Fresenius Medical

The role of the administrative, management and supervisory bodies

Management Board

The Management Board consists of six members:

• Helen Giza - CEO and Chair (since December 2022)
• Martin Fischer - Chief Financial Officer (since October 2023)
• Franklin W. Maddux, M.D. - Global Medical Officer (since January 2020)
• Dr. Katarzyna Mazur-Hofsäß - Care Enablement (since January 2022)
• Craig Cordola, Ed.D. - Care Delivery (since January 2024)
• Dr. Jörg Häring - Legal, Compliance and Human Resources (since June 2024)

Supervisory Board

The Supervisory Board has twelve members, fully and equally composed since January 2024. The Chairman is Michael Sen.

Role and Responsibilities

The Supervisory Board observed all duties imposed by law, the Articles of Association and the rules of procedure, taking into account recommendations of the German Corporate Governance Code. The Supervisory Board:

• Supervised the Management Board within its responsibility
• Regularly advised the Management Board
• Was involved in decisions of fundamental importance to the company, including sustainability matters
• Deliberated on business policy, company planning and strategy
• Reviewed reports on business course, profitability, liquidity, and company outlook
• Discussed risk situation, risk management, portfolio changes and investment projects

2024 Activities

Key focus areas included:

• Comprehensive support for the Management Board in continued structural adjustments following the change in legal form from KGaA to AG
• Support in developing future strategic direction to strengthen Fresenius Medical Care's leading position
• Extensive involvement in FME25 transformation program implementation
• Portfolio optimization strategy discussions including divestments
• Environmental, social and governance (ESG) aspects
• Compliance monitoring and internal audit findings review
• IT security systems and data security incident remediation

Information provided to and sustainability matters addressed by the undertaking's administrative, management and supervisory bodies

Regular Reporting and Communication

The Management Board reported to the Supervisory Board regularly and was always promptly and comprehensively informed. Between meetings, the Management Board reported to the Supervisory Board in writing. During meetings, the Management Board also informed the Supervisory Board verbally.

Sustainability Matters

The Supervisory Board was involved in decisions of fundamental importance to the company, including sustainability matters. The Supervisory Board also dealt with investments, business strategy, portfolio optimization, and strategically relevant environmental, social and governance (ESG) aspects.

ESG Committee Work

The Audit Committee dealt with environmental, social and governance (ESG) aspects of strategic relevance to the Company. In this context, the committee discussed in particular:

• The regulatory requirements in the area of sustainability
• The Company's progress in pursuing the set global sustainability targets
• CSRD implementation and sustainability reporting requirements

Meeting Participation

All Supervisory Board members had 100% participation in meetings. Four meetings of the Supervisory Board were conducted in fiscal year 2024, some lasting several days as in-person meetings.

Information Access

Members of the Audit Committee are entitled to obtain information, via the Chairman of the Audit Committee, directly from heads of certain central departments of the Company. Heads of central departments regularly report directly to the Supervisory Board on relevant developments including:

• Legal rules revisions and jurisprudence developments
• Accounting and audit regulation developments
• Sustainability requirements

Integration of sustainability-related performance in incentive schemes

Overview

Sustainability targets are included in the short- and long-term compensation plans for the Management Board. They are also cascaded down to senior managers and individual contributors as part of the Global Bonus Plan and the Company's long-term incentive plan for non-Management Board members.

Roles Covered

• Management Board members (all members)
• Senior executives globally
• Other key positions (as part of global short- and long-term incentive plans)
• Individual contributors (via Global Bonus Plan)

Short-Term Incentive (STI) - Fiscal Year 2024

Sustainability Targets and Weighting

For 2024, the Supervisory Board defined two equally weighted sub-targets as sustainability targets for the variable, incentive-based compensation of Management Board members:

Weighting: 20% of the short-term incentive

Sub-targets:

1. Patient Satisfaction (50% of sustainability target)
2. Employee Engagement (50% of sustainability target)

Patient Satisfaction

• Metric: Net Promoter Score (NPS)
• Description: Strategically relevant measure of patient satisfaction with the company's services, measured as the patient's likelihood to recommend Fresenius Medical Care to others for dialysis treatment
• Source: Patient surveys conducted as part of Fresenius Medical Care's global Patient Experience Program
• Strategic target: NPS value of at least 70 every year (corresponds to 100% target achievement)

Target Values and Achievement:

Employee Engagement

• Metric: Employee Engagement Score (EES)
• Description: Proportion of employees categorized as "engaged" based on feedback on positive aspects of working environment and opportunities for improvement
• Methodology: Employees indicate extent of agreement that they (a) tell others great things about working at Fresenius Medical Care, (b) rarely think about leaving, and (c) are inspired to do their best work every day (scale 1-6)
• Rationale: Employee engagement impacts how employees deliver life-sustaining dialysis treatments, helps retain staff, reduces turnover costs, and contributes to improved performance and innovation

Target Values and Achievement:

Overall Sustainability Target Achievement (STI)

Long-Term Incentive (LTI) - Allocation 2024

Sustainability Target and Weighting

Weighting: 20% of the long-term incentive

Target: Reduction in market-based CO2e emissions

• Description: Climate targets help align business operations with efforts to reduce environmental footprint, drive innovation toward more efficient operations and a sustainable portfolio while mitigating risks related to climate impact and customer expectations
• Performance period: Multi-year vesting period (specific years not disclosed in excerpts)
• Reference: More detailed information available in the company's sustainability statement

Overall Compensation Structure (Target Total Direct Compensation 2024)

Multipliers Applied:

• Short-term variable compensation: 1.05 (105% of base salary)
• Long-term variable compensation allocation: 1.35 (135% of base salary)

Composition:

• Base salary: 29%
• Short-Term Incentive: 31%
• Long-Term Incentive: 40%

Performance-based compensation: 71% of target total direct compensation

• Long-term incentive share: 40% of total (56% of variable components)

Performance Period and Structure

Short-Term Incentive

• Performance period: One fiscal year (annual)
• Financial targets: Revenue (20%), Operating Income (40%), Net Income (20%)
• Sustainability target: 20%
• Cap: 150% of target amount

Long-Term Incentive

• Multi-year vesting period
• Performance targets include:
  • Relative Total Shareholder Return (TSR) performance
  • Sustainability target: CO2e emissions reduction (20%)

Payout Against Sustainability KPIs - Fiscal Year 2024

Overall Target Achievement for STI (including all performance targets):

STI Payout Amounts for 2024 Performance:

Cascade to Broader Employee Groups

Sustainability-related KPIs included in the short-term and long-term variable compensation plans for the Management Board were cascaded in 2024 to additional employee groups:

• Senior executives globally
• Other key positions
• Part of the Global Bonus Plan for individual contributors
• Company's long-term incentive plan for non-Management Board members

Outlook for 2025

The Supervisory Board has set:

• STI 2025: Two equally weighted sub-targets "patient satisfaction" and "employee satisfaction" as the sustainability target
• LTI allocation 2025: Reduction in market-based CO2e emissions as the sustainability target

Other performance targets for STI 2025 and LTI allocation 2025 correspond to those of the Fiscal Year 2024.

Strategy, business model and value chain

Business Model

Fresenius Medical Care is the world's leading provider of products and services for individuals with kidney diseases based on publicly reported revenue and the number of patients treated. As a vertically integrated medical technology (MedTech) and health care company, Fresenius Medical Care combines medical device engineering and manufacturing expertise with comprehensive patient care.

Market Context

The incidence of kidney disease is increasing worldwide. A significant rise in kidney disease drivers, such as obesity, diabetes, and hypertension, has elevated kidney disease to a global public health epidemic. According to estimates, the number of people requiring dialysis globally is increasing at a rate of 4% to 5% each year, and is expected to reach around 7 M people by 2035.

We are structured to meet the growing demand for the life-sustaining services and products that are vital to millions of people living with kidney disease worldwide.

Operating Segments

Care Delivery

Our Care Delivery business segment encompasses our global network of dialysis clinics and includes services that address the complex health care needs and treatment choices of kidney patients. We support the entire spectrum of renal care for chronic kidney disease (CKD) and ESRD.

Key Services:

• 3,675 worldwide dialysis clinics (2023: 3,925)
• Treatment of 299,352 dialysis patients (2023: 332,548)
• 69% of patients treated in the U.S., 31% International (2023: 62% U.S., 38% International)
• Over 85,000 patients served globally with PD and HHD solutions
• Value- and risk-based care programs in partnership with U.S. payors

Care Enablement

Our engineering expertise is at the heart of our Care Enablement segment. Care Enablement includes three product verticals: in-center dialysis, home dialysis, and critical care.

Key Products:

• Dialyzers, HD machines, home dialysis and PD cyclers
• PD solutions, HD concentrates, solutions and granulates
• Bloodlines, renal pharmaceuticals, water treatment systems
• Acute cardiopulmonary products, apheresis products
• Research and Development, manufacturing, supply chain operations

Global Operations

• Products and services distributed to customers across around 150 countries
• 39 production sites in 19 countries (2023: 40 production sites in 20 countries)
• Company headquarters in Bad Homburg v. d. Höhe, Germany
• Treatment of about 7% of all dialysis patients globally (2023: 8%)

Value Chain Integration

Through our vertical integration, scope, and scale, we manufacture and distribute kidney care related medical devices, systems, pharmaceuticals and products to customers, and operate dialysis centers serving kidney patients worldwide. This integration allows us to provide the full spectrum of health care services, systems, devices, technologies, products, and pharmaceuticals required to deliver high quality care to people living with kidney disease.

Interests and views of stakeholders

As a Company with global operations, our business activities impact a range of stakeholder groups (see table 2.2 on the next page). Our key stakeholders include our patients, employees and their representatives, customers, and shareholders. Representatives from academia, politics, media, and international organizations, and the communities in which we work are also important interest groups. Our stakeholders were considered during our assessment of material topics, and their views and interests were represented. We developed an understanding of our interaction with each group, our dependencies and impacts on them, and how risks and opportunities may arise from these impacts.

Identified key stakeholder groups and engagement approaches

Engagement processes and integration into strategy

We have established formal engagement processes with our most relevant stakeholder groups to facilitate ongoing exchange. Dialogue with stakeholders informs our strategies for managing impacts. Our formalized annual engagement with patients and employees provides important insights into how our business model and strategies align with the interests and views of these groups.

Communicating with relevant stakeholders helps us understand their expectations of our Company. It is also an important part of building trust and reliable partnerships, sharing and gaining knowledge, and promoting scientific progress. Depending on the stakeholder group, engagement is organized at the corporate level, within our business segments, or at the local level in the countries where affected stakeholders are located.

Governance of stakeholder views

The Management Board is informed about the interests and views of stakeholders through updates provided by the functional leads responsible for managing impacts, risks, and opportunities in their areas. The Audit Committee and Supervisory Board are also informed about the views of relevant stakeholders through updates provided by the Management Board and functional leads.

Integration with specific topics

Detailed information on our engagement with affected stakeholders is described in the topical chapters. For more details on stakeholder engagement and how its outcomes are considered in developing our business see chapters "Patients", "Product Stewardship" and "Working for Fresenius Medical Care".

Affected stakeholders and users of sustainability information

Where unions, works councils, or other employee representative bodies are formally established to represent employees' interests, we are committed to regularly exchanging with them in good faith. We do so in accordance with local laws and established practices. We take feedback and comments from employees, patients, and other stakeholders seriously, responding to input received through our communication channels. This includes concerns, complaints, and issues received through our complaint handling process.

We also hold an annual exchange with our German Works Council regarding the implementation of the German Due Diligence Law. The insights gathered help us identify strengths and opportunities to enhance our culture and work environment.

