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What changed in SAP SE's 20-F2024 vs 2025

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Paragraph-level year-over-year comparison of SAP SE's 2024 and 2025 20-F annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+376 added429 removedSource: 20-F (2026-02-26) vs 20-F (2025-02-27)

Top changes in SAP SE's 2025 20-F

376 paragraphs added · 429 removed · 230 edited across 6 sections

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeOPERATING AND FINANCIAL REVIEW AND PROSPECTS 42 Overview 42 Economy and the Market 42 The IT Market 43 Impact on SAP 43 Performance Against Our Outlook for 2024 (Non - IFRS) 43 Operating Results (IFRS) 45 Our 2024 Results Compared to Our 2023 Results (IFRS) 45 Financial Income, Net 51 Our 2023 Results Compared to Our 2022 Results (IFRS) 51 Financial Income, Net 53 Foreign Currency Exchange Rate Exposure 54 Liquidity and Capital Resources 54 Finances (IFRS) 54 Research and Development 58 New Accounting Standards Not Yet Adopted 58 Expected Developments 59 Future Trends in the Global Economy 59 The IT Market: Outlook for 2025 and Beyond 60 Impact on SAP 60 Financial Targets and Prospects 60 Non - Financial Goals for 2025 62 4 Table of Contents Premises on Which Our Outlook and Prospects Are Based 62 ITEM 6.
Biggest changeOPERATING AND FINANCIAL REVIEW AND PROSPECTS 43 Overview 43 Economy and the Market 43 Performance Against Our Outlook for 2025 45 Operating Results (IFRS) 46 Our 2025 Results Compared to Our 2024 Results (IFRS) 46 Our 2024 Results Compared to Our 2023 Results (IFRS) 52 Financial Income, Net 55 Foreign Currency Exchange Rate Exposure 56 Liquidity and Capital Resources 57 Finances (IFRS) 57 Research and Development 61 New Accounting Standards Not Yet Adopted 61 3 Table of Contents Expected Developments 62 Economic Outlook for 2026 and Beyond 62 Financial Targets and Prospects 64 ITEM 6.
MAJOR SHAREHOLDERS AND RELATED-PARTY TRANSACTIONS 99 Major Shareholders 99 Related - Party Transactions 99
MAJOR SHAREHOLDERS AND RELATED-PARTY TRANSACTIONS 101 Major Shareholders 101 Related - Party Transactions 101
INFORMATION ABOUT SAP 22 Strategy and Business Model 24 Overview of SAP 24 Our Purpose 24 Our Vision 24 Our Business Model 25 Subsidiaries, Acquisitions, and Joint Ventures 25 Our Product Strategy 25 Our Customers 28 Our Investments in Innovation 29 Measuring Our Success 30 Seasonality 31 Security, Cloud Compliance, Data Protection and Privacy 31 Human Capital Resources 34 People Agenda 34 Energy and Emissions 37 Intellectual Property, Proprietary Rights and Licenses 40 Description of Property 40 Investments 41 ITEM 4A.
INFORMATION ABOUT SAP 22 Strategy and Business Model 24 Overview of SAP 24 Our Purpose 24 Our Vision 24 Our Business Model 25 Subsidiaries, Acquisitions, and Joint Ventures 25 Our Product Strategy 25 Our Customers 30 Our Investments in Innovation 31 Seasonality 31 Security, Cloud Compliance, and Data Protection and Privacy 32 Our Approach and Policies 32 Our Actions and Targets 32 Metrics on Material Topics 36 Human Capital Resources 36 People Agenda 36 #Unfiltered 37 Energy and Emissions 38 Our Approach and Policies 38 Our Actions and Targets 38 Net - Zero Target: Expected Impact of GHG Reduction Levers 1 39 Intellectual Property, Proprietary Rights and Licenses 41 Description of Property 41 Investments 42 ITEM 4A.
DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 63 Supervisory Board 63 Compensation Report 64 Compensation for Executive and Supervisory Board Members 64 Compensation for Executive Board Members 65 Share - Based Payment Information Relating to Long - Term Incentives 85 End - of - Service Benefits 88 Compensation for Supervisory Board Members 94 Employees 98 Headcount and Personnel Expense 98 Share Ownership 99 Beneficial Ownership of Shares 99 Share-Based Compensation Plans 99 Share - Based Compensation 99 ITEM 7.
DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 66 Supervisory Board 66 Executive Board 67 Compensation Report 68 Compensation for Executive and Supervisory Board Members 68 Compensation for Executive Board Members 68 Share - Based Payment Information Relating to Long - Term Incentives 90 End - of - Service Benefits 92 Compensation for Supervisory Board Members 97 Comparative Information on the Change of Compensation and Company Performance 99 Employees 100 Headcount and Personnel Expense 100 Employee and Labor Relations 100 Share Ownership 101 Beneficial Ownership of Shares 101 Share-Based Compensation Plans 101 Share - Based Compensation 101 ITEM 7.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeOur industry operates in a complex and evolving cybersecurity landscape with increasingly sophisticated attacks, such as the use of AI and cloud scale, or the exploitation by threat actors of known and unknown “zero-day” security vulnerabilities in our or our customers’ systems or software.
Biggest changeSAP operates complex cloud services across diverse architectures, with services implemented through SAP’s own cloud and data centers as well as through hyperscalers. Our industry contends with a complex and evolving cybersecurity landscape, facing increasingly sophisticated attacks that can leverage AI and cloud scale or exploit known and unknown “zero-day” security vulnerabilities in our or our customers’ systems or software.
Security threats may also exist due to delayed or insufficient responses to identified issues or other interdependencies such as cloud service providers and those beyond SAP’s cybersecurity infrastructure and protocols.
Security threats may also exist due to delayed or insufficient responses to identified issues or other interdependencies such as cloud service providers and those threats beyond SAP’s cybersecurity infrastructure and protocols.
We are subject to risks and associated consequences in the following areas, among others: inability to develop and sell new cloud products spanning various organizations on time and in line with market demands due to complexity in heterogeneous technical environments; inability to anticipate and develop technological improvements or succeed in adapting SAP products, services, processes, and business models to technological change, changing regulatory requirements, or emerging industry standards; a change in requirements of our customers and partners to strengthen the Intelligent Enterprise strategy; the possibility that our product and technology strategy might not be successful, or that our customers and partners might not adopt our technology platforms, applications, or cloud services quickly enough, or that they might consider other competing solutions in the market, or that our strategy might not match customers’ expectations and needs, specifically in the context of expanding the product portfolio into additional markets. 21 Table of Contents We are integrating AI into several of our products, including our suite of enterprise applications and SAP BTP, and we expect our use of AI across our portfolio to continue to grow.
We are subject to risks and associated consequences in the following areas, among others: inability to develop and sell new cloud products spanning various organizations on time and in line with market demands due to complexity in heterogeneous technical environments; inability to anticipate and develop technological improvements or succeed in adapting SAP products, services, processes, and business models to technological change, changing regulatory requirements, or emerging industry standards; a change in requirements of our customers and partners to strengthen the Intelligent Enterprise strategy; the possibility that our product and technology strategy might not be successful, or that our customers and partners might not adopt our technology platforms, applications, or cloud services quickly enough, or that they might consider other competing solutions in the market, or that they may leverage AI to produce their own solutions, or that our strategy might not match customers’ expectations and needs, specifically in the context of expanding the product portfolio into additional markets. 21 Table of Contents We are integrating AI into several of our products, including our suite of enterprise applications and SAP BTP, and we expect our use of AI across our portfolio to continue to grow.
For (i) a description of our principal capital expenditures and divestitures and the amount invested (including interests in other companies) since January 1, 2024 until the date of this report and (ii) information concerning our principal capital expenditures and divestitures currently in progress, including the distribution of these investments geographically and the method of financing, see
For (i) a description of our principal capital expenditures and divestitures and the amount invested (including interests in other companies) since January 1, 2025 until the date of this report and (ii) information concerning our principal capital expenditures and divestitures currently in progress, including the distribution of these investments geographically and the method of financing, see
We are subject to risks and associated consequences in the following areas, among others: implementation risks caused by insufficient or incorrect information provided by customers, insufficient customer expectation management, including scope, integration capabilities and aspects, and a lack of purposeful selection, implementation, or utilization of SAP solutions; a lack of customer commitments and respective engagements; challenges to achieve a seamlessly integrated, sufficiently automated and aligned service delivery; unrenderable services committed during the sales stage; inadequate contracting and consumption models based on subscription models for services, support, and application management; deviations from standard terms and conditions; or statements concerning solution developments that might be misperceived by customers as commitments on future software functionalities.
The implementation of SAP software and cloud-based service deliveries is led by SAP, by partners, by customers, or by a combination thereof. 18 Table of Contents We are subject to risks and associated consequences in the following areas, among others: implementation risks caused by insufficient or incorrect information provided by customers, insufficient customer expectation management, including scope, integration capabilities and aspects, and a lack of purposeful selection, implementation, or utilization of SAP solutions; a lack of customer commitments and respective engagements; challenges to achieve a seamlessly integrated, sufficiently automated and aligned service delivery; unrenderable services committed during the sales stage; inadequate contracting and consumption models based on subscription models for services, support, and application management; deviations from standard terms and conditions; or statements concerning solution developments that might be misperceived by customers as commitments on future software functionalities.
The outcome of litigation and other claims or lawsuits is intrinsically uncertain. 17 Table of Contents We are subject to risks and associated consequences in the following areas, among others: dependency in the aggregate on third-party technology, including cloud and Web services, that we embed in our products or that we resell to our customers; integration of open source software components from third parties into our software and the implications derived from it; inability to prevent third parties from obtaining, using, or selling without authorization what we regard as our proprietary technology and information; and the possibility that third parties might reverse-engineer or otherwise obtain and use technology and information that we regard as proprietary.
The outcome of litigation and other claims or lawsuits is intrinsically uncertain. 17 Table of Contents We are subject to risks and associated consequences in the following areas, among others: data access and other antitrust-based claims, for example alleged lock-in effects, dependency in the aggregate on third-party technology, including cloud and Web services, that we embed in our products or that we resell to our customers; integration of open source software components from third parties into our software and the implications derived from it; inability to prevent third parties from obtaining, using, or selling without authorization what we regard as our proprietary technology and information; and the possibility that third parties might reverse-engineer or otherwise obtain and use technology and information that we regard as proprietary.
International data transfers to third countries that do not provide for an adequate level of data protection require additional safeguards, including transfer risk assessments, to justify a transfer from the EU to a third country under the new EU standard contractual clauses.
International data transfers to third countries that do not provide an adequate level of data protection require additional safeguards, including transfer risk assessments, to justify a transfer from the EU to a third country under the applicable EU Standard Contractual Clauses (SCC).
Moreover, the laws and courts of certain countries might not offer effective means to enforce our legal or intellectual property rights. Finally, SAP might face significant adverse rulings in commercial disputes, or might not be able to collect or otherwise enforce all judgments awarded to it in legal proceedings.
Moreover, the laws and courts of certain countries might not offer effective means for us to enforce our legal or intellectual property rights and successfully defend allegations. Finally, SAP might face significant adverse rulings in commercial disputes or might not be able to collect or otherwise enforce all judgments awarded to it in legal proceedings.
These cybersecurity threats can arise from our or our customers’ failure to patch such vulnerabilities in a timely or effective manner. Geopolitical tensions can exacerbate such threats and potentially lead to hybrid warfare between nation states that can include cybersecurity attacks on private companies, with threat actors targeting IT products, businesses, and the supply chain.
These cybersecurity threats can arise from our or our customers’ failure to patch such vulnerabilities in a timely or effective manner. Geopolitical tensions can exacerbate such threats, and hybrid warfare between nation states can include cybersecurity attacks on private companies, targeting IT products, businesses, and the supply chain.
SAP delivers a full portfolio of solutions, hosts or manages elements of our customers’ businesses in the cloud, processes large amounts of data, and provides mobile solutions to users either directly or through partners and other third parties. This can include the incorporation of third-party data, products, and services into SAP products and services.
SAP delivers a full portfolio of solutions, hosts or manages elements of our customers’ businesses in the cloud, processes large amounts of data, and provides mobile solutions to users either directly or through partners and other third parties. This frequently involves incorporating third-party data, products, and services into SAP products and services.
The scanning tools we deploy across our networks and products regularly identify and track security vulnerabilities, which are prioritized based on known and anticipated risks, and our remediation activities aim to patch within the designated timeframes. We have also implemented patch management processes.
The scanning tools we deploy across our networks and products regularly identify and track security vulnerabilities, which are prioritized based on known and anticipated risks, and our remediation activities aim to patch vulnerabilities within the designated timeframes.
SAP is guided by the NIST CSF and employs a multilayered control strategy to identify, detect, protect, respond, and recover from cybersecurity attacks. When we become aware of unauthorized access to our systems or those of our third-party partners, we have action plans in place intended to identify and remediate the source and impact of such events.
When we become aware of unauthorized access to our systems or those of our third-party partners, we have action plans in place intended to identify and remediate the source and impact of such events.
In addition, other countries establish safeguards to justify data transfers to further countries, by implementing their own standard contractual clauses. Furthermore, data protection and privacy laws, regulations, and other standards around the world are evolving to better protect individuals’ personal information when it comes to marketing activities and to tracking online behavior.
Furthermore, data protection and privacy laws, regulations, and other standards around the world are evolving to better protect individuals’ personal information, particularly in marketing activities and tracking of online behavior.
Failure to integrate or maintain SAP’s cybersecurity framework and protocols with network systems obtained through acquisitions could also introduce cybersecurity vulnerabilities.
Failure to integrate or maintain SAP’s cybersecurity framework and protocols with network systems obtained through acquisitions could also introduce cybersecurity vulnerabilities. Technology and Products: Our technology and products may experience undetected defects, coding or configuration errors, may not integrate as expected, or may not meet customer expectations.
Any of these events could have a material adverse effect on our reputation, business, competitive or financial position, profit, or cash flows.
Any of these events could have a material adverse effect on our reputation, business, competitive or financial position, profit, or cash flows. In 2025, SAP continued to strengthen its compliance program and related internal controls in accordance with regulatory expectations and requirements.
We are subject to risks and associated consequences in the following areas, among others: non-compliance with our policies; violation of compliance-related rules, regulations, and legal requirements including, but not limited to, antitrust, anticorruption, and antibribery legislation in Germany, the U.S.
This commitment to recognized standards of business integrity is formalized in SAP’s Global Code of Ethical Business Conduct (CoEBC) and supporting policies and guidelines. Risks and associated consequences to which SAP is subject include: non-compliance with policies; violation of compliance-related rules, regulations, and legal requirements including, but not limited to, antitrust, anticorruption, and antibribery legislation in Germany, the U.S.
Vulnerabilities may persist even after we have issued security patches should our customers fail to either apply the patches, update their systems, or authorize service downtime sufficient to allow for patching by SAP. If attackers are able to exploit vulnerabilities before patches are installed or mitigating measures are implemented, significant compromises could impact our and our customers’ systems and data.
If attackers can exploit vulnerabilities before patches are installed or mitigating measures are implemented, significant compromises could impact our and our customers’ systems and data.
However, we may be unable to comprehensively apply patches or to confirm that mitigating measures are in place to mitigate all such vulnerabilities, or that any patches will be applied before exploitation by a threat actor.
While we have implemented patch management processes, we may be unable to comprehensively apply patches, or to confirm that mitigating measures address all vulnerabilities or that patches will be applied before exploitation by threat actors. Vulnerabilities may persist if customers do not apply patches, update systems, or authorize the service downtime required for patching by SAP.
Examples include the EU’s Data Act, Digital Services Act, AI Act, and e-Privacy Directive, the Turkish Personal Data Protection Law, China’s Personal Information Protection Law, and Saudi Arabia’s Personal Data Protection Law, which also imposes requirements regarding data localization.
In addition, other countries establish safeguards to justify data transfers to further countries, by implementing their own standard contractual clauses. Examples include Türkiye’s Personal Data Protection Law, China’s Personal Information Protection Law, and Saudi Arabia’s Personal Data Protection Law, which also imposes requirements regarding data localization.
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Moreover, protecting and defending our intellectual property is crucial to our success.
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Also, we have been in the past, and believe that we may continue to be in the future, subject to claims and lawsuits alleging competition and antitrust law violations. Such allegations, for example, often arise from competitors and third parties claiming broad access rights to SAP data. Moreover, protecting and defending our intellectual property is crucial to our success.
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This commitment to recognized standards of business integrity is formalized in SAP’s Global Code of Ethical Business Conduct (CoEBC) and supporting guidelines.
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In recent years, SAP’s Office of Ethics & Compliance (OEC), together with the assistance of an external law firm, investigated non-compliance with SAP’s policies and procedures or applicable laws. These investigations culminated in January 2024 in settlement agreements with the U.S. Securities and Exchange Commission (U.S. SEC) and the U.S. Department of Justice (U.S.
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DOJ), as well as with authorities in South Africa. During the investigations, SAP fully cooperated with law enforcement authorities and took immediate steps to discipline the employees involved, including terminating the employment of all those implicated in potential law violations.
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Since these allegations were first made, SAP has also significantly strengthened its compliance program and related internal controls in accordance with DOJ and regulatory expectations and requirements.
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Separately, in December 2024, SAP’s Brazilian subsidiary reached a settlement with the Office of the Comptroller General of the State of Minas Gerais (CGE) and the State of Minas Gerais Public Prosecutor’s Office (MPMG) in Brazil.
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SAP fully cooperated with the CGE and MPMG, applied appropriate consequence management, and enhanced its compliance program. 18 Table of Contents Any of these events could have a material adverse effect on our reputation, business, competitive or financial position, profit, or cash flows.
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The implementation of SAP software and cloud-based service deliveries is led by SAP, by partners, by customers, or by a combination thereof.
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SAP runs complex cloud services across different complex architectures, with services implemented through SAP’s own cloud and data centers as well as through hyperscalers.
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The foregoing and other events such as these could result in a loss of customers or customer opportunities, a diminished reputation in the marketplace, government investigations or enforcement actions, internal investigations, litigation including class actions, fines, or penalties, increased costs associated with remediation or compliance requirements, required changes to our business model or operations, and a host of other costs and losses, any or all of which could have a material adverse effect on our reputation, business, financial performance, competitive or financial position, profit, and cash flows.
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Technology and Products: Our technology and products may experience undetected defects, coding or configuration errors, may not integrate as expected, or may not meet customer expectations.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeLearning and user enablement is available throughout a customer’s journey and ranges from role-based digital content to expert-led live sessions, hands-on practical training, custom learning content, and certification. Our Customers Focusing on Customer Success We aim to maximize the value our customers derive from their investment in, and relationship with, SAP.
Biggest changeLearning and user enablement is available throughout a customer’s journey and ranges from role-based digital content to expert-led live sessions, hands-on practical training, custom learning content, and certification. 29 Table of Contents Partnerships SAP announced various partnerships in 2025. - On May 20, SAP and Accenture announced an expansion of their partnership to help companies enable connected intelligence across the enterprise to drive speed and agility in the AI era through the new ADVANCE offering. - Also on May 20, SAP and Perplexity announced a partnership to extend SAP’s generative AI and search capabilities by bringing together unstructured and structured data.
Our Purpose At SAP, we remain steadfast in our purpose to “help the world run better and improve people’s lives.” Together with our customers, we not only rise to meet today’s challenges, but we are also shaping the future by empowering each other to continuously improve and deliver better outcomes.
Our Purpose At SAP, we remain steadfast in our purpose to “help the world run better and improve people’s lives. Together with our customers, we not only rise to meet today’s challenges, but we are also shaping the future by empowering each other to continuously improve and deliver better outcomes.
Sapphire Ventures manages more than US$10 billion (over €9 billion) and has invested in more than 200 companies. It pursues opportunities in which it can help fuel enterprise growth by adding expertise, relationships, geographic reach, and capital. It places a particular focus on companies and venture funds in Europe, Israel, the United Kingdom, and the United States.
Sapphire Ventures manages more than US$11 billion (over €9 billion) and has invested in more than 200 companies. It pursues opportunities in which it can help fuel enterprise growth by adding expertise, relationships, geographic reach, and capital. It places a particular focus on companies and venture funds in Europe, Israel, the United Kingdom, and the United States.
For more information about WalkMe, see the Notes to the Consolidated Financial Statements, Note (D.1) . Sapphire Ventures In addition to our investments in organic growth and acquisitions, SAP also supports entrepreneurs who aspire to build industry-leading businesses through venture capital funds managed by Sapphire Ventures .
For more information about SmartRecruiters, see the Notes to the Consolidated Financial Statements, Note (D.1) . Sapphire Ventures In addition to our investments in organic growth and acquisitions, SAP also supports entrepreneurs who aspire to build industry-leading businesses through venture capital funds managed by Sapphire Ventures .
Measured in FTEs, our R&D headcount remained at 34% of total headcount (2023: 34%). Total R&D expenditure not only includes our own personnel costs but also the external costs of work and services from the providers and cooperation partners we work with to deliver and enhance our products.
Measured in FTEs, our R&D headcount remained at 34% of total headcount (2024: 34%). Total R&D expenditure not only includes our own personnel costs but also the external costs of work and services from the providers and cooperation partners we work with to deliver and enhance our products.
We also incur external costs for the following: - Translating, localizing, and testing products - Obtaining certification for products in different markets - Patent attorney services and fees - Consulting related to our product strategy - Professional development of our R&D workforce 29 Table of Contents Patents Our investment in R&D has resulted in numerous patents.
