Adler Group SaXETR: ADJ

Remuneration report 2025 (ADLER Group Remuneration Report 2025)

· Issued by Adler Group Sa
ADLER Group S.A. 55, Allée Scheffer, L-2520 Luxembourg Grand Duchy of Luxembourg RCS Luxembourg: B 197554 2025 REMUNERATION REPORT

FOR THE FINANCIAL YEAR 2025



  1. INTRODUCTION

    Summary of the legal basis and summary of the content

    This remuneration report constitutes the report on the remuneration which was awarded or due by ADLER Group S.A. (the "Company") and other entities of the same group (the "Group") to the members of the board of directors (the "Board" and each member a "Director") as well as the chief executive officer and the chief financial officer of the Company and the former chief legal officer and the former chief operating officer of the Company during the financial year ending 31 December 2025 (the "FY 2025") (the "Remuneration Report").

    Pursuant to the Luxembourg law of 24 May 2011 on the exercise of certain rights of shareholders in general meetings of listed companies, as amended (the "Luxembourg Shareholder Rights' Law"), the Company is required to submit to its general meeting of shareholders (the "General Meeting"), each year, a report on the remuneration awarded or due to Directors in the preceding financial year. This Remuneration Report has therefore been prepared in accordance with the specific requirements of the Luxembourg Shareholder Rights' Law and, to the extent possible, the non-binding draft guidelines of the European Commission on the standardised presentation of the remuneration report under Directive 2007/36/EC, as amended by Directive (EU) 2017/828 (the "EC Guidelines").

    Furthermore, pursuant to the Luxembourg law of 10 August 1915 on commercial companies, as amended, (the "Luxembourg Company Law") the Board is required to report to the General Meeting on the remuneration paid/awarded to any persons who hold the position of daily managers (délégué(s) à la gestion journalière) of the Company (the "Daily Manager"). This Remuneration Report therefore also covers the remuneration paid/awarded in FY 2025 to the only Daily Manager who held office during that year, i.e. the chief executive officer of the Company.

    In previous years, the Company disclosed in its remuneration report the remuneration awarded or due to all members of Senior Management, including those who were neither Directors nor Daily Managers. For FY 2025, the Company has revised its disclosure approach. While the remuneration of the chief financial officer will be disclosed as he is also a member of the Board, the Company will not separately disclose the individual remuneration of the chief legal officer (CLO) and the chief operating officer (COO), who are not members of the Board or Daily Managers. This change in disclosure practice, while representing a departure from prior years' voluntary transparency measures, remains in full compliance with the legal requirements under the Luxembourg Shareholder Rights' Law and the Luxembourg Company Law, which do not mandate disclosure of remuneration for Senior Management members who are neither Directors nor Daily Managers.

    For the purposes of this Remuneration Report, the term "Senior Management" refers to the chief executive officer and the chief financial officer of the Company.

    This Remuneration Report has been approved by the Board on 12 May 2026 and shall be submitted to the annual general meeting of shareholders of the Company (the "AGM") expected to be held in June 2026 for an advisory vote.

    In accordance with the applicable laws and the EC Guidelines, this Remuneration Report discloses in detail only the remuneration actually awarded or due during FY 2025.

Public availability of this Remuneration Report and information regarding the approval of previous remuneration reports

This Remuneration Report, together with the remuneration reports for the financial years ending 31 December 2024, 31 December 2023, 31 December 2022, 31 December 2021, 31 December 2020 and 31

December 2019 ("FY 2024", "FY 2023", "FY 2022", "FY 2021", "FY 2020" and "FY 2019"), shall remain

publicly available on the Company's website free of charge, at the following link:-https://www.adler-group.com/en/investors/corporate-governance/remuneration

The remuneration reports for FY 2019, FY 2020, FY 2021, FY 2022, FY 2023 and FY 2024 were each submitted for an advisory vote of the General Meeting and were duly approved.

Remuneration policy

Pursuant to the Luxembourg Shareholder Rights Law, the Company is required to establish a remuneration policy on the remuneration to be paid to Directors and to submit such remuneration policy to the General Meeting for an advisory vote. The Company has opted to establish its remuneration policy such that it describes not only the remuneration of the Directors, but also the remuneration of the members of Senior Management.

