Ladies and gentlemen, good afternoon. Thank you for joining us today, and welcome to ASM International Annual General Meeting 2025. Very pleased to see you all again. I will start this meeting in English and will switch to Dutch in a minute, and for the persons following the meeting through the webcast, there will be simultaneous translation in English. A large part of this AGM will be in Dutch, except for my brief recap of 2024 and the contributions of our CEO, Hichem M'Saad, Didier Lamouche, the Supervisory Board member and Chair of the Nomination, Selection and Remuneration Committee; we call this the NSR, and Stephanie Kahle-Galonske, Chair of our Audit Committee. They will also reply to your questions in English. Hichem will report on the financial year for 2024, Didier will discuss the remuneration report, and Stephanie will elaborate on the appointment of the auditor.
[Foreign language] even over in het Nederlands.
I will now switch to Dutch, so I welcome you all. Further down the table are the following persons. First of all, there is next to me Hichem M'Saad, the CEO, and next to him is Paul Verhagen, the CFO, and together they are, as you know, the mentioned board of this company. Sitting next to me, and I start at the other side of the table, is Didier Lamouche, the Vice Chairman of the Supervisory Board and the Chairman of the Nomination and Selection and Remuneration Committee. Next to me is Esther Koens, and she's the Company Secretary. Behind us, at the table behind me, are Stefanie Kahle-Galonske , the Chair of the Audit Committee, and Marc de Jong . I think right after me, Adalio Sanchez, Tania Micki , and Martin van den Brink.
They are all Supervisory Board members of ASM, and my name is Pauline van der Meer-Mohr, and I'm the Chairwoman of the Supervisory Board. As you can see, all members of the mentioned board are present today, as are all the members of the Supervisory Board. Also in attendance in the corner is Michelle Van Agt, a civil-law notary at Luyens Loft, and next to him is Ms. Lucassen, and she will take notes during this meeting. In addition, our auditor from last year, Mr. Frederik Van Uchelen of KPMG, is present. He is there in the corner on the first row, and he will later explain how KPMG conducted its audit. Finally, there is Marc jan Molenaar of Iv present, and they will be the ASM's auditor from 2025. Maybe you can just show your hand, Marc Jan.
Before starting, I will start with some housekeeping announcements. This general meeting is a physical one. In addition, there is a live webcast in English and in Dutch, and this is of the entire meeting, and this is important for the shareholders that are connected through the company's website. You have been able to register for this as indicated in the convening notice. All shareholders have had the opportunity to cast a voting proxy. We strive for an efficient and orderly meeting and a good dialogue with you as shareholders. We ask you to respect the rules. For example, making video or audio recordings during this general meeting is not allowed. May I also remind you to turn off the sound of your cell phone? Regarding questions related to the agenda, the following is applicable.
As indicated in the convening notice, registered shareholders had until 14:00 last Monday, May 5th, the opportunity to submit questions in writing via the email address agm@asm.com. I can inform you that no use was made of this possibility. In addition, attendees in the room can ask questions at the times that will be indicated during the meeting. Two staff members will walk around with a microphone, and if you do have a question, you can raise your hand, and then I will kindly request you to not take the microphone in your own hands. We will group some agenda items so that you can ask questions for each block of those items. If you ask the floor, please begin by stating your name and who, if any, you are representing. In doing so, I ask you to not ask more than one question in one round.
If there is enough time, I will, of course, give you the opportunity for a second and possibly a third round of questions. The questions can be asked in either Dutch or English, and the answer will be either in Dutch or in English, depending on who gives the answer. Those who wanted it were able to get headphones at the entrance to hear during the meeting a simultaneous translation from English to Dutch and vice versa. Questions and answers raised during the meeting will be included in the minutes of this meeting. The minutes will be posted as a draft on ASM's website within three months, and shareholders will then have three months to respond. I would like to inform you about the voting procedures. There are two ways to cast your vote. First, voters can vote digitally at this meeting.