We also incur external costs for the following: - Translating, localizing, and testing products - Obtaining certification for products in different markets - Patent attorney services and fees - Consulting related to our product strategy - Professional development of our R&D workforce Patents Our investment in R&D has resulted in numerous patents.
KG, Walldorf Germany Rest of EMEA SAP (Schweiz) AG, Biel Switzerland SAP (UK) Limited, Feltham United Kingdom SAP España Sistemas, Aplicaciones y Productos en la Informática, S.A., Madrid Spain SAP France, Levallois Perret France SAP Italia Sistemi Applicazioni Prodotti in Data Processing S.p.A., Vimercate Italy SAP Nederland B.V., 's-Hertogenbosch The Netherlands United States Ariba, Inc., Palo Alto USA Concur Technologies, Inc., Bellevue USA SAP America, Inc., Newtown Square USA SAP Industries, Inc., Newtown Square USA SAP National Security Services, Inc., Newtown Square USA Rest of Americas SAP Brasil Ltda., São Paulo Brazil SAP Canada, Inc., Toronto Canada SAP México S.A. de C.V., Mexico City Mexico Japan SAP Japan Co., Ltd., Tokyo Japan Rest of APJ SAP Australia Pty Ltd., Sydney Australia SAP China Co., Ltd., Shanghai China SAP India Private Limited, Bengaluru India 23 Table of Contents Strategy and Business Model Overview of SAP Founded in 1972, SAP is a global company headquartered in Walldorf, Germany.
KG, Walldorf Germany Rest of EMEA Concur Holdings (Netherlands) B.V., ‘s-Hertogenbosch The Netherlands SAP (Schweiz) AG, Biel Switzerland SAP (UK) Limited, Feltham United Kingdom SAP Belgium Systems, Applications and Products S.A., Brussels Belgium SAP España Sistemas, Aplicaciones y Productos en la Informática, S.A., Madrid Spain SAP France, Levallois Perret France SAP Italia Sistemi Applicazioni Prodotti in Data Processing S.p.A., Vimercate Italy SAP Nederland B.V., ‘s-Hertogenbosch The Netherlands SAP Österreich GmbH, Vienna Austria United States Ariba, Inc., Palo Alto USA Concur Technologies, Inc., Bellevue USA SAP America, Inc., Newtown Square USA SAP Industries, Inc., Newtown Square USA SAP National Security Services, Inc., Newtown Square USA Rest of Americas SAP Brasil Ltda., São Paulo Brazil SAP Canada, Inc., Toronto Canada SAP México S.A. de C.V., Mexico City Mexico Japan SAP Japan Co., Ltd., Tokyo Japan Rest of APJ SAP Australia Pty Ltd., Sydney Australia SAP China Co., Ltd., Shanghai China SAP India Private Limited, Bengaluru India 23 Table of Contents Strategy and Business Model Overview of SAP Founded in 1972, SAP is a global company headquartered in Walldorf, Germany.
Services and Support We continue to evolve our cloud-focused services and support portfolio to focus on customer adoption and consumption. Central to the Services and Support portfolio is SAP Enterprise Support , which provides foundational tools and services, curated content, and mission-critical support. SAP Enterprise Support, cloud editions are included with cloud solution subscriptions.
Services and Support We continue to evolve our cloud-focused services and support portfolio to focus on customer adoption and consumption. The foundation of the SAP Services and Support portfolio is SAP Enterprise Support , which provides tools and services, curated content, and mission-critical support. SAP Enterprise Support, cloud editions are included with cloud solution subscriptions.
By embedding AI and connecting end-to-end business processes from finance to supply chains, and human resources to customer relations we fuel efficient growth throughout businesses.
By embedding AI and connecting end-to-end business processes—from finance to supply chains, and human resources to customer relations—we fuel efficient growth throughout their business networks.
For an overview of our product portfolio, see the Our Product Strategy section. Subsidiaries, Acquisitions, and Joint Ventures Subsidiaries SAP SE is the ultimate parent company of the SAP Group. As at December 31, 2024, the SAP Group comprised 226 companies.
For an overview of our product portfolio, see the Our Product Strategy section. Subsidiaries, Acquisitions, and Joint Ventures Subsidiaries SAP SE is the ultimate parent company of the SAP Group. As at December 31, 2025, the SAP Group comprised 216 companies.
If customers require more guidance from SAP, they can opt for incremental service plans such as SAP Preferred Success and SAP Cloud Application Services, as well as professional services to address project-specific objectives, timelines, and plans. To help customers who intend to make an enterprise-wide transformational change, SAP offers SAP MaxAttention and SAP ActiveAttention services for tailored, long-term strategic engagement.
Customers who require more guidance from SAP can opt for incremental service plans, such as SAP Preferred Success and SAP Cloud Application Services , and professional services to address project-specific objectives, timelines, and plans. To help customers who are planning to make an enterprise-wide transformational change, SAP offers SAP MaxAttention and SAP ActiveAttention services for tailored, long-term strategic engagement.
The remaining offerings are part of the extension Suite, which supplement and extend the functional coverage of SAP’s solutions for the cloud. To accelerate our own transformation and strengthen our position as a leading enterprise software company, we have adopted an AI-First, Suite-First strategy, which aims to ensure that our initiatives focus on our key differentiators.
The remaining offerings are part of SAP’s extension suite, which supplements and extends the functional coverage of SAP’s solutions for the cloud. To strengthen our position as a leading enterprise software company, we have adopted an AI-First, Suite-First strategy, which aims to ensure that our initiatives focus on our key differentiators.
This is apparent from a comparison of the market capitalization of SAP SE (based on all issued shares), which was €290.3 billion at the end of 2024 (2023: €171.4 billion), with the book value of our equity in the Consolidated Financial Statements, which was €45.8 billion (2023: €43.4 billion).
This is apparent from a comparison of the market capitalization of SAP SE (based on all issued shares), which was €256.0 billion at the end of 2025 (2024: €290.3 billion), with the book value of our equity in the Consolidated Financial Statements, which was €45.1 billion (2024: €45.8 billion).
For a list of our subsidiaries, associates, and other equity investments, see the Notes to the Consolidated Financial Statements, Note (G.9) . Material Acquisitions We continue to focus on organic investments in technology and innovations that should ensure sustainable growth of our product portfolio.
For a list of our subsidiaries, associates, and other equity investments, see the Notes to the Consolidated Financial Statements, Note (G.9) . Material Acquisitions We continue to focus on organic investments in technology and innovations, which are intended to ensure that our product portfolio grows sustainably.
In 2024, our IFRS R&D ratio, which reflects R&D expenditure as a portion of total revenue, decreased 1.2 percentage points (pp) to 19.1% (2023: 20.3%). Our non-IFRS R&D ratio likewise decreased 1.2pp year over year to 19.0% (2023: 20.2%). At the end of 2024, our total full-time equivalent (FTE) headcount in development was 37,590 (2023: 36,444).
Our IFRS R&D ratio, which reflects R&D expenditure as a portion of total revenue, decreased 1.0 percentage points (pp) to 18.0% (2024: 19.1%). Our non-IFRS R&D ratio likewise decreased 1.0 pp year over year to 18.0% (2024: 19.0%). At the end of 2025, our total full-time equivalent (FTE) headcount in development was 37,965 (2024: 37,590).
Our Business Model Our business model, through which we implement our vision and strategy, can be summarized as follows: We create value by first identifying the business needs of our customers and then developing and delivering a portfolio of cloud solutions, services, and support that address these needs.
We are committed to delivering solutions that integrate seamlessly, evolve alongside our customers, and are ready to grow with their ambitions. 24 Table of Contents Our Business Model 7 Our business model, through which we implement our vision and strategy, can be summarized as follows: We create value by first identifying the business needs of our customers and then developing and delivering a portfolio of cloud solutions, services, and support that address these needs.
Figure 1: SAP Business Suite The Cloud ERP Suite metric is the subset of SAP Business Suite that includes our strategic cloud solutions, which are most of the solutions in SAP Business Suite. For more information about this metric, see the Performance Management System section.
It is the destination for all our customers. The Cloud ERP Suite metric is the subset of SAP Business Suite covering most of our strategic cloud solutions. For more information about Cloud ERP Suite, see the Performance Management System section.
Additionally, we may make targeted acquisitions to complement our solution offerings and improve coverage in key strategic markets. On June 5, 2024, SAP announced its intent to acquire 100% of WalkMe Ltd. (WalkMe), a leader in digital adoption platforms (DAPs). The transaction closed on September 12, 2024, following satisfaction of regulatory and other approvals.
Additionally, we may make targeted acquisitions to complement our solution offerings and improve coverage in key strategic markets. On August 1, 2025, SAP announced its intent to acquire 100% of SmartRecruiters , a leading talent acquisition (TA) software provider. The transaction closed on September 11, 2025, following satisfaction of regulatory and other approvals.
For more information about the expected development of our share of more predictable revenue, see
Operating and Financial Review and Prospects Operating Results (IFRS). For more information about the expected development of our share of more predictable revenue, see
Item 4. Information About SAP Description of Property .” 22 Table of Contents The following table sets forth our most significant subsidiaries based on total revenues of SAP group in 2024. All of these subsidiaries are wholly owned or controlled by SAP SE. Name of Subsidiary Country of Incorporation Germany SAP Deutschland SE & Co.
Item 4. Information About SAP Description of Property .” 22 Table of Contents The following table sets forth our most significant subsidiaries based on total revenues of SAP group in 2025.
We do so at every touchpoint in their experience with us over the entire engagement lifecycle. Our customer-facing teams across solutions, sales, services, customer engagement, ecosystem, and others work together along an operating model that aims to harmonize internal processes with the goal of delivering improved outcomes for our customers.
Our customer-facing teams—across solutions, sales, services, customer engagement, ecosystem, and more—work together under an operating model that aims to harmonize internal processes with the goal of delivering improved outcomes for our customers. Feedback from our customers is crucial to our journey together.
Business Transformation Management SAP’s business transformation management solutions help customers realize holistic data-driven business transformation across several pillars: With SAP Signavio solutions , organizations can analyze, discover, and understand their business process operations.
Business Transformation Management SAP’s business transformation management solutions help customers realize holistic, data-driven business transformation across several pillars: business processes with SAP Signavio , applications with SAP LeanIX, and people with WalkMe .
By benchmarking current process landscapes against best practices and acting on change recommendations, customers can define a target state and adapt as-is processes accordingly, while measuring whether realized outcomes match strategic goals.
By benchmarking current process landscapes against best practices, and acting on change recommendations, customers can define a target state, adapt their processes accordingly, and assess whether the outcomes they achieve align with their strategic goals. With SAP LeanIX , customers can manage and transform their IT landscape.
While our intellectual property is important to our success, we believe our business as a whole is not dependent on any particular patent or a combination of patents. Competitive Intangibles The majority of (intangible) resources that are the basis for our current and future success do not appear in the book value of equity in our Consolidated Financial Statements.
Competitive Intangibles The majority of (intangible) resources that are the basis for our current and future success do not appear in the book value of equity in our Consolidated Financial Statements.
Our ordinary shares are listed on the Frankfurt Stock Exchange. American Depositary Receipts (ADRs) representing SAP SE ordinary shares are listed on the New York Stock Exchange (NYSE). SAP is a member of Germany’s DAX and TecDAX, the Dow Jones EURO STOXX 50, the Dow Jones Sustainability Index World, and the Dow Jones Sustainability Index Europe.
American Depositary Receipts (ADRs) representing SAP SE ordinary shares are listed on the New York Stock Exchange (NYSE). SAP is a member of Germany’s DAX and TecDAX. Throughout 2025, SAP was among the most valuable companies on the DAX, and in Europe, based on market capitalization.
Their feedback is crucial for our journey together. 28 Table of Contents To further address and improve customer feedback, we have a Company-Wide Global Experience Management (XM) Program in place. This program aims to achieve a consistent end-to-end experience for our customers by standardizing experience initiatives and methodologies to help identify and close experience gaps across SAP.
To systematically gather and act on these insights, we have a company-wide Global Experience Management (XM) Program 10 in place. This program aims to achieve a consistent end-to-end experience for our customers by standardizing experience initiatives and methodologies to help identify and close any gaps.
The head of Competitive Market Intelligence (CMI) in the Office of the CEO leads our Global XM Program, which includes conducting the Customer Net Promoter Score (NPS) survey. Our Customer NPS is a KPI in the short-term incentive component of Executive Board remuneration. For more information about the Customer NPS, see the Performance Management System section.
The head of Customer and Market Intelligence (CMI) in the Strategy & Operations Board area leads our global XM program, which includes the SAP Customer Loyalty Survey . The customer experience metric derived from this survey is a KPI in the short-term incentive component of Executive Board remuneration. Historically, this KPI is the Customer Net Promoter Score (NPS) .
R&D numbers for 2020 have not been retrospectively adjusted. To drive competitive edge, the focus of our R&D activities is on advancing our product portfolio. Our priorities here are to strengthen our AI foundation and seamlessly integrate our products.
Our Investments in Innovation 11 We are committed to scaling AI adoption across our organization to accelerate and optimize our innovation cycle. To drive competitive edge, the focus of our research and development (R&D) activities is on advancing our product portfolio. Our priorities here are to strengthen our AI foundation and seamlessly integrate our products.
Technology is essential in addressing the most profound economic, environmental, and social challenges. Software and analytics help predict and prevent disasters, make cities smarter, and foster equity in workplaces. By leveraging innovative tools and business models, we help everyone in the SAP ecosystem make business decisions that have a lasting impact.
We believe that progress depends on people and systems working together, and that technology is essential in addressing the most profound economic, environmental, and social challenges. Software and analytics help predict and prevent disasters, make cities smarter, and foster equity in the workplace.
Our SAP Business Suite unlocks new pathways to organizational innovation and excellence to enhance agility and drive scalable growth. Achieve More Across the Value Chain We assist organizations in utilizing collective intelligence to help achieve efficiency, resilience, and agility across the whole value chain.
By creating one harmonized data layer and embedding AI-driven intelligence into core processes, our SAP Business Suite unlocks new pathways to organizational innovation and excellence to enhance agility and drive scalable growth. Achieve More Across the Value Chain We help companies leverage collective intelligence to become efficient, resilient, and agile across their entire value chain.
Our commitment to this vision is based on three pillars: Agile Business Transformation at Scale To stay competitive in a rapidly changing landscape, businesses need to transform at scale with agility. Our cloud solutions and real-time data insights, supported by our platform, enable organizations to achieve greater flexibility and efficiency and to adapt rapidly to evolving demands.
Our commitment to this vision is based on three pillars: Transform Your Business at Scale with AI To stay competitive in a rapidly changing political, socioeconomic, and technological landscape, businesses need to continuously transform at scale. We help our customers drive end-to-end business transformation powered by AI.
RISE with SAP is targeted at our installed base customers and helps them on their journey from legacy ERP systems to the SAP Business Suite. GROW with SAP is targeted at new ERP customers and comprises an ERP software-as-a-service (SaaS) suite of solutions that aims to help customers grow their business and simplify work processes.
To this end, SAP has two journeys, RISE with SAP and SAP GROW , which cater to different customer objectives and requirements. RISE with SAP is targeted at our installed base customers and helps them on their journey from legacy ERP systems to SAP Business Suite.
As the IT landscape continues to rapidly evolve, SAP is seeing a clear shift in customer preferences to the cloud, and a growing demand for flexibility, agility, scalability, and cost-effectiveness. Understanding the importance of helping customers embrace digital technologies to thrive in today’s dynamic business environment, SAP has committed to a forward-thinking cloud strategy.
SAP understands the importance of helping customers embrace digital technologies to thrive in today’s dynamic business environment, and has therefore adopted a forward-thinking strategy for sustainable growth and innovation.
As at December 31, 2024, SAP held in excess of 13,000 (2023: close to 13,000) validated patents worldwide. Of these, more than 700 (2023: more than 650) were granted and validated in 2024.
As at December 31, 2025, SAP held almost 13,000 (2024: more than 13,000) validated patents worldwide. Of these, more than 600 (2024: more than 700) were granted and validated in 2025. While our intellectual property is important to our success, we believe our business as a whole is not dependent on any particular patent or combination of patents.
This also includes platform capabilities such as the SAP HANA in-memory database, data management, AI, and application lifecycle management, as well as SAP cloud ERP solutions, which our customers consume as part of their transformation to the cloud.
Cloud ERP SAP Cloud ERP provides software capabilities for finance, risk management, project management, procurement, manufacturing, supply chain management, asset management, R&D, and more. These include capabilities such as the SAP HANA in-memory database, data management, AI, and application lifecycle management—and SAP Cloud ERP solutions, which ease our customers’ transformation to the cloud.
We recognize our role in minimizing carbon footprints and promoting human rights through AI and data-driven insights. We are committed to providing AI solutions that are integral to our customers’ most critical business processes and aim to ensure that these solutions are relevant, reliable, and responsible.
We are committed to providing AI solutions that are integral to our customers’ most critical business processes, and aim to ensure that these solutions are relevant, reliable, and responsible. Our solutions are designed to help anticipate risks and avert crises, enable smarter cities, and foster a world built on inclusion and equity.
Our Vision Our vision of bringing out the best in every business reflects our commitment to transform organizations globally. We aim to build a future where businesses adapt rapidly to changes and opportunities, embed sustainability in their operations, and drive efficiency throughout the value chain.
Together, we aim to bring out the best in the world around us. Our Vision Our vision of bringing out the best in every business reflects our commitment to transform organizations globally.
Policies such as our Global Code of Ethics and Business Conduct for Employees and applicable General Terms and Conditions for our products govern our relationships with our customers. How We Measure and Manage Our Performance We use the Customer NPS as a feedback mechanism to measure customer loyalty.
For more information, especially for the differentiation between cloud and on-premise customers, see the Performance Management System section. 10 Description of engagement with customers: ESRS 2 SBM-2 45 (a). 30 Table of Contents Policies, such as our Global Code of Ethics and Business Conduct for Employees, and the applicable General Terms and Conditions govern our relationships with our customers.
SAP offers a range of AI-powered use cases built into core business processes across cloud ERP and finance, supply chain, procurement, human resources (HR), sales, marketing and commerce, as well as in IT and across industries, which are used by more than 30,000 customers.
SAP Business AI SAP Business AI capabilities are available across SAP Business Suite and SAP BTP. SAP offers a wide range of embedded AI features built into core business processes across finance, spend, supply chain, procurement, human capital management, customer relationship management, and customer experience, and in IT and industries.
Unlike our on-premise software revenues, our on-premise support revenues and cloud revenues are less subject to seasonality and thus help to reduce this effect. For more information about the development of our share of more predictable revenue in 2024, see Item 5. Operating and Financial Review and Prospects Operating Results (IFRS) .
Due to the constant decrease in on-premise software revenues, which is expected to continue, the seasonality in SAP's revenues is expected to vanish in the near future. For more information about the development of our share of more predictable revenue in 2025, see Item 5.
Sapphire Ventures has committed to investing more than US$1 billion in the next generation of AI - powered enterprise technology startups. Our Product Strategy Current market trends for enterprise management require interconnected, intelligent systems capable of predicting, adapting, and acting autonomously.
Sapphire Ventures has committed to investing more than US$1 billion in the next generation of AI - powered enterprise technology startups. Our Product Strategy 8 With the IT landscape continuing to transform at pace, SAP is seeing a clear shift in customer preferences toward the cloud—and toward solutions that are flexible, agile, scalable, and cost-effective.
This means that the market capitalization of our equity is more than six times the book value.
This means that the market capitalization of our equity is more than five times the book value. Seasonality Over the years 2025, 2024, and 2023, on-premise support revenues and cloud revenues have further increased their share of total revenues. Unlike our on-premise software revenues, our on-premise support revenues and cloud revenues are less subject to seasonality.
Our solutions go beyond internal systems: they link businesses across enterprises and, by digitalizing transactions, foster transparent, resilient, and sustainable value chains. 7 IDC, Worldwide Enterprise Applications Software Market Shares, 2023: Cloud Foundation Brings Preparedness for AI, Doc #US51079524, June 2024.
Our solutions aim to go beyond internal systems: they link businesses across enterprises and, by digitalizing transactions, foster transparent, resilient, and sustainable value chains. Innovate Sustainably and with Confidence Companies are looking to innovate without compromising ethical and security standards while pursuing sustainable business success.
To address this, an integrated foundation that seamlessly brings together applications, data, and AI is essential. 25 Table of Contents The recently launched SAP Business Suite leverages the powerful combination of these three components.
Across industries, AI is becoming the core driver of transformation, redefining business processes and unlocking untapped potential for innovation and growth. To address this latest technology shift, an integrated foundation that seamlessly brings together applications, data, and AI is essential: SAP’s flywheel . The flywheel captures momentum from continuous rotations across the three layers.
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SAP has been ranked first in market share in the following areas worldwide: enterprise applications software, 7 enterprise resource management applications, 8 supply chain management applications, 9 procurement applications software, 10 travel and expense management software, 11 and enterprise resource planning software. 12 The SAP Group has a global presence and employed more than 109,000 people as at December 31, 2024.
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All of these subsidiaries are wholly owned or controlled by SAP SE. ​ Name of Subsidiary ​ ​ ​ Country of Incorporation Germany ​ SAP Deutschland SE & Co.
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As at December 31, 2024, SAP was the most valuable company in the DAX based on market capitalization and has been ranked among the top 5% of S&P Global ESG Scores in the S&P Global Corporate Sustainability Assessment.