On 25 June 2025, the general meeting approved a revised remuneration policy (the "Remuneration Policy").

The Remuneration Policy is available on the Company's website:

https://www.adler-group.com/en/investors/corporate-governance/remuneration

Highlights of FY 2025

Following a transformative 2024, Adler Group delivered a year of disciplined execution in 2025. With substantial development disposals completed and the portfolio now entirely concentrated on Berlin, the Company has sharpened its strategic focus. The strong operational performance of the rental business, including 3.6% like-for-like rental growth, a low vacancy rate of 1.3% and a positive revaluation of yielding assets, underlines the resilience and attractiveness of its core market.

The financial profile of Adler Group further stabilised in 2025. Net rental income reached EUR 132 million, in line with guidance. Leverage was further reduced using disposal proceeds. With 97% of its financial debt maturing in 2028 or later and no capital market debt due before then, the Group now operates with a sound and predictable capital structure.

Rental business - strong portfolio performance in FY 2025

Net rental income amounted to EUR 132 million in FY 2025, positioning it well within the guidance range of EUR 127-135 million. This represents a decrease from EUR 208 million in FY 2024, primarily due to the successful disposals of the Company's majority stake in Brack Capital Properties N.V. ("BCP") and the North Rhine-Westphalia (NRW) "Cosmopolitan portfolio", both completed in early 2025.

Following these disposals, the Company's focus is fully on its residential portfolio in Berlin, an attractive market with strong fundamentals and substantial embedded potential. The remaining core portfolio demonstrated healthy rental growth. For 2026, the Company expects net rental income in the range of EUR 124-129 million.

By year-end 2025, the rental portfolio comprised 17,504 units, of which 17,455 units are located in the Berlin area.

The average residential rent increased from EUR 8.29/sqm/month in December 2024 to EUR

8.61/sqm/month in December 2025. Like-for-like rental growth amounted to 3.6%, in line with expectations, while the operational vacancy rate remained low at 1.3%.

Following a modest valuation gain of +0.4% in the first half of 2025, yielding assets recorded a further slight increase of +0.6% in the second half of the year, mainly driven by rental growth. As of December 2025, the rental portfolio was valued at EUR 3.5 billion.

Disposal update - progress with disposals

To fully concentrate on the Berlin rental portfolio, the disposal of all upfront sale development projects remains a key priority, alongside the completion and handover of the remaining forward sale projects, both targeted by the end of 2026.

The disposal of "UpperNord Tower" in Düsseldorf, signed in April 2025, was completed in December 2025. In Q4 2025, the disposals of "Benrather Gärten" in Düsseldorf, "Holsten Quartier" in Hamburg and "Kaiserlei Quartier" in Offenbach were successfully signed, with all three transactions closing in Q1 2026.

In addition, Berlin yielding asset disposals included "Parkhaus Loschwitzer Weg", signed in February 2024 and closed in December 2025, as well as "Kornversuchsspeicher" and "Hedemannstrasse", both signed in December 2025 and closed in March 2026.

Net proceeds from these disposals have been, or are intended to be, applied to further reduce leverage through partial redemptions of the 1L New Money Facility.

Financial performance - lower rental income and earnings due to a smaller portfolio

Income from operating activities amounted to minus EUR 250 million in FY 2025 (previous year: minus EUR 881 million), mainly impacted by the result from the project development business, including development asset revaluations, albeit to a lesser extent than in the prior year.

Adjusted EBITDA from rental activities amounted to EUR 72 million, compared to EUR 112 million in the previous year, reflecting the impact of the BCP and NRW portfolio disposals.

The net result of minus EUR 526 million (previous year: plus EUR 793 million) was negatively affected by interest expenses and one-off effects, such as the refinancing of the 1L and 1.5L facilities in early 2025.

The prior year's net result was significantly influenced by the Company's recapitalisation, including the conversion of certain financial instruments into equity completed in September 2024, which resulted in a positive extraordinary net finance income of approximately EUR 1.8 billion.