You received your login information at the registration desk, and voting can be done via the voting device you're given or via your cell phone. Voting on all agenda items will remain open throughout the meeting until the last voting item has been dealt with, and I will inform you of that. You can choose throughout the meeting when to vote on which agenda item. You can even fill in all your votes now or wait until just before the voting closes. A vote cast can still be changed until the voting has been closed. Suppose at any time you leave the room and do not return to the general meeting, and if the meeting is shortened and you cannot change your votes, then the votes already cast at that time are considered to have been cast as you chose.
If you do not enter anything, then your vote will not count. If at any time you have trouble casting your vote, please raise your hand, and you will be given assistance. You should return the voting device at the end of the meeting. You have also been able to vote by proxy. If you've done so, then you have already given your voting instructions to Mr. Michel Van Agt, our civil-law notary. Mr. Van Agt will ensure that the voting instructions are carried out. For use of proxies issued by New York Registry shareholders, the voting instructions will also be carried out lawfully. Towards the end of the meeting, I will let you know that voting will close shortly thereafter. After the close of the voting, I will show the voting results of all agenda items.
The results of the items to be voted on will also be posted on the company's website within 15 days. All the documents for the meeting were posted on the company's website on the 27th of March. The convening notice was sent out on the same day. It was also stated that it was the full agenda and the explanatory notes that were posted, and also the 2024 annual report, including the remuneration report, and all other annexes were available for inspection at the company's offices and at ABN AMRO Bank. The use proxy card, attendance card, and use notice were also posted and sent on the website. For the sake of completeness, I would like to mention that the record date is April 14th, 2025. The total number of shares issued on the record date April 14, 2025, was 49,328,548.
There were 219,935 treasury shares on that date, so 49,108,613 shares could be voted on. After agenda item two, Michel will communicate to me the final number of shares that have been registered and can be voted at this meeting. On this basis, I find that the shareholders were correctly convened according to the articles of association and legal provisions, and that therefore resolutions can be validly passed at this meeting. We will now move on to the agenda and the first substantive agenda item. That is the report for the fiscal year 2024. This agenda item is for discussion and no vote can be taken. The Management Board will thus report on the activities in and results of the 2024 fiscal year and also provide an explanation of the ESG policy.
Before I do so, as Chairman of the Supervisory Board, I would also like to say a few words on the last fiscal year. I will do so in English because Hichem's presentation is also in English, and I will say a few words first. We welcomed our new CEO, Hichem M'Saad, who succeeded Benjamin Loh. We are delighted with Hichem's appointment. His profound understanding of our technology and his pioneering spirit had already led to significant advancements during his tenure with ASM, and we see that innovation-led approach continue in his role as CEO. His first year at the helm of the company has been remarkably successful. Thank you, Hichem. ASM has once again outperformed the market with revenue increasing by 11% compared to 2023 and a substantial improvement in our gross margin by approximately 5%. Our commitment to sustainability has yielded impressive results.
We published our climate transition plan, completed the double materiality assessment, and now source 100% of our electricity from renewable sources. Last year, ASM continued to prioritize investment in our employees and our company culture. Our focus on talent encompasses both attracting top-tier professionals to ASM and nurturing the growth and development of our current talented ASMers. A variety of training programs and career development programs have been implemented to support our employees' growth. My colleagues and I on the Supervisory Board have actively engaged in these initiatives and had the pleasure of meeting numerous employees at our headquarters here in Almere, our Italian subsidiary in Milan, at our office and manufacturing facility in Singapore, where the majority of ASM's tools are produced.
We are also happy that we have strengthened our Supervisory Board last year with the addition of two new members, Tania Micki , who will assume the role of Chair of the Audit Committee after this meeting, succeeding Stefanie Kahle-Galonske , and Martin van den Brink, who chairs the Technology Committee. The Technology Committee was established last year and is instrumental in shaping our technology strategy and roadmap for the future. Innovation and technological investment remain crucial, forming the beating heart of ASM as we strive to stay ahead of what's next. Reflecting on a successful year, the Supervisory Board extends its strong appreciation and gratitude to the Management Board, the Executive Committee, and all ASM colleagues for their unwavering dedication and contributions. I would like to hand over the floor to Hichem M'Saad, the Chair of the Management Board and CEO. Hichem, over to you.