Engagement with workers in the value chain

Various functions conduct their own risk assessment activities to support our ongoing due diligence processes. These include, in particular, the Compliance, Procurement, Human Rights, and Environmental Management teams. A description of these assessments is included in the topical chapters.

Material impacts, risks and opportunities and their interaction with strategy and business model

Overview

Fresenius Medical Care has identified impacts, risks, and opportunities related to 25 material matters, clustered into ten groups, through a double materiality assessment completed in 2023. In 2024, the company carried out a review of materiality, which confirmed the 2023 assessment. The next annual review is planned for 2025.

In line with the company's business model, which focuses on delivering services to patients and products to enable their treatment, most IROs are related to own operations. The majority of sustainability matters fall within the social dimension. For the upstream and downstream value chain, IROs are primarily related to value chain workers of suppliers and environmental concerns, with a small number linked to product sales and business relationships.

List of Material IROs

The company has identified material impacts, risks and opportunities across three dimensions:

Environment:

• Climate change (Energy, Climate change mitigation, Climate change adaptation)
• Water
• Resource use and circular economy (Resource inflows, Resource outflows, Waste)

Social:

• Quality of care (Quality of care, Patient experience)
• Product stewardship
• Innovation and research and development (Innovation and research and development, Bioethics in research and development)
• Employer attractiveness and equal opportunities (Working Conditions, Equal treatment and opportunities for all, Employer attractiveness, Employee engagement)
• Human rights and health equity (Human Rights, Occupational Health and Safety, Health equity)
• Information security and data protection (Information security, Data Protection)

Governance:

• Business ethics (Non-retaliation/Protection of whistle-blowers, Political engagement and lobbying activities, Anti-bribery and anti-corruption, Anti-competitive behavior)

Detailed Material IROs by Topic

Climate Change

Energy

• Impact: The production and provision of life-saving products and treatments for patients consume significant amounts of energy (negative impact, own operations, upstream and downstream value chain, short to long-term)
• Risk: The company is a significant consumer of energy, with both products and services requiring substantial amounts of energy. Recent years have seen price increases and volatility that could strongly impact the Company's financial position, for example, through the impact of virtual Power Purchase Agreements (vPPAs). Growing regulatory and market pressures may require a faster transition to renewable energy sources, potentially driving up operational costs (medium-term)
• Opportunity: Generating and procuring renewable electricity in the markets where the company operates can lead to cost savings, positive cash flows, and operational improvements. Examples include Virtual Power Purchase Agreements, extending energy efficiency projects, and replacing energy sources (e.g., transitioning from gas to electricity) (medium to long-term)

Climate Change Mitigation

• Impact: Global energy consumption generates both direct and indirect greenhouse gas emissions within own operations and throughout the upstream and downstream value chain (negative impact, own operations, upstream and downstream value chain, short to long-term)

Climate Change Adaptation

• Impact: Adapting the business model to climate change supports the availability and resilience of critical infrastructure during disruptions – such as power outages, natural disasters or other operational restrictions – allowing patients to continue receiving life-saving dialysis treatment (positive impact, own operations, short to long-term)

Water

• Impact: Withdrawal of large volumes of water is primarily related to providing life-saving dialysis treatments and producing medical products. It could contribute to water stress or water risk in the surrounding area of the operating facilities (negative impact, own operations, short to long-term)
• Risk: Water consumption could be affected by and contribute to water stress or water risk within the surrounding of the operating facilities. Increasing regulations and changes in the market environment could lead to requirements for a faster water footprint reduction. Water is a necessary resource to provide high-quality products and services to patients; it may not be possible to reduce water footprint within a short time horizon (medium-term)
• Opportunity: Focusing on operational water efficiency could lead to potential cost savings (medium-term)

Resource Use and Circular Economy

Resource Inflow

• Impact: The company uses third-party chemicals and other raw materials to manufacture life-saving products and their packaging; business model and regulatory requirements shape this usage. Some materials could have adverse social and environmental impacts during transportation and processing before they reach production sites (negative impact, upstream value chain, short to long-term)
• Risk: The use of materials, primarily plastics and virgin granules, is increasingly regulated. Inability to adapt products and services swiftly to meet regulatory and customer demands could jeopardize market approval or compliance with tender requirements. Replacing certain raw materials at a reasonable cost or switching suppliers poses challenges due to strict MedTech and health care regulations, as well as the specific attributes of medical products (short to medium-term)
• Opportunity: Improvements in sourcing and reducing the eco-footprint of products and services can mitigate negative impacts while fostering innovation. These changes could also lead to cost savings (medium to long-term)

Resource Outflow

• Impact: Products and other materials leave production sites. A significant proportion of products are single-use plastic items with limited recyclability, often due to blood contamination. This may have potential adverse environmental impacts when these products and materials are disposed of. The disposal process is managed by suppliers (negative impact, own operations, downstream value chain, medium to long-term)
• Risk: See resource inflow (short to medium-term)
• Opportunity: A circular economy strategy – including waste management, material use, product end-of-life, and product design – could lead to benefits such as increased efficiency in material use and processes. These improvements may drive operational advancements and economic advantages (medium to long-term)

Waste

• Impact: The global business generates a significant amount of hazardous and non-hazardous waste, primarily from treating patients in clinics and producing life-saving products. Most waste stems from patient treatment, driven by the need for disposable medical products (negative impact, own operations, short to long-term)
• Risk: The increasing number of regulations, rising costs, and evolving market requirements related to waste reduction present challenges for the highly regulated MedTech and health care industry (short to medium-term)

Quality of Care

• Impact: Through products and services, the company aims to deliver safe, high-quality care for patients with chronic kidney disease. The company maintains a strong focus on quality and safety (positive impact, own operations, short to long-term)
• Risk: Providing high-quality care is the foundation of the business model. Financial risks are linked to staffing shortages, limited payment for dialysis, and patient hospitalization and mortality (short to medium-term)
• Opportunity: A track record of delivering high-quality care can enhance reputation with patients and payors, supporting sustained business success. Adherence to treatment prescriptions and reduced mortality rates can also lead to cost benefits. The successful implementation of the home treatment strategy, combined with a broader patient growth strategy, has the potential to expand the ability to serve more patients effectively (medium to long-term)

Patient Experience

• Impact: Through commitment to high-quality services and personalized care, the company positively impacts patient outcomes across the global clinic network. A positive patient experience contributes to optimal treatment outcomes, enhanced safety, and greater engagement in their treatment (positive impact, own operations, short to long-term)
• Risk: Lower patient satisfaction can negatively affect treatment adherence and optimal treatment outcomes, which can lead to increased hospitalization and mortality risks. It may also impact patient retention within services (short to medium-term)
• Opportunity: Patient satisfaction (measured using the patient Net Promoter Score, NPS) is one of the key performance indicators for assessing how satisfied patients are with services. Addressing patient grievances and improving satisfaction levels can positively impact patient experience and strengthen brand recognition (medium-term)

Health Equity (Entity-specific)

• Impact: The company believes that every patient should have equitable opportunities and support to achieve the highest possible level of health. The commitment to health equity includes expanding knowledge and services to identify and address inequities in care and health outcomes (positive impact, own operations, short to long-term)

Product Stewardship

• Impact: The quality and safety of products are essential for the business throughout the entire product life cycle, from design and development to operations and application. The aim is to develop and manufacture safe, high-quality products that improve health outcomes for patients and support caregivers to provide comprehensive care (positive impact, own operations, upstream and downstream value chain, short to long-term)
• Risk: Insufficient product quality and safety might lead to quality issues and product recalls, potentially resulting in adverse financial impacts or reputational damage (short to medium-term)

Innovation and Research & Development (Entity-specific)

• Impact: The company continuously aims to set standards across the renal care continuum and value chain through innovation, developing, and applying new technologies. The company strives to improve patient outcomes and define standards of care (positive impact, own operations, medium to long-term)
• Risk: Failure to innovate may impact future market-position, profitability, and business success (medium to long-term)
• Opportunity: Continued investment in research and development may provide opportunities to meet the future and evolving needs of kidney care, value-based care, and changes in health care systems. Developing sustainable products and services may increase their attractiveness, increase market share, and strengthen financial position (medium to long-term)

Employer Attractiveness and Equal Opportunities

Working Conditions

• Impact: The Company positively impacts employees' livelihoods by offering competitive wages and benefits, the possibility for flexible working (where applicable), secure employment, and, in accordance with local legal requirements, respect for employees' rights to collective bargaining (positive impact, own operations, upstream value chain, short to long-term)
• Risk: Driving growth across the services business, as well as developing and manufacturing products, requires skilled labor. Labor costs and expenses related to recruitment and retention may continue to rise, especially in tight labor markets (short to medium-term)

Equal Treatment and Opportunities for All

• Risk: See Working Conditions risk (Note: Risk and opportunity for "working conditions" and "equal treatment and opportunities for all" refers only to own workforce)

Employer Attractiveness

• Impact: Not explicitly detailed separately in the overview table

Employee Engagement

• Impact: Not explicitly detailed separately in the overview table

Human Rights and Health Equity

Human Rights

• Impact: Not explicitly detailed in the IRO overview table; detailed in separate Human Rights chapter

Occupational Health and Safety

• Impact: Not explicitly detailed separately in the IRO overview table

Health Equity

• Impact: See above under Health Equity entity-specific topic

Information Security and Data Protection

• Impact: Not explicitly detailed in the IRO overview table; impacts, risks and opportunities are addressed in the Protecting Data chapter

Business Ethics

Non-retaliation/Protection of Whistle-blowers

• Impact: Not explicitly detailed in the IRO overview table; addressed in Compliance and Business Ethics chapter

Political Engagement and Lobbying Activities

• Impact: Not explicitly detailed in the IRO overview table; addressed in Compliance and Business Ethics chapter

Anti-bribery and Anti-corruption

• Impact: Not explicitly detailed in the IRO overview table; addressed in Compliance and Business Ethics chapter

Anti-competitive Behavior (Entity-specific)

• Impact: Not explicitly detailed in the IRO overview table; addressed in Compliance and Business Ethics chapter

Topics Assessed as Not Material

Pollution (ESRS E2) and Biodiversity (ESRS E4) are not considered material.

Pollution: A location-specific screening of all production sites and clinics using the WWF Biodiversity Risk Filter (which considers pollution), along with media screenings and exchanges with local experts, did not identify material issues. All production sites completed an internal questionnaire providing local information, including a multi-year overview of pollution-related issues and incidents. No material issues were identified, as appropriate management systems have been established. Annual supplier risk screenings have not identified any impacts, risks, or opportunities within the value chain.

Biodiversity and Ecosystems: A location-specific screening of all production sites and clinics based on the WWF Biodiversity Risk Filter provided insights into biodiversity and ecosystems. No high or very high risks were identified in relation to biodiversity-sensitive areas, shared biological resources, or ecosystem disruptions. A non-material dependency on water related to ecosystems was identified, with a potential long-term impact. Annual supplier risk screenings have not identified any impacts, risks, or opportunities within the value chain.

Linkage to Strategy and Business Model

The company considers its business model to be resilient and expects to have the capacity to address applicable sustainability matters over the short to medium term. Environmental matters are also considered over the long term. Appropriate resources are allocated to manage material impacts and risks while leveraging material opportunities.

For example, in 2024, the company invested in employees and developed strategies to address material risks related to workforce.

