Our plenary meetings and workshops during the reporting period focused particularly on the following topics:

At our ordinary meeting on February 11, 2025, the Executive Board provided its regular update on the status of cross-divisional client relationship management. We also discussed the preliminary results for the 2024 financial year and the Executive Board's dividend proposal for 2024. Following an in-depth discussion, we determined the amount of the Executive Board's variable remuneration for the 2024 financial year and adopted the 2024 Corporate Governance Statement. Furthermore, we discussed the format of the Annual General Meeting 2025. We also addressed the report by the Chair of the Supervisory Board, Martin Jetter, on the corporate governance roadshow. Finally, we approved the revised remuneration system and the Executive Board's targets for 2025.

At the ordinary meeting on March 13, 2025, we addressed the 2024 annual financial statements of Deutsche Börse AG, the 2024 consolidated financial statements, and the 2024 remuneration report in the presence of the external auditor. After having carried out our own detailed review, we approved the 2024 annual and consolidated financial statements and the 2024 remuneration report, following the affirmative recommendation of the Audit Committee, which had previously carried out an in-depth review of the documents. The meeting also gave us the opportunity to discuss matters with the auditors without the Executive Board being present. In addition to the Supervisory Board report for 2024, we also adopted the agenda for the Annual General Meeting 2025 and elected Clara-Christina Streit as Deputy Chair of the meeting. Finally, the Executive Board informed us about the personnel situation and the current status of ongoing legal matters at Deutsche Börse Group.

On March 13, 2025, a technology workshop on the “Digital Operational Resilience Act - DORA” was also held. In this workshop, we addressed the requirements of the EU regulation on strengthening digital operational resilience and its implementation within Deutsche Börse Group.

At the extraordinary meeting on March 25, 2025, we resolved to propose Jean-Pierre Mustier to the Annual General Meeting for election to the Supervisory Board.

At our ordinary meeting on May 14, 2025, we discussed the upcoming 2025 Annual General Meeting together with the Executive Board.

At the extraordinary meeting after the close of the Annual General Meeting on May 14, 2025, Clara-Christina Streit was elected as the new Chair of the Supervisory Board of Deutsche Börse AG. In addition, Markus Beck was re-elected as Deputy Chair of the Supervisory Board. The newly elected shareholder representative Jean-Pierre Mustier also participated in the meeting. We also resolved on the composition of the Supervisory Board committees.

At our strategy workshop on June 18, 2025, we again addressed digital and tokenized securities and the activities of Deutsche Börse Group in this area.

In addition, a further technology workshop was held on June 18, 2025, in which we again received comprehensive information on the topic of “Artificial Intelligence” (AI). In this context, we also addressed the EU AI Act and the ongoing framework of Deutsche Börse Group for AI governance.

The ordinary meeting on June 18, 2025, marked another Supervisory Board meeting held at a foreign location of Deutsche Börse Group. At the meeting in Copenhagen, Denmark, we discussed the performance of recently acquired companies and equity investments. We prepared the annual effectiveness review, which was conducted with external support during the reporting year. Finally, we resolved that, as a matter of principle, future reappointments of Executive Board members should only be for a period of three years.

At the extraordinary meeting on September 10, 2025, we addressed strategic options.

We dealt with the rights and duties of the Supervisory Board and the Executive Board in a governance workshop on September 17, 2025.

On September 18, 2025, we were informed about the topics of “Antitrust Law and Compliance” and significant compliance developments in a compliance workshop.

At the ordinary meeting on September 18, 2025, we dealt the current status of developments on the future Group strategy. Furthermore, we appointed Thomas Book as a member of the Executive Board again and extended his contract prematurely until June 30, 2029. We reviewed the targets for the composition of the Supervisory Board on a regular basis and confirmed the competency profile as the basis for the annual suitability assessment. Finally, we addressed the execution of this year's effectiveness review of the Supervisory Board.

At an extraordinary strategy workshop on November 17, 2025, the Executive Board informed us about the current status of developments on the future Group strategy.

On December 3, 2025, the Supervisory Board addressed the topic of “AI in Supervisory Board work” and the AI applications provided to the board for this purpose in an additional IT workshop.

