Årsredovisning 2024

2024 Executive Board remuneration system
Component Composition Target
Variable remuneration components
Profit bonus  – Plan type: target bonus
 – Minimum payment amount: €0
 – Cap: 200% of the target amount
 – Assessment period: profit bonus fiscal year (year for which the bonus is granted)
 – Performance criteria:
 o Financial subtargets:
• Operating return on sales  (50%) and net cash flow (50%)
 o Operating return on sales is the ratio of operating result in the TRATON GROUP before tax and excluding adjustments 
to the corresponding sales revenue.
 o Net cash flow comprises net cash provided by/used in operating activities and net cash provided by/used in investing 
activities attributable to operating activities in the TRATON Operations business area and indicates the excess funds 
from operating activities in the reporting period.
• The Supervisory Board defines threshold, target, and maximum values for the financial subtargets for the profit bonus 
fiscal year. The threshold corresponds to a subtarget achievement of 50% for the operating return on sales subtarget 
and of 0% for the net cash flow subtarget, the target value corresponds to a subtarget achievement of 100% in each case, 
and the maximum value corresponds to a subtarget achievement of 180% in each case; interim values are interpolated 
on a linear basis.
• The profit bonus depends on target achievement in the profit bonus fiscal year.
• Total financial target achievement = subtarget achievement operating return on sales x 50% + subtarget achievement 
net cash flow x 50%
 o ESG targets 
• Environmental  subtarget (ratio of the number of battery electric vehicles and fuel cell electric vehicles sold to the total 
number of vehicles sold, excluding the MAN TGE model) weighted at 50%
• The Social  subtarget (generally the opinion index; the gender index 1 for fiscal years 2024 and 2025), weighted by 50%
• Governance factor  (compliance and integrity) of between 0.9 and 1.1 (normal value 1.0)
• The Supervisory Board defines minimum, target, and maximum values for the Environmental and Social subtargets for 
each fiscal year. The minimum, target, and maximum values correspond to subtarget achievement of 0.7, 1.0, and 1.3, 
 respectively. Interim values are interpolated on a linear basis. 
• Calculation of the ESG factor: [Environmental subtarget achievement x 50% + Social subtarget achievement x 50%] x 
 Governance factor (0.9–1.1)
 – Profit bonus payment amount = individual target amount x financial target achievement x ESG factor
 – Payout: generally in cash in the month following approval of the consolidated financial statements for the profit bonus 
 fiscal year
The profit bonus is intended to motivate 
the Executive Board members to pursue 
ambitious targets during the assess -
ment period. The financial performance 
targets support the strategic target of 
achieving competitive earnings power. 
The integration of sustainability targets 
reflects the significance of the Environ -
mental, Social, and Governance factors.
1  The calculation and application of the gender index is subject to applicable local law.
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2024 Executive Board remuneration system
Component Composition Target
Long-term incentive (LTI)  – Plan type: performance share plan
 – Performance period: in principle, forward-looking four-year term
 – Minimum payment amount: €0
 – Cap: 250% of the target amount
 – Allocation of performance shares: at the start of each fiscal year, the individually agreed target amount is divided by the arith -
metic mean of the TRATON SE share price (German Securities Identification Number: TRAT0N) in the Xetra trading system of 
Deutsche Börse AG on the last 30 trading days prior to January 1 of the respective performance period (initial reference price).
 – Target setting: at the start of the performance period, the Supervisory Board defines minimum, target, and maximum values 
for earnings per share (EPS), the audited diluted earnings per TRATON share for continuing and discontinued operations. The 
minimum, target, and maximum EPS values correspond to target achievement of 50, 100, and 175%, respectively.
 – Calculation of the payment amount: the final number of performance shares is calculated by multiplying the number of 
 performance shares conditionally allocated at the start of the performance period by the arithmetic mean of the annual EPS 
target achievement figures during the performance period. The final number of performance shares is then multiplied by 
the sum of the arithmetic mean of the closing prices on the last 30 trading days prior to the end of the performance period 
(closing reference price) and the dividends paid per share during the performance period (dividend equivalent). 
 – Payout: generally in cash in the month following approval of the consolidated financial statements for the last fiscal year of 
the respective performance period
 – If the employment contract ends before the end of the performance period due to a bad leaver case (extraordinary termination 
for cause or revocation of appointment due to a gross breach of duties, resignation, termination without cause by the person 
concerned, a breach of a contractual or post-contractual restraint on competition), all performance shares will be forfeited.
The long-term incentive serves to align 
the remuneration of the Executive 
Board members to the Company’s long-
term performance. The financial 
performance target EPS in conjunction 
with share price performance and the 
dividends paid, measured over four 
years, ensures the long-term effect of 
the behavioral incentives and supports 
the strategic target of achieving 
competitive earnings power.
Other benefits
Special payment  – If applicable, based on a separate agreement with the Executive Board member 
 – The agreement is made in advance for the fiscal year and defines performance criteria for the special payment.
Special payments can reward outstand -
ing performance and may only be 
 granted if it is in the Company’s interest 
to do so and generates a forward-looking 
benefit for the Company.
Benefits agreed with new Executive 
Board members for a defined period of 
time or for the entire term of their em -
ployment contracts
 – Optional payments to compensate for declining variable remuneration or other financial disadvantages
 – Optional benefits in connection with relocation
 – Optional minimum remuneration guarantee
These (compensation) payments are 
 intended to enable the Company 
to  attract qualified candidates for the 
 Executive Board.
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2024 Executive Board remuneration system
Component Composition Target
Other remuneration provisions
Penalty and clawback  – The possibility for the Supervisory Board to reduce profit bonuses and the performance share plan by up to 100% or to claw 
back the remuneration that has already been paid in the case of relevant misconduct during the respective relevant assess -
ment period
 – Clawback is excluded if more than three years have passed since the variable remuneration component was paid out.
The aim is to motivate Executive Board 
members to maintain lawful and ethical 
conduct. 
Maximum remuneration  – The relevant components are the base salary paid for the respective fiscal year, the service cost for occupational retirement 
provision, the fringe benefits granted, the profit bonus granted for the respective fiscal year and paid out in the following year, 
the performance share plan paid out in the respective fiscal year and for which the performance period ended immediately 
before the respective fiscal year, any special payment granted for the respective fiscal year, and any benefits granted to new 
Executive Board members.
 – Amounts to €8,500 thousand gross per fiscal year for the Chair of the Executive Board and generally €5,000 thousand gross 
per fiscal year for the members of the Executive Board.
 – The maximum remuneration for Executive Board members who are also members of the Executive Board of a foreign subsidi -
ary consists of the total remuneration from TRATON SE together with that from the respective subsidiary.
 – If the maximum remuneration is exceeded, the variable remuneration components will be reduced on a pro rata basis.
The aim is to ensure that the remunera -
tion of Executive Board members is not 
inappropriately high when measured 
against the peer group.
Remuneration of the Executive Board members appointed in fiscal year 2024
Members of the Executive Board in fiscal year 2024
On the one hand, the Executive Board of TRATON SE is made up of members who are also 
members of the Executive Board of a foreign subsidiary and receive their remuneration 
proportionately from TRATON SE and from the respective foreign subsidiary. On the other, 
it consists of members who are only members of the Executive Board of TRATON SE or 
also members of the Executive Board of a German subsidiary. These Executive Board 
members are remunerated entirely by TRATON SE; if they hold an additional Executive 
Board function at a German subsidiary, part of their remuneration will be reimbursed by 
way of intercompany charging. The members of the Executive Board generally receive 
no additional remuneration for discharging further mandates in the management bodies, 
supervisory boards, or comparable bodies of other Group companies in the course of their 
board activity. Should such remuneration be granted nonetheless, it will be offset against 
the remuneration for the activity as a member of the Executive Board of TRATON SE.
In fiscal year 2024, the Executive Board of TRATON SE had the following members: 
Christian Levin: Mr. Levin has been a member of the Executive Board since the effective 
date of the change of legal form of TRATON AG to TRATON SE on the day this was entered 
in the commercial register in 2019, and has been the Chief Executive Officer and Chairman 
of the Executive Board since October 1, 2021. Mr. Levin has also been Chief Executive 
Officer of Scania AB and Scania CV AB since May 1, 2021. Since October 1, 2021, the remu-
neration has been divided between TRATON SE and Scania CV AB based on areas of 
responsibility. Since May 1, 2021, Mr. Levin has received fringe benefits and occupational 
retirement provision solely from Scania CV AB. 
Mathias Carlbaum: Mr. Carlbaum has been a member of the Executive Board since Octo-
ber 1, 2021, and, in addition, Chief Executive Officer and President of International (formerly 
Navistar) from September 1, 2021, to September 30, 2024, on the basis of a secondment 
agreement between him, Scania CV AB, and International. The secondment ended on 
October 1, 2024, and since then Mr. Carlbaum has been employed directly by International 
in addition to his employment contract with TRATON SE. Since October 1, 2021, 20% of his 
fixed and variable remuneration has been borne by TRATON SE and 80% by International. 
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The fringe benefits for Mr. Carlbaum are borne by International. All pension expenses are 
borne by Scania CV AB, with which Mr. Carlbaum still has a dormant employment contract, 
and charged on to International.
Antonio Roberto Cortes: Mr. Cortes has been a member of the Executive Board since the 
effective date of the change of legal form of TRATON AG to TRATON SE on the day this was 
entered in the commercial register in 2019, and is also Chief Executive Officer of 
Volkswagen Truck & Bus Latin America Indústria e Comércio de Veículos Ltda. (Volkswagen 
Truck & Bus), formerly MAN Latin America Indústria e Comércio de Veículos Ltda. Mr. Cortes 
received 20% of his fixed and variable remuneration from TRATON SE and 80% from 
Volkswagen Truck & Bus. Mr. Cortes receives fringe benefits and occupational pension 
benefits solely from Volkswagen Truck & Bus.
Dr. Michael Jackstein: Dr. Jackstein has been a member of the Executive Board of 
TRATON SE since April 1, 2023. 
Catharina Modahl Nilsson: Ms. Modahl Nilsson has been a member of the Executive Board 
of TRATON SE since April 1, 2023. Ms. Modahl Nilsson has also been the CTO of TRATON AB 
since April 1, 2023. Ms. Modahl Nilsson received 20% of her fixed and variable remuneration 
from TRATON SE and 80% from TRATON AB. Ms. Modahl Nilsson receives fringe benefits 
and occupational pension benefits solely from TRATON AB.
Alexander Vlaskamp: Mr. Vlaskamp has been a member of the Executive Board since 
November 25, 2021, and is also Chief Executive Officer of MAN Truck & Bus SE. Mr. Vlaskamp 
received no separate remuneration in fiscal year 2024 for his role at MAN Truck & Bus SE. 
The Supervisory Board of MAN Truck & Bus SE resolved to reimburse TRATON SE for 80% 
of the remuneration expenses by way of intercompany charging.
Remuneration granted and owed in fiscal year 2024
In accordance with section 162 (1) sentence 1 of the AktG, the remuneration report must 
detail the remuneration granted and owed to each individual member of the Executive 
Board in the past fiscal year. 
Table overview
The following tables show the remuneration actually received by the members of the 
Executive Board in fiscal year 2024. The time of actual payment is not significant. Corre -
spondingly, the remuneration granted in 2024 includes the base salary paid in fiscal year 
2024, the fringe benefits, and the profit bonus for fiscal year 2024 paid in the month fol -
lowing approval of the Company’s 2024 Consolidated Financial Statements. In fiscal year 
2024, the LTI with the 2021–2023 performance period was also paid out and is reported 
as remuneration granted. As the companies were not in arrears with the payment of 
remuneration components, the tables do not show any remuneration owed. 
The relative portions shown in the tables refer to the remuneration components “granted 
and owed” in the respective fiscal year in accordance with section 162 (1) sentence 1 of the 
AktG. They therefore include all benefits actually received by the members of the Exec -
utive Board in the respective fiscal year, irrespective of which fiscal year they were paid 
for. The relative portions shown here are therefore not comparable with the respective 
relative portions of the fixed and variable remuneration components in total remuneration 
as contained in the description of the remuneration system in accordance with section 
87a (1) sentence 2 no. 3 of the AktG. The portions shown in the remuneration system refer 
to the respective target values granted for the respective fiscal year, irrespective of the 
time at which the remuneration component in question is paid out. 
Pension expense is reported as service cost within the meaning of IAS 19. The service cost 
in accordance with IAS 19 does not constitute remuneration granted or owed within the 
meaning of section 162 (1) sentence 1 of the AktG as it is not actually received by the 
Executive Board member in the year under review. It also includes other pension benefits 
such as surviving dependents’ benefits and the use of company cars, as well as defined 
contribution pension plans where these are provided for under foreign legislation. 
The maximum remuneration is the maximum remuneration within the meaning of section 
87a (1) sentence 2 no. 1 of the AktG in accordance with the remuneration system resolved 
by the Supervisory Board and approved by the Annual General Meeting.
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In addition, the employment contracts of the Executive Board members contain a penalty 
and clawback provision in accordance with the approved remuneration system. TRATON SE 
did not make use of these regulations in fiscal year 2024.
To the extent that members of the Executive Board left during fiscal year 2024, only the 
portion of remuneration attributable to the period of their Executive Board appointment 
is shown in the following tables. If such Executive Board members receive remuneration 
for periods after the termination of their Executive Board appointment, e.g., in the case 
of an expiring employment contract, this is reported in the “Remuneration of former 
Executive Board members” section. 
Further explanations about the individual tables can be found below the tables.
  