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Our legal corporate name is SAP SE. For over 50 years, organizations have trusted SAP to bring out their best by uniting business-critical operations spanning finance, procurement, HR, supply chain, customer experience, and others.
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In addition, we want our own business operations and practices to be sustainable and inclusive. SAP is committed to the goal set by the Paris Agreement of limiting global warming to 1.5 degrees Celsius in comparison to preindustrial levels.
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Today, the Company’s integrated applications aim to connect all parts of a business into an intelligent suite on a fully digital platform in the cloud, thereby replacing the process-driven legacy platform. The SAP Group has a global presence and employed more than 110,000 people as at December 31, 2025. Our ordinary shares are listed on the Frankfurt Stock Exchange.
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SAP aims to reduce its gross greenhouse gas (GHG) emissions by at least 90% across our relevant value chain by 2030 as part of its net-zero commitment. We also support the United Nations Sustainable Development Goals (UN SDGs). Together with our customers and partners, we engage in several initiatives across the UN SDGs.
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By leveraging innovative tools and business models, we help everyone in the SAP ecosystem make business decisions that have a lasting impact. We recognize our role in minimizing carbon footprints, promoting human rights, and turning sustainability into a competitive advantage by combining applications, data, and AI into a single intelligent system.
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IDC declares a statistical tie in the worldwide enterprise applications market when there is a difference of 0.5% or less in the share of revenues among two or more vendors. 8 IDC, Worldwide Semiannual Software Tracker, 2024H1, October 2024. 9 IDC, Worldwide Semiannual Software Tracker, 2024H1, October 2024.
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We help our customers innovate by embedding security and simple, transparent compliance controls into solutions, enabling them to decide where their data resides and who can access it. By connecting applications, data, and AI, we help companies drive sustainable action and measurable impact. At SAP, our journey is one of continuous innovation and transformation.
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IDC declares a statistical tie in the worldwide supply chain management market when there is a difference of 0.5% or less in the share of revenues among two or more vendors. 10 IDC, Worldwide Semiannual Software Tracker, 2024H1, October 2024. 11 IDC, Worldwide Travel and Expense Management Software Market Shares, 2023: Resurgence of Business Travel Heralds a New Chapter in Travel and Expense Software, Doc #US51658524, August 2024. 12 IDC, Worldwide Enterprise Resource Planning Applications Market Shares, 2023: Preparing for the AI-Enabled World, #US52728224, December 2024. ​ 24 Table of Contents Sustainability at Your Core We have evolved beyond mere sustainability aspirations to actionable, sustainable outcomes.
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This strategy also includes sovereign cloud offerings that enable governments and regulated industries to adopt cloud and AI with full control across data, operations, technology, and law, allowing them to innovate on their own terms and under their own governance. We recognize that every organization’s experience with the cloud can be unique and challenging.
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Our SAP Green Ledger solution aims to ensure robust, auditable sustainability practices are a natural extension of business operations. This innovative approach enables organizations to capture real-time impacts, report audit-ready ESG metrics, and integrate ESG principles into business processes to create genuine data-driven sustainability management. At SAP, our journey is one of continuous innovation and transformation.
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Yet many customers are already benefiting in many ways: for example, they can allocate personnel who used to manage internal IT teams to other tasks, and ensure online access to systems and data from any location.
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We are committed to delivering solutions that integrate seamlessly, evolve alongside our customers, and are ready to grow with their ambitions.
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This shift to the cloud creates new customer requirements and hence new market opportunities that SAP can tap into. 7 Description of business model, inputs and outputs: ESRS 2 SBM-1 42 (a), (b). 8 Amendments to strategy and business model: ESRS 2 SBM-2 45 c (i). 25 Table of Contents ​ Generative and agentic AI are reshaping how businesses operate and how end-users engage with software.
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It offers a comprehensive set of integrated solutions, combining our core cloud ERP and line-of-business (LoB) applications to seamlessly connect functions across the business end to end. An integral part of this offering is SAP Business Technology Platform (SAP BTP), ensuring harmonized data and seamless process flows across SAP and non-SAP systems.
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Deeply integrated Business AI enhances our SAP Cloud ERP applications, which in turn generate richer, more accurate data.
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Driven by business data and artificial intelligence (AI), our strategy emphasizes a modular, composable design, addressing critical business processes while offering flexibility and scalability. This aims to ensure immediate value and supports future expansion as customer needs evolve.
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With our SAP Business Data Cloud solution, valuable business data from every part of the business feeds into a semantically rich data layer. ​ ​ ​ ​ SAP Business Suite offers a comprehensive set of integrated solutions, in which applications, data, and AI work as one.
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AI-First means that we are not just adding AI capabilities to existing business processes, but fundamentally rethinking our approach to product development. We aim to redefine user interaction by offering our generative AI copilot, Joule . Already available in many of our most frequently used process steps, Joule aims to create an intelligent copilot experience for business users.
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AI-First means that we are not just adding AI capabilities to existing business processes, but adapting our approach to product development. We aim to embed Business AI in every application and business process to boost customer productivity, profitability, and innovation, based on the highest standards of responsible AI as outlined in our Global AI Ethics Policy.
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Our strategy also entails being data-focused . With our applications covering a vast array of business processes and, crucially, their data, we intend to harmonize our semantic model so that our customers can benefit from highly valuable insights, enriched by AI. For our cloud products, Suite-First describes our objective of delivering a consistent, or suite-like, experience across our portfolio.
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Central to this approach are Joule (our AI user experience layer), Joule Agents (AI systems that autonomously plan and execute workflows, connect departments, and optimize business processes while collaborating with users and providing insights), and SAP Business Data Cloud (which serves as the data platform across the SAP cloud portfolio, fueling AI capabilities with semantically rich data products).
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In our user interface based on a modern design system, Suite First aims to ensure faster time to value for customers; in our extensibility approach for SAP BTP , it helps our customers extend and enhance our applications; and in product localization, it is central to helping customers operate in different geographies while ensuring compliance with local regulations.
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At the same time, new agentic AI capabilities are reshaping the enterprise technology market, and business process execution is shifting from individual applications to an agentic AI layer that runs all critical processes and becomes the new user experience. To lead this next phase of our transformation, we will be focusing even more strongly on AI in 2026.
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SAP strives to help customers grow their businesses profitably, while at the same time minimizing the risks. To this end, SAP has two journeys, RISE with SAP and GROW with SAP , which cater to different customer objectives and requirements.
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This includes deploying Joule as the new AI user experience for every user; embedding agentic AI into end-to-end business processes to deliver value through AI assistants; codeveloping with customers to create next-generation AI-powered industry applications; establishing SAP Business Data Cloud as the foundational data layer for AI; and scaling adoption through our RISE with SAP and SAP GROW offerings.
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We acknowledge that every organization’s experience with the cloud can be unique and can therefore be challenging, yet many customers shifting to a cloud strategy can already achieve the benefits that today’s business environments require, such as redistributing resources previously needed to manage internal IT teams, and ensuring remote global accessibility from any location through the Internet.
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For our cloud products, Suite-First describes our objective of delivering a consistent, or suite-like, experience across our portfolio.
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This strategy shift to the cloud allows SAP to address these new market opportunities and requirements. The pillars of SAP’s product strategy, and our development and innovations, are presented below. 26 Table of Contents SAP Business AI SAP Business AI capabilities are available across SAP’s suite of enterprise applications and SAP BTP and are grounded in customers’ own business data.
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SAP Business Technology Platform (SAP BTP) serves as the foundation for this strategy, facilitating development, extensions, and integrations while maintaining a clean core, ensuring that our solutions remain adaptable and forward-looking. 26 Table of Contents SAP strives to help customers grow their businesses profitably, while at the same time minimizing the risks.
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By using these embedded AI capabilities, customers can benefit from immediate business value through increased automation, leading to more productivity. And by using Joule, SAP’s AI copilot, users can interact with enterprise software in natural language, while AI agents are able to take over complex tasks that span the enterprise.
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SAP GROW is targeted at new SAP Business Suite customers across a broad market landscape, ranging primarily from those with revenues below €50 million to those with revenues in excess of €1 billion. The offering aims to help them grow their business and simplify work processes.
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In addition, partners and customers can build custom or extend existing AI capabilities based on a comprehensive set of SAP AI Services in AI Foundation on SAP BTP . Our goal is to make every SAP end user 30% more efficient with SAP Business AI .
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Both journeys provide AI-enabled migration tools that ease our customers transition to SAP Business Suite with less effort. To guide customers as they migrate to SAP Business Suite, we introduced an evolution of our SAP Services and Support portfolio.

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Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeEnergy Consumption and Mix Energy Consumption in MWh (rounded to 100 MWh) 2024 Total Energy Consumption 757,900 Energy from Fossil Energy from Renewable Energy from Nuclear Sources Sources 1 Sources Total Energy Consumption 447,900 310,000 0 Scope 1 Fuel consumption from natural gas and other sources Stationary combustion 2 92,600 1,100 0 Mobile combustion from corporate cars (gasoline, diesel) 339,900 0 0 Mobile combustion from corporate jets (kerosene) 7,900 0 0 Scope 2 Consumption of purchased or acquired electricity Electricity in office buildings 0 112,000 0 Electricity in own data centers 0 95,200 0 Electricity in colocation data centers 0 87,700 0 E-mobility electricity 0 12,700 0 Consumption of purchased or acquired heat, steam, and cooling (district heating) 7,500 0 0 1 Refers to the consumption of (1) self-generated renewable energy (produced on-site) and (2) the procurement of high-quality EACs. 2 This includes gas and oil heating systems in office buildings (owned and leased) as well as the combustion of diesel in generators and gas in co-generation units / Combined heat and power (CHP) systems.
Biggest changeEnergy Consumption and Mix in MWh (rounded to 100 MWh) 2025 2024 Total Energy Consumption 610,700 757,900 Energy from Fossil Energy from Renewable Energy from Nuclear Energy from Fossil Energy from Renewable Energy from Nuclear Sources Sources 1 Sources Sources Sources 1 Sources Total Energy Consumption 377,100 233,600 0 447,900 310,000 0 Scope 1 Fuel consumption from natural gas and other sources Stationary combustion 2 80,100 1,900 0 92,600 1,100 0 Mobile combustion from corporate cars (gasoline, diesel) 281,500 0 0 339,900 0 0 Mobile combustion from corporate jets (kerosene) 7,200 0 0 7,900 0 0 Scope 2 Consumption of purchased or acquired electricity Electricity in office buildings 0 108,900 0 0 112,000 0 Electricity in own data centers 0 97,100 0 0 95,200 0 E-mobility electricity 0 24,400 0 0 12,700 0 Consumption of purchased or acquired heat, steam, and cooling (district heating) 8,300 0 0 7,500 0 0 1 Does not include Taulia and Volume Integration. 2 Refers to the consumption of (1) self-generated renewable energy (produced on-site), (2) the procurement of high-quality EACs, and starting 2025, (3) the procurement of biomethane (biogas) certificates. 3 This includes gas and oil heating systems in office buildings (owned and leased); the combustion of diesel in generators, and of gas in co-generation units and combined heat and power (CHP) systems.
In approximately 80 countries worldwide, we occupy roughly 1,560,000 square meters. Except for our main office in Germany, most of our office spaces are leased. We also own certain real estate properties in Newtown Square, Palo Alto, and Colorado Springs (United States); Bangalore (India); Sao Leopoldo (Brazil); London (UK); Ra’anana (Israel); Sofia (Bulgaria) and a few other locations.
In approximately 80 countries worldwide, we occupy roughly 1,492,000 square meters. Except for our main office in Germany, most of our office spaces are leased. We also own certain real estate properties in Newtown Square, Palo Alto, and Colorado Springs (United States); Bangalore (India); Sao Leopoldo (Brazil); London (UK); Ra’anana (Israel); Sofia (Bulgaria) and a few other locations.
Directors, Senior Management and Employees Employees ,” which discusses the numbers of our employees, in FTE’s, by business area and by geographic region, which may be used to approximate the productive capacity of our workspace in each region. 40 Table of Contents We believe that our facilities are in good operating condition and adequate for our present usage.
Directors, Senior Management and Employees Employees ,” which discusses the numbers of our employees, in FTE’s, by business area and by geographic region, which may be used to approximate the productive capacity of our workspace in each region. We believe that our facilities are in good operating condition and adequate for our present usage.
We continue investing in the Flex Work readiness of our existing properties and where necessary we are undertaking construction activities to increase our capacity for future expansion of our business. We are also reviewing our portfolio to ensure that it covers our office space demands in line with the evolved Hybrid Work Guidance.
We continue investing in the Flex Work readiness of our existing properties and where necessary we are undertaking capital investment activities to increase our capacity for future expansion of our business. We are also reviewing our portfolio to ensure that it covers our office space demands in line with the evolved Hybrid Work Guidance.
We have defined three key strategic pillars built on a strong foundation that together make up our People Agenda: Our growth culture guides how we work internally and address the market and customers externally. It increases our capacity for change, drives efficiency, and ensures accountability, helping us deliver high-performance results for our customers and markets.
We have defined three key strategic pillars built on a strong foundation that together make up our People Agenda: Our growth culture guides how we work internally and how we address market needs and customer relationships. It increases our capacity for change, drives efficiency, and ensures accountability, helping us deliver high-performance results for our customers and markets.
Description of Property Our principal office is located in Walldorf, Germany, where we own and occupy approximately 405,000 square meters of office and datacenter space including our facilities in neighboring St. Leon-Rot. We also own and lease office space in various other locations in Germany, totaling approximately 190,000 square meters.
Description of Property Our principal office is located in Walldorf, Germany, where we own and occupy approximately 406,000 square meters of office and datacenter space including our facilities in neighboring St. Leon-Rot. We also own and lease office space in various other locations in Germany, totaling approximately 138,000 square meters.
Target Base Year Target Year Target Description 1.5 °C-aligned science-based target (SBT) 2023: 6.9 million tons Gross GHG Emissions (market-based) 2030: Reduction of Gross GHG Emissions (market-based) by at least 90%, which corresponds to less than 0.7 million tons (near-term and long-term target) Reduce SAP’s Gross GHG Emissions (market-based) across our value chain (Scope 1, 2 and 3) by at least 90% to reach net zero by 2030.
Target Base Year Target Year Target Description 1.5°C-aligned science-based target (SBT) 2023: 6.9 million tons gross GHG emissions (market-based) 2030: reduction in gross GHG emissions (market-based) by at least 90%, which corresponds to less than 0.7 million tons (near-term and long-term target) 2026: steady decrease in GHG emissions across relevant value chains Reduce SAP’s gross GHG emissions (market-based) across our value chain (Scopes 1, 2, and 3) by at least 90% to reach net-zero by 2030.
Our significant construction activities are described below, under the heading “Principal Investments and Divestitures Currently in Progress.” Investments Principal Investments Currently in Progress In 2024, we finalized various construction projects and continued construction activities in several locations. We plan to finance all of these projects from operating cash flow. Our most important projects are listed below.
Our significant construction activities are described below, under the heading “Principal Investments and Divestitures Currently in Progress.” 41 Table of Contents Investments Principal Investments Currently in Progress In 2025, we finalized various construction projects and continued construction activities in several locations. We plan to finance all of these projects from operating cash flow.
Our investments for intangible assets such as acquired technologies and customer relationships amounted to 591 million in 2024 compared to €560 million in 2023 (2022: €472 million). Our investments allocated to goodwill decreased to €654 million in 2024 from €859 million in 2023 (2022: €560 million).
Our investments for intangible assets such as acquired technologies and customer relationships amounted to €285 million in 2025 compared to €591 million in 2024 (2023: €560 million). Our investments allocated to goodwill decreased to €523 million in 2025 from €765 million in 2024 (2023: €859 million).
The office and datacenter space we occupy includes approximately 305,000 square meters in the EMEA region, excluding Germany, approximately 315,000 square meters in North and Latin America, and approximately 345,000 square meters in the APJ Region.
The office and datacenter space we occupy includes approximately 295,000 square meters in the EMEA region, excluding Germany, approximately 296,000 square meters in North and Latin America, and approximately 358,000 square meters in the APJ Region.
As the number one showcase and customer of SAP SuccessFactors ourselves, we will actively drive the Human Capital Management (HCM) roadmap and pioneer innovations for our customers too. These pillars rest on the strong foundation of our people-centric work environment, which fosters employee well-being, safety, and health, as well as workforce diversity and workplace inclusion.
As the number one showcase of SAP SuccessFactors, we are actively driving the Human Capital Management (HCM) roadmap and pioneer innovations—for our customers too. This includes the acquisition of SmartRecruiters in 2025. These pillars rest on the strong foundation of our people-centric work environment , which fosters employee well-being, safety, and health, as well as workplace diversity, and inclusion.
We also track the Diversity & Inclusion Index of our own workforce through our #Unfiltered survey, which allows us to take a deeper look at the aspects of gender, age, job level, and geography for all employee engagement scores.
We also track the Inclusion Index of our own workforce through our #Unfiltered survey, which allows us to take a deeper look at the aspects of gender, age, job level, and geography for all employee engagement scores. The Inclusion Index reached a strong 91% in 2025, up one percentage point on 2024.
Taking this approach allows us to ensure that our climate change mitigation actions are viewed not as separate initiatives but as an integrated element of our financial growth strategy, corporate risk management, technology adoption, and product portfolio development.
Taking this approach allows us to ensure that our climate change mitigation actions are viewed not as separate initiatives but as an integrated element of our financial growth strategy, corporate risk management, technology adoption, and product portfolio development. The climate scenario analysis we conducted in 2025 has no implicit impact on our GHG reduction levers.
By way of these decarbonization levers, SAP envisions that its transformation plan will steadily reduce GHG emissions, with our supply chain and cloud transformation being the biggest drivers. If GHG emissions still remain, SAP plans to leverage removals in line with the SBTi standard as explained above.
By way of these levers, SAP envisions that its net-zero transition plan will steadily reduce its GHG emissions. If GHG emissions remain, SAP plans to leverage removals in line with the SBTi standard as explained above.
Unless one has already been appointed by the Data Protection and Privacy team (DPP), each CFO must appoint a local Data Protection and Privacy Coordinator (DPPC), who conducts audits to ensure compliance with regulations. The CFO is also tasked with facilitating these audits and implementing the measures necessary to address compliance gaps.
Unless one has already been appointed by the Data Protection and Privacy team (DPP), each CFO must designate a local DPPC. The DPPCs are responsible for conducting audits to verify the Company’s compliance with regulations. The CFO is also responsible for facilitating these audits and implementing any measures that are necessary to address compliance gaps.
For a disclosure on our non-current assets by geographic region see Note (D.7) to our Consolidated Financial Statements. Also see, Item 6.
The footprint of this building is not included in the 2025 numbers above. For a disclosure on our non-current assets by geographic region see Note (D.7) to our Consolidated Financial Statements. Also see, Item 6.
We utilize various methodologies, guidelines, processes, and tools to address and adapt effectively to evolving cybersecurity threats. These safeguards were designed and implemented to protect the fundamental rights of everyone whose data is processed by SAP, and of those who use SAP’s products, including customers, suppliers, partners, prospects, employees, and applicants.
We designed and implemented these safeguards to protect the fundamental rights of everyone whose data is processed by SAP, and of everyone who uses SAP’s products, including customers, suppliers, partners, prospects, employees, and applicants.
Energy and Emissions Our Approach and Policies For over a decade now, climate action has been at the top of SAP’s corporate sustainability agenda in light of the increasing impacts of climate change and escalating global challenges.
Energy and Emissions Our Approach and Policies In light of the escalating effects of climate change and the global challenges it poses, climate action has been at the top of SAP’s corporate sustainability agenda for over a decade. We aim to take climate action through our dual approach as an enabler and exemplar.
There were no material divestitures of facilities within the reporting period. Principal Investments and Divestitures for the Last Three Years Our principal investments for property, plant, and equipment (other than from business combinations) amounted to 1,138 million in 2024 (2023: €810 million; 2022 €1,129 million). Principal investments in 2024 for property, plant, and equipment increased compared to 2023.
Principal Investments and Divestitures for the Last Three Years Our principal investments for property, plant, and equipment (other than from business combinations) amounted to €1,130 million in 2025 (2024: €1,138 million; 2023 €810 million). Principal investments in 2025 for property, plant, and equipment slightly decreased compared to 2024.
We strive to reduce risk by continuously improving our processes for detecting and remediating attacks and vulnerabilities To ensure effective implementation of the SAP Global Security Policy Framework we: - Support our cloud and IT units with operational controls that are monitored and tested for design and operational effectiveness. - Have established an independent internal audit function which reports the audit planning and the audit results to the Board of Directors on a regular basis. - Engage external internationally accredited auditors to regularly assess the design and operational effectiveness of the implementation. - Offer service organization control (SOC) reports such as SOC 1 Type II/ISAE 3402 and SOC 2 Type II/ISAE 3000 for our cloud services, issued by external internationally accredited auditors. - Publish certificates for compliance to international standards, such as ISO 9001, ISO 27001, ISO 27017, ISO 27018, ISO 22301, and BS 10012. - Offer further industry-specific and regional compliance attestations, certifications, and reports via SAP Trust Center.