Capital structure - sound basis following recent measures

Following the early redemption of the remaining Adler Real Estate GmbH notes on 16 March 2026, the Company does not face any maturities of capital market indebtedness before the end of 2028, with 97% of total financial debt maturing in 2028 or later.

The Company's loan-to-value (LTV) stood at 76.3% as of December 2025. At year-end 2025, cash and cash equivalents amounted to EUR 214 million.

For further information on the FY 2025 financial figures of the Company and the Group, reference is made to the annual report (including the audited stand-alone and consolidated accounts and the management report) of the Company for FY 2025 which is available on the Company's website:

https://www.adler-group.com/en/investors/publications/financial-results

Deviations from the Remuneration Policy

There were no deviations from the Remuneration Policy with respect to the remuneration awarded or due to the Directors and the Senior Management during FY 2025.

  1. REMUNERATION OF THE MEMBERS OF THE BOARD OF DIRECTORS OF THE COMPANY

    As at the date of the publication of this Remuneration Report for the purpose of its approval by the General Meeting, the Board is composed of the following six Directors who held office in FY 2025:

    • Mr. Stefan Brendgen (non-executive independent Director and chairman of the Board)

    • Dr. Karl Reinitzhuber (executive Director)

    • Mr. Thorsten Arsan (executive Director)

    • Mr. Paul Copley (non-executive independent Director)

    • Mr. Thilo Schmid (non-executive independent Director)

    • Mr. Matthias Moser (non-executive independent Director)

      The remuneration of the Directors is determined by the General Meeting.

      On 27 November 2024, the General Meeting approved the following gross remuneration of the Directors to be applicable as of 1 January 2025:

    • an annual fixed remuneration in a gross amount of EUR 300,000 for the role as the chairman of the Board;

    • an annual fixed remuneration in a gross amount of EUR 210,000 for the role as the chairman of the audit committee of the Company;

    • an annual fixed remuneration in a gross amount of EUR 180,000 for the role as a director of the Company (excluding the chairman of the board of directors and the chairman of the audit committee of the Company).

      On 25 June 2025, the General Meeting approved an additional aggregate gross remuneration for the directors, applicable for FY 2025, in an aggregate gross amount of EUR 6,000,000, and authorised the Board to allocate this aggregate amount among the members of the Board, as deemed appropriate, and to determine the implementation modalities and the payment conditions (the "Additional Remuneration"). The General Meeting further resolved to confirm that the additional remuneration described in the preceding sentence is supplementary to the fixed remuneration structure (as approved by the general meeting held on 27 November 2024).

      The board of directors of the Company has been instrumental in procuring the successful refinancing of the 1 L Notes and 1.5L Notes issued by ADLER Financing S.à r.l., an orphan special purpose vehicle not related to the group of the Company, and corresponding amendments to the facility agreements between, inter alia, the Company and ADLER Financing S.à r.l. (the "Facility Agreements"). With the assumed refinancing volumes and the current business plan, the Company will save approximately EUR 134,000,000 of interest costs over the expected remaining lifetime of the Facility Agreements. It was proposed to the AGM to reward the members of the board of directors of the Company, including executive directors of the Company, for their contribution to achieving the refinancing by granting the Additional Remuneration. This additional remuneration was granted as additional remuneration under a management incentive programme (the "MIP").

      If a Director is not appointed for the entire duration of a given financial year, the annual fixed remuneration shall be paid pro rata temporis for the relevant period of appointment during the respective year.

      Furthermore, for FY 2025, all Directors were covered by the Company's directors' & officers' liability insurance and were entitled to the reimbursement of any reasonable costs incurred within the scope of their duties as Directors, upon presentation of proof of payment of such costs.

      Current Directors

      The total remuneration paid out or due to the executive and the non-executive current Directors in respect of FY 2025 is in a gross amount of EUR 7,230,000 plus the value of any directors' & officers' liability insurance, expenses and VAT.