Okay, thank you. All right. Let me make the presentation. Good afternoon, everyone. It's my pleasure to present to you the achievement that we have made in 2024 and also the trends we see for 2025 and beyond. I put together a very small presentation, and we're going to go first, give you the key takeaways for 2024, and then talk about our business trends in 2024, and then the outlook in 2025 and beyond, and then, of course, talk about our sustainability effort. Last but not least, go over the people agenda for ASM. The key takeaways I would like you to take with you today is that we have increased our revenue in 2024 by 12%. This is the eighth year in a row that we have increased our revenue by double digit. We actually have outperformed the WFE market by twice, by two, since 2018.
We have delivered a very strong financial performance with an operating profit of 27, 23% year-over-year. We continue a very strong R&D investment of an increase of 15% in 2024. We also have increased our number of patents by 400. Now we have 3,400 patents by 2024. We remain very well positioned to benefit from technology inflection points going forward with the Gate All Around Technology in logic and also in foundry, and also next generation memory like HBM. We continue to be recognized by our customers for our international bodies. We actually have received 46 awards in 2024, a kind of record in a way. We continue our effort on sustainability, especially on our product sustainability, and we have achieved in 2024 100% renewable electricity in all our sites. We also have a very strong people agenda for ASM.
People is really our future, and we have done significant work in 2024 to attract many new talents for the company, but also to develop the talent that we have hired the past few years. Let's talk about the business that results in 2024. 2024 is actually the year of the AI. This is when AI starts for ASM. The AI era has started. How did we see it? The AI era really needs very high leading-edge products, semiconductors. When you need leading-edge semiconductors, you need leading-edge technology, and that's who we are at ASM. For this technology, it's really all about ALD.
We have seen in 2024 a significant demand for our ALD in Gate All Around Technology, in logic, and also foundry, but also a very strong penetration in our ALD in memory customer, especially for these high-performance memory like HBM or high-bandwidth memory that is used for artificial intelligence. The AI era is good for ASM. In 2024, we actually also have seen that the power analog and wafer market has dropped significantly in 2024. The power market has been in downturn. Right now, this downturn has lasted for a year and a half. In 2024, also, our mature semiconductor nodes have so limited growth, mainly due to some China sales that we have achieved last year. If you look into ASM's year in review, I would like you to take four numbers with you.
2024 is the year we have achieved EUR 3 billion in revenue, EUR 1 billion in cash. We are number one in silicon carbide epitaxy and eight years in a row with double-digit revenue growth. We also have been able to continue our investment in R&D, increase our investment in R&D in 2024, and yet providing some of our best financial results ever. We have improved our efficiency in our business processes. Also, we have invested tremendously in digitization to reduce our cost. We continue to invest not only in digitization, but also invest in our people. We have done a very significant program in talent development, which I'll talk about later on. Last but not least, we have opened our newest site in Taiwan to be close to our biggest logic and foundry customer in the world. We also have continued the construction of our second Korea building.
We have a second building in Korea. It's a downtown building. Also, we have started in 2024 the construction of our Scottsdale, Arizona site. I would like to show you this view graph to show you the growth of ASM business the past eight years. Here showing the X-axis the years and the Y-axis really the growth. If you look into the from 2018 to 2024, WFE or the wafer fab equipment market has grown by 60%. At the same time, ASM grew by 260%. We have been outperforming the market tremendously, and we are very excited really for this growth that we have achieved. Most importantly, if you look into the growth from 2002 and 2004, you see that we have growth in our revenue while the market has been stagnant.
