BASF : Compensation Report 2024

BASF SE

Compensation Report 2024

Compensation Report

Compensation Report

Pursuant to section 162 of the German Stock Corporation Act (AktG), the management and supervisory boards of a publicly listed company prepare a clear and understandable compensation report every year. This compensation report outlines the main principles of compensation for the members of the Board of Executive Directors and the Supervisory Board and provides specific information on compensation granted and owed to current and former members of the Board of Executive Directors and Supervisory Board in the 2024 business year.

This report meets the disclosure requirements of section 162 AktG and the applicable accounting rules (HGB, IFRS). Furthermore, the recommendations of the German Corporate Governance Code (GCGC) in the version dated April 28, 2022, are to be observed.

The new compensation system for the Board of Executive Directors was approved by the Annual Shareholders' Meeting on April 25, 2024, by a majority of 77.27%. The Personnel Committee took note of and discussed the suggestions and points of criticism voiced by investors or proxy advisors. Some points of criticism were only voiced by single investors (e.g., lack of individual differentiation) and were therefore not addressed. Other points of criticism raised more often (e.g., sustainability targets too vague, lack of transparency between targets and target achievement) were addressed and will be implemented accordingly through increased transparency in this Compensation Report.

The Compensation Report for 2023, which was prepared in accordance with section 162 AktG, was approved by the Annual Share- holders' Meeting by a majority of 81.91% on April 25, 2024. We consider the high rate of approval to be confirmation of the acceptance of the Compensation Report 2023.

Due to rounding, individual figures may not add up exactly to the totals shown and percentages may not correspond exactly to the figures shown.

Compensation of the Board of Executive Directors

Principles

Compensation of the Board of Executive Directors is to be determined by the company's size, complexity and financial position, as well as the performance of the Board of Executive Directors as a whole (Gesamtvorstand). The structure of this compensation is designed to contribute to sustainable business success and the achievement of strategic corporate targets. The short and long-term strategic targets communicated as part of BASF's strategy and based on the existing steering concept form the key performance indicators for the short-term and long-term variable compensation and thus should foster the sustainable and long-term development of the company within the meaning of section 87(1) sentence 2 AktG.

By taking into account the total shareholder return (development of the share price and dividend) in the long-term incentive (LTI), members of the Board of Executive Directors as well as shareholders are able to participate in the sustainable and long-term development of the company.

Compensation of the Board of Executive Directors is marked by a pronounced variability in relation the BASF Group's success. Variable compensation represents 66% of target total compensation. Of the variable compensation, LTI multiple-year variable compensation accounts for a greater share at 62% than the short-term incentive (STI) one-year variable compensation at 38%. The external and internal appropriateness of the Board's compensation is reviewed by an independent external auditor on a regular basis. An external appropriateness review was most recently conducted in 2022. DAX listed companies in Germany and globally operating companies in Europe serve as an external reference. The European peer group for the 2022 appropriateness review comprised the following companies: ABB, Air Liquide, Akzo Nobel, BAE Systems, Bayer, BHP, BMW, BP, Continental, Daimler (now Mercedes Benz Group), DSM (now DSM-Firmenich), E.ON, EDF, Henkel, Linde, Rolls Royce, Royal Dutch Shell, Siemens, Solvay, Thyssenkrupp, Total, Volkswagen.

For the internal comparison, the compensation of senior executives and employees of BASF SE is considered in total as well as over time.

In accordance with the guidelines for BASF SE's Personnel Commit- tee, the structure and amount of the Board of Executive Directors' compensation are determined by the Supervisory Board on recommendation by the Personnel Committee. In the event of significant amendments, but at least every four years, the compensation system resolved by the Supervisory Board is presented to the Annual Share- holders' Meeting for approval.

In very exceptional and unforeseen cases (such as a severe economic crisis), the Supervisory Board can temporarily deviate from the components of the compensation system (procedures and rules on the compensation structure and amount as well as relating to the individual compensation components) for the Board of Executive Directors, if this is in the interest of the long-term well-being of the company. This option has not been utilized to date.

The compensation system for the Board of Executive Directors effective as of January 1, 2024, was further developed and submitted for approval to the Annual Shareholders' Meeting of BASF SE on April 25, 2024.

