Slides
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Corporate Governance Roadshow 2026 Svein Richard Brandtzaeg Chairman of the Board of Directors
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Agenda dormakaba - Corporate Governance Roadshow - 2026 2 01 Introduction 02 Strategy & Outlook 03 Board of Directors 04 Compensation System 05 Sustainability
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01 Introduction 333dormakaba - Corporate Governance Roadshow - 2026
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Highlights dormakaba - Corporate Governance Roadshow - 2026 4 Introduction Corporate Governance Remuneration Sustainability • Simplification of ownership structure proposed at the upcoming AGM on 20 October 2026 • Board of Directors to be reduced from 10 to 8; Ilias Läber and Michael Regelski will not be standing for re-election • All other members will stand for re-election for another term of office • Dividend of CHF 0.95 per share (an increase of 3.3%) proposed for FY 2025/26 • dormakaba to continue on the path of aligning remuneration disclosure to shareholder feedback • For financial year 2025/26: no discretionary adjustments in STI and further improvement of disclosure • Outlook for financial year 2026/27: • STI: introduction of individual functional scorecard to enhance accountability for key strategic priorities • LTI: move to relative performance measurement for all financial metrics; introduce strategy-aligned metrics • Decarbonization & climate risk: Scope 1+2 emissions down ~1.4% YoY; key Scope 3 categories down ~1.2% / physical climate risk management moved into implementation, with site scorecards and mitigation recommendations issued • Reporting & ratings: second year of ESRS-aligned reporting, with Scope 1–3 GHG emissions externally assured / continued external recognition, including EcoVadis Platinum (Top 1%), CDP Climate A List and FT/Statista Europe's Climate Leaders 2026
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A leading global provider in access solutions market… Offices81 Plants27 net sales FY 2025/26 years of experience 160 employees >15k countries served through partners >130 CHF 2.8 bn 5 Introduction dormakaba - Corporate Governance Roadshow - 2026
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Entrance Automation Entrance Security Escape and Rescue Lodging Systems Electronic Access & Data Safe Locks Access Hardware Solutions (AHS) Access Automation Solutions (AAS) Access Control Solutions (ACS) Consulting and Planning Implementation Commissioning Maintenance Services Movable Walls Key Systems OEM Key & Wall Solutions and OEM (KWO) Key competence Mechanical Electromechanical Digital …with a comprehensive solutions offering ~30% ~20% ~20% ~15% ~15% Door Closers Architectural Hardware Mechanical Key Systems % of FY 2024/25 net sales One-stop-shop with comprehensive products and solutions offering under one dormakaba brand umbrella 6 Introduction dormakaba - Corporate Governance Roadshow - 2026
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Ownership structure simplification proposed at AGM 7 From To Benefits: Ownership and economic interest aligned at the level of dormakaba Holding AG Reduced tax leakage and improve flexibility in cash management and profit distribution Increased strategic and financing flexibility and debt capacity Enhanced capital markets profile and increased trading liquidity Creation of capital contribution reserves of ~CHF 2bn Introduction dormakaba - Corporate Governance Roadshow - 2026
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Ownership structure simplification - details 8 Contribution in kind. The Mankel family to contribute its 47.5% into dk KGaA in exchange for newly issued company shares Fairness opinion confirms the financial fairness of the transaction Each share to represent the full economic interest in the Group, vs 52.5% today The Mankel family and the Kaba pool shareholders agreed to terminate the Pool agreement upon completion of the transaction Introduction dormakaba - Corporate Governance Roadshow - 2026 Transaction is subject to shareholder approval at AGM , 20 October 2026, for: Capital increase: 2/3 majority of votes present required Opting out: 2/3 majority of votes present and majority of minority required New opting out. Exempts the Mankel family from the obligation to make a mandatory public tender offer, confirmed by Swiss Takeover Board Relationship agreement. Mankel family commits not to increase its shareholding >57% for a period of 15 years Mankel family to be entitled to nominate no more than half of the Board members The Chair of the Board of Directors to remain independent and have the casting vote Next steps: Key facts:
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02 Strategy & Outlook 9dormakaba - Corporate Governance Roadshow - 2026
