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Corporate Governance

We at MorphoSys believe the essence of good Corporate Governance involves efficient cooperation between a company’s Management and Supervisory Board, respect for the shareholders’ interests, as well as openness and transparency of corporate communication. Moreover, we feel strong corporate governance is an integral part of the MorphoSys corporate value system. As such, the company believes that adherence to high Corporate Governance standards will ultimately increase shareholder value.

 

MorphoSys ensures compliance with the laws and rules of conduct, especially through the use of a Group-wide Code of Conduct, as well as through supplementary internal guidelines. MorphoSys’s “Code of Conduct” sets out the fundamental principles and key policies and practices for behavior in business. The Code serves as a valuable tool for employees and management staff particularly in business, legal, and ethical situations of conflict.

In addition, the Code of Conduct strengthens transparency and consistent management principles as well as the strengthening the trust in the Company of the financial markets, business partners, employees, and the public. Compliance with the Code of Conduct is carefully monitored. The Group-wide implementation of the Code is accompanied by the Code of Conduct Committee.

Statement on Corporate Governance pursuant to sec. 289a of the German Commercial Code (HGB) for the 2014 financial year

In the Declaration on Corporate Governance pursuant to Sec. 289a HGB, the Management Board and the Supervisory Board report on corporate governance. In addition to the annual Declaration of Conformity in accordance with Sec. 161 of the Stock Corporation Act (AktG) it also includes relevant information on corporate governance practices and other aspects of corporate governance, particularly a description of the working practices of the Management Board and Supervisory Board.

Declaration of Conformity with the German Corporate Governance Code (the "Code") of the Management Board and the Supervisory Board of MorphoSys AG

The Management Board and the Supervisory Board of MorphoSys AG declare the following pursuant to Sec. 161 of the German Stock Corporation Act:

  1. Since the last Declaration of Conformity on 6 December 2013, MorphoSys AG has complied with the recommendations of the “Government Commission on the German Corporate Governance Code” – with the exceptions described below under item no. 3 – in the Code version dated 13 May 2013 and 24 June 2014.
  2. MorphoSys AG will continue to comply with the recommendations of the “Government Commission on the German Corporate Governance Code” in the Code version dated 24 June 2014 – with the exceptions described below under item no. 3.
  3. Exceptions:
  • Remuneration of Management Board members does not provide for a cap, neither overall nor for individual compensation components (see item 4.2.3 Para. 2 sentence 6 of the Code). In view of the Supervisory Board’s existing limitation possibilities concerning the variable compensation components for the Management Board and its annual allocation, the Supervisory Board does not believe that an additional cap is required.
  • The Supervisory Board has refrained from full application of the recommendations in item 5.4.1 Para. 2 and Para. 3 sentence 1 of the Code. Pursuant to item 5.4.1 Para. 2, the Supervisory Board shall specify concrete objectives regarding the Board’s composition, which shall stipulate, in particular, an appropriate level of female representation. According to item 5.4.1 Para. 3 sentence 1, proposals by the Supervisory Board to the competent election bodies shall take these objectives into account. The Supervisory Board has established concrete objectives regarding its composition and has thereby also decided to strive for an adequate representation of women on the Supervisory Board. However, a concrete quota of female members on the Supervisory Board has not been provided since qualifications and not gender should be the decisive criteria in the individual cases for appointment to the Supervisory Board.

Martinsried/Planegg, 5 December 2014

MorphoSys AG

For the Management Board For the Supervisory Board
Dr. Simon E. Moroney
Chief Executive Officer
Dr. Gerald Möller
Chairman

 

Relevant Information on Corporate Governance Practices

MorphoSys ensures compliance with the rules of conduct and laws through the use of a Group-wide “Code of Conduct”, a compliance handbook and supplementary internal guidelines.

MorphoSys’s “Code of Conduct” sets out the fundamental principles and key policies and practices for business behavior. The Code serves as a valuable tool for employees and managers, particularly in business, legal, or ethical situations of conflict. The Code of Conduct also supports transparent and consistent management principles and strengthens the trust of the financial markets, business partners, employees and the public in the Company. Compliance with the Code of Conduct is carefully monitored. The Group-wide implementation of the Code is guided by the Code of Conduct Committee. The Code of Conduct is also regularly reviewed and amended if necessary. The Code of Conduct can be downloaded from the Company’s website under Media and Investors – Corporate Governance.

