FULLTEXT DEL 1 AV 6
Årsredovisning 2023
===== SIDA 1 ===== 2023 Annual Report TRANSFORM ===== SIDA 2 ===== TRANSFORM It’s not individual strength that helps a swarm of birds to thrive, but the fact that they work together toward a common goal. This is also true when it comes to transforming transportation. TRATON’s shared purpose is “Transforming Transportation Together. For a sustainable world.” This is what defines us as a Group. It’s not the purpose itself that makes us different, but how we execute it together and how seriously we take this commitment. With its strong brands, the TRATON GROUP is a transportation powerhouse. We join forces, share common aims, and strive to create value. Together, we have unique capabilities to shape the future of transportation, empowering our brands and their customers to transform the transportation industry and benefit as a result. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 3 ===== 2023 2022 Change Trucks and buses (units) Incoming orders 264,798 334,583 –21% Unit sales 338,183 305,485 11% of which trucks 281,290 254,300 11% of which buses 30,266 29,601 2% of which MAN TGE vans 26,627 21,584 23% TRATON GROUP Sales revenue (€ million) 46,872 40,335 16% Operating result (adjusted) (€ million) 4,034 2,071 1,963 Operating return on sales (adjusted) (in %) 8.6 5.1 3.5 pp Earnings per share (€) 4.90 2.28 2.62 Active workforce 1 103,621 100,356 3,265 TRATON Operations Sales revenue (€ million) 45,736 39,554 16% Operating result (adjusted) (€ million) 4,272 2,257 2,016 Operating return on sales (adjusted) (in %) 9.3 5.7 3.6 pp Return on investment (ROI) (in %) 14.8 6.7 8.2 pp Primary R&D costs (€ million) 2,170 1,892 15% Capex (€ million) 1,516 1,298 17% Net cash flow (€ million) 3,594 –625 4,219 TRATON Financial Services Sales revenue (€ million) 1,589 1,294 23% Operating result (adjusted) (€ million) 269 303 –34 Operating return on sales (adjusted) (in %) 17.0 23.5 –6.5 pp Return on equity (in %) 8.4 4.0 4.5 pp 1 As of December 31 AT A GLANCE 264,798 Incoming orders (units) 46,872 Sales revenue (€ million) 8.6% Operating return on sales (adjusted) TRATON GROUP Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 4 ===== Scania Scania is a premium innovation leader for sustainable transpor - tation solutions. These include trucks and buses for sophisticated transportation applications as well as numerous related service offerings. The company has a global footprint and sells its products in a variety of markets, including Europe, North and Latin America, Asia, Africa, and Oceania. MAN MAN’s objective is to simplify customer business as a reliable business partner. For this pur- pose, MAN offers a full range of solutions, from light commercial vehicles to heavy-duty trucks. International sales markets include in particular Europe, Asia, the Middle East, Africa, and Latin America. Navistar Navistar manufactures trucks under the International brand and buses under the IC Bus brand. The company also sells spare parts and vehicle-specific services through various partner dealerships in the USA, Canada, and Mexico. Volkswagen Truck & Bus Volkswagen Truck & Bus offers excellent value with products that are tailored to growth markets, especially in Latin America, as well as in Africa and Asia. THE TRATON GROUP AND ITS BRANDS More than the sum of its parts: four brands, each with its own history and strengths, become one Group and transform the transportation industry together. global commercial vehicle brands 4 12 33 countries Södertälje, SwedenMunich, GermanyLisle, Illinois, USA São Paolo, Brazil production and assembly sites Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 5 ===== Financial report Online report STORIES TRATON is driving the development of a European charging infrastructure forward to help transform long-haul transportation. The six members of the TRATON SE Executive Board are working together as a team to drive forward the transformation of the transportation world. The TRATON Modular System relies on shared modules and interfaces instead of individual solutions. Looking back on important events in 2023 across the TRATON GROUP and its Scania, MAN, Navistar, and Volkswagen Truck & Bus brands. When it comes to electric trucks with batteries, some misconceptions still persist. Zero-emission and autonomous commercial vehicles are just around the corner — and the Group’s brands are already setting the course for them. The TRATON GROUP brands have also grown even closer together when it comes to sustainability. CHARGING AHEAD BETTER TOGETHER ADDING VALUE WITH A MODULAR SYSTEM THE PAST YEAR IN THE REARVIEW MIRROR MYTHS ABOUT ELECTRIC TRUCKS TRANSFORMATION IN ACTION SUSTAINABILITY TAKES TEAMWORK p. 11 p. 7 p. 17 p. 6 p. 15 p. 19 p. 13 Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 6 ===== 6 Learn more THE PAST YEAR IN THE REARVIEW MIRROR 1,700 charging points by 2027 At least More to offer The first station CBE at Navistar Expanding the lead TRATON Financial Services reached the next milestone as an integrated financial services provider, and TRATON Charging Solutions launched a new charging service for electric trucks. The Milence joint venture opened its first charging sta- tion for electric trucks in Venlo in the Netherlands. There are currently four charging bays, with another four set to follow later on in 2024. In total, Milence intends to build at least 1,700 charging points across Europe by 2027. Navistar began series pro- duction of the International S13 Integrated Powertrain, bringing the Common Base Engine (CBE) to the North American market. Volkswagen Truck & Bus won a major order in a government tender in Brazil: 5,600 school buses can be ordered and delivered by the end of 2024. This makes the company the leading brand in the school bus program. Scania opened a new, particularly sustainable battery assembly plant in Södertälje. There, battery cells from Northvolt are assembled into modules and packs for trucks. MAN Truck & Bus launched sales of its e Truck. 700 orders and pre-orders have already been received for the first heavy-duty electric truck in the company’s history. The first 200 trucks will be delivered to selected customers in 2024, before production starts in larger quantities in 2025. Sales revenue of TRATON Financial Services €1.3 billion €1.6 billion 2022 That’s how many buses Volkswagen Truck & Bus can deliver for the Brazilian initiative for more safety on the way to school. Battery assembly MAN eTruck 5,600 Video: What were some of the other highlights of 2023? Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 7 ===== 7 The TRATON Way Forward: together as a team and with a clear vision, the six members of the TRATON Executive Board are working to implement the Group’s strategy and continue to drive forward the transformation of the transportation world. Looking back over the past year, what stands out the most is a strong performance across all of the TRATON GROUP’s brands — performance in truly challenging times. In addition, further pro - gress was made toward becoming one Group with shared values and increasingly with a common structure. Last but not least, new products and services were successfully launched in 2023. All of this provides confidence that the TRATON GROUP will continue to successfully pursue its purpose: Transforming Transportation Together. For a sustainable world. The Executive Board of TRATON SE Mathias Carlbaum, Catharina Modahl Nilsson, Dr. Michael Jackstein, Christian Levin, Alexander Vlaskamp, Antonio Roberto Cortes (f.l.t.r.) TOGETHER BETTER Learn more Videos: What do our Executive Board members have to say about the past year? Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 8 ===== 8 Dr. Michael Jackstein Christian Levin Chief Executive Officer of TRATON SE and Chief Executive Officer of Scania Member of the Executive Board of TRATON SE, responsible for Finance and Business Development as well as Human Resources “ For me, the highlight of 2023 is that all our brands put in a strong performance, and that in times of difficult conditions.” “ We’ve managed to bring the TRATON GROUP with its brands and different cultures even closer together. This is a great accomplishment.” Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 9 ===== 9 Catharina Modahl Nilsson Member of the Executive Board of TRATON SE, responsible for TRATON Group Product Management “ The TRATON Modular System is the foundation for our future success. Together, as a Group, we have achieved a lot in the past year.” Alexander Vlaskamp Member of the Executive Board of TRATON SE, Chief Executive Officer of MAN “ At MAN, we are back on track with a return on sales of more than 7% and a good net cash flow. We have brought in the best result in the last 15 years.” Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 10 ===== 10 Antonio Roberto Cortes Member of the Executive Board of TRATON SE, Chief Executive Officer of Volkswagen Truck & Bus “ With more than 30 new truck and bus models, the launch of our Euro 6 product line was one of the largest in the history of Volkswagen Truck & Bus.” Mathias Carlbaum Member of the Executive Board of TRATON SE, Chief Executive Officer and President of Navistar “ With Navistar, we were able to reach more customers and increase our market share. We highly appreciate that we are gaining trust and credibility.” Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 11 ===== 11 CHARGING AHEAD Electric commercial vehicles are no longer a vision of the future. They are the here and now — the TRATON GROUP and its brands have made sure of that. But no one will buy these vehicles if there are no charging options. TRATON is driving the development of a European charging infrastructure forward with its investment in the Milence joint venture and its new TRATON Charging Solutions service entity. Customers like DHL Freight are just as keen to see the next steps succeed. TRATON has already taken active steps on the road to a European charging infrastructure, for example by setting up the Milence joint venture in 2022 together with Daimler Truck and the Volvo Group. Milence aims to build at least 1,700 green charging energy points across Europe by 2027 and already opened its first charging hub in Venlo in the Netherlands in December 2023. Another two hubs are set to follow by May 2024 at the Port of Antwerp-Bruges. Milence is also the first operator to be contracted directly by TRATON Charging Solutions, the TRATON GROUP’s new service entity to accelerate charging access for its brands’ customers. A one-stop shop for a seamless charging experience across currently twelve European countries, this synergy project allows MAN and Scania to share generic capabilities and halve the cost. Venlo (NL) Opened on December 7, 2023 Port of Antwerp- Bruges (BEL) To open in 2024 Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 12 ===== 12 Learn more As Milence and TRATON Charging Solutions work to make charging more accessible, companies like DHL Freight look to increase the number of electric vehicles in their fleets, but only if charging infrastructure is expanded throughout Europe. This is what determines whether they actually decide to make the switch to these vehicles. In turn, their decision is what stands between Milence and TRATON Charging Solutions using the promise of more electric trucks on the streets in their negotiations and that promise becoming a reality. What all of these stakeholders need is the right political roadmap for a European charging network. With it, they can plan ahead with confidence, and Europe can move closer to reaching its climate goals. Anja van Niersen Anja van Niersen studied psychology and began her career working in IT organization, market development, and sales at BSO, later Atos, before shifting her focus to the energy market. She managed the product development team at Alliander and founded Allego in 2013. She ran Allego as Management Director and later as CEO and Chairwoman of the Board from 2013 to 2021. Anja van Niersen was appointed CEO of Milence in 2022. “ Customers are waiting for us to launch more sites and even adjusting their routing to where our stations will be.” Anja van Niersen, CEO of Milence TWO QUESTIONS FOR ANJA VAN NIERSEN, CEO OF MILENCE 1 It’s been over a year since Milence was born in 2022. How far have you come? Back then, we set ourselves a mission: to make the future of European road transportation fossil -free. In other words, to give customers the confidence to purchase electric trucks, knowing that they can charge and travel across Europe. That mission is so important that TRATON, Daimler Truck, and Volvo joined forces to accomplish it. And even though these brands are competitors in other areas, Milence is an arm’s length venture under EU law, creating a level-playing field for its share- holders. This also ensures that the conditions under which all three companies can access our network are the same. We’ve come a long way since: customers are waiting for us to launch more sites in addition to our first one, which we opened in Venlo in the Netherlands in December 2023. They’re even adjusting their routing to where our stations will be. This is proof that what we are doing is absolutely necessary. And looking ahead, 2024 will be all about working even more closely with the brands, transportation companies, and mobility service providers to actively move the trucks to our locations to get this market going. 2 What are the main challenges in building a European charging infrastructure and how do you deal with them? The constrained energy grids are the biggest challenge. Under current EU policy, grid companies are not allowed to build extensions to the grid until there is a request or offer on the table. The EU Action Plan for Grids is definitely a step in the right direction, but until it is fully implemented we have had to adapt our approach: working even more closely with grid companies to find locations that are within reach of our surge areas. Another issue is bureaucracy — countries like Germany and the Netherlands make you wait up to eight months for an answer of whether and when you can get a grid connection. Availability of plots for electrification is also a problem given the shortage of parking bays along the highways in Europe. So instead of taking up even more of that space, we are building our stations off the highways, where there are distribution centers and enough energy available. That way, we use the right amount of land and the right connection for the right purpose and with the right chance of high utilization, which is good for everybody. What else is there to the Europe-wide charging infrastructure? Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 13 ===== 13 SUSTAINABILITY TAKES TEAMWORK Sustainability is an essential component of the Group-wide TRATON Way Forward strategy. Since the beginning of 2023, the TRATON GROUP has been stepping up its efforts in the area even further — with the combined strength of its Scania, MAN, Navistar, and Volkswagen Truck & Bus brands. Christopher Perzan, Fabian Heidinger, Priscila Rocha, and Andreas Follér (f.l.t.r.) combine the power of the TRATON brands for more sustainability. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 14 ===== 14 The road to sustainable transportation is not straightforward — it is full of challenges. According to Andreas Follér, Chief Sustaina- bility Officer of the TRATON GROUP, the key is deep collaboration within and outside the Group. The brands Scania, MAN, Navistar, and Volkswagen Truck & Bus represent different cultures, serve different markets, and are subject to different laws. Each brand has gained its own experience in the field of sustainability in recent years and established individual approaches. Since the beginning of 2023, the Sustainability Leadership Group, consisting of Follér and the brands’ sustainability managers, has been meeting once a week for a video conference. They exchange views on their respec- tive sustainability approaches and projects, describe the challenges they face, and share experiences. In 2023, the sustainability team held intensive discussions to develop three key areas of impact: decarbonization, circularity, and human rights. The Sustainability Leadership Group is now defining joint goals and projects in line with these focal points in order to minimize environmental impact, maximize value to stakeholders, and assume social responsibility along the value chain and beyond. In 2024, the Group-wide sustain- ability management team will focus on developing and imple - menting common goals. Fredrik Nilzén (left) has been Head of Sustainability at Scania since 2024, taking over from Andreas Follér, who is now Chief Sustainability Officer of the TRATON GROUP. Achieving a positive impact with business models The newest member of the team is Fredrik Nilzén, who has been Scania’s Head of Sustainability since 2024. He has been working on the question of how business models can be changed to achieve a positive impact since the start of his career. Nilzén is particularly motivated in his work by the topic of scaling. He sees the connection to the TRATON GROUP as an important lever: “If we do things right across the whole Group and are aligned in how we move forward, we can make a bigger difference for our company and for society as a whole and have a major impact on the transportation industry.” Learn more “ If we do things right across the whole Group, we can make a bigger difference for our company and for society.” Fredrik Nilzén, Head of Sustainability at Scania How are our brands working together on sustainability? Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 15 ===== 15 Learn more MYTHS ABOUT ELECTRIC TRUCKS When it comes to electric trucks with batteries, some misconceptions still persist. We dispel a few of the most common myths. Myth 1 Fact 1 Trucks powered by batteries have too little range, and their batteries take too long to charge. Modern battery electric vehicles already offer a range of approximately 400 kilometers on a single charge. A truck travelling long-haul in Europe covers an average of 500 kilometers per day. Drivers are also required by law to take a 45-minute break after 4.5 hours of driving. If they use this driving break to charge their vehicle, even the current range is not an issue. Plus there is still a lot of potential in the development of batteries, meaning further progress in terms of range and charging times can be expected in the next few years. Today In the future 400 km 1,000 km What are the other myths? Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 16 ===== 16 Myth 2 Myth 3 Fact 2 Fact 3 Batteries are heavy, so electric trucks can’t carry as much cargo. Battery electric trucks emit more CO 2 during production than their diesel counterparts and cannot compensate for the additional emissions over their service life. Today’s batteries weigh around four tons, depend- ing on the configuration. That’s approximately double the weight of a diesel power train. However, because an electric truck doesn’t need the com- ponents of this powertrain, and because the EU allows zero-emission vehicles to weigh an addi- tional two tons, there is little or no loss of payload, depending on the axle load distribution. Vehicles carrying volume freight or groupage transport don’t fully utilize their permissible total weight anyway, so the battery is not an additional factor. 4 t 68,000 km It’s true that electric trucks emit more CO 2 during production than their diesel counterparts. However, they make up for this disadvantage very quickly. According to a study by Scania, it only takes them 68,000 kilometers, based on the EU’s energy mix in 2016. On long journeys, this mileage would take around half a year. However, not only do modern batteries generate far fewer emissions during production, they are also designed for a total mileage of 1.5 million kilo- meters or more. At the same time, the industry is aiming for 100% of the electricity used to be green and for very high recycling rates. This makes it possible to reduce total emissions from production and use to almost zero. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 17 ===== 17 ADDING VALUE WITH A MODULAR SYSTEM There’s no need to reinvent the wheel, as the saying goes. When it comes to the TRATON Modular System, this couldn’t be truer: instead of developing individual solutions multiple times, the TRATON GROUP brands rely on shared components with standardized interfaces. This enables the Group to pool its resources efficiently. Björn Leksell, Head of Group Product Planning in the TRATON GROUP The transport sector, and with it the transportation industry, are undergoing the biggest transforma- tion in history: combustion engines are gradually being replaced by electric drives, vehicles are becoming more connected, and autonomous trucks are soon to become part of everyday life. “All of this poses enormous challenges for our product planning,” explains Björn Leksell, Head of Group Product Planning in the TRATON GROUP. This cross-brand organizational unit is mainly responsible for the strategic product roadmap and for overseeing the governance for the corresponding decision-making bodies. “It doesn’t make sense for each of our brands to develop the answers to these challenges them- selves,” says Leksell. “Group Product Management needs to describe, aggregate, and quantify the customer needs and strategic brand ambitions by following three well-defined modularization principles.” In the face of increasingly complex customer requirements and new technologies popping up, how can we succeed in developing attractive and competitive products that can simultane- ously meet the varying and individual customer requirements of the four brands? The answer to this is the TRATON Modular System, or TMS for short. Group Product Management (GPM) together with Group Research & Development have the task to create and implement the TMS. “That is our strategy for achieving both external effectiveness and internal efficiency. The GPM team needs to describe, aggregate, and quantify the customer needs and strategic brand ambi- tions by following three well-defined modulariza- tion principles: same needs — identical solutions; standardized interfaces, and well -balanced per - formance steps,” explains Leksell. “From a tech nological perspective, the heart of the TMS is translating customer requirements into techni- cal solutions using a sophisticated user-factor methodology and prioritizing the standardization of interfaces,” explains Niklas Hammarström. As Head of Vehicle Portfolio, Hammarström is responsible for the TRATON GROUP’s truck and bus portfolio, i.e., for all products relating to end customer applications. