Compensation report The “Compensation report” details the compensation system underlying Board of Management compensation as well as the specific remuneration received by the individual members of the Board of Management. It takes into consideration the requirements of the German Commercial Code taking account of the provisions of German Accounting Standard No. 17 (GAS 17), the recommendations of the German Corporate Governance Code (GCGC) as amended on February 7, 2017, and the International Financial Reporting Standards (IFRS). Changes in the composition of the Board of Management and contract extensions. Birgit Bohle joined the Board of Management on January 1, 2019 to head up the Human Resources Board department and was appointed Labor Director effective the same date. Also effective January 1, 2019, Thorsten Langheim took up his role as head of the new Board of Management department for USA and Group Development. Deutsche Telekom AG thus has had nine Board of Management departments since the start of 2019. Dr. Christian P. Illek moved from his former position as the Board of Management member responsible for Human Resources to his new role as the Board of Management member responsible for Finance effective January 1, 2019. By resolution of the Supervisory Board of Deutsche Telekom AG of February 20, 2019, Srini Gopalan was reappointed as the Board of Management member responsible for Europe for the period from January 1, 2020 to December 31, 2024. At its meeting on September 4, 2019, the Supervisory Board extended Adel Al-Saleh’s term of office by two years to a total of five years through December 31, 2022. Compensation of the Board of Management Basis of Board of Management compensation. On February 24, 2010, the Supervisory Board resolved on a new system for the compensation of the Board of Management members, taking into account the provisions specified in the German Act on the Appropriateness of Management Board Remuneration (Gesetz zur Angemessenheit der Vorstandsvergütung – VorstAG) that has been in effect since August 5, 2009. The shareholders’ meeting of Deutsche Telekom AG on May 3, 2010 approved this system. The compensation of Board of Management members comprises various components. Under the terms of their service contracts, members of the Board of Management are entitled to an annual fixed remuneration and annual variable performance-based remuneration (Variable I), a long-term variable remuneration component (Variable II), as well as fringe benefits and deferred benefits based on a company pension entitlement. The Supervisory Board defines the structure of the compensation system for the Board of Management and reviews this structure and the appropriateness of compensation at regular intervals. It is ensured that Board of Management compensation is oriented toward the sustained development of the Company and that there is a multi-year measurement base for the variable components. Sideline employment generally requires prior approval. Generally, no additional compensation is paid for being a member of the management or supervisory board of other Group entities. Compensation of the Board of Management Non-performance-based compensation components Basic remuneration The fixed annual remuneration is determined for all Board of Management members based on market conditions in accordance with the requirements of stock corporation law and is paid on a monthly basis. In the event of temporary incapacity for work caused by illness, accident, or any other reason for which the respective Board of Management member is not responsible, the fixed basic remuneration continues to be paid. The continued payment of remuneration ends at the latest after an uninterrupted period of absence of six months, or for a maximum of three months following the end of the month in which the Board of Management member’s permanent incapacity for work is established. Fringe benefits In accordance with market-oriented and corporate standards, the Company grants all members of the Board of Management additional benefits under the terms of their service contracts, some of which are viewed as non-cash benefits and taxed accordingly. This mainly includes being furnished with a company car and accident and liability insurance, and reimbursements in connection with maintaining a second household. Pension commitments New pension commitment. Since 2009, all Board members have been granted a company pension in the form of a contribution-based promise. Under this arrangement, the Board member receives a one-time lump sum payout upon entering retirement. A contribution is paid into the Board member’s pension account for each year of service at an interest rate corresponding to market levels. Annual additions to the pension account have no effect on cash or cash equivalents. The cash outflow is only effective upon the Board member’s