Christian Levin
2024
Remuneration component  € thousand  1 in %
Fixed remuneration components    
Base salary TRATON SE 1,220 36
 Scania 630  
Fringe benefits TRATON SE 132 3
 Scania 47  
Total TRATON SE 1,352 39
Scania 677
 Total 2,029  
Variable remuneration components    
 – Profit bonus 2024 (target amount 
€1,600 thousand per annum; minimum €0; 
 maximum €3,200 thousand per annum) TRATON SE 1,253 45
 Scania 1,051  
 – LTI 2021–2023 (performance share plan, 
three-year term; target amount 
€1,175  thousand per annum; minimum €0; 
maximum €2,350 thousand per annum) TRATON SE 280 16
TRATON AB 176
 Scania 376  
Sum — remuneration granted and owed TRATON SE 2,885 100
Scania 2,105
TRATON AB 176
 Total 5,165  
Pension expenses TRATON SE – –
 Scania 1,069
Total remuneration including pension 
 expenses TRATON SE 2,885
Scania 3,174
TRATON AB 176
 Total 6,234
Maximum remuneration Total 8,500  
1 Contractually agreed exchange rate: SEK 11.61 = €1 
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Mathias Carlbaum
2024
Remuneration component  € thousand  2 in %
Fixed remuneration components    
Base salary TRATON SE 170 33
 International 680  
Fringe benefits TRATON SE – 20
 International 1 529  
Total TRATON SE 170 53
International 1,209
 Total 1,379  
Variable remuneration components    
–  Profit bonus 2024 (target amount 
€850 thousand per annum; minimum €0; 
 maximum €1,700 thousand per annum) TRATON SE 245 47
 International 979  
Sum — remuneration granted and owed TRATON SE 415 100
International 2,188
 Total 2,603  
Pension expenses TRATON SE – –
 International 402
Total remuneration including pension 
 expenses TRATON SE 415
International 2,590
 Total 3,005
Maximum remuneration Total 5,000  
1  The fringe benefits also include benefits due to Mr. Carlbaum’s secondment to International and, 
from  October 1, 2024, because of the employment contract between International and Mr. Carlbaum.
2  As of October 1, 2024, contractually agreed exchange rate: USD 1.08 = €1 
   
Antonio Roberto Cortes
2024
Remuneration component  € thousand  1 in %
Fixed remuneration components    
Base salary TRATON SE 140 40
 Volkswagen Truck & Bus 560  
Fringe benefits TRATON SE – 3
 Volkswagen Truck & Bus 46   
Total TRATON SE 140 43
Volkswagen Truck & Bus 606
 Total 746  
Variable remuneration components    
–  Profit bonus 2024 (target amount 
€550 thousand per annum; minimum €0; 
 maximum €1,100 thousand per annum) TRATON SE 158 45
 Volkswagen Truck & Bus 634  
–  LTI 2021–2023 (performance share plan, 
three-year term; target amount 
€310  thousand per annum; minimum €0; 
maximum €620 thousand per annum) TRATON SE 44 12
 Volkswagen Truck & Bus 176  
Sum — remuneration granted and owed TRATON SE 342 100
Volkswagen Truck & Bus 1,415
 Total 1,757  
Pension expenses TRATON SE – –
 Volkswagen Truck & Bus 256
Total remuneration including pension 
 expenses TRATON SE 342
Volkswagen Truck & Bus 1,671
 Total 2,013
Maximum remuneration Total 5,000  
1 Contractually agreed exchange rate: BRL 5.32 = €1
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Dr. Michael Jackstein
2024
Remuneration component € thousand in %
Fixed remuneration components   
Base salary 850 39
Fringe benefits 81 4
Total 931 43
Variable remuneration components   
–  Profit bonus 2024 (target amount €850 thousand per annum; 
 minimum €0; maximum €1,700 thousand per annum) 1,224 57
Sum — remuneration granted and owed 2,155 100
Pension expenses 289 –
Total remuneration including pension expenses 2,444
Maximum remuneration 5,000  
  
Catharina Modahl Nilsson
2024
Remuneration component  € thousand  1 in %
Fixed remuneration components    
Base salary TRATON SE 170 40
 TRATON AB 680  
Fringe benefits TRATON SE 10 2
 TRATON AB 26  
Total TRATON SE 180 42
TRATON AB 706
 Total 887  
Variable remuneration components    
–  Profit bonus 2024 (target amount 
€850 thousand per annum; minimum €0; 
 maximum €1,700 thousand per annum)  TRATON SE  245  58
 TRATON AB 979  
Sum — remuneration granted and owed TRATON SE 425 100
TRATON AB 1,686
 Total 2,111  
Pension expenses TRATON SE – –
 TRATON AB 446
Total remuneration including pension 
 expenses TRATON SE 425
TRATON AB 2,132
 Total 2,557
Maximum remuneration Total 5,000  
1 Contractually agreed exchange rate: SEK 11.61 = €1
  
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Alexander Vlaskamp
2024
Remuneration component € thousand in %
Fixed remuneration components   
Base salary 850 40
Fringe benefits 69 3
Total 919 43
Variable remuneration components   
–  Profit bonus 2024 (target amount €850 thousand per annum;  
minimum €0; maximum €1,700 thousand per annum) 1,224 57
Sum — remuneration granted and owed 2,143 100
Pension expenses 265 –
Total remuneration including pension expenses 2,408
Maximum remuneration 5,000  
Explanation
Additional contractual agreements with the members of the Executive Board 
A contractual arrangement with Mr. Cortes specifies the payment of an amount to com-
pensate for the higher tax burden in Germany.
Dr. Jackstein will be reimbursed for the costs of accommodation at his regular place of 
work and for weekly family trips home. 
The Company pays the costs of a tax advisor for Mr. Vlaskamp.
These benefits for the individual members of the Executive Board are included in the 
amounts reported as fringe benefits.
  