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Two years of consistent delivery and disciplined execution 10 Elevate performance S4G overachieved savings of CHF 235m realized, 16.1% adj. EBITDA margin for the first time for the Group Strengthened local -for-local footprint dbs centers of excellence well established, Nogales plant inaugurated, Sofia to commission Oct 2026 Commercial transformation first savings realized, on track to deliver by 2027/28 Reduce complexity Active portfolio management 4 divestments & exit from Russia Product portfolio streamlining on track consolidation of door closer and Access Control solutions well underway, new Product Management and Development organization established From Push to Pull improved demand planning, delivery performance and inventories, value-based sourcing implemented Innovate & grow Focused and targeted go -to-market strengthened verticals, strong pipeline with early lighthouse wins US growth plan and strategy by product defined and progressing well, first achievements in hardware & automatics, new leadership in place Expanding through targeted M&A 13 transactions accomplished to strengthen product portfolio & key verticals Sustainability Further value creation opportunity Strategy & Outlook dormakaba - Corporate Governance Roadshow - 2026
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First time adj. EBITDA margin of 16.1% – milestone reached Strategy & Outlook Well on track CHF 40m Commercial transformation CHF 10m Door closer complexity reduction by 2027/28 Well on track CHF 40m Commercial transformation CHF 10m Door closer complexity reduction by 2027/28 CHF 235m Cumulative from FY 2023/24 Savings delivered + FY 21/22 FY 22/23 FY 23/24 FY 24/25 FY 25/26 14.7% 15.5% 16.1% 13.5% 13.5% 11dormakaba - Corporate Governance Roadshow - 2026
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12 >3% Organic net sales growth >11% Operating profit margin 10.5-11.5% Operating cash flow margin Outlook 2026/27 All targets provided for 2026/27 are based on IFRS18 12 Strategy & Outlook dormakaba - Corporate Governance Roadshow - 2026
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03 Board of Directors 13dormakaba - Corporate Governance Roadshow - 2026
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Board of Directors for re-election at AGM 2026 14 Board of Directors Committees Current Audit Thomas Aebischer (Chair), Jens Birgersson, Hans Gummert Nomination & Compensation Svein Richard Brandtzaeg (Chair), Stephanie Brecht-Bergen, Kenneth Lochiatto, Ines Pöschel No change in committee composition for AGM 2026dormakaba - Corporate Governance Roadshow - 2026 Ines Pöschel Svein Richard Brandtzæg Chair Kenneth Lochiatto Vice-Chair Jens Birgersson Stephanie Brecht - Bergen Marianne Janik Hans Gummert Jens Birgersson Thomas Aebischer
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15 Board of Directors Public / Private Company CEO Has been the CEO of a publicly traded company (or a private company of comparable scale and complexity) Financial Experience (i) developing, executing or overseeing financial strategy for a publicly traded or privately held company or for a venture or investment fund, or (ii) overseeing the preparation, audit or evaluation of financial statements of a publicly traded company (in all cases of company of comparable scale and/or complexity) Industry Experience in, and broad understanding of, the access solutions market and industry or in closely related industries Corporate Responsibility Had direct responsibility for, or obtained special certification in, environmental, social and governance matters and corresponding regulations Securities / Legal Had direct responsibility for, or oversight of, US or Swiss securities compliance (including public company accounting) and/or public company legal representation Commercialization / Marketing Experience developing effective and strategic commercial strategies or distinctive brands, including product launches, market development, geographical expansion and lifecycle strategies in a company of comparable scale and complexity Digital Practical experience or deep knowledge of data analytics, artificial intelligence or digital commerce or is proficient in one or more applications of such areas Talent Management Had direct responsibility for human capital management, including leadership development, succession planning, executive compensation, corporate culture, inclusion as demonstrated by experience as CEO, CHRO or Chair of a related board committee Technology / Cybersecurity Had direct responsibility for, or oversight of, information technology operations and/or cybersecurity risk management for a publicly traded company (or a private company of comparable scale and complexity) Public Company Board Served, or is currently serving, on a public company board as an independent or executive director (does not include service on dormakaba BoD) M&A / Business Development & Licensing Had responsibility for mergers, acquisitions, licensing transactions, divestitures, joint ventures and other collaborations Definition of dormakaba BoD Skills dormakaba - Corporate Governance Roadshow - 2026
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Further standard agenda topics: BoD process / how do we ensure effective supervision Main topics of each ordinary BoD meeting: 16 Board of Directors Strategy definition State of the business (performance & forecasts) Projects update Reports by the Chairs of the committees In FY 25/26 the BoD held 6 ordinary meetings Report on strategic topics Succession plan at BoD and EC level Financial statements and Sustainability report Annual budget and medium- term plan AGM agenda & motions Annual BoD schedule ESG Update (1x year) Cyber and Information Security Update (1x year) Regular updates: Global Functions Innovation and Product DevelopmentBi-monthly update and implementation progress of strategy S4G Technology / Cyber security dormakaba - Corporate Governance Roadshow - 2026