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 18 ===== Learn more There is a clear connection between the TRATON GROUP’s corporate values and the TRATON Modular System (TMS), as Dr. Mathey Wiesbeck, Head of GPM Business Development in the TRATON GROUP, explains. Mapping the customer requirements of several brands and delivering them efficiently to the customer is the foundation of the TMS. Because of this, Customer First is the starting point and purpose of the TMS. Customer First Respect Team Spirit Responsibility Elimination of Waste We are four strong brands, each with its own advantag- es: be it a special market position, greater growth potential, or a premium claim. Respect for the indi- vidual strengths of the brands is also reflected in the structure of the TMS. Where there is respect, there is team spirit. Merging the development departments of the four brands into one Group-wide Research and Development department, and into one joint Group Product Management, can only work with team spirit. Our brands have always had a responsibility to their customers and have been accountable for results, and this will remain the case. The TMS strengthens the independence of the brands and their responsibility toward customers. Operational excellence is the basic prerequisite for our success in the market. Elimination of Waste is an accurate reflection of this, for example when we con- solidate four product man- agement or four develop- ment departments into one base. This way, TRATON can make better use of its human resources and deliver the required solutions faster. “From a technological perspective, the heart of the TRATON Modular System is translating customer requirements into technical solutions using a sophisticated user-factor methodology and prioritizing the standardization of interfaces.” Niklas Hammarström, Head of Vehicle Portfolio in the TRATON GROUP Dr. Mathey Wiesbeck, Head of GPM Business Development in the TRATON GROUP “Mapping the customer requirements of several brands and delivering them efficiently to the customer is the foundation of the TRATON Modular System.” What makes the TRATON Modular System stand out? Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 19 ===== Learn more 19 TRANSFORMATION IN ACTION The transition in the transport sector has been underway for some time. We take a look at the latest developments in the Group. What are our brands doing to drive this transformation? Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 20 ===== Navistar will also offer an electric variant for the new generation of the CE Series from its IC Bus brand. NAVISTAR “Customer education and engagement is essential at this early stage to ensure that they remain competitive and in a position to take advantage of innovation and new technology.” Jason Kazmar, Director of Mobility Solutions at Navistar VOLKSWAGEN TRUCK & BUS This is the altitude at which a version of the e-Delivery that was launched in 2023 can operate. This means that customers in the Andean countries also have an option for zero-emission delivery transport — the e-Delivery has been available in Argentina since 2023. 3,800 m SCANIA Scania’s current electric trucks weigh 64 tons and have a range of 260 kilometers. “Four years ago, we had nine batteries with an output of 330 kilowatt-hours. Today we have just six batteries, but they have an output of 624 kilowatt-hours.” Bo Andrén, Engineering Director Battery Development at Scania This is how many Lion’s City E buses MAN built by September 2023, following the start of production in the fall of 2020. With its electric city buses, MAN is now the market leader in Europe. Half of the company’s new city buses will be electric by 2025. Next, MAN will focus on intercity buses and coaches. 1,000 e-buses MAN Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 21 ===== 21 DISCOVER THE ONLINE VERSION OF OUR ANNUAL REPORT WITH ALL TEXTS IN FULL LENGTH, AS WELL AS VIDEOS AND LOTS OF ADDITIONAL INFORMATION. Learn more Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 22 ===== CONTENTS To Our S hareholders To Our Shareholders 2 5 Executive Board 2 8 Report of the Supervisory Board 2 9 TRATON on the Capital Markets 3 4 TRATON Way Forward 3 8 Highlights 2023 4 0 Combined Management Report Key Information about the TRATON GROUP 4 5 Report on Economic Position 5 0 TRATON SE (German GAAP) 7 1 Report on Expected Developments, Opportunities, and Risks 7 5 Nonfinancial Group Statement 9 0 Supplemental Information on Fiscal Year 2023 1 14 Consolidated Financial Statements Income Statement 1 29 Statement of Comprehensive Income 1 30 Balance Sheet 1 32 Statement of Changes in Equity 1 34 Statement of Cash Flows 1 36 Notes 13 7 Further Information Responsibility Statement 2 41 Independent Auditor’s Report 2 42 Independent Auditor’s Report on the Nonfinancial Statement 2 51 Remuneration Report 2 54 Independent Auditor’s Report 2 81 Financial Calendar 2 82 Defined Terms 2 83 Five-Year Overview 2 85 Publication Details 2 87 1 2 3 4 Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders ===== SIDA 23 ===== This report contains certain forward-looking statements for fiscal year 2024 that are based on present assumptions and forecasts by the Company’s management. A range of known and unknown risks, uncertainties, and other factors may result in the actual results, financial position, development, or performance of the TRATON GROUP differing materially from the estimates given here. Such factors include those that TRATON has described in published reports. These reports are available on our website at www.traton.com . The Company does not assume any obligation to update such forward-looking statements or to adapt them to future events or developments. All figures shown are rounded, so minor discrepancies may arise from addition of these amounts. Comparable prior-year figures are presented in brackets alongside the figures for the fiscal year under review. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders Legend for interactive navigation: Search Home One page forward One page back Return to previously viewed page ===== SIDA 24 ===== To Our Shareholders 24 T o Our Shareholders 25 E xecutive Board 28 Repor t of the Supervisory Board 29 TRA TON on the Capital Markets 34 TRA TON Way Forward 38 Highlights 2023 40 TO OUR SHAREHOLDERS To Our Shareholders 1 Further InformationConsolidated Financial StatementsCombined Management Report ===== SIDA 25 ===== TO OUR SHAREHOLDERS Dear Shareholders, We have set ourselves a clear purpose: “Transforming Transportation Together. For a sustainable world.” In 2023, we took further steps to sharpen the TRATON GROUP’s focus on shaping the transition to a world of sustainable transportation. We are clearly gearing our brands’ product portfolio toward this objective and made important progress in battery technology. And we did what we promised: we gave our customers the best possible technology for whatever they need to do to make their day-to-day business a success. Let’s reflect on what 2023 was like for the TRATON GROUP in detail and look further down the line. The transportation industry has an important role to play in making the world more sustainable. According to the International Council on Clean Transportation (ICCT), heavy- duty commercial vehicles are responsible for a quarter of all CO2 emissions produced by the vehicles on the road in Europe, even though they only account for 2.5% of them. When it comes to climate change, up until recently we have been part of the problem. But we are doing everything we can to become part of the solution. That won’t happen overnight — the transition to alternative drive systems is definitely a marathon, not a sprint. It’s a marathon I am entering with an excellent team and full of energy. My contract with TRATON and Scania was extended in March 2023 ahead of schedule and will now run for another five years until January 2029. Antonio Roberto Cortes’s contract was also extended ahead of schedule in March, by three years until January 2027. He has profound knowledge of our industry and of the Latin American market, and the fact that he is staying on as an Executive Board member is giving us extra stability and a confidence boost. Dr. Michael Jackstein joined the TRATON Executive Board in April 2023. He has strength- ened our team with his wealth of experience and in-depth knowledge of finance. He is responsible for Finance and Business Development as well as Human Resources. Catharina Modahl Nilsson also joined our Executive Board in April 2023 and is responsi- ble for the TRATON GROUP’s new Product Management function at Board level. She had already been the TRATON GROUP’s Head of Group Product Management since the start of 2022. Along with me in my role as CEO of TRATON and Scania, Mathias Carlbaum, President of Navistar, and Alexander Vlaskamp, Chief Executive Officer of MAN, complete our Executive Board lineup. We are an experienced team that will continue to develop the TRATON GROUP further and keep it on the right track for success, while never losing sight of our commitment to growing our Company’s value. I am happy to be leading such a powerful team. The best way for us to have an impact on the world of sustainable transportation is with our products and services. More than 90% of all emissions attributable to the TRATON GROUP are the result of our customers using our trucks and buses. This is something we are working on across the globe. We have a clear focus on battery electric vehicles — and will continue to have it. We reached additional milestones in this area in 2023, for exam- ple with the battery assembly plant Scania opened at its headquarters in Södertälje. The production of chassis in Södertälje was revamped in 2023 to accommodate large-scale production of electric vehicles, and locating the battery assembly in its vicinity means we have done everything to make the manufacturing process quick and efficient. The cells that are being assembled into battery packs in Södertälje have demonstrated a useful life in trucks of over 1.5 million kilometers when they were tested. This means that an electric truck can use the same battery throughout its entire service life. Scania also made progress in decarbonizing its supply chains. H2 Green Steel was awarded the first contract to supply Scania with sustainably produced steel, allowing the company to reduce the climate footprint of its vehicle manufacturing. Scania also signed a letter of intent with SSAB, its main supplier of steel, to gradually decarbonize steel deliveries for its heavy-duty commercial vehicles, with full decarbonization planned by the end of the decade. From 2030 onward, Scania intends for all steel, batteries, alumi- num, and cast iron it buys for its European production to be 100% green. This is now also a binding requirement for the brand’s suppliers. Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 25 ===== SIDA 26 ===== The TRATON GROUP already has a strong portfolio of battery electric vehicles. There was a particular focus in 2023 on the electric long-haul MAN eTruck. Sales of this electric vehicle began at the end of October. The eTruck can cover up to 800 kilometers a day with just one charging break mid-route and is already equipped for megawatt charging in line with the future MCS standard. Just like Scania, MAN is also getting ready to manufacture the all-important battery packs for electric trucks. The groundbreaking ceremony for large-scale production took place in Nuremberg in 2023, and up to 100,000 high-voltage battery packs will be produced there every year starting in 2025. 350 jobs will be created as a result. The Nuremberg engine plant has a long history, and this will allow it to play a key role with its profound competence for alternative drive technologies. The TRATON GROUP is willing to make upfront investments in e-mobility. We are system- atically shifting our investments from diesel powertrains to alternative drive systems. Our brands are continuing to expand their product and service portfolio and supporting their customers in switching to battery electric vehicles. The new Navistar plant in San Antonio was designed from the outset with the capacity to manufacture electric models as well. Volkswagen Truck & Bus (VWTB) expanded its e-Delivery offering to additional markets in Latin America and began testing its e-Volksbus in 2023. Barely three years after starting the series production of electric buses, MAN already managed to produce 1,000 of these vehicles. Scania presented a new platform for battery electric buses that offers a significant improvement in range to up to 500 kilometers. We are even prepared to pay upfront when it comes to charging infrastructure. Together with the Volvo Group and Daimler Truck, we set up the Milence joint venture in 2022. The three partners have committed to investing a total of €500 million between them. Milence opened its first charging station in Venlo in the Netherlands at the end of 2023 and will continue its course for success in 2024. Charging infrastructure development is urgently needed, and the TRATON GROUP brands are doing their bit to drive it forward. Navistar, for example, has launched a partnership with Quanta Services, a major provider of grid infrastructure solutions in North America. It will work together with Quanta to offer a comprehensive vehicle and charging infrastructure solution to the customers of its International Truck and IC Bus brands that will allow them to add battery electric vehicles to their fleets quickly and efficiently. The TRATON GROUP is also facilitating the transition to electric vehicles with its new service entity: TRATON Charging Solutions currently offers the largest network of public charging stations in twelve European coun- tries. By simplifying access to charging stations as much as possible, we are making it easier for our customers to switch to battery electric commercial vehicles. But if we want the transition to sustainable transportation to succeed, we have to be clear about one thing: there is a challenge we as society have to overcome first. Vehicle man- ufacturers shifting up a gear when it comes to electric commercial vehicles will not be enough. The transportation industry desperately needs a reliable charging infrastructure. Milence plays an important role in driving this infrastructure forward and intends to build more than 1,700 charging points in Europe by 2027. But that alone is also not enough. The European Automobile Manufacturers’ Association ( ACEA) estimates that at least 50,000 publicly accessible charging points are needed, 35,000 of them compatible with the future powerful megawatt charging standard (MCS). The transition to electric vehicles will not gain the momentum we want it to until policymakers give new technologies the helping hand they need. We were able to stabilize and increase production in the course of 2023 and gradually reduce our high order backlog. We did still feel the impact of bottlenecks in the supply of key components and of logistics shortages on our production and deliveries — but supply chains were significantly more resilient on the whole than even just a year ago in 2022. This meant that we were once again able to deliver our vehicles to our customers with shorter lead times. We were able to offset the significantly higher prices for energy, raw materials, and other bought-in components with price measures. We managed to make 2023 a very successful year for the TRATON GROUP, something we could not have done without all of our brands. More than 100,000 TRATONians were fully committed to helping us achieve significant growth in our unit sales, sales revenue, and operating result (adjusted), and I want to thank you all for your hard work. We raised the forecast published at the beginning of the year twice as the year progressed. The latest figure was even more ambitious, yet we still managed to exceed it. The TRATON GROUP’s unit sales were up 11% year-on-year to a total of 338,200 vehicles in 2023. We lifted our sales revenue by 16% to €46.9 billion. Operating result (adjusted) doubled year-on-year to around €4.0 billion. We reported an operating return on sales (adjusted) of 8.6%, slightly above the forecast range of 7.5 to 8.5%. Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 26 ===== SIDA 27 ===== This is great news for you as our shareholders in two ways. We paid out a dividend of €0.70 per share for fiscal year 2022 in June — an increase of €0.20 per share compared to the previous year. Along with the very positive developments in the price of TRATON shares, this resulted in a total yield of 56% for shareholders in 2023, calculated at the Xetra closing price. We shouldn’t become complacent or expect 2024 not to be hard work — that much already became clear in the second half of 2023. Our incoming orders were significantly weaker in 2023 than in the previous year. Demand returned to normal in Europe. On the one hand, economic developments in 2024 remain uncertain. On the other, high interest rates have created a more difficult financing environment. Incoming orders were down sharply year-on-year in North America. Navistar consciously remained restrictive in its acceptance of new orders as a result of its very high order backlog, a consequence of pent-up demand. Incoming orders were also down significantly year-on-year in South America. This was due to the pull-forward effects in connection with the Conama P8 emissions standard, which entered into force in Brazil at the beginning of 2023. In spite of these challenges, our order books are well filled, with enough orders to last us into the second half of 2024. This gives us reason to be confident. Our Vehicle Services business is important, and we will gain additional stability from our financial services in 2024. With TRATON Financial Services, we took an important step forward in 2023 on our journey to establish a global captive and integrated finan - cial services business. This will allow us to offer even better solutions to our customers, for example when they want to make the switch to electric vehicles. Optimizing the TRATON GROUP’s financing setup helps to make our earnings more resilient to the ups and downs of the commercial vehicle markets. All of this means that we will have to remain extremely focused in 2024 and make the best of what we are good at. And it’s clear what that is: established and committed brands focusing on customer satisfaction while also working together in perfect harmony, mak- ing us strong as a Group. I am confident that we can make 2024 an even more successful year than 2023, even without the support from the market. We should see a stronger reflection of our Group collaboration starting in 2024, with a visible result from our C ommon Base Engine, which was first launched at Scania and is now coming in at Navistar and MAN. And that is only a fraction of the potential we will see unfold with our TRATON Modular System, which we are working so hard on. For fiscal year 2024, we are expecting developments in unit sales and sales revenue to range from –5 to 10%. We are projecting an operating return on sales (adjusted) of 8.0 to 9.0% for the TRATON GROUP. I hope we can continue to count on your support as our shareholders. Sincerely, Christian Levin CEO of TRATON SE Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 27 ===== SIDA 28 ===== Executive Board ANTONIO ROBERTO CORTES Member of the Executive Board of TRATON SE, Chief Executive Officer of Volkswagen Truck & Bus ALEXANDER VLASKAMP Member of the Executive Board of TRATON SE, Chief Executive Officer of MAN MATHIAS CARLBAUM Member of the Executive Board of TRATON SE, Chief Executive Officer and President of Navistar CHRISTIAN LEVIN Chairman of the Executive Board and Chief Executive Officer of TRATON SE, Chief Executive Officer of Scania DR. MICHAEL JACKSTEIN (since April 1, 2023) Member of the Executive Board of TRATON SE, responsible for Finance, Business De velopment, and Human Resources CATHARINA MODAHL NILSSON (since April 1, 2023) Member of the Executive Board of TRATON SE, responsible for TRATON Group Product Management Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 