      The following table displays the total remuneration (in gross figures in Euro) paid out to the current non-executive directors, split out by component:

      Name and position

      Fixed remuneration

      (aside from directors' and officers' insurance, no other benefits are awarded)

      Additional

      Remunera tion granted on basis of the decision of the annual general meeting of the Company held on 25

      June 2025

      Total

      Annual fixed remuneration

      Attendance

      fees

      Mr. Stefan Brendgen*

      2025

      2025

      2025

      2025

      non-executive independent

      300,000

      N/A

      1,560,000

      1,860,000

      Director and chairman of the

      Board

      member and chairman of

      the nomination and

      compensation committee

      2024

      2024

      2024

      2024

      member of the audit

      163,047

      60,000

      N/A

      223,047

      committee

      *position of director held from

      21 June 2023

      *position of the chairman of the

      Board held from 19 February

      2024

      Mr. Paul Copley

      2025

      2025

      2025

      2025

      non-executive independent

      180,000

      N/A

      840,000

      1,020,000

      Director

      member of the nomination and compensation

      2024

      2024

      2024

      2024

      committee

      7,171

      4,500

      N/A

      11,671

      member of the audit

      committee

      *position held from 27

      November 2024

      Mr. Thilo Schmid*

      non-executive independent Director

      2025

      2025

      2025

      2025

      210,000

      N/A

      990,000

      1,200,000

      member and chairman of

      the audit committee

      member of the nomination and compensation committee

      *position held from 29 September 2020, re-appointed

      on 29 June 2022

      2024

      2024

      2024

      2024

      100,000

      70,500

      N/A

      155,500

      Mr. Matthias Moser*

      2025

      2025

      2025

      2025

      non-executive independent

      180,000

      N/A

      450,000

      630,000

      Director

      member and chairman of the audit committee

      2024

      2024

      2024

      2024

      member of the nomination

      and compensation

      37,500

      34,500

      N/A

      72,000

      committee

      *position held from 25 June

      2024

      The following table displays the total remuneration (in gross figures in Euro) paid out to the current executive directors, split out by component:

      Name and position

      Fixed remuneration

      (aside from directors' and officers' insurance, no other benefits are awarded)

      Additional

      Remunera tiongrante d on basis of the decision of the annual general meeting of the Company held on 25

      June 2025

      Total

      Annual fixed

      remuneration

      Attendanc

      e fees

      Dr. Karl Reinitzhuber *

      executive Director and chief executive officer

      chairman and member of the ad hoc committee of the Company

      *position held from 1 December 2024

      Note: the remuneration related to this Director's mandate as chief executive officer and Daily Manager is explained in the next section of this Remuneration Report

      2025

      2025

      2025

      2025

      180,000

      N/A

      1,080,000

      1,260,000

      2024

      2024

      2024

      2024

      7,192

      3,000

      N/A

      10,192

      Mr. Thorsten Arsan *

      2025

      2025

      2025

      2025

      executive Director and chief financial officer member of the ad hoc committee of the Company

      *position of the Director held from 27 November 2024

      Note: the remuneration related to this Director's mandate as chief financial officer is explained in the next section of this Remuneration Report

      180,000

      N/A

      1,080,000

      1,260,000

      2024

      2024

      2024

      2024

      7,192

      3,000

      N/A

      10,192

      In accordance with the Remuneration Policy, any remuneration (except the Additional Remuneration received by a senior manager of the Company for his mandate as a director of the Company (i.e., annual fees) shall be deducted from the remuneration to be paid under the respective senior manager's agreement for his or her role as a senior manager or a daily manager (délégué à la gestion journalière) of the Company.

  2. REMUNERATION OF SENIOR MANAGEMENT

    Following a review of its governance and disclosure practices, the Company has decided to limit external disclosure of senior management to executive directors only, i.e. the CEO and CFO. Other "C-level" officers as the Board may appoint from time to time, such as the COO and CLO, will continue to be regarded internally as part of C-level management and the Board may delegate specific signatory powers within their respective areas of responsibility. However, they will no longer be presented as senior management for external disclosure purposes, i.e. CLO and COO will not be disclosed in the remuneration report.