The compliance handbook describes the compliance management system implemented by MorphoSys. This system ensures compliance with all legal requirements and also implements high ethical standards that are mandatory for both the Management Board and all employees. The overall responsibility for the compliance management system lies with the Management Board who regularly reports to the Supervisory Board and the Audit Committee. In carrying out its compliance responsibility, the Management Board has transferred the respective tasks to various positions at MorphoSys.

The Compliance Officer monitors the interfaces of the individual pillars of compliance within MorphoSys and, if necessary, adapts the Company’s existing compliance organization in consultation with the Management Board. The Compliance Officer also regularly reports to the CEO on all of the relevant developments in the Company’s compliance organization.

The Compliance Officer is assisted in his duties by a Compliance Committee that meets regularly to discuss compliance issues. The Compliance Committee serves as an interface between the different departments of MorphoSys dealing with compliance issues and facilitates the identification and discussion of all relevant issues concerning the individual compliance pillars. On this basis, the Compliance Officer routinely verifies the observance of the compliance management system as well as the compliance status of MorphoSys.

Further information on the compliance management system at MorphoSys can be found in the Corporate Governance Report.

Composition of the Management Board and the
Supervisory Board

 

The Management Board

The Management Board of MorphoSys AG consists of the Chief Executive Officer and three other members. In the schedule of responsibilities, the various areas of responsibility are defined as follows:

  • Dr. Simon Moroney, Chief Executive Officer, responsible for Strategy and Planning; Compliance and Quality Assurance; Internal Audit; Human Resources; Business Development & Portfolio Management; Legal and the coordination of individual areas of the Management Board as well as representation of the Management Board to the Supervisory Board.
  • Jens Holstein,Chief Financial Officer, responsible for Accounting and Taxes; Controlling; Corporate Finance & Corporate Development; Risk Management; IT & Technical Operations; Procurement and Logistics; Corporate Communications & Investor Relations.
  • Dr. Arndt Schottelius, Chief Development Officer, responsible for Preclinical Development; Clinical Research; Clinical Operations; Drug Safety & Pharmacovigilance; Regulatory Affairs; Project Management.
  • Dr. Marlies Sproll, Chief Scientific Officer, responsible for Development Partnerships & Technology Development; Target Molecule & Antibody Research; Protein Chemistry; Alliance Management; Intellectual Property.

Biographies of the Management Board members

Supervisory Board

As of 31 December 2014, the Supervisory Board of MorphoSys AG consisted of six members, who oversee and advise the Management Board. The present Supervisory Board consists of professionally qualified members representing the shareholders of MorphoSys AG. Dr. Gerald Möller, acting Chairman of the Supervisory Board, coordinates the Board’s activities, chairs the Supervisory Board meetings and represents the concerns of the Supervisory Board externally. As defined by the German Corporate Governance Code, all members of the Supervisory Board are independent and have many years of experience in the biotechnology and pharmaceutical industries. They are duly elected by the shareholders in the course of the Annual General Meeting. The Chairman of the Supervisory Board is not a former member of the Management Board of MorphoSys AG. With the conclusion of the Annual General Meeting 2015 ends the term of office of all six members of the Supervisory Board. Regular elections are therefore planned for the Annual General Meeting 2015.

The precise composition of the Supervisory Board and its committees is contained in the following table.