28 ===== SIDA 29 ===== Report of the Supervisory Board 1 Dear readers, The Company’s Supervisory Board addressed the Company’s position and performance regularly and in detail in fiscal year 2023. In accordance with the recommendations of the German Corporate Governance Code (the Code), the statutory requirements, the Articles of Association, and the Rules of Procedure, we regularly advised the Executive Board in its management of the Company and monitored its activities. We were involved in an advisory capacity in all matters and decisions of major importance for the TRATON GROUP. The Executive Board provided us with regular, comprehensive, and timely information, in both written and oral form, on the business performance, relevant business events, corporate planning, and deviations in the course of business from forecasts as well as their causes. The Executive Board also reported to the Supervisory Board, in particular, on the TRATON GROUP’s strategy and the implementation status of strategic projects, the TRATON GROUP’s risk position and risk management, as well as compliance issues. The documents and information required as a basis for making decisions were available to the members of the Supervisory Board at all times at the meetings and during the preparation of the resolutions to be adopted. We also received a detailed report on the current business situation from the Executive Board on defined dates. During regular talks with the Chief Executive Officer outside the Supervisory Board meet- ings, I also discussed matters and issues relevant to the Company, such as the business performance, planning and strategic projects, the risk position, risk management, and compliance. The Supervisory Board held seven meetings in fiscal year 2023. It had four in-person meetings, two video meetings, and one telephone meeting. In addition, the Supervisory Board gained a first-hand impression of production at Volkswagen Truck & Bus Ltda. and Scania Latin America Ltda. and shed light on strategic issues in these regional markets. We adopted resolutions on specific, especially urgent matters in writing. The attendance rate of members at Supervisory Board meetings (calculated for all meet- ings in the fiscal year and for all Supervisory Board members in office) was 92.7% in fiscal year 2023. The individualized attendance of the members of the Supervisory Board at the meetings of the Supervisory Board and its committees is shown in the following overview: Supervisory Board Presiding Committee Audit Committee Nomination Committee No. % No. % No. % No. % Mr. Pötsch 7/7 100 8/9 89 1/1 100 Mr. Lyngsie 6/7 86 9/9 100 Ms. Andersson 2 3/4 75 Mr. Bechstädt 7/7 100 4/4 100 Ms. Carlquist 7/7 100 Ms. Cavallo 3 4/7 57 2/3 67 Dr. Döss 7/7 100 Mr. Kerner 5/7 71 8/9 89 1/1 100 Mr. Kilian 7/7 100 9/9 100 Dr. Kirchmann 7/7 100 Dr. Kuhn-Piëch 6/7 86 3/4 75 Ms. Lorentzon 7/7 100 4/4 100 Mr. Luthin 7/7 100 Ms. Macpherson 7/7 100 4/4 100 Dr. Dr. Porsche 6/7 86 7/9 78 1/1 100 Dr. Schmid 7/7 100 Ms. Schnur 4 7/7 100 6/6 100 3/4 75 Mr. Sedlmaier 6/7 86 Mr. Wansch 7/7 100 Mr. Witter 7/7 100 4/4 100 2 F rom April 4, 2023 3 Member of the P residing Committee until March 20, 2023 4 Member of the P residing Committee from March 21, 2023 1 In ac cordance with section 171 (2) of the Aktiengesetz (AktG ― German Stock Corporation Act) Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 29 ===== SIDA 30 ===== Committee activities To discharge its duties, the Supervisory Board established two committees — t he Pre- siding Committee and the Audit Committee — on which shareholders and employees are represented equally, with three representatives in each case, as well as the Nomina- tion Committee, which consists solely of shareholder representatives. The main role of the committees is to prepare Supervisory Board resolutions. In some cases, the Super - visory Board’s decision-making powers or tasks are transferred to committees. The Nom- ination Committee is tasked with identifying suitable candidates for Supervisory Board positions and recommending suitable candidates to the Supervisory Board as the latter’s proposals for election at the Annual General Meeting. In this capacity, the shareholder representatives on the Presiding Committee act as the Nomination Committee. Mr. Frank Witter was Chairman of the Audit Committee. I chaired the Presiding Commit- tee in my capacity as Chairman of the Supervisory Board. At the Supervisory Board meet- ings, the Chairman of the Audit Committee and I provided regular reports on the work of the committees. Members of the committee assume responsibility for reporting if the Chairman is unable to attend a meeting. The names of the members of the committees as of the end of 2023 can be found in the “Corporate Governance Statement” section and in the list in Note “49. Supervisory Board committees” to the Consolidated Financial Statements. The Presiding Committee of the Supervisory Board held nine meetings in the year under review. One of these meetings was in-person, six were video meetings, and two were telephone meetings. At its meetings, the Presiding Committee meticulously prepared the resolutions of the Supervisory Board, gathered information about ESG-related per- formance reviews and new features of the remuneration system for the Executive Board, discussed in detail the changes in Scania’s bus business, and addressed the planning round, which contains the cornerstones of the medium and long-term financial planning, and the investment program. Strategy execution in connection with the realignment of the Group Research and Development division and succession planning for the Executive Board were also discussed. The Nomination Committee met once in the year under review. This was an in-person meeting. The Audit Committee held a total of four meetings in the year under review. One meet- ing was an in-person meeting and three were video meetings. It dealt in detail with financial reporting issues, the 2023 Annual Financial Statements of TRATON SE and the TRATON GROUP, and the audit reports submitted by the auditor, Ernst & Young GmbH Wirtschaftsprüfungsgesellschaft (from February 1, 2024: EY GmbH & Co. KG Wirtschafts- prüfungsgesellschaft), Munich ( EY). Additionally, it subjected the performance of the audits to a quality review. It also addressed the requirements of the Corporate Social Responsibility Directive and the TRATON Group policy on export controls, as well as cor- responding measures and sanctions. The committee discussed the Half-Year Financial Report with the Executive Board prior to its publication. EY reviewed the TRATON GROUP’s Half-Year Financial Report for the period ended June 30, 2023. The review did not lead to any objections. The committee discussed the findings of the review with the auditors in detail. The Audit Committee also addressed the engagement of the auditor to audit the Annual Financial Statements for 2023, and the areas of emphasis of the audit. The committee regularly addressed the business performance in the TRATON GROUP, the internal control system, risk management and the risk management system, and the TRATON GROUP’s impending and pending litigation, among other issues. The Audit Committee also addressed compliance and internal audit issues, such as the TRATON GROUP’s internal audit system and the audit plans for the TRATON GROUP’s Corporate Audit function, as well as the implementation status. The head of Corporate Audit of the TRATON GROUP and the Chief Compliance Officer of the TRATON GROUP reported to the committee in person on a regular basis. The members of the Supervisory Board are responsible for obtaining the education and training necessary for them to perform their duties, for example with regard to changes in the legal environment. They are supported by the Company if necessary. In addition, topics relating to the Company are regularly discussed in depth at Supervisory Board meetings. These included on the one hand the TRATON Financial Services segment, and on the other, regulatory developments and sustainability reporting requirements, as well as deep dives on the Future Powertrain program, the business strategy for China, and the Navistar strategy. Newly appointed members of the Supervisory Board are addition- ally given the opportunity to receive a detailed introduction to the specific issues con - cerning the Supervisory Board of TRATON SE. Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 30 ===== SIDA 31 ===== Issues addressed by the Supervisory Board Topics discussed regularly by the Supervisory Board included trends with respect to orders, sales revenue, earnings, and employment within the TRATON GROUP. We also regularly addressed key strategic matters and projects, as well as programs for the future at subsidiaries of TRATON SE. In general, the shareholder and employee representatives met for separate preliminary discussions before each of the Supervisory Board meetings. The following additional information relates to the Supervisory Board meetings held in 2023: Supervisory Board meeting on February 1, 2023 The main topic at our meeting on February 1, 2023, was the adjustment of the calculation parameters for the Executive Board’s profit bonus for fiscal year 2022. It became neces- sary to discuss a potential adjustment in particular due to the unforeseen events in con- nection with the war in Ukraine. Supervisory Board meeting on February 22, 2023 At our meeting on February 22, 2023, following detailed examination and discussion, we approved the Annual Financial Statements for TRATON SE and the Consolidated Financial Statements with the Combined Management Report, including the Nonfinancial Group Statement, for TRATON SE and the TRATON GROUP for fiscal year 2022 prepared by the Executive Board. The Supervisory Board also prepared the remuneration report for fiscal year 2022. In addition, the Supervisory Board examined the report on relationships with affiliated companies (Dependent Company Report). On completion of our examination, we raised no objections to the Dependent Company Report. Additionally, the Supervisory Board resolved to issue the audit engagement letter for the 2023 Annual and Consoli - dated Financial Statements, and to engage the auditors to review the interim financial statements, interim management reports, and the remuneration report for fiscal year 2023. Other agenda items included adjustments to the Executive Board’s List of Respon- sibilities, the appointment of the Executive Board member for Production at Navistar International Corporation, and the appointment of the Head of Production at TRATON SE. We also addressed the planning round and the associated investment program of the TRATON GROUP in detail, and discussed the restructuring of the TRATON GROUP’s finan- cial services activities. Supervisory Board meeting on March 20, 2023 The main focus of our meeting on March 20, 2023, was on changes in the Executive Board of TRATON SE. This related to two upcoming appointment extensions, two personnel changes, and an amendment to the List of Responsibilities. For example, we decided to extend the appointment of Christian Levin, Chairman of the Executive Board of TRATON SE and CEO of Scania CV AB, by five years until January 2029. We also resolved that Executive Board member Antonio Roberto Cortes, who is also CEO of Volkswagen Truck & Bus, will remain on the Executive Board for a further three years until January 2027 and approved the update to the Declaration of Compliance that this required. At the same time, we approved the introduction of the new Global Product Management area of responsibility within the Executive Board as the strategic and operational inte - gration of the commercial and industrial systems of the four brands and coordinated Group functions. In this context, we resolved to appoint Catharina Modahl Nilsson as the Executive Board member responsible for this area effective April 1, 2023. We additionally appointed Dr. Michael Jackstein as the Executive Board member respon- sible for Finance and Human Resources effective April 1, 2023. He has since been heading the combined Finance and Human Resources division of TRATON SE, which also includes the Business Development division. The previous members of the Executive Board of TRATON SE Bernd Osterloh (Human Resources) and Annette Danielski (Finance and Busi- ness Development) left the Executive Board by mutual agreement on this date. Supervisory Board meeting on May 31, 2023 At our meeting on May 31, 2023, we discussed in particular the launch of a TRATON com- mercial paper program and approved a €2.5 billion multi-currency commercial paper program for the issuers TRATON SE, TRATON Finance Luxembourg S.A., and TRATON Treasury AB. We were also briefed on the Future Powertrain Program focus topic and the business strategy for China. We additionally approved the appointment of a new Head of Logistics at TRATON SE. Supervisory Board meeting on July 20, 2023 At our meeting on July 20, 2023, we obtained detailed information on the planning round and investment planning. We also addressed the China Business Case and approved the continuation of the China project. Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 31 ===== SIDA 32 ===== Supervisory Board meeting on October 29, 2023 At our meeting on October 29, 2023, we dealt with filling the position of Head of TRATON GROUP R&D and obtained detailed information on the current status of the repositioning of the Group Research and Development division. Supervisory Board meeting on December 11, 2023 At our meeting on December 11, 2023, we addressed issues related to Executive Board remuneration. We also adopted the Declaration of Compliance with the German Cor - porate Governance Code and discussed the Executive Board’s decision to hold the 2024 Annual General Meeting of TRATON SE as a virtual Annual General Meeting without the physical presence of shareholders. We followed this by discussing the outcome of the Supervisory Board’s self-assessment. Resolutions adopted in writing As well as the topics outlined above, we also approved holding TRATON SE’s 2023 Annual General Meeting as an in-person meeting and approved the corresponding agenda and proposed resolutions by means of resolutions adopted in writing in the reporting period. Additionally, we approved the acquisition of the new financial services business relating to MAN and Volkswagen Truck & Bus Ltda. by TRATON Financial Services AB as a resolution adopted in writing. As well as the approval of the planning round and the investment program, we also adopted resolutions in writing approving Executive Board remuneration issues and appointing senior executives at the first management level below the Exec - utive Board. Conflicts of interest No conflicts of interest involving members of the Supervisory Board within the meaning of recommendation E.1 of the German Corporate Governance Code were reported in the year under review. Corporate governance and Declaration of Compliance In March 2023, the Executive Board and Supervisory Board issued a Declaration Of Com- pliance during the year due to the extension of the term of office on the Executive Board of Mr. Cortes. The annual Declaration of Compliance was issued by the Executive Board and the Supervisory Board in December 2023. The declarations are permanently available on TRATON SE’s website at https://ir.traton.com/en/corporate-governance. The depar- tures from the recommendations of the German Corporate Governance Code are described in detail and substantiated in the Declarations of Compliance. Further information on corporate governance at TRATON is available in the “Corporate Governance at TRATON” section of this Annual Report. Changes to the composition of the Supervisory Board and the Executive Board Effective April 4, 2023, Ms. Ödgärd Andersson was appointed by court order to succeed Ms. Hiltrud Dorothea Werner as a member of the Supervisory Board. She was then elected at the Annual General Meeting on June 1, 2023, for the remainder of Ms. Werner’s term of office. Dr. Michael Jackstein was appointed to the Executive Board of TRATON SE as Chief Finan- cial Officer and Chief Human Resources Officer effective April 1, 2023. Also effective April 1, 2023, Ms. Catharina Modahl Nilsson took over the Global Product Management function on the Executive Board. Effective the end of March 31, 2023, Ms. Annette Danielski, Chief Financial Officer, and Mr. Bernd Osterloh, Chief Human Resources Officer, both left the Executive Board of TRATON SE by mutual agreement. The Supervisory Board would like to thank Ms. Danielski and Mr. Osterloh for their important contributions to laying the foundations for TRATON’s transformation and for driving forward the strategy in their areas of responsibility. Audit of the Annual and Consolidated Financial Statements and of the Dependent Company Report The Annual General Meeting of TRATON SE elected EY as the auditor of the Annual Financial Statements and the Consolidated Financial Statements for fiscal year 2023 on June 1, 2023. The Supervisory Board issued the concrete audit engagement letter to EY in line with the Audit Committee’s recommendations and specified the areas of emphasis of the audit. The auditor issued unqualified auditor reports on the 2023 Annual Financial Statements of TRATON SE and TRATON’s 2023 Consolidated Financial Statements, together with the Combined Management Report. In addition, the auditor audited the remuneration report for fiscal year 2023 prepared jointly by the Executive Board and the Supervisory Board in accordance with section 162 of the Aktiengesetz (AktG — German Stock Corporation Act). In addition, the auditor assessed the internal control system and the risk management system and concluded that the Executive Board had taken the measures required by section 91 (2) of the AktG to identify at an early stage any risks that could endanger the Company’s continued existence. Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 32 ===== SIDA 33 ===== The Executive Board of TRATON SE prepared a report on relationships with affiliated companies (Dependent Company Report) in accordance with section 312 of the AktG for fiscal year 2023. The auditor audited the Dependent Company Report and issued the following opinion: “Based on our audit and assessment, which were carried out in accordance with profes- sional standards, we confirm that 1. the f actual statements made in the report are correct 2. the p ayments made by the Company in connection with legal transactions detailed in the report were not unreasonably high 3. there are no circumstances that would require a materially different assessment of the measures listed in the report than that of the Managing Board.” The Supervisory Board concurred with the result of the audit of the Dependent Company Report by the auditor. The members of the Audit Committee and the members of the Supervisory Board received the documents relating to the Annual Financial Statements, including the Dependent Company Report, and the audit reports prepared by the auditor in good time for the meetings of these committees that dealt with the 2023 Annual Financial State - ments. At Audit Committee meetings, the auditors reported in detail on the key findings of their audits and were available to provide additional information. Based on the audit reports by the auditor and its discussion with them as well as its own findings, the Audit Committee prepared the Supervisory Board’s examination of the Con- solidated Financial Statements and the Annual Financial Statements of TRATON SE, as well as the Combined Management Report (including the Nonfinancial Group Statement) and the Dependent Company Report, and reported on them in the Supervisory Board meeting on February 21, 2024. We examined these documents in depth in the knowledge of, and taking into account, the report by the Audit Committee and the auditor’s report, and in our discussions with them. We came to the conclusion that there were no objections to the Annual Financial Statements and Consolidated Financial Statements prepared by the Executive Board for fiscal year 2023, and that the assessments by the Executive Board of the position of the Company and the Group presented in the Combined Management Report correspond to those of the Supervisory Board. In our meeting on February 21, 2024, we concurred with the results of the audit by the auditor in line with the Audit Committee’s recommendation and our own examination and approved the Annual Financial Statements prepared by the Executive Board and the Consolidated Financial Statements. The Annual Financial Statements are thus adopted. We examined the Executive Board’s proposal on the appropriation of net earnings after considering in particular the interests of the Company and its shareholders and concurred with the proposal. On completion of our examination, we raise no objections to the declaration by the Exec- utive Board at the end of the Dependent Company Report. We would like to thank the Executive Board, the Works Council, the management, all employees of TRATON SE, and the employees of its affiliated companies for their work in 2023, and extend our special appreciation to them. 2023 was another year that brought many challenges, some of them considerable, that had to be overcome. With their great personal dedication and high level of motivation, they all made a decisive contribution to the TRATON GROUP’s successful