7. Compensation of the Board of Directors and Executive Board subject to approval at the Annual General Meeting in 2026

7.1 Approval of maximum total compensation for the Board of Directors

The proposed maximum remuneration of the Board of Directors remains basically unchanged from the previous year’s proposal. The effectively higher fixed remuneration is related to the assumptions used to determine the imputed maximum value of the non-monetary value of the potential shares allocated under the voluntary share purchase programs. Maximum total compensation thus consists of the following components:

• Maximum fixed compensation of CHF 742 000 (previous period: CHF 742 000 approved)
• Maximum non-monetary benefit of CHF 100 000 applicable toward voluntary stock purchase programs (previous period: CHF 64 000 approved)
• Maximum employer contributions of CHF 32 000 for compulsory social insurance schemes (previous period: CHF 22 000 approved)

The Board of Directors proposes approval of maximum total compensation of CHF 874 000 (previous period: CHF 828 000 approved) for the Board of Directors for the term of office ending with the conclusion of the next Annual General Meeting. The payment will be made partly in Company shares and in cash.

7.2 Approval of the maximum total fixed compensation and long-term variable compensation for the Group Executive Board

Analogous to the Board of Directors, the fixed compensation includes a potential non-cash benefit arising from participation in voluntary share participation programs (restricted shares) granted at a discount. Fixed compensation for 2026 thus consists of the following components:

• Maximum fixed compensation of CHF 901 000 (2025: CHF 1 500 000);
• Maximum non-monetary benefit from voluntary stock purchase programs of a maximum of CHF 150 000 (2025: CHF 315 000);
• Maximum employer contributions of CHF 237 000 for compulsory social insurance schemes, as well as other insurance schemes and pension plans (2025: CHF 409 000).

The proposed amount of fixed compensation for the Group Executive Board for the 2026 financial year is thus CHF 1 288 000 (2025: 2 224 000). The changes shown are mainly due to the reduction in the number of members of the Group Executive Board.

As explained in section 4 «Compensation system framework», under item 4.2.2, the Board of Directors plans to introduce an option plan in 2026, for the members of the Group Executive Board, among others. The actual value («fair value») of the options to be granted to the members of the Group Executive Board at the time of grant must be approved by the General Meeting as long-term variable compensation. The amount proposed for approval therefore corresponds to the aggregate value of all options that may be granted to the members of the Group Executive Board in 2026. Subject to the approval by the Annual General Meeting of the necessary amendments to the Articles of Association, the Board of Directors proposes an amount of CHF 268 000 for long-term variable compensation (including employer contributions to statutory social security). Whether the long-term variable compensation can ultimately be realised and what actual employer contributions to statutory social security will be incurred depends on the performance of the company and the achievement of Bellevue Group AG's business objectives.

The Board of Directors proposes the approval of maximum total fixed and long-term variable compensation of CHF 1 556 000 (2025: CHF 2 423 000) that can be awarded and paid to the members of the Group Executive Board during the current 2026 fiscal year.

7.3 Approval of the total short-term variable compensation for the Group Executive Board

Subject to approval by the Annual General Meeting, the members of the Group Executive Board will be paid short-term variable compensation related to performance based on annually agreed targets and expectation. The following proposal is based on performance and target achievement in the 2025 fiscal year. The components and the calculation of the variable compensation for the Group Executive Board are described in section 4.2 and disclosed in section 6.2.

The Board of Directors proposes the approval of total short-term variable compensation of CHF 668 000 (2024: CHF 1 021 000) for the Group Executive Board for the 2025 financial year.