retirement. As a rule, the date of retirement is the beneficiary’s 62nd birthday. The amount to be provided annually is individualized and decoupled from other remuneration components. The exact definition of the contribution is based on a comparison with peer companies that are suitable for benchmarking and also offer plans with contribution-based promises. The contributions for Birgit Bohle, Srini Gopalan, Dr. Christian P. Illek, Dr. Thomas Kremer, Thorsten Langheim, Claudia Nemat, and Dr. Dirk Wössner amount to EUR 250,000 each for each year of service rendered. Legacy pension commitment. As the longest-serving Board member, CEO Timotheus Höttges is the only current Board member to still benefit from a legacy pension commitment under the company pension plan. Benefits from the company pension plan are in direct relation to the beneficiary’s annual salary. The Board of Management members receive company pension benefits based on a fixed percentage of their last fixed annual salary for each year of service rendered prior to their date of retirement. The pension payments may be in the form of a life-long retirement pension upon reaching the age of 62 or in the form of an early retirement pension upon reaching the age of 60. Opting for the early retirement pension scheme is connected with actuarial deductions. The company pension is calculated by multiplying a basic percentage rate of 5 percent by the number of years of service as a member of the Board of Management. After ten years of service, the maximum pension level of 50 percent of the last fixed annual remuneration is attained. Following Timotheus Höttges’ reappointment to the Board of Management and the adjustment to his basic remuneration, the Supervisory Board decided to dynamically increase his pension entitlements accrued up to December 31, 2018 by 2.4 percent per year using the basic remuneration valid up to December 31, 2018 as the measurement base. Future increases in his compensation will thus not lead to higher pension payments. The pension payments to be made upon retirement increase dynamically, at a rate of 1 percent per year. In addition, the pension agreements include arrangements for pensions for surviving dependents in the form of entitlements for widows/widowers and orphans. In specifically provided exceptional cases, entitlement to a widow’s/widower’s pension is excluded. The standard criteria for eligibility in the pension arrangements are in line with market conditions. In the event of a permanent incapacity for work (invalidity), the beneficiary is also entitled to the pension fund. Pension substitute. A “pension substitute” was agreed with Adel Al-Saleh in lieu of a pension commitment due to his U.S. citizenship. The arrangement provides for an annual payment of EUR 250,000 for each full year of service rendered and is reported in the tables under fringe benefits. In determining the amount, the Supervisory Board oriented itself to the level of the contributions for those Board members who have received a contribution-based benefit promise (new pension commitment). Service cost and defined benefit obligations for each member of the Board of Management with a pension commitment are shown in the following table: (XLS:) Download € Service cost2019 Defined benefit obligation (DBO)Dec. 31, 2019 Service cost2018 Defined benefit obligation (DBO)Dec. 31, 2018 Birgit Bohle (since January 1, 2019) 307,304 329,515 0 0 Srini Gopalan 295,590 964,557 300,362 610,829 Timotheus Höttges 417,067 18,595,908 1,117,049 16,269,567 Dr. Christian P. Illek 262,191 1,377,980 267,948 1,056,852 Dr. Thomas Kremer 247,664 2,076,666 241,729 1,795,913 Thorsten Langheim (since January 1, 2019) 275,986 287,194 0 0 Claudia Nemat 281,885 2,851,583 285,459 2,401,880 Dr. Dirk Wössner 289,418 619,879 296,498 296,528 Performance-based compensation components The variable remuneration of the members of the Board of Management is mainly divided into Variables I and II. Variable I contains both short-term and long-term components consisting of the realization of budget figures for specific performance indicators, strategic/functional targets, and adherence to the Group’s Guiding Principles. The payment amount of Variable I is tied to an obligation to invest in shares of Deutsche Telekom AG, which results in a further inflow of shares after four years under the current Share Matching Plan. Variable II is oriented solely toward the long term. This ensures that the variable remuneration is oriented toward the sustained development of the Company and that there is a predominantly long-term incentive effect. The variable compensation elements include clear upper limits, while the amount of compensation is capped overall. The final component of performance-based compensation comprises an option for the Supervisory Board to award a bonus for extraordinary performance. In the event of temporary