performance in fiscal year 2023. Munich, February 21, 2024 On behalf of the Supervisory Board, Hans Dieter Pötsch Chairman of the Supervisory Board Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 33 ===== SIDA 34 ===== TRATON on the Capital Markets 2023 equity markets with year-end rally despite inflation and economic concerns At the beginning of the year, the international equity markets initially continued the upward trend that began in October 2022 on the back of positive economic data and hopes of less aggressive interest rate hikes by leading central banks, and posted signif- icant gains. Over the further course of the year, however, this positive trend was increas- ingly overshadowed by concerns about further interest rate hikes to rein in persistently high inflation rates. This was exacerbated by the debates about the debt ceiling taking place in the USA in the meantime as well as by fears of recession, among other things. Accompanied by strong volatility, the equity markets initially trended sideways in the spring and summer. Despite the difficult market environment, positive economic and corporate data started supporting share prices, with some stock market indices even reaching record highs at the end of July and beginning of August, although these could not be sustained. Subsequently, prices on the global stock exchanges came under sig - nificant pressure again until the end of October due to the conflict in the Middle East, persistent uncertainty as a result of the war in Ukraine, and weaker economic data, hitting their lows for the year in some cases. In the last two months of the year, lower inflation rates fed hopes of an end to the cycle of interest rate hikes by central banks. On the back of these positive stimuli, the global stock markets recorded a significant recovery, which continued until the end of 2023. The German Dax benchmark index closed the 2023 trading year at 16,752 points, up 20.3%. The SDax, which comprises the 50 most important companies in Germany below the Dax and the MDax and is where TRATON is listed, rose by 17.1% compared with the 2022 year- end closing level. The Stoxx Europe 600 Industrial Goods & Services (SXNP) index, whose members are the largest listed European companies in the industrial goods and services sector, including TRATON, rose by 21.6% in 2023. TRATON posts significant share price increase over the course of the year TRATON SE’s shares began 2023 by broadly tracking the general performance of the stock markets. The positive reception given to the 2022 full-year figures and an outlook for 2023 that exceeded analysts’ expectations led to TRATON shares performing significantly better than the relevant indices, particularly at the end of the first quarter and the begin- ning of the second quarter. In the second half of the year, TRATON’s shares largely followed the volatile developments on the markets, which were shaped by geopolitical risks as well as inflation and economic concerns. In the final two months of the year, they benefited from the generally improved stock market environment and recorded a significant price increase. Overall, TRATON shares recorded a significantly positive performance in 2023. TRATON shares reached their annual high of €21.86 on December 27, 2023. They recorded their lowest price on January 2, 2023, at €14.44. The share price on the Nasdaq Stockholm in Sweden reached a high for 2023 of SEK 241.40, also on December 27, 2023, and a low of SEK 160.80 on January 2, 2023. TRATON shares were priced at €21.32 and SEK 236.40 on December 31, 2023. This resulted in price increases compared with year-end 2022 of 50.9% and 52.4%, respectively. Including the dividend of €0.70 paid out for 2022, this resulted in a total return to our shareholders of 55.8% and 57.7%, respectively. At the end of 2023, TRATON SE’s market capitalization was €10.7 billion. Currently, 21 financial analysts rate TRATON shares. At the end of 2023, twelve analysts issued a positive recommendation (“buy” or “overweight”). Nine analysts rated the shares as “neutral.” Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 34 ===== SIDA 35 ===== TRATON SHARE PRICE PERFORMANCE IN 2023 COMPARED WITH SELECTED INDICES SINCE JANUARY 1, 2023 (INDEXED; JANUARY 1, 2023 = 100%) 160 150 140 130 120 110 100 90 01/23 05/23 09/2303/23 07/23 11/2302/23 06/23 10/2304/23 08/23 12/23 TRA TON (Xetra) Dax St oxx Europe 600 Industrial Goods & Services TRA TON (Nasdaq Stockholm) SDax INDICATORS FOR TRATON SHARES 2023 2022 Earnings per share in € (diluted/basic) 4.90 2.28 Price-earnings ratio (PE ratio) 1 4.3 6.2 Dividend per share (€) 2 1.50 0.70 Dividend yield (in %) 3 7.0 5.0 Payout ratio (in %) 31 31 Xetra (in €) Year-end closing price 21.32 14.13 Annual average price 18.69 16.01 Annual high 21.86 23.38 Annual low 14.44 11.83 Nasdaq Stockholm (SEK) Year-end closing price 236.40 155.10 Annual average price 214.82 169.46 Annual high 241.40 239.00 Annual low 160.80 130.20 Number of shares (million) 4 500 500 Market capitalization (€ billion) 4 10.7 7.1 1 Y ear-end closing Xetra price in relation to earnings per share 2 2 023: proposed dividend, subject to approval by the 2024 Annual General Meeting 3 Dividend per shar e based on the year-end closing price of TRATON shares (Xetra trading) 4 A s of December 31 Earnings per share more than doubled Earnings per share are calculated by dividing consolidated earnings after tax attributable to TRATON SE shareholders by the number of shares outstanding. Earnings per share rose significantly by 115% to €4.90 (previous year: €2.28) due to the improvement in operating result in the year under review. Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 35 ===== SIDA 36 ===== Proposed dividend of €1.50 per share The Executive Board and Supervisory Board of TRATON SE will propose the payment of a dividend of €1.50 per share at the Annual General Meeting for fiscal year 2023 to be held on June 13, 2024. Based on the proposed dividend, the payout ratio is 30.6%. It is therefore within the target corridor of 30 to 40% of net income. In relation to the proposed dividend for the year under review, the dividend yield for TRATON shares, calculated at the Xetra closing price on the last day of trading in 2023, was 7.0%. Free float unchanged at 10.28% TRATON has an international investor base, including from Germany, Sweden, the United Kingdom, and the USA, comprising both institutional and retail investors. At the end of 2023, the free float calculated in accordance with the criteria used by Deutsche Börse stood at 10.28%. The largest single shareholder is still Volkswagen Finance Luxemburg S.A., Strassen, Luxembourg, a Volkswagen Group company, which holds 89.72% of the share capital. BASIC DATA FOR TRATON SHARES Class No-par value common bearer shares ISIN DE000TRAT0N7 WKN (German Securities Identification Number) TRAT0N Stock exchange Frankfurt Stock Exchange Nasdaq Stockholm Segment Regulated Market (Prime Standard) of the Frankfurt Stock Exchange Large Cap Segment of Nasdaq Stockholm Bloomberg ticker symbol 8TRA GY/8TRA SS Reuters ticker symbol 8TRA.DE/8TRA.ST Index membership (selection) SDax (Deutsche Börse) OMX Stockholm All Share Index Number of shares 500,000,000 Free float 10.28% More friendly market environment for corporate bonds The capital market environment in 2023 was shaped by a high level of uncertainty due to the war in Ukraine and the conflict in the Middle East, together with a still shifting interest rate environment. Despite ongoing geopolitical tensions, the supply of liquidity from investors increased significantly compared with the previous year. This helped bond yields to stabilize at a higher level. The European Central Bank’s continuing cycle of interest rate hikes led to further increases in euro reference rates and generally higher refinancing costs for companies. Overall, however, 2023 was significantly friendlier for corporate bond placements than 2022 and offered attractive market windows for new issuances, especially in the final quarter of 2023. TRATON’s ratings TRATON SE has had long-term issuer ratings from Moody’s Investors Service (Moody’s) and S&P Global Ratings (S&P) since June 17, 2020. Since September 12, 2023, TRATON SE has also had short-term ratings from both rating agencies. RATINGS (AS OF DECEMBER 31, 2023) Long-term rating Outlook Short-term rating Standard & Poor’s BBB stable A-2 Moody’s Baa2 stable P-2 European Medium Term Notes program updated Since March 12, 2021, TRATON has had a European Medium Term Notes program ( EMTN program), which was updated on May 3, 2023. The €12.0 billion capital market issuance program enables TRATON to raise capital on the debt markets flexibly and efficiently. In addition to TRATON SE, the Company’s indirect subsidiaries TRATON Finance Luxembourg S.A. and TRATON Treasury AB can also issue bonds under the program. TRATON SE, TRATON Finance Luxembourg S.A., and TRATON Treasury AB are using the issuance program to raise capital for general corporate purposes, and the capital raised will be used as needed within the TRATON GROUP. Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 36 ===== SIDA 37 ===== Commercial paper program launched TRATON launched a €2.5 billion commercial paper program (CP program) on September 12, 2023. This opens up an additional financing market for TRATON and complements the existing EMTN program. TRATON will use the CP program to finance short-term maturities with tenors of up to one year. In doing so, TRATON is gaining access to another highly liquid financing market and expanding its debt investor base. The issuers under the CP program are TRATON SE and its indirect subsidiaries TRATON Finance Luxembourg S.A. and TRATON Treasury AB. Through the CP program, TRATON can issue bonds in various currencies, and the funds raised are intended for general corporate purposes. TRATON active on the bond markets TRATON continued to issue bonds under the €12 billion EMTN program in the course of 2023. Maturities of more than two years are generally conducted via public placements, while private placements under the EMTN program are primarily used for maturities of between one and two years. The bonds were issued by TRATON Finance Luxembourg S.A. All bonds were listed on the Regulated Market of the Luxembourg Stock Exchange. OUTSTANDING BONDS OF TRATON FINANCE LUXEMBOURG S.A. Million EUR SEK Outstanding bonds 12/31/2022 5,700 – Issuances 3,000 2,550 Repayments –600 – Outstanding bonds 12/31/2023 8,100 2,550 TRATON’s indirect subsidiary Scania CV AB also issued bonds from its €5 billion bond issuance program in 2023. OUTSTANDING BONDS OF SCANIA CV AB Million EUR SEK NOK Outstanding bonds 12/31/2022 1,300 24,788 3,713 Issuances – 1,500 – Repayments –800 –8,463 –1,263 Outstanding bonds 12/31/2023 500 17,825 2,450 Further information about the outstanding bonds is available on our Investor Relations website in the “Debt & Rating” section. No change in TRATON’s share capital TRATON SE’s share capital remained unchanged at the end of fiscal year 2023 at €500 million. It is composed of 500,000,000 no-par value shares, each with a notional value of €1.00. All shares carry full dividend rights in euros. TRATON further expands its investor relations activities TRATON further stepped up and expanded its investor relations activities in the fiscal year under review. For example, the Investor Relations team attended more conferences and held a credit roadshow together with their Treasury colleagues for the first time. We provided timely information to institutional investors and analysts, as well as retail inves- tors, about current topics and the TRATON GROUP’s business performance and strategic focus. In addition, we held continuous discussions with institutional investors and analysts at roadshows and investor conferences in Europe and North America — b oth virtually and in person. For the first time since its IPO, TRATON SE held an in-person Annual General Meeting for shareholders and their representatives in Munich on June 1, 2023. Around 200 sharehold- ers attended the meeting of shareholders in person. Further information about TRATON shares, TRATON’s bonds, and TRATON’s rating, as well as financial news, financial reports, presentations, information about the Annual General Meeting, and contact details can be found on our Investor Relations website at https://ir.traton.com/en/. Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 37 ===== SIDA 38 ===== TRATON Way Forward Ongoing climate change, the growing importance of sustainability, decarbonization, and digital transformation pose complex challenges for TRATON and also present a large number of opportunities. The TRATON GROUP’s strategy, the TRATON Way Forward, is based on a long-term vision that describes how TRATON will manage these challenges and hence the resulting changes expected in the transportation and logistics industry. As part of this strategy, TRATON has set itself the overarching goal of acting sustainably and responsibly at all times. The TRATON Way Forward consists of three pillars, together with an additional focus on the systematic implementation and execution of the strategy. The elements are: (1) Responsible Company; (2) Value Creation; (3) TRATON Accelerated!; and (4) Strategy Execution. Make responsible behavior a top priority in everything we do – Decar bonization & Circularity – P eople & Diversity – G overnance & Ethics Focus on sustainable value creation for our stakeholders – P erformance-driven – N avistar as part of TRATON family – T RATON goes China Shape our role in the future logistics ecosystem – B usiness Model Expansion – P artnership Culture – E mbrace Digital Responsible Company TRATON A ccelerated! Value Creation Strategy Execution Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 38 ===== SIDA 39 ===== (1) Responsible Company The TRATON GROUP intends to become even more responsible as a company in every respect. Decarbonization and circularity play a key role in this endeavor and are a top priority for us. Together with our brands, we are working hard on our purpose of trans - forming transportation in a sustainable way. Our objective is to generate the greatest possible benefit for our customers and society as a whole across the entire life cycle of our products. The TRATON GROUP has a strong focus on achieving its environmental goals and strengthening sustainable conduct toward people, employees, customers, suppliers, and strategic partners. Being responsible has the highest priority and influ - ences everything we do. As part of our strategy, we have set ourselves a target for around half of our annual new sales in the relevant regions (EU27+3 region, USA, and Canada) to be zero-emission vehi- cles by 2030. This target is subject to the conditions needed to achieve it, such as the expansion of the corresponding charging infrastructure, being in place. It will also allow us to make a significant contribution to the decarbonization of the global transportation sector. An example of our stronger sense of responsibility is the establishment of the Milence charging joint venture together with Daimler Truck and the Volvo Group. The joint investment of €500 million to build at least 1,700 charging points for heavy-duty trucks and coaches by 2027 is one of the key factors for the expansion of electric mobil- ity. The first site started operating in Venlo on December 7, 2023. Responsible Company also includes a corporate culture that focuses on people and diver- sity. Our understanding of the term goes beyond the popular notion of diversity. TRATON will strengthen its actions to consciously bring together and secure the inclusion of people with different experiences, educational backgrounds, and personalities. To be able to act responsibly, the Company also continues to focus increasingly on ethical principles in corporate governance. (2) Value Creation The second element of the strategy is Value Creation. It focuses on a sustained increase in value for the TRATON GROUP stakeholders. It also involves tapping into additional sources of revenue and key markets to reach this goal. Making all TRATON brands even stronger is another objective. Each brand has a clearly defined strategic target return and works to deliver on it. TRATON’s entry into the North American market in 2021 strengthened its global footprint by giving it access to the world’s largest profit pool in the commercial vehicle industry. Navistar plays a key role in this and will be led to new strengths as part of our strategy. The measures for doing this range from using the powerful component and technology setup within the TRATON GROUP and expanding the financial services business, all the way to even more effectively leveraging Navistar’s dealer and service network, which is one of the largest independent networks in the North American market. The development and launch of the new Navistar S13 Powertrain on the basis of the TRATON Modular S ystem is a key milestone. As part of our global expansion, we will additionally strengthen our footprint in Asia by also establishing an industrial presence in China. China is the world’s largest commercial vehicle market. Chinese fleet customers are increasingly looking toward higher-end vehicles, expecting more and more in terms of efficiency and safety. TRATON will meet this demand by making appropriate investments in this region. Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 39 ===== SIDA 40 ===== (3) TRATON Accelerated! The third element of the TRATON strategy is particularly forward-looking. In a world shaped by electrification, autonomous driving, and connectivity, TRATON will create more added value for customers in the future through new business models, solutions, and partnerships. To do this, the Company intends to create new business models and part- nerships. The TRATON GROUP is accordingly expanding its perspective on business poten- tial beyond pure transportation. What matters here is developing the right capabilities and partnerships in order to be able to help shape the transformation of the industry. In the field of autonomous driving, Scania and Rio Tinto have agreed a long-term research and development collaboration for the continuous refinement of autonomous technol- ogies, under which Rio Tinto’s Channar Mine has become the first active partner site for Scania’s autonomous mining solution. Rio Tinto and Scania began new trials with Scania’s 40-ton autonomous mining vehicles and quickly reached a key milestone in driverless operation. Another example of this is the establishment of a joint venture called JUNA between Scania and sennder with the goal of making it easier for customers to switch to battery electric vehicles, for example by offering a truck-as-a-service business model. (4) Strategy Execution The fourth element is focused on executing the strategy. Among other things, the goal is to concentrate capabilities and hence strengthen the overall competitiveness by devel- oping a TRATON Modular System and through closer organizational integration. We laid the cornerstone by establishing new Group functions (Group Industrial Functions) for research and development and by coordinating purchasing, production, and logistics across the whole Group. All four elements of the TRATON Way Forward are interconnected. Together, they form the strategy that makes it possible for the TRATON GROUP to create an even more respon- sible company, add value, and pave the way toward a sustainable future. Highlights 2023 In 2023, the TRATON GROUP recorded tremendous progress in the field of electric mobil- ity and at the same time further implemented its TRATON Way Forward strategy, which charts a course for the Company’s future success. The Company’s Supervisory Board made key decisions in mid-March aimed at imple - menting its corporate strategy even more systematically. To this end, the contract with Christian Levin, Chief Executive Officer and Chairman of the Executive Board, was extended by five years until January 2029, and the contract with TRATON Executive Board member Antonio Roberto Cortes, Chief Executive Officer of Volkswagen Truck & Bus, was extended by three years until January 2027. In addition, the newly created Global Product Management area of responsibility at Executive Board level has been designed to safe - guard the heart of the TRATON GROUP’s business model, i.e., the systematic strategic and operational integration of the commercial and industrial systems of the four brands and coordinating Group functions. Catharina Modahl Nilsson has been responsible for this new area since April 2023 as a member of TRATON’s Executive Board. She had previously been Head of Group Product Management at TRATON since the beginning of 2022. In addition, the Supervisory Board appointed Dr. Michael Jackstein to the Executive Board effective April 1, 2023. He is responsible for Finance, Business Development, and Human Resources at TRATON SE. For the TRATON GROUP, there is no doubt that the future of transportation is electric. A dependable infrastructure is an essential prerequisite for success. That is why TRATON urged political support for the development of the European charging infrastructure for commercial vehicles at a joint Parliamentary Evening with ABB E-mobility in Berlin. Among the evening’s guests were German Transport Minister Dr. Volker Wissing, Swe - den’s Infrastructure Minister Andreas Carlson, and Per Thöresson, Sweden’s Ambassador to Germany. TRATON Executive Board member and Chairman of MAN’s Executive Board Alexander Vlaskamp also emphasized the importance of a rapid expansion of the charging infra - structure at a hearing of the European Parliament at the end of 2023. Vlaskamp explained to the Committee on Transport and Tourism the relevance of renewable energy and of a high CO2 price for the transition to sustainable transportation. He cited the German CO2 surcharge of €200 per ton of CO2 in the truck toll as an example worth following by all EU member states. Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 40 ===== SIDA 41 ===== Milence, the joint venture between the TRATON GROUP, Daimler Truck, and the Volvo Group, reached a key milestone in the development of the much-needed charging infra- structure with the opening of the first charging station in Venlo in the Netherlands at the end of 2023. The joint venture plans to install at least 1,700 charging points for heavy- duty trucks and coaches along key routes in Europe by 2027. It is important for truck drivers to be able to access charging stations as easily as possible. TRATON formed the TRATON Charging Solutions service entity in 2023 to ensure this and hence simplify the switch to battery electric commercial vehicles. The company guaran- tees a seamless charging experience for operators of electric commercial vehicles by offering a single source for contracting, invoicing, route planning, and utilization insights. TRATON’s Scania and MAN brands operating in Europe can now offer their customers access to Europe’s most extensive charging network, which currently comprises twelve countries. Eco-conscious business practices and respecting human rights are essential for TRATON. This is why, alongside TRATON, Navistar was the fourth TRATON GROUP brand to become a member of the UN Global Compact in 2023. This worldwide initiative aims at making globalization more social and ecological. With Scania and MAN already participating in the Science Based Targets initiative (SBTi), Navistar has now made a commitment to develop science-based near-term targets to submit to the SBTi for validation. The SBTi is a global initiative that allows companies to adopt emissions reduction targets based on the latest scientific findings. The overarch- ing goal of the initiative is to cut global emissions in half by 2030 and to achieve net zero emissions by 2050, in line with the Paris Climate Agreement. The TRATON GROUP made an important step on its journey to establishing a global cap- tive and integrated financial services business at the mid-year point. It signed a frame - work agreement on the gradual acquisition of key aspects of the global MAN and Volkswagen Truck & Bus (VWTB) Financial Services businesses. The scope of the trans - action includes the sale and transfer of rights to provide financial solutions to MAN and VWTB customers. Bundling the financial services backbone for all TRATON commercial vehicle brands allows the Group to increase its unit sales. Just like the TRATON GROUP’s important Vehicle Services business, optimizing the financing setup helps to make the Group’s earnings more resilient to the ups and downs of the commercial vehicle markets. The TRATON GROUP has also expanded its access to the capital markets with a commer- cial paper program ( CP program). In doing so, TRATON is gaining access to additional sources of financing and expanding its debt investor base. The CP program has a volume of €2.5 billion and supplements the current European Medium Term Notes program (EMTN program) with a volume of €12 billion. Scania Scania reached important milestones on the road to sustainable transportation in 2023. Scania’s battery assembly plant opened at its headquarters in Södertälje. The investment volume over several years amounted to SEK 1.5 billion. This battery assembly plant employs 550 people and is highly automated, from incoming goods through production, down to delivery. Locating the assembly plant in the immediate vicinity of chassis pro - duction in Södertälje, which was reconfigured for the large-scale production of electric vehicles in 2023, means that the conditions were put in place for quick and efficient production processes. Cells that Scania developed together with Northvolt and that were unveiled in April 2023 are being assembled into battery packs in Södertälje. In tests, these lithium-ion cells have demonstrated a useful life in trucks of over 1.5 million kilometers. This means that an electric truck can use the same battery throughout its entire service life. The innovative cell is set to be manufactured in northern Sweden using fossil-free electricity and will have a CO2 footprint equivalent to around one-third of a comparable industry benchmark cell. To make it easier for freight forwarders to switch to battery electric trucks, Scania estab- lished the JUNA joint venture together with digital forwarder sennder, Berlin, Germany. It offers an innovative usage-based billing model (pay-per-use) to save customers upfront costs and address concerns about future residual values. By enabling access to guaran- teed loads on sennder’s digital platform, JUNA also guarantees its customers financial plannability. Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 41 ===== SIDA 42 ===== Scania has made progress in decarbonizing its supply chains as well. Scania placed its first order for green steel with supplier H2 Green Steel. This sustainably manufactured steel will help further reduce the climate footprint of the company’s vehicle manufac- turing. Additionally, Scania has signed a letter of intent with its main supplier of steel, SSAB, to decarbonize all steel deliveries from SSAB for Scania’s heavy-duty commercial vehicles in 2030. The corresponding deliveries are set to increase rapidly from 2026, starting from initially smaller volumes. MAN MAN Truck & Bus reached a significant milestone in its transition to zero-emission tech- nologies when it launched sales of the new MAN eTruck at the end of October. It is the brand’s first battery electric long-haul truck. It is offered as the MAN eTGX for long-haul transportation and as the MAN eTGS for delivery operations. With a single intermediate charge, the eTruck can be used for daily ranges of up to 800 kilometers. It is also already designed for megawatt charging under the future MCS standard. MAN offers the eTruck with modular battery packs, which means that customers can order it with four, five, or six packs, depending on the intended application. Customer demand has been strong right from the start: MAN has received a total of 700 orders and order requests. By 2030, every other MAN truck delivered to customers in Europe is expected to be electric. The eTruck not only emits significantly less CO2 than its diesel counterparts but also makes significantly less noise. Electric trucks are perceived to be only about half as loud as comparable diesel trucks, especially at low speeds, as shown by a mobility study in which MAN took part. The main technology platform for electric trucks is the battery, another area where MAN took an important step forward in 2023. The groundbreaking ceremony for large-series production was held at the Nuremberg site. Each year, up to 100,000 high-voltage battery packs will be manufactured there starting in 2025. They are designed for the MAN eTruck in particular, as well as for city buses and coaches. An additional 350 jobs will be created as a result. The Nuremberg engine plant has a long history, and this will allow it to play a key role with its profound competence for alternative drive technologies. Electric mobility is already well and truly on the road for city buses. MAN had begun series production of the battery electric Lion’s City E bus in fall 2020. The thousandth vehicle of this model was already produced at the bus plant in Starachowice, Poland, less than three years later. The Lion’s City E is attracting great interest in Spain, as well as elsewhere. More than 175 electric buses have already been ordered from MAN for sustainable pub- lic transportation for the coastal region between Alicante and Valencia in the south-east of the country alone. In the ANITA research project, MAN teamed up with Deutsche Bahn, Fresenius University of Applied Sciences, and radio technology specialist Götting KG to investigate the poten- tial of autonomous trucks when transferring cargo to rail. Practical test runs at the Ulm container terminal showed that efficiency gains of up to 40% are possible, accompanied by improved process stability. The ANITA project provides insights for the integration of autonomous trucks into logistics hub processes and for driverless truck traffic between logistics hubs. MAN is also working on autonomous trucks with industrial companies and universities as part of the ATLAS-L4 research and development project. MAN has been awarded the prestigious “Truck Innovation Award 2024” future prize by the International Truck of the Year jury for the two research and development projects ANITA and ATLAS-L4. Navistar Navistar achieved a major technological advance in drive technology in 2023. The North American TRATON brand commenced production of the International S13 Integrated Powertrain at its site in Huntsville, Alabama. This means that Navistar’s International brand trucks now also benefit from the efficient Group-wide 13-liter diesel engine, the Common Base Engine (CBE). The integrated powertrain of the International S13 consists of an S13 Engine, the T14 Transmission, and a two-stage exhaust aftertreatment system. The production facility in Huntsville was expanded by 110,000 square meters to accom- modate S13 production. This expansion converted the plant from a single assembly line to two — one e ach for the T14 Transmission and the S13 Engine. Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 42 ===== SIDA 43 ===== A new era began for Navistar in the area of financial services in 2023. With the reintro - duction of the group’s own financial services provider Navistar Financial, customers of the Navistar brands International and IC Bus can now be offered customized, competitive loan and lease finance solutions. As part of the TRATON Financial Services segment, Navistar Financial will be able to leverage global synergies and many years of global multi-brand experience. Like the entire TRATON GROUP, Navistar also believes the future of transportation is battery electric. Major customers are already showing interest in the new technology. For example, in 2023 Navistar announced the delivery of the first vehicles in the Interna- tional eMV Series to Sysco, a food distribution company. Navistar also made charging network progress in 2023. It launched a new partnership with Quanta Services, a large company operating in the field of power grid infrastructure solutions in North America. Navistar will work together with Quanta to offer a compre - hensive vehicle and charging infrastructure solution to the customers of its International Truck and IC Bus brands that will allow them to add battery electric vehicles to their fleets quickly and efficiently. Volkswagen Truck & Bus VWTB expanded the offer of its battery electric e-Delivery truck in 2023 to new inter - national markets in Latin America like Argentina, Chile, Uruguay, and Guatemala. This happened in line with the TRATON’s strategy that focuses on battery electric vehicles. The VWTB plant in Resende was the first in Brazil to produce trucks with zero-emission technology on a large scale. As the e-Delivery consolidated itself as a clean and connected choice for the urban dis- tribution in emerging markets, VWTB started testing an electric urban bus prototype. Using an exclusive modular architecture solution, the e-Volksbus configuration was designed to speed up adaptation to different platforms. It is this difference that the brand relies on to develop vehicles in record time. VWTB is further strengthening its presence on international markets as part of its strat - egy to expand its global footprint. The brand will ramp up its activities on four continents. Additional representative offices will be opened in South America, Mexico and Central America, Africa, West Asia, and Southeast Asia to support this. The first step in VWTB’s ambition to become more international is to further strengthen its brand in Argentina. A new factory is scheduled to open in Córdoba in April 2024 that will primarily supply the Argentine market with five VWTB models. VWTB has already assembled the first truck in Córdoba. The Constellation and Delivery trucks will be used to validate the production process and train employees. They will then be added to the fleet, which will be used to carry out tests throughout the country. VWTB has won a major order in a government tender for school buses in Brazil: 5,600 school buses can be ordered from and delivered by this TRATON brand by the end of 2024. The success in the new tender means VWTB remains the leading brand in Brazil’s school bus program. Further InformationConsolidated Financial StatementsCombined Management Report To Our Shareholders 43 ===== SIDA 44 ===== COMBINED MANAGEMENT REPORT Combined Management Report of TRATON SE, Munich, for the period from January 1 to December 31, 2023 44 K ey Information about the TRATON GROUP 45 1. Business activities and organization 45 2. Research and development 46 3. Financial management 47 Repor t on Economic Position 50 1. Macroeconomic environment 50 2. Exchange rates 51 3. Market environment 52 4. Results of operations 53 5. Financial position 58 6. Net assets 68 7. T arget achievement in 2023 and summary of economic position 70 TRA TON SE (German GAAP) 71 1. Course of business 71 2. Results of operations 73 3. Assets and financial position 74 4. Opportunities and risks 74 5. Report on expected developments 75 Repor t on Expected Developments, Opportunities, and Risks 75 1. Report on expected developments 75 2. Repor t on opportunities and risks (contains the report required by section 289 (4) of the HGB) 77 Nonfinan cial Group Statement 90 Supplem ental Information on Fiscal Year 2023 114 1. Corporate Governance Statement 114 2. Dependent Company Report 123 3. T akeover-related disclosures in accordance with sections 289a (1) and 315a (1) of the HGB 123 2 Combined Management Report Further InformationConsolidated Financial StatementsTo Our Shareholders ===== SIDA 45 ===== COMBINED MANAGEMENT REPORT OF TRATON SE, MUNICH, FOR THE PERIOD FROM JANUARY 1 TO DECEMBER 31, 2023 All figures shown are rounded, so minor discrepancies may arise from addition of these amounts. Comparable prior-year figures are presented in brackets alongside the figures for the fiscal year under review. Key Information about the TRATON GROUP 1. Business activities and organization With its brands Scania, MAN, Navistar, and Volkswagen Truck & Bus (VWTB), the TRATON GROUP is one of the world’s leading manufacturers of commercial vehicles. The Group’s portfolio consists of trucks, buses, and light-duty commercial vehicles, as well as the sale of spare parts and customer services. The TRATON GROUP also offers a broad range of financial services to its commercial vehicle customers. The TRATON GROUP’s business activities are divided into the Industrial Business (TRATON Operations) and Financial Services ( TRATON Financial Services) business areas. The TRATON Operations business area combines the four segments Scania Vehicles & Services (brand name: Scania), MAN Truck & Bus (brand name: MAN), Navistar Sales & Services (brand name: Navistar), and Volkswagen Truck & Bus (brand name: Volkswagen Truck & Bus). In terms of organization and financial reporting, the activities and services of the TRATON Holding (TRATON SE and other investees not allocated to the segments), as well as investments, consolidation effects between the business areas, and the effects of purchase price allocation in the event that an individual segment is acquired are grouped under Corporate Items. As of year-end 2023, a total of 103,621 (previous year: 100,356) people worked for the Group. The positions of the vehicle brands are clearly defined within the TRATON GROUP: – Scania is a premium innovation leader for sustainable transportation solutions. These include trucks and buses for sophisticated transportation applications as well as numerous related service offerings. The company has a global footprint and sells its products in a variety of markets, including Europe, North and Latin America, Asia, Africa, and Oceania. – MAN’s objective is to simplify customer business as a reliable business partner. For this purpose, MAN offers a full range of solutions, from light commercial vehicles to heavy-duty trucks. International sales markets include in particular Europe, Asia, the Middle East, Africa, and Latin America. – Navistar manufactures trucks under the International brand and buses under the IC Bus brand. The company also sells spare parts and vehicle-specific services through various partner dealerships in the USA, Canada, and Mexico. – VWTB offers excellent value with products that are tailored to growth markets, espe- cially in Latin America, as well as in Africa and Asia. The main production sites of Scania and MAN are located in Europe, including the orig- inal plants in Södertälje, Sweden, and Munich. Navistar produces vehicles in the United States and Mexico. Scania and VWTB also manufacture trucks and buses in Brazil. The TRATON Financial Services segment is an integrated part of the Group. The offered services include financing for customers, dealers, and distributors, as well as insurance solutions and additional services via the brands. The TRATON Financial Services segment is therefore supporting the transformation of the transportation sector. In the year under review, TRATON SE, TRATON Financial Services AB, Volkswagen Financial Services AG, Braunschweig (VWFS), and Volkswagen Bank GmbH, Braunschweig ( VW Bank) signed a framework agreement on the acquisition of the key aspects of the global MAN and VWTB Financial Services businesses. The agreement constitutes the next logical step on the journey to develop TRATON Financial Services into a global captive and integrated financial services unit of the TRATON GROUP. The scope of the transaction includes the sale and gradual transfer of rights to provide financial solutions to MAN and VWTB cus- tomers. Integration into TRATON Financial Services is scheduled to be completed by the second quarter of 2025. For this purpose, TRATON already paid €275 million into an account of VW Bank in 2023. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 45 ===== SIDA 46 ===== Scania’s financial services business (Scania Financial Services) was legally integrated into the TRATON Financial Services business area in 2023, and the range of financing solutions for Navistar customers in the USA was reorganized. As part of the TRATON Financial Ser- vices segment, Navistar Financial Services will leverage global synergies and years of experience to optimally serve customers in North America. In the new Group Industrial Functions, Product Management, Research & Development, Procurement, Production, and Logistics all coordinate with each other. They operate together with the TRATON brands in an organizational matrix structure. This new man - agement philosophy and structure is expected to further drive forward the implemen - tation of the TRATON Modular System with the aim of delivering sustainable, efficient, and connected transportation solutions to the market. A core component of the Group’s business purpose is the management and further devel- opment of an integrated, powerful organization that is stronger than the sum of its parts. The Company is led by an experienced Executive Board team that comprises the Group functions Chief Executive Officer ( CEO), Chief Financial Officer ( CFO), and Chief Human Resources Officer ( CHRO), as well as another Executive Board member responsible for TRATON Group Product Management, plus the CEOs of Scania, MAN, Navistar, and VWTB. Core functions like research & development are located across the different sites of the TRATON GROUP brands, particularly in Munich and Södertälje as well as in Lisle, Illinois, and São Paulo. TRATON GROUP TRATON Operations Scania Vehicles & Services MAN Truck & Bus Navistar Sales & Services Volkswagen Truck & Bus TRATON Financial Services Corporate Items 2. Research and development The TRATON GROUP aims to drive forward the transition to sustainable transportation with its investments in research and development. The TRATON Modular System is a catalyst for commercial success because it supports global synergies and scalability. This strategic approach ensures versatile, efficient solutions and enables the TRATON brands to deploy innovative technologies. The heart of TRATON’s approach is the development of modular components with uni - versal applicability across brands and applications. This approach streamlines develop - ment and signals a significant advance on the road to sustainable transportation solu - tions. TRATON stands ready to continue playing a leading role in guiding the industry toward a more sustainable and electrified future. The TRATON GROUP not only focuses systematically on innovation, but also on harmo - nizing its portfolio. In addition, the Company is making substantial investments in forward- looking key areas, such as electrification and autonomous driving. In this context, invest- ments in electric mobility of more than €2 billion are planned for the years from 2024 to 2028. By contrast, expenditure on combustion engine technology will be scaled back. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 46 ===== SIDA 47 ===== Investments in future technologies and digital connectivity are of vital importance for facilitating the transition to a sustainable transportation system. Among other things, this is underlined by the research behind and the introduction of a digital cockpit, the Smart Dash, in Scania vehicles. The main focus of research and development activities at Scania in 2023 was on electri- fication, compliance with future emissions legislation and other legal requirements, and development of the TRATON Modular System. Scania also invested in the establishment of a research and development department in China. In the future, Scania intends to be able to focus on offering vehicles that are specifically tailored to Chinese market condi- tions and customer requirements. The research and development activities and the subsequent investments by MAN Truck & Bus in the field of battery technology are another example of our forward-looking approach. These capital expenditures also signal the start of mass production of high- voltage batteries at the Nuremberg site. Production at the new manufacturing plant, which broke ground in the fall of 2023, will now be gradually ramped up so that the batteries can be produced in large series from the beginning of 2025. MAN’s battery packs are already being used successfully in the company’s battery electric commercial vehicles. Customers from a wide range of industries are being supplied with customer- and application-specific solutions. The progress made by the TRATON brands in megatrends such as autonomous driving is also attracting the attention of industry experts. For example, MAN was awarded the prestigious Truck Innovation Award 2024 for two research projects in the field of autonomous driving. This underscores the company’s commitment to innovation from the initial idea through to implementation, with corresponding investments in transfor- mative projects, autonomous transportation, and road safety. Navistar’s research and development expenditures increased in 2023, mainly on the back of investments in electrification and autonomous driving. In South America, as part of the TRATON GROUP’s transformation, VWTB invested primar- ily in projects whose legal requirements came into force in the reporting period in 2023. In addition, VWTB stepped up its investments in electric mobility and implemented var- ious provisions related to electric mobility. RESEARCH AND DEVELOPMENT IN FIGURES, TRATON OPERATIONS € million 2023 2022 Change Primary R&D costs, TRATON Operations 2,170 1,892 278 of which capitalized development costs 687 604 83 Capitalization ratio (in %) 31.7 32.0 –0.3 pp Amortization of, and impairment losses on, capitalized development costs 423 379 44 Research and development costs recognized in the income statement 1,906 1,666 240 Sales revenue, TRATON Operations 45,736 39,554 6,183 Primary R&D costs, TRATON Operations 2,170 1,892 278 R&D ratio (in %) 4.7 4.8 –0.0 pp R&D employees (as of 12/31) 9,993 10,123 –130 3. Financial management Internal management process within the TRATON GROUP The TRATON GROUP is included in the Volkswagen Group’s internal management process. The starting point for the TRATON GROUP’s internal management is medium-term plan- ning, which is prepared once per year over a period of five years. The core of the planning includes the long-term unit sales plan, the product program, and the capacity and utili- zation planning for the individual sites. The TRATON GROUP’s financial medium-term planning comprises the income statement, cash flow and balance sheet planning, prof- itability and liquidity, as well as investments. The first year of the medium-term planning period is then fixed and a budget drawn up for the individual months at the level of the operating cost centers. The budget is reviewed each month to establish the degree to which the targets have been met. Important control tools are target/actual comparisons, prior-year comparisons, variance analyses, and, if necessary, action plans to ensure budgetary targets are met. For the relevant current fiscal year, detailed revolving monthly forecasts are prepared for the coming three months and for the full year. These take into account current risks and opportuni- ties. The focus of intra-year internal management is on measures for quickly adapting Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 47 ===== SIDA 48 ===== operating activities. At the same time, the current forecast serves as an ongoing, poten- tial corrective to the medium-term and budget planning that follow on from it. Key performance indicators of the TRATON GROUP The following most important financial and nonfinancial key performance indicators have been defined for the TRATON GROUP and the TRATON Operations business area for fiscal year 2023: – Unit sales – Sales r evenue – Oper ating return on sales (adjusted) – Retur n on investment (ROI), TRATON Operations – P rimary research and development costs, TRATON Operations – C apital expenditures, TRATON Operations – Net cash flo w, TRATON Operations For the TRATON Financial Services segment, return on equity, which was previously reported as an additional performance indicator, will become one of the most important performance indicators within the meaning of German Accounting Standard No. 20 from fiscal year 2024. This is a standard industry indicator for measuring the return on capital of financial services units. Unit sales Unit sales represent the number of vehicles sold by Scania, MAN, Navistar, and VWTB. They reflect the demand for our products and are decisive for the development of sales revenue. Sales revenue The growth targets that have been set assume increasing sales revenue. Driven mainly by unit sales, sales revenue reflects our market performance in terms of financial figures. A strong Vehicle Services business, sales of used vehicles, and financial services also contribute to corporate growth. Operating return on sales (adjusted) Operating return on sales (adjusted) is the ratio of operating result (adjusted) to sales revenue and expresses the economic performance of our business activities after accounting for the use of resources. Operating return on sales (adjusted) measures and reflects the TRATON GROUP’s profitability. Adjustments are made in order to ensure the greatest possible transparency of our busi- ness performance. The adjustments to operating result concern certain items in the financial statements that, in the opinion of the Executive Board, can be presented sep - arately to enable a more appropriate assessment of financial performance. They include, in particular, costs of restructurings and structural measures as well as one-time events with a material impact on the TRATON GROUP’s earnings. Return on investment (ROI) Return on investment represents the return on invested capital for a particular period. It is determined by calculating the ratio of operating result after tax to annual average invested capital. If the return on investment exceeds the cost of capital demanded by the market, added value is generated. Return on investment is calculated based on operating result after tax. In addition to operating result in the TRATON Operations business area, the calculation also includes operating result of the TRATON Holding, consolidation effects between the TRATON Oper- ations business area and the TRATON Holding, and earnings effects from the purchase price allocation with regard to the TRATON Operations business area. An overall average tax rate of 30% is applied. Invested capital is calculated as total recognized operating assets (intangible assets, property, plant, and equipment, assets leased out, inventories, and receivables) less noninterest-bearing liabilities (trade payables and contract liabili- ties). Average invested capital is derived from the balance at the beginning and the end of the reporting period. Since the concept only comprises our operating activities, assets relating to investments in subsidiaries and associates and the investment of cash funds are not included when calculating invested capital. Interest charged on these assets is reported in financial result. The calculation is only performed on an annual basis. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 48 ===== SIDA 49 ===== Primary research and development costs Primary research and development costs in the TRATON Operations business area contain both capitalized development costs and research and development costs not eligible for capitalization. They represent expenditures ranging from blue skies research down to the market-ready development of our products and services. Capital expenditures Capital expenditures in the TRATON Operations business area represent the TRATON GROUP’s investments in the future. They consist of the cash investments in property, plant, and equipment and in intangible assets (excluding capitalized development costs) that are reported in the statement of cash flows. Net cash flow Net cash flow in the TRATON Operations business area comprises net cash provided by/ used in operating activities and net cash provided by/used in investing activities attrib- utable to operating activities, and indicates the excess funds from operating activities in the reporting period. Return on equity For the TRATON Financial Services business area, return on equity describes the profit - ability of the capital employed. It is calculated as the ratio of earnings before tax to aver- age equity. Average equity is calculated from the equity at the beginning and the end of the reporting period. If calculated during the year, earnings before tax for the period in question are extrapolated to the full fiscal year on a straight-line basis. In addition to the most important key performance indicators, the following additional performance indicators are defined for the TRATON GROUP or for the individual business areas or segments: Operating result (adjusted) Operating result (adjusted) is calculated to ensure the greatest possible transparency of our business performance by making adjustments to our operating result. These adjust- ments concern certain items in the financial statements that, in the opinion of the Exec- utive Board, can be presented separately to enable a more appropriate assessment of financial performance. They include, in particular, costs of restructurings and structural measures as well as one-time events with a material impact on the TRATON GROUP’s earnings. Net liquidity/net financial debt Net liquidity/net financial debt comprises cash and cash equivalents, marketable secu- rities, investment deposits, and loans to affiliated companies (including restricted cash) less financial liabilities, and reflects cash and cash equivalents, marketable securities, investment deposits, and loans to affiliated companies not financed by total third-party borrowings. Net financial debt / EBITDA (adjusted) ratio The net financial debt to EBITDA (adjusted) ratio is calculated by dividing net liquidity/ net financial debt by EBITDA (adjusted) for the past twelve months and is determined for the TRATON Operations business area, including Corporate Items. EBITDA (adjusted) EBITDA (earnings before interest, taxes, depreciation, and amortization) (adjusted) reflects operating performance before interest, taxes, depreciation, and amortization, after accounting for the use of resources. Since depreciation and amortization may depend on the chosen accounting policies, the carrying amounts, the capital structure, and the way in which an asset was acquired, EBITDA (adjusted) is used as a key performance indicator for peer group comparisons, in particular. Adjustments to operating result are also taken into account in determining EBITDA (adjusted). EBITDA (adjusted) is calculated for the TRATON Operations business area including Corporate Items, as it is taken into account for the calculation of the net financial debt / EBITDA (adjusted) ratio for the TRATON Operations business area including Corporate Items. The previously more narrowly defined EBITDA (adjusted) is no longer reported for the TRATON Operations business area. Equity ratio The equity ratio indicates the ratio of total equity to total capital. For the TRATON Oper- ations and TRATON Financial Services business areas, it is calculated from the perspective of the business area in question. Additional indicators that are mentioned in this Annual Report but not explained in this chapter are defined in the “Further Information — Defin ed Terms” section. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 49 ===== SIDA 50 ===== Report on Economic Position 1. Macroeconomic environment Developments in the global economy The Russia-Ukraine conflict led to increased uncertainty in respect of developments in the global economy and prompted large sections of the community of Western states to impose sanctions on Russia, ranging from extensive trade embargoes to the partial exclusion of Russia from the global financial system. Russia itself, in its role as an energy exporter, restricted gas deliveries to Europe. The resulting shortage of supply led to rising prices on energy and commodity markets, particularly in 2022. While prices have dropped in the reporting period as a result of weakening momentum in the global economy, they remain at a relatively high level in some cases. Furthermore, salary trends in the over - heated labor markets, among other factors, pose the threat of continued high inflation. After the slump in global economic output in 2020 and the incipient recovery due to baseline and catch-up effects in 2021, followed by a further normalization of economic activity in 2022 despite the Russia-Ukraine conflict, the global economy recorded positive overall growth of 2.7% (previous year: 3.1%) in 2023. The slowdown in economic momen- tum versus the previous year was mainly due to weaker growth in the advanced econo- mies, whereas the overall rate of change in the emerging markets increased slightly. At national level, developments depended on the one hand on the intensity with which central banks had to tighten monetary policy to curb the higher inflation — mainly b y raising interest rates and reducing bond holdings — whic h had a negative impact on consumer spending and investment activity. On the other hand, the extent to which national economies were affected by the consequences of the Russia-Ukraine conflict was a decisive factor. Prices for energy and many other raw materials were lower than in the previous year, and shortages of intermediate products and commodities eased slightly. Global trade in goods expressed in nominal terms decreased in the year under review. ECONOMIC GROWTH GDP CHANGE (IN %) 10.0 5.0 0.0 –5.0 –10.0 2019 2020 2021 2022 2023 Glob al economy W estern Europe Germany USA China Europe/other markets The economy in Western Europe recorded positive, yet low overall growth of 0.4% (pre - vious year: 3.5%) in 2023. This trend was seen in many countries in Northern and Southern Europe. The main reasons for this were the increases in energy and commodity prices, some of which were significant, which had substantially pushed up inflation rates in the previous year and thus had a negative impact on consumer confidence. Business senti- ment also deteriorated across all sectors on average. In addition, the restrictive monetary policy measures taken to rein in inflation impacted both consumer spending and invest- ment. Report on Economic Position Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 50 ===== SIDA 51 ===== The economies in Central and Eastern Europe recorded real growth in absolute gross domestic product (GDP) of 2.6% (previous year: 1.1%) in the year under review. While eco- nomic output in Central Europe saw positive, albeit less dynamic growth of 1.7% (previous year: 4.5%), GDP in the Eastern Europe region rose again in 2023 compared with the prior year for the first time since the outbreak of the Russia-Ukraine conflict, with a growth rate of 3.6% (previous year: –2.8%). Inflation rates across the entire Central and Eastern Europe region declined on average in the year under review, but remained at a high level. In Türkiye, economic output for the year 2023 as a whole rose by 3.8% (previous year: 5.3%) amid very high inflation and a fall in the value of the local currency. South Africa saw slight GDP growth of 0.6% (previous year: 1.9%) in the reporting period, amid per - sistent structural deficits and political challenges. Germany Germany’s economic output recorded a negative growth rate of 0.2% (previous year: positive growth of 1.9%) in the year under review. Compared with the prior year, the sea- sonally adjusted unemployment figures rose on average. After reaching historically high levels in 2022, monthly inflation rates fell on average over the year, but remained relatively high. North America US economic output grew by 2.4% (previous year: 1.9%) in the reporting period. In view of high inflation and the tight labor market, the US Federal Reserve maintained its restric- tive monetary policy and raised its key interest rate four times over the course of the reporting period. Unemployment remained at a low level in the year under review. GDP rose by 1.1% (previous year: 3.8%) in neighboring Canada and by 3.3% (previous year: 3.9%) in Mexico. South America Brazil’s economy posted GDP growth of 3.0% (previous year: 3.1%) in 2023. Argentina registered a negative economic performance with a year-on-year decline in GDP of 1.7% (previous year: increase of 5.0%) amid very high inflation and continued depreciation of the local currency. Asia/Pacific At 5.4% (previous year: 3.0%), China’s economic output rose faster in the year under review compared with the previous year, positively influenced by the Chinese government’s revocation of the zero-COVID strategy. 2. Exchange rates TRATON’S PRIMARY FOREIGN CURRENCIES IN 2023 120 110 100 90 80 70 January 2023February 2023 March 2023April 2023May 2023June 2023July 2023 August 2023 September 2023 October 2023November 2023December 2023 EUR/BRL EUR/ GBP EUR/USD EUR/ SEK EUR/M XN Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 51 ===== SIDA 52 ===== Average rate for the year Year-end closing rate 2023 2022 2023 2022 BRL/EUR 5.4031 5.4444 5.3750 5.6444 GBP/EUR 0.8700 0.8526 0.8691 0.8868 USD/EUR 1.0817 1.0541 1.1077 1.0677 SEK/EUR 11.4716 10.6278 11.0874 11.0787 MXN/EUR 19.1958 21.2121 18.7689 20.8879 In 2023, the euro appreciated slightly against the US dollar on average over the year. The euro had been comparatively weak in the previous year due to the high level of uncer - tainty about global economic development. The euro also appreciated slightly against the Swedish krona and sterling on average over the year. The euro remained virtually unchanged on average over the year against the Brazilian real. 3. Market environment The most important truck markets (> 6t) for the TRATON GROUP are the EU27+3 region (defined as the EU27 countries excluding Malta, plus the United Kingdom, Norway, and Switzerland) and the North America region (i.e., the USA, Canada, and Mexico), as well as Brazil, South Africa, and Türkiye. In North America, the truck market is divided into weight Classes ranging from 1 through 8. The market relevant to Navistar’s business is the seg- ment comprising weight Classes 6 through 8, approximately equivalent to a weight class > 9t (Class 6: approx. 9 through 12t, Class 7: approx. 12 through 15t, and Class 8: > 15t). In 2023, the most important truck markets (> 6t) for the TRATON GROUP reported notice- able growth overall. One of the main reasons for this was the worldwide easing of supply chain bottlenecks. After severe bottlenecks in the previous year had led to global disrup- tions in truck production and, at the same time, to high accumulated order backlogs, many manufacturers gradually reduced them in 2023 through significant increases in unit sales. New truck registrations in the EU27+3 region were up substantially on the previous year’s level in fiscal year 2023. Growth was recorded in virtually all of the truck markets in the region, although it varied from market to market. In Western Europe, the UK, Italy, and France saw significant growth, while the truck markets in Spain and Germany even recorded strong growth. Some EU countries in Eastern Europe experienced a slight to strong recovery compared with the previous year. Poland, Bulgaria, and Lithuania reached new all-time highs. Estonia was the only EU member state to record a moderate decline compared with the previous year. The truck market in Türkiye was up substantially on the previous year. By contrast, the Brazilian market came under pressure due to the introduction of a new emissions stan- dard at the beginning of 2023 and was substantially below the prior-year level through- out the year. New truck registrations in North America were up noticeably year-on-year. A noticeable increase was recorded in South Africa as well. The Company’s most important bus markets are the EU27+3 region, the school bus seg- ment in North America, and Brazil. These markets recorded strong year-on-year growth. New bus registrations in the EU27+3 region in fiscal year 2023 substantially exceeded the previous year’s level, albeit to varying degrees in the individual countries. The Brazilian bus market also recorded substantial growth. The North American school bus market in the USA/Canada recovered strongly compared with the previous year. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 52 ===== SIDA 53 ===== 4. Results of operations Incoming orders and unit sales INCOMING ORDERS AND UNIT SALES BY COUNTRY, TRATON OPERATIONS Incoming orders Unit sales Units 2023 2022 Change 2023 2022 Change Total 264,798 334,583 –21% 338,183 305,485 11% of which all-electric vehicles 2,430 2,366 3% 2,107 1,740 21% BEV unit sales ratio (excluding MAN TGE vans, in %) – – – 0.6 0.4 0.2 pp Trucks 210,617 274,299 –23% 281,290 254,300 11% EU27+3 82,559 111,833 –26% 123,516 89,060 39% of which in Germany 19,056 29,650 –36% 33,073 21,281 55% North America 53,213 72,864 –27% 78,288 68,897 14% of which in the USA/Canada 42,357 63,517 –33% 66,961 59,840 12% of which in Mexico 10,856 9,347 16% 11,327 9,057 25% South America 47,221 60,570 –22% 46,083 68,211 –32% of which in Brazil 40,460 47,923 –16% 36,671 53,704 –32% Other regions 27,624 29,032 –5% 33,403 28,132 19% Buses 29,808 32,274 –8% 30,266 29,601 2% EU27+3 6,736 6,152 9% 6,306 5,036 25% of which in Germany 1,650 1,652 0% 1,723 1,262 37% North America 13,975 15,061 –7% 15,152 13,931 9% of which in the USA/Canada 10,268 12,835 –20% 12,001 11,857 1% of which in Mexico 3,707 2,226 67% 3,151 2,074 52% South America 6,265 8,361 –25% 6,247 7,941 –21% of which in Brazil 4,829 6,427 –25% 4,907 5,926 –17% Other regions 2,832 2,700 5% 2,561 2,693 –5% MAN TGE vans 24,373 28,010 –13% 26,627 21,584 23% EU27+3 23,970 27,519 –13% 25,889 21,424 21% of which in Germany 7,849 12,098 –35% 8,914 9,080 –2% Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 53 ===== SIDA 54 ===== Following a very high level of incoming orders in 2022, the TRATON GROUP recorded a sharp decline in 2023. Existing uncertainty with regard to economic development and a more difficult financing environment led to demand returning to normal, especially in Europe. Incoming orders in North America were down sharply on the previous year, pri- marily because of the limited order acceptance resulting from the very high order back- log. In South America, incoming orders were also sizably below the high comparative figure. There had been pull-forward effects in Brazil in the previous year in connection with the stricter P-8 emissions standard that came into force there at the start of 2023. Unit sales rose significantly in the reporting period due to the very high order backlog, supply chains becoming more and more stable, and a rise in production volume. The newly introduced emissions standard in Brazil led to lower customer demand and a corresponding decline in the unit sales of trucks in South America. The book-to-bill ratio in the reporting period was 0.8 (previous year: 1.1). This meant that unit sales were higher than incoming orders, and although order backlog declined, it remains at a high level. 381 (previous year: 605) all-electric trucks, 1,411 (previous year: 449) all-electric buses, and 315 (previous year: 686) MAN eTGE models were sold in the reporting period. Additionally, 118 (previous year: 57) hybrid trucks and 284 (previous year: 83) hybrid buses were sold. Sales revenue SALES REVENUE BY PRODUCT GROUP € million 2023 2022 Change TRATON GROUP 46,872 40,335 16% TRATON Operations 45,736 39,554 16% New Vehicles 31,224 25,542 22% Vehicle Services business 1 8,693 8,522 2% Others 5,819 5,490 6% TRATON Financial Services 1,589 1,294 23% Corporate Items –453 –513 – 1 Inc luding genuine parts and workshop services The TRATON GROUP generated sales revenue of €46.9 billion (previous year: €40.3 billion) in 2023. This increase was primarily attributable to higher unit sales of new vehicles, a positive market and product mix, better unit price realization, and an increase in the Vehicle Services business. Both the genuine parts business and workshop services recorded growth. Accounting for 19% (previous year: 21%) of total sales revenue, the Vehi- cle Services business contributed a considerable €8.7 billion (previous year: €8.5 billion) to business performance. At €1.6 billion (previous year: €1.3 billion), sales revenue in the TRATON Financial Services segment rose sharply year-on-year. This growth resulted from the expansion of the financ- ing portfolio and higher interest income, due in part to the rise in interest rates. Profit and loss CONDENSED INCOME STATEMENT OF THE TRATON GROUP TRATON GROUP TRATON Operations TRATON Financial Services Corporate Items € million 2023 2022 2023 2022 2023 2022 2023 2022 Sales revenue 46,872 40,335 45,736 39,554 1,589 1,294 –453 –513 Cost of sales –37,632 –33,482 –36,900 – 33,086 –1,060 –794 328 398 Gross profit 9,240 6,853 8,836 6,468 529 500 –125 –115 Distribution expenses –3,604 –3,399 –3,175 –2,981 –182 –162 –246 –256 Administrative expenses –1,518 –1,376 –1,334 –1,239 –40 –28 –144 –109 Other operating result –355 –513 –223 –274 –139 –230 8 –9 Operating result 3,763 1,564 4,103 1,973 168 80 –508 –489 Operating result (adjusted) 4,034 2,071 4,272 2,257 269 303 –508 –489 Operating return on sales (adjusted) (in %) 8.6 5.1 9.3 5.7 17.0 23.5 – – Financial result –511 –4 626 –40 3 0 –1,140 36 Earnings before tax 3,253 1,560 4,730 1,934 171 80 –1,649 –453 Income taxes –802 –419 –1,019 –326 –91 –86 308 –8 Earnings after tax 2,451 1,141 3,710 1,607 81 –6 –1,340 –461 Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 54 ===== SIDA 55 ===== Operating result The TRATON GROUP’s gross profit increased at a faster rate than sales revenue compared with the prior-year period. At €9.2 billion (previous year: €6.9 billion), gross profit in the year under review was 35% higher year-on-year. The main drivers of the increase were higher unit sales and greater capacity utilization due to significantly increased production figures, especially for trucks. However, bottlenecks in the supply of key components and logistics shortages continued to leave their mark on production and deliveries. Expenses of €80 million in connection with the realignment of the bus business at Scania Vehicles & Services were incurred in the reporting period, €53 million of which was attributable to impairment losses on capitalized development costs and property, plant, and equip - ment. The previous year had been impacted mainly by the war in Ukraine, which had led to massive supply shortages for truck cable harnesses at MAN Truck & Bus, among other things. Gross margin increased by 2.7 percentage points to 19.7% (previous year: 17.0%) in the TRATON GROUP and by 3.0 percentage points to 19.3% (previous year: 16.4%) in the TRATON Operations business area. The year-on-year improvement is primarily attributable to higher production capacity utilization and increased vehicle deliveries, as well as the associated decline in fixed costs in the TRATON Operations business area. The significantly higher costs of energy, raw materials, and other bought-in components were offset by price increases on the market. At €3.6 billion (previous year: €3.4 billion), distribution expenses in the TRATON GROUP were up €205 million year-on-year. The increase is attributable primarily to higher costs in connection with increased vehicle deliveries, such as shipping costs, and to cost increases due to inflation. Administrative expenses rose by €142 million year-on-year to €1.5 billion (previous year: €1.4 billion). The main drivers were cost increases due to inflation. Despite the increases in costs, the ratio of distribution and administrative expenses to sales revenue improved by 0.9 percentage points to 10.9% (previous year: 11.8%). At €–355 million (previous year: €–513 million), other operating result was up €158 million year-on-year. This improvement was primarily due to the discontinuation of expenses of €477 million in the previous year that had related directly to the war in Ukraine. In the reporting period, this was offset in particular by negative accumulated other compre - hensive income of €102 million from currency translation effects attributable to Scania Finance Russia, which was reclassified to the income statement upon disposal. Other negative effects were higher expenses of €89 million attributable to civil lawsuits against Scania and MAN in connection with the EU truck cases in individual countries. The TRATON GROUP’s operating result rose very significantly by €2.2 billion year-on-year to €3.8 billion (previous year: €1.6 billion). Operating result (adjusted) Adjustments (€ million) 2023 2022 Scania Vehicles & Services 102 140 of which legal proceedings and related measures 22 17 of which in connection with the war in Ukraine – 123 of which restructuring measures 80 – MAN Truck & Bus 67 143 of which legal proceedings and related measures 67 – of which in connection with the war in Ukraine – 130 of which restructuring measures – 13 TRATON Operations 169 283 TRATON Financial Services 102 224 TRATON GROUP 271 507 Operating result (adjusted) in the reporting period was €4.0 billion (previous year: €2.1 billion), €2.0 billion higher year-on-year. Adjustments in the TRATON Operations business area in fiscal year 2023 amounted to €169 million. They include expenses of €89 million in connection with civil lawsuits against Scania and MAN as a result of the EU truck cases. These were recognized as a consequence of the updated reassessment of risks in the year under review. The adjustments also contain €80 million in connection with the realignment of the Scania bus business. Adjustments in the TRATON Financial Services segment amounted to €102 million. These included the reclassification of neg- ative accumulated other comprehensive income from currency translation effects at Scania Finance Russia to the income statement. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 55 ===== SIDA 56 ===== In the prior-year period, the adjustments of €507 million had included both bad debt allowances on receivables in the TRATON Financial Services segment (€224 million) and loss allowances and other expenses in the TRATON Operations business area (€253 million), all of which had been directly connected to the war in Ukraine. In addition, expenses in connection with the EU antitrust proceedings (€17 million) and in connection with the repositioning at MAN Truck & Bus (€13 million) had been adjusted in the TRATON Operations business area in the prior-year period. The TRATON GROUP increased its operating return on sales (adjusted) by 3.5 percentage points to 8.6% (previous year: 5.1%). In the TRATON Operations business area, operating return on sales (adjusted) increased by 3.6 percentage points to 9.3% (previous year: 5.7%). In the TRATON Financial Services segment, operating return on sales (adjusted) declined by 6.5 percentage points to 17.0% (previous year: 23.5%). Financial result At €–511 million (previous year: €–4 million), the TRATON GROUP’s financial result was down €507 million year-on-year. On the one hand, the decline is due to the general rise in interest rates and the resulting higher interest expenses. On the other, it was impacted by negative measurement effects from financial instruments. The adjustment of the ownership structure of the financial services business resulted in income of €971 million in the TRATON Operations business area in the second quarter of 2023. This effect was eliminated at the TRATON GROUP level. Taxes Income taxes in 2023 came to €–802 million (previous year: €–419 million). This corre - sponds to a tax rate of 25% (previous year: 27%). The rate was thus lower than the nominal Group tax rate and the previous year’s figure, mainly because of offsetting effects attrib- utable to loss carryforwards from previous years, for which deferred taxes were recog - nized for the first time. Earnings after tax Earnings after tax increased to €2.5 billion (previous year: €1.1 billion) in the year under review. This resulted in earnings per share of €4.90 (previous year: €2.28). Calculation of earnings per share was based on an average of 500 million shares. Segments of the TRATON GROUP Scania Vehicles & Services 2023 2022 Change Incoming orders (units) 84,080 82,071 2% Sales (units) 96,727 85,232 13% of which trucks 91,652 80,238 14% of which buses 5,075 4,994 2% Book-to-bill ratio 0.87 0.96 –0.09 Sales revenue (€ million) 17,878 15,316 17% New Vehicles 11,672 9,580 22% Vehicle Services business 1 3,700 3,426 8% Others 2,505 2,311 8% Operating result (adjusted) (€ million) 2,266 1,315 951 Operating return on sales (adjusted) (in %) 12.7 8.6 4.1 pp 1 Inc luding genuine parts and workshop services Scania Vehicles & Services recorded a slight increase in incoming orders in 2023, albeit with regional differences. Unit sales rose significantly, driven by the high order backlog, more stable supply chains, and the significant increase in production volume. Scania Vehicles & Services was able to increase sales revenue by 17% year-on-year to €17.9 billion (previous year: €15.3 billion). This growth in sales revenue was mainly attrib- utable to the increase in the New Vehicles business. In addition to the volume-driven increase in sales revenue, sales revenue and operating result (adjusted) were positively affected by a favorable market and product mix and by better unit price realization, especially in the truck business. The Vehicle Services business also made a contribution to the positive overall development thanks to an increase in volumes and improved mar- gins. This was partly offset by increased material and raw material prices, higher nonstaff- related expenses, and increased personnel expenses, which were primarily attributable to the expansion of the Vehicle Services business. Higher spending on electric mobility also had a negative impact. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 56 ===== SIDA 57 ===== MAN Truck & Bus 2023 2022 Change Incoming orders (units) 86,783 109,717 –21% Sales (units) 116,033 84,513 37% of which trucks 83,703 58,123 44% of which buses 5,703 4,806 19% of which MAN TGE vans 26,627 21,584 23% Book-to-bill ratio 0.75 1.30 –0.55 Sales revenue (€ million) 14,811 11,331 31% New Vehicles 9,527 6,317 51% Vehicle Services business 1 2,808 2,603 8% Others 2,476 2,411 3% Operating result (adjusted) (€ million) 1,075 139 935 Operating return on sales (adjusted) (in %) 7.3 1.2 6.0 pp 1 Inc luding genuine parts and workshop services MAN Truck & Bus recorded a decline in incoming orders in the reporting period due to economic uncertainties, particularly in the European market. On the back of the high order backlog, unit sales recorded a very sharp increase due to the gradual stabilization of supply chains and the resulting strong rise in production volumes. Moreover, a six-week production stop at some plants had had an adverse impact on unit sales in the prior-year period. MAN Truck & Bus generated sales revenue of €14.8 billion (previous year: €11.3 billion), a year-on-year increase of 31%. This growth was attributable primarily to higher unit sales of new vehicles. The Vehicle Services and the engines business also made a positive contribution. In addition to the volume-driven increase in sales revenue, operating result (adjusted) was positively impacted by better unit price realization for new and used vehicles, improved margins in the Vehicle Services business, and cost efficiency measures, such as the realign- ment of the Bus business area. Operating result (adjusted) was negatively impacted by increased material and energy prices and higher personnel expenses, including those in connection with the increase in inflation worldwide and the wage adjustments that had to be made as a result. In the prior-year period, production shutdowns at some plants had had a substantial negative impact on operating result (adjusted). Navistar Sales & Services 2023 2022 Change Incoming orders (units) 60,932 86,019 –29% Sales (units) 88,890 81,892 9% of which trucks 75,532 69,073 9% of which buses 13,358 12,819 4% Book-to-bill ratio 0.69 1.05 –0.36 Sales revenue (€ million) 11,042 10,501 5% New Vehicles 7,859 6,861 15% Vehicle Services business 1 2,045 2,394 –15% Others 1,138 1,247 –9% Operating result (adjusted) (€ million) 734 502 232 Operating return on sales (adjusted) (in %) 6.6 4.8 1.9 pp 1 Inc luding genuine parts Navistar Sales & Services recorded a year-on-year decline in incoming orders in 2023 because the majority of the orders for 2023 had already been received in 2022. New orders for 2024 could only be accepted to a limited extent on account of the high order backlog. Unit sales rose noticeably as a result of the continued high order backlog and the significantly higher production volume. Navistar Sales & Services generated sales revenue of €11.0 billion (previous year: €10.5 billion) in the reporting period, a year-on-year increase of 5%. This increase was attributable to the New Vehicles business. The Vehicle Services business and other sales revenue were down year-on-year due to the sale of International Indústria Automotiva Da América Do Sul Ltda. (MWM), a Brazilian engine plant, which had been completed in 2022, as well as the resulting discontinuation of the associated genuine parts and engines business. Adjusted for this effect, Navistar Sales & Services would have recorded only a slight decrease in its Vehicle Services business, but a substantial increase in other sales revenue. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 57 ===== SIDA 58 ===== Navistar Sales & Services recorded an operating result (adjusted) of €734 million (previ- ous year: €502 million). In addition to the volume-driven increase in sales revenue, other positive factors were a favorable product and customer mix and improved unit price realization. Negative factors were ongoing supply bottlenecks and higher expenses for warranties. Volkswagen Truck & Bus (VWTB) 2023 2022 Change Incoming orders (units) 33,739 57,042 –41% Sales (units) 37,203 54,136 –31% of which trucks 30,953 47,074 –34% of which buses 6,250 7,062 –11% Book-to-bill ratio 0.91 1.05 –0.15 Sales revenue (€ million) 2,477 2,952 –16% New Vehicles 2,258 2,801 –19% Vehicle Services business 1 165 131 26% Others 53 20 168% Operating result (adjusted) (€ million) 217 309 –91 Operating return on sales (adjusted) (in %) 8.8 10.5 –1.7 pp 1 Inc luding genuine parts and workshop services Volkswagen Truck & Bus generated sales revenue of €2.5 billion (previous year: €3.0 billion) in the reporting period. This corresponds to a 16% year-on-year decline. The decrease is primarily attributable to lower unit sales of trucks as a result of the new P-8 emissions standard that has been in force in Brazil since January 2023. Operating result (adjusted) declined by €91 million to €217 million. In addition to the decline in sales revenue due to the lower volumes, higher material and distribution expenses negatively impacted operating result (adjusted). These effects were partly offset by improved product positioning and unit price realization. TRATON Financial Services 2023 2022 Change Sales revenue (€ million) 1,589 1,294 23% Operating result (adjusted) (€ million) 269 303 –34 Operating return on sales (adjusted) (in %) 17.0 23.5 –6.5 pp Return on equity (in %) 8.4 4.0 4.5 pp TRATON Financial Services generated sales revenue of €1.6 billion (previous year: €1.3 billion) in 2023. This growth is primarily attributable to the expansion of the financ- ing portfolio and to higher interest income due to the higher interest rates. Operating result (adjusted) in the TRATON Financial Services segment was €269 million (previous year: €303 million). At 17.0% (previous year: 23.5%), operating return on sales (adjusted) was down year-on-year, largely because of the lower interest rate margin. Return on equity in the TRATON Financial Services segment was 8.4% (previous year: 4.0%) in the reporting period and thus up on the previous year’s level, mainly due to a negative earnings effect of €224 million in 2022 that had related directly to the war in Ukraine. 5. Financial position Principles and goals of financial management Financial management contributes to the value of the TRATON GROUP by optimizing the outcome of all financing measures, liquidity and capital structure, and also by managing risks. All external and internal financial transactions are solely generated to fulfill financing needs or to limit risks from an actual underlying business transaction and therefore do not serve any speculative purpose. Strong dependencies on particular financial partners are systematically avoided. All financial transactions are concluded under standard mar- ket conditions. