup © Rheinmetall AG I 2022 19

  20. Slide 20: ESG is embedded in Rheinmetall's corporate strategy

    Corporate Governance Roadshow 2022 3. Sustainability ESG is embedded in Rheinmetall’s corporate strategy ENVIRONMENT SOCIAL GOVERNANCE LABOR AND STRICT 2035: COMPLIANCE HEALTH CO² NEUTRAL* PROTECTION PROTOCOL  Over next 2 years reduction of water  No controversial weapons  Robust governance with

  21. Slide 21: Extended sustainability organization underpins ESG strategy

    Corporate Governance Roadshow 2022 3. Sustainability Extended sustainability organization underpins Rheinmetall‘s ESG strategy Executive Board Corporate Sustainability Board Supervisory Board CEO | CFO | CHRO Head of CSR ESG and CSR CSR Audit Strategy Officers Officers Committee Committee Divisions

  22. Slide 22: Great strides recognized by improved ratings

    Corporate Governance Roadshow 2022 3. Sustainability Great strides recognized by improved ratings Measures Frameworks Ratings GRI MSCI ESG UN Global Compact AA only 22% of 36 companies score AA or better  Carbon neutrality brought forward Signatory April 2021 ISS ESG from 2040 to 2035 CDP First par

  23. Slide 23: Rheinmetall successful in markets for sustainable products

    Corporate Governance Roadshow 2022 3. Sustainability Rheinmetall successful in markets for sustainable products © Rheinmetall AG I 2022 23

  24. Slide 24: Agenda

    Corporate Governance Roadshow 2022 Agenda 1 Rheinmetall Corporate Overview 2 Supervisory Board 3 Sustainability 4 Remuneration 5 AGM 2022 6 Backup © Rheinmetall AG I 2022 24

  25. Slide 25: Supervisory board remuneration

    Corporate Governance Roadshow 2022 4. Remuneration Supervisory board remuneration The attendance fee for Supervisory Board meetings is €1,000. When attending committee meetings that are not held on the same day as a Supervisory Board meeting, the attendance fee is €1,000. © Rheinmetall AG I 2022 25

  26. Slide 26: Executive board remuneration process

    Corporate Governance Roadshow 2022 4. Remuneration Executive board remuneration process Supervisory Board discusses STI and LTI Compensation report 2021 target audit, planned audit achievement and statement 01.03.2022 draft compensation report Dec 2021 … Feb 2022 Mar 2022 … May 2022 Personnel commit

  27. Slide 27: AGM 2021 approved new management board compensation policy

    Corporate Governance Roadshow 2022 4. Remuneration AGM 2021 approved new management board compensation policy with 92.61% Compensation Policy 2011 Compensation Policy 2020 CEO CFO CHRO Compensation Policy 2022 All executive board members • STI (40%EBT, 40%OFCF, 20% non-financial, individual, collect

  28. Slide 28: Compensation report 2021 guiding principles and KPIs

    Corporate Governance Roadshow 2022 4. Remuneration Compensation report 2021 guiding principles and KPIs We have taken investors' critical points into account when revising the remuneration system to support our long term business strategy, with an increase of transparency and simplification Short Te

  29. Slide 29: Agenda

    Corporate Governance Roadshow 2022 Agenda 1 Rheinmetall Corporate Overview 2 Supervisory Board 3 Sustainability 4 Remuneration 5 AGM 2022 6 Backup © Rheinmetall AG I 2022 29

  30. Slide 30: AGM 2022 Focus is on agenda topics 6 and 7

    Corporate Governance Roadshow 2022 5. AGM 2022 Focus is on agenda topics 6 and 7 Presentation of the adopted annual financial statements, the 1 approved consolidated financial statements, the management report of the Company, which is combined with the Group management report, and the report of the

  31. Slide 31: New AGM format of disciplined dialog to foster shareholder participation

    Corporate Governance Roadshow 2022 5. AGM 2022 New AGM format of disciplined dialog to foster shareholder participation Due to the ongoing corona pandemic, the AGM 2022 will again be held as a virtual event.  Video and audio transmission of the entire meeting  Questions submitted in advance of the

  32. Slide 32: Agenda

    Corporate Governance Roadshow 2022 Agenda 1 Rheinmetall Corporate Overview 2 Supervisory Board 3 Sustainability 4 Remuneration 5 AGM 2022 6 Backup © Rheinmetall AG I 2022 32

  33. Slide 33: AGM approved new management compensation policy 2022

    Corporate Governance Roadshow 2022 6. Backup AGM approved new management compensation policy 2022 Short Term Incentive Long Term Incentive Overall payout cap: 250% Overall payout cap: 250% Target achievement per target (0% - 250%) Performance period (4 years forward looking) Overall target achieveme

  34. Slide 34: Disclaimer

    Corporate Governance Roadshow 2022 Disclaimer The contents of this document are to be considered confidential information, and may not be published, reproduced, copied, or disclosed to any unauthorized person. Rheinmetall does not guarantee the accuracy or completeness of the information contained i

  35. Slide 35: © Rheinmetall AG I 2022

    © Rheinmetall AG I 2022 35

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