7.1 Board of Directors compensation
The tables in this section are audited by the external auditor.
The following table shows the compensation for the individual members of the Board of Directors for the 2024/25 financial year (10 members from the 2024 AGM) and for the 2023/24 financial year (9 members). The total compensation in the 2024/25 financial year was CHF 3.3 million (2023/24: CHF 3.1 million).
Board of Directors compensation for the Financial Year
in CHF | 2024/25 | |||||||||
Cash retainer (fixed fee) | Total cash compensation | Grant value of restricted shares | Total compensation | Employer's social insurance contribution (AHV/ALV)1) | ||||||
Robert F. Spoerry 2) Chair of the Board of Directors | 430,000 | 430,000 | 369,953 | 799,953 | 44,588 | |||||
Stacy Enxing Seng Vice-Chair of the Board of Directors Member of the Nomination and Compensation Committee | 135,000 | 135,000 | 159,919 | 294,919 | 18,448 | |||||
Gregory Behar Member of the Audit Committee | 120,000 | 120,000 | 159,919 | 279,919 | 17,475 | |||||
Lynn Dorsey Bleil Member of the Audit Committee | 120,000 | 120,000 | 159,919 | 279,919 | 17,475 | |||||
Lukas Braunschweiler Member of the Nomination and Compensation Committee | 120,000 | 120,000 | 159,919 | 279,919 | 348,913 | |||||
Roland Diggelmann Chair of the Nomination and Compensation Committee | 140,000 | 140,000 | 159,919 | 299,919 | 18,773 | |||||
Julie Tay Member of the Nomination and Compensation | 120,000 | 120,000 | 159,919 | 279,919 | 17,204 | |||||
Ronald van der Vis Member of the Audit Committee | 120,000 | 120,000 | 159,919 | 279,919 | 17,475 | |||||
Adrian Widmer Chair of the Audit Committee | 140,000 | 140,000 | 159,919 | 299,919 | 18,773 | |||||
Gilbert Achermann Member of the Board of Directors | 83'3333) | 83'3333) | 159,919 | 243,252 | 15,068 | |||||
Total | 1,528,333 | 1,528,333 | 1,809,224 | 3,337,557 | 534,192 | |||||
The compensation shown in the table above is gross and based on the accrual principle.
1)Employer social security contributions on cash retainer, restricted shares granted during the financial year as well as stock options exercised during the financial year
2)Including NCC and AC work and attendance.
3)Pro-rated for the period AGM 2024 to 31, March 2025.
in CHF | 2023/24 | |||||||||
Cash retainer (fixed fee) | Total cash compensation | Grant value of restricted shares | Total compensation | Employer's social insurance contribution (AHV/ALV)1) | ||||||
Robert F. Spoerry 2) Chair of the Board of Directors | 430,000 | 430,000 | 369,808 | 799,808 | 45,208 | |||||
Stacy Enxing Seng Vice-Chair of the Board of Directors Member of the Nomination and Compensation Committee | 135,000 | 135,000 | 159,924 | 294,924 | 18,680 | |||||
Gregory Behar Member of the Audit Committee | 116,667 | 116,667 | 159,924 | 276,591 | 17,474 | |||||
Lynn Dorsey Bleil Member of the Audit Committee | 120,000 | 120,000 | 159,924 | 279,924 | 17,693 | |||||
Lukas Braunschweiler Member of the Nomination and Compensation Committee | 123,333 | 123,333 | 159,924 | 283,258 | 301,538 | |||||
Roland Diggelmann Chair of the Nomination and Compensation Committee | 136,667 | 136,667 | 159,924 | 296,591 | 18,789 | |||||
Julie Tay Member of the Nomination and Compensation | 116,667 | 116,667 | 159,924 | 276,591 | 17,202 | |||||
Ronald van der Vis Member of the Audit Committee | 120,000 | 120,000 | 159,924 | 279,924 | 17,693 | |||||
Adrian Widmer Chair of the Audit Committee | 140,000 | 140,000 | 159,924 | 299,924 | 19,009 | |||||
Total (active members) | 1,438,333 | 1,438,333 | 1,649,202 | 3,087,535 | 473,288 | |||||
Jinlong Wang | 16,667 | 16,667 | 16'6674) | 911 | ||||||
Total (including former members) | 1,455,000 | 1,455,000 | 1,649,202 | 3,104,202 | 474,199 | |||||
The compensation shown in the table above is gross and based on the accrual principle.
1)Employer social security contributions on cash retainer, restricted shares granted during the financial year as well as stock options exercised during the financial year.
2)Including NCC and AC work and attendance.
7.1.1 Approved versus expected total compensation for the members of the Board of Directors
The total compensation paid to the Board of Directors for the period from the 2024 AGM to the 2025 AGM is expected to be CHF 3.3 million. The total compensation is within the limit of CHF 3.5 million approved by the 2024 AGM.
Approved versus expected total compensation for the members of the Board of Directors
in CHF 1,000 | Approved for AGM 2023 - AGM 2024 | Effective for AGM 2023 - AGM 2024 | Approved for AGM 2024 - AGM 2025 | Expected for AGM 2024 - AGM 2025 | ||||
AGM approval year | 2023 | 2024 | ||||||
Total compensation | 3,230 | 3,100 | 3,500 | 3,360 | ||||
Breakdown total compensation: | ||||||||
Fixed fees including expenses | 1,510 | 1,450 | 1,610 | 1,550 | ||||
Grant value of restricted shares | 1,720 | 1,650 | 1,890 | 1,810 | ||||
Number of members of the Board of Directors | 9 | 9 | 10 | 10 | ||||
7.1.2 Other compensation, loans, and credit for current and former members of the Board of Directors and related parties
No other compensation was paid to current members of the Board of Directors for additional services beyond the total compensation disclosed in the tables above. No other compensation was paid to former members of the Board of Directors beyond the total compensation disclosed in the tables above.