    As at the date of the publication of this Remuneration Report for the purpose of its approval by the General Meeting, the senior management of the Company is composed of:

    • Dr. Karl Reinitzhuber (director and chief executive officer ("CEO")), position held from 1 December 2024; Dr. Karl Reinitzhuber is also appointed as a Daily Manager;
    • Mr. Thorsten Arsan (chief financial officer ("CFO")), position held from 27 November 2024;

      Mr. Jan Duken resigned from his position as COO of the Company with effect as of 31 May 2025 and Mr. Sven-Christian Frank resigned from his position as CLO of the Company with effect as of 31 October 2025. As the Company disclosed the remuneration of Mr. Duken and Mr. Frank in its previous remuneration report, the Company, for reasons of transparency, discloses the remuneration awarded or due to Mr. Duken and Mr. Frank during FY 2025.

      The remuneration of the members of the Senior Management and the Daily Managers is determined by the Board (and, if applicable, by the relevant governing body of the respective Group company) and is subject to individual agreements between the Company and/or other Group entities and the respective member of Senior Management.

      General framework

      The Senior Management remuneration system in place for FY 2025 provided for a fixed annual salary and a short-term incentive ("STI-Bonus"). Members of Senior Management were also entitled to receive certain fringe benefits and were covered by the directors' & officers' liability insurance. In addition, the Senior Management was entitled to the reimbursement of any reasonable costs incurred within the scope of their duties as senior executives, upon presentation of proof of payment of such costs, and a travel allowance.

      Annual base remuneration - general framework

      Pursuant to the agreements with the Company and/or other Group companies, the current members of Senior Management are entitled to receive the following gross fixed annual remuneration (pro rata temporis, as applicable):

    • Dr. Karl Reinitzhuber (position held since 1 December 2024) - EUR 800,000 per annum (part of which was paid pursuant to an agreement with Adler Properties GmbH);

    • Mr. Thorsten Arsan (position held since 1 October 2024) - EUR 700,000 per annum (part of which was paid pursuant to a service agreement with Adler Properties GmbH);

      Pursuant to the agreement with the Company and/or other Group companies, the former members of Senior Management who held office during FY 2025 were entitled to receive the following gross fixed annual remuneration:

    • Mr. Sven-Christian Frank - EUR 600,000 per annum (part of which was paid pursuant to a service agreement with Adler Properties GmbH and Consus Real Estate AG);

    • Mr. Jan Duken - EUR 680,000 per annum (part of which was paid pursuant to a service agreement with Adler Properties GmbH).

      STI-Bonus - general framework

      The STI-Bonus is an annual payment dependent on the achievement of certain targets, which are agreed upon between the relevant member of Senior Management and the Company.

      Pursuant to the respective agreements, the maximum STI-Bonus payable to the current members of Senior Management pro rata temporis (as applicable) is as follows:

    • Dr. Karl Reinitzhuber - EUR 350,000 per annum (to be paid pursuant to an agreement with Adler Properties GmbH).

    • Mr. Thorsten Arsan - EUR 350,000 per annum (to be paid pursuant to an agreement with Adler Properties GmbH).

      Pursuant to the respective agreements with the Company and, in some cases, other Group entities, the maximum STI-Bonus payable to the former members of senior management who held office during FY 2025 was as follows (pro rata temporis, as applicable):

    • Mr. Sven-Christian Frank - EUR 300,000 per annum.

    • Mr. Jan Duken - EUR 250,000 per annum (part of which was paid pursuant to a service agreement with Adler Properties GmbH).

      LTI-Bonus - general framework

      Pursuant to the respective agreements with the Company and, the maximum long term incentive bonus ("LTI-Bonus") payable to the former members of senior management who held office during FY 2025 was as follows:

    • Mr. Sven-Christian Frank - EUR 200,000 per annum.

    MIP-Remuneration

    The Remuneration Policy of the Company provides for the possibility of replacing the existing long-term incentive remuneration with MIP. As explained in the previous section of this Remuneration Report, the

    CEO and CFO received an additional remuneration (MIP) for their mandate as a director during the FY 2025, therefore, they are not entitled to earn LTI-Bonus.