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BoD renewal / succession planning 17 Board of Directors Continuous revision of required skills of BoD Continuous evaluation of skills of BoD members Selection of suitable BoD members for re-/election 8 current BoD members will be standing for re-election at the AGM 2026 dormakaba - Corporate Governance Roadshow - 2026
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04 Compensation System 18dormakaba - Corporate Governance Roadshow - 2026
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Shareholder Engagement dormakaba - Corporate Governance Roadshow - 2026 19 Compensation System Concerns raised Resolution • Limited disclosure of STI performance targets • Limited disclosure of LTI performance outcomes • No disclosure of CEO-to-employee pay ratio • Requests for increased transparency regarding individual executive compensation disclosure • STI performance achievements (ex post) and resulting payout per metric are provided. Further disclosure (ex ante) is considered commercial sensitive and potential competitive disadvantage. • LTI performance targets, payout calculations and vesting levels are disclosed • Disclosure of CEO-to-employee pay ratio in accordance with applicable legal and regulatory requirements • The NCC regularly reviews remuneration disclosure practices and continues to enhance transparency where appropriate while remaining aligned with Swiss market practice Comments • Compensation report 2025/26 See mock-up STI disclosure (slide 19) • Compensation report 2025/26 See mock-up LTI disclosure (slide 20) • NCC continues to monitor developments, among others related to the EU Corporate Sustainability Reporting Directive implementation DisclosureEC Compensation
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Disclosure of STI achievements by metric (ex post) Performance Indicators Achievement Payout Factor Threshold Target Maximum Organic net sales growth (50%) xx.x% xx.x% Adjusted EBITDA margin (25%) yy.y% yy.y% Adjusted NCOA margin (25%) zz.z% zz.z% Total weighted achievement aa.a% dormakaba - Corporate Governance Roadshow - 2026 20 Compensation System slider visual for each metric Mock-up table
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Grant Performance Objectives Definition Target Achievement Performance & Vesting Factor Sep-2022 rTSR […] […] […] […] EPS […] […] […] […] Total Overall Vesting Factor Sep-2021 rTSR […] […] […] […] EPS […] […] […] […] Total Overall Vesting Factor Year-over-Year Progression of LTI Performance dormakaba - Corporate Governance Roadshow - 2026 21 Compensation System Mock-up table Vesting of the LTI in 2024: Performance Share Units granted under the LTI in 2021 Vesting of the LTI in 2025: Performance Share Units granted under the LTI in 2022 Enhanced year-over-year view for trend comparison
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Remuneration Highlights FY 2025/26 and Outlook FY 2026/27 dormakaba - Corporate Governance Roadshow - 2026 22 Compensation System FY 2025 / 2026 FY 2026 / 2027 STILTI • Reviewed compensation framework and concluded it remains well aligned with business strategy, prevailing market standards and stakeholder expectations • No structural changes implemented during the reporting year • Maintain combination of organic revenue, profitability and cash flow generation • Adjust metric definitions to align with adoption of the IFRS accounting standards • Introduce individual functional scorecard to enable individual payout differentiation and enhance accountability for key strategic priorities • Introduce Total Revenue Growth metric to reflect long-term ambition of gaining relative market share through both organic and inorganic growth • Replace EPS with ROCE as a more appropriate proxy for capital efficiency • Shift to a relative performance measurement of all financial metrics against a customized peer group • Review of peer group for Board and CEO benchmarking purposes • Evolve to standard pay mix by organizational level by expressing STI and LTI target opportunities as percentage of the annual base salary • Reviewed LTI performance indicator landscape for continued alignment with long-term strategic priorities, applicable as of next grant cycle • Refined STI framework for more operationally focused performance measure • Adjusted indicator weighting to better reflect top-line organic growth strategy General
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To ensure their independence, members of the Board of Directors receive a fixed compensation paid in cash and restricted shares dormakaba - Corporate Governance Roadshow - 2026 23 Compensation System Board of Directors - Compensation Architecture *To be attained within three years after election to the Board; following the share split approved at the Annual General Meeting held on 21 October 2025, the minimum shareholding requirement was adjusted from 500 shares to 5,000 shares Basic compensation for Board membership Additional compensation for Committees / additional functions In cash and shares (blocked for three years) In cash + Share ownership guideline: min. 5,000 shares* +
