Remuneration report 2020

for the members of the Management Board and of the Supervisory Board of Flughafen Wien Aktiengesellschaft

www.viennaairport.com

Remuneration report 2020 for the members of the Management Board and of the Supervisory Board of Flughafen Wien Aktiengesellschaft

The Management Board and the Supervisory Board are required by Section 78c of the Austrian Stock Corporation Act to prepare a remuneration report that provides a detailed overview of the remuneration paid or owed to the current and former members of the Management Board over the last financial year in accordance with the remuneration policy, including all benefits in any form.

This remuneration report is based on the remuneration policy resolved at the 32nd Annual General Meeting on 4 September 2020 with the approval of 92.65% of the share capital present. The remuneration policy is available to all interested parties on the compa- ny's website at https://www.viennaairport.com/en/company/investor_relations/ annual_general_meeting.

This remuneration report was approved by the Supervisory Board on 11 June 2021.

A. Remuneration report for the members of the Management Board

1. Introduction

The coronavirus pandemic hit aviation particularly hard and resulted in global, extensive restrictions on flights and travel and in the government-ordered closure of businesses and res- taurants. The numerous travel restrictions led to a drastic decline in the number of passengers of 75.3% at Vienna Airport to only 7.8 million passengers in 2020 compared with 31.7 million passengers in 2019. This came with a revenue decline of 61.1%, which resulted in a consolidated loss after non-controlling interests of € 72.8 million. The Management Board started introducing countermeasures as soon as the crisis began, launching an extensive cost savings and restructuring programme. This included a significant cut in capital expenditure, a sustainable reduction of costs, an adjustment of the headcount via employee attrition and an increase in productivity with the aim of securing the company's liquidity. In addition, use was made of government support such as the short-time work scheme and especially the fixed cost subsidy.

The Steering and Personnel Committee likewise responded to these challenges for the company and appropriately adjusted the annual targets for 2020 and the long-term targets for 2019-2021 in order to take the altered circumstances into account. In the wake of the reduced working hours agreed for the employees, the Management Board also took a voluntary cut in their ongoing remuneration to the same extent. The new bonus assessment basis was also defined using this reduced annual gross remuneration.

Due to the utilisation of government subsidies, the payment of variable salary components in 2020 is limited to 50% of the amount paid in 2019.

2. Basic principles of the remuneration policy

Günther Ofner and Julian Jäger were the only members of the Management Board in the past financial year. The target agreement and especially the criteria for granting performance-based remuneration are defined in advance by the Steering and Personnel Committee of the Supervisory Board and justified and weighted by way of resolution.

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Remuneration report 2020 for the members of the Management Board and of the Supervisory Board of Flughafen Wien Aktiengesellschaft

If, after the variable remuneration is paid, it turns out to have been paid on the basis of obviously incorrect data, the Management Board member is obliged to repay the resulting additional amount in full.

In addition to the fixed basic salary, the Management Board members receive a bonus in line with their performance or achievements ("performance-based remuneration"). The performance-based remuneration is capped at a maximum of 100% of the annual gross basic salary and comprises

  • annual performance-based remuneration (= annual target) amounting to up to 50% of the annual gross basic salary in the respective financial year and
  • long-termperformance-based remuneration (=long-term target) based on multi-year tar- gets amounting to up to 50% of the annual gross basic salary within the performance period.

3. Total remuneration of the Management Board1

The members of the Management Board of Flughafen Wien AG received the following remuneration for their work in 2020 and 2019 (payments):

Amounts in T€

JULIAN JÄGER

GÜNTHER OFNER

2019

2020

2019

2020

Fixed remuneration

348

332

348

332

Short-term remuneration

225

129

225

129

Long-term remuneration

118

43

118

43

Subtotal

692

504

692

504

Non-cash remuneration

9

9

9

9

Total remuneration

700

513

700

512

  • Remuneration owed and granted:

Amounts in T€

JULIAN JÄGER

GÜNTHER OFNER

2019

2020

2019

2020

Basic salary

348

332

348

332

Non-cash remuneration

9

9

9

9

Contributions to pension funds

104

78

104

78

Subtotal

461

419

461

419

Annual bonus

174

141

174

141

50% of long-term bonus for FY

57

79

57

79

50% of long-term bonus after period end*)

57

79

57

79

Subtotal

289

299

289

299

Total

750

718

750

717

PY bonus payment

343

172

343

172

Fixed portion

61%

58%

61%

58%

Variable portion

39%

42%

39%

42%

* Assuming later target attainment

1) Note: Arithmetic differences can occur when adding rounded amounts and percentages due to the use of computer-aided tools.

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Remuneration report 2020 for the members of the Management Board and of the Supervisory Board of Flughafen Wien Aktiengesellschaft

Basic salary and salary waiver during short-time work

The basic salary (=fixed remuneration) is agreed on market terms according to the qualification, area of responsibility and performance of the Management Board member and paid out in 14 equal instalments. Since the introduction of short-time work in the company, the Management Board has also voluntary waived parts of its remuneration. The waiver amounted to 10% of the gross salary from the beginning of short-time work on 16 March 2020 until 30 September 2020, 15% from 1 October 2020 until 31 January 2021 and 20% from 1 February 2021. The bonus payments were paid out 100%. The basic salary, reduced as a result of the coronavirus pandemic, amounted to € 331,988.27 gross (adjusted to the consumer price index) for each Management Board member in the 2020 financial year and is also the basis for the calculation of performance-based remuneration.