Compliance with industry standards and regulations 1 To ensure effective implementation of the SAP Cybersecurity Framework, we: - Provide our cloud and IT units with operational controls that are monitored and tested for design and operational effectiveness - Have established an independent internal audit function that reports the audit planning and audit results to the SAP Executive Board on a regular basis - Engage external internationally accredited auditors to regularly assess the design and operational effectiveness of the Framework - Offer service organization control (SOC) reports such as SOC 1 Type II/ISAE 3402 and SOC 2 Type II/ISAE 3000 for our cloud services, issued by external internationally accredited auditors - Publish certificates attesting to our compliance with international standards such as ISO 42001, ISO 9001, ISO 27001, ISO 27017, ISO 27018, ISO 22301, and BS 10012 - Offer further industry-specific and regional compliance attestations, certifications, and reports on SAP Trust Center Adhere to industry and international standards on information security and data protection as part of a proactive approach to managing risk and maintaining operational integrity for the benefit of everyone who uses our systems Metric: percentage of required certifications and SOC reports successfully renewed on schedule Target: 100% on-time issuance and renewal of all required certificates and SOC reports to be delivered on an annual basis.
For further information regarding the principal markets in which SAP conducts business, including a breakdown of total revenues by category of activity and geographic market for each of the last three years, see Item 5. Operating and Financial Review and Prospects Operating Results (IFRS) of this report.
For further details on investments related to acquisitions, see Notes (D.2) and (D.3) to our Consolidated Financial Statements. For further information regarding the principal markets in which SAP conducts business, including a breakdown of total revenues by category of activity and geographic market for each of the last three years, see Item 5.
The net-zero target has been validated and approved by the Science Based Targets initiative (SBTi), which also verified that SAP’s target is compatible with limiting global warming to 1.5°C as advocated by the Paris Agreement . 37 Table of Contents SAP’s ambitious climate change mitigation commitment has been recognized also by the investment market, as demonstrated by SAP’s inclusion in the EU Paris-aligned benchmarks.
Our net-zero target has been validated and approved by the Science Based Targets initiative (SBTi), which also verified that it is compatible with limiting global warming to 1.5°C, as advocated by the Paris Agreement.
Our follow-up activities are driven by a two-fold approach: global focus areas are coordinated centrally, while team-related activities are coordinated within the respective teams.
We act on the feedback we receive from these various listening measures to improve organizational and team development. Our follow-up activities are driven by a two-fold approach: global focus areas are coordinated centrally, while team-related activities are coordinated within the respective teams.
The records are reportable and regularly reviewed. We also track the quality of our data protection compliance level based on the annual recertification of our Data Protection Management System (DPMS) by the British Standards Institute (BSI). SAP is audited by BSI annually and has been awarded certifications according to BS 10012 since 2011.
We continuously enhance this framework to increase our data protection compliance level based on the annual recertification of DPMS by the British Standards Institute (BSI). SAP is audited by BSI annually and has been awarded certifications according to BS 10012 since 2011. The most recent certification is valid until the end of 2025.
Our transition plan is closely connected to our business model and financial planning according to SAP’s corporate business trajectory and financial forecasts. Doing so ensures that we incorporate estimated company growth and cloud development projections to formulate a comprehensive emissions plan that reflects anticipated developments and considers investments in reducing GHG emissions.
We incorporate estimated company growth and cloud development projections to formulate a comprehensive emissions plan that reflects anticipated developments and considers investments in reducing GHG emissions.
Under this commitment, aim to reduce our Gross Greenhouse Gas (GHG) Emissions (market-based) by at least 90% across the relevant value chain by 2030.
Our Actions and Targets Transition Plan for Climate Change Mitigation Our net-zero commitment is the cornerstone of our climate change mitigation. Under this commitment, we aim to reduce our gross greenhouse gas (GHG) emissions (market-based) by at least 90% 14 across the value chain by 2030.
SAP SuccessFactors will form the core of our processes going forward and equip us to deliver data-driven, AI-enhanced, and fully individualized solutions for everyone at SAP. This will enable us to foster data-driven and transparent decision-making for leaders and allow everyone to grow and develop to their best abilities based on data insights.
Our game-changing people technology 12 harnesses SAP’s own technological capabilities, delivering data-driven, AI-first, and personalized solutions for everyone at SAP. This will enable us to foster data-driven and transparent decision-making for leaders and allow everyone to grow and develop to their best abilities based on data insights.
The index is measured on the basis of answers to three questions (June 2024 survey). 35 Table of Contents #Unfiltered, 15 our employee engagement survey program, runs twice a year to measure key people metrics, engagement drivers, and employee sentiment. #Unfiltered is a demonstration of our commitment to listen regularly to our employees and act together on their feedback.
Together, these elements are designed to establish a forward-thinking workplace. #Unfiltered y Methodologies and Definitions #Unfiltered: 13 Our employee engagement survey runs twice a year to measure key people metrics, engagement drivers, and employee sentiment. #Unfiltered is a demonstration of our commitment to listen regularly to our employees and act together on their feedback.
It is measured on the basis of answers to 14 questions in our #Unfiltered program (November 2024 survey). Diversity & Inclusion Index: The Diversity & Inclusion Score from #Unfiltered indicates the extent to which SAP successfully offers employees a working environment that promotes diversity and inclusion.
Inclusion Index: The Inclusion Index from our #Unfiltered survey demonstrates the extent to which SAP successfully offers employees a working environment that promotes a culture of inclusion.
This approach enables us to understand how employees perceive SAP, to enhance our processes, and to optimize the employee experience. We act on the feedback we receive from these various listening measures to improve organizational and team development.
We use a number of feedback instruments within our continuous listening approach to assess how individual employees experience the various touchpoints along the employee lifecycle. This approach enables us to understand how employees perceive SAP, to enhance our processes, and to optimize the employee experience.
In 2024, we ran surveys in June and November to gauge sentiment on employee engagement, leadership trust, health and well-being, and other topics. The average scores from both surveys were used as the full-year Employee Engagement Index and Leadership Trust NPS. The EEI is part of the short-term, one-year performance-based compensation (Short-Term Incentive, STI) of the Executive Board members.
In 2025, we ran surveys in April and October to gauge sentiment on employee engagement, leadership, health and well-being, and other topics. The average scores from both surveys were used to calculate the full-year Employee Engagement Index, Business Health Culture Index and Leadership Index. Employee Engagement Index (EEI): For more information, see the Performance Management System section.
Construction Projects millions Country Location of Facility Short Description Estimated Total Costs Incurred as at Estimated Completion Cost 12/31/2024 Date Germany Walldorf General renovation of headquarters building for approx. 1,600 employees 232 50 March 2027 India Bangalore New office building for approx. 3,500 employees 86 47 December 2025 For more information about our planned investment expenditures, see the Investment Goals section.
Construction Projects millions Country Location of Facility Short Description Estimated Total Costs Incurred as at Estimated Completion Cost 12/31/2025 Date Germany Walldorf General renovation of headquarters building for approx. 1,600 employees 232 138 Q3 2027 India Bangalore New office building for approx. 3,500 employees 89 88 Completed Q4 2025 India Bangalore New office building for approx. 5,000 employees 99 0 Q3 2028 Japan Tokyo Relocation and interior office build-out for approx. 650 employees 24 0 Q1 2027 There were no material divestitures of facilities within the reporting period.
In our CHP system in Walldorf, we also use wood pellets as a renewable source to generate heat. Share of Energy Consumed 2024 Share of fossil sources in total energy consumption 59 % Share of consumption from nuclear sources in total energy consumption 0 % Share of renewable sources in total energy consumption 41 % Disaggregation of Renewable Energy (including certificates) Sources (in MWh rounded to 100 MWh) 2024 Fuel consumption for renewable energy sources including biomass 1,100 Consumption of purchased or acquired electricity, heat, steam and cooling from renewable sources 307,600 Consumption of self-generated non-fuel renewable energy 1,300 Renewable Electricity We define renewable electricity as electricity coming from renewable electricity sources such as wind, solar, geothermal, sustainably sourced biomass (including biogas), and sustainable hydropower.
Our CHP system in Walldorf, Germany, uses wood pellets as a renewable source to generate heat. Share of Energy Consumed 1 2025 2024 Share of fossil sources in total energy consumption 62 % 59 % Share of consumption from nuclear sources in total energy consumption 0 % 0 % Share of renewable sources in total energy consumption 38 % 41 % 1 Does not include Taulia and Volume Integration. Disaggregation of Renewable Energy (including certificates) Sources 1 (in MWh rounded to 100 MWh) 2025 2024 Fuel consumption for renewable energy sources including biomass 1,900 1,100 Consumption of purchased or acquired electricity, heat, steam and cooling from renewable sources 230,300 307,600 Consumption of self-generated non-fuel renewable energy 1,300 1,300 1 Does not include Taulia and Volume Integration. 40 Table of Contents Intellectual Property, Proprietary Rights and Licenses We rely on a combination of the protections provided by applicable statutory and common law rights, including trade secret, copyright, patent, and trademark laws, license and non-disclosure agreements, and technical measures to establish and protect our proprietary rights in our products.
In 2024, there were nine notifiable data protection incidents under the GDPR for data that SAP processes for its own purposes and one notifiable data protection incident under the Singapore Personal Data Protection Act and related regulations and guidelines for data that SAP processes for its own purposes. All ten incidents were reported to the relevant supervisory authorities.
In 2025, there were a total of eight notifiable data protection incidents that SAP reported to the relevant supervisory authorities as required by the applicable data protection law for data that SAP processes for its own purposes (2024: 10 notifiable data protection incidents).
Our approach to data protection, privacy, and security aligns with our overarching business strategy and supports our aim of strengthening SAP’s reputation as a sustainable and trustworthy partner in the market. 31 Table of Contents To further enhance our commitment to security and compliance, security considerations are integrated into every stage of the software development lifecycle.
Our integrated approach to data protection, privacy, and security is embedded in SAP’s broader business strategy and supports our objective of strengthening SAP’s reputation as a sustainable, trustworthy partner in the market. Everyone has the right to have their personal data protected.
The following sections describe in detail how we mitigate negative impacts and risks, and how we pursue positive impacts and opportunities through our policies, actions, targets, and metrics. Our Actions and Targets Our Targets Related to Climate Change Mitigation Transition Plan for Climate Change Mitigation Our net-zero commitment is the cornerstone of our climate change mitigation.
By helping pave the way toward a low-carbon future for our customers, partners, and SAP, we seek to create positive impact while respecting planetary boundaries. The following sections describe in detail how we mitigate negative impacts and risks, and how we pursue positive impacts and opportunities through our policies, actions, targets, and metrics.
In all four areas, leveraging our own solution portfolio is fundamental to improving how we manage and plan our initiatives, resources, and value chain partner relationships to achieve net zero by 2030. When modeling our reduction pathway to 2030, we considered future developments, such as the expected growth of the company and the effects from our cloud strategy.
Scope: GHG Protocol-aligned baseline, including Scope 1, Scope 2 market-based, and all business-relevant Scope 3 value chain emissions. Net-Zero Target: Expected Impact of GHG Reduction Levers 1 SAP aims to reach its net-zero target by focusing on four GHG reduction levers: Cloud transformation Upstream supply chain Own operations Carbon removals In all four areas, leveraging our own solution portfolio is fundamental to improving how we manage and plan our initiatives, resources, and value chain partner relationships to achieve net-zero by 2030.
The space is being utilized for various corporate functions including research and development, our data centers, customer support, sales and marketing, consulting, training, and administration. Despite COVID-19 related aftereffects, substantially all our facilities are being fully used or sublet.
The space is being utilized for various corporate functions including research and development, our data centers, customer support, sales and marketing, consulting, training, and administration. We started in 2023 with the renovation of our “headquarter building WDF01” in Walldorf which won’t be usable until completion in 2027.
Related Risks for SAP For related financial risks, see the Risk Factors section, specifically the Cybersecurity and Security and Data Protection and Privacy subsections. 33 Table of Contents Human Capital Resources People Agenda Established in 2024, the People Agenda is a holistic system in which people, organizational, and technological development are interconnected.
For the notifiable data protection incident in Japan, the notification decision was based on the provisions of Japan’s Act on the Protection of Personal Information and accompanying enforcement rules. Human Capital Resources People Agenda Established in 2024, the People Agenda is a holistic integrated people system in which people, organizational, and technological development are interconnected.
As the initial accounting for the WalkMe business combination is incomplete (for more information, see Note (D.1 )), the goodwill added to our single operating segment through the acquisition of WalkMe (€654 million) is provisional. For further details on investments related to acquisitions, see Notes (D.2) and (D.3) to our Consolidated Financial Statements.
Based on the expected synergies, the goodwill added through the acquisition of SmartRecruiters (€523 million) was provisionally allocated to the Applications, Technology & Support segment on December 31, 2025, as the initial accounting for the SmartRecruiters business combination is still incomplete (for more information, see Note (D.1 ) .
The SAP Third-Party Risk Management Process follows SAP’s own quality standards and international regulations, which require the careful selection and monitoring of subprocessors who handle personal data on behalf of SAP and SAP’s customers.
SAP Third-Party Risk Management Process 3 Process that follows international regulations and SAP's own quality standards, both of which require the careful selection and monitoring of subprocessors who handle personal data on behalf of SAP and SAP’s customers Ensure that all subprocessors meet the necessary data protection and security requirements for the processing of personal data, thereby safeguarding the interests of SAP, its customers, partners, employees, and end-users Metric: notifiable data protection incidents Target: supplier compliance maintained, risks mitigated, transparency on data processing maintained, and incident response effectively managed Details can be found on SAP Trust Center.
In accordance with these principles, the individual global SAP lines of business (LoBs) have a mandate to implement data privacy requirements within their area of responsibility. 13 The policy was not extended to the acquired companies Taulia or WalkMe. 14 The policy was not extended to the acquired companies Taulia or WalkMe. 32 Table of Contents At local level, operational responsibility for compliance is transferred to the local CFOs, who are supported by a network of local Data Protection and Privacy Coordinators (DPPCs).
These measures ensure consistent implementation, regulatory cooperation, and ongoing monitoring to maintain compliance and protect stakeholders. At the local level, operational responsibility for compliance with data privacy requirements is assigned to local CFOs, who are supported by a network of local Data Protection and Privacy Coordinators (DPPCs).
The most recent certification is valid until the end of 2025. Global data protection and privacy training is mandatory for SAP employees. It is conducted every two years, most recently in 2023. New hires are required to complete the training when they join the Company. The training is validated as part of the DPMS audit carried out by BSI.
New hires are required to complete the training when they join the Company. The training is validated as part of the DPMS audit carried out by BSI. Security compliance training comprises five different sets of online courses that are delivered annually (unless otherwise indicated), with extra sessions for new hires and employees who are changing roles.
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Item 5. Operating and Financial Review and Prospects – Expected Developments . Security, Cloud Compliance, Data Protection and Privacy SAP Global Security and Cloud Compliance Cloud solutions and services are increasingly important to many companies’ daily operations.
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Operating and Financial Review and Prospects – Expected Developments . ” 11 Description of business model, inputs and outputs: ESRS 2 SBM-1 42 (a), (b). ​ 31 Table of Contents Security, Cloud Compliance, and Data Protection and Privacy Our Approach and Policies We strive to protect the rights of data subjects, safeguard information and systems, and comply with applicable local requirements across our products and services.
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Organizations today are facing many risk factors and disruptions, such as war, political unrest, severe weather, pandemics, cyberattacks, and supply chain disruption, making digital solutions critical to organizational resilience.
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To further enhance our commitment to security and compliance, we integrate security considerations into every stage of the software development and cloud operations lifecycle. We utilize various methodologies, guidelines, processes, and tools to address and adapt effectively to evolving cybersecurity threats.
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As a result, digital transformation is accelerating and cybersecurity is now even more crucial to IT security professionals, and to leaders in business and government, particularly in those organizations that have moved their core processes to the cloud. The SAP strategy is focused on helping our customers in their digital transformation.
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Management plays a central role in defining data protection, security, and regulatory-compliance requirements and in embedding them into business processes to ensure adherence to applicable laws and standards. Senior leadership delegates responsibility across management levels, establishing clear accountability, resourcing, and oversight, so that requirements are translated into operational controls.
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Our SAP Global Security and Cloud Compliance (SGSC) unit supports this journey with the goals of reducing risk and promoting regulatory compliance, and by aligning people, procedures, and technology to protect business processes and data. The organization embraces a security-minded culture that embeds security and compliance in our development, deployment and cloud operations processes and helps secure digital transformation.
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Accordingly, each global SAP line of business (LoB) is mandated to implement these data privacy, security, and compliance requirements within its area of responsibility.
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SGSC supports key stakeholders across SAP in our lines of business (LoBs), IT, and the presales organization in securing solutions, and drives operational excellence for security and cloud compliance across the enterprise. To protect our organization’s data and assets, and support high-quality risk management and reporting, SGSC regularly reviews and adapts our security policies, standards, and frameworks.
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LoBs align local processes with corporate policies and global standards, integrate security and privacy controls into the product and service lifecycle, perform risk and impact assessments (including Data Protection Impact Assessments where appropriate), maintain documentation and audit trails, deliver role-based training, and coordinate incident reporting and remediation with SAP’s central security, privacy, legal, and compliance teams.
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We strive to protect the rights of data subjects and meet applicable local requirements in both our product and service portfolios.
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The Global Security Policy is a controlled document owned by SAP’s Chief Security Officer and SAP’s Chief Security Compliance & Risk Officer, with reviews, approvals, and publishing managed by the SAP Global Policy Coordination Office in accordance with SAP’s governance and policy ‑ management procedures.
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SAP Global Security Policy Framework The SAP Global Security Policy Framework is a layered structure of documents consisting of the SAP Global Security Policy and of security standards, procedures, and good practices that define the objectives, values, minimum requirements, and obligations we follow to protect SAP against security threats. - The SAP Global Security Policy 13 is a high-level security document aligned with SAP’s overall strategy and vision to maintain the highest level of security.
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The policy is published in SAP’s central policy repository and communicated to relevant stakeholders through established governance channels and mandatory training, ensuring that those affected and those responsible for implementation have access to the policy and oversight from the leadership.
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It defines management intent, expectations, direction, and a responsibility matrix. - SAP Security Standards , owned by central service leaders in SAP Global Security and Cloud Compliance (SGSC) define the minimum security requirements for numerous domains, including risk management, asset management, information classification, physical security, threat detection, and vulnerability management.
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Our Actions and Targets Addressing Material Impacts SAP applies a layered approach to prevent, mitigate, and remediate negative impacts and risks.
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Requirements are regularly reviewed to ensure they are appropriate, adequate, and effective. - SAP Security Procedures set out detailed steps for implementing and operationalizing the security standard requirements. - SAP Security Good Practices are checklists designed to simplify the implementation process.
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Preventive measures are embedded across the product lifecycle and include secure-by-design practices, role ‑ based training and guidance on information security and data privacy, proactive publication of security information through internal and external channels, and targeted consultation and support for customers and partners.
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The objectives of the SAP Global Security Policy Framework are to: - Preserve the confidentiality, integrity, and availability of SAP information and of information entrusted to SAP - Protect all SAP assets from internal and external threats, deliberate or accidental, based on a risk assessment - Fulfill the legal, regulatory, operational, and contractual requirements of SAP The SAP Executive Board is responsible for SAP’s security strategy and endorses the Global Security Policy.
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For mitigation and remediation, SAP operates a centralized incident ‑ management tool and follows defined response procedures to ensure timely detection, containment, investigation, and resolution of incidents in line with its policy.
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The Chief Security Officer and Chief Security Compliance and Risk Officer oversee the policy, ensuring its definition, implementation, monitoring, and development in line with industry standards. Business Information Security Officers (BISOs) lead the security strategy in their respective lines of business and ensure adherence to the policy.
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Post-incident root-cause analysis, remediation tracking, and stakeholder communication support accountability and continuous improvement. 32 Table of Contents The table below sets out the key actions that SAP continuously carries out to prevent, mitigate, or remediate negative impacts or risks.
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All SAP employees and external workers must familiarize themselves with the policy and complete security awareness training. The Global Security Policy Framework is published internally, with regular updates communicated to key stakeholders.
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Action ​ ​ ​ Description ​ ​ ​ Objective ​ ​ ​ Metrics, Targets, and Performance Against Targets SAP’s cyberthreat intelligence initiatives and operations 1 ​ An advanced initiative designed to proactively manage cybersecurity threats. It integrates various cybersecurity services, incorporates event, incident, threat, and vulnerability management, and ensures 24/7 security monitoring.
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Data Protection and Privacy The SAP Global Data Protection and Privacy Policy 14 sets a Group-wide governance standard and creates a structure for the handling of personal data in accordance with data protection and privacy requirements. Where applicable, it references the SAP Global Artificial Intelligence (AI) Ethics Policy, which reflects the guiding principles of the International Bill of Human Rights.
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Security incidents are handled through a structured incident management process aligned with ISO/IEC 27035 principles. Managing customer-reported incidents and data-subject requests entails collaboration with customers and regulatory authorities. Customers can submit security incidents through Customer Support, following which SAP engages with the data subjects or relevant regulatory bodies.
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The SAP Global Data Protection and Privacy Policy sets out: - The rules and principles for the processing of personal data in the SAP Group.
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SAP provides functionality for customers to correct or remove personal data from cloud services or to restrict the processing of that data in alignment with data protection law.
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The rules also apply to the personal data of customers, partners, and other third parties to ensure compliance with applicable data protection and privacy laws. - Responsibilities within the organization for the processing of personal data - Guidelines for the organizational execution of data protection and privacy principles The SAP Global Data Protection and Privacy Policy applies to all SAP Group companies and is rolled out to all SAP employees globally by Data Protection and Privacy.