 

Composition of the Supervisory Board

  Initial
Appointment
End of
Period 1
Audit
Committee
Remuneration and Nomination
Committee
Science
and Technology
Committee
Dr. Gerald Möller 1999 2015  
 
Dr. Geoffrey Vernon
1999 2015
   
Dr. Walter Blättler 2007 2015    
Dr. Daniel Camus
2002 2015
   
Dr. Marc Cluzel 2012 2015  
Karin Eastham
2012 2015
 

1 Period ends with termination of Annual General Meeting 2015 

Independent Financial Expert     Chairman     Member

 

Working Practices of the Management Board and Supervisory Board

To ensure good corporate governance, open and comprehensive information provided on a routine basis is a guiding principle of the cooperation of the Management Board and Supervisory Board of MorphoSys AG. The dual management system required by the German Stock Corporation Act clearly differentiates between the management and the supervision of a Company. The responsibilities of both Boards are clearly defined by the legislator and by the Boards’ bylaws and Articles of Association. MorphoSys AG’s Management and Supervisory Boards work closely together and take actions and decisions for the benefit of the Company. Their stated objective is to sustainably increase the Company’s value. 

Each Management Board member has their own area of responsibility, which is defined in the schedule of responsibilities. Each member regularly reports to their Management Board colleagues on their respective area of responsibility. The collaboration of Management Board members is governed by the bylaws. Both the schedule of responsibilities and the bylaws were enacted by the Supervisory Board. Meetings of the Management Board typically take place once a week and are chaired by the Chief Executive Officer. At the meetings, resolutions related to actions and transactions are passed that require the approval of the entire Management Board under the rules of procedure. In order to pass resolutions, at least half of the members of the Management Board must participate in the vote. Resolutions of the Management Board are passed by a simple majority. In the event of a tied vote, the vote of the Chief Executive Officer decides. In the case of significant events, each member of the Management Board or the Supervisory Board may convene an extraordinary meeting of the Management Board as a whole. Resolutions of the Management Board may also be passed outside of its meetings by voting verbally, by telephone, or in writing (including email). A protocol is made of each meeting of the full Management Board. This protocol is then submitted for approval at the subsequent meeting of the full Management Board and signed by the Chief Executive Officer.

In addition to the regular Management Board meetings, Management Board strategy workshops are held. In this workshops, the Management Board prioritizes the strategic objectives across the Group and outlines the future strategy. 

The Management Board informs the Supervisory Board with respect to planning, business development and the Group’s position, including risk management and compliance issues, in a timely and comprehensive manner in writing, as well as at the Supervisory Board meetings. An extraordinary meeting of the Supervisory Board shall be convened if necessary in the case of a material event. The Supervisory Board is involved by the Management Board in the strategy and planning, as well as in all decisions of fundamental importance to the Company. In addition to the regular Supervisory Board meetings, a further strategy meeting between the Management Board and the Supervisory Board is held once annually in which the focus of discussion is the strategic orientation of MorphoSys. According to the Management Board’s rules of procedure, important business transactions are subject to the consent of the Supervisory Board. Detailed information on the collaboration between the Management Board and the Supervisory Board and on important topics discussed in the 2014 financial year can be found in the “Report of the Supervisory Board.” 

The Supervisory Board shall hold at least two meetings per calendar half-year and at least six per calendar year. In addition to the provisions of the Articles of Association, the Supervisory Board has added rules of procedure with regard to its duties: The Supervisory Board Chairman coordinates the work of the Supervisory Board, chairs its meetings and represents the affairs of the Board externally. The Supervisory Board usually makes its decisions in meetings. However, decisions can also be made by telephone, video conference, or outside of the meetings. 

The Supervisory Board constitutes a quorum when at least two-thirds of its members (including either the Chairman or the Deputy Chairman of the Supervisory Board) participate in the vote. Generally, resolutions of the Supervisory Board are adopted by a simple majority of the votes cast unless the law prescribes a different majority. In the event of a tied vote, the vote of the Supervisory Board Chairman decides.

Supervisory Board meetings are recorded in writing. Resolutions which are taken outside of the meetings are also recorded. A copy of the minutes and the resolutions adopted outside of meetings is provided to all members of the Supervisory Board. In accordance with the recommendation in item no. 5.6 of the Code, the Supervisory Board evaluates the efficiency of its work on a regular basis.

Composition and Working Practices of the Management Board's and Supervisory Board's Committees

The Management Board has not established any committees.

The Supervisory Board has three committees: the Audit Committee, the Remuneration and Nomination Committee, and the Science and Technology Committee. The three committees formed by the Supervisory Board are occupied by professionally qualified members.