Components of the compensation system also include a withholding and clawback clause for variable compensation components as well as a Share Ownership Guideline, which obliges members of the Board of Executive Directors to hold a defined number of shares for the length of their Board mandate and beyond.

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Since January 1, 2024, members of the Board of Executive Directors are subject to a post-contractual non-compete clause for a period of 12 months from the end of service. Members of the Board of Executive Directors are entitled to a compensation for the duration of the non-compete clause. The amount of the non-compete compensation is equal to 50% of the annual target compensation, consisting of the fixed salary, the STI target amount and the LTI target amount.

The non-compete clause was included in contracts that end before the respective Board member reaches the age of 60. In contracts that end between the attainment of the 60th and the 63rd year of age of the respective board member, the Supervisory Board decides on a

case-by-case basis whether a non-compete clause is necessary. Contracts that end after the respective Board member reaches the age of 63 do not include a non-compete clause. The Supervisory Board may decide to waive the non-compete clause in individual cases.

The following table summarizes the components of the Board of Executive Directors' compensation system in effect since January 1, 2024, with the annual target amounts applicable for 2024 including the relative shares.

Target compensation and relative share

		Member of the Board of			Vice Chairman of the			Chairman of the Board of
		Executive Directors			Board of Executive Directors	Executive Directors
		€	Share		€	Share	€	Share
Fixed salary	1,000,000			~25%	1,330,000			~25%	2,000,000			~25%
Regularly provided fringe benefits	50,000			~1%	50,000			~1%	50,000			~1%
Company pension benefits	300,000			~8%	399,000			~8%	600,000			~8%
Short-term incentive	1,000,000			~25%	1,330,000			~25%	2,000,000			~25%
Long-term incentive	1,600,000			~41%	2,128,000			~41%	3,200,000			~41%
Total target compensation 2024	3,950,000			100%	5,237,000			100%	7,850,000			100%

Individual compensation components

1. Fixed salary

The fixed salary is a set amount of yearly compensation paid out in equal installments. It is regularly reviewed by the Supervisory Board and adjusted, when appropriate.

The annual fixed salary for a member of the Board of Executive Directors is €1,000,000 following the reallocation of portions of company pension benefits to the fixed salary as of January 1, 2024. The fixed salary for the Chair of the Board of Executive Directors is two times the value for a Board member, and 1.33 times this value for the Vice Chair.

2. Nonmonetary compensation and other additional compensation (fringe benefits)

Members of the Board of Executive Directors receive various fringe benefits, in some instances event-related fringe benefits. The regularly provided fringe benefits include accident insurance premiums, mobility and benefits from the provision of security measures by the company. The one-time, event-related fringe benefits include, inter alia, security measures at the member's private residence upon initial appointment to the Board of Executive Directors. The delegation-related fringe benefits for members of the Board of Executive Directors who are based abroad include fringe benefits to cover additional costs of transfers, such as assumption of prevailing local rental costs and school fees at the assignment location, or the granting of a basic allowance and the assumption or reimbursement of additional taxes. The fringe benefits granted are limited both individually and in their totality.

The members of the Board of Executive Directors are covered by a directors' and officers' liability insurance (D&O insurance) concluded by the company. This insurance provides for the level of deductibles for the Board of Executive Directors as prescribed by section 93(2) sentence 3 AktG.

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3. Company pension benefits

4. Short-term incentive (STI)

Company pension benefits

• Pension commitment in the form of an external capital investment model with guaranteed benefits (minimum preservation)
• Retirement, disability and surviving dependents' benefits
• Possibility to opt out in favor of an annual pension allowance

The company has offered members of the Board of Executive Directors a pension commitment in the form of an external capital investment model since January 1, 2020. The company grants the members of the Board of Executive Directors a fixed annual pension plan contribution:

• For the purpose of building retirement assets (retirement capital), the company pays pension contributions based on the investment model of its choice into a pension account managed by an external asset management company. The performance of the paid-in contributions is determined by the returns generated by the invest- ment model with each member of the Board of Executive Directors being guaranteed a minimum preservation of at least 80% of the amount of the pension contributions paid by the company.
• The pension benefits include disability and survivor benefits. The disability capital corresponds to the value of the pension account at the time the disability occurs, but at least to 80% of the sum of the pension contributions paid by the company. The surviving depen- dents capital corresponds to the value of the pension account at the time of death of the member of the Board of Executive Direc- tors, but at least to 80% of the sum of the pension contributions paid by the company.
• Instead of the pension commitment in the form of an external capital investment model, members of the Board of Executive Directors can choose a pension allowance for private retirement savings. In this case, the defined annual pension contribution amount is paid in equal monthly installments as a gross amount to the member of the Board of Executive Directors such that there is no further claim to benefits following the conclusion of the Board mandate.

