11 Share ownership, options and related instruments of governing bodies

This section is in line with Articles 663c para. 3 and 959c para. 2 cif. 11 of the Swiss Code of Obligations, which requires disclosure of shareholdings, options and related instruments held by members of the Board of Directors and Group Executive Committee (Group EC) at the end of the reporting year and of share-based compensation for the Board of Directors during the reporting year. Further disclosures in respect of compensation for the members of the Board of Directors and the Group EC, and persons closely related, are detailed in the Compensation Report of the Financial Report of the Swiss Re Group.

Share ownership

The number of shares held as of 31 December were:

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Members of the Group EC

2016

2017

1

The number of shares held on 30 June 2017 when Matthias Weber stepped down from the Group EC was 24 913.

Christian Mumenthaler, Group CEO

63 854

68 775

David Cole, Group Chief Financial Officer

68 061

82 982

John R. Dacey, Group Chief Strategy Officer

7 526

23 671

Guido Fürer, Group Chief Investment Officer

56 156

61 077

Agostino Galvagni, CEO Corporate Solutions

79 670

94 591

Jean-Jacques Henchoz, CEO Reinsurance EMEA

46 817

49 020

Thierry Léger, CEO Life Capital

57 610

49 841

Moses Ojeisekhoba, CEO Reinsurance

27 895

36 194

Jayne Plunkett, CEO Reinsurance Asia

29 095

34 288

Edouard Schmid, Group Chief Underwriting Officer

n/a

29 161

J. Eric Smith, CEO Reinsurance Americas

13 984

21 400

Matthias Weber, former Group Chief Underwriting Officer1

25 750

n/a

Thomas Wellauer, Group Chief Operating Officer

130 224

105 390

Total

606 642

656 390
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Members of the Board of Directors

2016

2017

1

Elected to Swiss Re’s Board of Directors at the AGM of 21 April 2017.

2

Term of office expired after the completion of the AGM of 21 April 2017 and did not stand for re-election.

3

Elected to Swiss Re’s Board of Directors at the AGM of 22 April 2016.

Walter B. Kielholz, Chairman

414 613

399 987

Renato Fassbind, Vice Chairman, Chairman of the Audit Committee

19 954

23 854

Raymond K.F. Ch’ien, Member

19 978

21 472

Mary Francis, Member

5 927

6 509

Rajna Gibson Brandon, Member

21 700

23 194

C. Robert Henrikson, Chairman of the Compensation Committee

11 065

13 248

Trevor Manuel, Member

2 363

3 972

Jay Ralph, Member1

n/a

868

Joerg Reinhardt, Member1

n/a

1 168

Carlos E. Represas, former Member2

12 837

n/a

Philip K. Ryan, Chairman of the Finance and Risk Committee

6 134

8 892

Sir Paul Tucker, Member3

1 036

2 530

Jacques de Vaucleroy, Member1

n/a

868

Susan L. Wagner, Chair of the Investment Committee

6 111

8 754

Total

521 718

515 316

Share-based compensation

The share-based compensation for the members of the Board of Directors for 2016 and 2017 was:

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2016

2017

Members of the Board of Directors

Fees in blocked shares1 (CHF thousands)

Number of shares2

Fees in blocked shares1 (CHF thousands)

Number of shares2

1

Represents the portion (40%) of the total fees for the members of the Board of Directors that is delivered in Swiss Re Ltd shares, with a four-year blocking period.

2

The number of shares is calculated by dividing the portion (40%) of the total fees with the average closing price of the shares on the SIX Swiss Exchange during the ten trading days preceding the AGM less the amount of any dividend resolved by such AGM.

3

Acting as the Lead Independent Director.

4

Term of office expired after the completion of the AGM of 22 April 2016 and did not stand for re-election.

5

Includes fees received for duties on the board of Luxembourg Group companies.

6

Elected to Swiss Re’s Board of Directors at the AGM of 21 April 2017.

7

Includes fees received for duties on the board of US Group companies.

8

Term of office expired after the completion of the AGM of 21 April 2017 and did not stand for re-election.

9

Elected to Swiss Re’s Board of Directors at the AGM of 22 April 2016.

Walter B. Kielholz, Chairman

1 955

22 372

1 663

19 674

Renato Fassbind, Vice Chairman, Chairman of the Audit Committee3

359

4 110

330

3 900

Mathis Cabiallavetta, former Member4

39

449

n/a

n/a

Raymond K.F. Ch’ien, Member

133

1 519

126

1 494

Mary Francis, Member5

140

1 598

136

1 609

Rajna Gibson Brandon, Member

130

1 484

127

1 494

C. Robert Henrikson, Chairman of the Compensation Committee

190

2 169

185

2 183

Hans Ulrich Maerki, former Member4

42

483

n/a

n/a

Trevor Manuel, Member

131

1 495

136

1 609

Jay Ralph, Member6

n/a

n/a

73

868

Joerg Reinhardt, Member6

n/a

n/a

73

868

Carlos E. Represas, former Member7, 8

110

1 256

34

396

Jean-Pierre Roth, former Member4

33

380

n/a

n/a

Philip K. Ryan, Chairman of the Finance and Risk Committee7

239

2 740

233

2 758

Sir Paul Tucker, Member9

91

1 036

126

1 494

Jacques de Vaucleroy, Member5, 6

n/a

n/a

73

868

Susan L. Wagner, Chair of the Investment Committee

229

2 626

223

2 643

Total

3 821

43 717

3 538

41 858

Restricted shares

For the years ended 31 December 2016 and 2017, neither the members of the Board of Directors nor the members of the Group EC held any restricted shares.

Vested options

For the years ended 31 December 2016 and 2017, neither the members of the Board of Directors nor the members of the Group EC held any vested options.