The company's strategic sustainability priorities that create value for business and stakeholders focus on:

• Enhancing quality of care and access to health care
• Building the best team to serve patients
• Reducing the Company's environmental footprint

Sustainability continues to be integrated into business operations and incorporated into relevant processes, including corporate strategy, business planning, budgeting, operations, investment decisions, corporate risk management, internal controls, finances, and compensation systems.

Global environmental, social, and governance targets support the three focus areas. They also consider relevant impacts, risks, and opportunities, and the Company's contribution to the UN Sustainable Development Goals (SDGs), particularly SDG 3 (health and well-being), SDG 4 (Quality Education), SDG 8 (Decent Work and Economic Growth), and SDG 12 (Responsible Consumption and Production).

Interaction with Business Operations

Material IROs interact with the business through:

• Management approach: Each material topic has defined management approaches including policies, governance structures, actions, and targets (detailed in respective topical chapters)
• Compensation linkage: Sustainability targets are included in short- and long-term compensation plans for the Management Board and cascaded down to senior managers. For 2024, targets included patient satisfaction, employee engagement (20% of short-term incentive), and reduction in CO2e emissions (20% of long-term incentive)
• Risk management integration: Sustainability impacts, risks, and opportunities are monitored as part of business operations, due diligence, and corporate risk management processes. Corporate risk assessment is conducted twice per year based on a catalog of potential risks, including sustainability risks
• Due diligence processes: Sustainability due diligence and risk management are embedded in business processes through policies including Code of Ethics and Business Conduct, Human Rights Policy, Global Environment Policy, and Supplier Code of Conduct
• Internal Control System: Sustainability metrics are integrated into the Company-wide Internal Control System, with controls related to compensation-related metrics prioritized initially

Resilience to Material IROs

The company considers its business model to be resilient to identified sustainability matters. No material climate-related risks (e.g., natural hazards) or transition risks and opportunities were identified in short-term (<1 year) or medium-term (1-5 years) under the physical scenario up to 2050 and the transition scenario up to 2040.

Some locations may experience limited local impacts from physical risks, such as water stress, over the long term (>5 years). The company aims to mitigate these impacts on patients and at sites with business continuity plans, crisis preparedness, and continuously improving forward-looking risk management.

Climate scenario analysis: Conducted in 2024 following TCFD recommendations, considering both a low-emission scenario (transition risks and opportunities) and a high-emission scenario (physical risks). The company recognizes that transitioning to a low-carbon economy could impact macroeconomic trends, including increased regulatory requirements, shifts in energy mix towards renewable energy, and circular economy integration. However, CO2e pricing trends remain highly uncertain, and the analysis has limitations requiring further evaluation.

Water stress: In 2024, water stress assessments revealed that 11% of dialysis clinics and 11% of production sites are located in areas of extreme high-water stress. The company is incorporating insights from this analysis into the Group-wide risk management system.

Financial Effects

As part of the renewable electricity purchasing strategy, the company entered into Virtual Power Purchase Agreements (vPPAs) in 2024 that have a financial impact on the company's financial position. The derivatives embedded in vPPAs are valued at €(25,394) thousand as disclosed in the Notes to the consolidated financial statements.

In 2024, there was no significant Capex or Opex spending related to climate and environmental actions described. For planned Opex, the company refers to the financial impact of vPPAs.

Description of the process to identify and assess material impacts, risks and opportunities

Overview of the Double Materiality Assessment Process

Fresenius Medical Care is committed to conducting a full materiality assessment every three to five years to evaluate relevant material topics, along with the associated impacts, risks, and opportunities (IRO). Between full assessments, the company performs an annual materiality review to validate that identified IROs continue to reflect the business model and strategy.

The company completed a full materiality assessment in 2023 in preparation for the new reporting requirements of the CSRD. In 2024, the company carried out a review of materiality, which confirmed the 2023 assessment. The next annual review is planned for 2025. The review considers regulatory, market, and industry developments. The company also evaluates interactions with key external stakeholders and their perspectives, including investors, ESG capital market rating agencies, media, and other stakeholders.

Step-by-Step Methodology

The materiality assessment applied the key principles of double materiality following the ESRS requirements:

1. Scope definition: The assessment was conducted on a group-wide basis, covering the full consolidation scope for own operations and upstream and downstream value chain.

2. Compilation of initial topic list: The company compiled an initial list of more than 180 sustainability topics (matters) and subtopics as a basis for identifying and describing the impacts, risks, and opportunities (IROs) to be assessed. This included:

   • Topics from the previous materiality assessment
   • Input from internal subject matter experts
   • Sustainability topics covered in ESRS (according to the list in ESRS 1, Appendix A)
   • Topics from external sources including ESG ratings, trend and media analyses, stakeholder requests
   • Other reporting standards such as GRI, SASB, ISSB, and EU Taxonomy requirements

3. Assessment rounds: In the first round of evaluation, IROs related to all CSRD topics were assessed.

4. Workshops and validation: Through a series of assessments and workshops involving senior management from business segments and global functions, IROs relating to 25 sustainability matters, clustered into ten groups, were validated and proposed as the outcome of the materiality assessment.

5. Management Board validation: The Management Board discussed and validated the results, and the Supervisory Board was informed about the materiality assessment.

Inputs to the Assessment

Internal inputs:

• Internal subject matter experts
• Senior management from business segments and global functions
• Previous materiality assessment results

External inputs:

• ESRS guidance (ESRS 1, Appendix A)
• ESG ratings
• Trend and media analyses
• Stakeholder requests
• Global Reporting Initiative (GRI)
• Sustainability Accounting Standards Board (SASB)
• International Sustainability Standards Board (ISSB)
• EU Taxonomy requirements

Stakeholder consultation: Stakeholders were considered during the assessment of material topics, and their views and interests were represented. The company developed an understanding of interaction with each group, dependencies and impacts on them, and how risks and opportunities may arise from these impacts.

Approach to Impact Materiality

The company assessed negative and positive, actual and potential impacts of business activities on people and the environment. The role of business relationships in sustainability matters was considered across the value chain. When evaluating potential negative human rights impacts, these were prioritized based on relative severity. In alignment with due diligence processes and risk assessments, the company did not identify particular circumstances that might give rise to heightened risks of adverse impacts.

Time horizons: The assessment considered both impact on people and the environment (impact materiality) and sustainability-related risks and opportunities that may affect the business (financial materiality). Time horizons over the short, medium, and long term were in line with the ESRS.

Approach to Financial Materiality

The assessment considered sustainability-related risks and opportunities that may affect the business over short, medium, and long-term time horizons, in line with ESRS.

Threshold for Materiality

The materiality threshold is set at 1.5.

Frequency and Last Review

• Frequency: Full materiality assessment every three to five years; annual materiality review in between
• Last full assessment: 2023
• Last review: 2024
• Next review: 2025

Use of Value Chain Mapping

The assessment was conducted on a group-wide basis, covering the full consolidation scope for own operations and the upstream and downstream value chain. The company identified that:

• Most IROs are related to own operations, consistent with the business model which focuses on delivering services to patients and products to enable their treatment
• For upstream and downstream value chain, IROs are primarily related to value chain workers of suppliers and environmental concerns, with a small number linked to product sales and business relationships

Results of the Assessment

The outcome of the 2023 materiality assessment reflected the stable business model and strategy, as well as the ability to address challenges as a globally operating business. Changes in material topics were primarily related to progress in company-wide sustainability management and shifts in societal and regulatory expectations of companies, as reflected in the ESRS.

The company has identified impacts, risks, and opportunities related to 25 material matters. In line with the business model, most IROs are related to own operations. The majority of sustainability matters fall within the social dimension.

Material topics identified (clustered into ten groups):

• Climate change
• Water
• Resource use and circular economy
• Quality of care
• Product stewardship
• Innovation and research
• [Additional topics listed in the materiality matrix]

Exclusions

Pollution (ESRS E2) and biodiversity (ESRS E4) are not considered material.

Integration with Risk Management

Material impacts, risks, and opportunities were identified through a double materiality assessment and are regularly reviewed as part of the corporate risk management process.

Transition plan for climate change mitigation

Scope and target year

We define climate neutrality as a 90% reduction of market-based Scope 1 and Scope 2 emissions by 2040 compared to the base year, without using carbon credits. We are working on a net-zero target that includes Scope 3 emissions, as required by the Science Based Targets initiative (SBTi).

Scope of the plan:

• Covers direct and indirect greenhouse gas emissions within our own operations and throughout the upstream and downstream value chain
• Includes all operations globally (clinics and production sites)

Target years:

• 2030 target: Reduce total Scope 1 and Scope 2 emissions by 50% CO2e emissions (compared to 2020 baseline of 915,732 tCO2e)
• 2040 target: Climate neutral (90% reduction in market-based Scope 1 and 2 emissions from base year)

Baseline and milestones

Base year 2020:

• Baseline: 915,732 tCO2e (market-based Scope 1 and 2)
• The 2020 base year was adjusted to include additional emission sources aligned with ESRS requirements, resulting in a 17% increase from 781,885 tCO2e to 915,732 tCO2e
• Additional sources include: natural gas and diesel consumption in dialysis clinics; mobile combustion from car and truck fleets; energy consumption in warehouses, distribution centers, offices, pharmacies, laboratories, and day care hospitals; fugitive and process-based emissions

2024 progress:

• Achieved nearly 25% reduction from 2020 baseline
• Market-based Scope 1 and 2 emissions: 687 thousand tons CO2e (2024)
• Maintains trajectory to meet 2030 target with minimum annual average reduction of 5%

Alignment with 1.5°C / SBTi validation status

Our global targets follow the Science Based Targets initiative (SBTi) Corporate Net-Zero Standard published in March 2024 for achieving the Paris Agreement's goal of limiting global temperature increases to 1.5°C. SBTi target alignment was evaluated using the net-zero tool on SBTi website.

Validation status:

• Targets have not yet been externally validated
• In January 2024, we submitted our commitment to the SBTi for near-term and net-zero Scope 1, 2, and 3 targets
• We plan to submit our target sets for validation in 2025
• Scope 3 targets have been internally approved by the Management Board for submission to SBTi and aim to publish in 2025

Key decarbonization levers

1. Renewable Electricity

Virtual Power Purchase Agreements (vPPAs):

• Signed five vPPAs in Germany and the U.S.
• Three became operational in 2024, two expected to start in 2025
• Contract terms: 10 to 15 years
• Expected to feed around 580 GWh of renewable energy into the grid annually, equal to approximately 46% of global consumption
• In 2024, three operational projects fed 27.2 GWh of electricity into the grid, reducing market-based Scope 2 emissions by 10,131 tCO2e
• Electricity from vPPAs meets RE100 technical criteria

Other renewable electricity measures:

• Extend green tariffs
• Install onsite solar panels (installations at two clinics in Poland in 2024 expected to cover 25% of site consumption)
• Purchase unbundled Energy Attribute Certificates (EACs)

Expected contribution:

• 94% of the reduction necessary for 2030 target through market-based Scope 2 decarbonization (switching to renewable electricity)
• Remaining 6% expected from efficiency measures

2. Energy Efficiency and Process Optimization

Production sites:

• Energy efficiency workshops identified over 100 opportunities to reduce energy consumption by approximately 15% and emissions by 14% (based on 2023 data)
• May generate annual cost savings
• 2024 implementations: expected to save 26,095 MWh of energy annually (1.5% of total energy consumption) and prevent 5,942 tons of CO2e emissions per year (1.9% of total market-based Scope 1 and 2 emissions)
• Examples: optimizing boiler usage in Bogotá; replacing steam traps in Ogden; energy recovery projects

Clinics:

• Completed project to optimize heating, ventilation, and air conditioning systems in almost 1,300 clinics across the U.S. (nearly 50% of U.S. clinics)
• Reduced annual energy consumption by more than 13 MWh per clinic on average

3. Future decarbonization measures (post-2030)

Focus on Scope 1 emissions:

• Scope 1 accounts for 52% of remaining market-based Scope 1 and 2 emissions in 2024
• Explore electrification of natural gas-driven processes for heating and manufacturing
• Substitute fossil fuel consumption with carbon-neutral alternatives: electrification, renewable fuels (hydrogen, biogas)
• Address remaining 10% of residual emissions after 2040 through new technologies (carbon capture and removal)

In 2025, plan to:

• Review options for reducing reliance on fossil fuels across operations
• Evaluate need to formalize climate actions as part of a climate transition plan in the medium term

4. Supply chain and Scope 3

Scope 3 emissions are the primary driver of total GHG emissions, mainly related to purchased products and services, and the use phase of sold products. We are currently developing an action plan that includes measures related to emission reduction targets across the value chain.