That is because more and more ALD intensity, we have a new business EPI gaining market share in epitaxy, which also helps us really grow in the future. Looking into our financial performance in numbers, revenue about almost EUR 3 billion last year, adjusted gross margin over 50%. Very happy that we have achieved over 50% gross margin. I remember many years, you know, we were trying to get to there. 2024 is the year we are getting, we got to finally we got to 50%. That is really an indication of our leading position in ALD, but also an indication of our better business processes and also cost in our material cost reduction and also better manufacturability and better manufacturing of our products. Our OpEx has increased a little bit from 2023 to 2024.
If you look into the OpEx very closely, you see that the SG&A has not increased much. We kept our SG&A about the same to 2023. Most of the increase actually happened in R&D. The increase in OpEx that happened in 2024, mostly for R&D. We are really very excited about our future in the opportunity we ASM have in the future. ALD and EPI intensity is increasing a lot. ALD is actually moving into memory, and the memory market is growing, and we see lots of attraction in memory, and we have many wins with our ALD in memory too. If you look into our profit in 2024, we achieved a record profit of EUR 821 million.
Free cash flow was also a record of EUR 548 million, and we have returned EUR 287 million to our shareholders in the form of dividend and also in the form of share buyback. Next, looking into our strength in R&D, as I mentioned, R&D, we're spending lots of money, and yet we're keeping our profitability very good. Here, what we're trying to show you here, the extent of ASM's R&D, and this is only ASM sites. If you look into Europe, we have actually three R&D sites in Europe. The main one is in IMEC, where we have a clean room. When you see the R&D sites here, it means there's a clean room. That's where we do really the development on our products. Of course, ASM has many more sites than what I'm showing you here, but these are only the pure R&D clean room sites.
We have a vertical furnace division in IMEC, and also we have lots of CRD or corporate R&D in IMEC. We have a clean room facility in the University of Helsinki in Finland, and also we have a clean room in Italy for our silicon carbide. We have a clean room also development in Arizona, Phoenix, in Tokyo, Japan, and also in Korea, a downtown facility in Korea. Very global strategic R&D footprint, and we're very excited about actually strengthening, and actually we're hiring people as we speak in all these sites to really develop the next products for ASM. Let's continue and talk about the awards that we have gotten in 2024. We have gotten actually 46 awards across 30+ categories, and we divide these awards in customer awards and people, community, and sustainability.
For customer awards, we are extremely excited to really have gotten the Intel EPIC Outstanding Award. This is when you get the Outstanding Award, it's really once in a lifetime that you get it, and we actually got the most important award from Intel in 2024. We also have gotten the TSMC Excellent Supplier Award and the Samsung Outstanding Collaboration Award. We also have gotten awards from both Micron and Hynix Semiconductor. On the people, community, and sustainability, what's really important here is that we are now part of the Climate Group Renewable Electricity 100 Leadership Award for the best newcomer. We are a newcomer in 2024 because in 2024, we have achieved 100% renewable electricity for all our operation. On the HR awards, we are very excited to be nominated as the best companies to work for in Asia in 2024.
Now, let's look into our look for 2025 and beyond. The outlook for 2025 and beyond, I put AI. It's really artificial intelligence. Artificial intelligence is really what's driving growth for ASM because it needs the leading-edge semiconductor, and with the leading-edge semiconductor, you need the leading-edge products from ASM. To show you how we play in this AI, we put together this very short video, which I hope is going to work right now. Okay. Thank you very much. I hope that you liked the very short video, but the short video really summarizes that with AI, you need lots of ALD and EPI, and you need the very, very thin films. That's really the forte of ASM, and that's where we play in. Now, let's look into the WFE spending expected for the future.
We looked into before, now we're looking in 2025 and beyond, and here we show you a 10-year roadmap of Wafer WFE market sizing. If you look into from 2019, 2020, and 2021, you see growth. After 2021, you see that stagnation in the WFE market, and from 2026 and beyond, there is a growth happening again. The market right now, WFE market is around EUR 105 billion-EUR 110 billion, and it's going to grow to EUR 160 billion in 2029. The growth that's happening in the future is really very exciting for us because we're going to be part of this growth. This growth is happening because of new technology, advanced chips led by AI, of course.