incapacity for work caused by illness, accident, or any other reason for which the respective Board of Management member is not responsible, claims to variable remuneration are reduced pro rata in line with the uninterrupted period of absence; the uninterrupted period of absence must be more than one month in duration. Variable I The annual variable remuneration of Board of Management members is based on the achievement of targets set by the Supervisory Board of Deutsche Telekom AG for each member of the Board of Management at the beginning of the financial year. The set of targets is composed of corporate targets (50 percent) related to the unadjusted values – adapted for target-relevant factors – for revenue, EBITDA after leases, and free cash flow after leases, as well as personal targets for the individual members of the Board of Management. The three Group targets are weighted in relation to each other at 40/40/20. The personal targets consist of targets oriented toward the sustained success of the Company concerning the implementation of the strategy in the member’s respective department (30 percent) and value adherence (adherence to Guiding Principles), which is an indicator of compliance with value orientation and accounts for 20 percent. The agreement on targets and the level of target achievement for the respective financial year are determined by the plenary session of the Supervisory Board. Levels of target achievement exceeding 100 percent are capped at 150 percent of the award amount. Any higher levels of target achievement will not be taken into consideration. To ensure the long-term incentive effect and orientation toward the sustained development of the Company, a third of the variable remuneration set by the plenary session of the Supervisory Board must be invested in shares of Deutsche Telekom AG; these shares must be held by the respective Board member for a period of at least four years. Share Matching Plan Share deferral and the Share Matching Plan In the 2019 financial year, the Board of Management members, as described above, were contractually obliged to invest a third of Variable I in shares of Deutsche Telekom AG. The Supervisory Board made an offer to the Board members to extend the obligatory personal investment in 2019 to up to 50 percent of the Variable I payout. Deutsche Telekom AG will grant one additional share for every share acquired as part of the Board of Management member’s aforementioned personal investment (Share Matching Plan) on expiration of the four-year lock-up period, provided they are still a member of the Board of Management. DRS 17 and IFRS 2 require disclosure not only of the total expense related to share-based payment from matching shares in the 2019 financial year and the fair value of the matched shares at their grant date, but also of the number of entitlements to matching shares and their development in the current financial year. The fair value of the matching shares at grant date shown in the following table does not represent a component of remuneration for the Board of Management members in 2019. It is an imputed value of the entitlements to matching shares determined on the basis of relevant accounting policies. Here, the fair value equates to the share price at grant date less an expected dividend markdown. The following table is based on expected target achievement for the 2019 financial year and thus on the estimated amount of the personal investment to be made by the respective Board of Management member to establish his or her entitlements to matching shares. The final number of entitlements to matching shares identified for the 2019 financial year may be higher or lower than the amounts estimated here. The total share-based payment expense for entitlements to matching shares from 2014 to 2019 to be recognized for the financial years 2018 and 2019 pursuant to IFRS 2 is included in the two last columns of the table. (XLS:) Download Number of entitlements granted to matching shares since 2010 at the beginning of the financial year Number of new entitlements to matching shares granted in 2019 Number of shares transferred in 2019 as part of the Share Matching Plan Fair value of the entitlements to matching shares at grant date€ Cumulative total share-based payment expense in 2019 for matching shares for the years 2015 through 2019€ Cumulative total share-based payment expense in 2018 for matching shares for the years 2014 through 2018€ Adel Al-Saleh 26,820 23,503 0 270,987 120,780 30,456 Birgit Bohle (since January 1, 2019) 0 19,151 0 220,811 36,983 n.a. Srini Gopalan 46,235 19,151 0 220,811 167,268 113,184 Timotheus Höttges 363,807 62,674 25,781 722,632 683,151 588,176 Dr. Christian P. Illek 76,681 23,503 0 270,987 258,459 200,952 Dr. Thomas Kremer 119,671 19,151 12,917 220,811 253,751 232,754 Thorsten Langheim (since January 1, 2019) 0 23,503 0 