Circular economy strategy:

• Developing measures to support Scope 3 reduction efforts
• Trend toward circular economy driven by market and customer requirements

CapEx / investment commitments

In 2024, we had no significant Capex or Opex spending related to the actions described. For planned Opex, we refer to the financial impact of our vPPAs.

Locked-in emissions and stranded asset analysis

Climate scenario analysis:

We initiated a climate scenario analysis following the recommendations of the Task Force on Climate-Related Financial Disclosures (TCFD). It considers both:

• Low-emission scenario (transition risks and opportunities)
• High-emission scenario (physical risks)

Physical risks (RCP8.5 scenario):

• Assessed chronic and acute climate-related risks for clinics and production sites
• Time horizons: 2030 and 2050
• Some clinics and production sites could be affected in the long-term
• Chronic climate risks (water stress, drought, heat stress) identified as having highest impact
• Modeled potential financial impacts (business operation interruptions, infrastructure damage)
• No material climate-related physical risks identified in short-term (<1 year) or medium-term (1-5 years)

Transition risks and opportunities (Net Zero 1.5°C scenarios to 2040):

Three relevant risks identified:

1. Increasing CO2e prices
2. Rising costs in supply chain
3. Impact of circular economy on business model

Rising CO2e prices could impact entire business, especially if applied to Scope 3 emissions, potentially increasing supply chain costs. Assessed range of CO2e prices based on different net zero scenarios until 2030 and 2040.

Resilience analysis: Concluded that overall, strategy and business model are resilient to climate change. No material transition risks and opportunities identified in short-term or medium-term under transition scenario up to 2040.

Uncertainties: There are uncertainties in assessing long-term impacts of climate scenarios beyond a ten-year horizon, particularly policy changes, regulatory developments, and CO2e pricing trends.

Integration into strategy: Greenhouse gas emissions are considered a criterion for acquisitions and investments. Goal to integrate insights from climate scenario analysis into strategic business decisions, including strategy planning, M&A due diligence, and capital allocation planning.

Carbon credits / removals

We define climate neutrality as a 90% reduction in market-based Scope 1 and Scope 2 emissions from the base year, without the use of carbon credits.

No carbon credits are used in achieving the 2030 and 2040 targets. However, to address the remaining 10% of residual emissions after 2040, we may explore new technologies, such as carbon capture and removal.

Other relevant information

Governance:

• Management Board and senior executives compensation is linked to Scope 1 and 2 emission reduction
• Management Board made the decision to enter vPPAs, allocating necessary resources

No internal carbon pricing: We do not currently use an internal carbon pricing scheme due to its significant bureaucratic complexity and the challenge of establishing an effective incentive structure.

Currently no formal transition plan: Currently, no transition plan is in place. We plan to evaluate the need to formalize our climate actions as part of a climate transition plan in the medium term.

Future developments considered: When setting targets, we considered future developments that could impact energy consumption and resulting greenhouse gas emissions, such as changes in patient numbers or product demand.

Policies related to climate change mitigation and adaptation

Fresenius Medical Care has disclosed one primary environmental policy that addresses climate change mitigation and adaptation.

Global Environmental Policy

Policy name: Global Environmental Policy

Scope: The policy sets minimum standards for environmental topics across the organization and defines principles and objectives for environmental protection.

Key content and principles:

• Provides a high-level overview of identified impacts, risks, and opportunities
• Sets minimum standards for environmental topics
• Defines principles and objectives for environmental protection
• Addresses climate change mitigation and adaptation, energy efficiency, and renewable energy deployment
• Commits to assessing potential environmental risks and mitigation strategies that govern climate change mitigation and adaptation activities
• Details how the company manages, monitors, and reduces environmental impact across the value chain
• Includes measures to improve energy efficiency and deploy renewable energy

Governance and oversight:

• The Management Board is the governing committee for all strategic environmental matters
• The Management Board approves global environmental policies
• The Management Board receives regular updates on policy implementation
• The Management Board defines the overarching environmental strategy and sets global targets
• The overarching standard operating procedure (SOP) for environmental data management and reporting was approved by the Management Board

Implementation monitoring:

• Standard operating procedures (SOPs) define how the company manages global data and reports on environmental indicators, including energy consumption, greenhouse gas (GHG) emissions, water withdrawal, and waste
• SOPs were updated in 2024 in line with the EU Corporate Sustainability Reporting Directive
• The company assesses, defines, and executes concrete actions to improve energy efficiency and develop environmentally sustainable products

Public availability: Not disclosed

Links to international standards: Not disclosed in the provided excerpts

Actions and resources in relation to climate change policies

Overview of Key Reduction Measures

The company's climate neutrality action plan focuses on:

• Green & Lean initiatives to further improve energy efficiency at production sites and dialysis clinics
• Investments in renewable energy projects and/or vPPAs (Virtual Power Purchase Agreements)

Virtual Power Purchase Agreements (vPPAs)

Description: Greenfield vPPA projects with wind and solar parks to support expansion of renewable electricity and contribute to sustainable development of national electricity grids.

Scope: Own operations (electricity procurement)

Time horizon: Long-term contracts with 10 to 15 year term-lengths. Three projects became operational in 2024, two expected to start in 2025.

Expected outcomes:

• The five vPPA projects are expected to feed around 580 GWh of renewable energy into the grid annually, equal to approximately 46% of global electricity consumption
• In 2024, the three operational projects fed 27.2 GWh of electricity into the grid, reducing market-based Scope 2 emissions by 10,131 tCO2e
• Electricity from vPPAs meets RE100 technical criteria

Link to targets: Supports achievement of 2030 market-based Scope 1 and Scope 2 target (50% reduction vs. 2020 baseline). The company expects to achieve 94% of the 2030 reduction through the market-based Scope 2 decarbonization lever of switching to renewable electricity.

Energy Efficiency Projects at Production Sites

Description: Energy efficiency workshops at production sites identified over 100 opportunities to reduce energy consumption and emissions.

Scope: Own operations (production sites)

Time horizon: Implementation ongoing in 2024, with annual savings expected

Expected outcomes:

• Approximately 15% reduction in energy consumption and 14% reduction in emissions (based on 2023 data)
• Annual cost savings (amount not quantified)
• In 2024, implemented projects are expected to save 26,095 MWh of energy annually (1.5% of total energy consumption at production sites)
• Prevent 5,942 tons of CO2e emissions per year (1.9% of total market-based Scope 1 and Scope 2 emissions at production sites)

Specific measures implemented in 2024:

• Optimizing boiler usage to reduce natural gas consumption at production site in Bogotá
• At Ogden (largest U.S. production site): replaced steam traps to prevent energy waste and implemented energy recovery projects

Link to targets: Supports 2030 and 2040 Scope 1 and Scope 2 targets. The remaining 6% of the 2030 target reduction is expected to come from efficiency measures.

HVAC Optimization in U.S. Clinics

Description: Project to optimize heating, ventilation, and air conditioning systems in U.S. clinics.

Scope: Own operations (dialysis clinics)

Time horizon: Completed in 2024

Scale: Nearly 1,300 clinics across the U.S., covering nearly 50% of U.S. clinics

Expected outcomes:

• Reduced annual energy consumption by more than 13 MWh per clinic on average

Renewable Energy Certificates

Description: Purchase of Energy Attribute Certificates (EACs) and green tariffs.

Scope: Own operations

Expected outcomes:

• Contributed to 19% decrease in reported market-based Scope 2 emissions in 2024 compared to 2023
• Helped achieve nearly 25% reduction in market-based Scope 1 and Scope 2 emissions from 2020 baseline by end of 2024

Planned Actions for Post-2030

Description: Electrification and fuel switching to achieve 2040 climate neutrality target.

Scope: Own operations

Time horizon: Post-2030, toward 2040 target

Planned measures:

• Explore electrification of natural gas-driven processes for heating and manufacturing
• Reduce natural gas use and decarbonize its consumption (accounts for 52% of remaining market-based Scope 1 and 2 emissions in 2024)
• Substitute remaining fossil fuel consumption with carbon-neutral alternatives such as electrification and switching to renewable fuels like hydrogen or biogas
• For remaining 10% of residual emissions after 2040: explore new technologies such as carbon capture and removal
• In 2025, plan to review options for reducing reliance on fossil fuels across operations

Scope 3 Actions

Description: Development of Scope 3 climate targets aligned with SBTi net-zero criteria.

Time horizon: Targets internally approved by Management Board for submission to SBTi, planned publication in 2025

Link to policy: Addresses stakeholder interest in climate change mitigation measures and energy footprint across upstream and downstream value chain.

Resources Allocated

Non-financial resources:

• Global Sustainability department drives strategic sustainability activities
• Formal cross-functional project steering committees, project teams, and expert networks support implementation of sustainability projects
• Energy efficiency workshops conducted at production sites
• Regular updates to Management Board and Supervisory Board by Global Head of Sustainability

Financial resources: Not quantified in the excerpts provided.

Note: The company does not currently use an internal carbon pricing scheme due to significant bureaucratic complexity and challenges in establishing an effective incentive structure.

Targets related to climate change mitigation and adaptation

Scope 1 and Scope 2 Targets

2030 and 2040 Targets:

• By 2030: Reduce total market-based Scope 1 and Scope 2 emissions by 50% compared to 2020 baseline
• By 2040: Climate neutral (defined as 90% reduction of market-based Scope 1 and Scope 2 emissions from the base year, without using carbon credits)

Baseline year: 2020
Baseline value: 915,732 tCO₂e (market-based Scope 1 and Scope 2)

Target type: Absolute reduction
Scope: Own operations (global operations)
Science-based validation status: Not yet externally validated. Commitment submitted to SBTi in January 2024. Plans to submit targets for validation to SBTi in 2025. The targets are aligned with the SBTi Corporate Net-Zero Standard published in March 2024 and the Paris Agreement goal of limiting global temperature increases to 1.5°C.

Progress to date (2024):

• Market-based Scope 1 and Scope 2 emissions: 687,000 tCO₂e (rounded from chart)
• 25% reduction from 2020 baseline (maintaining minimum annual average reduction of 5%)
• Market-based Scope 1 and Scope 2 emissions declined by 13% compared to 2023
• On track to meet 2030 target

Key reduction measures:

• Increase use of renewable electricity (expected to achieve 94% of the reduction necessary for 2030 target)
• Implement energy efficiency projects (expected to achieve remaining 6%)
• Five Virtual Power Purchase Agreements (vPPAs) signed in Germany and U.S., expected to feed around 580 GWh of renewable energy into the grid annually (approximately 46% of global consumption)
• In 2024, three operational vPPA projects fed 27.2 GWh of electricity into the grid, reducing market-based Scope 2 emissions by 10,131 tCO₂e
• Energy efficiency projects implemented in 2024 expected to save 26,095 MWh of energy annually and prevent 5,942 tons of CO₂e emissions per year
• HVAC optimization project completed in almost 1,300 U.S. clinics, reducing annual energy consumption by more than 13 MWh per clinic on average

Scope 3 Targets

The company is developing Scope 3 climate targets aligned with the net-zero criteria defined by SBTi. The targets have been internally approved by the Management Board for submission to SBTi. Plans to submit them for validation and publish Scope 3 targets in 2025.