    Discretionary bonus

    The Board may decide to attribute an additional bonus for outstanding performance without a prior agreement.

    Total remuneration of current members of Senior Management

    The total remuneration awarded or due to the current members of Senior Management during FY 2025 is in a gross amount of EUR 1,350,500 plus the insurance premium for directors' & officers' liability insurance, expenses and VAT.

    The STI-Bonus earned during FY 2025 is not reported in the table below because it was not awarded or paid out during FY 2025.

    The following table displays the total remuneration (in gross figures in Euro) awarded or due in FY 2025 to the current members of senior management who held office during FY 2025, split out by component:

    Name and

    position

    Fixed remuneration

    Variable

    remuneration

    Extraordin

    ary items

    Total

    Proporti

    on of fixed and variable remuner ation

    NOTE:

    proportio n does not include extraordi nary items

    Base salary

    Fringe

    benefits

    STI-Bonus

    Dr. Karl

    Reinitzhuber Executive director and Daily Manager

    chairman and member of the ad hoc committee of the Company

    * position held from 1 December 2024

    Note: the remuneration related to this person's mandate as director, including MIP, is

    explained in the previous section of

    2025

    2025

    2025

    2025

    2025

    2025

    620,000

    *paid/due by the Company/ Adler Properties GmbH

    * EUR 180,000

    for mandate as a director was deducted

    54,000

    *car allowance; travel allowance

    15,000

    STI-Bonus for FY 2024

    N/A

    689,000

    98%/2%

    2024

    2024

    2024

    2024

    2024

    2024

    66,667

    *paid/due by the Company/ Adler Properties GmbH

    4,500

    *car allowance; travel allowance

    N/A

    N/A

    71,167

    100%/0%

    this Remuneration

    Report

    *remuneration in

    an amount of EUR 10,192 for

    mandate as a director was deducted

    Mr. Thorsten

    2025

    2025

    2025

    2025

    2025

    2025

    Arsan

    Director and chief

    520,000

    54,000

    87,500

    N/A

    661,500

    87%/13%

    financial officer

    *position held from 27

    *paid/due by the Company/ Adler

    *car allowance; travel allowance

    STI-Bonus for FY 2024

    November 2024.

    Properties

    GmbH

    * EUR 180,000

    for mandate as a

    director was

    deducted

    2024

    2024

    2024

    2024

    2024

    2024

    175,000

    13,500

    N/A

    N/A

    188,500

    100%/0%

    *paid/due by the Company/ Adler Properties GmbH

    *car allowance; travel allowance

    * EUR 10,192 for mandate as a director was deducted

    The following table displays the total remuneration (in gross figures in Euro) awarded or due in FY 2025 to the former members of senior management who held office during FY 2025, split out by component:

    Name and

    position

    Fixed remuneration

    Variable

    remuneration

    Extraordin

    ary items

    Total

    Proporti

    on of fixed and variable remuner ation

    Base salary

    Fringe

    benefits

    STI-

    Bonus

    LTI-

    Bonus

    NOTE:

    proportio n does not include extraordi nary items

    2025

    2025

    2025

    2025

    2025

    2025

    2025

    Mr. Sven-Christian

    600,000

    45,750

    300,000

    N/A

    2,229,663

    3,175,413

    20%/80%

    Frank*

    CLO

    *paid/due by the Company/Adler Properties

    *health insurance; car lease

    *STI-Bonus for the FY 2024

    pursuant to the termination

    *position held from 1 September 2020 until 31

    October 2025

    GmbH/ Consus Real Estate GmbH

    *paid/due by the

    Company/Adler Properties GmbH/ ADLER Real Estate AG

    with settlement agreements

    Note: Mr. Frank's

    remuneration under his

    service agreement with

    ADLER Real Estate AG,

    transferred to Consus

    Real Estate AG in 2024,

    was netted against his

    remuneration from the

    Company/ADLER

    Properties GmbH.