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If such functionality is not available, SAP acts on the customer’s instructions and on legal requirements. ​ Promptly identify, assess, and address potential security threats and disruptions so as to minimize adverse impacts on business operations ​ Metric: percentage of secure software development and operations lifecycle (SDOL) vulnerabilities mitigated within SLAs Metric: mean time to detect, respond, contain, and remediate incidents Due to the confidential nature of these metrics, the targets, KPIs, and performance against those targets cannot be disclosed.
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All SAP employees and other individuals working on behalf of SAP are obligated to familiarize themselves with this policy and other internal policies governing the handling of personal data. They must commit to keep personal data confidential and not to collect, process, or use personal data without authorization.
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KPI: Due to their confidential nature, KPIs and performance against targets cannot be disclosed.
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The global Data Protection Officer (DPO) is responsible for monitoring compliance with data protection laws and regularly reports to the CFO, who is the Executive Board member responsible for data protection compliance matters and the enforcement of data protection and privacy.
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Further details can be found on SAP Trust Center. 33 Table of Contents Action ​ ​ ​ Description ​ ​ ​ Objective ​ ​ ​ Metrics, Targets, and Performance Against Targets Data Protection Management System (DPMS) 2 ​ Framework that brings together activities, tools, and methodologies to help the business achieve specific data protection and privacy goals and compliance with applicable data protection and privacy requirements.
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The DPO is responsible for the SAP Global Data Protection and Privacy Policy, which addresses SAP’s data protection governance, and regularly reports to the CFO on data protection compliance in the SAP Group. To ensure consistent security and data protection compliance, SAP has implemented a formal governance model that assigns clear responsibilities across the SAP Group.
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The certificate can be found on SAP Trust Center. ​ Provide guidance to all employees with respect to meeting data protection requirements across SAP, and ensure a robust approach to data privacy compliance ​ Metric: notifiable data protection incidents Target: certificate for DPMS maintained on an annual basis Details can be found on SAP Trust Center.
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Management plays a critical role in establishing data protection requirements and business processes to ensure compliance with applicable data protection and privacy laws. To implement data privacy requirements effectively, management can delegate these responsibilities to various levels of management in the organization.

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Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

112 edited+26 added39 removed66 unchanged
Biggest changeFor more information about the terms and details of these programs, see the Notes to the Consolidated Financial Statements, Note (B.3) . 85 Table of Contents Executive Board Members’ Holdings 1/1/2024 During the Year 12/31/2024 Exercised (E)/ Thereof Adjusted (A)/ Subject to Specification Grant Date Outstanding Granted Forfeited (F) Outstanding Holding Period LTI 2024 - Tranche 2024 - Market PSU 3/12/2024 0 8,168 0 8,168 8,168 LTI 2024 - Tranche 2024 - Financial PSU 3/12/2024 0 13,613 0 13,613 13,613 LTI 2024 - Tranche 2024 - ESG PSU 3/12/2024 0 5,445 0 5,445 5,445 LTI 2020 - Tranche 2023 - Market PSU 3/24/2023 16,726 0 0 16,726 16,726 LTI 2020 - Tranche 2023 - Financial PSU 3/24/2023 16,726 0 0 16,726 16,726 LTI 2020 - Tranche 2023 - RSU 3/24/2023 16,726 0 0 16,726 16,726 LTI 2020 - Tranche 2022 - Market PSU 3/28/2022 17,197 0 0 17,197 17,197 LTI 2020 - Tranche 2022 - Financial PSU 3/28/2022 17,197 0 0 17,197 17,197 Christian Klein (CEO) LTI 2020 - Tranche 2022 - RSU 3/28/2022 17,197 0 0 17,197 17,197 LTI 2020 - Tranche 2021 - Market PSU 3/22/2021 17,230 0 8,615 A 25,845 25,845 LTI 2020 - Tranche 2021 - Financial PSU 3/22/2021 17,230 0 3,477 A 20,707 20,707 LTI 2020 - Tranche 2021 - RSU 3/22/2021 17,230 0 0 17,230 17,230 LTI 2020 - Tranche 2020 - Financial PSU 2/29/2020 8,656 0 -8,656 E 0 0 LTI 2020 - Tranche 2020 - RSU 2/29/2020 14,834 0 -14,834 E 0 0 LTI 2024 - Tranche 2024 - Market PSU 4/2/2024 0 3,068 0 3,068 3,068 Muhammad Alam (from 4/1/2024) LTI 2024 - Tranche 2024 - Financial PSU 4/2/2024 0 5,114 0 5,114 5,114 LTI 2024 - Tranche 2024 - ESG PSU 4/2/2024 0 2,046 0 2,046 2,046 LTI 2024 Tranche 2024 Market PSU 3/12/2024 0 5,394 0 5,394 5,394 LTI 2024 Tranche 2024 Financial PSU 3/12/2024 0 8,990 0 8,990 8,990 Dominik Asam LTI 2024 Tranche 2024 ESG PSU 3/12/2024 0 3,596 0 3,596 3,596 LTI 2020 Tranche 2023 Market PSU 3/24/2023 8,073 0 0 8,073 8,073 LTI 2020 Tranche 2023 Financial PSU 3/24/2023 8,073 0 0 8,073 8,073 LTI 2020 Tranche 2023 RSU 3/24/2023 8,073 0 0 8,073 8,073 LTI 2024 Tranche 2024 Market PSU 3/12/2024 0 6,017 -5,012 F 1,005 1,005 LTI 2024 Tranche 2024 Financial PSU 3/12/2024 0 10,029 -8,354 F 1,675 1,675 LTI 2024 Tranche 2024 ESG PSU 3/12/2024 0 4,012 -3,342 F 670 670 LTI 2020 Tranche 2023 Market PSU 3/24/2023 8,667 0 -5,054 F 3,613 3,613 LTI 2020 Tranche 2023 Financial PSU 3/24/2023 8,667 0 -5,054 F 3,613 3,613 LTI 2020 Tranche 2023 RSU 3/24/2023 8,667 0 -5,054 F 3,613 3,613 Scott Russell (until 8/31/2024) LTI 2020 Tranche 2022 Market PSU 3/28/2022 8,911 0 -2,970 F 5,941 5,941 LTI 2020 Tranche 2022 Financial PSU 3/28/2022 8,911 0 -2,970 F 5,941 5,941 LTI 2020 Tranche 2022 RSU 3/28/2022 8,911 0 -2,970 F 5,941 5,941 LTI 2020 Tranche 2021 Market PSU 3/22/2021 8,170 0 3,062 A/F 11,232 11,232 LTI 2020 Tranche 2021 Financial PSU 3/22/2021 8,170 0 829 A/F 8,999 8,999 LTI 2020 Tranche 2021 RSU 3/22/2021 8,170 0 -682 F 7,488 7,488 LTI 2024 Tranche 2024 Market PSU 3/12/2024 0 3,532 -2,870 F 662 662 LTI 2024 Tranche 2024 Financial PSU 3/12/2024 0 5,887 -4,783 F 1,104 1,104 LTI 2024 Tranche 2024 ESG PSU 3/12/2024 0 2,355 -1,913 F 442 442 LTI 2020 Tranche 2023 Market PSU 3/24/2023 6,612 0 -3,720 F 2,892 2,892 LTI 2020 Tranche 2023 Financial PSU 3/24/2023 6,612 0 -3,720 F 2,892 2,892 LTI 2020 Tranche 2023 RSU 3/24/2023 6,612 0 -3,720 F 2,892 2,892 Juergen Mueller (until 9/30/2024) LTI 2020 Tranche 2022 Market PSU 3/28/2022 6,798 0 -2,126 F 4,672 4,672 LTI 2020 Tranche 2022 Financial PSU 3/28/2022 6,798 0 -2,126 F 4,672 4,672 86 Table of Contents LTI 2020 Tranche 2022 RSU 3/28/2022 6,798 0 -2,126 F 4,672 4,672 LTI 2020 Tranche 2021 Market PSU 3/22/2021 6,811 0 2,763 F 9,574 9,574 LTI 2020 Tranche 2021 Financial PSU 3/22/2021 6,811 0 860 F 7,671 7,671 LTI 2020 Tranche 2021 RSU 3/22/2021 6,811 0 -429 F 6,382 6,382 LTI 2020 Tranche 2020 Financial PSU 2/29/2020 3,422 0 -3,422 E 0 0 LTI 2020 Tranche 2020 RSU 2/29/2020 5,864 0 -5,864 E 0 0 LTI 2024 Tranche 2024 Market PSU 3/12/2024 0 4,415 0 4,415 4,415 LTI 2024 Tranche 2024 Financial PSU 3/12/2024 0 7,358 0 7,358 7,358 LTI 2024 Tranche 2024 ESG PSU 3/12/2024 0 2,943 0 2,943 2,943 LTI 2020 Tranche 2023 Market PSU 3/24/2023 8,515 0 0 8,515 8,515 LTI 2020 Tranche 2023 Financial PSU 3/24/2023 8,515 0 0 8,515 8,515 LTI 2020 Tranche 2023 RSU 3/24/2023 8,515 0 0 8,515 8,515 Thomas Saueressig LTI 2020 Tranche 2022 Market PSU 3/28/2022 7,125 0 0 7,125 7,125 LTI 2020 Tranche 2022 Financial PSU 3/28/2022 7,125 0 0 7,125 7,125 LTI 2020 Tranche 2022 RSU 3/28/2022 7,125 0 0 7,125 7,125 LTI 2020 Tranche 2021 Market PSU 3/22/2021 6,811 0 3,406 A 10,217 10,217 LTI 2020 Tranche 2021 Financial PSU 3/22/2021 6,811 0 1,375 A 8,186 8,186 LTI 2020 Tranche 2021 RSU 3/22/2021 6,811 0 0 6,811 6,811 LTI 2020 Tranche 2020 Financial PSU 2/29/2020 3,422 0 -3,422 E 0 0 LTI 2020 Tranche 2020 RSU 2/29/2020 5,864 0 -5,864 E 0 0 LTI 2024 Tranche 2024 Market PSU 3/12/2024 0 3,233 0 3,233 3,233 Gina Vargiu-Breuer (from 2/1/2024) LTI 2024 Tranche 2024 Financial PSU 3/12/2024 0 5,388 0 5,388 5,388 LTI 2024 Tranche 2024 ESG PSU 3/12/2024 0 2,155 0 2,155 2,155 LTI 2024 Tranche 2024 Market PSU 3/12/2024 0 4,046 -3,370 F 676 676 LTI 2024 Tranche 2024 Financial PSU 3/12/2024 0 6,743 -5,617 F 1,126 1,126 LTI 2024 Tranche 2024 ESG PSU 3/12/2024 0 2,697 -2,247 F 450 450 LTI 2020 Tranche 2023 Market PSU 3/24/2023 7,486 0 -4,366 F 3,120 3,120 Julia White LTI 2020 Tranche 2023 Financial PSU 3/24/2023 7,486 0 -4,366 F 3,120 3,120 (until 8/31/2024) LTI 2020 Tranche 2023 RSU 3/24/2023 7,486 0 -4,366 F 3,120 3,120 LTI 2020 Tranche 2022 Market PSU 3/28/2022 10,944 0 -3,648 F 7,296 7,296 LTI 2020 Tranche 2022 Financial PSU 3/28/2022 10,944 0 -3,648 F 7,296 7,296 LTI 2020 Tranche 2022 RSU 3/28/2022 10,944 0 -3,648 F 7,296 7,296 LTI 2020 Tranche 2021 Market PSU 3/22/2021 8,674 0 3,251 A/F 11,925 11,925 LTI 2020 Tranche 2021 Financial PSU 3/22/2021 8,674 0 880 A/F 9,554 9,554 LTI 2020 Tranche 2021 RSU 3/22/2021 8,674 0 -724 F 7,950 7,950 Total 506,312 126,244 -118,539 514,017 514,017 87 Table of Contents Main Conditions Grant Date Fair Value End of End of Specification Grant Date Grant Price (in €) (in €) Performance Vesting Period Payout LTI 2024 Tranche 2024 Financial PSU 3/12/2024 165.71 December 2026 4/2/2024 166.25 LTI 2024 Tranche 2024 Market PSU 3/12/2024 163.08 201.42 February 2027 12/31/2027 May 2028 4/2/2024 202.37 LTI 2024 Tranche 2024 ESG PSU 3/12/2024 165.71 February 2027 4/2/2024 166.25 LTI 2020 Tranche 2023 Financial PSU 105.81 December 2025 LTI 2020 Tranche 2023 Market PSU 3/24/2023 109.612 130.56 February 2026 12/31/2026 May 2027 LTI 2020 Tranche 2023 RSU 105.81 NA LTI 2020 Tranche 2022 Financial PSU 96.84 December 2024 LTI 2020 Tranche 2022 Market PSU 3/28/2022 106.605 108.20 February 2025 12/31/2025 May 2026 LTI 2020 Tranche 2022 RSU 96.84 NA LTI 2020 Tranche 2021 Financial PSU 100.28 December 2023 LTI 2020 Tranche 2021 Market PSU 3/22/2021 106.405 115.19 February 2024 12/31/2024 May 2025 LTI 2020 Tranche 2021 RSU 100.28 NA LTI 2020 Tranche 2020 Financial PSU 110.65 December 2022 LTI 2020 Tranche 2020 Market PSU 2/29/2020 123.593 122.22 February 2023 12/31/2023 May 2024 LTI 2020 Tranche 2020 RSU 110.65 NA End-of-Service Benefits Regular End-of-Service Undertakings Retirement Pension Plan Under the new compensation system, active Executive Board members were granted a one-time right to opt to remain in the current pension plan or to receive an annual one-time payment in the form of a cash allowance that they can use for their own pension provision.
Biggest changeFor more information about the terms and details of these programs, see the Notes to the Consolidated Financial Statements of the Integrated Report 2025, Note (B.3) . 90 Table of Contents Executive Board Members’ Holdings 1/1/2025 During the Year 12/31/2025 Exercised (E)/ Thereof Adjusted (A)/ Subject to Quantity in share units Specification Grant Date Outstanding Granted Forfeited (F) Outstanding Holding Period LTI 2024 Tranche 2025 Market PSU 5/9/2025 0 6,209 0 6,209 6,209 LTI 2024 Tranche 2025 Financial PSU 5/9/2025 0 10,349 0 10,349 10,349 LTI 2024 Tranche 2025 ESG PSU 5/9/2025 0 4,139 0 4,139 4,139 LTI 2024 Tranche 2024 Market PSU 3/12/2024 8,168 0 0 8,168 8,168 LTI 2024 Tranche 2024 Financial PSU 3/12/2024 13,613 0 0 13,613 13,613 LTI 2024 Tranche 2024 ESG PSU 3/12/2024 5,445 0 0 5,445 5,445 LTI 2020 Tranche 2023 Market PSU 3/24/2023 16,726 0 0 16,726 16,726 LTI 2020 Tranche 2023 Financial PSU 3/24/2023 16,726 0 0 16,726 16,726 Christian Klein (CEO) LTI 2020 Tranche 2023 RSU 3/24/2023 16,726 0 0 16,726 16,726 LTI 2020 Tranche 2022 Market PSU 3/28/2022 17,197 0 8,599 A 25,796 25,796 LTI 2020 Tranche 2022 Financial PSU 3/28/2022 17,197 0 952 A 18,149 18,149 LTI 2020 Tranche 2022 RSU 3/28/2022 17,197 0 0 17,197 17,197 LTI 2020 Tranche 2021 Market PSU 3/22/2021 25,845 0 -25,845 E 0 0 LTI 2020 Tranche 2021 Financial PSU 3/22/2021 20,707 0 -20,707 E 0 0 LTI 2020 Tranche 2021 RSU 3/22/2021 17,230 0 -17,230 E 0 0 LTI 2024 Tranche 2025 Market PSU 5/9/2025 0 2,467 0 2,467 2,467 Muhammad Alam LTI 2024 Tranche 2025 Financial PSU 5/9/2025 0 4,111 0 4,111 4,111 LTI 2024 Tranche 2025 ESG PSU 5/9/2025 0 1,645 0 1,645 1,645 LTI 2024 Tranche 2024 Market PSU 4/2/2024 3,068 0 0 3,068 3,068 LTI 2024 Tranche 2024 Financial PSU 4/2/2024 5,114 0 0 5,114 5,114 LTI 2024 Tranche 2024 ESG PSU 4/2/2024 2,046 0 0 2,046 2,046 LTI 2024 Tranche 2025 Market PSU 5/9/2025 0 2,467 0 2,467 2,467 Dominik Asam LTI 2024 Tranche 2025 Financial PSU 5/9/2025 0 4,111 0 4,111 4,111 LTI 2024 Tranche 2025 ESG PSU 5/9/2025 0 1,645 0 1,645 1,645 LTI 2024 Tranche 2024 Market PSU 3/12/2024 5,394 0 0 5,394 5,394 LTI 2024 Tranche 2024 Financial PSU 3/12/2024 8,990 0 0 8,990 8,990 LTI 2024 Tranche 2024 ESG PSU 3/12/2024 3,596 0 0 3,596 3,596 LTI 2020 Tranche 2023 Market PSU 3/24/2023 8,073 0 0 8,073 8,073 LTI 2020 Tranche 2023 Financial PSU 3/24/2023 8,073 0 0 8,073 8,073 LTI 2020 Tranche 2023 RSU 3/24/2023 8,073 0 0 8,073 8,073 LTI 2024 Tranche 2025 Market PSU 5/9/2025 0 2,823 0 2,823 2,823 LTI 2024 Tranche 2025 Financial PSU 5/9/2025 0 4,705 0 4,705 4,705 LTI 2024 Tranche 2025 ESG PSU 5/9/2025 0 1,882 0 1,882 1,882 LTI 2024 Tranche 2024 Market PSU 3/12/2024 4,415 0 0 4,415 4,415 LTI 2024 Tranche 2024 Financial PSU 3/12/2024 7,358 0 0 7,358 7,358 LTI 2024 Tranche 2024 ESG PSU 3/12/2024 2,943 0 0 2,943 2,943 Thomas Saueressig LTI 2020 Tranche 2023 Market PSU 3/24/2023 8,515 0 0 8,515 8,515 LTI 2020 Tranche 2023 Financial PSU 3/24/2023 8,515 0 0 8,515 8,515 LTI 2020 Tranche 2023 RSU 3/24/2023 8,515 0 0 8,515 8,515 LTI 2020 Tranche 2022 Market PSU 3/28/2022 7,125 0 3,563 A 10,688 10,688 LTI 2020 Tranche 2022 Financial PSU 3/28/2022 7,125 0 394 A 7,519 7,519 LTI 2020 Tranche 2022 RSU 3/28/2022 7,125 0 0 7,125 7,125 LTI 2020 Tranche 2021 Market PSU 3/22/2021 10,217 0 -10,217 E 0 0 LTI 2020 Tranche 2021 Financial PSU 3/22/2021 8,186 0 -8,186 E 0 0 LTI 2020 Tranche 2021 RSU 3/22/2021 6,811 0 -6,811 E 0 0 LTI 2024 Tranche 2025 Market PSU 5/9/2025 0 1,952 0 1,952 1,952 Sebastian Steinhaeuser (from 2/1/2025) LTI 2024 Tranche 2025 Financial PSU 5/9/2025 0 3,254 0 3,254 3,254 LTI 2024 Tranche 2025 ESG PSU 5/9/2025 0 1,302 0 1,302 1,302 Gina Vargiu-Breuer LTI 2024 Tranche 2025 Market PSU 5/9/2025 0 2,133 0 2,133 2,133 LTI 2024 Tranche 2025 Financial PSU 5/9/2025 0 3,556 0 3,556 3,556 LTI 2024 Tranche 2025 ESG PSU 5/9/2025 0 1,422 0 1,422 1,422 LTI 2024 Tranche 2024 Market PSU 3/12/2024 3,233 0 0 3,233 3,233 LTI 2024 Tranche 2024 Financial PSU 3/12/2024 5,388 0 0 5,388 5,388 LTI 2024 Tranche 2024 ESG PSU 3/12/2024 2,155 0 0 2,155 2,155 Total 342,830 60,172 -75,488 327,514 327,514 91 Table of Contents Main Conditions Grant Date Fair Value End of End of Specification Grant Date Grant Price (in €) (in €) Performance Period Vesting Period Payout LTI 2024 Tranche 2025 Financial PSU 254.98 December 2027 LTI 2024 Tranche 2025 Market PSU 5/9/2025 269.98 303.31 February 2028 12/31/2028 May 2029 LTI 2024 Tranche 2025 ESG PSU 254.98 December 2027 LTI 2024 Tranche 2024 Financial PSU 3/12/2024 165.71 4/2/2024 166.25 December 2026 LTI 2024 Tranche 2024 Market PSU 3/12/2024 163.08 201.42 12/31/2027 May 2028 4/2/2024 202.37 February 2027 LTI 2024 Tranche 2024 ESG PSU 3/12/2024 165.71 4/2/2024 166.25 December 2026 LTI 2020 Tranche 2023 Financial PSU 105.81 December 2025 LTI 2020 Tranche 2023 Market PSU 3/24/2023 109.61 130.56 February 2026 12/31/2026 May 2027 LTI 2020 Tranche 2023 RSU 105.81 NA LTI 2020 Tranche 2022 Financial PSU 96.84 December 2024 LTI 2020 Tranche 2022 Market PSU 3/28/2022 106.61 108.20 February 2025 12/31/2025 May 2026 LTI 2020 Tranche 2022 RSU 96.84 NA LTI 2020 Tranche 2021 Financial PSU 100.28 December 2023 LTI 2020 Tranche 2021 Market PSU 3/22/2021 106.41 115.19 February 2024 12/31/2024 May 2025 LTI 2020 Tranche 2021 RSU 100.28 NA End-of-Service Benefits Regular End-of-Service Undertakings Pension-Related Commitments Christian Klein, Dominik Asam, Sebastian Steinhaeuser, and Gina Vargiu-Breuer receive an annual one-time payment in the form of a cash allowance that they can use for their own pension provision.
