Remuneration Report 2022 04.05.2023

UNIQA Insurance Group AG

REMUNERATION REPORT

for the 2022 financial year

on the remuneration

of the members

of the Management Board

and

the principles of remuneration of the members of the

Supervisory Board

in accordance with Sections 78c and 98a of the Austrian Stock Corporation Act.

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Table of Contents

Part A - Remuneration Report 2022 of the Management Board	3
1.	Introduction	3
1.1	General information	3
1.2	Annual change in the company's economic performance	3
1.3	Scope of the report	4
2.	Remuneration components in the 2022 financial year	5
2.1	General information	5
2.2	Remuneration components	7
2.3	D&O insurance	8
2.4	Company pension scheme	8
2.5	Variable remuneration components	10
2.5.1	Short-term incentive	10
2.5.2	Multi-yearshare-based remuneration (long-term incentive)	10
2.5.3	Determining target achievement	12

2.5.4 Payment of variable remuneration components/possible reclaiming

of variable remuneration components

3. Average remuneration of other employees

of the company on a full-time equivalent basis (remuneration

and employment conditions for workers)

4. Term and termination of the contracts of the members

of the Management Board

Part B - Remuneration Report 2022 of the Supervisory Board	14
5.	General information	14
6.	Remuneration components	15
7.	Term of office of the Supervisory Board	17

ANNEX

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Part A - Remuneration Report 2022 of the Management Board

1 Introduction

General information
The remuneration strategy of UNIQA Insurance Group AG ("UNIQA" or the "company"), which was drawn up for the first time by the Supervisory Board on 15 April 2020, was submitted to the 21st Annual General Meeting on 25 May 2020 for a vote and was approved by a majority of 99.82 per cent of the capital represented.
The remuneration policy, together with the date and outcome of the vote, was published on the company's website that is registered with the Companies Register.
The appointed Committee of the Supervisory Board for Board Affairs, which consists of the same individuals in its function as the Remuneration Committee, reviewed the applicable remuneration policy and approved it in the existing version.
In accordance with Section 78c of the Austrian Stock Corporation Act and the provisions of the Austrian Code of Corporate Governance as amended in January 2021, the Management Board and the Supervisory Board prepared this Remuneration Report 2022 of the members of the Management Board on 12 April 2023 after preliminary discussions with the appointed Committee of the Supervisory Board for Board Affairs, whose members are identical to the Remuneration Committee, and decided to submit it for voting at the 24th Annual General Meeting to be held on 6 June 2023.
The vote can be considered a recommendation. The decision is not contestable.
The Remuneration Report 2021 was approved at the 23rd Annual General Meeting on 23 May 2022 with a majority of 92.60 per cent of the valid votes cast (not including abstentions), with 72.21 per cent of the share capital represented in the vote. There were no requests from shareholders to speak on the Remuneration Report. Due to the high level of acceptance of the Remuneration Report by the shareholders, there was no need to take the voting result into consideration with regard to the Remuneration Report of the 2022 reporting year.
If necessary, the Remuneration Report for the 2023 financial year must state how the outcome of the vote of the 24th Annual General Meeting on 6 June 2023 on the 2022 Remuneration Report was taken into account.
Annual change in the company's economic performance
The following key figures and their respective changes for each year are presented in the Annex. Reference is also made to the extensive publications on the UNIQA Insurance Group AG website.
Germanhttps://www.uniqagroup.com/grp/investor-relations/publications/berichte-praesentationen.de.htmlEnglishhttps://www.uniqagroup.com/grp/investor-relations/publications/reports-presentations.en.html

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Overview of key figures 2018-2022

Consolidated key figures - five-year comparison	2018	2019	2020	2021	2022
In € million