Performance criteria for variable remuneration
Profit bonus performance criteria
Financial subtargets
The following overviews show the values defined by the Supervisory Board for the thresh-
old, target, and maximum values for the financial subtargets, namely operating return on 
sales and net cash flow for fiscal year 2024, and the actual values or target achievement.
 
 2024
Operating return on sales  
Maximum value (180% target achievement) 11.0%
100% target level 7.0%
Threshold value (50% target achievement) 4.0%
Actual 8.9%
Target achievement (in %) 137%
Net cash flow  
Maximum value (180% target achievement) €3.19 billion
100% target level €2.2 billion
Threshold value (0% target achievement) €1.54 billion
Actual €2.83 billion
Target achievement (in %) 151%
Overall target achievement 144%
The indicator relevant for calculating operating return on sales is operating result in the 
TRATON GROUP. The TRATON GROUP’s operating return on sales is the ratio of the TRATON 
GROUP’s operating result to its sales revenue. The figures for the TRATON GROUP’s oper-
ating result and sales revenue reported in the Company’s annual report are applicable. 
Net cash flow comprises net cash provided by/used in operating activities and net cash 
provided by/used in investing activities attributable to operating activities in the TRATON 
Operations business area, and indicates the excess funds from operating activities in 
the reporting period. For the former members of the Executive Board Mr. Osterloh and 
Ms. Danielski, whose expiring employment contracts were not converted to the revised 
remuneration system, return on investment ( ROI) for the TRATON Operations business 
area including Corporate Items, which is determined by calculating the ratio of operating 
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result after tax to annual average invested capital, continues to apply instead of net cash 
flow. The return on investment is based on an average tax rate of 30% and for 2024 on an 
average invested capital of €19,358 million. For the return on investment, the Supervisory 
Board has defined a threshold of 10.84%, corresponding to a subtarget achievement level 
of 50%, a target of 12.75%, corresponding to a subtarget achievement level of 100%, and 
a maximum of 18.49%, corresponding to a subtarget achievement level of 180%. For former 
Executive Board members Mr. Osterloh and Ms. Danielski, the operating return on sales 
is also based on the operating return on sales of the TRATON Operations business area 
including Corporate Items, for which, however, the same targets shown in the table were 
defined.
In justified exceptional cases, the Supervisory Board can adjust the degree of subtarget 
achievement actually achieved for the net cash flow subtarget in order to ensure an 
assessment for this subtarget that is tied to actual performance. Justified exceptions 
include acquisitions that have a significant impact on net cash flow. The Supervisory 
Board did not exercise this option for fiscal year 2024. 
ESG targets
For the Social subtarget, the Supervisory Board can choose either the opinion index  criterion 
or the gender index criterion, or a combination of the two. The opinion index criterion is 
based on a suitable methodology, to be selected by the Supervisory Board, for measuring 
the development of employee satisfaction, whereas the gender index criterion is based 
on a suitable methodology, to be selected by the Supervisory Board, for measuring the 
development of the proportion of women in management positions in the TRATON GROUP 
companies. For fiscal year 2024, the Supervisory Board resolved to suspend the opinion 
index as an ESG factor for the Social subtarget because the methodology for measuring 
the opinion index is currently being revised and the targets are being recalibrated. Instead 
of the opinion index ESG factor, the Social subtarget for fiscal year 2024 takes into account 
the gender index 1 ESG factor, which is linked to the development of the percentage of 
women in management positions in TRATON GROUP companies and contributes to the 
advancement of women in the TRATON GROUP. For former Executive Board members Mr. 
Osterloh and Ms. Danielski, however, the opinion index ESG factor continues to apply as 
a contractual requirement. Since this value can no longer be determined, the Supervisory 
Board has set the subtarget achievement at 1.28% at its reasonable discretion. 
The Environmental subtarget is based on the decarbonization target. The decarbonization 
target is based on the ratio of the number of battery electric vehicles and fuel cell electric 
vehicles sold to the total number of vehicles sold, excluding the MAN TGE model. The 
minimum, target, and maximum values for the Environmental subtarget are defined by 
the Supervisory Board for each fiscal year and are based in particular on the business plan 
to achieve a consistently high proportion of battery electric and fuel cell electric vehicles.
The following overview shows the values defined by the Supervisory Board for the minimum, 
target, and maximum values for the Environmental subtarget and the Social subtarget 
for fiscal year 2024, and the actual values or target achievement in fiscal year 2024.
Environmental (decarbonization target)
in % 2024
Maximum value 1.46
100% target level 0.97
Minimum value 0.49
Actual 0.53
Subtarget achievement 0.73
Social (gender index 1) 
in % 2024
Maximum value 23.3
100% target level 21.5
Minimum value 19.7
Actual 23.2
Subtarget achievement 1.28
1  The calculation and application of the gender index is subject to applicable local law
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For fiscal year 2024, the Supervisory Board defined a normal value of 1.0 for the Governance 
factor, taking account of and assessing the performance of the Executive Board as a whole 
and the performance of the current individual members of the Executive Board. To deter-
mine the Governance factor, the Supervisory Board assesses the collective performance 
of the Executive Board in the first step. In the second step, the Supervisory Board assesses 
the performance of each individual Executive Board member in terms of integrity and 
compliance. The Supervisory Board can increase the Governance factor to 1.1 or reduce it 
to 0.9 on the basis of the collective and individual assessment. If there are no special 
circumstances in a fiscal year, the Governance factor is 1.0 (normal value).
The ESG factor for fiscal year 2024 is therefore 1.00, taking into account the achievement 
of the Environmental subtarget, the Social subtarget, and the Governance factor. The ESG 
factor for the former members of the Executive Board Mr. Osterloh and Ms. Danielski is 1.00.
LTI performance criteria
The four-year performance share plan has been in force since January 1, 2021, for all mem-
bers of the Executive Board whose employment contracts have been newly entered into 
or extended since the Supervisory Board resolution on December 16, 2020. For members 
of the Executive Board already appointed at the time of the Supervisory Board resolution 
on December 16, 2020, a three-year performance period applied — until any contract 
extension. No active member of the Executive Board had a performance share plan with 
a three-year performance period in fiscal year 2024. For the description of the remuner -
ation granted and owed from the performance share plan with the performance period 
2021–2023, this means that no LTI payment amount is required to be disclosed for members 
of the Executive Board to whom a performance share plan with a four-year performance 
period already applied in 2021. 
EPS target values
The following overviews show the minimum, target, and maximum values defined by the 
Supervisory Board at the beginning of the relevant 2021–2023, 2021–2024, 2022–2024, 
2022–2025, 2023–2025, 2023–2026, 2024–2026, and 2024–2027 performance periods, and 
the actual values and target percentage achievement already achieved for individual 
years in the assessment period. The performance share plans for the 2021–2024, 2022–
2024, 2022–2025, 2023–2025, 2023–2026, 2024–2026, and 2024–2027 performance periods 
were not yet due and were not paid out in fiscal year 2024. They therefore do not represent 
remuneration granted or owed in fiscal year 2024.
The performance share plan due for payment in fiscal year 2024 for the 2021–2023 
 performance period is based on the target achievement of the EPS of TRATON shares. 
2021–2023 performance period  
EPS TRATON shares 
€ 2023 2022 2021
Maximum value (150% target achievement) 4.32 4.32 4.32
100% target level 2.90 2.90 2.90
Minimum value (50% target achievement) 1.95 1.95 1.95
Actual 4.90 2.28 0.91
Target achievement (in %) 150.00 67.37 0
The total target achievement of the EPS in the 2021–2023 performance period is therefore 
72.46%. The previous EPS target achievement for the past fiscal years of a performance 
period of performance share plans that were not yet due in fiscal year 2024 and were 
therefore not yet paid out can be seen in the following overview: 
2021–2024 performance period  
EPS TRATON shares 
€ 2024 2023 2022 2021
Maximum value (150% target achievement) 4.32 4.32 4.32 4.32
100% target level 2.90 2.90 2.90 2.90
Minimum value (50% target achievement) 1.95 1.95 1.95 1.95
Actual 5.61 4.90 2.28 0.91
Target achievement (in %) 150.00 150.00 67.37 0
  
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2022–2024 performance period  
EPS TRATON shares 
€ 2024 2023 2022 
Maximum value (150% target achievement) 4.32 4.32 4.32
100% target level 2.90 2.90 2.90
Minimum value (50% target achievement) 1.95 1.95 1.95
Actual 5.61 4.90 2.28
Target achievement (in %) 150.00 150.00 67.37
2022–2025 performance period  
EPS TRATON shares 
€ 2024 2023 2022
Maximum value (150% target achievement) 4.32 4.32 4.32
100% target level 2.90 2.90 2.90
Minimum value (50% target achievement) 1.95 1.95 1.95
Actual 5.61 4.90 2.28
Target achievement (in %) 150.00 150.00 67.37
2023–2025 performance period  
EPS TRATON shares 
€ 2024 2023
Maximum value (150% target achievement) 4.32 4.32
100% target level 2.90 2.90
Minimum value (50% target achievement) 1.95 1.95
Actual 5.61 4.90
Target achievement (in %) 150.00 150.00
  
2023–2026 performance period  
EPS TRATON shares 
€ 2024 2023
Maximum value (150% target achievement) 4.32 4.32
100% target level 2.90 2.90
Minimum value (50% target achievement) 1.95 1.95
Actual 5.61 4.90
Target achievement (in %) 150.00 150.00
2024–2026 performance period  
EPS TRATON shares 
€ 2024
Maximum value (175% target achievement) 9.00
100% target level 5.00
Minimum value (50% target achievement) 3.00
Actual 5.61
Target achievement (in %) 111.44
2024–2027 performance period  
EPS TRATON shares 
€ 2024
Maximum value (175% target achievement)  1 9.00
100% target level 5.00
Minimum value (50% target achievement) 3.00
Actual 5.61
Target achievement (in %) 111.44
1  A maximum value of 150% applies contractually to former Executive Board members Ms. Danielski and 
Mr.  Osterloh. The value defined for this maximum value is 7.67.
  