270,987 45,387 n.a. Claudia Nemat 161,461 23,503 16,448 270,987 297,804 280,766 Dr. Dirk Wössner 22,400 19,151 0 220,811 100,570 24,817 By December 31, 2019, Deutsche Telekom AG had acquired 565,596 shares for the purpose of awarding matching shares to Board of Management members as part of the Share Matching Plan. In 2019, matching shares were again transferred to individual members of the Board of Management. A total of 55,146 shares were transferred to Board of Management members in 2019 (2018: 69,488). Variable II Variable II The exclusively long-term-oriented Variable II is measured based on the fulfillment of four equally weighted performance parameters (return on capital employed (ROCE), earnings per share (EPS), customer satisfaction, and employee satisfaction). All four parameters are collected on a Group-wide basis. Each parameter determines a quarter of the award amount. Levels of target achievement exceeding 100 percent are capped at 150 percent of the award amount. The assessment period is four years, with the assessment being based on average target achievement across the four years planned at the time the tranche was determined. The award amount is decoupled from other remuneration components and is set for each member of the Board of Management individually. Bonus for extraordinary performance At its discretion and after due consideration, the Supervisory Board may also reward extraordinary performance by individual or all Board of Management members in the form of a special bonus. Arrangements in the event of termination of a position on the Board of Management. Service contracts for members of the Board of Management concluded since the 2009 financial year include a severance cap in case of premature termination without good cause allowing a compensation payment that, in line with the recommendations of the German Corporate Governance Code (GCGC) as amended on February 7, 2017, is limited to a maximum of two years’ remuneration (severance cap) and may not exceed the remuneration due for the remaining term of the service contract. The service contracts for members of the Board of Management at Deutsche Telekom AG do not include any benefits in the event of the termination of a position on the Board of Management as a result of a change of control. Board of Management member service contracts generally stipulate a post-contractual prohibition of competition. Pursuant to these provisions, members of the Board of Management are prohibited from rendering services to or on behalf of a competitor for the duration of one year following their departure. As compensation for this restricted period, they receive either a payment of 50 percent of the last fixed annual remuneration and 50 percent of the most recent Variable I on the basis of 100 percent target achievement, or 100 percent of the last fixed annual remuneration. Board of Management compensation for the 2019 financial year. In reliance on legal requirements and other guidelines, a total of EUR 23.3 million (2018: EUR 24.6 million) is reported in the following table as total compensation for the 2019 financial year for the members of the Board of Management. The Board of Management compensation comprises the fixed annual remuneration as well as other fringe benefits, non-cash benefits and remuneration in kind, short-term variable remuneration (Variable I), fully earned tranches of long-term variable remuneration (Variable II), and the fair value of the matching shares. This was calculated on the basis of the estimated amount of Variable I at the grant date and the resulting number of entitlements to matching shares. Total compensation. The compensation of the Board of Management is shown in detail in the following table: (XLS:) Download € Non-performance-based compensation Performance-based compensation Total compensation Fixed annualremuneration Otherremuneration Short-term variableremuneration Long-term variable performance-based remuneration (Variable II) Long-term variable performance-based remuneration (fair value of matching shares) a Other fringe benefits for Adel Al-Saleh include a “pension substitute” in the amount of EUR 250,000 to be paid annually in lieu of a German pension commitment (please also refer to the previous section entitled “Pension commitments”) and a retroactive increase of EUR 50,000 to the flat-rate reimbursement made in the prior year in connection with maintaining a second household. b This amount includes a one-time sign-on bonus of EUR 258,333 to compensate for all financial disadvantages resulting from the move to Deutsche Telekom. c Board of Management members who left the company before or at the end of 2018 are no longer included in the prior-year figures. Adel Al-Saleh 2019 900,000 322,776a 771,525 0 270,987 2,265,288 2018 900,000 1,072,507 817,425 0 272,620 3,062,552 Birgit Bohle(since January 1, 2019) 2019 