Due to the potential change in the number of PSUs, the maximum possible payout amount under any of the annual tranches of the LTI 2024 is thus 300% of the grant amount. Currency exchange rate risks are borne by the Executive Board members. However, under certain conditions, each type of PSU may expire during the term of a tranche.
Due to the potential change in the number of PSUs, the maximum possible payout amount under any of the annual tranches of the LTI 2024 is thus 300% of the grant amount. Currency exchange rate risks are borne by the Executive Board members. Under certain conditions, each type of PSU may expire during the term of a tranche.
She first joined SAP in February 2024 as member of the Executive Board. Gina is Chief People Officer with global responsibility for the people & culture organization. She also serves as Labor Director. Before joining SAP, Gina was Senior Vice President Global Human Resources at Siemens Energy.
She joined SAP in February 2024 as member of the Executive Board. Gina is Chief People Officer with global responsibility for the people & culture organization. She also serves as Labor Director. Before joining SAP, Gina was Senior Vice President Global Human Resources at Siemens Energy.
Discovery Inc. 2019 2026 1 Elected by SAP SE’s shareholders on May 15, 2024. 2 Appointed by the SAP SE Works Council Europe on April 25, 2024. 3 Member of the Personnel and Governance Committee. 4 Member of the Audit and Compliance Committee. 5 Member of the Finance and Investment Committee. 6 Member of the Product and Technology Committee. 7 Member of the Nomination Committee. 8 Member of the Government Security Committee. 9 Audit Committee financial experts. For detailed information on the Supervisory Board committees and their tasks, including the Audit and Compliance Committee and the Personnel and Governance Committee, please refer to Item 10 Additional Information Corporate Governance. Pursuant to the Articles of Incorporation of SAP SE and the Agreement on the Involvement of Employees in SAP SE, members of the Supervisory Board of SAP SE consist of nine representatives of the shareholders and nine representatives of the European employees.
Discovery Inc. 2019 2026 1 Elected by SAP SE’s shareholders on May 15, 2024. 2 Appointed by the SAP SE Works Council Europe on April 25, 2024. 3 Appointed by the SAP SE Works Council Europe on November 19, 2025. 4 Member of the Personnel and Governance Committee. 5 Member of the Audit and Compliance Committee. 6 Member of the Finance and Investment Committee. 7 Member of the Product and Technology Committee. 8 Member of the Nomination Committee. 9 Member of the Government Security Committee. 10 Audit Committee financial experts. For detailed information on the Supervisory Board committees and their tasks, including the Audit and Compliance Committee and the Personnel and Governance Committee, please refer to Item 10 Additional Information Corporate Governance .” Pursuant to the Articles of Incorporation of SAP SE and the Agreement on the Involvement of Employees in SAP SE, members of the Supervisory Board of SAP SE consist of nine representatives of the shareholders and nine representatives of the European employees.
Prior to joining SAP, Dominik had served as CFO at Airbus SE from April 2019 to February 2023 and Infineon Technologies AG from 2011. Thomas Saueressig, 39 years old, holds a degree in Business Information Technology from the University of Cooperative Education in Mannheim, Germany, and a joint executive MBA from ESSEC, France, and Mannheim Business School, Germany.
Prior to joining SAP, Dominik had served as CFO at Airbus SE from April 2019 to February 2023 and Infineon Technologies AG from 2011. Thomas Saueressig , 40 years old, holds a degree in Business Information Technology from the University of Cooperative Education in Mannheim, Germany, and a joint executive MBA from ESSEC, France, and Mannheim Business School, Germany.
Sebastian is Chief Operating Officer (COO) and has global responsibility for the Strategy & Operations board area, including corporate strategy, operations, global marketing and partner management. Gina Vargiu-Breuer , 50 years old, holds a postgraduate diploma in advanced management from ESMT Berlin and a master degree in economic psychology from the Catholic University of Eichstätt-Ingolstadt.
Sebastian is Chief Operating Officer (COO) and has global responsibility for the Strategy & Operations board area, including corporate strategy, operations, global marketing and partner management. Gina Vargiu-Breuer , 51 years old, holds a postgraduate diploma in advanced management from ESMT Berlin and a master degree in economic psychology from the Catholic University of Eichstätt-Ingolstadt.
He is also responsible for cloud infrastructure, cloud operations, cloud lifecycle management, and private cloud delivery. Sebastian Steinhaeuser , 39 years old, holds a degree in Business Administration from the European Business School in Oestrich - Winkel, Germany and an MBA from Stanford University. He first joined SAP in 2020 and became a member of the Executive Board in 2025.
He is also responsible for cloud infrastructure, cloud operations, cloud lifecycle management, and private cloud delivery. Sebastian Steinhaeuser , 40 years old, holds a degree in Business Administration from the European Business School in Oestrich - Winkel, Germany and an MBA from Stanford University. He first joined SAP in 2020 and became a member of the Executive Board in 2025.
Muhammad leads the board area SAP Product & Engineering and has global responsibility for all business software applications. Before joining SAP, he spent 17 years at Microsoft, leading various teams in the Business Applications division. Dominik Asam , 55 years old, graduated in mechanical engineering at Technical University of Munich and École Centrale Paris.
Muhammad leads the board area SAP Product & Engineering and has global responsibility for all business software applications. Before joining SAP, he spent 17 years at Microsoft, leading various teams in the Business Applications division. Dominik Asam , 56 years old, graduated in mechanical engineering at Technical University of Munich and École Centrale Paris.
In addition, some of these employees are subject to a collective bargaining agreement. 98 Table of Contents Share Ownership Beneficial Ownership of Shares The ordinary shares beneficially owned by the persons listed in " Item 6. Directors, Senior Management and Employees Compensation Report are disclosed in Item 7.
In addition, some of these employees are subject to a collective bargaining agreement. 100 Table of Contents Share Ownership Beneficial Ownership of Shares The ordinary shares beneficially owned by the persons listed in Item 6. Directors, Senior Management and Employees Compensation Report are disclosed in Item 7.
Certain current members of the Supervisory Board of SAP SE were members of supervisory boards and comparable governing bodies of enterprises other than SAP SE in Germany and other countries as of December 31, 2024. See Note (G.4) to our Consolidated Financial Statements for more detail.
Certain current members of the Supervisory Board of SAP SE were members of supervisory boards and comparable governing bodies of enterprises other than SAP SE in Germany and other countries as of December 31, 2025. See Note (G.4) to our Consolidated Financial Statements for more detail.
ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES Supervisory Board The current members of the Supervisory Board of SAP SE, each member’s principal occupation, the year in which each was first elected and the year in which the term of each expires, respectively, are as follows: Name Age Principal Occupation Year First Elected Year Term Expires Dr. h. c. mult.
DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES Supervisory Board The current members of the Supervisory Board of SAP SE, each member’s principal occupation, the year in which each was first elected and the year in which the term of each expires, respectively, are as follows: Name Age Principal Occupation Year First Elected Year Term Expires Dr. h. c. mult.
The members of the Executive Board of SAP SE as of December 31, 2024 that are members on other supervisory boards and comparable governing bodies of enterprises, other than SAP, in Germany and other countries, are set forth in Note (G.4) to our Consolidated Financial Statements.
The members of the Executive Board of SAP SE as of December 31, 2025 that are members on other supervisory boards and comparable governing bodies of enterprises, other than SAP, in Germany and other countries, are set forth in Note (G.4) to our Consolidated Financial Statements.
The final STI payout amount related to the STI deferral depends on SAP share price development. The following target achievement curves applied for the STI 2024: Financial KPIs Non-Financial KPIs The final performance factor for the STI reflects the relation between the grant amount and the final STI amount.
The final STI payout amount related to the STI deferral depends on SAP share price development. The following target achievement curves applied for the STI 2025: Financial KPIs Non-Financial KPIs The final performance factor for the STI reflects the relation between the grant amount and the final STI amount.
Apart from pension obligations for employees, SAP SE has not entered into contracts with any member of the Supervisory Board that provide for benefits upon a termination of the employment or service of the member. 63 Table of Contents Executive Board The current members of the Executive Board, the year in which each member was first appointed and the year in which the term of each expires, respectively, are as follows: Name Year First Appointed Year Current Term Expires Christian Klein, CEO 2018 2028 Muhammad Alam 2024 2027 Dominik Asam 2023 2026 Thomas Saueressig 2019 2028 Sebastian Steinhaeuser 2025 2028 Gina Vargiu-Breuer 2024 2027 A description of the management responsibilities and backgrounds of the current members of the Executive Board are as follows: Christian Klein, CEO (Vorstandsvorsitzender), 44 years old, holds a diploma in international business administration from the University of Cooperative Education in Mannheim, Germany.
Apart from pension obligations for employees, SAP SE has not entered into contracts with any member of the Supervisory Board that provide for benefits upon a termination of the employment or service of the member. 66 Table of Contents Executive Board The current members of the Executive Board, the year in which each member was first appointed and the year in which the term of each expires, respectively, are as follows: Name Year First Appointed Year Current Term Expires Christian Klein, CEO 2018 2030 Muhammad Alam 2024 2027 Dominik Asam 2023 2028 Thomas Saueressig 2019 2028 Sebastian Steinhaeuser 2025 2028 Gina Vargiu-Breuer 2024 2027 A description of the management responsibilities and backgrounds of the current members of the Executive Board are as follows: Christian Klein, CEO (Vorstandsvorsitzender), 45 years old, holds a diploma in international business administration from the University of Cooperative Education in Mannheim, Germany.
If the upper threshold of the performance corridor is reached or exceeded, the ESG performance factor is 1.5 (cap). Payout of PSUs The value of all PSUs is paid out after the Annual General Meeting of Shareholders at which the financial statements for the third financial year following the financial year in which the PSUs were granted are presented (grant year +4).
If the upper threshold of the performance corridor is reached or exceeded, the ESG performance factor is 1.5 (cap). 78 Table of Contents Payout of PSUs The value of all PSUs is paid out after the Annual General Meeting of Shareholders at which the financial statements for the third financial year following the financial year in which the PSUs were granted are presented (grant year +4).
The market performance factor has a cap at 1.5 at the 75th percentile (P-75) and a hurdle of 0.5 at the 25th percentile (P-25); below the hurdle, no market PSUs are considered. 72 Table of Contents The following tables illustrate possible outcomes for a hypothetical grant of 1,000 market PSUs: SAP TSR performs better than TSR of NASDAQ-100 companies SAP TSR performance +10% Market performance factor 55th percentile 1.10 Final number of market PSUs 1.10 x 1,000 1,100 SAP TSR performs better than TSR of NASDAQ-100 companies; cap is triggered SAP TSR performance +18% Market performance factor 80th percentile 1.60 Cap 75th percentile 1.50 Final number of market PSUs 1.50 x 1,000 1,500 SAP TSR performs better than TSR of NASDAQ-100 companies; in a downwards market trend SAP TSR performance –5% Market performance factor 60th percentile 1.20 Cap due to required positive performance 1.00 Final number of market PSUs 1.00 x 1,000 1,000 TSR of NASDAQ-100 companies perform better than SAP TSR; low hurdle is triggered SAP TSR performance –5% Market performance factor 20th percentile 0.40 Hurdle 25th percentile 0 Final number of market PSUs 0.00 x 1,000 0 Changes in the Number of ESG PSUs The final number of ESG PSUs changes depending on SAP’s performance against the two non-financial KPI target values over the entire three-year performance period.
The market performance factor has a cap at 1.5 at the 75th percentile (P-75) and a hurdle of 0.5 at the 25th percentile (P-25); below the hurdle, no market PSUs are considered. 76 Table of Contents The following tables illustrate possible outcomes for a hypothetical grant of 1,000 market PSUs: SAP TSR performs better than TSR of NASDAQ-100 companies SAP TSR performance +10% Market performance factor 55th percentile 1.10 Final number of market PSUs 1.10 x 1,000 1,100 SAP TSR performs better than TSR of NASDAQ-100 companies; cap is triggered SAP TSR performance +18% Market performance factor 80th percentile 1.60 Cap 75th percentile 1.50 Final number of market PSUs 1.50 x 1,000 1,500 SAP TSR performs better than TSR of NASDAQ-100 companies; in a downwards market trend SAP TSR performance –5% Market performance factor 60th percentile 1.20 1.00 Final number of market PSUs 1.00 x 1,000 1,000 TSR of NASDAQ-100 companies perform better than SAP TSR; low hurdle is triggered SAP TSR performance –5% Market performance factor 20th percentile 0.40 Hurdle 25th percentile 0 Final number of market PSUs 0.00 x 1,000 0 Changes in the Number of ESG PSUs The final number of ESG PSUs changes depending on SAP’s performance against the two non-financial KPI target values over the entire three-year performance period.
The calculation assumes the following: - The Executive Board member leaves SAP at the end of their respective current contract term. - Their final average contractual compensation prior to their departure equals their compensation in 2024.
The calculation assumes the following: - The Executive Board member leaves SAP at the end of their respective current contract term. - Their final average contractual compensation prior to their departure equals their compensation in 2025.
Where share units are forfeited in part, the percentage of the forfeiture is proportional to the four-year vesting period of each grant. This means that 25% of the grant is earned each year of the vesting period. Unearned grants are forfeited.
Where share units are forfeited in part, the percentage of the forfeiture is proportional to the four-year vesting period of each grant. This means that 25% of the grant is earned each year of the vesting period.
In this event, the Executive Board member is obliged to repay to SAP the amount by which the initial payment exceeds the amended payment as determined on the basis of the targets actually achieved. 76 Table of Contents In addition, in compliance with requirements issued by the U.S.
In this event, the Executive Board member is obliged to repay to SAP the amount by which the initial payment exceeds the amended payment as determined on the basis of the targets actually achieved. In addition, in compliance with requirements issued by the U.S.
The compensation system for the Executive Board members was approved by the Annual General Meeting on May 11, 2023, and the compensation system for the Supervisory Board members was approved by the Annual General Meeting on May 15, 2024. 64 Table of Contents The current compensation report meets the requirements of section 162 of the German Stock Corporation Act (AktG).
The compensation system for the Executive Board members was approved by the Annual General Meeting on May 11, 2023, and the compensation system for the Supervisory Board members was approved by the Annual General Meeting on May 15, 2024. The current compensation report meets the requirements of section 162 of the German Stock Corporation Act (AktG).
Decisions for 2024 No adjustments were made to the payout amounts for the STI 2023 or LTI 2020 tranche 2020 paid in May 2024. The Supervisory Board did not request that any Executive Board member return payments under the clawback provision.
Decisions for 2025 No adjustments were made to the payout amounts for the STI 2024 or LTI 2020 tranche 2021 paid in May 2025. The Supervisory Board did not request that any Executive Board member return payments under the clawback provision.
The average price of SAP shares on the 10 trading days after publication of the preliminary results for the financial year determines the payout price. 74 Table of Contents The final LTI payout amount per PSU, including the dividend due on the PSU, is capped at 200% of the grant price.
The average price of SAP shares on the 10 trading days after publication of the preliminary results for the financial year determines the payout price. The final LTI payout amount per PSU, including the dividend due on the PSU, is capped at 200% of the grant price.
The grant amount is divided by the SAP share price, which corresponds to the average on the 10 trading days after publication of the preliminary results for the financial year (grant price). In 2024, the financial results were published before the Frankfurt Stock Exchange opened on January 24, 2024. The PSUs have a vesting period of approximately four years.
The grant amount is divided by the SAP share price, which corresponds to the average on the 10 trading days after publication of the preliminary results for the financial year (grant price). In 2025, the financial results were published before the Frankfurt Stock Exchange opened on January 29, 2025. The PSUs have a vesting period of approximately four years.
Supervisory Board: Other Information In 2023, SAP granted a loan within the SAP-Flex Loan program for its employees, amounting to €5,000 to one of the employees that later joined the Supervisory Board as employee representative in 2024.
Supervisory Board: Other Information In 2023, SAP granted a loan within the SAP-Flex Loan program for its employees, amounting to €5,000 to one of the employees who later joined the Supervisory Board as an employee representative in 2024.
LTI Forfeiture Rules and Example Calculation 1 1 Example calculation with four tranches (grant allocation of 100%, stable share price from grant to vest, and no consideration of performance criteria); Executive Board member’s contract terminates after year four. 2 As defined in the individual Executive Board members’ contracts. 3 For the definition, see the Early End-of-Service Undertakings section. 75 Table of Contents Share Ownership Guidelines (SOG) The Executive Board members must acquire SAP shares and hold them at least for the duration of their term of office.
Unearned grants are forfeited. 79 Table of Contents LTI Forfeiture Rules and Example Calculation 1 1 Example calculation with four tranches (grant allocation of 100%, stable share price from grant to vest, and no consideration of performance criteria); Executive Board member’s contract terminates after year four. 2 As defined in the individual Executive Board members’ contracts. 3 For the definition, see the Early End-of-Service Undertakings section. 80 Table of Contents Share Ownership Guidelines (SOG) The Executive Board members must acquire SAP shares and hold them at least for the duration of their term of office.
This also applies to the increased compensation for the chairperson and the deputy chairperson(s) and to the compensation for the chairperson, any possible deputy chairperson, the members of a committee, and to the additional compensation for the Lead Independent Director. 94 Table of Contents Supervisory Board Members’ Compensation in 2024 thousands 2024 2023 Fixed Compensation for Total Fixed Compensation for Total Compensation % of Total Committee Work % of Total Compensation % of Total Committee Work % of Total Dr. h. c. mult.
This also applies to the increased compensation for the chairperson and the deputy chairperson(s) and to the compensation for the chairperson, any possible deputy chairperson, the members of a committee, and to the additional compensation for the Lead Independent Director. 97 Table of Contents Supervisory Board Members’ Compensation in 2025 thousands 2025 2024 Fixed Compensation for Total Fixed Compensation for Total Compensation % of Total Committee Work % of Total Compensation % of Total Committee Work % of Total Dr. h. c. mult.
The compensation report for 2023 was approved by the Annual General Meeting on May 15, 2024. Compensation for Executive Board Members Compensation System The compensation for Executive Board members is intended to reflect the demanding responsibilities of Executive Board members leading a global company in a rapidly evolving sector.
The compensation report for 2024 was approved by the Annual General Meeting on May 13, 2025. Compensation for Executive Board Members Compensation System The compensation for Executive Board members is intended to reflect the demanding responsibilities of Executive Board members leading a global company in a rapidly evolving sector.
Pekka Ala-Pietilä (Chairperson from 5/15/2024) 400.0 100.0 0 0 400.0 NA NA NA NA NA Prof. Dr. h. c. mult.
Pekka Ala-Pietilä (Chairperson from 5/15/2024) 600 100 0 0 600 400 100 0 0 400 Prof. Dr. h. c. mult.
The annual benchmarking is based on the compensation data from the DAX 40 companies as well as selected U.S.-based IT and other technology companies. 24 The benchmark was the basis for all compensation decisions made in 2024.
The annual benchmarking is based on the compensation data from the DAX 40 companies as well as selected U.S.-based IT and other technology companies. 16 The benchmark was the basis for all compensation decisions made in 2025.
The insurance covers the personal liability of the insured group for financial loss caused by its managerial acts and omissions. The current D&O policy includes an individual deductible for Executive Board members of SAP SE as required by section 93 (2) of the German Stock Corporation Act.
The insurance covers the personal liability of the insured group for financial loss caused by its managerial acts and omissions. The current D&O policy includes an individual deductible for Executive Board members of SAP SE as required by section 93 (2) of the AktG.
Dr. Ralf Herbrich (from 5/15/2024) NA NA NA NA NA 157 NA Margret Klein-Magar (Deputy Chairperson until 12/31/2021) 0 4 10 285 0 265 -7 Jennifer Xin-Zhe Li (from 5/18/2022) NA NA NA 295 63 295 0 César Martin (from 5/15/2024) NA NA NA 0 NA 167 NA Dr.
Dr. Ralf Herbrich (from 5/15/2024) NA NA NA 157 NA 235 50 Margret Klein-Magar (Deputy Chairperson until 12/31/2021) 4 10 0 265 -7 250 -6 Jennifer Xin-Zhe Li (from 5/18/2022) NA NA 63 295 0 295 0 César Martin (from 5/15/2024) NA NA NA 167 NA 250 50 Dr.
The Supervisory Board reviews, assesses, and sets the target total compensation in its first meeting of each fiscal year (February 21, 2024, for 2024). The Supervisory Board is of the opinion that this approach ensures that the compensation is appropriate.
The Supervisory Board reviews, assesses, and sets the target total compensation in its first meeting of each fiscal year (February 19, 2025, for 2025). The Supervisory Board is of the opinion that this approach ensures that the compensation is appropriate.
The contribution is 4% of pensionable income up to the threshold for statutory pension insurance in Germany, plus 14% pensionable income above that threshold. For this purpose, pensionable income is 180% of annual base salary. The applicable threshold is the annual income threshold for statutory pension insurance in the former West German states.