Working toward net-zero target that includes Scope 3 emissions, as required by SBTi.

Additional Information

Baseline adjustment: In 2024, the 2020 baseline was adjusted from 781,885 tCO₂e to 915,732 tCO₂e (17% increase) to include additional emission sources: natural gas and diesel consumption in dialysis clinics; mobile combustion from car and truck fleets; energy consumption in warehouses, distribution centers, offices, pharmacies, laboratories, and day care hospitals; and fugitive and process-based emissions.

Governance: The Management Board has mandated the Global Sustainability department to develop and oversee the global climate strategy and emission reduction targets. Management Board and senior executives' compensation is linked to Scope 1 and 2 emission reduction.

Monitoring: The metric used to track effectiveness is the annual CO₂e reduction compared to the 2020 base year.

Energy consumption and mix

Total energy consumption (2024)

Fresenius Medical Care reported 2,962,975 MWh total energy consumption in 2024 (2023: 3,087,772 MWh), representing a 4% decrease year-over-year.

Disaggregated energy consumption and mix

¹ Including fleet fuel, stationary diesel, fuel oil, LPG, propane.
² All data stated as lower heating value.
³ Thereof 3% district heating (2024 share).
⁴ Only from grid electricity consumption.
⁵ Including Virtual Power Purchase Agreements, Energy Attribute Certificates (EAC) and green tariffs.
⁶ From solar.

Energy production (2024)

Energy intensity (high climate impact sector)

Fresenius Medical Care classified its Care Enablement business segment as a high climate impact sector. For this segment:

• Total energy consumption from activities in high climate impact sectors per net revenue: 0.00028752 MWh/€ (2024)
• Net revenue from Care Enablement segment: €5,557 M (2024)

GHG intensity

¹ Based on total net revenue of €19,336 M (2024).

Renewable energy certificates and PPAs

Energy Attribute Certificates (EACs) 2024:

² EACs from vPPAs consist of Guarantees of Origin from three vPPAs in Germany, registered under HKNR.
³ Unbundled EACs are exclusively purchased in the U.S. in the form of RECs from multiple regions.
⁴ All bundled EACs originate from a single green tariff in Colombia.

Virtual Power Purchase Agreements (vPPAs):

• Number of PPAs (of which operational): 5 (3)
• Amount of electricity produced: 27.2 GWh (2024)
• Amount of emissions reduced: 10,131 tCO₂e (2024)

Scope and methodology

Coverage: Energy consumption data covers production sites, distribution centers, laboratories, dialysis clinics (U.S. and international), vascular access centers, pharmacies, physicians' practices, offices, and mobile fleets (car/truck).

Data sources: Primary data collected from meter readings and invoices. Where year-end data (November/December invoices) are unavailable, estimations are applied. For smaller locations with only landlord billing, full-year estimations use square footage. For fleet vehicles without available data, central estimates use mileage, kilometers, or number of cars.

Emission factors:

• Scope 1: Department for Environment, Food & Rural Affairs (DEFRA)
• Scope 2 location-based: International Energy Agency (IEA) via Resource Advisor tool
• Scope 2 market-based: US Residual Mix (Green-e Energy Emissions Rates), RE-DISS Residual European Mix, and IEA via Resource Advisor tool

Limitations: The company notes dependence on secondary data (industry averages, proxy datasets), lack of specificity in generic emission factors, aggregation errors from combining diverse datasets, exclusion of some indirect impacts, and inability to track changes without primary data. Energy intensity can vary widely depending on operational specifics and technology used.

Baseline adjustment (2020): In 2024, the company expanded environmental data coverage to include all sources of market-based Scope 1 and 2 emissions, aligning with ESRS requirements. This included adding natural gas and diesel consumption in dialysis clinics, mobile combustion from car/truck fleets, energy consumption in warehouses/distribution centers/offices/pharmacies/laboratories/day care hospitals, and fugitive/process-based emissions. The 2020 baseline was adjusted from 781,885 tCO₂e to 915,732 tCO₂e (17% increase).

Gross Scopes 1, 2, 3 and Total GHG emissions

Scope 1, 2, and 3 GHG Emissions

Table: Greenhouse Gas Emissions (thousand tonnes CO₂eq)

Adjusted 2020 baseline for Scope 1 and 2 targets: 915,732 tCO₂eq (market-based; includes additional emission sources added in 2024 to align with ESRS requirements: natural gas and diesel consumption in dialysis clinics; mobile combustion from car and truck fleets; energy consumption in warehouses, distribution centers, offices, pharmacies, laboratories, and day care hospitals; fugitive and process-based emissions). The baseline increased by 17% from 781,885 tCO₂eq to 915,732 tCO₂eq.

Climate neutrality targets:

• By 2030: –50% CO₂e emissions (Scope 1 + market-based Scope 2, compared to 2020 baseline of 915,732 tCO₂eq)
• By 2040: Climate neutral (defined as 90% reduction in market-based Scope 1 and Scope 2 emissions from base year, without carbon credits)

Progress: In 2024, market-based Scope 1 and Scope 2 emissions totaled 687,439 tCO₂eq, a reduction of approximately 25% from the 2020 baseline (915,732 tCO₂eq) and 13% from 2023.

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GHG Intensity

Table: GHG intensity per net revenue

Net revenue for 2024: €19,336 million.

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Biogenic CO₂ Emissions

Biogenic emissions in Scope 1 are related to the mobile combustion of diesel and petrol, for which average biofuel blend emission factors from DEFRA are applied. Biogenic emissions have not been accounted for separately in the calculation of the biofuel blend share. Scope 2 emission factors do not differentiate biomass or biogenic CO₂ percentages; therefore, biogenic CO₂ is not reported separately.

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Regulated Emissions

Approximately 25–26% of Scope 1 GHG emissions fall under regulated emission trading schemes.

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Methodology and Scope Notes

Greenhouse Gas Protocol compliance: All emissions are reported in accordance with the GHG Protocol Corporate Accounting and Reporting Standard and the Corporate Value Chain (Scope 3) Accounting and Reporting Standard.

Greenhouse gases included: All seven Kyoto Protocol GHGs are covered: CO₂, CH₄, N₂O, HFCs, PFCs, SF₆, and NF₃.

Consolidation approach: Operational control.

Global Warming Potentials: IPCC Sixth Assessment Report (AR6) 100-year GWPs.

Scope 1 emission factors: Department for Environment, Food & Rural Affairs (DEFRA).

Scope 2 location-based emission factors: International Energy Agency (IEA), extracted from Resource Advisor.

Scope 2 market-based emission factors: US Residual Mix (Green-e Energy Emissions Rates), RE-DISS Residual European Mix, and IEA, extracted from Resource Advisor. Residual mix factors cover CO₂ only (not CO₂eq).

Scope 3 methodology: All categories calculated using spend-based (EEIO) or average-data methods with emission factors from DEFRA, IEA, EXIOBASE, and internal life-cycle assessments. No primary supplier data was used (0% primary data). Subsequent adjustments of expenditure-based emissions calculations were extrapolated proportionally for categories 3.1, 3.2, 3.4, 3.5, and 3.6.

• Category 3.1 (Purchased goods and services): Spend-based, using the "estell 6" tool from Systain Consulting (EEIO model based on OECD, World Bank, EXIOBASE, U.S. BEA).
• Category 3.2 (Capital goods): Spend-based (same method as 3.1).
• Category 3.3 (Fuel and energy-related activities): Activity-based on Scope 1 and 2 data; DEFRA factors for upstream fuel emissions; IEA factors for upstream electricity emissions and T&D losses.
• Category 3.4 (Upstream transportation and distribution): Spend-based (same method as 3.1).
• Category 3.5 (Waste generated in operations): Spend-based (same method as 3.1).
• Category 3.6 (Business travel): Spend-based (same method as 3.1).
• Category 3.7 (Employee commuting): Average-data method using U.S. Census Bureau and Eurostat commuting statistics; DEFRA emission factors.
• Category 3.8 (Upstream leased assets): Included in Scope 1 and Scope 2 (operational control).
• Category 3.9 (Downstream transportation and distribution): Assessed as not significant (<1% of total Scope 3).
• Category 3.10 (Processing of sold products): Not applicable.
• Category 3.11 (Use of sold products): Based on annual sales volume and average energy use over product lifetime, multiplied by IEA world electricity factor.
• Category 3.12 (End-of-life treatment of sold products): Based on product-specific life-cycle assessments (LCA) using SimaPro software and annual sales volumes; proxies applied where LCAs unavailable.
• Category 3.13 (Downstream leased assets): Not applicable.
• Category 3.14 (Franchises): Not applicable.
• Category 3.15 (Investments): Assessed as not significant (<1% of total Scope 3).

Exclusions and limitations: DEFRA and residual mix emission factors do not use the latest IPCC AR6 GWPs in all cases. European and U.S. residual mix factors account for CO₂ only, not CO₂eq. Scope 3 calculations rely entirely on secondary data (spend-based and average-data methods) with associated data quality and completeness limitations.

Fugitive and process-based emissions: Methodology based on IPCC AR6 GWPs and IPCC good practice guidelines for refrigerant leakage rates. Leakage rates estimated using IPCC AR6 guidelines; number of refrigerant-carrying units estimated based on employee numbers, area (m²), or treatment numbers. Dry ice use per shipment also included.

High climate impact sector: The Care Enablement business (manufacturing, transport, storage) is considered a high climate impact sector under EU Delegated Regulation 2022/1288. Total energy consumption from activities in high climate impact sectors per net revenue from these activities: 0.00028752 MWh/€ (based on Care Enablement net revenue of €5,557 million in 2024).

Baseline adjustment: The 2020 baseline was adjusted in 2024 to include additional emission sources (natural gas and diesel in clinics, mobile combustion, energy in warehouses/offices/labs, fugitive and process emissions), resulting in a 17% increase from 781,885 tCO₂eq to 915,732 tCO₂eq. The Management Board will review the impact of this adjustment on targets in 2025.

Virtual Power Purchase Agreements (vPPAs): Five vPPAs signed in Germany and the U.S.; three became operational in 2024, feeding 27.2 GWh of renewable electricity into the grid and reducing market-based Scope 2 emissions by 10,131 tCO₂eq. Electricity from vPPAs meets RE100 technical criteria. Financial impact of vPPAs: derivative financial instruments valuation of €(25,394) thousand.

Energy Attribute Certificates (EACs): In 2024, 400,000 Green-e certified unbundled RECs were purchased in the U.S. Total unbundled EACs: 427,203 MWh (97% of renewable electricity); total bundled EACs: 11,928 MWh (3%).

Data coverage and quality: Environmental data coverage expanded in 2024 to include all sources of market-based Scope 1 and 2 emissions aligned with ESRS. Energy and emission data collection uses internal platforms, invoices, meter readings, and estimations where year-end data unavailable. Controls integrated into Internal Control System. 2023 data for ESRS-prescribed datapoints generally not restated unless definition unchanged or required for compensation.