Audit Committee

The central task of the Audit Committee is to assist the Super­visory Board in carrying out its supervisory duties with respect to the accuracy of the annual financial statements and the consolidated financial statements, the activities of the external auditors, the internal control functions, particularly risk management, compliance, and internal audit. In addition, the Audit Committee prepares the award of the audit mandate to the auditor. Members of the Audit Committee are Dr. Daniel Camus (Chairman), Ms. Karin Eastham, and Dr. Geoffrey Vernon. All three members are independent financial experts.

Remuneration & Nomination Committee

The Remuneration and Nomination Committee is responsible for the preparation and annual review of the Management Board’s compensation system before its final approval. In addition, the Committee monitors, when necessary, the search for suitable candidates for appointment as Management Board members or as ­Supervisory Board members and submits proposals to the Super­visory Board in this regard. The Committee also prepares contracts with Management Board members. The members of the Remuneration and Nomination Committee are Dr. Gerald Möller (Chairman), Dr. Marc Cluzel, and Ms. Karin Eastham.

Science & Technology Committee

The Science and Technology Committee advises the Supervisory Board on matters concerning proprietary drugs and technology development and also prepares the relevant Supervisory Board resolutions. The members of the Science and Technology Committee are Dr. Walter A. Blättler (Chairman), and Dr. Marc Cluzel.

Declaration of Conformity with regard to the German Corporate Governance Code

Declaration of Conformity of the Management and Supervisory Board of MorphoSys AG with regard to the German Corporate Governance Code (“Code”)

The Management Board and the Supervisory Board of MorphoSys AG declare pursuant to Section 161 of the German Stock Corporation Act:

  1. From December 6, 2013, the date of its most recent Declaration of Conformity, MorphoSys AG has complied – with the exceptions described below under item no. 3. – with the recommendations of the “Government Commission on the German Corporate Governance Code” in the Code version dated May 13, 2013 and the Code version dated June 24, 2014.
  2. MorphoSys AG will continue to comply – with the exceptions described below under item no. 3. – with the recommendations of the “Government Commission on the German Corporate Governance Code” in the Code version dated June 24, 2014.
  3. Exceptions:
  • The amount of compensation of the Management Board members does not provide for a cap, neither overall nor for individual compensation components (see item 4.2.3 para. 2 sentence 6 of the Code). Against the background of already existing means of the Supervisory Board to cap variable compensation components of the Management Board members as well as the annual allocation of such variable components, the Supervisory Board considers an additional cap relating to the overall and individual compensation components as unnecessary.
  • The Supervisory Board has abstained from complying in full with the recommendations of item 5.4.1 para. 2 and para. 3 sentence 1 of the Code. Pursuant to item 5.4.1 para. 2, the Supervisory Board shall specify concrete objectives regarding its composition, which in particular shall stipulate an appropriate degree of female representation. According to item 5.4.1 para. 3 sentence 1, proposals by the Supervisory Board to the competent election bodies shall take these objectives into account. The Supervisory Board has specified concrete objectives regarding its composition and thereby also decided to aim for an adequate representation of women on the Supervisory Board. A concrete quota for female members of the Supervisory Board has so far not been defined since the individual qualification and not the gender of Supervisory Board candidates shall be the decisive criteria for the composition of the Supervisory Board.

 

Martinsried/Planegg, December 5, 2014
MorphoSys AG

 

For the Management Board For the Supervisory Board
Dr. Simon E. Moroney
Chief Executive Officer
Dr. Gerald Möller
Chairman of the Supervisory Board

 

Archive

Compensation

Remuneration of the Management Board

The remuneration system for the Management Board is intended to provide an incentive for performance-oriented and sustainable corporate management. Therefore, the aggregate compensation of the Management Board members consists of different components, such as fixed components, an annual cash bonus based on the achievement of individual and corporate targets (short-term incentive – STI), as well as a variable compensation component with a long-term incentive (long-term incentive – LTI) and of other compensation components. The variable remuneration component with long-term incentive consists of a performance share plan. The Management Board members also receive fringe benefits in the form of non-cash benefits. These benefits essentially consist of a company car and insurance premiums. As a component of remuneration, the fringe benefits of each Management Board member are taxable. All total remuneration packages are reviewed annually by the Remuneration and Nomination Committee for their scope and appropriateness and compared to the results of an annual management board compensation analysis. The amount of compensation paid to Management Board members highly depends on their individual areas of responsibility, their personal achievement of goals, business performance, as well as on the Company’s success and the economic prospects in relation to the competition. All decisions concerning adjustments to the total remuneration package are taken by the entire Supervisory Board. The salaries of the Management Board as well as the contributions to a pension plan in the form of a provident fund were last adjusted in July 2014.