700,000 272,367b 699,600 0 220,811 1,892,778 2018 0 0 0 0 0 0 Srini Gopalan 2019 700,000 20,137 723,800 0 220,811 1,664,748 2018 700,000 20,000 695,750 0 222,134 1,637,884 Timotheus Höttges 2019 1,500,000 60,111 2,334,600 1,435,940 722,632 6,053,283 2018 1,450,000 31,655 1,770,098 1,583,560 542,008 5,377,321 Dr. Christian P. Illek 2019 900,000 34,540 895,725 588,500 270,987 2,689,752 2018 850,000 34,596 814,344 608,438 259,998 2,567,376 Dr. Thomas Kremer 2019 700,000 63,546 704,550 588,500 220,811 2,277,407 2018 700,000 63,667 691,900 649,000 222,134 2,326,701 Thorsten Langheim(since January 1, 2019) 2019 900,000 17,657 839,700 0 270,987 2,028,344 2018 0 0 0 0 0 0 Claudia Nemat 2019 900,000 78,586 845,775 722,250 270,987 2,817,598 2018 900,000 78,552 822,825 796,500 272,620 2,870,497 Dr. Dirk Wössner 2019 700,000 23,466 696,850 0 220,811 1,641,127 2018 700,000 2,423,865 691,350 0 222,134 4,037,349 2019 7,900,000 893,186 8,512,125 3,335,190 2,689,824 23,330,325 2018c 6,200,000 3,724,842 6,303,692 3,637,498 2,013,648 21,879,680 The amounts shown in the “Long-term variable performance-based remuneration (Variable II)” column had been pledged to the eligible Board of Management members in the 2016 financial year. No member of the Board of Management received benefits or corresponding commitments from a third party for his or her activity as a Board of Management member during the past financial year. Former members of the Board of Management. A total of EUR 8.8 million (2018: EUR 8.1 million) was included for payments to and entitlements for former members of the Board of Management as well as any surviving dependents. Provisions (measured in accordance with IAS 19) totaling EUR 213.4 million (December 31, 2018: EUR 198.6 million) were recognized for current pensions and vested rights to pensions for this group of persons and their surviving dependents. Other. The Company has not granted any advances or loans to current or former Board of Management members, nor were any other financial obligations to the benefit of this group of people entered into. Table view in accordance with the requirements of the German Corporate Governance Code The following tables are based on model tables 1 and 2 recommended by the German Corporate Governance Code (GCGC) as amended on February 7, 2017, which present the total compensation granted for the reporting year and the remuneration components allocated. Benefits granted for the reporting year (XLS:) Download Compensation of the Board of Management € Timotheus Höttges Adel Al-Saleh Function: Chairman of the Board of Management (CEO)since Jan. 1, 2014 Function: T‑Systemssince Jan. 1, 2018 2018 2019 2019 (min.) 2019 (max.) 2018 2019 2019 (min.) 2019 (max.) a Other fringe benefits for Adel Al-Saleh include a “pension substitute” in the amount of EUR 250,000 to be paid annually in lieu of a German pension commitment (please also refer to the previous section entitled “Pension commitments”) and a retroactive increase of EUR 50,000 to the flat-rate reimbursement made in the prior year in connection with maintaining a second household. Fixed remuneration 1,450,000 1,500,000 1,500,000 1,500,000 900,000 900,000 900,000 900,000 Fringe benefits 31,655 60,111 60,111 60,111 1,072,507 322,776a 322,776a 322,776a Total fixed annual remuneration 1,481,655 1,560,111 1,560,111 1,560,111 1,972,507 1,222,776 1,222,776 1,222,776 One-year variable remuneration 1,342,000 1,800,000 0 2,700,000 675,000 675,000 0 1,012,500 Multi-year variable remuneration 1,884,008 2,722,632 0 5,700,000 947,620 945,987 0 2,025,000 Of which: 2018 Variable II (4-year term) 1,342,000 675,000 0 Of which: 2019 Variable II (4-year term) 2,000,000 0 3,000,000 675,000 0 1,012,500 Of which: 2018 Share Matching Plan (4-year term) 542,008 272,620 Of which: 2019 Share Matching Plan (4-year term) 722,632 0 2,700,000 270,987 0 1,012,500 Total 4,707,663 6,082,743 1,560,111 9,960,111 3,595,127 2,843,763 1,222,776 4,260,276 Service cost 1,117,049 417,067 417,067 417,067 0 0 0 0 TOTAL COMPENSATION 5,824,712 6,499,810 1,977,178 10,377,178 3,595,127 2,843,763 1,222,776 4,260,276 (XLS:) Download € Birgit Bohle Srini Gopalan Function: Human Resourcessince Jan. 1, 2019 Function: Europesince Jan. 1, 2017 2018 2019 2019 (min.) 2019 (max.) 2018 2019 2019 (min.) 2019 (max.) a This amount includes a one-time sign-on bonus of EUR 258,333 to compensate for all financial disadvantages resulting from the move to Deutsche Telekom. Fixed remuneration 0 700,000 700,000 700,000 700,000 700,000 700,000 700,000 Fringe benefits 0 272,367a 272,367a 272,367a 20,000 20,137 20,137 20,137 Total fixed annual remuneration 0 972,367 972,367 972,367 720,000 720,137 720,137 720,137 One-year variable remuneration 0 550,000 0 825,000 550,000 550,000 0 825,000 Multi-year variable remuneration 0 770,811 0 1,650,000 772,134 770,811 0 1,650,000 Of which: 2018 Variable II (4-year term) 