External validation: Targets not yet externally validated. Submission to Science Based Targets initiative (SBTi) for validation planned for 2025. Commitment to SBTi for near-term and net-zero Scope 1, 2, and 3 targets submitted January 2024. GHG inventory aligns with SBTi criteria and validated internally; external validation pending.

Anticipated financial effects from material physical and transition risks and potential climate-related opportunities

Disclosure Status

ESRS E1-9 (Anticipated financial effects from material physical and transition risks and potential climate-related opportunities) is not reported by Fresenius Medical Care in the 2024 sustainability statement.

Reference in Index

The ESRS content index explicitly states:

Assessment Context

While the company has conducted a climate transition risk assessment which focuses on financial impacts (as mentioned in the Resource Use and Circular Economy section), the specific financial effects required under E1-9 are not quantified or disclosed in the sustainability statement.

The company notes that: "Our climate transition risk assessment, which focuses on financial impacts, also includes circular economy aspects. A structured assessment of our production sites, clinic assets, and related business..." however, the results and anticipated financial effects are not reported.

Policies related to own workforce

Fresenius Medical Care has established multiple policies governing its own workforce, overseen by the Management Board and made accessible to employees through internal platforms.

Code of Ethics and Business Conduct

• Scope: All employees globally
• Oversight: Management Board approves and oversees the policy
• Key content: Serves as the foundation for human rights commitments, addresses integrity and ethics, human rights and labor conditions including prohibition of forced and child labor, occupational health and safety, and governance. Covers prohibition of discrimination, harassment, bullying, and retaliation.
• Public availability: Made accessible to employees through internal platforms
• International standards: Aligned with the UN Guiding Principles on Business and Human Rights (UNGPs), ILO Declaration on Fundamental Principles and Rights at Work, and OECD Guidelines for Multinational Enterprises
• Monitoring: Compliance is monitored through internal audits, complaint handling, surveys, exchanges with employees and their representatives, and internal risk assessment processes. Violations may result in corrective or disciplinary action.

Global Occupational Health and Safety Policy

• Scope: All employees
• Oversight: Management Board oversees the policy
• Key content: Defines requirements related to workplace safety, safe and secure working conditions, and OHS management system
• Monitoring: Internal and external audits verify compliance with environmental laws, local regulations, certifications, and internal guidelines

Global Diversity, Equity, and Inclusion Policy

• Scope: All employees
• Key content: Outlines objectives and strategy for fostering an inclusive culture in which all employees feel valued and empowered to contribute
• Monitoring: Annual Global Employee Engagement Survey includes questions related to diversity, equity, and inclusion

Global Prohibition of Discrimination, Harassment, Sexual Harassment and Bullying Policy

• Scope: All employees globally
• Oversight: Management Board oversees the policy
• Key content: Reaffirms commitment to maintaining a workplace free from all forms of discrimination, harassment, bullying, and retaliation. Prohibits discrimination based on racial or ethnic origin, skin color, sex, sexual orientation, gender expression and identity, disability, age, religion, political opinion, citizenship, national extraction, social origin, or any other criteria protected by local laws. Defines globally consistent principles, outlines responsibilities and reporting procedures. Violations lead to corrective actions such as counseling, training, termination, or policy revisions.
• Public availability: Available to employees through internal tools
• Monitoring: Impacts related to discrimination monitored through complaints, concerns, reports, audit findings, investigation results, and stakeholder feedback

Fair Pay Statement

• Key content: Related to equal treatment and opportunities for all, approach to managing employee-related compensation areas

Voice of the Employee and Engagement Policy

• Key content: Establishes process for conducting regular employee engagement surveys, committed to asking, listening, assessing, following up, and taking action
• Oversight: Overseen by the Senior Vice President of Global People Analytics and Experience

Global Employee Value Proposition Policy

• Key content: Related to employee engagement and value proposition

Global Social and Labor Standards Policy

• Scope: All employees
• Key content: Complements the Code of Ethics and Business Conduct, addresses social and labor standards
• Public availability: Available to employees through internal tools

Human Rights Policy

• Scope: All employees, extends to value chain workers and patients through respective policies
• Oversight: Human Rights Office within Global Legal function monitors and supports global human rights activities; cross-functional Steering Committee guides development; Management Board oversees the Human Rights Due Diligence Program
• Key content: Outlines human rights due diligence process including strategic pillars, assessments of potential negative impacts, key focus areas, preventive, mitigating and remedial measures, and complaint mechanism. Addresses prohibition of child labor, forced labor, and human trafficking. Commitment to equal and equitable opportunities.
• International standards: Aligned with the UN Guiding Principles on Business and Human Rights (UNGPs), ILO Declaration on Fundamental Principles and Rights at Work, and OECD Guidelines for Multinational Enterprises
• Monitoring: Compliance monitored through internal audits, complaint handling, surveys, exchanges with employees and their representatives, and internal risk assessment processes. Target to complete in-depth country-level assessment of potential negative impacts on employees' labor rights in all countries by 2030 (27 countries assessed as of 2024).

Global Environmental Policy

• Scope: Company-wide
• Oversight: Management Board approves and oversees
• Key content: Provides high-level overview of identified impacts, risks, and opportunities; sets minimum standards for environmental topics; defines principles and objectives for environmental protection including climate change mitigation and adaptation, energy efficiency, and renewable energy deployment
• Monitoring: Production sites, distribution centers, laboratories and dialysis clinics subject to internal and external audits

Third Party Spend Policy

• Key content: Provides guidance to employees on how to engage with business partners and workers in the value chain; documents responsible procurement principles

Global Privacy Principles

• Scope: All employees and applicable service providers
• Oversight: Management Board approves and oversees
• Key content: Outlines approach to data privacy, follows privacy-by-design principles
• Monitoring: Privacy teams improve tools and processes for third-party risk management, privacy program management, and privacy incident management

Taking action on material impacts on own workforce

CARES Fund (Global Employee Financial Assistance)

What it does: Provides financial assistance to employees facing hardship through grants managed by an independent philanthropy services firm.

Scope: Own operations (global workforce)

Time horizon: Ongoing; expanded globally in 2024

Resources allocated:

• Financial: Grants totaling approximately $1M (€1M) awarded in 2024
• Funded through contributions from Fresenius Medical Care and employees
• Non-financial: Managed by independent philanthropy services firm

Outcomes: Supported 1,024 employees in 2024

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Working Conditions Analysis and Action Programme

What it does: Analysis of working conditions including working time in select countries, with local HR teams implementing measures based on recommendations.

Scope: Own operations (select countries)

Time horizon: Ongoing (2024 analysis conducted)

Resources allocated:

• Non-financial: Local HR teams responsible for implementation
• Training for managers and supervisors in affected countries on managing working time

Expected outcomes/monitoring:

• Effectiveness monitored through annual risk management process
• Metrics include: number and type of complaints, substance of concerns, internal audit reports, follow-up exchanges
• Targeted assessments conducted where gaps or trends identified (e.g., increase in complaints)
• Managers asked to support employees in taking full annual leave

Link to policy: Links to working time management approach that complies with local laws and considers employees' legitimate requests; guidance provided when legislative updates occur (e.g., "Right to Disconnect" laws)

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Compliance and Privacy Training

What it does: Mandatory compliance training program to raise awareness and prevent violations, protecting both the Company and workforce.

Scope: Own operations (all full-time employees)

Time horizon: Ongoing

Resources allocated:

• Non-financial: Online training tools with tracking and certification
• Reminders and manager notifications for non-completion

Expected outcomes: All full-time employees required to complete training within specified deadline

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Global Employee Engagement Survey Programme

What it does: Annual survey measuring employee engagement, sense of belonging, working conditions, and employer attractiveness to identify issues and opportunities.

Scope: Own operations (global workforce, expanded in 2024 to include apprentices, trainees, interns, and casual workers)

Time horizon: Ongoing annual survey (fifth survey conducted in 2024)

Resources allocated:

• Non-financial: New survey provider and platform implemented in 2024
• External consultants for support

Expected outcomes/KPIs:

• Target: Achieve employee engagement score of 63% by 2027 (aligned with healthcare industry benchmark set in 2022)
• 2024 result: 56% (increase from 55% in 2023)
• Scores benchmarked against healthcare industry standard
• Scores communicated to teams globally with actions developed to address improvement areas

Link to policy/target: Links to 2027 target of 63% employee engagement score; supports strategies to enhance employee engagement and manage workforce-related risks

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Diversity and Inclusion Actions

What it does: Actions to foster diversity in workforce, particularly increasing representation of women in management and ethnically diverse managers in the U.S.

Scope: Own operations (global workforce with specific U.S. focus)

Time horizon:

• By end of 2027: targets for women in first and second management levels
• By 2030: targets for women in management overall and ethnically diverse managers in U.S.

Resources allocated:

• Non-financial: Cross-functional approach to target development
• External consultants for support

Expected outcomes/KPIs:

• Target: 35% women in first level below Management Board by 2027 (2024 result: 35%, 2023: 34%)
• Target: 45% women in second level below Management Board by 2027
• Target: Women in management positions to reflect proportion in global workforce (70%) by 2030 (2024 result: 61%, 2023: 61%)
• Target: Year-over-year increase in ethnically diverse managers in U.S. through 2030 (2024: 34%, 2023: 32%)

Link to policy: Links to policy goals and strategy for fostering diversity in workforce

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Internal Audit Programme (Human Rights Topics)

What it does: Internal audits covering human rights topics to monitor potential workforce-related impacts.

Scope: Own operations

Time horizon: Ongoing

Expected outcomes/KPIs:

• 2024: 75% of internal audits included human rights topics (increased from 54% in 2023)
• Monitoring of complaints and incidents per country, severity assessments on discrimination and harassment-related complaints, turnover rates, unused leave, and overtime hours

Link to policy: Part of due diligence processes and risk management

Targets related to own workforce

Employee Engagement

Diversity - Women in Top Management

Diversity - Ethnic Diversity (U.S. only)

Note on diversity targets from Corporate Governance section (page 209):

• First management level: 35% target by December 31, 2027 (31% as of end 2024, previous year 24%)
• Second management level: 45% target by December 31, 2027 (36% as of end 2024, previous year 36%)

Occupational Health and Safety

No global targets have been set. The company states: "We responsibly manage the OHS program and track the effectiveness of our global OHS policy, however, no global targets have been set. We will assess the possibility of setting targets over the mid-term."

Characteristics of the undertaking's employees

Around 112,000 employees put their heads and hearts into delivering life-sustaining care for our patients globally.

Note: The complete Sustainability Statement referenced on page 49 was not included in the provided text, which would contain detailed workforce metrics and characteristics as required by S1-6.

Characteristics of non-employees in the undertaking's own workforce

Disclosure Statement

According to the ESRS disclosure index, S1-7 is not reported for the 2024 reporting period.

Qualitative Information

The company acknowledges the presence of non-employee workers in its workforce:

"In addition, our workforce includes non-employees, such as self-employed individuals and contractors. It also comprises individuals engaged through third parties, including temporary agency workers who support our workforce at certain locations throughout the year."

However, no quantitative data, breakdowns by type, or methodology for counting non-employee workers is provided in the sustainability statement.

Collective bargaining coverage and social dialogue

Collective bargaining agreements apply to various employee groups within Fresenius Medical Care, depending on local laws and practices. These agreements complement our standard procedures, such as compensation guidelines, employee handbooks, and standard employment contracts. In accordance with respective local laws and regulations, we are committed to respecting the principles of freedom of association and the right to effective collective bargaining.

