Corporate Governance

JENOPTIK AG welcomes the German Corporate Governance Code, which is in the economic interests of Germany and of the companies, and which will contribute towards increasing the trust of investors in the German economy in Germany and abroad. JENOPTIK AG is aware of the significance of investor trust and has maintained an open and transparent corporate style from the very beginning.

Corporate Governance

According to § 161, Para. 1, Sent. 1 of the German Stock Corporation Act the Executive Board and the Supervisory Board of a listed company are required to issue an annual declaration that the recommendations of the “Governmental Commission on the German Corporate Governance Code” as published by the Federal Ministry of Justice in the official section of the Federal Gazette have been and are complied with or to indicate which recommendations have not been or are not applied and why not.

The Executive Board and Supervisory Board of JENOPTIK AG support the recommendations of the "Governmental Commission on the German Corporate Governance Code".

Please note: On March 24, 2021 the Supervisory Board agreed on an adjusted remuneration system for the members of the Executive Board which takes into account both the requirements of ARUG II and the recommendations of the German Corporate Governance Code.

Corporate Governance Statement

The Corporate Governance Statement in accordance with §§ 289 f, 315 d of the German Commercial Code is an unaudited part of the Combined Management Report. It contains the Declaration of Conformity in accordance with § 161 of the German Stock Corporation Act (AktG), information on methods of corporate governance, a description of the procedures of the Executive Board and Supervisory Board, the structure and working methods of the committees of the Supervisory Board, the specification of the target figures for the proportion of women in the company as well as a description of the diversity concept followed for composition of the Executive and Supervisory Boards.

Directors’ Dealings

Date	Name	Position	Buy/Sell	Number	Price/Currency	Business Volume	Financial instrument	ISIN
15.06.2016	Mag. Brigitte Ederer	Aufsichtsrat	Buy	1.000	14,255 Euro	14.255,05 Euro	Aktie	DE0006229107
08.07.2014	Rudolf Humer	Aufsichtsrat	Buy	10.000	11,46 Euro	114.600,00 Euro	Aktie	DE0006229107
24.06.2014	Mag. Brigitte Ederer	Aufsichtsrat	Buy	1.900	11,98 Euro	22.762,00 Euro	Aktie	DE0006229107
16.10.2013	Mag. Brigitte Ederer	Aufsichtsrat	Buy	4.160	11,99 Euro	49.878,40 Euro	Aktie	DE0006229107
19.07.2012	Mag. Brigitte Ederer	Aufsichtsrat	Buy	3.940	5,00 Euro	19.700,00 Euro	Aktie	DE0006229107

JENOPTIK AG
Carl-Zeiß-Straße 1
07743 Jena

Executive Board

Dr. Stefan Traeger – President & CEO of JENOPTIK AG

Dr. Stefan Traeger has been the Chairman of the Executive Board of JENOPTIK AG since May 1, 2017. He is responsible for the divisions (operational business) and the regions as well as for the areas of Corporate Development (Strategy, Mergers & Acquisitions, Innovation), Corporate Communication, Investor Relations, Legal, Compliance & Risk, ESG (Environment, Social, Governance) & CSR (Corporate Social Responsibility) and, as Human Resources Director, for HR. More

Hans-Dieter Schumacher – Chief Financial Officer of JENOPTIK AG

Hans-Dieter Schumacher has been Chief Financial Officer (CFO) of JENOPTIK AG since April 1, 2015. He is responsible for the areas of Finance & Controlling (Corporate & Divisional), General Procurement, Treasury, Tax, IT & Data Security as well as Corporate Real Estate Management and Internal Audit. More

The current remuneration system for the members of the Executive Board of JENOPTIK AG was approved by the Annual General Meeting on June 9, 2021 with a majority of 75.96 percent.

Supervisory Board

(as at April 2022)

Matthias Wierlacher, Chairman of the Supervisory Board
Chairman of the Executive Board of Thüringer Aufbaubank

Stefan Schaumburg , Deputy Chairman of the Supervisory Board*
Head of the Functional Department and Secretary of the Management Board of the IG Metall Union, Frankfurt

Astrid Biesterfeldt*
Director Corporate Development at JENOPTIK Advanced Systems GmbH, Hamburg

Evert Dudok
Executive Vice President Connected Intelligence at Airbus, Munich

Elke Eckstein
CEO Enics AG, Zurich, Switzerland

Prof. Dr. Ursula Keller
Professor at the federal technical university of Zurich („ETH Zurich“), department physics

Thomas Klippstein*
Chairman of the group's works' council of JENOPTIK AG, Jena

Dörthe Knips*
Chairman of the works' council of JENOPTIK Laser GmbH, Jena

Alexander Münkwitz*
Chairman of the Works Council of JENOPTIK AG

Doreen Nowotne
Independent management consultant, Hamburg

Mag. Heinrich Reimitz
Member of the Management at HPS Holding GmbH, Austria)

Frank-Dirk Steininger
Regional Secretary of the IG Metall Union, District Management "Mitte" Frankfurt/Main

* employee representative

The remuneration as well as the current remuneration system for the members of the Supervisory Board of JENOPTIK AG, on which the remuneration is based, was confirmed by the Annual General Meeting on June 9, 2021 with a majority of 99.58 percent.

Remuneration

Code of Conduct

The Code of Conduct is a binding guideline for law-abiding and responsible conduct within the Jenoptik-Group.

In order to ensure a high level of integrity as well as of ethical and legal standards within the Group and to maintain Jenoptik's reputation at all times, the Code of Conduct summarizes principles of behavior we have always taken for granted. It contains minimum standards that are binding upon all Jenoptik employees in the world.