For entitlements from the pension commitment in the form of an external capital investment model, the following applies:

• The pension benefit is paid as a capital payment, if applicable in as many as 10 installments.
• Members of the Board of Executive Directors appointed for the first time prior to January 1, 2024, have the option of choosing an annuity (lifetime pension payment). For conversion into an annuity, the actuarial parameters relevant at this point in time are used. The option to choose an annuity does not apply to members of the Board of Executive Directors whose first appointment was on January 1, 2024 or thereafter.
• If the member of the Board of Executive Directors dies while receiving the annuity, the surviving spouse receives a survivor benefits pension corresponding to 60% of the annuity. The same applies for civil partners.
• Current pensions are increased annually by 1% on January 1.

Short-term incentive (STI)

• One-yearperformance period
• Additive bonus formula
• The achievement of the defined financial targets (with a total weighting of 75%) and the achievement of nonfinancial targets (with a weighting of 25%) for the BASF Group determine the amount of the STI.
• The payout is limited to 200% of the target amount (cap).
• The payment occurs in May of the following year.

For each business year, an STI with a one-year performance period is granted. The STI is based on the achievement of annual financial and nonfinancial targets. As of 2024, the STI formula consists of three financial targets and nonfinancial targets for the BASF Group, which reflect the priorities of the Board of Executive Directors for the respective business year. The amount set for the three financial targets aligns with the outlook published in the forecast and BASF's strategic objectives.

The KPIs, the target amounts and the target achievement curves for the individual financial targets as well as weighting are defined at the beginning of the business year by the Supervisory Board. Target achievement for the STI is calculated by adding the weighted target achievements (see figure on the following page). This further increases transparency and makes the respective target achievement visible. The payout amount for the STI is capped at 200% of the target amount and is paid out in May of the following year.

Targets for the STI 2024:

The following financial targets were defined for 2024 by the Supervisory Board based on the BASF Group's new steering concept:

Return on capital employed (ROCE) of the BASF Group: ROCE, which is also a performance indicator for the variable compensation of all other BASF employees, remains a component of the STI formula and a common element across all employee groups. Target ROCE (equal to a ROCE factor of 1.0) for variable compensation remains one percentage point above the cost of capital rate for the business year, which is determined using the weighted average cost of capital (WACC) in accordance with the capital asset pricing model. This target reflects the target communicated as part of the corporate strategy of generating annual ROCE above the cost of capital. In calculating ROCE, adjustments are made for negative and positive special items resulting from acquisitions and divestitures (for example, integration costs in connection with acquisitions as well as gains and losses from the divestiture of businesses) when these exceed a range of plus or minus 1% of the average cost of capital basis. An adjustment to ROCE (in the first 12 months after closing) therefore only occurs in cases of exceptionally high special items resulting from acquisitions or divestitures. ROCE accounts for 25% of the STI.

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EBITDA before special items of the BASF Group:

As of 2024, EBITDA before special items, now part of BASF's financial steering concept, is included in the STI with a 25% weighting. The target amount for EBITDA before special items was derived from planning for 2024 (annual budget).

Cash flows from operating activities of the BASF Group:

Cash flows from operating activities account for 25% of the STI. The target for cash flows from operating activities was also derived from planning for 2024 (annual budget).

Nonfinancial targets:

The nonfinancial targets represent the nonfinancial priorities of the Board of Executive Directors for the 2024 business year. They are included in the STI formula with a 25% weighting. For 2024, this includes targets for:

• Employee engagement and satisfaction (employee engagement index)
• Occupational safety and process safety (high severity work process related injuries and high severity process saftey incidents in relation to working hours)
• Strategic projects (new Zhanjiang Verbund site investment project, progress of the Wintershall Dea transaction, Cost Improvement Pro- gram Ludwigshafen, Germany).

The three targets are equally weighted in the achievement of non- financial targets.

For more information on the defined targets, target amounts and target achievement curves for the STI, see "Variable compensation in 2024."

