Deviations from the Remuneration Policy
Galapagos’ Remuneration Policy provides that, in accordance with Belgian law, the Board may, in exceptional circumstances, temporarily deviate from any provision of the Remuneration Policy where such deviation is justified by exceptional circumstances and is necessary to serve the interests and long-term sustainability of the Company as a whole or to ensure its viability. Any such deviation must be discussed by the Remuneration Committee, which shall provide a recommendation to the Board of Directors.
During the financial year 2025, the Board of Directors decided to temporarily deviate from the Remuneration Policy on the following occasion, upon recommendation of the Remuneration Committee, and in light of exceptional circumstances, in order to serve the long-term interests and sustainability of the Company given its ongoing transformation and strategic redirection:
On September 30, 2025, the Board approved the postponement of the introduction of Performance Stock Units (PSUs) to financial year 2026, notwithstanding that the Remuneration Policy had originally foreseen their introduction in financial year 2025. This decision reflects the Company’s commitment to responsible governance and transparent alignment of remuneration structures with long-term value creation. The Board considered that the Company’s ongoing transformation and strategic redirection did not permit the establishment of appropriate and reliable performance metrics over the three‑year period required for PSU vesting under the Remuneration Policy. The postponement ensures that future PSU performance conditions will be grounded in clear and measurable indicators that appropriately support the Company’s strategy and stakeholder interests.