The contribution is 4% of pensionable income up to the threshold for statutory pension insurance in Germany, plus 14% pensionable income above that threshold. For this purpose, pensionable income is 180% of annual base salary. The applicable threshold is the annual income threshold for statutory pension insurance.
To our knowledge, there are no family relationships among any of the Supervisory Board and Executive Board members. Compensation Report Compensation for Executive and Supervisory Board Members This compensation report describes the two compensation systems for Executive and Supervisory Board members, outlines the criteria that apply to the compensation for the year 2024, and discloses the amount of compensation.
To our knowledge, there are no family relationships among any of the Supervisory Board and Executive Board members. 67 Table of Contents Compensation Report Compensation for Executive and Supervisory Board Members This compensation report describes the two compensation systems for Executive and Supervisory Board members, outlines the criteria that apply to the compensation for the year 2025, and discloses the amount of compensation.
These KPIs, their target values, and their weighting are reviewed and set by the Supervisory Board each year and are aligned to the SAP budget for that year or to SAP’s externally communicated financial ambitions. The individual elements of SAP’s Executive Board compensation are described in more detail below.
The KPIs, their target values, and their weighting are reviewed and set by the Supervisory Board each year and are aligned to the SAP budget for that year or to SAP’s externally communicated financial ambitions. For changes to the KPIs, see the Decisions for 2025 section. The individual elements of SAP’s Executive Board compensation are described in more detail below.
The compensation awarded and due to Executive Board members is presented in accordance with section 162 of the German Stock Corporation Act. The presentation of average employee compensation is based on the average full-time equivalent number of employees in the respective year.
The compensation awarded and due to Executive Board members is presented in accordance with section 162 of the AktG. The presentation of average employee compensation is based on the average full-time equivalent number of employees in the respective year.
Gesche Joost (until 5/11/2023) 0 0 26 98 -58 NA NA Peter Lengler (from 8/10/2021 until 5/15/2024) NA NA 255 285 0 133 -53 Christine Regitz (until 5/15/2024) 1 5 34 279 0 NA NA Dr. h. c.
Gesche Joost (until 5/11/2023) 0 26 -58 NA NA NA NA Peter Lengler (from 8/10/2021 until 5/15/2024) NA 255 0 133 -53 NA NA Christine Regitz (until 5/15/2024) 5 34 0 116 -58 NA NA Dr. h. c.
Friederike Rotsch 3 8 44 385 15 409 6 Nicolas Sabatier (from 5/15/2024) NA NA NA NA NA 157 NA Dr.
Friederike Rotsch 8 44 15 409 6 385 -6 Nicolas Sabatier (from 5/15/2024) NA NA NA 157 NA 235 50 Dr.
For purposes of converting the amounts from the home currency into euro, for non-performance-based compensation the average exchange rate, and for the one-year variable compensation the year-end exchange rate, of the respective period applies. The difference to the contractual exchange rate is disclosed.
For purposes of converting the amounts from the home currency into euro, for non-performance-based compensation the average exchange rate, and for the one-year variable compensation the year-end exchange rate, of the respective period applies.
Hasso Plattner (Chairperson until 5/15/2024) 4 1 27 430 -2 179 -58 Manuela Asche-Holstein (from 7/8/2021 until 5/15/2024) NA NA 200 285 11 119 -58 Monika Kovachka-Dimitrova (from 5/15/2019 until 5/15/2024) 50 1 42 270 0 113 -58 Prof.
Hasso Plattner (Chairperson until 5/15/2024) 1 27 -2 179 -58 NA NA Manuela Asche-Holstein (from 7/8/2021 until 5/15/2024) NA 200 11 119 -58 NA NA Monika Kovachka-Dimitrova (until 5/15/2024) 1 42 0 113 -58 NA NA Prof.
In addition, the employees of various other SAP entities, including SAP Österreich GmbH (Austria), SAP España Sistemas, Aplicaciones y Productos en la Informática, S.A., SAO D.O.O.
In addition, the employees of various other SAP entities, including SAP Digital HUB (SAP EMEA Inside Sales S.L.), SAP Österreich GmbH (Austria), SAP España Sistemas, Aplicaciones y Productos en la Informática, S.A., SAO D.O.O.
Pekka Ala-Pietilä (member from 5/3/2002 until 5/12/2021, Chairperson from 5/15/2024) 8 -58 NA NA NA 400 NA Lars Lamadé (Deputy Chairperson from 1/1/2022) 0 6 64 325 0 319 -2 Jakub Černý (from 5/15/2024) NA NA NA NA NA 157 NA Pascal Demat (from 5/15/2024) NA NA NA NA NA 157 NA Aicha Evans 0 6 52 320 0 304 -5 Andreas Hahn (from 5/15/2024) NA NA NA NA NA 157 NA Prof.
Pekka Ala-Pietilä (member from 5/3/2002 until 5/12/2021, Chairperson from 5/15/2024) -58 NA NA 400 NA 600 50 Lars Lamadé (Deputy Chairperson from 1/1/2022) 6 64 0 319 -2 290 -9 Jakub Černý (from 5/15/2024) NA NA NA 157 NA 235 50 Pascal Demat (from 5/15/2024) NA NA NA 157 NA 235 50 Aicha Evans 6 52 0 304 -5 285 -6 Andreas Hahn (from 5/15/2024) NA NA NA 157 NA 235 50 Prof.
Pekka Ala-Pietilä, Chairperson 1,3, 7, 8 68 Chairman of the Board of Directors of Sanoma Corporation 2024 2026 Lars Lamadé, Deputy Chairperson 2, 3, 8 53 Employee, Head of Global Sponsorships 2002 2029 Jakub Cerny 2, 5, 6 42 Employee, Demand Manager 2024 2029 Pascal Demat 2, 5, 8 57 Employee, Solution Advisor HCM, Member of SAP SE Works Council (Europe) 2024 2029 Aicha Evans 3, 6, 7 56 Chief Executive Officer and Member of the Board of Directors, Zoox, Inc. 2017 2028 Andreas Hahn 2, 3, 3 54 Employee, Product Expert Digital Supply Chain Standards, Chairperson of SAP SE Works Council (Europe) 2024 2029 Prof.
Pekka Ala-Pietilä, Chairperson 1,4, 8, 9 69 Chairman of the Supervisory Board SAP SE Chairperson of the Board of Directors of Sanoma Corporation 2024 2026 Lars Lamadé, Deputy Chairperson 2, 4, 9 54 Employee, Head of Global Sponsorships 2002 2029 Jakub Cerny 2, 5, 6 43 Employee, Demand Manager 2024 2029 Pascal Demat 2, 6, 9 58 Employee, Solution Advisor HCM, Member of SAP SE Works Council (Europe) 2024 2029 Marielle Ehrmann 3,6,7 43 Employee, Chief Security Compliance & Risk Officer 2026 2029 Aicha Evans 1, 4, 7, 8 57 Chief Executive Officer and Member of the Board of Directors, Zoox, Inc. 2017 2028 Andreas Hahn 2, 4, 7 55 Employee, Product Expert Digital Supply Chain Standards, Chairperson of SAP SE Works Council (Europe) 2024 2029 Prof.
Not considering this effect, the increase in average annual compensation of the employees would be 1%. 97 Table of Contents Employees Headcount and Personnel Expense Numbers disclosed in the Employees section are based on headcount (exceptions in FTE are indicated).
Not considering this effect, the increase in average annual compensation of the employees from 2023 to 2024 would be 1% and the decrease from 2024 to 2025 would be 6% 99 Table of Contents Employees Headcount and Personnel Expense Numbers disclosed in the Employees section are based on headcount (exceptions in FTE are indicated).
Rouven Westphal 3, 5, 7 52 Member of the Executive Board of the Hasso Plattner Foundation and Managing Director of the General Partner of HPC Germany GmbH & Co. KG 2021 2026 Dr. Gunnar Wiedenfels 4, 5, 7, 9 47 Chief Financial Officer, Warner Bros.
Rouven Westphal 1, 4, 6, 8 53 Member of the Executive Board of the Hasso Plattner Foundation and Managing Director of the General Partner of HPC Germany GmbH & Co. KG 2021 2026 Dr. Gunnar Wiedenfels 1, 5, 6, 10 48 Chief Financial Officer, Warner Bros.
If virtual shares are granted, the following applies: The number of virtual shares is determined by dividing a grant amount by the relevant SAP share price (“initial price”).
The replacement award may comprise cash payments and/or virtual shares. If virtual shares are granted, the following applies: The number of virtual shares is determined by dividing a grant amount by the relevant SAP share price (“initial price”).
If SAP grants an Executive Board member a mobility package, it will be paid as compensation for the financial year in which the member relocates their place of work or permanent place of residence. The maximum compensation for this financial year is increased by the value of the mobility package, but by no more than 5% of the maximum compensation.
If SAP grants an Executive Board member a mobility package, it will be paid as compensation for the financial year in which the member relocates their place of work or permanent place of residence.
The Supervisory Board gave more weight to cloud revenue, given the importance of this metric to the cloud transition. As cloud revenue now represents the majority of total revenue, the Supervisory Board aims to simplify the structure of the LTI with this change.
As cloud revenue now represents the majority of total revenue, the Supervisory Board aims to simplify the structure of the LTI with this change.
On a corporate level, all employees of SAP in the member states of the European Union (with the United Kingdom included for a transition period until May 2024) and in the contract states of the European Economic Area are represented by the SAP SE Works Council (WoC) (Europe).
On a corporate level, all employees of SAP in the member states of the European Union and in the contract states of the European Economic Area are represented by the SAP SE Works Council (WoC) (Europe).
He is further responsible for customer success and technology & innovation on an interim basis. Muhammad Alam , 47 years old, holds a bachelor's degree from Morehouse College, Atlanta, Georgia. He joined SAP in 2022 as president and chief product officer of the Intelligent Spend Management program and became a member of the Executive Board in April 2024.
Muhammad Alam , 48 years old, holds a bachelor’s degree from Morehouse College, Atlanta, Georgia. He joined SAP in 2022 as president and chief product officer of the Intelligent Spend Management program and became a member of the Executive Board in April 2024.
Relation Between Grant Amount and Final LTI Payout Amount Percentage LTI 2024 LTI 2020 2024 2023 2022 2021 2020 Tranche 1 Tranche 1 Tranche 1 Tranche 1 Tranche 12/31/2024 167.3 250.7 237.0 246.8 73.5 12/31/2023 NA 149.1 158.5 165.9 63.0 1 Consideration of hypothetical payout amounts based on SAP’s share price and market data at year end.
Relation Between Grant Amount and Final LTI Payout Amount Percentage LTI 2024 LTI 2020 Tranche 2025 1 Tranche 2024 1 Tranche 2023 1 Tranche 2022 1 Tranche 2021 12/31/2025 46.7 126.9 201.7 199.7 246.8 12/31/2024 NA 167.3 250.7 237.0 246.8 1 Consideration of hypothetical payout amounts based on market data and SAP’s share price, capped at 200% of the grant price.
Qi Lu 6 63 CEO, MiraclePlus 2020 2027 César Martin 2, 4, 6 52 Employee, SAP EMEA Enterprise Architect, Chairperson of the SAP Spain Works Council 2024 2029 Gerhard Oswald 4, 6, 8 71 Managing Director of Oswald Consulting GmbH 2019 2026 Dr.
Qi Lu 1, 7 64 CEO, MiraclePlus 2020 2027 César Martin 2, 5, 7 53 Employee, SAP EMEA Enterprise Architect, Chairperson of the SAP Spain Works Council 2024 2029 Gerhard Oswald 1, 5, 7, 9 72 Managing Director of Oswald Consulting GmbH 2019 2026 Dr.
Dr. Ralf Herbrich 1, 5, 6 50 Managing Director and Professor for Artificial intelligence and sustainability, Hasso Plattner Institute for Digital Engineering gGmbH 2024 2028 Margret Klein-Magar 3, 4 60 Employee, Vice President, Head of SAP Alumni Relations 2012 2029 Jennifer Xin-Zhe Li 4, 5, 9 57 General Partner, Changcheng Investment Partners 2022 2027 Dr.
Dr. Ralf Herbrich 1, 6, 7 51 Professor for Artificial intelligence and sustainability, Hasso Plattner Institute for Digital Engineering gGmbH 2024 2028 Margret Klein-Magar 2, 4, 5 (unitl 12/31/2025) 61 Employee, Vice President, Head of SAP Alumni Relations 2012 2025 Jennifer Xin-Zhe Li 1, 5, 6, 10 58 General Partner, Changcheng Investment Partners 2022 2027 Dr.
Net Present Values of the Postcontractual Non-Compete Abstention Payments thousands Contract Term Expires Discount Rate (in %) Net Present Value Christian Klein (CEO) 4/30/2028 2.85 8,644.1 Muhammad Alam (from 4/1/2024) 3/31/2027 2.76 910.5 Dominik Asam 3/6/2026 2.68 1,590.3 Thomas Saueressig 10/31/2025 2.67 4,031.2 Gina Vargiu-Breuer (from 2/1/2024) 1/31/2027 2.74 996.6 Total 16,172.8 89 Table of Contents Early End-of-Service Undertakings Severance Payments The contracts for all Executive Board members provide that on termination before full term (for example, by the Company without cause where the member’s appointment is revoked, where the member becomes occupationally disabled, or in connection with a change of control), SAP SE will pay to the member the outstanding part of the compensation target for the entire remainder of the term, appropriately discounted for early payment.
Net Present Values of the Postcontractual Non-Compete Abstention Payments thousands Contract Term Expires Discount Rate (in %) Net Present Value Christian Klein (CEO) 4/30/2030 3.22 7,081 Muhammad Alam 3/31/2027 2.53 1,089 Dominik Asam 3/6/2028 2.64 1,196 Thomas Saueressig 10/31/2028 2.99 3,240 Sebastian Steinhaeuser (since 2/1/2025) 1/31/2028 2.59 1,010 Gina Vargiu-Breuer 1/31/2027 2.46 1,229 Total 14,844 Early End-of-Service Undertakings Severance Payments The contracts for all Executive Board members provide that on termination before full term (for example, by the Company without cause where the member’s appointment is revoked, where the member becomes occupationally disabled, or in connection with a change of control), SAP SE will pay to the member the outstanding part of the compensation target for the entire remainder of the term, appropriately discounted for early payment.
Not considering this effect, the increase in average annual compensation of the employees would be 1%. 93 Table of Contents Compensation for Supervisory Board Members Compensation System Supervisory Board members’ compensation is governed by section 16 of our Articles of Incorporation, which was amended by resolution of our Annual General Meeting of Shareholders on May 15, 2024, to adjust the compensation payable to the chairperson of the Supervisory Board.
Compensation for Supervisory Board Members Compensation System Supervisory Board members’ compensation is governed by section 16 of our Articles of Incorporation, which was amended by resolution of our Annual General Meeting of Shareholders on May 15, 2024, to adjust the compensation payable to the chairperson of the Supervisory Board.
If the appointment term commences or ends during a financial year, the compensation is disclosed pro rata temporis. 79 Table of Contents As the non-performance-based compensation and the STI are determined in the Executive Board member’s home currency, a maximum euro equivalent (“euro cap”) is considered to limit the exchange rate fluctuations to 20% of the sum of contractual values for non-performance-based compensation, STI, and LTI in euros.
As the non-performance-based compensation and the STI are determined in the Executive Board member’s home currency, a maximum euro equivalent (“euro cap”) is considered to limit the exchange rate fluctuations to 20% of the sum of contractual values for non-performance-based compensation, STI, and LTI in euros.
The SOG target value must have been achieved at the end of the third year. SOG Target SOG Interim SOG Share Price SOG Shareholding on Value Value 2024 12/31/2024 (in shares) Christian Klein 2,200,000 440,000 163.08 2,698 Muhammad Alam (from 4/1/2024) US$ 860,000 172,000 176.50 975 Dominik Asam 800,000 160,000 163.08 981 Thomas Saueressig 800,000 160,000 163.08 981 Gina Vargiu-Breuer (from 2/1/2024) 800,000 160,000 163.08 981 On an annual basis, the number of shares to be held by an Executive Board member will be adjusted in line with SAP’s share price performance.
The SOG target value must have been achieved at the end of the third year. SOG Target SOG Interim SOG Share Price SOG Shareholding on Value Value 2025 12/31/2025 (in shares) Christian Klein (CEO) 2,500,000 1,250,000 270 4,630 Muhammad Alam US$ 860,424 430,212 280 1,538 Dominik Asam 800,000 400,000 270 1,482 Thomas Saueressig 800,000 400,000 270 1,482 Sebastian Steinhaeuser (from 2/1/2025) 800,000 160,000 270 593 Gina Vargiu-Breuer 800,000 400,000 270 1,482 On an annual basis, the number of shares to be held by an Executive Board member will be adjusted in line with SAP’s share price performance.
Qi Lu (from 12/21/2020) NA 1,288 41 270 0 229 -15 Gerhard Oswald (from 1/1/2019) 6 -3 24 321 16 320 0 Dr.
Qi Lu (from 12/21/2020) 1,288 41 0 229 -15 200 -13 Gerhard Oswald -3 24 16 320 0 285 -11 Dr.
Eberhard Schick (from 5/15/2024) NA NA NA NA NA 167 NA Nina Straßner (from 5/15/2024) NA NA NA NA NA 190 NA Dr. Rouven Westphal (from 5/12/2021) NA NA 133 309 -4 312 1 Dr.
Eberhard Schick (from 5/15/2024) NA NA NA 167 NA 250 50 Nina Straßner (from 5/15/2024) NA NA NA 190 NA 285 50 Dr. Rouven Westphal (from 5/12/2021) NA 133 -4 308 0 285 -8 Dr.
With this change, the Supervisory Board recognizes the role that free cash flow plays in value creation for the Company. It also believes that this change better aligns the steering to value creation. Based on the respective target value, a specific target achievement curve is defined for each KPI.
With this change, the Supervisory Board recognizes the role that free cash flow plays in value creation for the Company. It also believes that this change better aligns the steering to value creation.
In this context, the compensation is compared with the pay of SAP executives and non-executive SAP employees to ensure that the principle of proportionality is observed within SAP. The compensation system has been changed as follows: To place more emphasis on the long-term performance of the Company, a ratio of 40:60 between short-term and long-term performance-based compensation now applies. Long-term performance-based compensation now incorporates important environmental, social, and governance (ESG) targets. Retention share units, previously granted as non-performance-based elements, have been eliminated. The option of awarding a discretionary bonus has been discontinued. The maximum compensation amount has been reduced significantly, and greater consideration given to international market conditions. The system now provides an option to grant like-for-like replacement awards to compensate for benefits from previous employment that an Executive Board member forfeited on joining SAP’s Executive Board, and an option to grant virtual shares with different terms. It now incorporates share ownership guidelines. It now provides for partly deferred payment of short-term performance-based compensation by converting the payout amount into virtual shares. It now places greater emphasis on the LTI forfeiture rules on the retention of Executive Board members while fully retaining performance criteria and without changing the vesting conditions. A mobility package has replaced the previous relocation package. 65 Table of Contents Application of the Compensation System The Supervisory Board supported by its Personnel and Governance Committee ensures that the compensation agreements and the individual target total compensation for each Executive Board member are aligned with the compensation system.
In this context, the compensation is compared with the pay of SAP executives and non-executive SAP employees to ensure that the principle of proportionality is observed within SAP. The main aspects of the compensation system are: To emphasize the long-term performance of the Company, the ratio between short-term and long-term performance-based compensation is 40:60. Long-term performance-based compensation is fully performance-based and incorporates important environmental, social, and governance (ESG) targets. The system provides an option to grant like-for-like replacement awards to compensate for benefits from previous employment that an Executive Board member forfeited on joining SAP’s Executive Board, and an option to grant virtual shares with different terms. It incorporates share ownership guidelines and a mobility package, and provides for partly deferred payment of short-term performance-based compensation by converting the payout amount into virtual shares. 68 Table of Contents Application of the Compensation System The Supervisory Board supported by its Personnel and Governance Committee ensures that the compensation agreements and the individual target total compensation for each Executive Board member are aligned with the compensation system.
Long-Term Incentive The SAP Long-Term Incentive Program 2024 (LTI 2024) is granted in annual tranches and reflects SAP’s long-term strategy and thus sets uniform incentives for the Executive Board members to achieve key targets from the long-term strategic plans.
The virtual shares are paid out after the Annual General Meeting of Shareholders in the grant year +2 and grant year +3. 72 Table of Contents Long-Term Incentive The SAP Long-Term Incentive Program 2024 (LTI 2024) is granted in annual tranches and reflects SAP’s long-term strategy and thus sets uniform incentives for the Executive Board members to achieve key targets from the long-term strategic plans.
Comparative Information on the Change of Compensation and Company Performance The following table discloses the relative change in compensation of active and former Executive Board members, the average compensation of the employees of the SAP Group (full-time equivalents), and year-over-year changes in selected earnings indicators.
In accordance with our Articles of Incorporation, the premiums for the insurance policy are paid by SAP. 98 Table of Contents Comparative Information on the Change of Compensation and Company Performance The following table discloses the relative change in compensation of active and former Executive Board and Supervisory Board members, the average compensation of all SAP employees (full-time equivalents), and year-over-year changes in selected earnings indicators.