For a list of remuneration relating to individual Management Board members, divided into fixed components as well as short- and long-term incentivizing components, see the Remuneration Report as part of the Annual Report 2014.

 

Remuneration of the Supervisory Board

The remuneration of the members of the Supervisory Board is governed by the Company’s Articles of Association and a corresponding resolution on Supervisory Board remuneration of the Annual General Meeting. In 2014 financial year, the members of the Supervisory Board received fixed remuneration and attendance fees for their participation in Supervisory Board and Committee meetings. According to the resolution of the Annual General Meeting of 23 May 2014, each Supervisory Board member receives an annual flat compensation (€ 85,400 for the Chairman, € 51,240 for the Vice Chairman and € 34,160 for all other members) for their membership in the Supervisory Board. The Chairman receives € 4,000 for each Supervisory Board meeting he chairs and the remaining members receive € 2,000 each time they attend a Supervisory Board meeting. For Committee work, the Committee Chairman receives € 12,000 and the remaining committee members each receive € 6,000. In addition, Committee members receive € 1,200 for each Committee meeting they participate in. Compensation is paid quarterly on a pro-rated basis.

Supervisory Board members are also reimbursed for travel costs and for value-added taxes (VAT) due on their remuneration. In the 2014 financial year, Supervisory Board members received total compensation of € 514,480 (2013: € 458,280), excluding the reimbursement of travel expenses.

This amount consists of the fixed remuneration and attendance fees. No loans were granted to Supervisory Board members by the Company.

For a list of remuneration relating to individual Supervisory Board members, see the Remuneration Report as part of the Annual Report 2014.

Directors’ Dealings

Under § 15a of the German Securities Trading Act (WpHG), the Members of the Management and Supervisory Boards of MorphoSys AG, as well as persons with a “close relationship” to such members, are obligated to report trading in MorphoSys stock to the German Federal Financial Supervisory Authority (BaFin). In addition to purchase and sales transactions involving MorphoSys stock, securities transactions relating to MorphoSys shares (e.g. purchase or sale of options options or convertible bonds for MorphoSys stocks) must also be reported. The granting of options based on employment agreements or as a component of compensation are not subject to reporting requirements. All transactions have to be published unless the total value of these tradings executed by such person within one calendar year does not exceed EUR 5,000.

Notes:
Participants in the MorphoSys stock option and/or convertible bonds programs who choose to “exercise and sell” receive the difference between the so-called exercise price (price determined at the time of issuing the options) and the Xetra closing price of the MorphoSys stock on the day of exercise, as a taxable income.

All reported transactions of MorphoSys AG are published via GlobeNewswire.

