Deutsche Lufthansa Ag · XETR:LHA
Deutsche Lufthansa — Non-Deal Roadshow (February 2026)
31 slides from Deutsche Lufthansa's roadshow presentation, February 2026
Slide 1: Lufthansa Group Corporate Governance
Lufthansa Group Corporate Governance Karl-Ludwig Kley, Chairman of the Supervisory Board January/February 2026
Slide 2: Agenda
Agenda 01 Supervisory Board and committee work Pages 3 -14 02 Executive Board composition and succession planning Pages 15-16 03 Corporate responsibility Pages 17-20 04 Management remuneration Pages 21-22 05 Annual General Meeting 2026 Page 23 2 Corporate Governance Presentation January/February 202
Slide 3: Lufthansa Group's Supervisory Board – Experienced, diverse and independent
1 Supervisory Board and committee work Lufthansa Group’s Supervisory Board – Experienced, diverse and independent 20 Board members Lufthansa Supervisory Board tenure 10 Independent shareholder representatives 9 8 10 Employee representatives 3 0-3 years 4 - 9 years ≥ 10 years Age Gender Nationality I
Slide 4: Shareholder representatives with a broad and diverse set of qualifications
1 Supervisory Board and committee work Shareholder representatives with a broad and diverse set of qualifications Karl-Ludwig Kley Chairman of the Supervisory Board Born 1951, German Member since 2013 (13 years) Extensive leadership and supervisory board experience Financial expert Erich Clementi Al
Slide 5: Regular personnel change due to staggered approach and appointment periods of 3 years
1 Supervisory Board and committee work Regular personnel change due to staggered approach and appointment periods of 3 years AGM 2026 AGM 2028 AGM 2027 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 Karl-Ludwig Kley1 Erich Clementi Karl Gernandt Sara Hennicken Alexis von Hoensbroech Car
Slide 6: Employee representatives with experienced chair
1 Supervisory Board and committee work Employee representatives with experienced chair Christine Behle Deputy Chairman of the Supervisory Board Born 1968, German Member since 2013 (13 years) Deputy Chairwoman of the Federal Management Board of the union Ver.di Tim Busse Jamila Jadran Marvin Reschins
Slide 7: Supervisory Board nomination process
1 Supervisory Board and committee work Supervisory Board nomination process1 Step 1 – Definition of required profile2 Step 2 Step 2 StepStep 3 3 Step 4Step 4 Skills Diversity Experience Other Nomination Committee Supervisory Board assesses proposes official • Industry knowledge • International work
Slide 8: Members' skill profiles ensure effective governance & committee work (I)
1 Supervisory Board and committee work Members’ skill profiles ensure effective governance & committee work (I) 1 Employee representatives 2 The Supervisory Board considers none of the shareholder representatives or employee representatives to have any specific indications of relevant circumstances
Slide 9: Members' skill profiles ensure effective governance & committee work (II)
1 Supervisory Board and committee work Members’ skill profiles ensure effective governance & committee work (II) 1 Employee representatives 2 The Supervisory Board considers none of the shareholder representatives or employee representatives to have any specific indications of relevant circumstances
Slide 10: Members' skill profiles ensure effective governance & committee work (III)
1 Supervisory Board and committee work Members’ skill profiles ensure effective governance & committee work (III) 1 Employee representatives 2 The Supervisory Board considers none of the shareholder representatives or employee representatives to have any specific indications of relevant circumstance
Slide 11: Committees Support the Work of the Supervisory Board
1 Supervisory Board and committee work Committees Support the Work of the Supervisory Board Steering and Remuneration Committee Nomination Committee Prepares the Supervisory Board’s meetings and decisions, among other Recommends to the Supervisory Board candidates for election to the Employee Repres
Slide 12: Regular Supervisory and Executive Board meetings also in 2025
1 Supervisory Board and committee work Regular Supervisory and Executive Board meetings also in 2025 Supervisory Board Attendance of Supervisory Board and committee meetings 2025 4 Meetings in 2025 Steering and Remuneration Committee + 4 Meetings in 2025 Audit Committee + 5 Meetings in 2025 ESG Comm
Slide 13: External, independent self-assessment as basis for continuous improvements
1 Supervisory Board and committee work External, independent self-assessment as basis for continuous improvements The Supervisory Boards conducts annual self-assessments, this year the Supervisory Board decided to conduct the review with external support to benefit from an external perspective, incl
Slide 14: Active involvement in the strategy process by the Supervisory Board
1 Supervisory Board and committee work Active involvement in the strategy process by the Supervisory Board Two strategy-focused meetings: In September, the Supervisory Board discusses the strategy with the Executive Board, in December it approves the strategy and reviews the budget and the mid-term
Slide 15: Lufthansa Group Executive Board
2 Executive Board composition & succession Lufthansa Group Executive Board Supervisory Board Executive Board Carsten Spohr Michael Niggemann Till Streichert Grazia Vittadini Dieter Vranckx Chief Executive Officer (CEO) Chief Human Resources & Legal Chief Financial Officer (CFO) Chief Technology Offi
Slide 16: The selection of Executive Board members is guided by a comprehensive set of criteria