0 550,000 Of which: 2019 Variable II (4-year term) 550,000 0 825,000 550,000 0 825,000 Of which: 2018 Share Matching Plan (4-year term) 0 222,134 Of which: 2019 Share Matching Plan (4-year term) 220,811 0 825,000 220,811 0 825,000 Total 0 2,293,178 972,367 3,447,367 2,042,134 2,040,948 720,137 3,195,137 Service cost 307,304 307,304 307,304 300,362 295,590 295,590 295,590 TOTAL COMPENSATION 0 2,600,482 1,279,671 3,754,671 2,342,496 2,336,538 1,015,727 3,490,727 (XLS:) Download € Dr. Christian P. Illek Dr. Thomas Kremer Function: (Human Resources) Finance (CFO)(until Dec. 31, 2018) since Jan. 1, 2019 Function: Data Privacy, Legal Affairs and Compliancesince June 1, 2012 2018 2019 2019 (min.) 2019 (max.) 2018 2019 2019 (min.) 2019 (max.) Fixed remuneration 850,000 900,000 900,000 900,000 700,000 700,000 700,000 700,000 Fringe benefits 34,596 34,540 34,540 34,540 63,667 63,546 63,546 63,546 Total fixed annual remuneration 884,596 934,540 934,540 934,540 763,667 763,546 763,546 763,546 One-year variable remuneration 643,750 675,000 0 1,012,500 550,000 550,000 0 825,000 Multi-year variable remuneration 927,186 945,987 0 2,025,000 772,134 770,811 0 1,650,000 Of which: 2018 Variable II (4-year term) 667,188 550,000 Of which: 2019 Variable II (4-year term) 675,000 0 1,012,500 550,000 0 825,000 Of which: 2018 Share Matching Plan (4-year term) 259,998 222,134 Of which: 2019 Share Matching Plan (4-year term) 270,987 0 1,012,500 220,811 0 825,000 Total 2,455,532 2,555,527 934,540 3,972,040 2,085,801 2,084,357 763,546 3,238,546 Service cost 267,948 262,191 262,191 262,191 241,729 247,664 247,664 247,664 TOTAL COMPENSATION 2,723,480 2,817,718 1,196,731 4,234,231 2,327,530 2,332,021 1,011,210 3,486,210 (XLS:) Download € Thorsten Langheim Claudia Nemat Function: USA and Group Developmentsince Jan. 1, 2019 Function: Technology and Innovationsince Oct. 1, 2011 2018 2019 2019 (min.) 2019 (max.) 2018 2019 2019 (min.) 2019 (max.) Fixed remuneration 0 900,000 900,000 900,000 900,000 900,000 900,000 900,000 Fringe benefits 0 17,657 17,657 17,657 78,552 78,586 78,586 78,586 Total fixed annual remuneration 0 917,657 917,657 917,657 978,552 978,586 978,586 978,586 One-year variable remuneration 0 675,000 0 1,012,500 675,000 675,000 0 1,012,500 Multi-year variable remuneration 0 945,987 0 2,025,000 947,620 945,987 0 2,025,000 Of which: 2018 Variable II (4-year term) 0 675,000 Of which: 2019 Variable II (4-year term) 675,000 0 1,012,500 675,000 0 1,012,500 Of which: 2018 Share Matching Plan (4-year term) 0 272,620 Of which: 2019 Share Matching Plan (4-year term) 270,987 0 1,012,500 270,987 0 1,012,500 Total 0 2,538,644 917,657 3,955,157 2,601,172 2,599,573 978,586 4,016,086 Service cost 275,986 275,986 275,986 285,459 281,885 281,885 281,885 TOTAL COMPENSATION 0 2,814,630 1,193,643 4,231,143 2,886,631 2,881,458 1,260,471 4,297,971 (XLS:) Download € Dr. Dirk Wössner Function: Germanysince Jan. 1, 2018 2018 2019 2019 (min.) 2019 (max.) Fixed remuneration 700,000 700,000 700,000 700,000 Fringe benefits 2,423,865 23,466 23,466 23,466 Total fixed annual remuneration 3,123,865 723,466 723,466 723,466 One-year variable remuneration 550,000 550,000 0 825,000 Multi-year variable remuneration 772,134 770,811 0 1,650,000 Of which: 2018 Variable II (4-year term) 550,000 Of which: 2019 Variable II (4-year term) 550,000 0 825,000 Of which: 2018 Share Matching Plan (4-year term) 222,134 Of which: 2019 Share Matching Plan (4-year term) 220,811 0 825,000 Total 4,445,999 2,044,277 723,466 3,198,466 Service cost 296,498 289,418 289,418 289,418 TOTAL COMPENSATION 4,742,497 2,333,695 1,012,884 3,487,884 Benefits allocated for the reporting year Unlike the table of benefits granted shown on the previous pages, the table below contains not the target values for short- and long-term variable remuneration components, but rather the actual benefits allocated for 2019. There is another difference between the following table and the table of benefits granted with regard to the presentation of the Share Matching Plan. The figures for the Share Matching Plan disclosed in the following table show the value of the benefits allocated applicable under German tax law at the time of transfer of the matching shares, whereas the table of benefits granted on the previous pages shows the fair values of remuneration at the grant date. (XLS:) Download Compensation of the Board of Management € Timotheus Höttges Adel Al-Saleh Birgit Bohle Function: Chairman of the Board of Management (CEO)since Jan. 1, 2014 Function: T‑Systemssince Jan. 1, 2018 Function: Human Resourcessince Jan. 1, 2019 2018 2019 2018 2019 2018 2019 a Other fringe benefits for Adel Al-Saleh include a “pension substitute” in the amount of EUR 250,000 to be paid annually in lieu of a German pension commitment (please also refer to the previous section entitled “Pension commitments”). b This amount includes a one-time