The payout amount of the STI is determined as follows:

Target		Target achievement		Target achievement
		EBITDA before
STI		ROCE x 25%
		special items x 25%

The payout is limited to 200% of the target amount. The STI is capped at €2,000,000 for a member of the Board of Executive Directors. The maximum amount for the Chair of the Board of Executive Directors is two times this value, and 1.33 times this value for the Vice Chair.

Target achievement		Target achievement
Cash flows from			Payout amount
	nonfinancial
operating			STI
	targets x 25%
activities x 25%

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5. Long-term incentive (LTI)

The LTI program is intended to incentivize the achievement of the BASF Group's strategic targets and takes into consideration the development of the BASF share price and dividend (total shareholder return) over a period of four years. The LTI is also offered with slight variations to senior executives of the BASF Group.

Long-term incentive (LTI)

• Four-yearperformance period
• The payout amount is determined by the achievement of three agreed strategic targets (growth, profitability, sustainability) and the performance of the BASF share plus the dividends paid (total shareholder return).
• The payout is limited to 200% of the target amount (cap).
• The payout occurs in May following the four-year performance period.

Allocation: An LTI plan with a four-year performance period is allocated for each business year. The target amount is converted into a preliminary number of virtual performance share units (PSUs). To undertake this conversion, the target amount is divided by the average price of the BASF share in the fourth quarter of the year prior to the beginning of the respective plan.

Targets and target achievement: At the beginning of the four-year performance period, the Supervisory Board defines three strategic targets. Depending on the achievement of these strategic targets

over the four-year performance period, the number of PSUs can increase or decrease. To determine this, the number of preliminary PSUs at the end of the four years is multiplied by the weighted target achievement rate for the three strategic targets.

Payout: The final number of PSUs determined in this way is multiplied by the average share price of the BASF share in the fourth quarter of the last year of the four-year performance period plus the cumulative dividend payments in the four business years of the performance period.

The payout amount of the LTI therefore reflects not only the achievement of the strategic targets but also the development of the total shareholder return. The actual amount is disbursed after the end of the four-year performance period in the following year. The payout is limited to 200% of the target amount (cap).

Determination of target achievement: At the beginning of the four-yearperformance period, the Supervisory Board defines a target value for each of the three strategic targets corresponding to a target achievement of 100%, a minimum value (0% target achievement) and a maximum value (200% target achievement).

The target achievement rate for each strategic target is determined on an annual basis. At the end of the four-year performance period, the arithmetic mean of the four annual target achievement rates is calculated. The resulting average target achievement rates for the individual strategic targets are combined according to the defined weighting to reach a weighted target achievement. The preliminary number of PSUs is multiplied by the weighted target achievement in order to determine the final number of PSUs.

Allocation			Strategic target achievement	Payout
(year 1)			during four-year performance period	(after year 4)
LTI target amount			Strategic target 1: growth			Final number of
				(virtual) PSUs
Share price at			Strategic target 2: profitability			Share price at end date
allocation date					+ ∑ dividends
Preliminary number of						LTI payout
(virtual) performance share			Strategic target 3: sustainability			(capped at 200%
units (PSUs)					of target amount)

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The following targets as communicated as part of the BASF corporate strategy apply to the LTI plan 2024 (performance period 2024-2027):

Strategic target 1: Achieve a premium on the cost of capital

200%

achievementTarget	100%
	0%
	6.0%	Target ROCE	16.0%
		(target ROCE	2024	(target ROCE
	-5 percentage points)	11.0%	+5 percentage points)

The target is 100% achieved if BASF achieves a return on capital employed (ROCE) one percentage point higher than the cost of capital applicable for the respective year (target value).

If this target value is underperformed by five percentage points or more, the target achievement is 0% (minimum value).

If the target value is exceeded by five percentage points or more, the target achievement is 200% (maximum value).

Values between these figures are interpolated.

Target achievement for the entire performance period 2024-2027 is calculated as the arithmetic mean of the degree of target achievement for each of the four years.

