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AIXTRON : DECLARATION OF CORPORATE GOVERNANCE (FEBRUARY 2026)

AIXTRON : DECLARATION OF CORPORATE GOVERNANCE (FEBRUARY

Aixtron SeFebruary 26, 20263
AIXTRON : DECLARATION OF CORPORATE GOVERNANCE (FEBRUARY 2026)

About this update from Aixtron Se

Declaration of Corporate Governance AIXTRON is committed to transparent, responsible and sustainably value-creating corporate governance. Through appropriate management and supervision of the company, we - the Executive Board and the Supervisory Board - seek to live up to the trust placed in us by our shareholders, the financial markets, our customers, business partners, employees and the general public. We believe that this form of corporate governance, together with the responsible conduct of our employees, forms a key basis for the success of our company. The Corporate Governance Statement pursuant to Sections 289f and 315d of the German Commercial Code (HGB) and the current Declaration of Compliance pursuant to Section 161 of the German Stock Corporation Act (AktG), which were approved by the Executive and Supervisory boards in February 2026, are also permanently available on our website at Investors/Corporate Governanc e . The corporate governance statement was not included in the auditor's review. Declaration of Conformity The German Corporate Governance Code (DCGK) was last updated in 2022. The version of the DCGK dated April 28, 2022, became the basis of the Declaration of Conformity upon its publication in the German Federal Gazette (Bundesanzeiger) on June 27, 2022. The Executive and Supervisory boards of AIXTRON SE declare that AIXTRON SE has complied with the recommendations of the DCGK and will continue to comply with them in the future. Herzogenrath, February 25, 2026 AIXTRON SE The Executive Board of AIXTRON SE Dr. Felix Grawert Dr. Christian Danninger Chief Executive Officer Member of the Executive Board For the Supervisory Board of AIXTRON SE Alexander Everke Chairman of the Supervisory Board Information about corporate governance practices AIXTRON SE has approved a Code of Ethics that applies to the entire Group and is primarily aimed at members of the Executive Board, managers and selected employees from the finance department. The Code is intended to promote honest and ethical conduct, including the handling of conflicts of interest, the timely disclosure of complete, accurate and comprehensible quarterly and annual reports, compliance with applicable laws, rules and regulations, the prompt internal reporting of violations of the Code of Ethics, where applicable, and responsibility for compliance with the Code. The Code is available on the AIXTRON website at Code of Ethics . In addition, a Compliance Code of Conduct applies to the Executive Board, the Supervisory Board, the Senior Management Team and all employees, obliging them to act responsibly and in compliance with the law. This Code covers the following topics, among others: responsibility and respect for people and the environment; compliance with legal frameworks; lawful and ethical conduct by each individual employee; loyalty to the company; fair and respectful interaction with employees; rejection of any form of discrimination; responsible handling of corporate risks; environmentally conscious behavior; safety in all areas of work; professional conduct; reliability and fairness in all business relationships; compliance with guidelines on the granting and acceptance of benefits; handling of inside information; and handling of company property. The full text of the Compliance Code of Conduct is available on the AIXTRON website at Code of Conduct . AIXTRON has also published a Compliance Manual that is binding for all members of the Executive Board, the Supervisory Board, the Senior Management Team and all employees and which reinforces the principles of the Compliance Code of Conduct. The Compliance Manual contains detailed explanations of the compliance organization at AIXTRON, of statutory, regulatory and internal company requirements and of the behavioral requirements arising from these for the Executive Board, the Supervisory Board, members of the Senior Management Team and employees. The Compliance Manual is regularly updated to reflect new and/or amended statutory, regulatory and internal company requirements. The Compliance Manual was most recently newly structured and published in 2024. Communication of its contents forms a key component of the Group-wide compliance training program. Participation in compliance training is mandatory throughout the Group for members of the Senior Management Team and for all other employees. This is coordinated and monitored by the Compliance Department. In addition, all members of the Senior Management Team and selected employees confirm in writing on a quarterly basis that compliance requirements have been adhered to within their areas of responsibility. When the Compliance Manual is updated, these individuals also declare that they have taken note of the updated version, complied with its contents, communicated it within their areas of responsibility and monitored its implementation. Furthermore, leadership principles have been defined for the company's executives, setting out behavioral expectations for managers in their interactions with employees. AIXTRON's corporate governance system is aligned with the risks and opportunities arising for the company. The summarized management report presents the key aspects of the Risk Management System (RMS) and the Internal Control System (ICS) . These systems comply with statutory requirements and international standards, such as the German Stock Corporation Act (AktG), the German Corporate Governance Code (DCGK) and auditing standard IDW PS 340 (new version) issued by the Institute of Public Auditors in Germany (IDW). The Senior Vice President & Chief Compliance Officer of the AIXTRON Group is responsible for the implementation and maintenance of these systems and regularly informs the Chief Financial Officer and the full Executive Board about the effectiveness of the corporate governance management systems in place. The Senior Vice President & Chief Compliance Officer also reports regularly to the Audit Committee of the Supervisory Board of AIXTRON SE or to its chairperson. For the 2025 fiscal year, the ICS