At the ordinary meeting on December 4, 2025, we adopted the budget for 2026. We once again engaged in an in-depth discussion of the new Group strategy “Leading the Transformation” in view of the upcoming Capital Markets Day. We appointed Christoph Böhm as a member of the Executive Board again and extended his contract prematurely until October 31, 2029. The Executive Board informed us about the performance of recently acquired companies and equity investments, as well as the investments made in the context of Deutsche Börse Group's corporate venture activities, and informed us about the status of the European Commission’s antitrust investigations regarding the former cooperation between Eurex and HEX/Nasdaq. Furthermore, we addressed the voluntary review of the sustainability reporting, the results of the annual employee survey, and the personnel strategy. We adopted the annual declaration of conformity and approved the suitability of the Executive Board and the Supervisory Board. The Executive Board also coordinated the planned format of the Annual General Meeting 2026 with us. Finally, we discussed in depth the results of this year's effectiveness review and the measures to be derived from it.

The Supervisory Board had seven permanent committees in the reporting year. It also formally had another committee for a limited time, the “Chairman Selection Committee”, which, however, did not meet in the reporting year and was automatically dissolved upon the election of Clara-Christina Streit as Chair of the Supervisory Board on May 14, 2025. The primary task of the committees is to prepare the decisions to be taken and the topics to be discussed for the plenary meeting. To the extent permitted by law, the Supervisory Board has delegated individual decision-making powers to the committees. In the plenary meetings, the committee chairs reported in detail on the work of the committees. The Chair of the Supervisory Board chaired the Nomination Committee, the Strategy and Sustainability Committee, the Committee of the Chair, and the Mediation Committee. The composition and tasks of the committees for 2025 can be found in the “Corporate Governance Statement” section of the combined management report. The committees focused on the following key topics:

Audit Committee (six meetings during the reporting period)

• Financial topics, particularly capital management
• Financial reporting: examination of the annual financial statements of Deutsche Börse AG and of the consolidated financial statements, including the financial reporting process, the combined management report including the Group sustainability statement, the remuneration report, as well as the half-year financial report and quarterly statements; including discussion of the audit results in the presence of the auditor; preparation of the Supervisory Board's decision on the adoption of the annual financial statements and the approval of the consolidated financial statements, as well as the Executive Board's proposal on the appropriation of the unappropriated surplus
• Auditor: obtaining the statement of independence from the external auditor and monitoring the external auditor’s independence; engagement of the external auditor to audit the annual and consolidated financial statements and the combined management report; engagement for a voluntary business review with limited assurance of the Group sustainability statement; engagement for a review of the half-year financial report; engagement of the external auditor for the review of the form and contents of the remuneration report; agreement on the external auditor's fee; defining and discussing the focus areas of the audit; addressing non-audit services rendered by the external auditor; assessment of the quality of the audit; and preparation of the Supervisory Board's proposal to the Annual General Meeting on the election of the auditor
• Internal control systems: discussion of questions relating to risk management, compliance, and capital market compliance, as well as the internal control and audit system; discussion of the methods and systems used and of their appropriateness and effectiveness; detailed discussion of the internal control system for financial reporting
• Deutsche Börse AG’s dividend and the Group’s budget
• Discussion and formal adoption of the Audit Committee’s tasks for the coming year
• Preparation of the Supervisory Board’s resolution on the corporate governance statement in accordance with section 289f Handelsgesetzbuch (HGB, German Commercial Code) and the declaration of conformity in accordance with section 161 AktG
• Examination of the control process for related-party transactions
• Examination the double materiality analysis for the 2025 financial year in connection with the sustainability statement
• Addressing measures to close internal and external audit findings
• Addressing important litigations and legal proceedings of Deutsche Börse Group
• Addressing strategic options
• Addressing the tax positions of Deutsche Börse AG and other tax-related topics
• Addressing reporting changes related to financial reporting within the scope of IFRS 18

Nomination Committee (seven meetings during the reporting period)

• Executive Board remuneration: target achievement of the Executive Board members; determination of the variable Executive Board remuneration for 2024; preliminary discussion of the individual target achievement for 2025; preparation for the Supervisory Board's approval of the individual targets for the members of the Executive Board for the 2025 and 2026 financial years; addressing the 2019 performance share tranche; adjustment of the Executive Board remuneration system as part of the regular approval by the Annual General Meeting in 2025 and addressing the sustainability targets thereunder
• Discussion of succession planning for the Executive Board and for subsequent management levels
• Candidate search and pre-selection by the shareholder representatives regarding a successor for Martin Jetter as a member of the Supervisory Board at the end of the Annual General Meeting 2025
• Addressing the competency profile for the Supervisory Board and Executive Board as well as the suitability assessment of the Executive Board and Supervisory Board, including the Supervisory Board's qualifications matrix
• Addressing the annual effectiveness review in 2025, involving external support, and the measures for improving the work of the Supervisory Board
• Addressing the training plan for 2026 for the Executive Board and Supervisory Board
• Addressing the results of the annual employee survey
• Report on the 2024 financial year's corporate governance roadshow by the former Chair of the Supervisory Board
• Addressing the adjustment of appointment periods for the members of the Executive Board as well as the process for reappointments