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Reference prices/dividend equivalent for the performance period
The initial reference price, closing reference price, and dividend equivalent for TRATON 
shares for the 2021–2023 performance period are shown in the following overview. 
 
€ 2021–2023
Initial reference price 22.40
Closing reference price 20.42
Dividend equivalent  
2021 0.25
2022 0.50
2023 0.70
The reference prices and dividend equivalents for TRATON shares for the performance 
periods of the performance share plans not yet due and not yet paid out in fiscal year 2024 
are shown in the following overview. 
 
€ 2024–2027 2024–2026 2023–2026 2023–2025 2022–2025 2022–2024 2021–2024
Initial refer -
ence price 20.42 20.42 14.69 14.69 21.70 21.70 22.40
Closing refer -
ence price  1 – – – – – 29.15 29.15
Dividend 
equivalent        
2021 – – – – – – 0.25
2022 – – – – 0.50 0.50 0.50
2023 – – 0.70 0.70 0.70 0.70 0.70
2024 1.50 1.50 1.50 1.50 1.50 1.50 1.50
1 Determined at the end of the performance period
  
Alignment with the remuneration system
The remuneration granted and owed to the members of the Executive Board in fiscal year 
2024 complies with the requirements of the Executive Board remuneration system. There 
was no deviation from the valid remuneration system in fiscal year 2024. The profit bonus 
payments and the payments under the performance share plan for the 2021–2023 per -
formance period were not reduced because the caps of 200% on the profit bonus target 
amount and 200% on the target amount for the performance share plan were not 
exceeded. Overall, the remuneration granted and owed to the members of the Executive 
Board in fiscal year 2024 did not exceed the maximum remuneration prescribed by the 
remuneration system.
Benefits and defined benefits in connection with termination
Benefits and defined benefits granted to members of the Executive Board in 
the event of early termination 
The Executive Board remuneration system and employment contracts of the members 
of the Executive Board prescribe termination periods and severance payments in the 
event of revocation of the appointment of a member of the Executive Board and the 
mutual termination of the Executive Board function. If an appointment is revoked without 
cause within the meaning of section 626 of the Bürgerliches Gesetzbuch (BGB — German 
Civil Code), the employment contract will generally end after a period of twelve months. 
Other than in cases of cause justifying extraordinary termination of the employment 
contract by the Company, members of the Executive Board receive a severance payment 
in the amount of their gross remuneration for the remaining period of the employment 
contract, capped at twice the annual gross income. As a rule, the annual gross income used 
as the basis for calculating the severance payment consists of the base salary paid in the 
previous year plus the variable remuneration components defined for the previous year. 
The severance payment is paid in twelve equal monthly gross installments from the end 
of the employment contract. Contractual remuneration paid by the Company for the time 
between termination of the appointment and the end of the employment contract is 
offset against the severance payment. If a member of the Executive Board takes up a new 
position after termination of the appointment, the severance payment will be reduced by 
the income from the new position. If a post-contractual restraint on competition has been 
agreed, the severance payment will be offset against the waiting allowance. No severance 
payment will be made if the member of the Executive Board continues to work for the 
Company or for another Volkswagen Group company in the context of an employment 
contract. 
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The members of the Executive Board are also generally entitled to retirement, disability, 
and surviving dependents’ benefits in the event of early termination of their appointment 
without having entered retirement (cf. the following section for further information), 
although the minimum plan assets will only be maintained as ratably reduced plan assets 
pursuant to sections 2 (1) and 2a (1) of the Gesetz zur Verbesserung der betrieblichen 
Altersversorgung (BetrAVG — German Occupational Pensions Act). Pursuant to section 
2a (2) item 2a) of the Betr AVG, the maintained portion of the minimum plan assets is 
adjusted by 1% per annum from the Board member’s departure from the Company until 
the benefits fall due.
Defined benefits granted to members of the Executive Board in the event of 
regular termination of their role
TRATON SE generally grants retirement, disability, and surviving dependents’ benefits to 
the members of the Executive Board. As a rule, the agreed retirement benefits are paid 
when the Executive Board member reaches the age of 65. However, Executive Board 
members who are also members of the Executive Board of a foreign subsidiary of 
TRATON SE do not receive retirement benefits from TRATON SE but from the respective 
foreign subsidiary. TRATON SE manages the occupational pension plans for Executive 
Board members Dr. Jackstein and Mr. Vlaskamp, as well as the former Executive Board 
members Ms. Danielski and Mr. Osterloh, who left in fiscal year 2023. The occupational 
pension plans for the other members of the Executive Board are maintained by Scania 
CV AB (Mr. Levin and Mr. Carlbaum), TRATON AB (Mr. Levin and Ms. Modahl Nilsson), and 
Volkswagen Truck & Bus (Mr. Cortes).
Entitlements to such benefits granted by TRATON SE are accumulated under a defined 
contribution system, the Capital Account Plan, with the value of benefits dependent upon 
the performance of certain fund indices. TRATON SE pays an annual contribution of 40% 
of the contractually agreed fixed remuneration in the calendar year. Executive Board 
members may elect to make contributions themselves out of their gross salary.
Contributions and interest are held in individual capital accounts. The performance of the 
capital account is directly linked to the capital markets and is determined by a basket of 
indices and other suitable parameters. The risk of the investments is gradually reduced 
as the beneficiaries get older (life cycle concept).
At retirement, the beneficiary may elect to receive the balance of the capital account, or at 
a minimum the total amount of the contributions, as a lump-sum payment, in installments, 
or as an annuity at an insurance rate valid as of the date of retirement. 
In the event of disability or death, the beneficiary is paid the accumulated account balance, 
or a minimum of €2,000 thousand. 
The following overview shows the individual pension entitlements of the members of the 
Executive Board and their cash value as of December 31, 2024, as well as the pension 
expenses incurred in fiscal year 2024, if applicable considering the special features of the 
applicable foreign legislation in each case. The measurement of post-employment benefits 
also includes other pension benefits such as surviving dependents’ benefits and the use 
of company cars, as well as defined contribution plans provided for by foreign legislation 
where pension expenses are incurred in the year under review.
 
€ thousand Cash value
Pension expenses 
in fiscal year 2024 
Christian Levin (Scania) 626 1,069
Mathias Carlbaum (Scania) 325 402
Antonio Roberto Cortes (Volkswagen Truck & Bus) – 256
Dr. Michael Jackstein (TRATON SE) 570 289
Catharina Modahl Nilsson (TRATON AB) – 446
Alexander Vlaskamp (TRATON SE) 990 265
In the event of the regular termination of their function, the members of the Executive 
Board who previously had a company car provided to them by TRATON SE may be able 
to continue using their company car under certain circumstances. These include the 
respective Executive Board member having held the function for a total of at least ten 
years, or having worked for the Company for a total of at least 15 years, or the Supervisory 
Board considering the provision of a company car in retirement to be appropriate and in 
the Company’s interest. 
There were no changes to the commitments explained in this section in fiscal year 2024.
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Benefits and defined benefits to members of the Executive Board who stepped 
down in fiscal year 2024
No members of the Executive Board of TRATON SE left the Executive Board in fiscal year 
2024. 
No clawback in fiscal year 2024
TRATON SE did not claw back any variable remuneration components in fiscal year 2024 
on the basis of the penalty and clawback conditions agreed with the members of the 
Executive Board. None of the circumstances justifying such a clawback existed.
Remuneration of former Executive Board members
In accordance with section 162 (1) sentence 1 of the AktG, the remuneration report must 
also detail the remuneration granted and owed to former members of the Executive 
Board. 
Remuneration granted and owed in fiscal year 2024 (individual)
In accordance with section 162 (5) sentence 2 of the AktG, the obligation to report indi -
vidually on the remuneration granted and owed to former members of the Executive 
Board extends to the remuneration granted and owed until the end of ten years after the 
fiscal year in which the former Executive Board member ended their role as a member of 
the Executive or Supervisory Board of TRATON SE.
Table overview
The following tables show the individual remuneration granted and owed in fiscal year 
2024 to former members of the Executive Board who stepped down after fiscal year 2014. 
The profit bonuses for fiscal year 2024 paid out at the start of 2025 as well as the perfor -
mance share plan with the 2021–2023 tranche paid out in fiscal year 2024 are treated as 
remuneration granted in fiscal year 2024 for both active and former members of the 
Executive Board.
Annette Danielski
Member of the Executive Board of TRATON SE, CFO 
Left March 31, 2023
2024
€ thousand in %
Pension payments – –
Base salary 525 43
Fringe benefits 24 2
Profit bonus 2024 (target amount €700 thousand per annum; 
 minimum €0; maximum €1,260 thousand per annum) 683 55
Severance payments – –
Sum — remuneration granted and owed 1,231 100
Pension expenses – –
Joachim Drees
Member of the Executive Board of TRATON SE; CEO of MAN SE and  
MAN Truck & Bus SE 
Left July 15, 2020
2024
€ thousand in %
Pension payments – –
Base salary 33 4
Fringe benefits 5 1
Profit bonus 2024 (target amount €700 thousand per annum; 
 minimum €0; maximum €1,400 thousand per annum) 47 6
LTI 2021–2023 (performance share plan, three-year term; target amount 
€930 thousand per annum; minimum €0; maximum €1,860 thousand 
per annum) 658 89
Severance payments – –
Sum — remuneration granted and owed 743 100
Pension expenses – –
   
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Matthias Gründler
Chief Executive Officer of TRATON SE 
Left September 30, 2021
2024
€ thousand in %
Pension payments – –
Base salary –  
Fringe benefits –  
Profit bonus 2024 –  
LTI 2021–2023 (performance share plan, three-year term; target amount 
€1,800 thousand per annum; minimum €0; maximum €3,600 thousand 
per annum) 1,274 100
Severance payments – –
Sum — remuneration granted and owed 1,274 100
Pension expenses – –
Henrik Henriksson
Member of the Executive Board of TRATON SE;  
CEO of Scania CV AB and Scania AB  
Left April 30, 2021
2024
€ thousand  1 in %
Pension payments – –  
Base salary – –  
Fringe benefits – –  
Profit bonus 2024 – –  
LTI 2021–2023 (performance share plan, three-year 
term;  target amount €996 thousand per annum; 
 minimum €0; maximum €1,992 thousand per annum)
TRATON SE 47 100
Scania 188  
Severance payments – –
Sum — remuneration granted and owed TRATON SE 47 100
Scania 188
 Total 235  
Pension expenses – –
1 Contractually agreed exchange rate: SEK 10.30 = €1
Bernd Osterloh
Member of the Executive Board of TRATON SE 
Left March 31, 2023
2024
€ thousand in %
Pension payments – –
Base salary 233 41
Fringe benefits 30 5
Profit bonus 2024 (target amount €700 thousand per annum; 
 minimum €0; maximum €1,260 thousand per annum) 303 54
Severance payments – –
Sum — remuneration granted and owed 566 100
Pension expenses – –
Christian Schulz
Member of the Executive Board of TRATON SE, CFO 
Left September 30, 2021
2024
€ thousand in %
Pension payments – –
Base salary – –
Fringe benefits – –
Profit bonus 2024 – –
LTI 2021–2023 (performance share plan, three-year term;  
target amount €930 thousand per annum; minimum €0; 
 maximum €1,860 thousand per annum) 658 100
Severance payments – –
Sum — remuneration granted and owed 658 100
Pension expenses – –
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Dr. Ing. h.c. Andreas Tostmann
Member of the Executive Board of TRATON SE;  
CEO of MAN SE 1 and MAN Truck & Bus SE 
Left November 24, 2021
2024
€ thousand in %
Pension payments – –
Base salary – –
Fringe benefits – –
Profit bonus 2024 – –
LTI 2021–2023 (performance share plan, three-year term; target amount 
€930 thousand per annum; minimum €0; maximum €1,860 thousand 
per annum) 658 100
Severance payments – –
Sum — remuneration granted and owed 658 100
Pension expenses – –
1 Until August 31, 2021 (merger between MAN SE and TRATON SE)
Explanation
Ms. Danielski was a member of the Executive Board of TRATON SE until the end of March 31, 
2023. Ms. Danielski’s employment contract with TRATON SE ran until the end of its regu-
lar termination effective the end of September 30, 2024. Notwithstanding the revised 
remuneration system, the previous maximum remuneration of €3.7 million gross per year 
continued to apply for Ms. Danielski until the end of her regular term.
In addition to his activity as a member of the Executive Board of TRATON SE, Mr. Drees 
was a member of the Executive Boards of MAN SE and MAN Truck & Bus SE until his depar-
ture effective the end of July 15, 2020. The employment contract between Mr. Drees and 
TRATON SE continued until its planned end on January 17, 2024.
Mr. Henriksson was appointed as a member of the Executive Board of TRATON SE and as 
President and Chief Executive Officer of Scania CV AB and Scania AB until the end of 
April 30, 2021. Mr. Henriksson still has rights to payments under the performance share 
plans that he acquired during his term of office. 
Mr. Schulz left the Executive Board of TRATON SE effective the end of September 30, 2021. 
He was originally appointed as a member of the Executive Board until January 17, 2024. 
The employment contract between Mr. Schulz and TRATON SE continued until December 
31, 2022. Mr. Schulz still has rights to payments under the performance share plans that 
he acquired during his term of office.
Mr. Osterloh was a member of the Executive Board of TRATON SE until the end of March 31, 
2023. Mr. Osterloh’s employment contract with TRATON SE ran until the end of its regular 
termination effective the end of April 30, 2024. Notwithstanding the revised remuneration 
system, the previous maximum remuneration of €3.7 million gross per year continued to 
apply for Mr. Osterloh until the end of his regular term.
Mr. Gründler was a member of the Executive Board of TRATON SE until the end of Sep -
tember 30, 2021, and was appointed Chairman of the Executive Board. Mr. Gründler’s 
employment contract with TRATON SE expired at the end of its regular term effective the 
end of July 15, 2023. Mr. Gründler still has rights to payments under the performance share 
plans that he acquired during his term of office.
Dr. Ing. h.c. Tostmann was appointed as a member of the Executive Board of TRATON SE 
until November 24, 2021, as Chairman of the Executive Board of MAN SE until August 31, 
2021, and as Chairman of the Executive Board of MAN Truck & Bus SE until November 24, 
2021. Dr. Ing. h.c. Tostmann’s employment contract with TRATON SE expired at the end of 
its regular term effective the end of July 15, 2023. The Supervisory Board of MAN Truck & 
Bus SE has resolved that MAN Truck & Bus SE will reimburse TRATON SE for 80% of the 
expenses for Dr. Ing. h.c. Tostmann. Dr. Ing. h.c. Tostmann still has rights to payments 
under the performance share plans that he acquired during his term of office.
Comparative presentation
The following table shows a year-on-year comparison of the percentage change in remu-
neration for the members of the Executive Board with the earnings performance of 
TRATON SE and with the average remuneration for employees on a full-time equivalent 
(FTE) basis. 
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Earnings performance is calculated using the following earnings-related indicators of 
TRATON SE and the TRATON GROUP, which are published in TRATON SE’s annual report: 
the earnings after tax of TRATON SE in accordance with German GAAP. The TRATON 
GROUP’s operating return on sales corresponds to the ratio of the TRATON GROUP’s oper-
ating result to the TRATON GROUP’s sales revenue, as reported in TRATON SE’s annual 
report. 
The development of the average remuneration of employees is shown on the basis of two 
indicators. First, the average remuneration of employees is calculated by adjusting 
TRATON SE’s personnel expenses as reported in the single-entity financial statements of 
TRATON SE to exclude the remuneration of the Group’s Executive Board members. The 
adjusted personnel expenses are divided by the number of TRATON SE employees (349.91 
employees) on FTE basis as of December 31, 2024, excluding the members of the Group’s 
Executive Board (employees of TRATON SE). Second, the personnel expenses of the 
TRATON GROUP, as reported in the notes to the consolidated financial statements, 
adjusted to exclude the remuneration of the Group’s Executive Board members, are 
divided by the number of employees of the TRATON GROUP (total workforce of 109,820 
in accordance with internal reporting, i.e., including performance-related wage-earners, 
salaried staff, and vocational trainees) (employees of the TRATON GROUP).
  