There's going to be 6G, it's going to happen 2030 and beyond, but believe it or not, we're starting to work on it right now with EV, of course, and edge computing. All these devices actually need new architecture. For example, AI chips, they need high performance, so shrinking. When you do shrinking, and also you see many devices are actually moving into 3D. For example, Gateron is moving to CFET, so more 3D. Also, DRAM is moving from 6F squared to 4F squared, or what we call vertical channel transistor 3D. When you have 3D, you have more material, and you have more ALD. All these steps that are happening from the device point of view favor ASM, favor us because they need more ALD intensity, and you also need more EPI intensity.
We are really very, very excited about the next few years. Now, let's talk about sustainability. For sustainability, I divide it into area, product sustainability, and the next thing, I'm going to give you an update about our product sustainability. Next, I'll give you an update about what we're doing on our Net Zero 2035 goal. In our product sustainability, we have three pillars. Number one pillar is energy-efficient plasma source. The next pillar is advanced thermal technology, and the third pillar is smarter use of chemical, or I call it using less chemicals. Let's start with energy-efficient plasma source. We at ASM, we have plasma products in PEALD and PECVD. The plasma is generated by radio frequency energy, and this radio frequency energy is lots of energy. We're talking energy in the kilowatts.
We have developed RF power delivery systems that minimize the RF energy usage and speed the plasma process. This is really work that we have done internally and through our acquisition of Reno Sub-Systems , the company that we bought in New Jersey about three years ago. With that, we have realized lower energy requirement. We have actually achieved 30%, up to 30% reduction in radio frequency energy usage. This is huge. When you say 30% on a system that has about 300 kW, that's lots of power reduction. For advanced thermal technology, we have products that actually use thermal energy, and those are thermal ALD and also the epitaxy and vertical furnace. For these products, we have developed a temperature control innovation that allows us to reduce the energy required to reach the desired temperature that we need to get, the set point temperature.
Thereby, we increase the efficiency of our process, and we actually have been able to reduce the thermal energy usage by up to 70%. The 70% energy usage has actually happened for our EPI product. Third pillar of our sustainability, product sustainability, is the smarter use of chemicals, or what I call using less chemicals. As you know, right now, Moore's Law is being driven by using more and more new materials, and with new materials, you have new chemicals. At the same time, the fact that the device architecture is going to 3D, you have more and more surface area. When you have more and more surface area, then you need to use more and more precursor. You need to use more and more chemicals. Chemical usage in the semiconductor industry is becoming much, much higher than before.
We try to reduce this chemical usage for two factors. It's better for the environment, but also it's better economics. You reduce your cost to the customer. We have done many new innovations in process innovations in our technology to reduce precursor usage consumption by about 40%. We're really excited about these programs, and we are actually working every day to reduce the energy usage in all of these three areas continuously. You will hear more and more in the next few years, some very amazing achievement. Now, let's look into our Net Zero 2035 progress update. In 2024, I'm very pleased to announce that we have achieved 100% renewable electricity for our global operation. This is really tremendous work that we have achieved.
In 2021, we said we're going to achieve it in 2024, and we indeed achieved 100% renewable electricity for all of our operation worldwide. We also have delivered in 2024, year on year, 52% reduction in direct, which is scope one, and also customer energy, which is scope two emission. The purchased energy for that's scope two emission. We have been able to reduce the emission by 52% for scope one and scope two. For scope three, scope three really does not depend on us only. Scope three depends on our suppliers' transition to renewable energy. With that, we have been engaged very closely with our suppliers, and we have been able to guide them on renewables and also on energy efficiency to speed up their transition to sustainable energy usage.
As you can see, 60% of the scope three emission is actually happening from our products, from the products, from WFE equipment in the fab. Since we have a very strong program on product sustainability, then we as a company, we're going to be able to reduce that 60% in a very big manner in the future. Also, in 2024, we have actually chaired the Semiconductor Climate Consortium for the third year in a row. Also, we have been building new buildings. We have the one in Arizona and the one in Korea. These buildings, we're actually making them green buildings. We'll be able, we're actually going to, once this building, so the building in Korea will be done this year, and the building for Scottsdale most likely will be done in 2027.
