12 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 require 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 shareholding and 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

2018

2019

1

The number of shares held on 31 December 2018 when Agostino Galvagni stepped down from the Group EC was 99 521.

2

The number of shares held on 8 July 2019 when Jayne Plunkett stepped down from the Group EC was 30 406.

3

For personal reasons, Patrick Raaflaub has extended time to meet the share ownership levels required under Swiss Re’s Stock Ownership Guidelines.

4

The number of shares held on 30 June 2019 when Thomas Wellauer stepped down from the Group EC was 83 102.

Christian Mumenthaler, Group Chief Executive Officer

71 733

75 305

Urs Baertschi, CEO Reinsurance EMEA/Regional President EMEA

n/a

546

Andreas Berger, CEO Corporate Solutions

n/a

34

Anette Bronder, Group Chief Operating Officer

n/a

0

John R. Dacey, Group Chief Financial Officer

27 124

29 809

Nigel Fretwell, Group Chief Human Resources Officer

n/a

12 272

Guido Fürer, Group Chief Investment Officer

66 007

53 983

Agostino Galvagni, former CEO Corporate Solutions1

99 521

n/a

Hermann Geiger, Group Chief Legal Officer

n/a

49 318

Russell Higginbotham, CEO Reinsurance Asia/Regional President Asia

3 918

4 662

Thierry Léger, CEO Life Capital

53 785

56 167

Moses Ojeisekhoba, CEO Reinsurance

38 998

40 704

Jayne Plunkett, former CEO Reinsurance Asia/Regional President Asia2

36 264

n/a

Patrick Raaflaub, Group Chief Risk Officer3

3 944

16 590

Edouard Schmid, Chairman Swiss Re Institute & Group Chief Underwriting Officer

30 936

31 794

J. Eric Smith, CEO Reinsurance Americas/Regional President Americas

24 004

25 262

Thomas Wellauer, former Group Chief Operating Officer4

110 520

n/a

Total

566 754

396 446

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Members of the Board of Directors

2018

2019

1

Shareholdings for 2018 and 2019 include 2 500 American Depository Receipts (ADRs), equivalent to 625 shares.

Walter B. Kielholz, Chairman

407 523

423 878

Renato Fassbind, Vice Chairman, Lead Independent Director, Chair Audit and Nomination Committees

27 593

31 143

Raymond K.F. Ch’ien, member

22 946

21 345

Karen Gavan, member1

1 512

2 803

Trevor Manuel, member

5 558

7 065

Jay Ralph, member

2 115

3 299

Joerg Reinhardt, member

14 415

25 684

Eileen Rominger, member

813

1 997

Philip K. Ryan, member, Chair Finance and Risk Committee

11 611

15 693

Sir Paul Tucker, member

4 004

5 403

Jacques de Vaucleroy, member, Chair Compensation Committee

2 706

4 835

Susan L. Wagner, member, Chair Investment Committee

11 360

13 920

Larry Zimpleman, member

813

1 997

Total

512 969

559 062

Share-based compensation

The share-based compensation for the members of the Board of Directors for 2018 and 2019 was:

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2018

2019

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

Term of office expired after the completion of the AGM of 20 April 2018 and did not stand for re-election.

Walter B. Kielholz, Chairman

1 547

17 536

1 520

16 355

Renato Fassbind, Vice Chairman, Lead Independent Director, Chair Audit and Nomination Committees

330

3 739

330

3 550

Raymond K.F. Ch’ien, member

130

1 474

130

1 399

Mary Francis, former member3

47

552

n/a

n/a

Karen Gavan, member

80

887

120

1 291

Rajna Gibson Brandon, former member3

43

513

n/a

n/a

C. Robert Henrikson, former member, former Chair Compensation Committee3

63

749

n/a

n/a

Trevor Manuel, member

140

1 586

140

1 507

Jay Ralph, member

110

1 247

110

1 184

Joerg Reinhardt, member

110

1 247

118

1 269

Eileen Rominger, member

74

813

110

1 184

Philip K. Ryan, member, Chair Finance and Risk Committee

240

2 719

240

2 582

Sir Paul Tucker, member

130

1 474

130

1 399

Jacques de Vaucleroy, member, Chair Compensation Committee

163

1 838

198

2 129

Susan L. Wagner, member, Chair Investment Committee

230

2 606

238

2 560

Larry Zimpleman, member

74

813

110

1 184

Total

3 511

39 793

3 494

37 593

Restricted shares

For the years ended 31 December 2018 and 2019, 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 2018 and 2019, neither the members of the Board of Directors nor the members of the Group EC held any vested options.