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Stock Program "Aspire"

Long-term incentive program for members of the Board of Management and other senior executives (Aspire I)

To participate in Aspire I members of the Board of Management and other senior executives are required to purchase a certain number of Bayer shares, determined on the basis of specific guidelines and to retain them for the full term of the program.

For each plan participant, a target amount is defined as a certain percentage (depending on position and contract level) of the base salary. The share price of the Bayer share is measured over a period of three years in absolute terms as well as relative to the Euro Stoxx 50SM index. Prior to each 3-year performance period, a performance matrix is defined that determines how both indicators – absolute and relative share price performance – will modify the payout. Depending on the share price development over three years, participants can receive an award that amounts between 0 % and 200 % of the target amount.

Participants can choose to receive the award as a cash payout immediately after the end of the performance period, or the can have it converted into so-called performance units. The value of these units will increase or decrease as the price of Bayer share increases or decreases. Dividends will not be paid on performance units. They can be exercised during a period of two years following the performance period, meaning they will be converted to a cash payout based on the share price on the day of exercise.

Aspire performance periods start on January 1st and end on December 31st of the next but one year (3 years in total).

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Long-term incentive program for middle management (Aspire II)

A variant of the Aspire program with the following modifications is also offered to middle management:

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