Declared Security Transactions

Date Name and Function Transaction Type, Number & Security Date, Place, Price & Transaction Volume
June 8, 2015 Dr. Arndt Schottelius, CDO Sale of 5,392 MorphoSys AG shares; the shares were granted within MorphoSys's long term incentive (LTI) program 2011 after a four-year waiting period. The shares were subsequently sold. June 3, 2015
XETRA, EUR 66.1085
EUR 356,457.03
June 8, 2015 Dr. Arndt Schottelius, CDO Sale of 5,370 MorphoSys AG shares; the shares were granted within MorphoSys's long term incentive (LTI) program 2011 after a four-year waiting period. The shares were subsequently sold. June 3, 2015
XETRA, EUR 65.6735
EUR 352,666.70
June 8, 2015 Dr. Arndt Schottelius, CDO Sale of 5,370 MorphoSys AG shares; the shares were granted within MorphoSys's long term incentive (LTI) program 2011 after a four-year waiting period. The shares were subsequently sold. June 2, 2015
XETRA, EUR 66.0633
EUR 354,759.92
June 8, 2015 Dr. Marlies Sproll, CSO Sale of 2,667 MorphoSys AG shares; the shares were granted within MorphoSys's long term incentive (LTI) program 2011 after a four-year waiting period. The shares were subsequently sold. June 4, 2015
XETRA, EUR 65.6343
EUR 175,046.68
June 8, 2015 Dr. Marlies Sproll, CSO Sale of 2,667 MorphoSys AG shares; the shares were granted within MorphoSys's long term incentive (LTI) program 2011 after a four-year waiting period. The shares were subsequently sold. June 3, 2015
XETRA, EUR 65.8605
EUR 175,649.95
June 8, 2015 Dr. Marlies Sproll, CSO Sale of 2,666 MorphoSys AG shares; the shares were granted within MorphoSys's long term incentive (LTI) program 2011 after a four-year waiting period. The shares were subsequently sold. June 2, 2015
XETRA, EUR 65.6746
EUR 175,088.48
June 8, 2015 Jens Holstein, CFO Sale of 3,381 MorphoSys AG shares; the shares were granted within MorphoSys's long term incentive (LTI) program 2011 after a four-year waiting period. The shares were subsequently sold. June 4, 2015
XETRA, EUR 65.6343
EUR 221,909.57
June 8, 2015 Jens Holstein, CFO Sale of 5,381 MorphoSys AG shares; the shares were granted within MorphoSys's long term incentive (LTI) program 2011 after a four-year waiting period. The shares were subsequently sold. June 3, 2015
XETRA, EUR 65.8605
EUR 354,395.35
June 8, 2015 Jens Holstein, CFO Sale of 5,370 MorphoSys AG shares; the shares were granted within MorphoSys's long term incentive (LTI) program 2011 after a four-year waiting period. The shares were subsequently sold. June 2, 2015
XETRA, EUR 65.6746
EUR 352,672.60
May 13, 2015 Dr. Frank Morich, Deputy Chairman of the Supervisory Board Purchase of 1,000 MorphoSys AG shares May 12, 2015
Frankfurt, EUR 63.51
EUR 63,510.00
Apr 2, 2015 Dr. Gerald Möller,
Chairman of the Supervisory Board
Purchase of 2,000 MorphoSys AG shares March 27, 2015
Frankfurt, EUR 56.70
EUR 113,400.00
Apr 2, 2015 Karin Eastham, Member of the Supervisory Board Purchase of 1,000 MorphoSys AG shares March 27, 2015
OTC, USD 61.8129
USD 61,812.90
Dec 3, 2014 Dr. Marlies Sproll, CSO Purchase of 1,250 MorphoSys AG shares December 3, 2014
Frankfurt (XETRA), EUR 79.52396
EUR 99,404.95
Nov 21, 2014 Dr. Simon Moroney, CEO Sale; 5,000 convertible bonds were converted into MorphoSys AG shares and subsequently sold November 20, 2014
Frankfurt (XETRA), EUR 76.8745
EUR 384,372.50
Nov 21, 2014 Dr. Simon Moroney, CEO Sale; 5,000 convertible bonds were converted into MorphoSys AG shares and subsequently sold November 19, 2014
Frankfurt (XETRA), EUR 77.7346
EUR 388,673.00
Nov 21, 2014 Dr. Simon Moroney, CEO Sale; 10,000 convertible bonds were converted into MorphoSys AG shares and subsequently sold November 18, 2014
