Corporate Governance Roadshow 2021 Mark Garrett Chairman of the Supervisory Board November, 2021 OMV Aktiengesellschaft
Agenda 1 Structure, composition and governance of OMVs Supervisory Board 2 Work and focus topics of OMVs Supervisory Board 3 Remuneration program of OMVs Executive Board 2 Corporate Governance Roadshow, November 2021
OMVs two-tier Board structure Supervisory Board Two boards with distinctive roles: Executive Board (EB) responsible for managing the company and representing it vis vis third parties Supervisory Board responsible for monitoring and…
Supervisory Board Structure Benchmarking 2021 Peers' OMV 2017 OMV 2019 OMV 2021 average4 Peer's min Peer's max Governance System two tier two tier two tier Board Size 15 15 15 12 8 17 Number of non-executive 10 10 10 10 6 14 directors2…
CVs of Chairman and Deputies of OMVs Supervisory Board MARK CHRISTINE SAEED GARRETT CATASTA AL MAZROUEI Chairman 1st Deputy Chairwoman 2nd Deputy Chairman Tenure Appointed September 29, 2020 Appointed September 10, 2021 Appointed June…
Shareholders Diversified international shareholder base Shareholder structure 1 Geographical distribution of institutional investors 1 56.4% 0.5% 31.5% 0.7% 10% Consortium agreement 11% BAG & MPPH 32% 327.3 mn 4% shares 30.2%…
Agenda 1 Structure, composition and governance of OMVs Supervisory Board 2 Work and focus topics of OMVs Supervisory Board 3 Remuneration program of OMVs Executive Board 8 Corporate Governance Roadshow, November 2021
Borealis acquisition fundamentally changed OMVs portfolio, positioning the company for a low-carbon future OMV in 2021 Exploration & Production Refining & Marketing Chemicals & Materials Clean CCS Operating Result, EUR bn 4.0…
Priorities of Supervisory Board work & focus in 2020/21 Supervisory Board matters Long-term strategy and sustainability Election/onboarding of 6 new SB members Oversight of the strategy development in 2020 and 2021 process;…
Changes in the Organization and the Executive Board 2020/21 Appointment of Ms. Elena Skvortsova as EB Member and Executive Officer Marketing & Trading (June 15, 2020) Reorganization and change of reporting structure (Q1 2021) to account…
Focus on sustainability 2021 March Sustainability Report 2020 Supervisory Board Engagement 2021 Audit and approval by the Supervisory Board April EB Remuneration 2021 LTIP & STIP Ensure execution of the current 2021 Strengthening of…
Transparency in ESG disclosures make OMV a leader among its peers Relative rating top 10% top 10% top 5% top 11% top 1% vs industry peers 28.4 Platinum SCORE 72 AAA B (medium risk) Medal Publication dates of results: DJSI…
OMV is committed to the goals of the Paris Climate Change Agreement SCOPE 1 SCOPE 3 Reduction of carbon intensity of operations vs. 2010 Reduction of carbon intensity of product portfolio vs. 2010 2025: 30% 2025: 6% 60% reduction in…
Agenda 1 Structure, composition and governance of OMVs Supervisory Board 2 Work and focus topics of OMVs Supervisory Board 3 Remuneration program of OMVs Executive Board 15 Corporate Governance Roadshow, November 2021
Executive Board remuneration: short- and long-term components Max. Component opportunity Outline performance related Non- Base Set at a salary competitive level Share payout; optional 200% of Performance period payout in…
Short Term Incentive 2021 Annual Bonus & Equity Deferral Key elements Annual Bonus 80% Both financial and operational performance criteria Financial Targets 40% Reported Net 40% Clean CCS +/- 20% Sustainability Multiplier Income1…
Long Term Incentive 2021 Long-Term Incentive Plan (LTIP) Key elements Long Term Incentive Plan Focus on long-term value generation 80% Inclusion of non-financial/ESG targets since 2020 Financial Targets Option to reduce payout…
APPENDIX OMV Aktiengesellschaft
OMV share price development vs peers November 12, 2021 52.76 (5%) 40.00% Peer average 1 OMV Brent 20.00% January 1, 2020 50.08 0.00% -20.00% -40.00% -60.00% -80.00% 1 BP, Shell, Total, Eni, Galp, Mol,…
OMVs Sustainability current focus areas Focus Areas Commitments Health, Safety, Zero work related fatalities Security and Stabilize Lost-Time Injury Rate at below 0.30 (per 1 million working hours) Environment Keep leading position…
Sustainability Governance at OMV Supervisory Board Presidential and Nomination Audit Remuneration Portfolio and Project Sustainability and Committee Committee Committee Committee Transformation Committee Executive Board CEO, CFO,…
CVs of the Executive Board (1/2) Alfred Johann Reinhard STERN PLEININGER FLOREY Chairman of the EB Deputy Chairman of CFO and CEO, responsible the EB responsible for Chemicals & for Exploration & Materials Production Appointed…
CVs of the Executive Board (2/2) Elena Martijn SKVORTSOVA VAN KOTEN Member of the EB responsible Member of the EB responsible for for Marketing & Trading Refining Appointed June 15, 2020 Appointed July 1, 2021 Tenure Contract term…
Supervisory Board: shareholder representatives Committees Indepen- End Tenure Presidential & Project & Sustainability & Member Age Sex dence of term in years Nomination Remuneration Portfolio Audit Transformation Mark 1st Deputy 59…
Supervisory Board: shareholder representatives Committees Indepen- End Tenure Presidential Remunera- Project & Sustainability & Member Age Sex dence of term in years & Nomination tion Portfolio Audit Transformation Stefan 54 Male X…
Supervisory Board: employee representatives Committees Indepen- End Tenure Presidential & Remunera- Project & Sustainability & Member Age Sex dence of term in years Nomination tion Portfolio Audit Transformation Angela 41 Female 3…
CVs of Supervisory Board members Alyazia Ali GERTRUDE Stefan Elisabeth AL KUWAITI TUMPEL-GUGERELL DOBOCZKY STADLER (shareholder (shareholder (shareholder (shareholder representative) representative) representative) representative)…
CVs of Supervisory Board members Christoph Karl Nicole Cathrine SWAROVSKI ROSE SCHACHENHOFER TRATTNER (shareholder (shareholder (employee (shareholder representative) representative) representative) representative) Other…
CVs of Supervisory Board members Angela Alexander Herbert Gerhard SCHORNA AUER BUNDERLA SINGER (employee (employee (employee (employee representative) representative) representative) representative) Other Chamber Council, Chamber of…
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