(3) A portion of the shares correspond to preferred shares acquired
directly by the member through the Company’s successive financial rounds (Series A, B, C and D) and cannot be assimilated
to compensation in equity.
Compensation of Current and Former
Members of the Board and Executive Management
In connection with options exercised in 2016 by current and former
members of the Board and EM, AC Immune paid social contributions, in accordance with applicable laws, on the gain resulting from
the difference in exercise price and fair value of the shares at the time of the exercise. With regard to the former Board and
EM members, AC Immune paid a total of CHF 156K in 2016. With regard to the current EM members, AC Immune paid a total of CHF 453K
Annex to the Report
Compensation Philosophy, Principles
AC Immune’s values as “A leader in AD Drug Development”
are driven by passion to win, innovation, entrepreneurship, team spirit, modesty, communication and leadership. The company aims
to attract “world class” professionals and strives for growth, achievement and success. The Company’s values
are an essential component of its strategy and key drivers of the company’s performance.
AC Immune's compensation policy is designed to attract, motivate
and retain talent in order to sup- port the achievement of the Company’s financial and strategic objectives. The policy further
aims at ensuring a fair and competitive compensation package. The Board believes that by combining short- and long-term incentive
elements, the compensation system helps to align the interests of the Board members and management with the interests of the Company
and its shareholders. In addition, compensation elements are focused on rewarding the delivery of outstanding and sustainable results
without inappropriate risk-taking.
In 2016, the Company had engaged a reputable compensation and
performance expert firm to benchmark the compensation level and structure for the members of the Board and EM. The analysis included
compensation data of the comparable Pharma/Biopharma companies, among which several U.S.-based companies. The Board came to the
conclusion that adjustments to the compensation were required in order for AC Immune to remain a competitive employer.
Method of Determining Compensation
The Role and Powers of the Compensation,
Nomination and Corporate Governance Committee “CNC”
The CNC consists of three (3) members, who are appointed by the
Annual Shareholders' Meeting and the committee enacts its own charter.