1.3 Election, composition and working methods of the Compensation Committee

The Compensation Committee consists of three to six members who are elected individually each year by the Annual General Meeting. If the Committee falls below the minimum of three members, the Board of Directors nominates a member or members from among its number until the conclusion of the next Annual General Meeting. The Board of Directors appoints the Chair of the Compensation Committee, which constitutes itself. If elected to the Compensation Committee by the Annual General Meeting, the Chair of the Board of Directors has no voting rights. The Chair of the Board of Directors recuses themselves when changes in their own remuneration are discussed or decided upon. The Group CEO, Group CPO, Group Head of Rewards & Recognition and Head of Group Security & Corporate Affairs in their capacity as Secretary of the Board attend the meetings in an advisory capacity. Agenda items that exclusively concern the Board of Directors are discussed without the Group CEO and Group CPO present, who also recuse themselves if their own remuneration is under discussion. Other members of the Board of Directors, auditors or internal and external experts may be called upon to attend the meetings in an advisory capacity. Minutes are kept of the meetings, which are provided to the members of the Committee and to other members of the Board of Directors on request. The Chair of the Compensation Committee reports to the Board of Directors on Committee activities. The meetings of the Compensation Committee are generally held in February, June and December, with further meetings convened as required. The Compensation Committee did not request the presence of external consulting companies during the year under review.

These details are governed by Article 7.5 of the Articles of Incorporation, the Organisational Regulation and the Regulation of the Compensation Committee.

See Guiding Principles

The members of the Compensation Committee neither work nor have worked for Swisscom in an executive capacity, and have no significant commercial links with Swisscom Ltd or the Swisscom Group. There are customer and supplier relationships between the Swiss Confederation and Swisscom, details of which are provided in Note 6.2 to the consolidated financial statements Note 6.2 to the consolidated financial statements.

The following table gives an overview of the composition of the Compensation Committee, Committee meetings and circular resolutions in 2025.