The Korea building and the Scottsdale buildings are green buildings, and we're going to be applying for gold certification for both of these buildings. Last but not least, let's look into the people of ASM. People is really what drives ASM and what makes ASM successful. We would like to make sure that ASM is a great place to be for our people, to be there and to grow too. We have made a tremendous achievement the past few years in attracting great talent to ASM. That's really what spurred our growth the past few years. It is now incumbent on us to develop these people. I can tell you one thing that I've been working in ASM for the last 10 years right now, and I can tell you that talent acquisition for ASM is getting much better.
I think there's good effort by our people team to attract better people. Also, I see many smart people like to come and work for ASM. I haven't seen it before, but right now, it's actually easy for us, easier for us to attract the best talent because actually they want to be with an innovation and innovator company. That's really what they tell us. Okay, we'd like to be part of ASM because, guys, you are a disrupter, you're an innovator, and we need to be part of your growth story. Hiring great talent in ASM, I can tell you right now, we have very good people. Now, I can tell you we have excellent people, and I'm very excited that having these people means we're going to have more and more innovation and great innovation in the future.
At the same time, we have hired many people the past few years. We hired about 2,500 in just the last three years. It is incumbent on us to develop this talent for the company. We have a significant talent development program, which has actually three pillars: Leap Ahead, Develop Ahead, and Women in Leadership. Leap Ahead is a development program that is mostly geared to our executive, high-level executive in the company to take them to the next higher position within ASM. Develop Ahead is a program that is geared for mid-career professionals. The third program that we have is actually called Women in Leadership. Here, I want to be very clear, this is Women in Engineering Leadership. We have a very strong program to make sure that we add more women in engineering positions within ASM.
We started two years ago where the executive committee actually coaches each one of the executive committee coaches three to five women engineers, high-potential women engineers. I can tell you we have actually placed some of these high-potential women in executive positions within ASM. Last, to recapitulate my presentation today, I hope I show you that we have had great financial. We have grown by 12% in our revenue. We have a superb profitability of 50% gross margin. We have outperforming WFE by a factor of two. We have investing in R&D, and we are actually investing lots of R&D. Even though we have increased our R&D a lot, our portfolio ability is actually getting even better with it. We have over 304,000 patents, a very strong ALD patent portfolio, and thanks to the innovators within ASM.
We are very well positioned in the future with the inflection that is happening in both Gate-All-Around and next-generation memory like HBM. We continue to be recognized as a company by customers and by international bodies. I can tell you that right now, we are a strategic supplier for all the big semiconductor companies. All of them actually have ASM as a strategic supplier, which is recognition of the value that we provide to them. We also have received 46 awards in 2024. Our focus on sustainability makes both environmental sense and business sense. We have a program that we have started, and there are lots of things that are going to happen in the future. It needs lots of innovation, and that is where we are using our innovation know-how in our product sustainability. Last but not least, people are really what makes ASM strong.
We are very excited about the people that we have hired in ASM. We're hiring great talent, but most importantly, we're developing the talent to take ASM to the next future. Thank you very much.
Thank you, Hichem. Thank you very much. I will give the room the opportunity that is the present presence in the room, the opportunity to ask questions on agenda item two, the report for fiscal year 2024. I would like to remind you that you can raise your hand, and then somebody will come to you with a microphone. Please ask one question per round. I will gather the questions, and then we will start here. Second row. After that, the third row.
Good afternoon. I'm Stephanie Claassens of VBDO. This is the sustainable development organization of shareholders. As the last 10 years, we ask questions about the sustainability.
Congratulations with all these great figures. In the past 10 years, we saw nice steps each year. I hear terms as stay ahead and disruptor. We can use this very well if you talk about biodiversity because biodiversity is a very important topic in the electronic world. Mining is a very damageable activity in the sector in different zones. ASM is further in the procedures, but conflict mining is a really big issue. I see that you're screening on conflict minerals, and it is very important to take into account values and standards. To an extent, biodiversity has a role for the suppliers.
