Governance

As of December 31, 2025, Board of Management responsibilities were distributed across eight Board departments.

On January 27, 2025, the Supervisory Board resolved to cancel the current appointment of Tim Höttges. He was reappointed to the Board of Management prematurely for the period from February 1, 2025 until midnight on December 31, 2028, and was reassigned the department of the Chair of the Board of Management.

The Supervisory Board additionally resolved on January 27, 2025 to terminate Srini Gopalan’s position as the Board member responsible for the Germany Board department and to approve his termination agreement effective midnight on February 28, 2025. Srini Gopalan initially assumed the function of Chief Operating Officer at T‑Mobile US effective March 1, 2025, before becoming Chief Executive Officer effective November 1, 2025.

In the same meeting, the Supervisory Board approved the appointment of Rodrigo Diehl to the Board of Management for the period from March 1, 2025 to midnight on February 29, 2028. He was assigned the Germany Board department.

The Supervisory Board resolved on May 22, 2025 to terminate Claudia Nemat’s position as the Board member responsible for the Technology and Innovation Board department and to approve her termination agreement effective midnight on September 30, 2025.

In the same meeting, the Supervisory Board approved the appointment of Dr. Abdu Mudesir to the Board of Management for the period from October 1, 2025 to midnight on September 30, 2028. He was assigned the Technology and Innovation Board department. By resolution of December 11, 2025, the Supervisory Board approved the renaming of this Board department from “Technology and Innovation” to “Product and Technology.”

The members of the Board of Management are appointed and discharged in accordance with § 84 and § 85 of the German Stock Corporation Act (Aktiengesetz – AktG) and § 31 of the German Codetermination Act (Mitbestimmungsgesetz – MitbestG).

The Supervisory Board of Deutsche Telekom AG advises the Board of Management and oversees its management of business. It is composed of 20 members: 10 represent the shareholders and 10 the employees. The employees’ representatives were most recently appointed at the delegates’ assembly on November 7, 2023.

Amendments to the Articles of Incorporation are made pursuant to § 179 and § 133 AktG and § 18 and § 21 of the Articles of Incorporation. According to § 21 of the Articles of Incorporation, the Supervisory Board is authorized, without a resolution by the Shareholders’ Meeting, to adjust the Articles of Incorporation to comply with new legal provisions that become binding for the Company and to amend the wording of the Articles of Incorporation.

The remuneration system for the Board of Management provides incentives to successfully implement the corporate strategy, to ensure a sustainable development of the Company, and is also focused on creating long-term value for our shareholders. The remuneration received by the members of the Supervisory Board is specified under § 13 of the Articles of Incorporation of Deutsche Telekom AG. Under the remuneration system, members of the Supervisory Board received fixed annual remuneration. The recommendations of the German Corporate Governance Code (GCGC), as published in the Federal Gazette on June 27, 2022, on “Remuneration of the Management Board and the Supervisory Board” (Section G) were complied with in the reporting year. ^aa

For the Declaration of Conformity pursuant to § 161 of the German Stock Corporation Act dated December 30, 2025, please refer to the section “Governance – Corporate Governance Statement in accordance with §§ 289f, 315d HGB.”

On April 9, 2025, the Shareholders’ Meeting of Deutsche Telekom AG passed a resolution on a retroactive adjustment to the Board of Management remuneration system from the 2025 financial year.

Detailed information on the remuneration of the Board of Management and the Supervisory Board is published in the separate Remuneration Report. For further information on the Board of Management remuneration system, please refer to Deutsche Telekom AG’s website.

Members of the Board of Management and Supervisory Board of Deutsche Telekom AG were reported to have purchased and received 329,283 shares (2024: 451,757) and sold 332,021 shares (2024: 246,755) inter alia under the Share Matching Plan or as personal investments in the course of 2025. Total direct or indirect shareholdings in the Company or associated financial instruments by members of the Board of Management and the Supervisory Board do not exceed 1 % of the shares issued by the Company.

For further information on corporate governance, please refer to the section “Combined sustainability statement – Governance.”