A look back at the remuneration year 2023

One of the Lufthansa Group’s most successful years in economic terms

Just three years after the coronavirus pandemic and the threat of insolvency that this precipitated, the Lufthansa Group achieved the third-best result in its history in financial year 2023. Thanks to our customers’ undiminished need for travel, the Lufthansa Group experienced the strongest summer in the Company’s history in terms of revenue. For the first time, all the airlines in the Group were profitable and some even reported record earnings.

The Executive Board also systematically pursued the central strategy of focusing on the core airline business in financial year 2023, with several important M&A activities. Furthermore, operating stability was improved significantly, although great challenges and bottlenecks remain throughout the industry.

Changes to the remuneration system for the Executive Board from 2023 onwards

At its meeting in December 2022 the Supervisory Board adopted changes to the remuneration system approved by the Annual General Meeting on 5 May 2020, which take effect from the 2023 financial year. The changes were based on a comprehensive review of the existing remuneration system by the Supervisory Board. In particular, they are intended to reflect the changes in the underlying conditions. The main changes are summarised below:

The modified remuneration system for the Executive Board members was presented to the Annual General Meeting on 9 May 2023 for approval in accordance with Section 120a (1) AktG and approved with a majority of 89.47%. The remuneration system applied to all active Executive Board members in 2023.

Adjustments in remuneration for the Executive Board

At its meeting held in March 2023, the Supervisory Board reappointed Carsten Spohr as CEO and Chair of the Executive Board of Deutsche Lufthansa AG, and Remco Steenbergen as CFO and member of the Executive Board, in each case as of 1 January 2024 for a five-year term expiring 31 December 2028. In this context the Supervisory Board adjusted the remuneration for Carsten Spohr and Remco Steenbergen on the basis of a comprehensive review to determine whether the amount and structure of Executive Board remuneration was appropriate.

In view of the long-standing management of the Lufthansa Group by Carsten Spohr, during which he successfully navigated the Group through difficult crises and challenges, and was responsible for the most economically successful years in its history, the Supervisory Board decided to raise all the components of remuneration for Carsten Spohr. This fully reflects Carsten Spohr’s vital role as long-standing Chief Executive Officer and his prominent position, particularly in the perception of the general public, as well as his achievements, not least during the coronavirus pandemic.

At the same time the Supervisory Board emphasised Remco Steembergen’s position as an outstanding Executive Board member and raised his remuneration in all remuneration components to 1.3 times that of an ordinary Executive Board member. This decision underlines Mr Steenbergen’s particular importance as the Chief Financial Officer and his excellent performance in this role. Remco Steenbergen joined the Lufthansa Group at the time of its most difficult financial crisis and as CFO played a major role in overcoming this crisis quickly.

The changes took effect for both Carsten Spohr and Remco Steenbergen on 1 January 2023. For the adjustments to target remuneration see also T185.

Adjustments to the remuneration of Supervisory Board members

The Executive Board and Supervisory Board proposed changes at the Annual General Meeting 2023 to the remuneration of Supervisory Board members, which had been essentially unchanged since 2013. It remains the case that the remuneration is structured as a purely fixed remuneration. The proposed changes related to an adjustment to the annual remuneration for working on the Supervisory Board and its committees in line with market standards, and the cancellation of an attendance fee of EUR 500 previously paid for personal attendance at a physical meeting.

The Annual General Meeting on 9 May 2023 approved the changes to the remuneration of Supervisory Board members in Article 14 of the Articles of Association with 98.27% of the votes, and approved and confirmed the underlying changes to the remuneration system. The new Supervisory Board remuneration has applied since 1 January 2023.

Vote on the remuneration report for the 2022 financial year at the Annual General Meeting 2023

The remuneration report prepared pursuant to Section 162 AktG for the remuneration awarded and due to each individual member of the Executive Board and the Supervisory Board of Deutsche Lufthansa for the 2022 financial year was presented to the Annual General Meeting on 9 May 2023 in order for a resolution to be passed. The Annual General Meeting approved this report with a majority of 86.15%.

Generally speaking, the Lufthansa Group received very positive responses from investors regarding the structure and transparency of the remuneration report for the 2022 financial year. Any suggested improvements were taken into consideration in this remuneration report for the 2023 financial year. Accordingly, this report includes in particular detailed disclosures on the individual performance factor set by the Supervisory Board for the short-term variable remuneration of the individual Executive Board members.