sign-on bonus of EUR 258,333 to compensate for all financial disadvantages resulting from the move to Deutsche Telekom. c Variable II as shown in the column for 2019 relates to the payment of the 2016 tranche; the figure in the column for 2018 relates to the payment of the 2015 tranche (please also refer to the previous section entitled “Variable II”). d The Share Matching Plan relates to the non-cash benefit arising from the inflow of the matching shares, with the corresponding personal investment having been made in 2014 or 2015. Fixed remuneration 1,450,000 1,500,000 900,000 900,000 0 700,000 Fringe benefits 31,655 60,111 1,072,507 272,776a 0 272,367b Total fixed annual remuneration 1,481,655 1,560,111 1,972,507 1,172,776 0 972,367 One-year variable remuneration 1,770,098 2,334,600 817,425 771,525 0 699,600 Multi-year variable remuneration 1,971,241 1,822,707 0 0 0 0 Of which: Variable II (4-year term)c 1,583,560 1,435,940 0 0 0 0 Of which: Share Matching Plan (4-year term)d 387,681 386,767 0 0 0 0 Other 0 0 0 0 0 0 Total 5,222,994 5,717,418 2,789,932 1,944,301 0 1,671,967 Service cost 1,117,049 417,067 0 0 0 307,304 TOTAL COMPENSATION 6,340,043 6,134,485 2,789,932 1,944,301 0 1,979,271 (XLS:) Download € Srini Gopalan Dr. Christian P. Illek Dr. Thomas Kremer Function: Europesince Jan. 1, 2017 Function: (Human Resources) Finance (CFO)(until Dec. 31, 2018) since Jan. 1, 2019 Function: Data Privacy, Legal Affairs and Compliancesince June 1, 2012 2018 2019 2018 2019 2018 2019 a Variable II as shown in the column for 2019 relates to the payment of the 2016 tranche; the figure in the column for 2018 relates to the payment of the 2015 tranche (please also refer to the previous section entitled “Variable II”). b The Share Matching Plan relates to the non-cash benefit arising from the inflow of the matching shares, with the corresponding personal investment having been made in 2014 or 2015. Fixed remuneration 700,000 700,000 850,000 900,000 700,000 700,000 Fringe benefits 20,000 20,137 34,596 34,540 63,667 63,546 Total fixed annual remuneration 720,000 720,137 884,596 934,540 763,667 763,546 One-year variable remuneration 695,750 723,800 814,344 895,725 691,900 704,550 Multi-year variable remuneration 0 0 608,438 588,500 873,068 784,761 Of which: Variable II (4-year term)a 0 0 608,438 588,500 649,000 588,500 Of which: Share Matching Plan (4-year term)b 0 0 0 0 224,068 196,261 Other 0 0 0 0 0 0 Total 1,415,750 1,443,937 2,307,378 2,418,765 2,328,635 2,252,857 Service cost 300,362 295,590 267,948 262,191 241,729 247,664 TOTAL COMPENSATION 1,716,112 1,739,527 2,575,326 2,680,956 2,570,364 2,500,521 (XLS:) Download € Thorsten Langheim Claudia Nemat Dr. Dirk Wössner Function: USA and Group Developmentsince Jan. 1, 2019 Function: Technology and Innovationsince Oct. 1, 2011 Function: Germanysince Jan. 1, 2018 2018 2019 2018 2019 2018 2019 a Variable II as shown in the column for 2019 relates to the payment of the 2016 tranche; the figure in the column for 2018 relates to the payment of the 2015 tranche (please also refer to the previous section entitled “Variable II”). b The Share Matching Plan relates to the non-cash benefit arising from the inflow of the matching shares, with the corresponding personal investment having been made in 2014 or 2015. Fixed remuneration 0 900,000 900,000 900,000 700,000 700,000 Fringe benefits 0 17,657 78,552 78,586 2,423,865 23,466 Total fixed annual remuneration 0 917,657 978,552 978,586 3,123,865 723,466 One-year variable remuneration 0 839,700 822,825 845,775 691,350 696,850 Multi-year variable remuneration 0 0 1,055,461 973,641 0 0 Of which: Variable II (4-year term)a 0 0 796,500 722,250 0 0 Of which: Share Matching Plan (4-year term)b 0 0 258,961 251,391 0 0 Other 0 0 0 0 0 0 Total 0 1,757,357 2,856,838 2,798,002 3,815,215 1,420,316 Service cost 0 275,986 285,459 281,885 296,498 289,418 TOTAL COMPENSATION 0 2,033,343 3,142,297 3,079,887 4,111,713 1,709,734 Planned changes in 2020 Effective January 1, 2020, the Supervisory Board of Deutsche Telekom AG introduced share ownership guidelines. These guidelines require all members of the Board of Management to increase their holdings of Deutsche Telekom shares to the equivalent value of one year’s fixed remuneration within a maximum period of three years. The shares must be held without interruption until membership on the Board of Management ends. The Supervisory Board will track the development of the T-Share price to determine whether an additional investment obligation arises for the Board of Management members. Should this be the case, the Board of Management members will be required to purchase the necessary number of additional shares to bring their holdings back up to the equivalent of one year’s fixed remuneration. The Supervisory Board intends to incorporate a clawback provision into future Board of Management service contracts. Compensation