 
Annual change in %
2024 
 compared 
with 2023 2
2023 
 compared 
with 2022 2
2022 
 compared 
with 2021 2
2021 
 compared 
with 2020 2 
Executive Board remuneration  1     
Carlbaum, Mathias  3 17.8% 28.8% 431.3% –
Cortes, Antonio Roberto 74.1% –11.1% 27.3% –10.6%
Danielski, Annette  3 –31.9% 38.5% 597.2% –
Drees, Joachim –38.8% –32.4% 19.5% 3.8%
Gründler, Matthias –35.4% –19.5% 68.8% 69.0%
Henriksson, Henrik 57.1% –79.7% 176.3% –85.0%
Jackstein, Dr. Michael  4 55.6% – – –
Levin, Christian 55.2% –3.2% 96.1% 25.1%
Modahl Nilsson, Catharina  4 57.2% – – –
Osterloh, Bernd  3 –69.3% 34.5% 152.2% –
Schulz, Christian –208.9% –134.1% 16.2% 6.1%
Tostmann, Dr. Andreas –36.2% –22.1% –22.5% 96.9%
Vlaskamp, Alexander  3 16.8% 37.9% 1,542.7% –
Earnings performance     
Earnings after tax of TRATON SE in 
accordance with German GAAP  5 – 316.6% – –
Operating return on sales of the 
 TRATON GROUP  +0.9 pp +4.1 pp 7 +2.6 pp +0.9 pp
Development of employee 
 remuneration 6     
Employees of TRATON SE 7.8% 21.7% –7.0% 7.5%
Employees of TRATON GROUP 5.3% 6.6% 0.5% 1.1%
1 Remuneration granted and owed within the meaning of section 162 (1) sentence 1 of the AktG
2  In accordance with the transitional provision of section 26j (2) sentence 2 of the EGAktG, only the average 
 remuneration for the period from fiscal year 2020 and not the average remuneration for the past five fiscal 
years must be included in the comparison until the end of fiscal year 2025.
3 Joined in the course of fiscal year 2021
4 Joined as of April 1, 2023
5  Percentage change in earnings after tax of TRATON SE in accordance with German GAAP cannot be presented 
because there were negative earnings from fiscal year 2020 through fiscal year 2022.
6 Personnel expenses additionally adjusted for exceptional project profit sharing by selected managers in 2021
7 Correction after preparation of the 2023 Annual Report
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Peer group
The remuneration amount, the maximum remuneration, and the targets agreed individually 
are regularly reviewed by the Supervisory Board and adjusted if necessary. As part of this 
process, the Supervisory Board carries out a vertical comparison with the remuneration 
and employment conditions of the Company’s employees and a horizontal comparison 
with the remuneration and employment conditions of executive board members of other 
companies. In order to assess how customary the total remuneration of specific Executive 
Board members is compared to other companies, the Supervisory Board uses a peer 
group comparison method. This peer group is reviewed and adjusted on a regular basis, 
most recently in February 2024. The peer group currently comprises the following com-
panies: Caterpillar Inc., Continental AG, Cummins Inc., Daimler Truck Holding AG, Deere 
& Company, Henkel AG & Co. KGaA, Komatsu Kabushiki kaisha, Magna International Inc., 
Mitsubishi Motors Corporation, Paccar Inc., Schaeffler AG, Tata Motors Ltd., Thyssenkrupp AG, 
Volvo AB.
The companies in the peer group were selected on the basis of their size, sector, and 
regional distribution, and reflect TRATON SE’s strategic business areas and most relevant 
competitors. To adequately reflect TRATON SE’s business model, competitors from the 
manufacturing industry and the mechanical and plant engineering sectors were selected 
in addition to companies from the automotive sector. The peer group comprises an appro-
priate mix of listed companies from Europe, America, and Asia. In the opinion of the 
Supervisory Board, this peer group represents the specific competitive environment of 
TRATON SE on the sales market as well as on the recruitment market for top executives.
Remuneration of the members of the Supervisory Board
Principles of Supervisory Board remuneration
The remuneration of the members of the Supervisory Board is regulated in Article 16 of 
the Articles of Association of TRATON SE. According to section 113 (3) of the AktG, the 
annual general meeting of a listed company must resolve on the remuneration of its 
supervisory board members at least every four years. Moreover, information must be 
provided about the remuneration system for supervisory board members. In preparing 
the resolution for the Annual General Meeting, the Executive Board and Supervisory Board 
review whether the remuneration, especially its amount and structure, is still in the interest 
of TRATON SE and whether it is commensurate with the tasks performed by the members 
of the Supervisory Board and with the position of TRATON SE. Based on this review, which 
was carried out under the supervision of a renowned, independent external remuneration 
consultant, the Supervisory and Executive Boards presented an adjusted remuneration 
system for the members of the Supervisory Board for approval at the Annual General 
Meeting on June 13, 2024. The remuneration was confirmed, and the adjusted remuneration 
system resolved on by 99.15% of the votes cast in the Annual General Meeting on June 13, 
2024. The adjusted remuneration system came into force when the amendment to the 
Articles of Association was entered in the commercial register and is applicable retro -
spectively for the first time for fiscal year 2024.
Overview of the remuneration
Remuneration components  
The remuneration of the members of the Supervisory Board consists of annual fixed 
remuneration and an attendance fee.
The fixed annual remuneration is €300 thousand for the Chairman of the Supervisory Board, 
€200 thousand for the Deputy Chairman of the Supervisory Board, and €100 thousand 
for each further member of the Supervisory Board. 
For their work on committees, the members of the Supervisory Board receive additional 
fixed annual remuneration per committee provided the committee has met at least once 
per year for the performance of its duties. The fixed annual remuneration is €100 thousand 
for the chair of a committee, €75 thousand for the deputy chair of a committee, and 
€50 thousand for each further member of a committee. No remuneration will be paid for 
membership of the Nomination Committee or the Mediation Committee within the mean-
ing of section 27 (3) of the Mitbestimmungsgesetz (MitbestG — German Codetermination 
Act), should such a committee be established in the future. If a member of the Supervisory 
Board is a member of several committees, remuneration will be paid only for the two 
committee functions with the highest fixed annual remuneration. The remuneration of the 
members of the Supervisory Board thus also complies with recommendation G.17 of the 
German Corporate Governance Code, which specifies that appropriate consideration be 
given to the greater investment of time required from the Chairman and Deputy Chairman 
of the Supervisory Board as well as from the chairs and members of the committees.
The Supervisory Board members each receive an attendance fee of €1 thousand for 
attending a meeting of the Supervisory Board or of a committee. The attendance fee is 
paid only once, even if several meetings are held in one day.
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The fixed annual remuneration becomes due after the end of the Annual General Meeting 
that accepts or decides to approve the consolidated financial statements for the fiscal 
year for which the remuneration is paid. The fixed annual remuneration will be reduced 
pro rata temporis if a member of the Supervisory Board or of a committee is not a mem-
ber for the full fiscal year or does not hold the office of Chairman or Deputy Chairman of 
the Supervisory Board or chair or deputy chair of the committee for the full fiscal year. 
TRATON SE will reimburse any value-added tax that may be payable on the remuneration 
and expenses of Supervisory Board members.
TRATON SE will also ensure that liability insurance with a deductible is taken out for the 
members of the Supervisory Board.
Former members of the Supervisory Board of TRATON SE do not receive any further remu-
neration for the period following the termination of office.
How the remuneration contributes to promoting the long-term development 
of TRATON SE
Both the structure and the amount of the remuneration received by the members of the 
Supervisory Board consider what is required of a member of the Supervisory Board of 
TRATON SE, especially the associated investment of time and the associated responsibil-
ity. The remuneration is in line with standard market practice in terms of its structure, and 
the amount is commensurate with the tasks of the members of the Supervisory Board 
and with the position of TRATON SE, also in comparison with the remuneration of the 
members of the supervisory boards of other listed companies of a similar size in Germany.
The remuneration makes it possible to attract suitable and qualified candidates as Super-
visory Board members. Therefore, the remuneration of the members of the Supervisory 
Board contributes to enabling the Supervisory Board as a whole to exercise its governance 
role and advise the Executive Board appropriately and competently. The restriction to 
just one fixed remuneration is also in line with these Supervisory Board tasks. It is an 
incentive for the members of the Supervisory Board to ask appropriate questions when 
exercising their governance role and advising the Executive Board, without primarily 
focusing on the development of operational performance indicators. Together with the 
Executive Board, the Supervisory Board thus promotes the business strategy and long-
term development of TRATON SE. Moreover, the restriction to just one fixed remuneration 
is in line with suggestion G.18 sentence 1 of the German Corporate Governance Code.
Remuneration of Supervisory Board members in fiscal year 2024
Remuneration granted and owed to the Supervisory Board members in office 
in fiscal year 2024
The following table shows the members of the Supervisory Board of TRATON SE in office 
in fiscal year 2024 and the remuneration granted and owed to the individual members 
of the Supervisory Board in fiscal year 2024. Remuneration “granted and owed” has the 
same meaning as described for members of the Executive Board. The remuneration 
shown in the table therefore represents the amounts actually received in fiscal year 2024, 
i.e., the remuneration paid to the members of the Supervisory Board for their roles on the 
Supervisory Board in fiscal year 2024, even if the remuneration is not owed until the year 
following the end of the Annual General Meeting. 
  