2 Executive Board composition & succession The selection of Executive Board members is guided by a comprehensive set of criteria Personal skill-set Additional criteria Aviation Professional Industry Knowledge qualifications Diversity Leadership skills & International experience management experience
Slide 17: Sustainability is an integral part of the Group's strategy
3 Corporate responsibility Sustainability is an integral part of the Group’s strategy Governance, accountability & steering Lufthansa Group ESG Framework ▪ Supervisory Board ESG Committee in place since 2023 Low-emission flight and ground operations ▪ Clear Executive Board accountability for sustain
Slide 18: Emission reduction targets validated by SBTi in 2022
3 Corporate responsibility Group’s emission reduction targets have been successfully validated by Science Based Targets Initiative (SBTi) in 2022 Index LHG CO2 Emissions (not to scale) 110 Major levers for CO2 Reduction: First European airline Growth Fleet (SBTi relevance) group and second Reduction
Slide 19: Lufthansa Group scores well in relevant sustainability ratings & rankings
3 Corporate responsibility Lufthansa Group scores well in relevant sustainability ratings & rankings Rating Latest Score Benchmark Strong performance Development areas • Very high transparency; strong performance in • Disclosure gap on incident rate related to passenger C+ Prime Rating Leader among
Slide 20: Further increased focus on cyber security
3 Corporate responsibility Further increased focus on cyber security to protect the business, our customers, employees and shareholders Cyber resilient organization Major achievements 2025 • Introduction of a central, AI-powered, highly scalable and Technical security Cyber defense Usability, cultur
Slide 21: AGM 2025 resolved on changes to the Executive Board compensation system
4 Management remuneration AGM 2025 resolved on changes to the Executive Board compensation system ▶ Compensation system with reduction of the annual pension contribution and reallocation of the difference to variable remuneration components received 96.54 % approval at AGM 2025 ▶ Remuneration report
Slide 22: Supervisory Board remuneration is fixed and based on committee work
4 Management remuneration Supervisory Board remuneration is fixed and based on committee work Compensation 2025 Compensation 2024 Committee Committee Fixed Total Fixed Total in € thousands activities activities Base compensation: Karl-Ludwig Kley 300 75 375 300 75 375 • Chairman: € 300,000 Christine
Slide 23: In-person format of AGM on May 12, 2026
5 Annual General Meeting 2026 In-person format of AGM on May 12, 2026 April 27 Submission of shareholders’ motions and nominations at Publication of April 1 least 14 days before the shareholder comments 4 May 12 Convocation AGM days before the AGM AGM April May April 11 The company also • In-Person
Slide 24: Appendix
Appendix lufthansagroup.com
Slide 25: Short-Term Incentive (STI) considers financial and sustainability targets
Appendix Short-Term Incentive (STI) considers financial and sustainability targets as well as individual performance Short-Term Incentive Annual Target Achievement Payout: Financial targets1 + Sustainability targets1 (20%) cash or shares (80%) x 40% 40% Overall and individual business and sustainabi
Slide 26: Long-Term Incentive (LTI) aligns interests of Executive Board and shareholders
Appendix Long-Term Incentive (LTI) aligns interests of Executive Board and shareholders Performance Share Plan 4-year Performance Period Payout: Adjusted Relative TSR Strategic & cash or shares LTI target ROCE1 Performance1 sustainability targets1 Initial Average value x divided by number of Strateg
Slide 27: Executive Board Remuneration System – Pension
Appendix Executive Board Remuneration System – Pension Pension scheme Base Salary Plan type • Defined contribution plan + Contribution • Fixed annual amount Short-Term Incentive (STI) = Investment concept • Investment of contributions via the Lufthansa Pension Trust Target Cash Compensation Retireme
Slide 28: Executive Board Remuneration System – End-of-Service Benefits
Appendix Executive Board Remuneration System – End-of-Service Benefits • In accordance with the recommendation of the German Corporate Governance Code (Code), no more Termination by mutual than the value of the entitlements for the remainder of the contract and maximum two years’ consent compensatio
Slide 29: Executive Board Remuneration System – Other Contractual Terms
Appendix Executive Board Remuneration System – Other Contractual Terms • Company car incl. driver Fringe benefits • Industry standard flight allowances for private air travel • Insurance premiums • Obligation to invest in Lufthansa shares over a period of 4 years − CEO: 200% of base salary Share Own
Slide 30: Capital Authorizations
Appendix Capital Authorizations Exclusion of Nominal Date of Expiry of Purpose Contribution Subscription amount authorization authorization rights EUR 1,000m Authorized In cash or Contribution in General purposes May 7, 2024 May 6, 2029 Capital A in kind ~32.57% of share capital cash: max. 10% of sh
Slide 31: Auditor and Auditors' Fees
Appendix Auditor and Auditors’ Fees Auditor for FY 2025 • Ernst & Young (since 2020) • Joerg Boesser (responsible for the Lead auditors engagement, since 2022) • Dustin Jansen (since 2023) • The auditing services mainly consist of fees for auditing the consolidated financial statements, the review o
Deutsche Lufthansa — Non-Deal Roadshow (February 2026) on 6ix