In the year under review, no payments were made to individuals who are closely related to any current or former member of the Board of Directors.
No loans were granted by Sonova or any other Group company to current or former members of the Board of Directors in the 2024/25 financial year, and no such loans were outstanding as of March 31, 2025. Furthermore, neither Sonova nor any other Group company has granted any loans to related parties of current or former members of the Board of Directors.
7.1.3 Outside mandates
As of March 31, 2025, the members of the Board of Directors held the following mandates outside Sonova:
2024/25 | ||||||||
Listed companies | Function | Other mandates | Function | |||||
Robert F. Spoerry | Bystronic Holding AG | Member of the Board of Directors | n.a. | n.a. | ||||
Stacy Enxing Seng | LivaNova Inc. | Member of the Board of Directors | Cala Health | Chair of the Board of Directors | ||||
Contego Inc. | Executive Chair of the Board of Directors | |||||||
Corza Inc. | Member of the Board of Directors | |||||||
Imperative Care | Member of the Board of Directors | |||||||
Lightstone Ventures | Operating Partner | |||||||
Gregory Behar | n.a. | n.a. | Recipharm AB | CEO | ||||
Amazentis SA | Member of the Board of Directors | |||||||
New Biologix | Member of the Board of Directors | |||||||
Lynn Dorsey Bleil | Alcon Inc. | Member of the Board of Directors | Intermountain Healthcare Wasatch Back Hospitals Community Board | Chair | ||||
Amicus Therapeutics Inc. | Member of the Board of Directors | |||||||
Lukas Braunschweiler | Tecan Group AG | Chair of the Board of Directors | n.a. | n.a. | ||||
Roland Diggelmann | Mettler Toledo International Inc. | Chair of the Board of Directors | Berlin Heals AG | Member of the Board of Directors | ||||
HeartForce AG | Member of the Board of Directors | |||||||
Navignostics AG | Member of the Board of Directors | |||||||
Osler Diagnostics Ltd. | Member of the Board of Directors | |||||||
Julie Tay | EBOS Group Ltd. | Member of the Board of Directors | n.a. | n.a. | ||||
Ronald van der Vis | n.a. | n.a. | Industry Advisor | Operating Partner, Co-Investor | ||||
European Dental Group | Chair of the Supervisory Board | |||||||
Equipe Zorgbedrijven | Chair of the Supervisory Board | |||||||
United Veterinary Care | Chair of the Supervisory Board | |||||||
HEMA BV | Member of the Supervisory Board | |||||||
Adrian Widmer | Sika AG | Group CFO | n.a. | n.a. | ||||
Gilbert Achermann | Ypsomed Group | Member of the Board of Directors | Unilabs Group | Chair of the Board of Directors | ||||
Greentech | Member of the Board of Directors | |||||||
IMD Lausanne | Vice Chair of the Supervisory Board | |||||||
SwissMedtech Association | Vice Chair |
2023/24 | ||||||||
Listed companies | Function | Other mandates | Function | |||||
Robert F. Spoerry | Bystronic Holding AG | Member of the Board of Directors | n.a. | n.a. | ||||
Mettler Toledo International Inc. | Non-executive Chair of the Board of Directors | |||||||
Stacy Enxing Seng | LivaNova Inc. | Member of the Board of Directors | Cala Health | Chair of the Board of Directors | ||||
Contego Inc. | Executive Chair of the Board of Directors | |||||||
Corza Inc. | Member of the Board of Directors | |||||||
Imperative Care | Member of the Board of Directors | |||||||
Lightstone Ventures | Operating Partner | |||||||
Gregory Behar | n.a. | n.a. | Recipharm AB | CEO | ||||
Amazentis SA | Member of the Board of Directors | |||||||
New Biologix | Member of the Board of Directors | |||||||
Lynn Dorsey Bleil | Alcon Inc. | Member of the Board of Directors | Intermountain Healthcare Wasatch Back Hospitals Community Board | Chair | ||||
Stericycle Inc. | Member of the Board of Directors | |||||||
Amicus Therapeutics Inc. | Member of the Board of Directors | |||||||
Lukas Braunschweiler | Tecan Group AG | Chair of the Board of Directors | n.a. | n.a. | ||||
Roland Diggelmann | Mettler Toledo International Inc. | Member of the Board of Directors | Berlin Heals AG | Member of the Board of Directors | ||||
HeartForce AG | Member of the Board of Directors | |||||||
Navignostics AG | Member of the Board of Directors | |||||||
Osler Diagnostics Ltd. | Member of the Board of Directors | |||||||
Julie Tay | EBOS Group Ltd. | Member of the Board of Directors | n.a. | n.a. | ||||
Ronald van der Vis | n.a. | n.a. | Industry Advisor | Operating Partner, Co-Investor | ||||
European Dental Group | Chair of the Supervisory Board | |||||||
Equipe Zorgbedrijven | Chair of the Supervisory Board | |||||||
United Veterinary Care | Chair of the Supervisory Board | |||||||
HEMA BV | Member of the Supervisory Board | |||||||
Adrian Widmer | Sika AG | Group CFO | n.a. | n.a. |