    2024

    2024

    2024

    2024

    2024

    2024

    2024

    599,999

    30,000

    300,000

    200,000

    N/A

    1,129,999

    56%/44%

    *paid/due by the

    *health insurance;

    *STI-Bonus

    *LTI-Bonus

    Company/Adler

    Properties

    car lease

    for the FY

    2023

    for the FY

    2023

    GmbH/ ADLER Real Estate AG

    *paid/due by the

    Company/Adler Properties GmbH/ ADLER Real Estate AG

    Settled in cash in December 2024

    Mr. Jan Duken

    2025

    2025

    2025

    2025

    2025

    2025

    2025

    chief operating officer

    271,333

    22,500

    N/A

    N/A

    836,000

    1,129,833

    26%/74%

    *position held from 1 December 2024 until 31 May2025

    *paid/due by the Company/ Adler Properties GmbH

    *car allowance; travel allowance

    pursuant to the termination

    with

    settlement

    agreements

    2024

    2024

    2024

    2024

    2024

    2024

    2024

    56,667

    4,500

    N/A

    N/A

    N/A

    61,167

    100%/0%

    *paid/due by the

    *car allowance;

    Company/ Adler

    travel allowance

    Properties

    GmbH

  3. COMPLIANCE WITH THE REMUNERATION POLICY

    Remuneration of Directors

    The remuneration actually paid out to the Directors during FY 2025 complied with the Remuneration Policy.

    In accordance with the Remuneration Policy, the directors of the Company received the fixed remuneration and the additional remuneration under the MIP approved by the annual general meeting of the Company on 25 June 2025. Furthermore, all Directors were covered by the Company's directors' & officers' liability insurance and were reimbursed for any reasonable costs incurred within the scope of their duties as Directors, upon presentation of proof of payment of such costs.

    Remuneration of Senior Management

    In accordance with the Remuneration Policy, the members of Senior Management received fixed remuneration (as detailed above) payable in 12 equal instalments at the end of each calendar month for which they were in office.

    The members of the Senior Management were covered by the Company's directors' & officers' liability insurance and were reimbursed for any reasonable costs incurred within the scope of their duties, upon presentation of proof of payment of such costs. In accordance with the Remuneration Policy, in FY 2025, the members of Senior Management were awarded an STI-Bonus.

    Certain fringe benefits were provided to Senior Management in accordance with the Remuneration Policy and as contractually agreed in their service agreements, including, a company car, private health insurance and other insurance policies.

  4. COMPARATIVE INFORMATION

Comparative information illustrating the changes in the remuneration of individual Directors and members of Senior Management between FY 2025 and FY 2024, split out by component, is provided in Sections II and III, respectively, of this Remuneration Report.

Presented in the table below is a comparative overview of the global amounts awarded or due during a given financial year as compared to the preceding year, i.e., between FY 2025 and FY 2024, FY 2024 and FY 2023, FY 2023 and FY 2022, FY 2022 and FY 2021, and FY 2021 and FY 2020.

Annual Change

FY 2025 vs FY

2024

FY 2024 vs

FY 2023

FY 2023 vs

FY 2022

FY 2022 vs FY

2021

FY 2021 vs

FY 2020

FY 2025

Mr. Stefan

Brendgen*

Non-executive independent director and chairman of the Board

*position held from 21 June

2023

EUR 1,860,000

vs. EUR 223,047

Annual change:

+734%

Increase in the total remuneration was impacted by MIP

223,047 vs.

EUR 87,500

+155%

N/A

N/A

N/A

EUR 1,860,000

Dr. Karl

Reinitzhuber

Executive independent director and CEO

*position held from 1

December 2024

EUR 1,260,000

vs. EUR 10,192

Annual change:

+12,263%

Increase in the total remuneration was impacted by MIP and that the CEO joined the Company only on 1 December

2024

N/A

N/A

N/A

N/A

EUR1,260,000

Mr. Thorsten

Arsan

Executive director and CFO

*position held from 1 October

2024

EUR 1,260,000

vs. EUR 10,192

Annual change:

+12,263%

Increase in the total remuneration was impacted by MIP

N/A

N/A

N/A

N/A

EUR 1,260,000

Mr. Paul

Copley*

Non-executive independent director

*position held from 27

November 2024

EUR 1,020,000

vs. EUR 11,671

Annual change:

+8,640%

Increase in the total remuneration was impacted by MIP

N/A

N/A

N/A

N/A

EUR 1,020,000

Mr. Matthias

Moser*

Non-executive independent director

*position held from 25 June

2024

EUR 630,000 vs.