Thank you for your question. I will first give the floor to a person at the third row and then come back on your question. Good afternoon. I'm Eric Roehringer of the Association of Shareholders.
As you expect, I have several questions, not just one. Yes, but please begin with one question. Yes, of course. I will start with an observation instead of a question. I did not read only the report, but also the assurance report and other reports. If I read these reports, then there is one central topic, and that is a lack of disclosure. I will not call it a black box in comparison to other competitors, but it is about two topics if you talk about disclosure. It is, first of all, the segmentation of the turnover. There is the logic segment, and you did not make a difference between what I call the leading logic and the Gate All Around turnover and the turnover that you realize in more cyclical and short-term movements of the power and of markets. The second aspect is a geography aspect there.
Of course, two regions I mentioned, but China is also a very important market, a market linked to many risks. At the same time, this is a market that is important. We have also Japan and Asia, and there you could gain a lot of turnover, a lot of revenue, especially at the leading site. This is a critical point as to the reporting. I would like to request you to make a better division there. My question is, what is your look on this? Thank you. Are there more questions for the first round? Maybe there?
My name is Wiesma from Diat Velfund. I have been a long-term shareholder since 2010. First of all, we have a few questions, but to start, we have a question about the advanced packaging business. We can read on page seven in the annual report, you are exploring new opportunities.
You have a few already R&D engagements in advanced packaging in many applications. I don't know which one, but maybe you can give us some color which applications you are in in advanced packaging. Besides your 25% stake in ASMPT, are you working with them on partnerships or looking for M&A opportunities in advanced packaging?
[Foreign language] . We will start with the question of Mrs. Claassens of VBDO about biodiversity, and then I will continue. Hello. [ Foreign language] over. The question was to what extent we include biodiversity in conflict minerals.
We do a lot, I think, in connection with conflict minerals, as you indicated. We ask all of our suppliers to come with certified foundries. They have to work with these foundries because we want to have a good control in the field of human rights. There should be a correct audit. Apart from that, based on our responsible minimal program, we also agree with suppliers that, based on the independent certified parties, they not only should look into human rights, but also into what we call the encouragement of environmental aspects that should be taken into account. We do have this on our agenda. If you talk about biodiversity specifically in connection with conflict minerals, we are not there yet. Hichem talked about building our new site in Scottsdale.
There we have a biodiversity assessment that was done, and we took into account this in our landscaping. We try to keep the biodiversity to maximum extent. There we started with this topic. To come back on conflict minerals, we do not take this into account yet. We do have attention for the environment. This is a topic that we discuss with the different parties. Thank you. The question of VBDO, I would also like to ask you, Paul, to go into that. This is about the lack of disclosure and about segmentation. The answer is that we are aware of this topic. We get a lot of requests from the shareholders to disclose more. We have started by disclosing more. In 2021, we went through that for the first time, then the year after, then the year after again.
We have our memory segment of what we disclosed separately. It seems a small step that we made, but for ASM, it is a huge step. This year, for the first time, we gave an indication about our turnover in China, though it had 20s. This was also because of the export controls and because of the controls linked to it. We try to make more and more steps here, but we are cautious because of the competition. We have very fast growth, but in comparison to our competitors, we are still very small. We are a deposition company, so we have one big business, and that is deposition. Our competitors have more businesses like deposition and etch, etc. We really are worried. We think that the more we disclose, the more competition-sensible information is given. This is what we try to protect.
We are aware of this point, and we will try to disclose more and more, but in small steps, I think. That will go hand in hand with the growth of our company. Thank you, Paul. Mr. Wiesma? Hichem, the advanced packaging and the applications in ASMPT.