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The compensation for the EC consists of several elements Executive Committee - Compensation Architecture (1/2) Compensation System Total remuneration Non-cash and/or non-current income Pension Benefits Protect against risks (retirement, death, disability, healthcare) Total direct compensation Long-term incentive LTI Align with shareholders’ interests Reward for long-term value creation Total cash Regular annual income STI Reward for annual business performance Base salary Pay for the function (scope, responsibilities, skills) + Share ownership guideline* • CEO: min. 300% of annual base salary • EC member: min. 200% of annual base salary Market competitiveness Positioning at 80% to 135% of relevant market benchmark (median) Pay Mix The variable component (STI and LTI) of compensation is targeted to make up for at least 50% of the overall compensation for EC members. Thereof, the equity- based compensation opportunity is at least 30% of the total direct compensation * Ownership level needs to be achieved at the end of the fiscal year in which five years of EC membership is reached dormakaba - Corporate Governance Roadshow - 2026 24
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The compensation system for the EC is well balanced in terms of mix between cash and equity, performance conditions and maximum payout opportunities Executive Committee - Compensation Architecture (2/2) dormakaba - Corporate Governance Roadshow - 2026 25 Compensation System Timeline of payment Performance indicators Cap Benefits In kind PSU: Relative TSR Earnings per share (EPS) ESG KPIs (as of LTI grant 2023) Grant size: Target amount based on role, market competitiveness and pay mix policy Pension Pension LTI PSUs Shares unrestricted PSU vesting: Minimum: 0 Maximum 200% of units granted STI Cash Growth Profitability Return Target Amount Target amount based on role, market competitiveness and pay mix policy Base salary Cash Payout Minimum payout: 0 Target payout: based on ambitious budget Maximum payout: 200% of STI target Year 1 Year 2 Year 3 Year 4 Retirement Age
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05 Sustainability 26dormakaba - Corporate Governance Roadshow - 2026
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27 Sustainability Report FY 2025/26 People -40% drop in the recordable injury rate vs. FY 2020/21 Planet 30% increase in EV/hydrogen fleet in Germany, France and UK (vs. 16% PY) Partnerships 47% of high-priority supplier corrective actions closed (vs. 5% in PY) 58% of our paper, wood and carton purchase is from responsible forestry sources (vs. 33% in PY) -74% less waste sent to landfill vs. FY 2020/21 Key progress in FY 2025/26 8 internal audits in own operations (vs. 5 in PY), mostly with improved performance dormakaba - Corporate Governance Roadshow - 2026
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28 Sustainability Report FY 2025/26 • Down by ~1.4% YoY , remain broadly on track towards the FY 29/30 SBTi target • Scope 1 increased primarily due to expanded US fleet reporting Scope 1+2 • Collect primary emissions data from high-carbon suppliers • Continue assessment of lower- carbon/recycled metals • Develop a more detailed Scope 3 transition plan FY 26/27 focus • Significant categories down by ~1.2% YoY • A granular Category 1 transition plan is not yet in place • Remains the key strategic gap Scope 3 Climate Change Physical climate risk • Methodology largely unchanged; implementation and site ownership advanced . • Risk assessment advanced: Scorecards and mitigation recommendations have been shared with local management, sites are being asked to quantify potential financial effects , and high/extreme-risk locations are expected to define and implement adaptation measures by FY 27/28. • Main exposures: severe storms , heat stress, heating /cooling requirements , drought , water stress and extreme rainfall , with higher exposure in parts China, India, Southeast Asia, the US and southern Europe. dormakaba - Corporate Governance Roadshow - 2026
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Clear governance structure to ensure outstanding sustainability performance 29 Sustainability Executive Committee: Approves the sustainability framework and Group-wide targets, monitors implementation and is accountable for their achievement. It ensures that the roles, responsibilities and authorities for an effective sustainability management system are defined and in place, aligned with endorsed external standards. Corporate Sustainability reports progress to the EC at least twice a year — after publication of the annual results and in line with April resource planning — and provides monthly initiative status reports. Group Sustainability Council: Chaired by the CEO, oversees implementation of the sustainability framework. Its mandate is to create value for dormakaba's main stakeholders by embedding ethical, social and environmental responsibility into daily activities, in line with the dormakaba Code of Conduct and global best practice. The Council meets at least twice a year to review progress, discuss challenges and set future priorities for sustainability management. Corporate Sustainability: Develops the sustainability management system and its related policies and standards, and coordinates and monitors implementation