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Fixed remu -
neration
Work in the 
committees
Attendance 
fees Total
Remunera -
tion from 
other Group 
appoint-
ments
2024 2024 2024 2024 2024
 
€ 
thou-
sand in %
€ 
thou-
sand in %
€ 
thou-
sand in % € thousand € thousand
Pötsch, Hans Dieter 300 73 100 24 12 3 412 0 
Kerner, Jürgen  1, 4 155 67 64 28 12 5 231 20 
Andersson, Ödgärd 100 93 0 0 8 7 108 0
Bechstädt, Torsten  1 100 54 75 40 12 6 187 0 
Carlquist, Mari  2, 3 0 0 0 0 0 0 0 0 
Cavallo, Daniela  1 100 95 0 0 5 5 105 0 
Döss, Dr. Manfred  2 0 0 0 0 0 0 0 0 
Kilian, Gunnar  2 0 0 0 0 0 0 0 0 
Kirchmann, Dr. Albert X. 100 93 0 0 8 7 108 20 
Kuhn-Piëch, Dr. Julia 100 62 50 31 12 7 162 69 
Lorentzon, Lisa  2, 3 0 0 0 0 0 0 0 0 
Luthin, Bo  2, 3 0 0 0 0 0 0 0 0 
Lyngsie, Michael  2, 3, 5 0 0 0 0 0 0 0 0 
Macpherson, Nina 100 62 50 31 11 7 161 61 
Porsche, Dr. Dr. Christian 100 62 50 31 12 7 162 69 
Schmid, Dr. Wolf-Michael 100 92 0 0 9 8 109 0 
Schnur, Karina  1 100 47 100 47 14 6 214 20 
Sedlmaier, Josef  1 100 92 0 0 9 8 109 0 
Wansch, Markus  1 100 92 0 0 9 8 109 20 
Witter, Frank 100 47 100 47 12 6 212 0
1  These employee representatives have stated that they will transfer their Supervisory Board remuneration 
to the Hans Böckler Foundation in accordance with the guidelines issued by the German Confederation of 
Trade Unions (DGB). 
2 Remuneration for fiscal year 2024 was waived in full. 
3  In view of the waivers, the Executive Board of TRATON SE decided that it will make a contribution of 
€597  thousand to “Scanias Personalstiftelse 1996” after the 2025 Annual General Meeting.
4 Deputy Chairman of the Supervisory Board since June 13, 2024
5  Deputy Chairman of the Supervisory Board until the end of the Annual General Meeting on June 13, 2024
Comparative presentation
The following table shows a year-on-year comparison of the percentage change in remu-
neration for the members of the Supervisory Board with the earnings performance of 
TRATON SE and with the average remuneration for employees on FTE basis. 
Earnings performance is calculated using the following earnings-related indicators of 
TRATON SE and the TRATON GROUP, which are published in TRATON SE’s annual report: 
the earnings after tax of TRATON SE in accordance with German GAAP. The TRATON GROUP’s 
operating return on sales corresponds to the ratio of the TRATON GROUP’s operating result 
to the TRATON GROUP’s sales revenue, as reported in TRATON SE’s annual report.
The development of the average remuneration of employees is shown on the basis of two 
indicators. First, the average remuneration of employees is calculated by adjusting 
TRATON SE’s personnel expenses as reported in the single-entity financial statements 
of TRATON SE to exclude the remuneration of the Group’s Executive Board members. 
The adjusted personnel expenses are divided by the number of TRATON SE employees 
(349.91 employees) on FTE basis as of December 31, 2024, excluding the members of the 
Group’s Executive Board (employees of TRATON SE). Second, the personnel expenses of 
the TRATON GROUP, as reported in the notes to the consolidated financial statements, 
adjusted to exclude the remuneration of the Group’s Executive Board members, are 
divided by the number of employees of the TRATON GROUP (total workforce of 109,820 
in accordance with internal reporting, i.e., including performance-related wage-earners, 
salaried staff, and vocational trainees) (employees of the TRATON GROUP).
  
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Annual change in %
2024 
 compared 
with 2023 2
2023 
 compared 
with 2022 2
2022 
 compared 
with 2021 2 
2021 
 compared 
with 2020 
Supervisory Board remuneration  1     
Pötsch, Hans Dieter 30.0% 1.6% 0.0% 0.3%
Kerner, Jürgen 72.3% 2.0% –10.6% –18.8%
Andersson, Ödgärd  3 83.4% – – –
Bechstädt, Torsten 29.0% –0.7% 0.7% –1.4%
Carlquist, Mari 0.0% 0.0% 0.0% 0.0%
Cavallo, Daniela  4 17.1% –25.3% 73.9% –
Döss, Dr. Manfred 0.0% 0.0% 0.0% 0.0%
Kilian, Gunnar 0.0% 0.0% 0.0% 0.0%
Kirchmann, Dr. Albert X. 24.5% –0.1% 4.0% 15.1%
Kuhn-Piëch, Dr. Julia 18.4% 1.5% 27.2% –16.6%
Lorentzon, Lisa 0.0% 0.0% 0.0% 0.0%
Luthin, Bo 0.0% 0.0% 0.0% 0.0%
Lyngsie, Michael 0.0% 0.0% 0.0% 0.0%
Macpherson, Nina 17.0% –0.6% 0.0% –1.5%
Porsche, Dr. Dr. Christian 17.3% 4.6% 25.3% 17.2%
Schmid, Dr. Wolf-Michael 32.9% 0.0% 0.0% –1.2%
Schnur, Karina 30.1% 24.3% –16.2% –16.0%
Sedlmaier, Josef  5 34.6% – – –
Wansch, Markus  4 25.8% 0.9% 43.7% –
Witter, Frank  28.5% 0.0% 103.7% –
 
Annual change in %
2024 
 compared 
with 2023 2
2023 
 compared 
with 2022 2
2022 
 compared 
with 2021 2 
2021 
 compared 
with 2020 
Earnings performance     
Earnings after tax of TRATON SE 
in accordance with German GAAP  6 – 316.6% – –
Operating return on sales of the 
 TRATON GROUP  +0.9 pp +4.1 pp 8 +2.6 pp +0.9 pp
Development of employee 
 remuneration 7     
Employees of TRATON SE 7.8% 21.7% 8 –7.0% 7.5%
Employees of TRATON GROUP 5.3% 6.6% 0.5% 1.1%
1 Remuneration granted and owed within the meaning of section 162 (1) sentence 1 of the AktG
2  In accordance with the transitional provision of section 26j (2) sentence 2 of the EGAktG, only the average 
 remuneration for the period from fiscal year 2020 and not the average remuneration for the past five fiscal 
years must be included in the comparison until the end of fiscal year 2025.
3 Joined in fiscal year 2023
4 Joined in fiscal year 2021 
5 Joined in fiscal year 2022
6  Percentage change in earnings after tax of TRATON SE in accordance with German GAAP cannot be presented 
because there were negative earnings from fiscal year 2020 through fiscal year 2022.
7 Personnel expenses additionally adjusted for exceptional project profit sharing by selected managers in 2021
8 Correction after preparation of the 2023 Annual Report
  
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Independent Auditor’s Report
To TRATON SE
We have audited the attached remuneration report of TRATON SE, Munich, prepared to 
comply with Sec. 162 AktG [“Aktiengesetz”: German Stock Corporation Act] for the fiscal 
year from January 1, 2024 to December 31, 2024 and the related disclosures.
Responsibilities of the executive directors and the supervisory board
The executive directors and supervisory board of TRATON SE are responsible for the prepa­
ration of the remuneration report and the related disclosures in compliance with the 
requirements of Sec. 162 AktG. In addition, the executive directors and supervisory board 
are responsible for such internal control as they determine is necessary to enable the 
preparation of a remuneration report and the related disclosures that are free from mate­
rial misstatement, whether due to fraud (i.e., fraudulent financial reporting and misap ­
propriation of assets) or error.
Auditor’s responsibility
Our responsibility is to express an opinion on this remuneration report and the related 
disclosures based on our audit. We conducted our audit in compliance with German 
Generally Accepted Standards for Financial Statement Audits promulgated by the Institut 
der Wirtschaftsprüfer [Institute of Public Auditors in Germany] ( IDW). Those standards 
require that we comply with ethical requirements and plan and perform the audit to 
obtain reasonable assurance about whether the remuneration report and the related 
disclosures are free from material misstatement, whether due to fraud or error.
An audit involves performing procedures to obtain audit evidence about the amounts in 
the remuneration report and the related disclosures. The procedures selected depend 
on the auditor’s judgment, including the assessment of the risks of material misstatement 
of the remuneration report and the related disclosures, whether due to fraud or error. In 
making those risk assessments, the auditor considers internal control relevant to the 
preparation of the remuneration report and the related disclosures in order to plan and 
perform audit procedures that are appropriate in the circumstances, but not for the pur­
pose of expressing an opinion on the effectiveness of the entity’s internal control. An audit 
also includes evaluating the accounting policies used and the reasonableness of account­
ing estimates made by the executive directors and supervisory board, as well as evaluating 
the overall presentation of the remuneration report and the related disclosures. We 
believe that the evidence we have obtained is sufficient and appropriate to provide a basis 
for our opinion.
Opinion
In our opinion, on the basis of the knowledge obtained in the audit, the remuneration 
report for the fiscal year from January 1, 2024 to December 31, 2024 and the related 
 disclosures comply, in all material respects, with the financial reporting provisions of 
Sec. 162 AktG.
Other matter – formal audit of the remuneration report
The audit of the content of the remuneration report described in this auditor’s report 
comprises the formal audit of the remuneration report required by Sec. 162 (3) AktG and 
the issue of a report on this audit. As we are issuing an unqualified opinion on the audit 
of the content of the remuneration report, this also includes the opinion that the dis­
closures pursuant to Sec. 162 (1) and (2) AktG are made in the remuneration report in all 
material respects.
Limitation of liability
The “General Engagement Terms for Wirtschaftsprüfer and Wirtschaftsprüfungs ­
gesellschaften [German Public Auditors and Public Audit Firms]” as issued by the IDW 
on 1 January 2024, which are attached to this report, are applicable to this engagement 
and also govern our responsibility and liability to third parties in the context of this 
engagement. 
Munich, March 3, 2025
EY GmbH & Co. KG 
Wirtschaftsprüfungsgesellschaft
Meyer  Hummel 
Wirtschaftsprüfer  Wirtschaftsprüfer 
[German Public Auditor]  [German Public Auditor]
  
