Vita

CEO of q.beyond AG (until September 2020: QSC AG)

2013 to present

• Repositioning q.beyond AG as one of Germany’s leading IT service providers
• Developing company as an IoT, SAP and Cloud provider for German SME sector
• Sale of telecommunications business to EnBW Telekommunikation GmbH
• Developing Internet-of-Things (IoT) business unit
• Developing comprehensive cloud-based ICT product portfolio for SME customers

CFO, QSC AG

2009 to 2013

• Accelerating transformation into a one-stop ICT service provider by acquiring, merging and integrating operations of a housing specialist and an IT service provider

Director of Finance, QSC AG

1999 to 2009

• Accompanying the IPO of QSC AG, its network expansion and its gradual portfolio extension by way of acquisitions and joint ventures

Senior Consultant, QS Communication Service GmbH

1997 to 1999

• Advising prestigious companies and groups such as Debitel, Mobilcom and VIAG on developing their business models in the still new telecommunications market

Business Development, Thyssen Telecom AG

1995 to 1996

• Developing new business fields and executing acquisitions to promote the company’s further development

Studies and Career in German Bundeswehr

1983 to 1995

• Studies at Helmut-Schmidt-Universität – Universität der Bundeswehr Hamburg and at University of Texas in Austin, USA
• Officer’s career in German Bundeswehr (electronic warfare and signal corps), most recent rank: captain

Rules of Procedure and remuneration of the Management Board

Rules of Procedure

Rules of Procedure for the Management Board

Management Board compensation for 2020

The total remuneration paid to Jürgen Hermann, the sole member of the Management Board, for the 2020 financial year amounted to € 852k. The comparative figure for the previous year (€ 929k) still included the total remuneration of € 461k paid to Stefan A. Baustert, a member of the Management Board who left the company as of 31 December 2019.

In the target agreement entered into for the 2020 financial year, an annual target and two separate, equally weighted multiyear targets were agreed with Jürgen Hermann, the sole member of the Management Board. The annual target and the multiyear targets were each weighted at 50%.The annual target was linked to the level of the Group’s revenues in the 2020 financial year. The annual target was also subject to the secondary condition that consolidated EBITDA should be sustainably positive for the fourth quarter of the 2020 financial year, i.e. consolidated EBITDA should also be expected to be positive in subsequent quarters. The annual target was 54% met.

The assessment period for the multiyear targets covers the financial years 2018 to 2020. The version of the target agreement entered into at the beginning of 2018 included the provision that the Supervisory Board could adjust the targets to account for changes in accounting and/or the scope of consolidation and/or the occurrence of significant one-off events during the current LTI performance period. In the original version of the target agreement, the multiyear targets were each largely linked to consolidated key figures that were significantly influenced by the execution of the Plusnet sale in June 2019 and the removal of this company from the scope of consolidation. Furthermore, in the wake of the Plusnet sale q.beyond amended its reporting segments from 1 January 2020. This too had a significant impact on the stipulation of LTI targets. In March 2020, the Supervisory Board therefore adjusted the multiyear targets for the performance period from 2018 up to and including 2020 to account for the aforementioned one-off events and set new targets.

Based on the amended target agreement, the multiyear targets are now linked to consolidated EBITDA for the 2020 financial year and to the revenues generated in the Cloud & IoT segment in the 2020 financial year. Entitlement to remuneration upon the achievement of one sub-target is in each case subject to achievement of the other sub-target and respective minimum targets. Should either of these secondary conditions not be met, entitlement to remuneration for each sub-target and for all financial years in the assessment period is forfeited entirely.

Previously, the relevant key financial figures were the consolidated EBITDA margin at the end of the assessment period in 2020 and the revenues generated in the Cloud segment in the 2020 financial year. The additional conditions, namely that the free cash flow generated at the Group in the 2019 and 2020 financial years should be positive in each year and that the Cloud segment should generate a positive segment contribution at the end of the assessment period in the 2020 financial year, also no longer apply. Overall, the multiyear targets were 97.5% met. The conditions governing entitlement to the portion of variable remuneration attributable to the multiyear targets were met for each year in the three-year assessment period. The corresponding total remuneration will be disbursed after the expiry of the assessment period, and thus in the 2021 financial year.

Once again in the past financial year, no loans were granted to Management Board members.

The following table presents individualised information about the number of shares and convertible bonds held by members of the Management Board: