Compensation paid to the Board of Directors
Compensation regulations for the Board of Directors
The compensation of the members of the Board of Directors is based on the BoD compensation regulations approved by the Board of Directors at the request of the NCC-BoD. The current regulations were approved by the Board of Directors on 18 May 2021. The regulations are based on Article 21 of the Articles of Association1), whereby the relevant information in connection with stock corporation law2), the DCG3) and the FINMA Circulars 2017/01 ‘Corporate governance – banks’4) and 2016/01 ‘Disclosure – banks’4) is included in this report. The level of compensation is aligned with that of listed medium-sized and larger cantonal and regional banks (basis: information in the respective annual reports). A compensation period runs from one LUKB Annual General Meeting to the next Annual General Meeting (term). The compensation proposed by the Board of Directors will only be paid out after the Annual General Meeting, at the request of the Board of Directors, has approved the total amount of compensation for the Board of Directors for the period since the last Annual General Meeting in accordance with Art. 21 para. 4 of the Articles of Association1). The 2025 Ownership Strategy of the Canton of Lucerne approved by the Government Council of the Canton of Lucerne on 17 April 20255) sets the limit for the total of direct personnel compensation and incidental personnel costs at a maximum of 1,000,000 Swiss francs a year for all members of the Board of Directors.
The Chair of the Board of Directors receives lump-sum compensation. The other members of the Board of Directors receive a basic lump-sum payment as well as any function-related lump-sum payments, which are defined according to the additional task(s). As a rule, these amounts are determined independently of the business result. There is no variable compensation. At the request of the NCC-BoD, the Board of Directors may also set individual special compensation within a certain range for the performance of specific duties (maximum of 75,000 Swiss francs per individual member; cumulative maximum of 200,000 Swiss francs per compensation period for all members of the Board of Directors). The determination of the special compensation is based on a discretionary decision by the Board of Directors. No attendance fees are paid.
At least 50 % of the remuneration approved by the Annual General Meeting is normally paid in the form of blocked bank shares. The blocking period is normally six years. The number of shares to be allocated is determined after the Annual General Meeting has been held. It is based on the relevant share price resulting from the volume-weighted average price of the last 30 trading days prior to the Annual General Meeting and the relevant deduction required under tax law due to the blocking period 6). These shares are transferred to the members of the Board of Directors at the earliest 10 calendar days and at the latest 30 calendar days after the Annual General Meeting. The remaining compensation shall be paid in cash no later than 40 calendar days after the Annual General Meeting.
Apart from the statutory mandatory employer social insurance contributions, LUKB does not normally make any other contributions to pension funds (normally no affiliation to an occupational pension fund, annual individual check of non-affiliation) for the benefit of members of the Board of Directors. Members of the Board of Directors are not entitled to the special conditions customary for bank employees and are excluded from LUKB's voluntary employee participation programme.
Lump-sum expenses are paid to cover the costs associated with the BoD function. Lump-sum expenses do not form part of the compensation. Other expenses are not reimbursed.
Overview of the compensation system for the Board of Directors (compensation period AGM to AGM)
The following table summarises the key points of the BoD compensation regulations in force since the 2021 AGM:
Topic | Policy | |
Direct personnel compensation | ||
Basic compensation |
| |
Variable compensation | No variable compensation generally | |
Special compensation |
| |
Incidental personnel costs | ||
Retirement and risk pension plan contributions |
| |
Other incidental personnel costs | None | |
Other | ||
Lump-sum expenses |
| |
In total, direct personnel compensation and incidental personnel costs (excluding lump-sum expenses) for all BoD members may not exceed a cumulative maximum of CHF 1,000,000. The defined blocking period for the allocation of shares applies even in the event of departure, not standing for reelection or not being reelected as a member of the Board of Directors. In other words, the allocated shares cannot be sold before the expiry of the blocking period.
Compensation for the 2025 calendar year
Based on the resolution of the Annual General Meeting of 14 April 2025 (term AGM 2024 to AGM 2025) and the current compensation proposal for the AGM 2025 to AGM 2026 term, the total compensation paid to the members of the Board of Directors amounts to 815,000 Swiss francs plus mandatory employer social insurance contributions (pillar 1) of 65,174 Swiss francs for the 2025 calendar year. The breakdown of this sum among the individual members of the Board of Directors is shown in the table below ‘Compensation paid to the members of the Board of Directors’, specifically in the line ‘2025’.
Compensation for the period from the 2025 Annual General Meeting to the 2026 Annual General Meeting
For the AGM 2025 to AGM 2026 period (14 April 2025 to 13 April 2026), the Board of Directors proposes to the Annual General Meeting that the following total compensation be paid to the members of the Board of Directors:
- Basic compensation (basic lump sums and function-related lump sums): 815,000 Swiss francs
- Special compensation: 116,000 Swiss francs
- Total direct compensation: 931,000 Swiss francs
The compensation is set in accordance with the Board of Directors regulations in force since 2021. The members of the Board of Directors were stretched in terms of time by aperiodic duties during the 2025 calendar year. In 2025, LUKB therefore developed a new strategy for the period from 2026 to 2030, the key points of which were communicated on 13 November 2025. In addition, the members of the Board of Directors were heavily involved in the recruitment process for a new member of the Board of Directors, a new member of the Executive Committee and an audit firm. These additional expenses are compensated with special flat-rate compensation of 14,500 Swiss francs per individual member of the Board of Directors. This special compensation is compatible with the applicable compensation regulations for the members of the Board of Directors. The proposed total compensation is also within the parameters defined by the Ownership Strategy.
The Board of Directors decided that 50 % of the proposed direct compensation be paid out in shares blocked for a period of six years (blocking period until 30 April 2032). The calculation value is determined on the basis of the volume-weighted average price for the period from 27 February 2026 to 13 April 2026.
The remaining amount will be paid out in cash on 20 May 2026 less the employee’s mandatory social security contributions (pillar 1).
Mandatory employer social security contributions to pillar 1 (OASI/IV/UI/EO/FAK) amount to 68,113 Swiss francs. In addition, the Board of Directors is paid the lump-sum expenses allowances totalling 49,000 Swiss francs as stipulated in the regulations, which do not constitute a form of compensation.
Compensation will be paid out for the period from AGM 2025 to AGM 2026 in accordance with the table below ‘Compensation paid to the members of the Board of Directors’ subject to approval by the 2026 Annual General Meeting.
Half of the gross compensation to be paid out in accordance with the regulations for the 2025/2026 term will be paid out in shares and half in cash. As the BoD compensation regulations require the volume-weighted average prices for the last 30 trading days prior to the Annual General Meeting to be used, the basic compensation to be paid out in cash for the AGM 2025 to AGM 2026 term may still change slightly. The 2025 figures will be adjusted accordingly in the 2026 Compensation Report.
Compensation paid to the members of the Board of Directors
Figures in the table below ‘Compensation paid to the members of the Board of Directors’in francs from the AGM to the next AGM (first and second line) or calendar year (third line).
The figures published in the previous year on the breakdown of basic compensation into cash and shares for the 24/25 period differ slightly from the figures in the table below, as the calculation value of the shares is based on the volume-weighted average price of the last 30 trading days prior to the Annual General Meeting and the relevant deduction required under tax law for the blocking period, and the number of shares is then rounded to a whole number.
Direct personnel compensation | Incidental personnel costs | |||||||||||||||||
Values in CHF Additional functions in the BoDR as at 31 December 2025 | Basic compensation in cash (gross) | Basic compensation in shares (gross) | Special compensation in cash1) (gross) | Special compensation in shares1) (gross) | Total compensation (gross) | Contributions to retirement and risk pension plan | Other incidental personnel costs | Total costs | ||||||||||
