The Remuneration Policy Supervisory Board of NN Group N.V. will be proposed for adoption to the General Meeting of NN Group N.V. at the annual general meeting to be held on 21 May 2026. Subject to its adoption by the General Meeting, this Remuneration Policy will become effective from 1 June 2026.
-
Introduction
This document contains the remuneration policy for the members of the Supervisory Board (SB) of NN Group N.V. (NN Group, the SB Remuneration Policy). Additionally, clarifying notes have been created, which form an integral part of this SB Remuneration Policy and which provide
more details on the process followed during the policy reviews. The primary objective of this SB Remuneration Policy is to attract and retain highly qualified SB members via a transparent and market-based pay practice. A highly skilled SB is able to perform its statutory duties of supervising the management performed by the Executive Board (EB) of NN Group and the general course of affairs of NN Group and its business, and assisting the EB with advice, taking into account the interests of all stakeholders and the focus on sustainable long-term value creation. The remuneration of the SB members promotes an adequate performance of their role.
This SB Remuneration Policy contributes to the NN Group strategy, the long-term interest of the company, the sustainability of the company and considers the identity, mission and values of NN Group. Key in this respect is NN Group's focus on sustainable long-term value creation over short-term gains. By doing so, NN Group creates value for its stakeholders: customers, employees, shareholders, business partners and society at large. Feedback from various stakeholders is considered in this policy's design.
Following market-based pay, this SB Remuneration Policy enables NN Group, a company operating in an international context, to attract and retain qualified SB
members with an international focus and the required experience, knowledge and skills. In this respect, NN Group aims for an SB remuneration level below market median for comparable positions in relevant markets.
This follows from the need to have prudent pay practices in place given NN Groups strategy and position in society and the need to attract and retain highly qualified SB members. This further aligns with the pay practices that NN Group applies to its
employees. NN Group employees are remunerated in line with their
responsibilities, based on job grading, seniority and relevant benchmarks. For the different groups of employees and different geographies, NN Group aims to set total direct compensation levels in general around market median level.
In designing the policy, the following guiding principles were used:
Simple and transparant
Aimed at attracting and retaining highly qualified SB members
Section B of this policy explains the governance. Section C subsequently describes the policy details.
-
Governance
-
Role of the Supervisory Board, General Meeting, Central Works Council
The SB Remuneration Policy is adopted by the General Meeting of NN Group (General Meeting) upon a proposal of the SB. The General Meeting also adopts the remuneration of each Supervisory Board member, with due observance of such policy. The SB is assisted by the Remuneration Committee of the SB.
The SB evaluates this policy periodically taking note of the relevant regulations and guidance, as amended from time to time.
The SB Remuneration Policy will be submitted to the General Meeting for adoption at least once every four years and in case of amendments to the policy.
Prior to submitting a proposal to adopt (amendments to) the SB Remuneration Policy to the General Meeting, the Central Works Council of NN Group (Central Works Council) will in line with Dutch law, be given the opportunity to give advice on such proposal. The advice of the
Central Works Council shall be presented to the General Meeting at the same time as the proposal to adopt the Remuneration Policy. If the advice of the Central Works
Council is not or not fully followed by the SB, a written substantiation for deviating from the advice shall also be provided to the General Meeting.
In designing and evaluating the SB Remuneration Policy and in the event of amendments, the SB takes notice of the opinion and interests of various stakeholders via meetings and other channels. Stakeholders include customers, employees, shareholders, regulators and society at large. The SB takes into account the input from the various stakeholders to the best of its abilities.
-
Role of the Supervisory Board, General Meeting, Central Works Council
- Policy details
-
Tenure
SB members are appointed by the General Meeting in accordance with the articles of association of NN Group and Dutch law. SB members are appointed for a four-year term and can be reappointed once for four years. An SB member can then be reappointed again for two years, which can be extended by at most two years. There is no written contract between NN Group and an SB member in addition to this SB policy.
-
Remuneration
Remuneration is set at an appropriate level to attract and retain highly qualified SB members with the required international experience, knowledge, skills and focus.
Remuneration is set taking into account the position an SB member fulfils within the SB or a committee of the SB ('Committee') and the corresponding level of responsibility, the time spent and fees at other companies of a similar size and scope (also see 3f and 3g).
Remuneration consists of fixed annual fees for the SB membership and membership of a Committee, each such fee referred to as "Fixed Annual Fee". The Fixed Annual Fee for the SB and its Committees is stated in the table below.
Position in SB
Fixed Annual Fee (EUR)
Chair
146.000
Vice-Chair
92.500
Member
80.000
Position in committee
Fixed Annual Fee (EUR)
Chair Committee
25.000
Member Committee
15.000
The SB Remuneration Policy aims for a Fixed Annual Fee level that is below market median level for comparable positions in relevant markets.
To determine the market median level for comparable roles, an external benchmark reflecting market data is used.
For the benchmark of SB remuneration a cross-industry peer group from different relevant geographies in Europe is used to reflect the international context in which NN Group operates. This is the same peer group as used for
benchmarking the EB remuneration levels.
Companies are selected in this peer group based on comparability with NN Group in terms of size, scope as well as international footprint. This will be determined based on a mix of elements such as average market capitalisation, revenues, number of employees (FTEs) and total assets. In terms of size and scope, NN Group is positioned around median in this peer group.
For every new benchmark analysis the companies in the peer group are selected based on a number of relevant elements including but not limited to those mentioned above.
The companies selected in the peer group will be disclosed on an annual basis in the remuneration report.
In principle, the benchmark analysis will be executed at least every two years. In case of a substantial change in size and scope of NN Group, the SB may decide to perform an interim benchmark analysis.
-
Fixed annual expense allowance
All SB members are entitled to a fixed annual expense allowance of gross EUR 9.000. This fixed expense allowance is meant to cover out-of-pocket expenses regarding their activities as SB member and member of the Committees, except for travel, lodging and any related costs. Other expenses in relation to SB meetings/Committee meetings will not be reimbursed separately.
-
Travel and lodging costs
NN Group will reimburse travel, lodging and any related costs in relation to meetings of the SB.
-
Banking and insurance services
NN Group and its subsidiaries may grant personal loans or provide guarantees or the like to SB members only (i) within the framework of their usual business
operations, (ii) on conditions which apply to all employees in the Netherlands, (iii) with due observance of the applicable NN Group policies; and (iv) after the approval of the SB.
Loans that already exist upon appointment as an SB member, however, may be continued. Loans to SB members shall not be waived (kwijtgescholden). Subsidiaries may in the normal course of their business and on terms that are customary in the sector, provide other banking and insurance services to SB members, without approval of the SB. These services may include services in which the granting of credit is of a subordinated nature, such as credit cards and overdrafts in current accounts.
- No other benefits
Given the nature of the responsibilities of the SB, the remuneration is not tied to the performance of the company and therefore includes fixed compensation only. NN Group does not award variable remuneration, shares, options, pension scheme benefits or any other benefits or allowances to the members of the SB.
ContactHead office
NN Group N.V. Schenkkade 65 2595 AS The Hague The Netherlands
+31(0)70 513 03 03
Postal address
NN Group N.V.
P.O. Box 90504
2509 LM The Hague The Netherlands
NN Group N.V. has its official seat in Amsterdam, the Netherlands
Commercial register no. 52387534
For further information on NN Group, please visit our corporate website or contact us via: external.communications@nn-group.com
Attachments
- Original document
- Permalink
Disclaimer
NN Group NV published this content on April 08, 2026, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on April 08, 2026 at 06:14 UTC.



