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 58 ===== SIDA 59 ===== Financial management has the duty to manage all financial transactions and financial risks in the TRATON GROUP with a focus on achieving the following objectives: – Ensur ing the solvency of all Group companies at all times as well as the financing of all Group business activities – Limiting of market price risks (from interest rates, foreign currencies/exchange rates, commodity prices) and default risk of financial counterparties – Optimization of c osts from funding activities and returns on financial investments – Safeguarding the settlement of financial and payment transactions as well as pooling of Group liquidity Financing strategy Our goal is to finance ongoing investment requirements of the TRATON Operations busi- ness area including Corporate Items from operating cash flow. For this reason, this area should not report any net financial debt in a normal business environment. Depending on the gearing ratio and the liquidity position, other capital spending projects, such as acquisitions, should be financed by a balanced mixture of equity and debt. The compo - sition can be adapted to reflect the relevant capital market environment. In the TRATON Financial Services business area, we ensure that leased or financed assets are financed at matching maturities. As a general rule, the capital structure of the TRATON Operations business area including Corporate Items should correspond to an implied solid investment-grade classification. A key performance indicator in this context is the net financial debt / EBITDA (adjusted) ratio, i.e., the ratio of net liquidity/net financial debt to EBITDA (adjusted). If justified by extraordinary financing requirements or special market circumstances, this target can be temporarily relaxed subject to certain conditions. TRATON SE has been awarded exter- nal credit ratings by Moody’s and Standard & Poor’s (S&P) since June 2020. Moody’s is currently awarding a rating of Baa2 (stable outlook), and S&P’s rating is BBB (stable out- look). Both ratings are investment-grade. Financing mix Financial liabilities should be comprised of a balanced mix of bank liabilities and other financing sources, among others capital market financing. Especially for short-term debt, we use a broad range of financing instruments. Liquidity The TRATON GROUP strives to maintain adequate available liquidity from net cash flow in the TRATON Operations business area. In addition to TRATON’s access to the debt market, liquidity is supplemented by the syndicated revolving credit line and by credit lines from Volkswagen AG and banks, among others, to cover liquidity requirements at all times. Maturity profile The TRATON GROUP aims to achieve a balanced maturity profile for its liabilities so that it can cover amounts that fall due during the year from net cash flow to the greatest extent possible. Dividends policy The TRATON GROUP intends to pay a dividend of 30 to 40% of its annual consolidated earnings after tax. The resolution to pay out a dividend for a particular fiscal year is adopted by the Annual General Meeting in the following year. The dividend is paid once a year. The proposal by the Executive Board and Supervisory Board concerning the amount of the dividend generally considers business performance and other influencing factors. Risk management TRATON operates an appropriate risk management system, including financial instru - ments such as derivatives, to cover the Group’s financial risks, for example exchange rate risks or commodity price risks. Order book and other probable future sales and purchase contracts are partly hedged within defined limits. Commodity price risks are also partly hedged, while counterparty risks are closely monitored. Management of foreign currency, interest rate, and commodity exposure is at the discretion of each brand. The relevant requirements of each company are considered since different functional currencies and business environments apply. The Group’s activities in the TRATON Financial Services business area are managed to largely match assets and liabilities in order to minimize interest rate mismatches using appropriate methods to manage risks. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 59 ===== SIDA 60 ===== Financing in 2023 Gross financial liabilities amounted to €21.7 billion (previous year: €21.1 billion) as of December 31, 2023. €13.4 billion (previous year: €11.7 billion) of this amount was attrib - utable to capital market instruments, €5.9 billion (previous year: €5.9 billion) to bank funding, €1.2 billion (previous year: €2.2 billion) to Volkswagen Group loans, and €1.2 billion (previous year: €1.2 billion) to lease liabilities. Financial liabilities of the TRATON GROUP as of 12/31/2023 € billion Total Due 2024 Due 2025 Due 2026 Due 2027 Due 2028 Due 2029 or later Bonds 11.7 2.7 4.9 1.7 0.1 0.5 2.0 of which for the financial services business 7.9 2.6 3.7 1.5 0.1 0.0 0.0 Commercial paper 1.0 1.0 – – – – – of which for the financial services business 1.0 1.0 – – – – – Liabilities to banks 5.9 2.8 0.5 2.0 0.3 0.1 0.2 of which for the financial services business 2.3 1.0 0.5 0.4 0.3 0.1 – Schuldscheindarlehen 0.7 0.4 – 0.3 – 0.0 – of which for the financial services business – – – – – – – Volkswagen Group liabilities 1.2 0.7 0.5 – – – – of which for the financial services business 0.9 0.4 0.5 – – – – Total financial liabilities (excluding lease liabilities) 20.5 7.6 5.9 4.0 0.4 0.6 2.2 of which for the financial services business 12.1 5.0 4.7 1.9 0.4 0.1 – Lease liabilities¹ 1.2 Total financial liabilities 21.7 of which for the financial services business 12.1 1 The matur ity structure of the lease liabilities (IFRS 16 Leases) is as follows: < 1 year: €239 million; 1–5 years: €666 million; > 5 years: €275 million. Financial liabilities of the TRATON GROUP as of 12/31/2022 € billion¹ Total Due 2023 Due 2024 Due 2025 Due 2026 Due 2027 Due 2028 or later Bonds 10.2 2.5 2.6 2.8 0.3 0.1 1.9 of which for the financial services business 2 6.9 1.9 2.6 1.9 0.3 0.1 – Commercial paper 0.8 0.8 – – – – – of which for the financial services business 0.8 0.8 – – – – – Liabilities to banks 5.9 3.2 1.7 0.4 0.2 0.1 0.3 of which for the financial services business 2.4 0.8 0.6 0.4 0.2 0.1 0.3 Schuldscheindarlehen 0.7 – 0.4 – 0.3 – – of which for the financial services business – – – – – – – Volkswagen Group liabilities 2.2 1.7 – 0.5 – – – of which for the financial services business 2 0.5 – – 0.5 – – – Total financial liabilities (excluding lease liabilities) 19.9 8.2 4.7 3.7 0.8 0.2 2.2 of which for the financial services business 10.6 3.5 3.2 2.8 0.5 0.2 0.3 Lease liabilities 3 1.2 Total financial liabilities 21.1 of which for the financial services business 10.6 1 The c lassification for 2022 was adjusted to reflect the current presentation. 2 P rior-year period adjusted 3 The matur ity structure of the lease liabilities (IFRS 16 Leases) is as follows: < 1 year: €240 million; 1–5 years: €640 million; > 5 years: €328 million. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 60 ===== SIDA 61 ===== Financing of the TRATON GROUP The total principal amount of bonds as of December 31, 2023, was €8.3 billion (previous year: €5.7 billion), which were issued under the €12.0 billion European Medium Term Notes program (EMTN program) by TRATON Finance Luxembourg S.A., Strassen, Luxem- bourg (TRATON Finance) and partly hedged by interest rate derivatives. In September 2023, TRATON launched a commercial paper program ( CP program) with a volume of €2.5 billion, €999 million of which is used for financing in the TRATON Finan- cial Services segment. The CP program finances short-term maturities with tenors of up to one year. In doing so, TRATON further diversified its sources of financing and expanded its debt investor base. In the context of the CP program, TRATON SE has received short- term credit ratings from rating agencies Moody’s and S&P in addition to the existing long-term ratings. The P-2 rating assigned by Moody’s and the A-2 rating assigned by S&P correspond to TRATON SE’s long-term investment-grade ratings. The financial services business saw an increase of around €1.2 billion in bonds and com- mercial paper. Scania maintains a €5.0 billion (previous year: €7.0 billion) EMTN program, of which €2.3 billion (previous year: €3.9 billion) has been drawn down as of year-end 2023. In addition, approximately €4.8 billion (previous year: €2.7 billion) was drawn down from the TRATON Finance EMTN program. There is a Scania bond of €456 million (previ- ous year: €451 million) and Navistar bonds of €542 million (previous year: €281 million) from asset-backed securities transactions. To cover short-term funding needs in the financial services business, there are two additional Scania CP programs in Swedish krona and euro amounting to a total of €2.4 billion (previous year: €2.5 billion), of which €– million (previous year: €784 million) had been drawn down by the end of the year under review. €999 million is also available from the TRATON CP program. The Schuldscheindarlehen placed by TRATON SE in 2021 were drawn down in the amount of €700 million (previous year: €700 million) as of December 31, 2023. The TRATON GROUP has access to revolving credit lines of €4.3 billion (previous year: €4.0 billion) from Volkswagen AG, of which €797 million (previous year: €1.7 billion) was drawn down, as well as a new loan of €359 million from Volkswagen Group of America Finance, LLC to Navistar Financial Corporation. The loan that had been taken out with Volkswagen International Luxemburg S.A. in the amount of €500 million in 2022 was repaid in full. There are also bank liabilities of €5.9 billion (previous year: €5.9 billion) and lease liabilities of €1.2 billion (previous year: €1.2 billion). The TRATON GROUP’s total liquidity reserve consists of unused confirmed credit lines of €8.0 billion (previous year: €6.8 billion), including €3.5 billion (previous year: €2.3 billion) from Volkswagen AG. A further €4.5 billion (previous year: €4.5 billion) is attributable to the syndicated loan that TRATON SE entered into on July 28, 2020, and increased from €3.8 billion to €4.5 billion on December 15, 2021. The revolving credit line has a term of five years and has been extended twice for one year each following agreement after the banking consortium consisting of 23 banks approved both extension requests. The term of the syndicated loan ends on December 16, 2028. The credit line serves general corpo- rate purposes as well as to safeguard the TRATON GROUP’s liquidity. The TRATON GROUP also has €624 million (previous year: €457 million) in unused uncon- firmed credit lines from banks at its disposal in order to enhance flexibility in financing decisions. The broad range of funding contracts entail interest rates in keeping with market con - ditions, which differ according to the respective financial instrument, maturity, currency, funding purpose, volume, and region. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 61 ===== SIDA 62 ===== FINANCIAL LIABILITIES OF THE TRATON GROUP BY CURRENCY € billion 12/31/2023 12/31/2022 EUR 14.1 14.1 SEK 2.7 2.8 USD 1.2 0.6 BRL 0.6 0.6 GBP 0.4 0.4 MXN 0.4 0.5 ZAR 0.3 0.3 NOK 0.2 0.4 Other currencies 0.6 0.3 Lease liabilities 1.2 1.2 Total financial liabilities 21.7 21.1 The TRATON GROUP’s credit facilities include customary change-of-control clauses, allow- ing the counterparty to demand early repayment in case of significant changes in own- ership. Liquidity Cash and cash equivalents amounted to €1.7 billion (previous year: €1.4 billion) as of December 31, 2023. Cash and cash equivalents in certain countries (e.g., Brazil, China, and Poland) in the amount of €792 million (previous year: €628 million) are subject to exchange controls and are not available to the Group for cross-border transactions without restriction. Such amounts are used locally to cover the financing needs of the operating business. No further cash and cash equivalents are reported in the current year under “Assets held for sale.” In the previous year, cash and cash equivalents of €304 million were reported that were in Russia and also not available to the Group for cross- bor der transactions without restriction. €333 million (previous year: €46 million) was reported in other financial assets as restricted cash as of December 31, 2023. Restricted cash included €271 million for the gradual acquisition of key aspects of the global financial services businesses of MAN and VWTB. Miscellaneous restricted cash is mainly used as collateral in asset-backed securi- ties transactions. The TRATON GROUP’s financial management manages cash pool structures at brand level, wherever legally and economically appropriate and feasible. The TRATON segments manage operational cash themselves. Excess cash in the TRATON segments is managed at TRATON SE level. The TRATON GROUP deposits a portion of its excess cash with Volkswagen AG under interest rates in keeping with standard market conditions. Equity EQUITY RATIO TRATON GROUP TRATON Operations TRATON Financial Services Corporate Items € million 2023 2022 2023 2022 2023 2022 2023 2022 Equity 16,488 14,374 10,246 8,473 1,884 2,175 4,358 3,725 Total assets 61,699 58,256 41,446 38,896 17,166 14,955 3,087 4,404 Equity ratio (in %) 26.7 24.7 24.7 21.8 11.0 14.5 – – Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 62 ===== SIDA 63 ===== Cash flow CONDENSED STATEMENT OF CASH FLOWS OF THE TRATON GROUP TRATON GROUP TRATON Operations TRATON Financial Services Corporate Items € million 2023 2022 2023 2022 2023 2022 2023 2022 Cash and cash equivalents as of 01/01 1 1,743 2,002 3,155 4,775 455 146 –1,867 –2,919 Gross cash flow 5,266 4,041 5,546 4,171 566 624 –846 –755 Change in working capital –2,683 –4,701 –737 –2,847 –2,340 –2,251 394 397 Net cash provided by/used in operating activities 2,583 –660 4,809 1,325 –1,774 –1,627 –452 –358 Net cash provided by/used in investing activities attributable to operating activities –2,385 –1,916 –1,214 –1,950 –718 –2 –453 36 Change in marketable securities, investment deposits, and loans 18 103 –1,153 –376 –8 188 1,179 292 Net cash provided by/used in investing activities –2,368 –1,813 –2,368 –2,326 –725 186 725 327 Net cash provided by/used in financing activities –128 2,216 –1,259 –625 2,294 1,778 –1,163 1,064 Effect of exchange rate changes on cash and cash equivalents –100 –2 –81 6 –4 –27 –15 19 Change in cash and cash equivalents –13 –259 1,101 –1,621 –210 310 –905 1,052 Cash and cash equivalents as of 12/31 1 1,730 1,743 4,256 3,155 246 455 –2,772 –1,867 Gross cash flow 5,266 4,041 5,546 4,171 566 624 –846 –755 Change in working capital –2,683 –4,701 –737 –2,847 –2,340 –2,251 394 397 Net cash provided by/used in investing activities attributable to operating activities –2,385 –1,916 –1,214 –1,950 –718 –2 –453 36 Net cash flow 198 –2,576 3,594 –625 –2,492 –1,629 –905 –322 1 € 304 million of the reported cash and cash equivalents was contained in “Assets held for sale” as of January 1, 2023, and December 31, 2022. The entire amount is attributable to the TRATON Financial Services segment. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 63 ===== SIDA 64 ===== The TRATON GROUP’s net cash provided by/used in operating activities rose by €3.2 billion year-on-year to €2.6 billion. This was primarily the result of the €2.0 billion lower cash outflows year-on-year in working capital. The prior-year period had contained payments such as Scania’s settlement of the fine imposed in the EU antitrust proceedings of €937 million, including interest. In addition, Navistar had made final payments totaling €420 million in June 2022 following court approval of the “Profit Sharing Settlement Agreement” and the “Krzysiak Action Settlement Agreement.” There was also a €1.2 billion rise in gross cash flow in 2023, which above all reflected the €2.2 billion increase in oper- ating result. This was offset in part by a €322 million decrease in net interest income and a €215 million increase in income tax paid. Cash tied up in working capital rose by a total of €2.7 billion in the reporting period. This primarily reflected the €1.6 billion increase in financial services receivables resulting from the expansion of the business volume and reported in net cash flow in the TRATON Financial Services segment. It also reflected the €885 million increase in inventories, due in part to the higher production volume and to improved, albeit still scarce, logistics capacity. Net cash used in investing activities attributable to operating activities rose by €469 million, primarily due to the payment of €275 million for the gradual acquisition of key aspects of the global MAN and VWTB financial services businesses within the TRATON Financial Services business area. €96 million received from the disposal of Scania Finance Russia had an offsetting effect. This effect is the result of the purchase price payment of €400 million in the TRATON Operations business area, less the disposal of the cash of Scania Finance Russia of €304 million, which affected the TRATON Financial Services business area. A further factor was the receipt of a payment for purchase price adjust - ments from the disposal of MWM amounting to €31 million in the TRATON Operations business area. Furthermore, additions to intangible assets, property, plant, and equip - ment, and capitalized development costs, which are primarily included in the TRATON Operations business area, rose by €300 million. Net cash flow in the TRATON Operations business area was positively affected by a €130 million (previous year: €200 million) dividend payment by TRATON Financial Ser- vices. This effect was eliminated at the TRATON GROUP level. The adjustment of the ownership structure of the financial services business led to a positive effect of €499 million on net cash used in investing activities and on net cash flow in the TRATON Operations business area. At the same time, €547 million in dividends paid increased net cash used in financing activities in the TRATON Operations business area. These effects were eliminated at the TRATON GROUP level. Net cash used in financing activities contained bond issuances amounting to €3.8 billion (previous year: €3.2 billion) in 2023, including €3.2 billion (previous year: €1.4 billion) issued by TRATON Finance and allocated to Corporate Items. These were partly offset by repayments of €2.4 billion (previous year: €2.2 billion). Of this amount, €1.7 billion (pre - vious year: €1.8 billion) was attributable to Scania Vehicles & Services in the TRATON Operations business area and €614 million (previous year: €5 million) to TRATON Finance (Corporate Items). The bond issuances and repayments related primarily to the EMTN programs. In addition, TRATON Financial Services drew down a new credit line of €371 million from Volkswagen Group of America in 2023 and took out an additional €297 million credit line from Volkswagen AG. By contrast, the drawdown on the Volkswagen AG credit line was reduced by repayments of €1.2 billion, and a loan of €500 million taken out with Volkswagen International Luxemburg was repaid. TRATON SE paid out a dividend of €350 million (previous year: €250 million) for fiscal year 2022 in June 2023. Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 64 ===== SIDA 65 ===== Net liquidity/net financial debt NET LIQUIDITY/NET FINANCIAL DEBT OF THE TRATON GROUP TRATON GROUP TRATON Operations TRATON Financial Services Corporate Items € million 12/31/2023 12/31/2022 12/31/2023 12/31/2022 12/31/2023 12/31/2022 12/31/2023 12/31/2022 Cash and cash equivalents 1 1,730 1,743 4,256 3,155 246 455 –2,772 –1,867 Marketable securities, investment deposits, and loans to affiliated companies 427 208 1,653 518 331 50 –1,557 –361 Gross liquidity 2,157 1,951 5,909 3,673 576 506 –4,329 –2,228 Third-party borrowings –21,704 –21,131 –6,527 –7,236 –14,347 –11,952 –830 –1,944 Net liquidity/net financial debt –19,547 –19,180 –617 –3,563 –13,770 –11,446 –5,159 –4,172 1 € 304 million of the reported cash and cash equivalents was contained in “Assets held for sale” as of December 31, 2022. The entire amount was attributable to the TRATON Financial Services segment. More detailed information explaining changes in net liquidity can be found in the “Cash flow” section. The net financial debt / EBITDA (adjusted) ratio for the TRATON Operations business area including Corporate Items was –1.0 (previous year: –2.1) as of December 31, 2023. The improvement in the net financial debt / EBITDA (adjusted) ratio is due to a decrease in net financial debt for the TRATON Operations business area including Corporate Items to €5.8 billion (previous year: €7.7 billion) and an increase in EBITDA (adjusted) for the TRATON Operations business area including Corporate Items to €5.5 billion (previous year: €3.8 billion). The following table shows the reconciliation of operating result to EBITDA (adjusted) for the TRATON Operations business area including Corporate Items: EBITDA (ADJUSTED), TRATON OPERATIONS INCLUDING CORPORATE ITEMS € million 2023 2022 Operating result, TRATON Operations 4,103 1,973 Operating result, Corporate Items –508 –489 Operating result, TRATON Operations including Corporate Items 3,595 1,485 Adjustments 169 283 Operating result (adjusted), TRATON Operations including Corporate Items 3,764 1,768 plus share of earnings of equity-method investments 124 97 plus other financial result –92 124 plus depreciation and amortization of, and impairment losses on, i ntangible assets, property, plant, and equipment, and investment property, net of impairment reversals 1 1,331 1,397 plus amortization of, and impairment losses on, capitalized de velopment costs, net of impairment reversals 2 393 379 plus impairment losses on equity investments, net of impairment r eversals 2 0 EBITDA (adjusted), TRATON Operations including Corporate Items 5,522 3,764 1 A djusted for depreciation and amortization in the adjustments to operating result amounting to €22 million (previous year: €0 million) 2 A djusted for depreciation and amortization in the adjustments to operating result amounting to €31 million (previous year: €0 million) Further InformationConsolidated Financial StatementsCombined Management ReportTo Our Shareholders 65 ===== SIDA 66 =====