Markus Hongler | 25/26 | 125,000 | 125,000 | 7,250 | 7,250 | 264,500 | 16,459 | 0 | 280,959 | |||||||||
Chair of the BoD | 24/25 | 124,984 | 125,016 | 0 | 0 | 250,000 | 15,508 | 0 | 265,508 | |||||||||
RMember of the NCC-BoDR | 2025 | 124,995 | 125,005 | 4,833 | 4,833 | 259,667 | 16,142 | 0 | 275,809 | |||||||||
Prof. Dr Andreas Dietrich | 25/26 | 42,500 | 42,500 | 7,250 | 7,250 | 99,500 | 7,711 | 0 | 107,211 | |||||||||
Member of the BoD | 24/25 | 42,492 | 42,508 | 0 | 0 | 85,000 | 6,588 | 0 | 91,588 | |||||||||
Chair of the RSC-BoD | 2025 | 42,497 | 42,503 | 4,833 | 4,833 | 94,667 | 7,337 | 0 | 102,003 | |||||||||
Dr Erica Dubach Spiegler | 25/26 | 32,500 | 32,500 | 7,250 | 7,250 | 79,500 | 6,161 | 0 | 85,661 | |||||||||
Member of the BoD | 24/25 | 32,480 | 32,521 | 0 | 0 | 65,000 | 5,038 | 0 | 70,038 | |||||||||
Member of the RSC-BoD | 2025 | 32,493 | 32,507 | 4,833 | 4,833 | 74,667 | 5,787 | 0 | 80,453 | |||||||||
Andreas Emmenegger | 25/26 | 42,500 | 42,500 | 7,250 | 7,250 | 99,500 | 7,711 | 0 | 107,211 | |||||||||
Member of the BoD | 24/25 | 42,492 | 42,508 | 0 | 0 | 85,000 | 6,588 | 0 | 91,588 | |||||||||
Chair of the AFC-BoD | 2025 | 42,497 | 42,503 | 4,833 | 4,833 | 94,667 | 7,337 | 0 | 102,003 | |||||||||
Marc Gläser | 25/26 | 42,500 | 42,500 | 7,250 | 7,250 | 99,500 | 7,711 | 0 | 107,211 | |||||||||
Member of the BoD | 24/25 | 42,492 | 42,508 | 0 | 0 | 85,000 | 6,588 | 0 | 91,588 | |||||||||
Member of the AFC-BoD, NCC-BoD | 2025 | 42,497 | 42,503 | 4,833 | 4,833 | 94,667 | 7,337 | 0 | 102,003 | |||||||||
Dr Martha Scheiber | 25/26 | 57,500 | 57,500 | 7,250 | 7,250 | 129,500 | 10,036 | 0 | 139,536 | |||||||||
Vice Chair of the BoD | 24/25 | 57,486 | 57,514 | 0 | 0 | 115,000 | 8,913 | 0 | 123,913 | |||||||||
Chair of the NCC-BoD | 2025 | 57,495 | 57,505 | 4,833 | 4,833 | 124,667 | 9,662 | 0 | 134,328 | |||||||||
Roger Studer | 25/26 | 32,500 | 32,500 | 7,250 | 7,250 | 79,500 | 6,161 | 0 | 85,661 | |||||||||
Member of the BoD | 24/25 | 32,480 | 32,521 | 0 | 0 | 65,000 | 5,038 | 0 | 70,038 | |||||||||
Member of the RSC-BoD | 2025 | 32,493 | 32,507 | 4,833 | 4,833 | 74,667 | 5,787 | 0 | 80,453 | |||||||||
Nicole Willimann Vyskocil | 25/26 | 32,500 | 32,500 | 7,250 | 7,250 | 79,500 | 6,161 | 0 | 85,661 | |||||||||
Member of the BoD | 24/25 | 32,480 | 32,521 | 0 | 0 | 65,000 | 5,038 | 0 | 70,038 | |||||||||
Member of the AFC-BoD | 2025 | 32,493 | 32,507 | 4,833 | 4,833 | 74,667 | 5,787 | 0 | 80,453 | |||||||||
Total for members of the | 25/26 | 407,500 | 407,500 | 58,000 | 58,000 | 931,000 | 68,113 | 0 | 999,113 | |||||||||
Board of Directors | 24/25 | 407,384 | 407,616 | 0 | 0 | 815,000 | 59,295 | 0 | 874,295 | |||||||||
2025 | 407,461 | 407,539 | 38,667 | 38,667 | 892,333 | 65,174 | 0 | 957,507 | ||||||||||
AFC-BoD Audit and Finance Committee
RSC-BoD Risk and Strategy Committee
NCC-BoD Nomination and Compensation Committee
1)In 2025, the members of the Board of Directors worked intensely on the new LUKB30 strategy, the recruitment of new governing body members and the tender process for an audit firm. Generally speaking, this required even more effort from the members of the Board of Directors than in previous years.
Lump-sum expenses for members of the Board of Directors
In addition, lump-sum expenses totalling 49,000 Swiss francs will be paid out for the AGM 2025 to AGM 2026 term. These do not constitute a form of compensation.
Values in CHF | 2025/2026 | 2024/2025 | ||
Markus Hongler | 12,000 | 12,000 | ||
Prof. Dr Andreas Dietrich | 7,000 | 7,000 | ||
Dr Erica Dubach Spiegler | 4,000 | 4,000 | ||
Andreas Emmenegger | 7,000 | 7,000 | ||
Marc Gläser | 4,000 | 4,000 | ||
Dr Martha Scheiber | 7,000 | 7,000 | ||
Roger Studer | 4,000 | 4,000 | ||
Nicole Willimann Vyskocil | 4,000 | 4,000 | ||
Total lump-sum expenses | 49,000 | 49,000 |
Compensation to former members of the Board of Directors
LUKB did not pay any compensation to former members of the Board of Directors in 2025, unless members of the Board of Directors who stepped down during the calendar year had an ordinary entitlement due to their board function.