of the Supervisory Board The compensation received by the members of the Supervisory Board is specified under § 13 of the Articles of Incorporation of Deutsche Telekom AG. Under the compensation system applicable for the 2019 financial year, members of the Supervisory Board receive fixed annual compensation of EUR 70,000.00. The Chairman of the Supervisory Board receives a further EUR 70,000.00 and the Deputy Chairman EUR 35,000.00. Members of the Supervisory Board also receive compensation as follows for activities on Supervisory Board committees: The Chairperson of the Audit Committee receives EUR 80,000.00, ordinary members of the Audit Committee EUR 40,000.00. The Chairperson of the General Committee receives EUR 70,000.00, ordinary members of the General Committee EUR 30,000.00. The Chairperson of the Nomination Committee receives EUR 25,000.00, ordinary members of the Nomination Committee EUR 12,500.00. The Chairperson of any other committee receives EUR 40,000.00, ordinary members of any other committee EUR 25,000.00. Chairpersonship and membership of the Mediation Committee are not remunerated. Members of the Supervisory Board receive an attendance fee amounting to EUR 1,000.00 for each meeting of the Supervisory Board or its committees that they have attended. The Company reimburses value-added tax payable on remuneration and expenses. The total compensation of the members of the Supervisory Board in 2019 amounted to EUR 2,888,500.00 (plus VAT). The Company has not granted any advances or loans to current or former Supervisory Board members, nor were any other financial obligations to the benefit of this group of people entered into. The compensation of the individual members of the Supervisory Board for 2019 is as follows: (XLS:) Download € Member of the Supervisory Board Fixed remuneration Meeting attendance fee Total a In addition to remuneration for her activities as a member of the Supervisory Board of Deutsche Telekom AG, Nicole Koch also received other remuneration amounting to EUR 4,500.00 (including meeting attendance fees) in the 2019 financial year (for her mandate as member of the supervisory board of Deutsche Telekom Privatkunden-Vertrieb GmbH). b In addition to remuneration for her activities as a member of the Supervisory Board of Deutsche Telekom AG, Petra Steffi Kreusel also received other remuneration amounting to EUR 15,000.00 (including meeting attendance fees) in the 2019 financial year (for her mandate as member of the supervisory board of T‑Systems International GmbH). c In addition to remuneration for his activities as a member of the Supervisory Board of Deutsche Telekom AG, Frank Sauerland also received other remuneration amounting to EUR 20,500.00 (including meeting attendance fees) in the 2019 financial year (for his mandate as member of the supervisory board of Telekom Deutschland GmbH). d In addition to remuneration for his activities as a member of the Supervisory Board of Deutsche Telekom AG, Lothar Schröder also received other remuneration amounting to EUR 29,000.00 (including meeting attendance fees) in the 2019 financial year (EUR 17,000.00 for his mandate as member of the supervisory board of Deutsche Telekom Services Europe SE and EUR 12,000.00 as Chairman of the Data Privacy Advisory Board). Bednarski, Josef 177,500.00 23,000.00 200,500.00 Dr. Bösinger, Rolf 152,500.00 18,000.00 170,500.00 Dr. Bräunig, Günther 120,000.00 9,000.00 129,000.00 Chatzidis, Odysseus D. 95,000.00 8,000.00 103,000.00 Greve, Constantin 95,000.00 7,000.00 102,000.00 Hinrichs, Lars 95,000.00 6,000.00 101,000.00 Dr. Jung, Helga 95,000.00 7,000.00 102,000.00 Prof. Dr. Kaschke, Michael 110,000.00 7,000.00 117,000.00 Koch, Nicolea 95,000.00 8,000.00 103,000.00 Kollmann, Dagmar P. 187,500.00 14,000.00 201,500.00 Kreusel, Petra Steffib 110,000.00 10,000.00 120,000.00 Krüger, Harald 70,000.00 5,000.00 75,000.00 Prof. Dr. Lehner, Ulrich (Chairman) 320,000.00 21,000.00 341,000.00 Sauerland, Frankc 95,000.00 9,000.00 104,000.00 Schröder, Lothard (Deputy Chairman) 252,500.00 23,000.00 275,500.00 Seelemann-Wandtke, Nicole 95,000.00 8,000.00 103,000.00 Spoo, Sibylle 135,000.00 11,000.00 146,000.00 Streibich, Karl-Heinz 147,500.00 14,000.00 161,500.00 Suckale, Margret 120,000.00 10,000.00 130,000.00 Topel, Karin 95,000.00 8,000.00 103,000.00 2,662,500.00 226,000.00 2,888,500.00 Share ownership by members of the board of management and the Supervisory Board Members of the Board of Management and Supervisory Board of Deutsche Telekom AG were reported to have purchased and transferred 278,574 shares (2018: 364,036) and sold 68,930 shares (2018: 0) under the Share Matching Plan in the course of 2019. Total direct or indirect holdings in the Company or associated financial instruments by members of the Board of Management and the Supervisory Board do not exceed 1 percent of the shares issued by the Company.