across the organization. It reports and makes recommendations to the Group Sustainability Council on dormakaba's sustainability management and business conduct, works with senior managers across Global Functions and Markets on sustainability projects, initiatives and annual external reporting, and leads ESG- related risk assessments. Board of Directors: Approves the dormakaba sustainability framework and Group-wide targets and holds overall governance responsibility, including review of the double materiality assessment, and receives a status update from Corporate Sustainability at least once a year. The Chairman meets quarterly with the Corporate Sustainability function on risks, opportunities, target progress. The Audit Committee is responsible for the integrity of the Sustainability Report. dormakaba - Corporate Governance Roadshow - 2026
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Upcoming events & contact 30 dormakaba Investor Relations: investor@dormakaba.com 20 October 2026 18 November 2026 Annual General Meeting Capital Markets Day 2 March 2027 Half year results 2026/27 28 October 2026 Q1 Trading Update dormakaba - Corporate Governance Roadshow - 2026
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Disclaimer This communication contains certain forward-looking statements including, but not limited to, those using the words “believes”, “assumes”, “expects” or formulations of a similar kind. Such forward-looking statements reflect the current judgement of the company, involve risks and uncertainties and are made on the basis of assumptions and expectations that the company believes to be reasonable at this time but may prove to be erroneous. Undue reliance should not be placed on such statements because, by their nature, they are subject to known and unknown risks, uncertainties, and other factors outside of the company's and the Group's control which could lead to substantial differences between the actual future results, the financial situation, the development or performance of the company or the Group and those either expressed or implied by such statements. Except as required by applicable law or regulation, the company accepts no obligation to continue to report, update, or otherwise review such forward-looking statements or adjust them to new information, future events, or developments. For definition of alternative performance measures, please refer to the section “Notes to the Consolidated Financial Statements” in the Annual Report of dormakaba. This communication does not constitute an offer or an invitation for the sale or purchase of securities in any jurisdiction. dormakaba®, dorma+kaba®, Kaba®, Dorma®, Ilco®, LEGIC®, Silca®, BEST® etc. are registered trademarks of the dormakaba Group. Due to country-specific constraints or marketing considerations, some of the dormakaba Group products and systems may not be available in every market. Thank you dormakaba Holding AG Hofwisenstrasse 24, 8153 Rümlang Switzerland T: +41 44 818 90 11 www.dormakabagroup.com
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Executive Committee 32 Executive Committee David Fuller Chief Innovation Officer (CIO) Steve Bewick Chief Commercial Officer (CCO) Christian Baur President Key & Wall Solutions and OEM; Chief Transformation Officer (CTO) CEO of dormakaba dormakaba Group* (CH): January 2024-present Chief Executive Officer and member of the Executive Committee; October–December 2023 Member of the Board of Directors Unternehmensgruppe Theo Müller S.e.c.s. (GER): 2019-2022 Chairman Kuka INC* (GER): 2009-2018 Chief Executive Officer Investment Banking: 1999-2008 Morgan Stanley, Deutsche Bank, Lehman Brothers CFO of dormakaba dormakaba Group* (CH): 2025-present Chief Financial Officer and Member of the Executive Board; 2024-2025 CFO ad interim; 2019-2024 Head of Global Controlling; 2016-2019 SVP Finance, Access Solutions EMEA; 2013- 2016 VP Finance access Data Solutions EMEA/APAC Ascom* (US/CH): 2009-2013 CFO Network Testing Division; 2001-2005 Head of Finance & Control Network Integration, Head of Shared Services Mettler Toledo* (CH): 2007-2009 Division Controller Laboratory Division; 2001-2005 regional Controller Europe & North Asia *listed companies Carsten Franke Chief Operational Officer (COO) Till Reuter CEO René Peter CFO dormakaba - Corporate Governance Roadshow - 2026
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Compensation System Evolution dormakaba - Corporate Governance Roadshow - 2026 33 Appendix – Compensation System FY 15/16 - FY 21/22 FY 22/23 LTI STI • Introduction of PSU with EPS and later with TSR as performance measures • Grant size set to monetary amount (vs. fixed number of shares) • Grant 100% in PSU • Revision of rTSR peer group FY 23/24 FY 24/25 FY 25/26 • LTI grant based on organizational level of the role • Introduction of ESG KPIs as of Grant 2023 • Increased disclosure • Review of LTI performance indicator landscape for continued alignment with long-term strategic priorities • Harmonization of STI PS payout formula for a complete Group focus • Replace profit-sharing STI with target-based model • Simplified KPI framework with three group financial objectives for entire EC incl. CEO • Discontinuation of booster • Increased disclosure • Refinement of STI framework for more operationally focused performance measure • Adjustment of metric weighting reflecting growth strategy General • Updated philosophy & principles • Harmonized compensation management • Global benchmarking policy • New approach to STI objective setting • Global benefits guidelines