Risk Committee (four meetings during the reporting period)

• Discussion about the quarterly compliance, risk management and group data privacy reports
• Discussion of the determination of the risk appetite of Deutsche Börse Group for the 2026 financial year
• Dealing with legal matters concerning Deutsche Börse Group
• Addressing internal and external audit findings
• Addressing event-driven risk situations, particularly with regard to current geopolitical and technical developments as well as the impact of system failures on Deutsche Börse Group
• Addressing the return of the banking license by Eurex Clearing AG from a risk perspective
• Addressing the governance of the Axioma risk models and potential liability risks for Deutsche Börse Group

Strategy and Sustainability Committee (three meetings during the reporting period)

• Discussion and review of the future Group strategy “Leading the Transformation”
• Addressing strategic options

Technology Committee (four meetings during the reporting period)

• Dealing with the quarterly reporting on the significant developments in the IT area, in particular the status of the cloud infrastructure, the report on system stability, and the use of technological innovations such as artificial intelligence
• Dealing with current developments in information security
• Dealing with digitalization initiatives of the Clearstream business segment
• Dealing with digitalization initiatives and addressing the IT support for the structural and organizational changes in the Investment Management Solutions business segment
• Discussion of IT governance and significant initiatives in the Eurex business segment
• Dealing with the implementation of the partnership with a cloud infrastructure provider
• Management and supervision of the monitoring of ICT- and AI-related regulatory requirements and their implementation, as well as addressing the IT governance framework
• Dealing with diversity in leadership positions in the CIO/COO division
• Dealing with initiatives to strengthen operational resilience
• Dealing with the opening of the new site in Hyderabad (India) as well as the expansion of IT capacities, and the implementation of data protection, compliance, and workplace safety measures

Chairman Selection Committee (no meeting during the reporting period)

• The Chairman Selection Committee was established to prepare for the election of the new Supervisory Board Chair after the Annual General Meeting 2025. Since the nomination of Clara-Christina Streit had already taken place on December 5, 2024, no further meeting was held in the 2025 financial year, and the Chairman Selection Committee was dissolved upon the election of Clara-Christina Streit as the new Chair of the Supervisory Board.

Committee of the Chair (no meeting during the reporting period)

• The Committee of the Chair convenes on the initiative of the Chair of the Supervisory Board; it deals with time-sensitive affairs and prepares the corresponding Supervisory Board plenary meetings. There was no need for the Committee of the Chair to hold a meeting during the year under review.

Mediation Committee (no meeting during the reporting period)

• The Mediation Committee is set up by law. Pursuant to section 31(3) MitbestG, it submits proposals to the Supervisory Board for the appointment or dismissal of Executive Board members when a two-thirds majority has not been reached. The Mediation Committee only convenes as required. There was no need for the Mediation Committee to hold a meeting during the year under review.

PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft (PwC), based in Frankfurt am Main, audited the annual financial statements of Deutsche Börse AG, its consolidated financial statements, and the combined management report for the financial year ended December 31, 2025, considering the accounting system, and issued an unqualified audit opinion. The condensed financial statements and the interim management report as part of the 2025 half-year financial report were subjected to a review by PwC. The documents relating to the financial statements and reports from PwC were submitted to us in good time for our inspection and examination. The auditors responsible were Michael Rönnberg and Clemens Koch. They participated in both the relevant meetings of the Audit Committee and the full Supervisory Board to discuss the financial statements – in each case also without the Executive Board being present. They reported on key results of their audit. In particular, they explained the net assets, financial position, and results of operations of the company and the Group and were available to provide additional information. They also regularly exchanged information outside of meetings with the Chair of the Supervisory Board and the chairs of the Audit as well as the Risk Committees. The audit of the annual and consolidated financial statements and the combined management report, as well as the voluntary business review with limited assurance of the Group sustainability statement contained in the combined management report, which has been prepared in accordance with the principles of the CSRD and based on the ESRS framework, did not give any rise to any objections. No facts were identified in the course of the audit that would indicate an inaccuracy in the declaration of conformity pursuant to section 161 AktG declared by the Executive Board and Supervisory Board, for which an obligation of the auditor to notify the Chair of the Audit Committee had been agreed. There were also no objections raised as a result of the audit of the for and nonmandatory content of the remuneration report. The Supervisory Board discussed regularly the services provided by PwC in addition to the audit services. There were no grounds for suspecting that the auditors’ independence might be impaired.

