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108 A. To our Shareholders 131 B. Corporate Governance 171 C. Combined Management Report

Therefore in fiscal  and , compensation and benefits,
attributable to members of the Managing Board amounted to
. million and € . million in total, respectively.
In compensation for the forfeiture of stock, pension benefits,
health benefits and transitional remuneration from her former
employer, the Supervisory Board granted Ms. Davis a one-time
amount of € . million. This amount will be provided  % in
cash,  % in the form of Siemens Stock Awards and the re-
maining  % as a special contribution to the pension plan.
In fiscal , the following settlements have been agreed in
connection with termination of Managing Board memberships:
As Barbara Kux’s appointment to the Managing Board expired
regularly on November , , no compensatory payments
were agreed upon. The , Stock Awards already granted in
the past for fiscal ,  and , for which the restriction
period is still running, will be absolutely maintained, in accor-
dance with the terms of her contract with the Company. The
respective fair value of these Stock Awards at grant date
amounted to € . million.
In connection with the mutually agreed termination of Peter Y.
Solmssen’s activity on the Managing Board as of December ,
, it was agreed that his contract with the Company would
remain in effect until March , . The entitlements agreed
under the contract will remain in effect until that date. These
will not include the fringe benefits under the contract, partic-
ularly the Company car and contributions toward the cost of
insurance, which will be covered until the contract ends by
a monthly lump-sum payment of € ,. The , Stock
Awards already granted in the past for fiscal ,  and
, for which the restriction period is still in progress, will be
absolutely maintained. The respective fair value of these Stock
Awards at grant date amounted to € . million. Mr. Solmssen
was also reimbursed for relocation costs, in accordance
with the commitment he received when he took office. The
Company furthermore reimbursed Mr. Solmssen for out-of-
pocket expenses of € , plus value-added tax.
In connection with the mutually agreed termination of Dr. Michael
Süß’s activity on the Managing Board as of May , , it was
agreed that his current contract with the Company would termi-
nate as of September , . The entitlements agreed under
the contract remained in effect until that date. Dr. Süß received a
compensatory payment in the gross amount of € . million in
connection with the mutually agreed premature termination of
his activity as a member of the Managing Board, together with a
one-time special contribution of € . million to the BSAV, to be
credited in January . It was also agreed with Dr. Süß that the
long-term stock-based compensation (, Stock Awards) for
fiscal  will be calculated once the actual target attainment is
available, and will be granted at the usual date. The , Stock
Awards already granted in the past and those for fiscal , for
which the restriction period is still running, will be absolutely
maintained (, Stock Awards), in accordance with the terms
of his contract with the Company, and will be settled in cash in
September  at the closing price of Siemens stock in Xetra
trading on May ,  (€ .). The respective fair value of the
Stock Awards already granted in the past at grant date amounted
to € . million. The Stock Awards for fiscal  are included in
the above mentioned stock-based compensation amount. Dr. Süß
agreed not to take up activities for any of significant competitor
of Siemens for a period of one year after the end of his employ-
ment contract ‒ that is, until September , . For this
post-contractual non-compete commitment, he will be paid a
monthly total of gross € ,.
In fiscal , in connection with termination of Managing
Board membership, compensatory payments amounting to
. million (gross) and one-time special contributions amount-
ing to € . million to the BSAV were agreed. It was also agreed
that these members of the Managing Board receive their long-
term stock-based compensation for fiscal  (, Stock
Awards), which will be settled in cash, and is included in the
above mentioned stock-based compensation amount. The
Company has furthermore agreed to reimburse out-of-pocket
expenses up to a maximum of € , plus value-added tax.
The , Stock Awards that were granted in the past and for
which the restriction period is still in effect, will be absolutely
maintained. The respective fair value of these Stock Awards at
grant date amounted to € . million.
In fiscal  and , expense related to share-based pay-
ment and to the Share Matching Program amounted to € .
million (including the above mentioned Stock Awards in con-
nection with the departure from members of the Managing
Board) and € . million (including the above mentioned
Stock Awards in connection with the departure from members
of the Managing Board), respectively. For additional informa-
tion regarding the Share Matching Program see NOTE 
SHARE-BASED PAYMENT.
Former members of the Managing Board and their surviving
dependents received emoluments within the meaning of Sec-
tion  para.  No.  b of the German Commercial Code totaling
. million (including € . million in connection with the
above mentioned departure from members of the Managing
Board) and € . million (including € . million in connection
with the above mentioned departure from a member of the
Managing Board) in fiscal  and .