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Executive Committee: Long-term Incentive (LTI) 34 Appendix – Compensation System FY 25/26 FY 26/27 FY 27/28 FY 28/29 Grant 1 Sep 2025 Vesting 31 Aug 2027 Vesting Period 3 years from grant Performance Period 3 full financial years Grant of performance share units (PSU) Performance measure- ment; delivery of shares 0-2 shares per PSU dormakaba - Corporate Governance Roadshow - 2026
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LTI Performance Measurement for PSUs 35 Appendix – Compensation System Earnings per share: Growth over 3-year performance period absolute EPS (40%) Total shareholder return: Share price increase + dividends over 3-year performance period Compared to GDPEPS Growth • Internal metric: focus on own profitability • Alignment with shareholder expectations • Established and clear metric • Incentivize achievement of dormakaba’s growth aspirations; strategic alignment • Reward for continuous year- on-year improvement • Not subject to budget-setting • Strategic alignment with ambition to outperform the GDP growth in our relevant markets and gain market shares • Striving for profitable sales growth TSR Relative to SPI Industrials • External metric: value of dormakaba in the market, attractiviness for investors; additional outside-in view • Predominant market practice; strong preference of institutional shareholders and proxy advisors • Neutralize market effects, focus on dormakaba’s own share performance • SPI Industrials = representative, broad-based market index for industrial companies with comparable size; self-adjusting for changes in constituents • Predominant market practice relative TSR (40%) ESG (20%) 3 Environmental Social Governance (ESG) KPIs covering social and environmental topics Sustainability Products Declarations (5% Weight) Carbon Emission Savings (10% Weight) Safety Improvement (5% Weight) • Internal metric: Reduce operational CO2 emissions • Internal metric: Reduce recordable work-related injury rate • Internal metric: Publish sustainability related product declarations and certifications dormakaba - Corporate Governance Roadshow - 2026
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Mechanics for the STI effective FY 2025/26 dormakaba - Corporate Governance Roadshow - 2026 36 Appendix – Compensation System Target -based STI design STI target amount Payout factor = achievement against pre-determined objectives STI payout Intended outcomes… Global harmonization Promote collaboration and alignment Stronger link to financial performance Improved accountability and line -of-sight Simplified and transparent payout calculations • STI payout is determined by multiplying a target STI amount by a payout factor • The payout factor results from achievement of pre-determined objectives (“target”) which are based on budget
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Closer look at payout factor components dormakaba - Corporate Governance Roadshow - 2026 37 Appendix – Compensation System One category of KPIs Global financial targets • Growth • Profitability • Cash Generation Measurement of KPI achievement vs. objectives (payout curve) Balanced payout corridor based on three performance levels • Threshold: minimum level of performance expected for the payout to initiate; must be achievable • Target: expected level of performance; must be ambitious • Maximum (cap): extraordinary level of performance above which the payout is capped For each KPI, set the appropriate corridor of minimum, target and maximum achievement levels (annual target -setting decision) payout of 0% for threshold performance payout of 200 % for maximum performance
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• Sustainability is vital to our business model, the building industry and our future • Strong governance, with BoD oversight: • Approving the Group-wide codes of conduct or ethics (incl. supplier codes), the sustainability framework (ESG) and the Group-wide strategic risk management Framework • The AC is responsible for contributing to the integrity of the Sustainability Report and monitoring the assurance of the Sustainability Report. The NCC is responsible for approving ESG-related targets in management incentive plans. • The BoD Chair monitors its implementation progress against set targets and monitors/evaluates the related risks and opportunities on behalf of the BoD. • The BoD as a whole receives a status update on the ESG strategy implementation at least once a year; the BoD Chair is updated quarterly by the delegate of the Group Sustainability Council (chaired by CEO). • Industry-leading framework, embedded in our Shape4Growth strategy • More than 30 ESG targets derived from materiality assessment in the context of the UN Sustainable Development Goals • Reporting in line with GRI Standards and TCFD, including external assurance for select KPIs; CO 2 targets approved by Science Based Targets initiative • AGM with binding vote on sustainability report as of FY 23/24 Sustainability as a key differentiator 38 Sustainability dormakaba - Corporate Governance Roadshow - 2026