Contractual Compensation The contractual compensation shows the target amounts agreed in the individual employment contracts, including fringe benefits, and corresponds to a target achievement of 100% for the respective periods.
For each member of the Executive Board, the following tables disclose the compensation awarded and due as well as the contractual compensation in the reporting year. Contractual Compensation The contractual compensation shows the target amounts agreed in the individual employment contracts, including fringe benefits, and corresponds to a target achievement of 100% for the respective periods.
He joined SAP in 1999 and became a member of the Executive Board in 2018. On October 10, 2019 he became co-CEO alongside Jennifer Morgan and on April 20, 2020 he was appointed sole CEO. Christian oversees strategy & operations, corporate development, sustainability, business AI, compliance, corporate communications.
He joined SAP in 1999 and became a member of the Executive Board in 2018. On October 10, 2019 he became co-CEO alongside Jennifer Morgan and on April 20, 2020 he was appointed sole CEO. Christian holds the overall responsibility for the corporate strategic direction, management, and performance of SAP.
If an Executive Board member’s appointment to the Executive Board expires or ceases because of, or as a consequence of, change or restructuring, or due to a change of control, SAP SE and each Executive Board member has the right to terminate the employment contract within eight weeks of the occurrence by giving six months’ notice.
The Supervisory Board may specify that Executive Board members are not entitled to such severance payment if they have not served SAP as a member of the Executive Board for at least one year. 93 Table of Contents If an Executive Board member’s appointment to the Executive Board expires or ceases because of, or as a consequence of, change or restructuring, or due to a change of control, SAP SE and each Executive Board member has the right to terminate the employment contract within eight weeks of the occurrence by giving six months’ notice.
The virtual shares will be paid out at the relevant SAP share price, but no more than 200% of the initial price, at the end of the term of the virtual shares. The virtual shares are paid out after the Annual General Meeting of Shareholders in the grant year +2 and grant year +3.
The virtual shares will be paid out at the relevant SAP share price, but no more than 200% of the initial price, at the end of the term of the virtual shares.
The amount of performance-based compensation depends on the performance of SAP’s KPIs (key performance indicators) against predefined target values and on SAP’s share price, and is subject to hurdles and caps.
The amount of performance-based compensation depends on the performance of SAP’s KPIs (key performance indicators) against predefined target values and on SAP’s share price, and is subject to hurdles and caps. To ensure unified leadership direction and strategic alignment, the Executive Board members work towards the same overall targets.
For the payout of the STI non-deferral (which is due after the annual general meeting of shareholders) and the STI deferral, the exchange rate at payout will apply.
While for the non-performance-based compensation conversion into euro the annual average exchange rate applies, the STI is converted using the exchange rate at year-end. For the payout of the STI non-deferral (which is due after the annual general meeting of shareholders) and the STI deferral, the exchange rate at payout will apply.
Compensation Awarded and Due Compensation that has been received and/or earned in the reporting year is defined as compensation awarded and due based on section 162 of the German Stock Corporation Act.
The difference to the contractual exchange rate is disclosed. 85 Table of Contents Compensation Awarded and Due Compensation that has been received and/or earned in the reporting year is defined as compensation awarded and due based on section 162 of the AktG.
Eberhard Schick (from 5/15/2024) 110.0 66.0 56.7 34.0 166.7 NA NA NA NA NA Heike Steck (until 5/15/2024) 68.8 54.1 58.3 45.9 127.1 165.0 56.3 128.3 43.7 293.3 Helmut Stengele (until 5/15/2024) 68.8 100.0 0 0 68.8 165.0 100.0 0 0 165.0 Nina Straßner (from 5/15/2024) 110.0 57.9 80.0 42.1 190.0 NA NA NA NA NA Dr.
Eberhard Schick (from 5/15/2024) 165 66 85 34 250 110 66 57 34 167 Heike Steck (until 5/15/2024) NA NA NA NA NA 69 54 58 46 127 Helmut Stengele (until 5/15/2024) NA NA NA NA NA 69 100 0 0 69 Nina Straßner (from 5/15/2024) 165 58 120 42 285 110 58 80 42 190 Dr.
If the upper threshold of the performance corridor is reached or exceeded, the financial performance factor is 1.5 (cap). 69 Table of Contents 1 Based on non-IFRS metrics published in the Integrated Report 2023 (for more information, see the Decisions for 2024 section below). 70 Table of Contents The following tables illustrate possible outcomes for a hypothetical grant of 1,000 financial PSUs: SAP financial performance is better than targets 20% Cloud revenue performance factor 1.25 20% Operating profit performance factor capped at 1.50 10% Software licenses and support & services revenue performance factor 1.00 Weighted financial performance factor 1.30 Final number of financial PSUs 1.30 x 1,000 1,300 SAP financial performance does not meet the targets 20% Cloud revenue performance factor 0.65 20% Operating profit performance factor 1.00 10% Software licenses and support & services revenue performance factor below 50% 0 Weighted financial performance factor 0.66 Final number of financial PSUs 0.66 x 1,000 660 71 Table of Contents Changes in the Number of Market PSUs The number of market PSUs initially awarded is multiplied by a market performance factor.
If the upper threshold of the performance corridor is reached or exceeded, the financial performance factor is 1.5 (cap). 1 Based on non-IFRS definition as applicable from January 1, 2025. 74 Table of Contents The following tables illustrate possible outcomes for a hypothetical grant of 1,000 financial PSUs: SAP financial performance is better than targets 30% Total revenue performance factor 1.25 20% Operating profit performance factor 1.38 Weighted financial performance factor 1.30 Final number of financial PSUs 1.30 x 1,000 1,300 SAP financial performance does not meet the targets 30% Total revenue performance factor 0.75 20% Operating profit performance factor 1.00 Weighted financial performance factor 0.85 Final number of financial PSUs 0.85 x 1,000 850 75 Table of Contents Changes in the Number of Market PSUs The number of market PSUs initially awarded is multiplied by a market performance factor.
If a replacement award is granted, its maximum value is capped at 100% of the maximum compensation defined above. Increased Maximum Replacement Mobility Maximum thousands Compensation Awards Package Compensation Christian Klein 20,000.0 20,000.0 Muhammad Alam (from 4/1/2024) 8,250.0 8,250.0 Dominik Asam 11,000.0 2,850.0 13,850.0 Juergen Mueller (until 9/30/2024) 8,250.0 8,250.0 Scott Russell (until 8/31/2024) 9,533.3 9,533.3 Thomas Saueressig 11,000.0 11,000.0 Gina Vargiu-Breuer (from 2/1/2024) 10,083.3 680.0 40.0 10,803.3 Julia White (until 8/31/2024) 7,333.3 7,333.3 The final confirmation of compliance with the maximum compensation for fiscal year 2024 will be disclosed in the Compensation Report for fiscal year 2027 at the earliest, when the LTI tranche for 2024 is settled.
If a replacement award is granted, its maximum value is capped at 100% of the maximum compensation defined above. Maximum thousands Compensation Christian Klein (CEO) 20,000 Muhammad Alam 11,000 Dominik Asam 11,000 Thomas Saueressig 11,000 Sebastian Steinhaeuser (from 2/1/2025) 10,083 Gina Vargiu-Breuer 11,000 81 Table of Contents The final confirmation of compliance with the maximum compensation for the fiscal year 2025 will be disclosed in the Compensation Report for the fiscal year 2028 at the earliest, when the LTI tranche for 2025 is settled.
The KPIs and their weightings are as follows: 1 Based on non-IFRS metrics published in the Integrated Report 2023 (for more information, see the Decisions for 2024 section below). 67 Table of Contents For the STI 2024, the financial KPIs have a total weighting of 80% and comprise non-IFRS constant currency operating margin increase in 2024 year over year; non-IFRS constant currency current cloud backlog in 2024; and year-over-year growth in non-IFRS constant currency cloud and software revenue in 2024.
The KPIs and their weightings are as follows: 71 Table of Contents For the STI 2025, the financial KPIs have a total weighting of 80% and comprise free cash flow ; non-IFRS constant currency current cloud backlog in 2025; and year-over-year growth in non-IFRS constant currency cloud and software revenue in 2025.
The cloud revenue KPI and the software licenses & support and services revenue KPI each have a performance corridor comprising a cap of 110% and a hurdle of 90% target achievement, while the operating profit KPI has a cap of 120% and a hurdle of 80% target achievement.
The target values for each tranche are based on the cumulative three-year values of each KPI. The total revenue KPI has a performance corridor comprising a cap of 110% and a hurdle of 90% target achievement, while the operating profit KPI has a cap of 120% and a hurdle of 80% target achievement.
Besides this loan, SAP did not grant any compensation advance or credit to, or enter into any commitment for the benefit of, any member of its Supervisory Board in 2024 or the previous year.
Besides this loan, SAP did not grant any compensation advance or credit to, or enter into any commitment for the benefit of, any member of its Supervisory Board in 2025 or the previous year. As far as the law permits, we indemnify Supervisory Board members against, and hold them harmless from, claims brought by third parties.
Gunnar Wiedenfels 165.0 52.9 146.7 47.1 311.7 165.0 55.0 135.0 45.0 300.0 James Wright (until 5/15/2024) 68.8 51.6 64.6 48.4 133.3 165.0 57.9 120.0 42.1 285.0 Total 3,507.5 2,071.2 5,578.7 3,185.4 2,241.9 5,427.3 In 2024, we received services from members of the Supervisory Board (including services from employee representatives on the Supervisory Board in their capacity as employees of SAP) in the amount of €1,987,000 (2023: €1,959,000). Long-Term Incentives for the Supervisory Board We do not offer members of the Supervisory Board share-based payment for their Supervisory Board work.
Gunnar Wiedenfels 165 56 131 44 296 165 53 147 47 312 James Wright (until 5/15/2024) NA NA NA NA NA 69 52 65 48 133 Total 3,460 1,671 5,131 3,507 2,071 5,579 In 2025, we received services from members of the Supervisory Board (including services from employee representatives on the Supervisory Board in their capacity as employees of SAP) in the amount of 2,129,000 (2024: €1,987,000). Long-Term Incentives for the Supervisory Board We do not offer members of the Supervisory Board share-based payment for their Supervisory Board work.
The non-financial KPIs have a total weighting of 20%, and comprise the Customer Net Promoter Score, which measures SAP’s customer loyalty; and the Employee Engagement Index score, which measures SAP’s employee commitment, pride, and loyalty. The KPIs and their respective target values are derived from SAP’s budget for the respective year.
Non - IFRS measures are based on the non - IFRS definition as applicable from January 1, 2025. The non-financial KPIs have a total weighting of 20%, and comprise the Customer Net Promoter Score (NPS) , which measures SAP’s customer loyalty; and the Employee Engagement Index (EEI) score, which measures SAP employees’ commitment, pride, and loyalty.
Punit Renjen (from 5/11/2023 until 5/15/2024) NA NA NA 219 NA 116 -47 Heike Steck (from 5/15/2019 until 5/15/2024) 50 9 32 270 0 127 -53 Helmut Stengele (from 10/29/2021 until 5/15/2024) NA NA 300 165 0 69 -58 James Wright (from 5/15/2019 until 5/15/2024) 50 0 40 285 0 133 -53 Earnings Indicators Total Revenue SAP Group (Non-IFRS, in millions) -1 2 11 31,207 6 34,176 10 Total Revenue SAP SE (German Commercial Code, in millions) -4 5 16 19,018 7 21,412 13 Operating Profit SAP Group (Non-IFRS, in millions) 2) 1 -1 -2 6,514 9 8,153 25 Net Income SAP SE (German Commercial Code, in millions) 87 8 -29 4,766 149 366 -92 Average Annual Compensation of Employees SAP Group 3 -12 13 4 156 12 184 18 1 SAP Group (non-IFRS) 2022, 2023, and 2024 from continuing operations. 2 Operating profit (non-IFRS) 2019 to 2022 based on non-IFRS metrics published in the Integrated Report 2023. 96 Table of Contents 3 This average was impacted by restructuring expenses associated with the 2024 transformation program in the amount of €3.1 billion.
Punit Renjen (from 5/11/2023 until 5/15/2024) NA NA NA 122 -44 NA NA Heike Steck (until 5/15/2024) 9 32 0 127 -53 NA NA Helmut Stengele (from 10/29/2021 until 5/15/2024) NA 300 0 69 -58 NA NA James Wright (until 5/15/2024) 0 40 0 133 -53 NA NA Former Executive Board Members Sabine Bendiek (until 12/31/2023) NA -65 43 6,241 209 2,748 -56 Luka Mucic (until 3/31/2023) 127 -25 258 4,041 -65 1,803 -55 Juergen Mueller (until 9/30/2024) 307 10 14 7,144 96 2,984 -58 Gerhard Oswald (until 12/31/2016) 0 0 10 400 6 400 0 Scott Russell (until 8/31/2024) NA 2 35 21,459 598 3,794 -82 Julia White (until 8/31/2024) NA -45 12 17,103 569 4,659 -73 Earnings Indicators 1 Total Revenue SAP Group (IFRS, in millions) 2 11 6 34,176 10 36,800 8 Total Revenue SAP SE (German Commercial Code, in millions) 5 16 7 21,412 13 22,914 7 Operating Profit SAP Group (Non-IFRS, in millions) 2 -1 -2 9 8,153 25 10,419 28 Net Income SAP SE (German Commercial Code, in millions) 8 -29 149 366 -92 7,107 1,842 Average annual compensation of employees SAP Group 3 13 4 12 184 18 146 -21 1 SAP Group (non-IFRS) 2020 from continuing and discontinued operations 2 Operating profit (non-IFRS) 2020 to 2022 based on non-IFRS metrics published in the Integrated Report 2023 3 The 2024 average was impacted by restructuring expenses of €3.1 billion associated with the 2024 transformation program.
The target values for each tranche are based on the cumulative three-year values of each KPI. The net zero 2030 KPI considers gross greenhouse gas emissions along the value chain in line with the Greenhouse Gas Protocol.
The target values for each tranche are based on the cumulative three-year values of each KPI. The Net Zero 2030 KPI considers gross greenhouse gas (GHG) emissions along the value chain in line with the Greenhouse Gas Protocol. SAP’s Business Health Culture Index (BHCI) is a key metric tracking employee experience across themes such as engagement, health, and long-term employability.

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Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

8 edited+3 added5 removed12 unchanged
Biggest changeDividend Policy For more information on dividend policy see the disclosure in Item 3. Key Information Dividends ”. Significant Changes Extension of Thomas Saueressig Executive Board Member Contract On January 28, 2025, the company announced that the Supervisory Board extended Thomas Saueressig’s Executive Board contract for another three years until the end of October 2028.
Biggest changeDividend Policy For more information on dividend policy see the disclosure in Item 3. Key Information Dividends ”. Significant Changes Supervisory Board and Committee Changes Effective January 1, 2026, Marielle Ehrmann was appointed to the Supervisory Board and its Finance and Investment Committee and Product and Technology Committee.
The following table sets forth certain information regarding the beneficial ownership of the ordinary shares to the extent known to SAP as of February 7, 2025 of: (i) each person or group known by SAP SE to own beneficially 5% or more of the outstanding ordinary shares; and (ii) the beneficial ownership of all individuals who are currently members of the Supervisory Board and all members of the Executive Board, individually and as a group, in each case as reported to SAP SE by such persons.
The following table sets forth certain information regarding the beneficial ownership of the ordinary shares to the extent known to SAP as of February 5, 2026 of: (i) each person or group known by SAP SE to own beneficially 5% or more of the outstanding ordinary shares; and (ii) the beneficial ownership of all individuals who are currently members of the Supervisory Board and all members of the Executive Board, individually and as a group, in each case as reported to SAP SE by such persons.
Their rules are defined by European and German law, by the Agreement on the Involvement of Employees in SAP SE (“Employee Involvement Agreement", "EIA”), by the German Corporate Governance Code and by SAP’s Articles of Incorporation (Satzung) and are summarized below. See
Their rules are defined by European and German law, by the Agreement on the Involvement of Employees in SAP SE (“Employee Involvement Agreement”, “EIA”), by the German Corporate Governance Code and by SAP’s Articles of Incorporation (Satzung) and are summarized below. See
Related-Party Transactions For information on related-party transactions see Note (G.6) to our Consolidated Financial Statements. 99 Table of Contents ITEM 8. FINANCIAL INFORMATION Consolidated Financial Statements and Financial Statement Schedule See Item 18. Financial Statements and pages F-1 through F-93.
Related-Party Transactions For information on related-party transactions see Note (G.6) to our Consolidated Financial Statements. 101 Table of Contents ITEM 8. FINANCIAL INFORMATION Consolidated Financial Statements and Financial Statement Schedule See Item 18. Financial Statements and pages F-1 through F-110.
BlackRock, Inc. is not required to provide SAP with the number of shares owned as of February 7, 2025, and has not provided such information.
BlackRock, Inc. is not required to provide SAP with the number of shares owned as of February 5, 2026, and has not provided such information.
There was, as far as we are able to tell given the nature of our shares, no significant change in the percentage ownership held by any major shareholder during the past three years.
There was, as far as we are able to tell given the nature of our shares, no significant change in the percentage ownership held by any major shareholder during the past three years. None of the major shareholders have special voting rights.
None of the major shareholders have special voting rights. Major Shareholders Ordinary Shares Beneficially Owned Number % of Outstanding Dietmar Hopp, collectively 1 62,548,065 5.1 Executive Board Members as a group (6 persons) 37,930 0.0 Supervisory Board Members as a group (18 persons) 25,857 0.0 Executive Board Members and Supervisory Board Members as a group (24 persons) 2 63,787 0.0 BlackRock, Inc. 3 76,782,227 6.3 1 The foregoing information is based on a Schedule 13G filed by Dietmar Hopp and other affiliated persons and companies on February 11, 2022. 2 We believe that each of the members of the Supervisory Board and the Executive Board beneficially owns less than 1% of SAP SE’s ordinary shares as of February 7, 2025. 3 As required under German law, BlackRock, Inc. informed SAP that they own more than 5% of SAP's outstanding ordinary shares.
Major Shareholders Ordinary Shares Beneficially Owned Number % of Outstanding Dietmar Hopp, collectively 1 62,548,065 5.1 Executive Board Members as a group (6 persons) 60,079 0.0 Supervisory Board Members as a group (18 persons) 23,247 0.0 Executive Board Members and Supervisory Board Members as a group (24 persons) 2 83,326 0.0 BlackRock, Inc. 3 76,782,227 6.3 1 The foregoing information is based on a Schedule 13G filed by Dietmar Hopp and other affiliated persons and companies on February 11, 2022. 2 We believe that each of the members of the Supervisory Board and the Executive Board beneficially owns less than 1% of SAP SE’s ordinary shares as of February 5, 2026. 3 As required under German law, BlackRock, Inc. informed SAP that they own more than 5% of SAP’s outstanding ordinary shares.
Each ADR currently represents one SAP SE ordinary share. On February 7, 2025, based on information provided by the Depositary there were 70,213,035 ADRs held of record by 623 registered holders. The ordinary shares underlying such ADRs represented 5.72% of the then-outstanding ordinary shares (including treasury stock).
Each ADR currently represents one SAP SE ordinary share. On February 5, 2026, based on information provided by the Depositary there were 77,900,591 ADRs held of record by 587 registered holders. The ordinary shares underlying such ADRs represented 6.34% of the then-outstanding ordinary shares (including treasury stock).
Removed
Sebastian Steinhaeuser Joins the Executive Board as Chief Operating Officer Effective February 1, 2025, the Supervisory Board appointed Sebastian Steinhaeuser to the Executive Board in the role of Chief Operating Officer. In this role, Sebastian will lead the new Strategy and Operations Executive Board area, focusing on our ongoing transformation and strategic objectives.
Added
Effective January 1, 2026, Supervisory Board member Jakub Černý left the Product and Technology Committee and was appointed to the Audit and Compliance Committee. Effective January 1, 2026, Margret-Klein Magar left the Supervisory Board and its Audit and Compliance Committee and Personnel and Governance Committee.
Removed
Extended Board Effective February 1, 2025, the Executive Board established the Extended Board. The Extended Board is a committee of the Executive Board comprised of senior leaders from key functions and regulated by the Rules of Procedure of the Executive Board. The Executive Board appoints the Extended Board members, with the Supervisory Board providing consultation on these appointments.
Added
Effective January 1, 2026, Nina Strassner left the Finance and Investment Committee and joined the People and Governance Committee. New Share Repurchase Program Following SAP’s strong free cash flow generation, the Executive Board and the Supervisory Board have authorized a new share repurchase program with a volume of up to €10 billion.
Removed
Currently, the Extended Board is comprised of eight members. The Extended Board performs advisory, coordination and decision-preparation functions for the Executive Board, however the Executive Board retains ultimate responsibility for overseeing and deciding on the activities of the company. All Extended Board members report to an Executive Board member.
Added
The program started in February 2026 and is expected to be completed by the end of 2027. The program was implemented based on the authorization granted by the Annual General Meeting of SAP SE on May 11, 2023, and in compliance with the restrictions set forth therein. ​ 102 Table of Contents ITEM 9.
Removed
The Executive Board and the Extended Board plan to meet regularly, and Extended Board members will join Executive Board meetings as relevant.
Removed
Operating Segments As result of the organizational changes in the first quarter of 2025, SAP is currently assessing a separate operating segment for the services function within the Customer Services & Delivery (CS&D) Board area, led by Thomas Saueressig. ​ 100 Table of Contents ITEM 9.

Other SAP 10-K year-over-year comparisons