Independent Auditor’s Report
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Financial Calendar
April 28, 2025 
3M 2025 Interim Statement
May 14, 2025 
2025 Annual General Meeting
July 25, 2025 
2025 Half-Year Financial Report
October 29, 2025 
9M 2025 Interim Statement
The latest information and dates are available on TRATON SE’s website at  
https://ir.traton.com/en/financial-dates-events/.
Financial Calendar
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Glossary
Active workforce: Number of employees who have an active employment contract, 
excluding vocational trainees and employees in the passive phase of partial retirement.
BEV: Battery electric vehicles and fuel cell electric vehicles
Commercial paper program ( CP program): A master agreement between companies 
and bond dealers that allows companies to place unsecured, short-term debt instruments 
on the international money market very quickly to obtain debt capital.
Committee of Sponsoring Organizations of the Treadway Commission (COSO): Interna-
tionally recognized framework for enterprise risk management and internal control (ICS).
Compliance: Adherence to statutory provisions, internal corporate policies, and ethical 
principles.
Corporate governance: A commonly used international term that denotes responsible 
corporate management and control geared toward long-term value added.
CSRD: Corporate Sustainability Reporting Directive of the European Union
Derivatives/derivative financial instruments: Financial instruments whose value is 
derived primarily from the price and price volatility/expectations of an underlying (e.g., 
stocks, foreign currency, interest-bearing securities).
Dividend yield: Dividend yield is defined as the ratio of the dividend for the reporting 
period to the closing price per share class on the final trading date of the reporting period 
and indicates the return per share. Dividend yield is used in particular for measuring and 
comparing shares.
ESG: Environmental, Social, Governance.
European Medium Term Notes program (EMTN program): A master agreement between 
companies and bond dealers that allows companies to place securities on the European 
capital markets very quickly to obtain debt capital.
Fair value: The amount for which an asset could be exchanged, or a liability settled, 
between knowledgeable, willing, and independent parties in an arm’s length transaction.
Functional expenses: Functional expenses comprise the cost of sales, distribution 
expenses, and general and administrative expenses.
German Corporate Governance Code (the Code): Constitutes key statutory requirements 
for the management and supervision of listed German companies and contains interna-
tionally and nationally recognized standards of good, responsible corporate governance 
in the form of recommendations and suggestions.
Market share: TRATON’s share of registrations of trucks and buses in the overall market.
Option: Agreement under which the purchaser is entitled, but not obligated, to acquire 
(call option) or sell (put option) the underlying asset at a future date for a predefined price. 
By contrast, the seller of the option is obligated to sell or purchase the asset and usually 
receives a premium for granting the option rights.
Other operating result comprises net impairment losses on financial assets, other oper-
ating income, and other operating expenses.
Payout ratio: The payout ratio means the proportion of the total amount of dividends 
attributable to common shares to earnings after tax attributable to TRATON SE sharehold-
ers. The payout ratio provides information about the allocation of earnings.
Price-earnings ratio: The price-earnings ratio is calculated by dividing the year-end clos-
ing price per share by earnings per share. It reflects the earnings power per share and 
provides information about its development compared over a number of years.
Glossary
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Registrations: Number of new vehicles registered for the first time in a country with the 
relevant registration authorities. The term “registrations” describes the size of the market 
for new vehicles and thus also the development of the market. Market share is also 
 calculated from the registration data.
Swap: Agreement between two counterparties to swap cash payments over a certain 
period. Prime examples are currency swaps, under which principal amounts denominated 
in various currencies are exchanged, and interest rate swaps, which usually entail the 
exchange of fixed and variable interest payments in the same currency.
Weighted Average Cost of Capital (WACC): WACC is derived from the return required by 
capital providers.
  
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Five-Year Overview
 
 2024 2023 2022 2021 2020
Trucks and buses (units)      
Incoming orders 263,575 264,798 334,583 359,975 216,251
of which trucks 208,519 210,617 274,299 305,745 182,402
of which buses 32,235 29,808 32,274 22,237 14,611
of which MAN TGE vans 22,821 24,373 28,010 31,993 19,238
Unit sales 334,215 338,183 305,485 271,608 190,180
of which trucks 278,130 281,290 254,300 230,549 156,371
of which buses 28,413 30,266 29,601 18,857 16,174
of which MAN TGE vans 27,672 26,627 21,584 22,202 17,635
BEV unit sales ratio (excluding 
MAN TGE vans, in %)  1 0.5 0.6 – – –
TRATON GROUP      
Sales revenue (€ million) 47,473 46,872 40,335 30,620 22,580
Operating result (adjusted) 
(€ million) 4,384 4,034 2,071 1,599 135
Operating return on sales 
( adjusted) (in %) 9.2 8.6 5.1 5.2 0.6
Active workforce  2 105,541 103,621 100,356 97,235 82,567
TRATON Operations      
Sales revenue (€ million) 46,182 45,736 39,554 30,103 22,152
Operating result (adjusted) 
(€ million) 4,776 4,272 2,257 1,883 230
Operating return on sales 
( adjusted) (in %) 10.3 9.3 5.7 6.3 1.0
Primary R&D costs (€ million) 2,458 2,170 1,892 1,462 1,154
Capex (€ million) 1,751 1,516 1,298 1,125 988
Net cash flow (€ million) 2,834 3,594 –625 938 979
 
 2024 2023 2022 2021 2020
Scania Vehicles & Services      
Incoming orders (units) 81,012 84,080 82,071 116,798 92,940
Sales (units) 102,069 96,727 85,232 90,366 72,085
Sales revenue (€ million) 18,907 17,878 15,316 13,927 11,521
Operating result (adjusted) 
(€ million) 2,666 2,266 1,315 1,412 802
Operating return on sales 
( adjusted) (in %) 14.1 12.7 8.6 10.1 7.0
MAN Truck & Bus      
Incoming orders (units) 77,108 86,783 109,717 143,531 84,921
Sales (units) 96,037 116,033 84,513 93,668 81,673
Sales revenue (€ million) 13,732 14,811 11,331 10,934 9,659
Operating result (adjusted) 
(€ million) 985 1,075 139 249 –553
Operating return on sales 
( adjusted) (in %) 7.2 7.3 1.2 2.3 –5.7
International Motors  3      
Incoming orders (units) 56,616 60,932 86,019 42,588 –
Sales (units) 90,562 88,890 81,892 30,305 –
Sales revenue (€ million) 11,116 11,042 10,501 3,557 –
Operating result (adjusted) 
(€ million) 791 734 502 41.0 –
Operating return on sales 
( adjusted) (in %) 7.1 6.6 4.8 1.2 –
Five-Year Overview
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2024 2023 2022 2021 2020
Volkswagen Truck & Bus      
Incoming orders (units) 48,865 33,739 57,042 57,241 38,805
Sales (units) 45,846 37,203 54,136 57,405 36,974
Sales revenue (€ million) 2,918 2,477 2,952 2,113 1,235
Operating result (adjusted) 
(€ million) 349 217 309 171 –15
Operating return on sales 
( adjusted) (in %) 12.0 8.8 10.5 8.1 –1.2
TRATON Financial Services      
Sales revenue (€ million) 1,932 1,589 1,294 964 820
Return on equity (in %) 10.8 8.4 4.0 18.6 11.1
TRATON shares      
Earnings per share (€) 5.61 4.90 2.28 0.91 –0.20
Dividend per share (€)  4 1.70 1.50 0.70 0.50 0.25
Number of common shares 
as of 12/31 500,000,000 500,000,000 500,000,000 500,000,000 500,000,000
Common shares, closing price 
(Xetra price in €) 27.95 21.32 14.13 22.14 22.61
1 The BEV unit sales ratio (excluding MAN TGE vans, in %) was calculated for the first time for 2023.
2 As of December 31
3 2021: July 1 to December 31 
4 2024: proposed dividend, subject to approval by the 2025 Annual General Meeting
  
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Publication Details
Published by:
TRATON SE 
Hanauer Str. 26 
80992 Munich, Germany 
www.traton.com
Corporate Relations
media-relations@traton.com
Investor Relations
investor.relations@traton.com
T: +49 89 36098 70
Concept, design, and layout
3st kommunikation GmbH, Mainz, Germany
Copyright
©2025 TRATON SE and 3st kommunikation GmbH
This is a translation of the German original. In the event of 
 discrepancies between the German language version and any 
translation thereof, the German version will prevail.
Photos
jonathanfilskov-photography/Creatas Video  
via Getty Images (cover; p. 2; p. 10)
Jose carlos Cerdeno/Creatas Video+/Getty Images Plus  
via Getty Images (cover)
MAN Truck & Bus (p. 5: top right)
International (p. 5: middle)
TRATON (p. 5: bottom left and right; p. 6: top right;  
p. 7: top right and bottom right; p. 8: right; p. 17: top row, right)
Dirk Bruniecki/TRATON (p. 6: left; p. 9: left; p. 17: left;  
top row, left and middle; bottom row)
Stephanie Wiegner/TRATON (p. 8: left)
iStock.com/Akurra (p. 9: right)
Markus Kleimaier/Moment via Getty Images (p. 13)
Dan Boman 2017/Scania (p. 33)
Michael H/Stone via Getty Images (p. 105)
Brendan Austin 2016 (p. 213)
iStock.com/Cristian Lourenço (p. 227)
Vunav/Shutterstock (p. 306)
Publication Details
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WWW.TRATON.COM