Target ROCE: cost of capital +1 percentage point

Cost of capital 2024: 10%  target ROCE 2024: 11.0%

Strategic target 2: Increase EBITDA before special items compared with a peer group

	200%
achievementTarget	100%
	0%
Growth of the BASF Group's	Target:	Growth of the BASF
	EBITDA before special	Growth of the BASF	Group's EBITDA before special
items is 10 percentage points	Group's EBITDA before	items is 10 percentage points
	below growth of the	special items is equal to	above growth of the
	peer group's EBITDA	growth of the peer group's	peer group's EBITDA
	before special items	EBITDA before special items	before special items

If growth (in percentage points) of the BASF Group's EBITDA before special items is equal to growth of the defined peer group's EBITDA before special items, target achievement is 100% (target value).

If growth of the BASF Group's EBITDA before special items is 10 percentage points below growth of the defined peer group's EBITDA before special items, target achievement is 0% (minimum value).

If growth of the BASF Group's EBITDA before special items is 10 percentage points above growth of the defined peer group's EBITDA before special items, target achievement is 200% (maximum value).

Values between these figures are interpolated.

Target achievement for the entire performance period 2024-2027 is calculated as the arithmetic mean of the degree of target achievement for each of the four years.

Strategic target 3: Reduce CO2 emissions by 25% by 2030 (over 2018 baseline year)

	200%
achievementTarget	100%
		0%
	+4.0 +3.0 +2.0 +1.0	19.2	-1.0 -2.0 -3.0 -4.0
	+/-0.5

Emissions in million metric tons of CO2 equivalents (Mt CO2e)

• For more information on the determination of ROCE and the cost of capital basis, see Our Steering

Concept of the BASF Report 2024.

Linear CO2 path derived from the target of reducing CO2 emissions compared to the base value from 2018 (21.9 million metric tons of CO2e) by 2030 with the following target corridor values per year:

	Target corridor	2024	2025	2026	2027
Annual target corridor	Upper limit	19.7	19.2	18.7	18.2
in Mt CO2e	Lower limit	18.7	18.2	17.7	17.2

The target is 100% achieved if CO2 emissions in million metric tons of CO2e are within the defined annual target corridor of +/-0.5 million metric tons of CO2e (target value).

If CO2 emissions (in Mt CO2e) exceed the mean value of the annual target corridor by more than 2.0 Mt CO2e, target achievement is 0% (minimum value).

If CO2 emissions (in Mt CO2e) fall below the mean value of the annual target corridor by more than 2.0 Mt CO2e, target achievement is 200% (maximum value).

Values between these figures are interpolated.

Target achievement for the entire performance period 2024-2027 is calculated as the arithmetic mean of the degree of target achievement for each of the four years.

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Share ownership guideline

For the duration of their mandate and beyond, members of the Board of Executive Directors are obligated to hold a defined number of

Post-mandate share ownership obligation

Shares held as of	End of post-mandate
December 31, 2024, in %	share ownership
of target investment	obligation

shares in the company. The number of shares that must be held for a longer term is determined at the beginning of the Board of Executive Directors mandate and generally corresponds to a value representing 150% of the member's annual gross fixed salary on that date. The conversion into a number of shares to be held is carried out using the average price of the BASF share in the fourth quarter of the year prior to the start of the first-time share ownership guideline.

The number of shares to be held rises accordingly with any increase in the amount of fixed salary. The share ownership obligation ends two years after the end of the mandate of the member of the Board of Executive Directors (post-mandate share ownership obligation). When members are first appointed to the Board of Executive Directors, they have until the end of the fourth calendar year following the initial

Dr. Martin Brudermüller, Member of the Board of Executive Directors until April 25, 2024

Saori Dubourg, Member of the Board of Executive Directors until February 28, 2023

Dr. Hans-Ulrich Engel, Member of the Board of Executive Directors until April 27, 2023

Dr. Melanie Maas-Brunner, Member of the Board of Executive Directors

until January 31, 2024

Target investment fully met

Target investment fully met

Target investment fully met

Target investment fully met

April 25, 2026

February 28, 2025

April 27, 2025

January 31, 2026

appointment to fulfill this share ownership obligation (setup phase).

Withholding and clawback clause

Members of the Board of Executive Directors must acquire the shares with after-tax net income. It was confirmed to the Supervisory Board that all active and former members of the Board of Executive Directors held the required number of BASF shares or ADRs1 as of December 31, 2024, taking into account any applicable setup phase.