Premiums written, including savings portions from unit-linked and	5,309	5,373	5,565	6,358	6,605
index-linked life insurance

of which property and casualty insurance	2,774	2,847	3,010	3,490	3,686

of which health insurance	1,086	1,131	1,168	1,226	1,277

of which life insurance	1,449	1,395	1,387	1,642	1,642

Insurance benefits (net)	-3,634	-3,666	-3,695	-4,104	-4,096
of which property and casualty insurance	-1,690	-1,719	-1,775	-1,965	-2,083

of which health insurance	-908	-969	-963	-998	-1,082

of which life insurance	-1,036	-977	-956	-1,141	-930
Operating expenses (net)	-1,315	-1,407	-1,566	-1,649	-1,712
of which property and casualty insurance	-811	-861	-971	-1,038	-1,083

of which health insurance	-184	-188	-225	-207	-209

of which life insurance	-320	-358	-371	-404	-419

Combined ratio after reinsurance (in per cent)	96.8%	96.4%	97.8%	93.7%	92.9%

Loss ratio (in per cent)	65.4%	64.2%	63.2%	61.3%	61.1%

Cost ratio (in per cent)	31.4%	32.2%	34.6%	32.4%	31.8%

Net investment income	585	585	505	648	406
Earnings before taxes	295	232	57	382	422

of which property and casualty insurance	120	61	-68	107	124

of which health insurance	96	86	80	173	120

of which life insurance	78	85	45	102	178

Consolidated profit/(loss)	243	171	19	315	383

Earnings per share (in €)	0.79	0.56	0.06	1.03	1.25

Dividend per share (in €)	0.53	0.18	0.18	0.55	0.551)
Equity (portion attributable to shareholders of UNIQA Insurance	2,972	3,368	3,450	3,304	2,034
Group AG)

Total assets	28,504	28,674	31,908	31,548	28,196

Operating retuon equity (in per cent)	7.9%	5.4%	0.6%	9.3%	14.4%
Solvency capital requirement (SCR) ratio (in per cent)	248%	221%	170%	196%	246%

Proposal to the Annual General Meeting
1.3 The scope of the report
This Remuneration Report, which has been prepared in accordance with the requirements of Section 78c of the Austrian Stock Corporation Act and L-Rule 29a of the Austrian Code of Corporate Governance 2021, is intended to provide a comprehensive overview of the remuneration granted or owed to current and former members of the Management Board in the course of the 2022 financial year as part of the remuneration policy, including all benefits in any form.
According to Section 78c of the Austrian Stock Corporation Act, so far as applicable, the

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Remuneration Report must include the following information on the remuneration of the individual members of the Management Board:

the total remuneration divided into components, the relative proportions of fixed and variable remuneration components and an explanation of how the total remuneration is consistent with the remuneration policy, including information on how the total remuneration supports the long-term performance of the company and how the performance criteria have been applied;
the annual change in total compensation, the company's economic performance and the average compensation of the company's other employees on a full-time equivalent basis, for at least the last five financial years and in a manner that permits comparison;
any remuneration from affiliated companies (Section 189a No. 8 of the Austrian Commercial Code);
[the number of shares and stock options granted or offered and the principal terms and conditions of exercise of the rights, including the exercise price, the exercise date and any changes to those terms and conditions] - not applicable
information on whether and how the option to reclaim variable remuneration components was applied;
[Information on any deviations from the procedure for implementing the remuneration policy pursuant to Section 78a(2) to (7) and on any deviations practised pursuant to Section 78a(8), including an explanation of the nature of the exceptional circumstances, and a statement of the specific parts from which deviations have been made] - not applicable

2 Components of remuneration in the 2022 financial year

2.1 General information

Remuneration to the members of the Management Board was granted in the 2022 financial year on the basis of an established remuneration policy. The remuneration granted promotes the long-term performance of the company. The performance criteria were determined and applied on the basis of the remuneration policy.

The members of the Management Board received fixed (non-profit related) remuneration in the 2022 financial year. The short-term incentive for 2021 (60 per cent of their entitlement) was also disbursed in 2022 as well as the deferred amounts (40 per cent) from their short-term incentive for 2018. Finally, the 2018 tranche of the long-term incentive was paid out.

A long-term incentive as a multi-yearshare-based remuneration component was again set for the 2022 financial year (2022 tranche).

The total remuneration of the members of the Management Board was commensurate with the tasks and performance of the individual Management Board member, the

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Attachments

Disclaimer

UNIQA Insurance Group AG published this content on 04 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 04 May 2023 07:03:57 UTC.