was reviewed by external experts (Deloitte) with regard to its core elements, framework and selected controls on the basis of the IDW PS 982 auditing standard. No indications existed that the ICS was inadequate or ineffective. In the interest of continuous improvement, the RMS and ICS are continuously further developed. Based on the information available to the Executive Board of AIXTRON SE, it is not aware of any circumstances that would suggest that either the RMS or the ICS are not appropriate or effective. AIXTRON has also set up a whistleblower mechanism in accordance with the requirements of the German Whistleblower Protection Act (HinSchG). Reports of violations of statutory, regulatory or internal company requirements may be submitted confidentially by email to the Chair of the Supervisory Board of AIXTRON SE. Depending on the nature and scope of the report, the Chair of the Supervisory Board decides, together with the Compliance function, whether additional persons or bodies should be involved. In the event of substantiated violations or deficiencies, the persons or bodies involved develop proposals for remedial measures in order to remedy the situation as quickly as possible, impose sanctions where appropriate and improve management and monitoring processes. Any information received is treated discreetly, confidentially and anonymously by the persons or bodies involved. Furthermore, AIXTRON has a Compliance Program for the Protection of Human Rights and the Environment within AIXTRON's business area and supply chain, which is based on the German Supply Chain Due Diligence Act (LkSG), in order to be prepared for a possible future mandatory application of the LkSG. In particular, this includes a Policy Statement on Human Rights and Environmental Strategy , a Code of Conduct for Suppliers and a Complaints Procedure for reporting risks and violations in relation to human rights and the environment. These documents are available on the AIXTRON website at Supplier Management . Working methodologies of the Executive Board and Supervisory Board and composition and working methodologies of the committees AIXTRON SE is a European public limited-liability company (Societas Europaea) and, in addition to German stock corporation law, is subject to the primarily applicable European SE regulations and the German SE Implementation Act (SEAG). The company operates under a dual-board management and control system with an Executive Board and a Supervisory Board. The Executive Board manages the company independently and on its own responsibility and informs the Supervisory Board regularly, promptly and comprehensively about all matters relevant to the company relating to strategy, planning, business development and performance, the risk situation, risk management and compliance. The Supervisory Board appoints the members of the Executive Board and supervises and advises the Executive Board on the management of the company. For certain transactions and measures specified by law, the Articles of Association of AIXTRON SE or the Rules of Procedure for the Executive Board, the Executive Board requires the Supervisory Board's prior consent. The Executive Board must also inform the Supervisory Board of the conclusion, amendment and termination of significant contracts that do not require Supervisory Board consent. Moreover, the Executive Board must inform the Supervisory Board of all material events, even if they do not require Supervisory Board consent. In 2025, the Management and Supervisory boards worked closely together in the interests of the company and all stakeholders. Their shared objective is to secure and further expand AIXTRON's leading market positions long-term in order to benefit sustainably from growing end markets. The Executive Board of AIXTRON SE has not established any committees. With the consent of the Supervisory Board, the Executive Board established an Executive Committee (EC) to support the Executive Board in managing the company. The EC comprises experienced executives from the organization as well as members of the Executive Board and consisted of six members as of the end of December 2025. This committee is responsible for managing the product portfolio and technology and product development as well as the operational business and current projects. The Supervisory Board of AIXTRON SE has formed four committees: an Audit Committee, a Capital Markets Committee, a Nomination Committee and a Remuneration Committee. The Supervisory Board may also establish additional committees from among its members. The Audit Committee has a chairperson and two further members. The chair, Prof. Dr. Anna Weber, is an independent member and possesses expertise in the financial accounting and auditing area (Section 107 (4), Section 100 (5) of the German Stock Corporation Act (AktG)). Financial accounting and auditing also include sustainability reporting and the auditing of sustainability reports. A further member, Mr. Ingo Bank, likewise possesses expertise in the financial accounting and auditing area. The members are very familiar with the sector in which AIXTRON operates, especially thanks to their many years of experience. The Audit Committee deals in particular with the audit of the financial statements, the monitoring of the financial accounting process, corporate governance and compliance, the effectiveness of the internal control system, the risk management system and the internal audit system. It also addresses the audit of the financial statements, the assessment of the quality of the audit and the review of the Group's non-financial consolidated statement to be prepared by the company. The Audit Committee discusses with the auditor the assessment of audit risks, the audit strategy and planning as well as the audit results. The committee chair is in regular contact with the auditor regarding the progress of the audit and informs the Audit Committee accordingly. Pursuant to recommendation D.10 of the German Corporate Governance Code (DCGK), the Audit Committee also consults regularly with the auditor without the Executive Board being present. Furthermore, it submits a reasoned recommendation to the plenary Supervisory Board regarding the election of the auditor. By resolution of the AIXTRON ANNUAL REPORT 2025

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