Reporting of share ownership obligation

Shares held as of
December 31, 2024, in %
of target investmenta	End of setup phase

Withholding and clawback provisions apply to the STI and LTI. In the event that a Board member commits a serious infringement of the Code of Conduct of BASF Group or of due diligence obligations as a member of the management of the company, this provision allows for a reduction or cancellation of not yet paid variable compensation as well as the clawback of variable compensation paid out since January 1, 2018. In 2024, no use was made of the possibility to claw back, reduce or cancel the not yet paid variable compensation.

Dr. Markus Kamiethb
(Chairman of the Board of	59% of target		December 31, 2028
Executive Directors	investment met
since April 25, 2024)
Dr. Dirk Elvermann
(Member of the Board of	58% of target		December 31, 2027
Executive Directors	investment met
since April 27, 2023)
Michael Heinz
(Member of the Board of	86% of target		December 31, 2025
Executive Directors	investment met
since May 6, 2011)
Anup Kotharic, d
(Member of the Board of	84% of target		December 31, 2028
Executive Directors	investment met
since March 1, 2024)
Dr. Stephan Kothrade
(Member of the Board of	83% of target		December 31, 2027
Executive Directors	investment met
since March 1, 2023)
Dr. Katja Scharpwinkeld
(Member of the Board of	22% of target		December 31, 2028
Executive Directors	investment met
since February 1, 2024)

1. The number of shares to be held increased due to the rise in fixed salary following the reallocation of portions of company pension benefits as of January 1, 2024.
2. Dr. Markus Kamieth is subject to a new four-year setup phase until December 31, 2028, due to the appointemt as Chairman of the Board of Executive Directors.
3. Anup Kothari verified the required balance in the form of ADRs.
4. The share ownership obligation for members of the Board of Executive Directors begins for Anup Kothari and Dr. Katja Scharpwinkel in the year following their first appointment, i.e. for the first time on December 31, 2025.

Post-contractual non-compete clause

As of January 1, 2024, members of the Board of Executive Directors are subject to a post-contractual non-compete clause for a period of 12 months from the end of service. Members of the Board of Executive Directors are entitled to compensation for the duration of the non-compete clause. The amount of the non-compete compensation is equal to 50% of the annual target compensation, consisting of the fixed salary, the STI target amount and the LTI target amount.

In particular, the members of the Board of Executive Directors agree to not work for a company in the chemical industry that competes with at least one division of BASF SE for a period of 12 months from the end of service. If certain thresholds are met, income earned elsewhere is offset against the non-compete compensation. The members of the Board of Executive Directors are required to provide regular disclosures on income earned elsewhere. The company may unilaterally waive the post-contractual non-compete clause in writing at any time before the end of the service contract.

1 BASF ADRs (American Depositary Receipts); four BASF ADRs correspond to one BASF share.

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Caps on compensation (maximum compensation)

The total compensation is capped in accordance with the recommendation of the German Corporate Governance Code (GCGC) and the requirements of section 87a(1) sentence 1 AktG. By establishing

a maximum amount (cap) for the STI and the LTI, the amount of both variable compensation components is limited. The target and maximum compensation applicable from January 1, 2024, for members of the Board of Executive Directors is presented in the following overview:

€

		Member of the Board of		Vice Chairman of the Board of		Chairman of the Board of
		Executive Directors		Executive Directors		Executive Directors
		Target		Maximum		Target		Maximum		Target	Maximum
		compensation		compensation		compensation		compensation		compensation	compensation
Fixed salary	1,000,000	1,000,000	1,330,000	1,330,000	2,000,000		2,000,000
Regularly provided fringe benefits	50,000		100,000a	50,000		100,000a	50,000		100,000a
Company pension benefits	300,000	300,000	399,000	399,000	600,000		600,000
STI amount	1,000,000		2,000,000b	1,330,000		2,660,000b	2,000,000		4,000,000b
LTI amount	1,600,000		3,200,000b	2,128,000		4,256,000b	3,200,000		6,400,000b
Total compensation 2024	3,950,000	6,600,000	5,237,000	8,745,000	7,850,000		13,100,000

a This amount represents the maximum amount (200% of the target amount) in 2024 for regularly provided fringe benefits. For event-related fringe benefits, an additional maximum amount has been	defined: €500,000 for a member of	the
Board of Executive Directors, €533,000 for the Vice Chair of the Board of Executive Directors and €600,000 for the Chair of the Board of Executive Directors. For delegation-related fringe benefits,	an additional maximum amount for	a
member of the Board of Executive Directors has been set at €3,000,000.
b Corresponds to 200% of the annual target amount.