In Germany, we regularly engage with our works councils. Fresenius Medical Care has various works council agreements in place that define rights and duties at the workplace, as well as processes and procedures related to technology tools, software solutions, flexible work programs, and more. Throughout the reporting year, our management engaged in regular exchanges with works councils and their committees.

Following the deconsolidation from Fresenius SE, Fresenius Medical Care employees were no longer represented by a European works council. The process to establish a Fresenius Medical Care European Works Council was initiated during the reporting year.

Collective Bargaining Coverage and Social Dialogue

The data is compiled via an annual data collection process, with data submission reflecting data as of December 31 of the calendar year. The data collection involves the Company's Global HR function and the appointed HR responsible persons in the respective regions and countries.

In the European Economic Area (EEA), there is no country in which we have "significant employment" (countries with >50 employees and representing >10% of total employees, per the specification in ESRS S1-8, 60b & 63a). We provide a breakdown of collective bargaining coverage globally, for all regions, and for the EEA as a whole.

Note: In some countries, data on union membership is not available (due to local privacy regulations) and therefore the final number may not reflect the full coverage.

Diversity metrics

Gender split at top management level

Management Board (2024)

Management Board (2023)

Supervisory Board (2024)

Supervisory Board (2023)

Women at different leadership levels

¹ First management level includes all managers worldwide who directly report to a member of the Management Board and participate in the long-term incentive plan.

² Second management level includes all managers worldwide who directly report to a manager in the first level below the Management Board and participate in the long-term incentive plan.

Additional context: At the end of 2024, >31% of women were in the first level below the Management Board and >36% in the second level below the Management Board.

Workforce gender distribution (2024)

Age band distribution of workforce (2024)

Additional diversity metrics

Women in management positions (2024): 61% of managers were women (2023: 61%), while women accounted for 70% of total workforce.

Ethnically diverse managers in the U.S. (2024): 34% of U.S. managers self-identified as belonging to a non-white race/ethnicity category as defined by the U.S. Equal Employment Opportunity Commission (2023: 32%).

Target: Increase representation of ethnically diverse managers in the U.S. annually through 2030.

Target: Increase representation of women in management positions to reflect their percentage in the global employee population by 2030.

Methodology notes

All data provided from the Fresenius Medical Care human resources data system as of December 31, 2024. Employee metrics include both active employees and those on leave at the time of reporting. The Management Board is excluded from all headcount metrics. 'Other' refers to employees who have self-identified as a gender that is neither male nor female within the HR data system. 'Not disclosed' refers to employees without any recorded gender in the HR data system.

Adequate wages

Fresenius Medical Care states that adequate wages refer to wages sufficient to cover the costs of all essentials in accordance with national or sub-national economic and social conditions, recognizing that paying a living wage contributes to the well-being of the wider community.

Benchmark Used: WageIndicator Foundation provided benchmark data for 2024.

Coverage: In 2024, 99.96% of employees earned the relevant living wage benchmark or more.

Geographic Scope: Global assessment. Countries without WageIndicator Foundation benchmarks are excluded from the adequate wages analysis.

Deviations by Country: The following countries had employees earning below the adequate wage benchmark:

Compensation Principles: The company is committed to fair pay and compensation principles that promote internal equity. Employees receive competitive total compensation packages designed to reflect the relative value of each role, support career progression, reward and incentivize measurable performance, and consider local market practices, including living wages.

Methodology: Data was gathered for employees in all locations. Countries without WageIndicator Foundation benchmarks are excluded from the adequate wages analysis. The disclosure is based on regular, fixed, and temporary employees as of October 31, 2024.

Targets: No specific forward-looking targets or commitments disclosed.

Value Chain: The Supplier Code of Conduct requires suppliers to commit to pay at least the minimum wage in accordance with local law (mandatory criterion in tender process). No living wage benchmark application to value chain workers disclosed.

Social protection

Disclosure Status

ESRS S1-11 (Social protection) is explicitly listed as "Not reported" in the ESRS disclosure index.

Available Information on Employee Benefits

While the company does not provide the specific ESRS S1-11 metrics (% of employees covered by social protection against loss of income from major life events), the following pension and benefit information is disclosed:

Pension Plans

• The company operates both defined benefit and defined contribution pension plans
• Six major defined benefit plans: one funded plan in the U.S., one in France, one unfunded plan in Germany, two in France (unfunded), and one in Germany covered by insurance contracts
• U.S.-based 401(k) Savings Plan available to U.S. employees with employer matching contributions of up to 50% of annual payments

Total Benefit Obligations (Defined Benefit Plans) as of December 31:

Personnel Expenses (including social security and retirement benefits):

Management Board Specific Benefits

• Continued compensation in cases of sickness for a maximum of twelve months
• Defined benefit pension commitments for certain board members appointed before January 1, 2019
• Defined contribution commitments for board members appointed after January 1, 2019 (annual insurance contribution amounting to 40% of base salary)
• Upon death, surviving dependents receive three monthly installments

Coverage Information Not Disclosed

The company does not disclose:

• Percentage of employees covered by social protection schemes for sickness, maternity, paternity, disability, unemployment, or retirement
• Whether coverage is through public schemes, private schemes, or both
• Country-specific breakdowns of coverage
• Specific exclusions by employee group or country

Training and skills development metrics

Training and Skills Development

¹ Includes employees that exited during the year.

² Represents training recorded or completed online and classroom training recorded in our time management system.

Employee Engagement and Performance Reviews

¹ 2024 results exclude non-guaranteed hours employees to align with 2023 results.

Performance Review Coverage:

The online performance review module became accessible to over 60% of permanent employees in 2024, with more than 90% participating in the performance review process.

The performance management module in the global HR system facilitates collaboration between managers and employees in planning, monitoring, and reviewing development goals and performance.

Training Evaluation:

Training evaluation surveys were conducted in the U.S. in 2024. The company plans to expand these surveys globally in the coming years using the new global learning management system.

Learning Platform:

A new global learning platform, The University at Fresenius Medical Care, was introduced during the reporting year.

Health and safety metrics

Coverage by health and safety management system

100% of employees are covered by the Company's health and safety management system.

Work-related injuries and health metrics

¹ Defined as the total number of recordable work-related injuries per 1,000,000 hours worked (methodology aligned with ESRS S1-14, AR 89).

² Defined as the total number of work-related lost time injuries per 1,000,000 hours worked (methodology aligned with ESRS S1-14, AR 89).

Methodology notes

All data is provided from the HR data system. The Company has implemented global OHS software available at all locations in North America as well as production sites globally. In 2025, the Company plans to expand availability to countries that currently rely on manual data collection.

Metrics reported cover employees only. No separate contractor data is disclosed for the reporting period.

Compensation metrics (ESRS S1-16)

Pay gap

The gender pay gap for 2024 is 14.3%.

The pay gap is defined as the difference between the average pay levels of female and male employees, expressed as a percentage of the average pay level of male employees. The high proportion of females in lower-paying roles (e.g., nurses and patient care technicians) contributes to the difference in pay across genders. 70% of the global workforce is female, rising to 78% in Care Delivery operations.

Remuneration ratio

The annual total remuneration ratio for 2024 is 1:75 (CEO to median employee).

The annual total remuneration ratio expresses the ratio of the highest-paid individual to the median annual total remuneration for all employees. The highest-paid individual is the Chief Executive Officer. The employee earning the median annual total remuneration was determined based on the sum of total compensation components.

Further details on the remuneration of the Chief Executive Officer and the Management Board, including information on how the Supervisory Board determines compensation structures and levels, can be found in the "Compensation Report".

Methodology

For the disclosure of compensation-related metrics, regular, fixed, and temporary employees as of October 31, 2024, are considered.

Fixed compensation components are based on annualized data from the global HR data system. The short- and long-term incentive components are based on actual payments made in 2024. Any additional pay elements, such as overtime, shift premiums, commissions, and employer paid benefits, are reported based on actual payroll information from January 1, 2024, to October 31, 2024, and have been extrapolated for November and December 2024 (2/12).

Reasonable effort for the global payroll data collection process was applied. Data was gathered for employees in all locations. Countries without WageIndicator Foundation benchmarks are excluded from the adequate wages analysis.

Includes Management Board

Incidents, complaints and severe human rights impacts

Fresenius Medical Care discloses incidents of discrimination and harassment reported in 2024, as well as complaints raised in 2024 that fall into categories specified in ESRS S1, including matters defined in paragraph 2 of the ESRS S1-standard. This data does not include health and safety-related incidents, which are separately reported.

2024 Metrics

Methodology Notes

¹ Data is compiled from the global Compliance Action Line system and from other available reporting and tracking tools for relevant incidents.

² To determine severity, the company evaluates incidents using criteria in relevant CSRD definitions.

³ Disclosure includes cases of non-respect of the UN Guiding Principles on Business and Human Rights (UNGP), the ILO Declaration on Fundamental Principles and Rights at Work (ILO Declaration), and the OECD Guidelines for Multinational Enterprises (OECD Guidelines UNGP).

⁴ Reconciliation monetary amounts disclosed with the relevant amount presented in chapter "Economic report" in section "Results of operations, financial position and net assets-Results of operations" in table "Results of operations", line item "Selling, general and administrative costs", amount: €(3,143) M.

Categorization Approach

The company applies a diligent approach to categorization to disclose true, complete, and accurate data. To identify own workforce-related complaints and incidents, they rely on current categorizations in applicable case reporting tools, which were designed to capture the broad range of issues that personnel may raise. Because these categorizations were designed for complaint management purposes prior to the CSRD's reporting requirements, they do not exactly correspond with all CSRD subcategories of own workforce issues, and certain categories may capture a broader range of incidents than the CSRD's definition. The company is considering potential refinements to the incident categorizations to facilitate more precise reporting in future reporting periods.

The correct understanding and categorization of an incident or a complaint is not always available at the time an incident is reported, or a complaint is raised. Where proper categorization was not possible at the time of reporting despite good-faith efforts, this incident or complaint will be reported with the disclosures in the next reporting year. This approach enables the company to conduct quality checks on accurate and truthful data. In the disclosure, they do not differentiate between substantiated cases and unsubstantiated cases.

Consistent with CSRD requirements, data on incidents is presented in aggregated form to respect the legitimate confidentiality requirements of rightsholders and other stakeholders. This data should not be viewed as an admission of any legal violation or waiver of any confidentiality protections.

Business conduct policies and corporate culture

Compliance and Legal Framework

Dr. Jörg Häring joined as Head of Legal, Human Resources and Compliance in June 2024. His expertise and experience drives best-in-class competencies in these respective areas.

Corporate Culture and Values

Our transformation efforts have been designed to strengthen our financial foundation – both for today and for future sustainable, profitable growth. The continued structural, operational and cultural work we are leading is delivering results.

Patient-Centered Mission

Around 112,000 employees put their heads and hearts into delivering life-sustaining care for our patients. We are always committed to continuously enhance the quality of care and build the best team to serve our patients.

Quality Standards

We are setting the standard of care for the dialysis industry, and for the clear benefit of patients. In the U.S., our dialysis centers routinely rank among the safest and highest quality dialysis centers in the country, as measured by the Centers for Medicare and Medicaid Services (CMS). In the most recent ratings for 2023, 65% of our U.S. dialysis centers received a rating of three stars or higher, higher than the nationwide averages of fewer than 60%.

Legal Compliance Monitoring

Our sustainability efforts, including those on diversity, equity and inclusion, are designed to comply with any applicable laws, in particular anti-discrimination laws and other legal requirements of the various jurisdictions in which we operate. We are monitoring relevant legal developments and will review our activities as appropriate to facilitate ongoing compliance.