EUR 72,000

Annual change:

+775%

Increase in the total remuneration was impacted by MIP

N/A

N/A

N/A

N/A

EUR 630,000

Mr. Thilo

Schmid*

non-executive director

*position held from 29

September 2020

EUR 1,200,000

vs. EUR 155,500

Annual change:

+672%

Increase in the total remuneration was impacted by MIP

EUR 155,500

vs EUR 170,500

Annual change:

-9%

EUR 170,500

vs EUR 205,106

Annual change: -17%

EUR 205,106

vs EUR 133,500

Annual change:

+54%

EUR 133,500

vs EUR

32,659.84

Annual change:

+209%

For explanatory purposes pro rata temporis for the period of 94 calendar days (period of appointment in 2020):

34,380.82 vs

32,659.84; 5%

EUR 1,200,000

Mr. Sven-

Christian Frank*

Former CLO

*position held from 1

September 2020

EUR

3,175,413vs. EUR 1,129,999

Annual change:

+181%

EUR

1,129,999 vs EUR 1,026,954

Annual change: +10%

1,026,954 vs

EUR 620,299

Annual change: +66%

EUR 620,299

vs EUR 705,827

Annual change:

-12%

EUR 705,827

vs EUR 158,047

Annual change:

+347%

EUR 3,175,413

until 31 October

2025

Increase in the

total remuneration was impacted by termination with settlement agreements

For

explanatory purposes pro rata temporis for the period of 152

calendar days (period of appointment in 2020): EUR

235,276 vs

EUR 158,047,

change:

+49 %

Mr. Jan Duken

Former COO

EUR 1,129,833

vs. EUR 61,167

+1,747%

Increase in the total remuneration was impacted by termination with settlement agreements

N/A

N/A

N/A

N/A

EUR 1,129,833

Company's performance

Criterion/

metric A -EPRA NAV

The Company

decided to no longer report the EPRA NAV

metrics

The Company

decided to no longer report the EPRA NAV metrics

EUR

218,123,000

vs EUR 2,013,163,000

EUR

2,013,163,000

vs EUR 3,948,718,000

EUR

3,948,718,000

vs EUR 5,190,156,000

The Company

decided to no longer report the EPRA NAV metrics

Criterion/

metric B -FFO1

EUR

(68,029,000) vs EUR (112,349,000)

EUR

(112,349,000)

vs EUR (42,642,000)

EUR

(42,642,000)

vs EUR 86,779,000

EUR

86,779,000 vs EUR 137,072,000

EUR

137,072,000

vs EUR 107,128,000

EUR

(68,029,000)

Criterion/

metric C -vacancy rate

1.3 % vs 1.8%

1.8 % vs 1.1%

1.1% vs 1.3 %

1.3% vs 1.1%

1.1% vs 3.4%

1.3 %

Average remuneration on a full-time equivalent basis of employees

Full-time

employees of the Company

Note: the Company had on average 4,4 employees during the FY 2025

EUR 91,520 vs

EUR 78,100

EUR 78,100

vs EUR 93,738

EUR 93,738

vs EUR 88,824.65

EUR 88,824,65

vs. EUR 123,606,10

EUR

123,606.10 vs EUR 56.066.80

EUR 91,520

Company's

Group (on a consolidated basis)

EUR 63.236 vs

EUR 66,598

EUR 66,598

vs EUR 71,751.98

EUR

71,751.98 vs EUR 33,016.17

EUR 33,016.17

vs EUR 49,960.33

EUR

49,960.33 vs EUR 33,748.47

EUR 63,236

Note: the

reported amounts are calculated by dividing the total amount of payroll and related expenses by average number of full-time employees during the FY 2025

2025 REMUNERATION REPORT

FOR THE FINANCIAL YEAR 2025



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