The basic salary covers all overtime as well as the performance of board functions at Group companies.

Non-cash remuneration

The non-cash remuneration shown relates to the Management Board members' company cars. The company provides every Management Board member with an upper mid-size category company car plus driver. The company car may also be used for private purposes. In addition to the statutory liability insurance, the company has also taken out full comprehensive insurance and passenger insurance with appropriate cover. Amounts for group health insurance for Julian Jäger of € 261.60 are also included in 2020.

Contributions to pension funds

15% of the total remuneration is paid into a pension fund for the benefit of the Management Board members.

2020 annual target

The implementation of a savings programme was agreed as an annual target for 2020, whereby a € 5 million shortfall in the savings programme would result in a 10 percentage point bonus reduction and a shortfall of more than € 25 million would mean the cancellation of the entire bonus portion (50% of the annual bonus).

The target attainment for this part of the annual target is 70%.

A reduction of capital expenditure in the 2020 financial year was also agreed, whereby a

  • 10 million surplus would result in a 10 percentage point bonus reduction and a surplus of more than € 50 million would mean the cancellation of the entire bonus portion (50% of the annual bonus).
    The target attainment here is 100%.

The annual targets were therefore achieved with total target attainment of 85%. The annual target is weighted at 50% of the total bonus payment, so the bonus for the annual target amounts to 42.5% of the (reduced) basic salary of 2020, which is € 141,095.01.

2020-2021long-term targets

The coronavirus crisis has had a severe and profound impact on FWAG's business performance. In order to counteract the negative consequences for the company, it was essential to make material changes to the company's policy in comparison with previous planning. In particular, securing the continuing existence of the company has priority over other targets and requires measures that are at odds with a short-term improvement in earnings.

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Remuneration report 2020 for the members of the Management Board and of the Supervisory Board of Flughafen Wien Aktiengesellschaft

Taking these factors into account, the Steering and Personnel Committee resolved upon the following long-term targets for 2020 and 2021:

  • 1. Securing liquidity (33 1/3% of the long-term bonus)

To secure the company's liquidity, liquidity freely available or available via committed lines of credit was defined as of the end of the 2020 and 2021 financial years. If the target is not met, the bonus will be reduced or cancelled entirely.

Target attainment amounted to 100%.

  • 2. Completing the Terminal 2 refurbishment on time and on

budget (33 1/3% of the long-term bonus)

The completion of the Terminal 2 refurbishment on time and on budget results in target attainment of 100%. A minor alteration was made to the budget and timetable in response to the coronavirus crisis. If the allotted time is exceeded by more than one month, the bonus portion is reduced by 10 percentage points per month, and the entire time bonus portion is cancelled if the allotted time is exceeded by more than six months. If the budget is exceeded by more than 5%, the bonus portion is reduced by 10 percentage points per further 5% overrun, and the entire budget bonus portion is cancelled if the budget is exceeded by more than 25%.

Target attainment amounted to 85%.

  • 3. Restructuring target (33 1/3% of the long-term bonus)

It was agreed to devise and adopt a savings and efficiency programme including organisational streamlining by the end of October 2020 with subsequent submission to the Supervisory Board and a detailed implementation plan. The 2020 target is achieved when submission of the full plan is noted by the Supervisory Board. The 2021 target is achieved when the measures are actually implemented.

Target attainment amounted to 100%.

The long-term targets were thus achieved with a total target attainment of 95% and are likewise weighted at 50% of the total bonus payment, with half of the long-term bonus being paid in the next financial year and the other half after the end of the long-term period (2022). For 2020, this would result in an entitlement to payment in the subsequent year of 23.75% of the basic salary from 2020, i.e. € 78,847.21.

In total, the entitlement to payment of performance-based remuneration (annual target and long-term target) for the achievement of targets in 2020 would amount to € 219,942.23 in the following year. Another 50% of the performance-based remuneration is paid out on achievement of the targets only after the end of the long-term period.

Payment freeze due to use of emergency aid

As the company is claiming emergency aid from the federal government, the payment of performance -based remuneration is actually limited to 50% of the sum paid out in 2019. In 2020, each Management Board member was therefore paid only € 171,708.99 of the entitlement to performance-based remuneration from 2019. The remaining entitlement to performance-based remuneration from 2019 totalling € 117,450.29 will, assuming corresponding target attain- ment, be paid out in the amount of € 59,966.82 either once a dividend payment is resumed or, if earlier, on termination of the employment contract, but in any case not before the end of the payment freeze in accordance with the federal emergency fund.

The remaining € 57,483.47 will be paid out at the end of the long-term period (2022).

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Flughafen Wien AG published this content on 27 July 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 July 2021 10:39:03 UTC.