Governance Oversight

The Supervisory Board was regularly informed about the Company's compliance situation and findings of the internal audit department throughout the year 2024.

Prevention and detection of corruption and bribery

Fresenius Medical Care has established a comprehensive compliance program to prevent and detect corruption and bribery across its global operations.

Code of Ethics and Business Conduct

Scope:

• Applies to employees, contract workers, and relevant third parties across all subsidiaries worldwide
• Governs interactions with patients, colleagues, business partners, government officials, and other stakeholders

Key content / principles:

• Patient care
• Product and service quality
• Anti-corruption and anti-bribery
• Health and safety
• Data privacy
• Supplier selection
• Non-retaliation for whistle-blowers
• Fair competition
• Political activities
• Human rights and further topics

Public availability:

• Available on the company website
• Available to employees through internal tools and platforms

Governance:

• Compliance-related global policies are approved by the Management Board

Implementation monitoring:

• Mandatory compliance training required for all employees annually or every other year, depending on their role (covers 100% of functions at risk)
• Training covers topics from the Code of Ethics and Business Conduct, which change annually based on factors such as new policies, laws, regulations, or risk assessment results
• Specialized training tailored to specific business transactions and functions at risk on local and regional levels
• Training provided for roles that may interact with government officials or health care professionals
• Global Employee Engagement Survey asks employees for feedback on whether they trust reporting channels and non-retaliation policy
• Internal audit procedures through Global Internal Audit (GIA) function review implementation and effectiveness of compliance standards
• Internal audits of subsidiary operations and business functions conducted according to annual audit plan
• GIA reports deficiencies to relevant functions and follows up quarterly on implementation of mitigation plans
• Overdue recommendations reported to Management Board
• Global risk assessment covering 19 legal and compliance risks (including bribery, corruption and antitrust) across markets and business segments on rotating schedule
• Special assessments in response to significant business changes or identified high-risk areas
• Compliance was a focus in 86% of country audits in 2024
• 16 anti-corruption-related audits of third-party business partners conducted
• Assessment and approval of approximately 21,700 third parties in reporting year
• Specialized anti-corruption training provided to high-risk business partners (sales partners, distributors, resellers, wholesalers, commercial or sales agents)
• Compliance Action Line (external reporting hotline operated by independent third-party vendor)
• Multiple reporting channels available 24/7 in multiple languages, including anonymous reporting where legally permitted
• 2,835 reports received via reporting channels in 2024, reviewed based on up to 55 allegation categories
• 132 compliance investigations closed in 2024, with approximately 56% found to be actionable
• Actionable investigations result in process improvements, policy adjustments, internal control enhancements, or disciplinary action

Anti-Bribery and Anti-Corruption Policy

Scope:

• Applies to employees and third parties acting on behalf of the company

Key content / principles:

• Outlines commitment to complying with local and international laws and regulations
• Prohibits employees and third parties from engaging in bribery or corruption
• Provides clear principles and requirements for ethical business conduct
• Reinforces dedication to integrity and lawful operations

Governance:

• Approved by the Management Board
• Applies across all subsidiaries worldwide

Public availability:

• Available to employees through internal tools and platforms

Implementation monitoring:

• When implementing a new policy, initial training sessions provided to primary users

Corporate Giving Policy

Scope:

• Governs political engagement and interactions with public officials and institutions

Key content / principles:

• Outlines how interactions with and contributions to public officials and institutions should be managed

Political Engagement and Advocacy Statement

Scope:

• Governs political engagement and interactions with public officials and institutions

Key content / principles:

• Interactions and contributions shall comply with all applicable laws
• Shall not inappropriately influence or compensate public officials for political favors
• Principles apply to interactions with associations

Non-retaliation Policy

Scope:

• Protects employees and whistle-blowers, including patients and workers in the value chain

Key content / principles:

• Protection from reprisals for reporting misconduct

Implementation monitoring:

• Direct communication with whistle-blowers through Compliance Action Line tool
• Process allows whistle-blowers to remain anonymous
• Investigations of all cases of potential misconduct, including potential violations of non-retaliation policy

Supplier Code of Conduct

Scope:

• Applies to suppliers

Note:

• Details provided in chapter "Sustainability in the Value Chain"

Additional Implementation Measures:

Disciplinary actions:

• Global disciplinary action guidelines outline worldwide standards and procedures for responding to misconduct
• Disciplinary Action Committees assess cases and determine appropriate responses
• Global Disciplinary Action Committee oversees process to maintain consistency
• Cases involving senior executives reported to Management Board
• In 2024, no convictions for violations of anti-corruption or anti-bribery laws occurred, and no fines were paid

Leadership and governance training:

• Classroom training program for senior leaders on ethical leadership, ethics, and integrity in decision-making
• Management Board and Supervisory Board members receive training on compliance and business ethics

Incidents of corruption or bribery

Confirmed incidents

No confirmed incidents of corruption or bribery occurred during the reporting year 2024.

Convictions and fines

In 2024, no convictions for violations of anti-corruption or anti-bribery laws occurred, and no fines were paid.

As disclosed in the Business Conduct metrics table (T 2.65):

• Number of convictions for violation of anti-corruption and anti-bribery laws: 0
• Amount of fines for violation of anti-corruption and anti-bribery laws: 0

Disciplinary actions

The company has established Disciplinary Action Committees that assess disciplinary cases and determine appropriate responses. Cases involving senior executives are reported to the Management Board. The company's global disciplinary action guidelines outline worldwide standards and procedures for responding to misconduct, including violations of laws and policies.

In 2024, of 132 compliance investigations closed, approximately 56% were found to be actionable. An investigation is considered actionable if it results in process improvements, policy adjustments, internal control enhancements, or disciplinary action. However, the specific number of employees dismissed or disciplined due to corruption or bribery is not separately quantified.

Contracts terminated

The number of contracts with business partners terminated or not renewed due to corruption or bribery is not disclosed.

Investigation procedures and speak-up mechanisms

The company maintains a comprehensive Compliance Action Line operated by an independent third-party vendor, available 24/7 in multiple languages. Where legally permitted, reports can be made anonymously. Employees and external stakeholders can also report through direct contact with managers, Compliance, Legal, or HR departments.

In 2024, the company received 2,835 reports via reporting channels (down from 3,832 in 2023). Of these, 161 were processed by the Compliance department. Anti-corruption reports represented less than 1% of total reports (10 reports in 2024 compared to 73 in 2023).

The company has a non-retaliation policy protecting whistle-blowers, including patients and workers in the value chain. All cases of potential misconduct are investigated, and corrective actions are determined on a case-by-case basis with tracked implementation.

Public legal cases

The company previously resolved U.S. government investigations into FCPA violations. On March 29, 2019, Fresenius Medical Care entered into a non-prosecution agreement (NPA) with the U.S. Department of Justice (DOJ) and a separate agreement with the SEC intended to resolve allegations arising from conduct in countries outside the U.S. that violated the FCPA or other anti-bribery laws. An independent compliance monitor was appointed, who certified the implementation of an effective anti-corruption compliance program on December 30, 2022. The NPA and SEC Order expired on March 1, 2023 and March 29, 2023, respectively.

In September 2023, the Hessian prosecutor opened independent disgorgement proceedings against a German subsidiary relating to the aforementioned conduct in West Africa.

The company continues to make significant investments in compliance and financial controls and remains fully committed to compliance with the FCPA and other applicable anti-bribery laws.

Political influence and lobbying activities

Political engagement approach

Fresenius Medical Care engages in political engagement and lobbying activities given its reliance on public health care systems. The company represents its interests with key stakeholders and provides information to support decisions that can positively impact patients with renal diseases. As a leader in the dialysis industry, the company's insights may influence the development of the health care sector.

The company strives to engage in constructive dialogue with policymakers and other external stakeholders to improve access to care and patient outcomes. Public policy activities span a broad range of issues at various levels of policy-making.

The company supports patients' right to equal access to health care and shares their input in political decision-making processes for health care delivery models. The company also collaborates in trade associations, medical and patient societies, and builds coalitions to pool resources and present a unified position to lawmakers. The company supports the advancement of innovative programs and technologies to address the broader needs of patients with chronic kidney disease, with the goal of improving their lives, slowing disease progression, and improving clinical outcomes.

Representatives of the government and political affairs teams attend parliament hearings, provide testimony to legislative committees, and engage with public authorities through direct meetings and other dialogue settings. The company advocates for legislative and regulatory changes that support innovation in health care delivery models, including changes to support value-based payment models, home dialysis, organ transplantation, as well as maintaining payment models that ensure adequate access to care for renal patients. In the U.S., the company provides education and insight to support the fine-tuning of mandatory and voluntary payment models from the Centers for Medicare & Medicaid Services (CMS) to best meet the needs of patients.

Ethical standards and guidelines

Political engagement is governed by policies that outline how interactions with and contributions to public officials and institutions should be managed. In addition to compliance policies, the Corporate Giving Policy and the Political Engagement and Advocacy Statement are the most relevant for these topics.

The company's policies stipulate that interactions and contributions shall comply with all applicable laws and shall not inappropriately influence or compensate public officials for political favors. These principles also apply to interactions with associations.

The company commits to responsible and transparent political engagement and advocacy that supports the purpose of improving patient care.

Governance

Management Board members responsible for the Care Delivery and Care Enablement segments oversee activities relating to political influence and lobbying. The Government Affairs team manages all government and political affairs within the U.S. and reports to the CEO Care Delivery. The Market Access, Health Economics & Political Affairs team manages government and political affairs activities outside the U.S. and reports to the CEO Care Enablement. Memberships in local trade associations and medical and patient societies are managed locally, in alignment with the globally responsible teams mentioned above and applicable internal policies.

None of the Management Board members have held roles in public administration or regulatory bodies in the two years prior to the 2024 reporting period.

Political contributions

All direct or indirect political contributions in the U.S. must be made and reported in accordance with applicable federal, state, and local campaign finance laws. In 2024, recipients of corporate political contributions included political parties and committees, as well as political candidates in the U.S. The company has not made any in-kind political contributions. Outside the U.S., the company does not make any financial or in-kind contributions – directly or indirectly – to political parties, their elected representatives, or persons seeking political office.

Political influence and lobbying activities (€)

¹ Contributions made through FRE-PAC.

In the U.S., employees may contribute to their employer's political activity. Voluntary political contributions by employees are made through a Political Action Committee (FRE-PAC). It is organized as a voluntary, non-partisan committee in accordance with federal U.S. law and is funded solely through employee contributions, with limited administrative support from the company. FRE-PAC is overseen by the FRE-PAC Board, which is comprised of U.S. employees and is chaired by the Head of Government Affairs. Contributions made through the Political Action Committee are reported on a monthly basis to the Federal Election Commission (FEC) and can be found at FEC.gov. Any involvement by non-U.S. persons in U.S. political activity and in FRE-PAC is prohibited by U.S. law.

EU Transparency Register

In Germany, where the company's head office is based, lobbying activities are publicly reported through the Lobbyregister Deutscher Bundestag; R001098 (Fresenius Medical Care AG).

Focus areas

The company advocates on a bipartisan basis in compliance with applicable laws, with policies defining standards for lobbying efforts. Activities address the broader needs of patients with chronic kidney disease and focus on:

• Value-based payment models
• Home dialysis
• Organ transplantation
• Maintaining payment models that ensure adequate access to care for renal patients
• Innovation in health care delivery models

Payment practices

G1-6 Payment practices is classified as not material by Fresenius Medical Care.

No quantitative disclosures are provided for:

• Average time to pay invoices
• Standard contractual payment terms
• Legal proceedings for late payment
• Prompt payment code compliance