The Audit Committee discussed the financial statement documents and the reports from PwC in detail with the auditors and subjected them to its own careful examination. It came to the conclusion that the reports in particular meet the statutory requirements of Sections 317 and 321 HGB (German Commercial Code). The committee reported to the Supervisory Board on its examination and recommended that it approves the annual financial statements and consolidated financial statements.

Our own examination – during a plenary meeting – of the 2025 annual financial statements, consolidated financial statements and the combined management report, including the non-financial statement, did not lead to any objections. We therefore concurred with the results of the audit performed by the auditor. At the meeting on March 5, 2026, we approved the annual financial statements and the consolidated financial statements prepared by the Executive Board, in accordance with the recommendation of the Audit Committee. The annual financial statements of Deutsche Börse AG are thereby adopted. The Audit Committee discussed the Executive Board's proposal for the appropriation of the unappropriated surplus in detail with the Executive Board. Aspects of the discussion included the company's liquidity, its financial planning, and shareholder interests. Following this discussion and its own examination, the Audit Committee concurred with the Executive Board's proposal for the appropriation of the unappropriated surplus. After our own examination, the plenary meeting of the Supervisory Board also approved the Executive Board's proposal.

The following personnel changes were made to the Supervisory Board during the reporting period.

In line with the Articles of Incorporation, the Supervisory Board consists of sixteen members. On the shareholder representative side, one of the eight members, Jean-Pierre Mustier, was newly elected to the Supervisory Board.

Jean-Pierre Mustier succeeded Martin Jetter, who had resigned from his Supervisory Board mandate and the Chair of the Supervisory Board effective at the end of the Annual General Meeting on May 14, 2025.

Clara-Christina Streit was elected Chair of the Supervisory Board in an extraordinary Supervisory Board meeting on May 14, 2025.

We sincerely thank Martin Jetter for the enriching and constructive collaboration on the Supervisory Board of Deutsche Börse AG and for leading the Supervisory Board as its Chair since 2020.

At the beginning of his Supervisory Board mandate, Jean-Pierre Mustier received a comprehensive introduction to his role.

The following personnel changes were made with regard to the Executive Board in 2025.

As planned, Jens Schulte assumed his Executive Board mandate on June 1, 2025. On September 22, 2025, he took over responsibility as CFO for the Finance division from Gregor Pottmeyer. The latter retired as planned from the company's Executive Board on September 30, 2025, after 16 years as CFO. Jens Schulte is a proven financial and capital markets expert. Prior to joining the Executive Board of Deutsche Börse AG, Jens Schulte was CFO of thyssenkrupp AG and Schott AG.

The Supervisory Board expressly thanks Gregor Pottmeyer. His time on the Executive Board was characterized by stability and change, strategic vision, and a deep understanding of the financial markets.

Heike Eckert, who was already responsible for the HR and Compliance divisions on the Executive Board, additionally took on responsibility for the Chief Risk Officer division.

In addition, the Supervisory Board made key decisions regarding the future composition of the Executive Board.

The Supervisory Board prematurely extended the Executive Board mandate of Thomas Book by three years until June 30, 2029. His previous contract runs until the end of June 2026. The Supervisory Board also prematurely extended the Executive Board mandate of Christoph Böhm by three years until October 31, 2029. His previous contract runs until the end of October 2026.

In accordance with the resolution of the Supervisory Board of June 18, 2025, future reappointments of members of the Executive Board will, as a matter of principle, be for a period of three years in line with international market practice.

In order to rule out in advance even the impression that their personal interests might affect their work and decisions in the Supervisory Board, all Supervisory Board members disclose to the Chair of the Supervisory Board without delay any conflicts of interest, particularly those that may arise due to an advisory function or decision-making role at customers, suppliers, lenders or other business partners. One Supervisory Board member did not take part in discussions or decisions on the subject of the European Commission’s antitrust investigations regarding the former cooperation between Eurex and HEX/Nasdaq to avoid any potential conflict of interest.

We would like to thank the Executive Board and all employees for their great commitment and good work in 2025. 

Frankfurt/Main, March 5, 2026
for the Supervisory Board:

Clara-Christina Streit
Chair of the Supervisory Board