THE CHAIR OF THE COMPENSATION COMMITEE.

The year 2024 was particularly challenging for Tecan due to a difficult market environment, which led to a significant and unexpected decline in revenues. This had a direct impact on the overall compensation levels across various management levels, including the Management Board. In the following pages, we present Tecan's Compensation Report for the financial year 2024. 

Our aim is to provide you with insights into our compensation principles and system. You will notice that our compensation system is closely aligned with our business performance. In recent years, Tecan's above-target business performance was reflected in the payout levels of variable pay and long-term incentives for the Management Board. Consequently, as you will see in this report, the variable compensation and long-term incentive payouts in 2024 mirror the shortfall in our business performance. This outcome demonstrates that our short- and long-term incentives are aligned with our business results and the interests of our shareholders.

Building on the efforts started in 2023, we continue to seek the opinions and expectations of both investors and proxy advisors regarding our Compensation Report. Your feedback has led to the implementation of several new measures related to our policy and the content of this report. We are focusing on three key areas: shareholder engagement, transparency, and participation. We have already observed positive results, as reflected in the increased acceptance rate of the Compensation Report at our Annual General Meeting in 2024, and we are committed to continuing this path of improvement. 

After introducing minimum shareholding requirements for the Management Board in 2023, we have now, after careful deliberation, decided to implement similar requirements for the Board of Directors in 2024. 

What remained stable this year is our overall compensation approach. We continue to maintain a harmonized short-term incentive plan with a standard set of group-wide strategic targets for senior management. This incentive plan has proven to be an effective tool, even in challenging times, for fostering collaboration and guiding the entire company in a unified direction. We will also continue to provide additional information on target definitions and actual achievement levels for our short-term incentive programs.

It is important to us that all shareholders use the opportunity to be heard. Therefore, we encourage you to participate in the 2025 Annual General Meeting and contribute to the dialogue on executive compensation.

Business performance in 2024 was subdued and largely reflected the challenging market environment. Most of the preset targets for short-term variable cash compensation were not met, resulting in an overall target achievement of only 30.2%. This report details how company results influenced the compensation awarded to Management Board members under the incentive plans. 

The Compensation Committee carried out its regular activities during 2024. These included setting performance goals at the beginning of the year, conducting the corresponding performance assessment of the Management Board at year-end, determining compensation for the members of the Management Board and the Board of Directors, and preparing the Compensation Report and the "say-on-pay" vote for the Annual General Meeting of Shareholders.

We transparently share detailed information regarding the compensation system and the compensation awarded to the Board of Directors and the Management Board. Specifically, we provide details on:

• Governance: compensation decisions, including the role of shareholders, the Compensation Committee, and external advisors
• Compensation model of the Board of Directors: the split between the fixed basic fee and the committee fees
• Compensation model of the Management Board: a description of the incentive plan performance criteria, their weights, and a performance assessment for each goal at the end of the respective performance period
• Compensation table of the Management Board: including the compensation granted (and the compensation realized) in the reporting year

This Compensation Report will be submitted to an advisory vote at the upcoming Annual General Meeting. Shareholders will also be asked to vote on the maximum aggregate amount of compensation for the Board of Directors for the term of office from the 2025 Annual General Meeting until the 2026 Annual General Meeting, and on the maximum aggregate amount of compensation for the Management Board for the financial year 2026.

We hope that you find this report informative. We are confident that our compensation system rewards performance in a balanced and sustainable manner and is aligned with shareholders’ interests. On behalf of the Board of Directors, I would like to thank you for your continued support.

Dr. Christa Kreuzburg
Chair of the Compensation Committee