In the event that the Supervisory Board resolves to adjust the compensation amount prior to the next scheduled say on pay of the compensation system by the Annual Shareholders' Meeting in 2028, the following maximum compensation amounts would not be ex- ceeded:

€
			Member	Vice Chairman			Chairman
			of the Board of Executive Directors	of the Board of Executive Directors		of the Board of Executive Directors
Maximum compensation until next approval
of the compensation system by the Annual	7,500,000		9,975,000				15,000,000
Shareholders' Meetinga
a This amount contains the maximum amount (200% of the target amount) for regular fringe benefits. For event-related fringe benefits, an additional maximum amount has been	defined: €500,000 for a member of the	Board of Executive
Directors, €533,000 for the Vice Chair of the Board of Executive Directors and €600,000 for the Chair of the Board of Executive Directors. For delegation-related fringe benefits, an additional maximum amount for a	member of the
Board of Executive Directors has been set at €3,000,000.

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Variable compensation in 2024

Short-term incentive (STI) 2024

As of 2024, the STI amount is derived from the achievement of three financial targets and nonfinancial targets for the BASF Group, each weighted at 25% and reflecting the priorities of the Board of Executive Directors for the respective business year. The amount set for the three financial targets aligns with the 2024 outlook published in the Forecast and BASF's strategic objectives.

Target achievement for the STI is calculated by adding the weighted target achievements of the four individual targets. The payout is capped at 200% of the target amount. The actual STI amount is paid in May of the following year.

Financial targets

The following financial targets were defined for 2024 by the Supervisory Board based on BASF's steering concept:

• ROCE (25% weighting)
• EBITDA before special items (25% weighting)
• Cash flows from operating activities (25% weighting)

The target curve for ROCE was redefined for compensation for the Board of Executive Directors as of 2024. A range of +/-5 percentage points is set based on target ROCE. If target ROCE is outperformed by 5 percentage points, target achievement is 200% (maximum value). If target ROCE is underperformed by 5 percentage points, target achievement is 0% (minimum value). The Supervisory Board's previous option to determine a discretionary bonus factor if actual ROCE is below the minimum value no longer exists.

The BASF Group's ROCE in 2024 of 5.1% does not meet the target set at 11.0% or the minimum value, resulting in 0% target achievement.

The BASF Group's ROCE

(25% weighting)

200%

Actual value: 5.1%

• 0% target achievement

achievmentTarget	100%
	0%

6.0 %	Target ROCE	16.0%
(target ROCE	2024	(target ROCE
-5% points)	11.0%	+5% points)

The target curve for EBITDA before special items was set in a range between +/-€3,000 million based on the target. If the target is outperformed by €3,000 million, target achievement is 200% (maximum value). If the target is underperformed by €3,000 million, target achievement is 0% (minimum value).

The BASF Group's EBITDA before special items in 2024 of €7,858 million is below the defined target of €8,400 million and corresponds to a target achievement of 81.9%.

The BASF Group's EBITDA before special items (25% weighting)

200%

Actual value: €7,858 million

• 81.9% target achievement

achievement	81.9%
	100%
Target
	0%
	€5,400 million	Target	€11,400 million
	(target EBITDA before	EBITDA before	(target EBITDA before
	special items	special items 2024:	special items
	-€3,000 million)	€8,400 million	+€3,000 million)

The target curve for cash flows from operating activities was set in a range between +/-€3,000 million based on the target value. If the target is outperformed by €3,000 million, target achievement is 200% (maximum value). If the target is underperformed by €3,000 million, target achievement is 0% (minimum value).

The BASF Group's cash flows from operating activities in 2024 amounted to €6,946 million, which is above the defined target of €6,800 million and corresponds to a target achievement of 104.9%.

The BASF Group's cash flows from operating activities

(25% weighting)

200%

Actual value: €6,946 million

• 104.9 % target achievement

achievementTarget	104.9%
	100%
	0%

€3,800 million	Target cash flows	€9,800 million
(target cash flows	from operating activities	(target cash flows
from operating activities	2024: €6,800 million	from operating activities
-€3,000 million)		+€3,000 million)

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