Frankfurt (XETRA), EUR 77.2813
EUR 772,813.00
Nov 21, 2014 Dr. Simon Moroney, CEO Sale; 20,000 convertible bonds were converted into MorphoSys AG shares and subsequently sold November 17, 2014
Frankfurt (XETRA), EUR 76.4454
EUR 1,528,908.00
Jun 16, 2014 Dr. Arndt Schottelius, CDO Sale; 11.000 convertible bonds were converted into MorphoSys AG shares and subsequently sold June 13, 2014
Frankfurt (XETRA), EUR 68.1948
EUR 750,142.80
Jun 16, 2014 Dr. Arndt Schottelius, CDO Sale; 22.000 convertible bonds were converted into MorphoSys AG shares and subsequently sold June 12, 2014
Frankfurt (XETRA), EUR 69.7598
EUR 1,534,715.60
Mar 28, 2014 Jens Holstein, CFO Sale of 4,500 MorphoSys AG shares March 26, 2014
Frankfurt (XETRA), EUR 65.52
EUR 294,826.30
Mar 14, 2014 Dr. Marc Cluzel (via C&F Consulting), Member of the Supervisory Board Purchase of 500 MorphoSys AG shares March 13, 2014
Frankfurt (XETRA), EUR 67.60
EUR 38,802.00
Nov 25, 2013 Dr. Simon Moroney, CEO Purchase; 33,000 stock options were converted into MorphoSys AG shares; Dr. Moroney is holding the shares received November 19, 2013
off-exchange, EUR 12.81
EUR 422,730.00
Nov 25, 2013 Dr. Simon Moroney, CEO Sale; 28,300 stock options were converted into MorphoSys AG shares and subsequently sold November 19, 2013
Frankfurt (XETRA), EUR 55.85
EUR 1,580,555.00
Nov 25, 2013 Dr. Simon Moroney, CEO Sale; 860 stock options were converted into MorphoSys AG shares and subsequently sold November 20, 2013
Frankfurt (XETRA), EUR 55.00
EUR 47,300.00
Nov 25, 2013 Dr. Simon Moroney, CEO Sale; 18,840 stock options were converted into MorphoSys AG shares and subsequently sold November 21, 2013
Frankfurt (XETRA), EUR 54.39
EUR 1,024,707.60
Sep 23, 2013 Karin Eastham, Member of the Supervisory Board Purchase of 1,000 MorphoSys AG shares September 20, 2013
Frankfurt, USD 76.68
USD 76,680.00
Jul 18, 2013 Dr. Simon Moroney, CEO Sale; 110,445 stock options were converted into MorphoSys AG shares and subsequently sold July 16, 2013
off-exchange, EUR 49.00
EUR 5,411,805.00
Jul 18, 2013 Dr. Arndt Schottelius, CDO Sale; 90,000 stock options were converted into MorphoSys AG shares and subsequently sold July 16, 2013
off-exchange, EUR 49.00
EUR 4,410,000.00
Jul 18, 2013 Dr. Marlies Sproll, CSO Sale; 46,002 stock options were converted into MorphoSys AG shares and subsequently sold July 16, 2013
off-exchange, EUR 49.00
EUR 2,254,098.00
Jul 18, 2013 Dr. Marlies Sproll, CSO Sale; 36,600 stock options were converted into MorphoSys AG shares and subsequently sold July 16, 2013
off-exchange, EUR 49.00
EUR 1,793,400.00
Jul 18, 2013 Dr. Marlies Sproll, CSO Purchase; 20,265 stock options were converted into MorphoSys AG shares; Dr. Sproll is holding the shares received July 16, 2013
off-exchange, EUR 13.03
EUR 264,052.95
Jul 10, 2013 Dr. Gerald Möller,
Chairman of the Supervisory Board
Purchase of 1,500 MorphoSys AG shares July 10, 2013
Frankfurt, EUR 50.65
EUR 75,975.00

 

 

Holdings of the Boards as of JUNE 30, 2015

  Shares Convertible Bonds Performance Shares
Management Board
Dr. Simon Moroney 476,438 107,186 44,164
Mr. Jens Holstein 4,000 90,537 30,248
Dr. Arndt Schottelius 2,000 60,537 30,248
Dr. Marlies Sproll 36,752 93,537 30,248
Supervisory Board
Dr. Gerald Möller (Chairman) 11,000 0 0
Dr. Marc Cluzel 500 0 0
Karin Eastham 2,000 0 0
Dr. Frank Morich 1,000 0 0
Wendy Johnson 500 0 0
Klaus Kühn 0 0 0

For a detailed description of the stock option schemes and convertible bonds programs for the employees of MorphoSys Group, we refer to the latest financial reports.