For advanced packaging, we actually have a program on advanced packaging, an internal program. We have actually been shipping right now equipment for our customer in advanced packaging. The application that we look into is like the through silicon via is one of them, backside power distribution network. We are also using high thermal, developing high thermal conductive dielectric layer. As you know, for advanced packaging, thermal energy dissipation is very important. If you can develop films that are dielectric insulator that can actually dissipate the heat, then that's even better off.
Because we are a chemistry company, we know chemistry and so on, we're actually being developing such films for our customer. We're also using metal deposition, ALD metal deposition for some of the application. And we're using PECVD, TOS oxide to insulate different chipsets one from the other. We have a very strong program, internal program in advanced packaging. You also have talked about our stake in ASMPT. Like we mentioned, ASMPT stake is really mainly a financial stake for us right now. We have a good working relationship with them from that point of view. If we see there is an opportunity, then we'll work on it. Also, on the other hand, you're talking about M&A. I think for M&A, we're looking for M&A as we speak all the time.
If we think there is a good opportunity for us, of course, we'll jump on it. Right now, we're actually searching for all kinds of M&A, and we're very active in that area right now.
Thank you. [Foreign language] . I go now to the second round. There is a person at the second row. You did have a question, I think.
My name is Piet Moordenaar. Since more than 35 years, I have experience in semiconductors. This is why I have a question connected to this. It has been answered for a large part already because it was about the full spectrum. Applied Materials started an agreement with ASM Conductors, and they have also now shares in this company. ASM was also working with IMEC.
IMEC has a very good advanced packaging program in the group of Gerhard Beynen, who works with molding and 3D packaging. In short, this is maybe a repetition of an earlier question. My interest focuses on how ASM looks at full spectrum and if there is a possibility for cooperation there. Maybe you've already answered to it in part. Thank you. I have other questions for the second round. Mrs. Claassens, Mr. Wiesma, and I see VBDO. Great. I see a couple of more questions. Let's start with Mrs. Claassens. I'm Stephanie Claassens, VBDO. Thank you for the explanation on the staff. I don't see many annual meetings where the staff members are part of the presentation. It is so important that staff members get a living wage. I have no doubts there at ASM, but a living wage is also important for the whole chain.
Could you indicate what ASM is doing in the field of a living wage further on in the supply chain? Are you willing also to publish the results of such a research or investigation in your coming year reports? To what extent is there a living wage paid in the full logistics chain? Yes, VBDO. Erik van der Ring, om je af te sluiten, VBDO. I have another question about the epitaxy business. As to this year, there was a market share of more than 30%. My question was what the future outlook is for this. The question is whether clients go to ASM for dual sourcing, or is it more about product security compared to Applied Materials, the other big player in the segment? Let's take these three questions, and then I will come back to you and to Mr. Wiesma.
Let's start with the question of Mr. Moordenaar about the corporation possibilities, such as Applied announced to have as a basis in advanced packaging.
Your question is really about advanced packaging and what's our approach to it. We like advanced packaging because advanced packaging is all about deposition, and we are a deposition company. Further than ALD, we also have CVD deposition. We see actually it's a growth area for us, not only for our leading edge ALD, but also in other parts of our business, like the furnace business and PCVD business. I can tell you right now we have made some inroads from that point of view. We also like advanced packaging because advanced packaging plays on ASM's strength. How is that? Because when you try to do advanced packaging, you actually try to bond two surfaces, one to the other.
Since we have a leading position in ALD, and when ALD, we deposit very thin films, surface preparation is very important. We know as a company for many years how to clean the surface, how to prepare the surface, how to make it hydrophobic, how to make it hydrophilic. We can play with that chemistry to make sure that when you bond both surfaces together, you get the best bonding ever. I cannot say much about it, but I can tell you this is an area that we're working on, and we're looking on significantly in our R&D from that point of view. Advanced packaging is a new growth area, and we're involved there, and we are going to be more and more involved in the future. Definitely, it's something that plays in our strength, and we're going to do that in the future.
Do you also want to take the epitaxy question from the VEB on?
On the epitaxy question with the question of getting greater than 30% market share, we are on our way to get 30% market share in leading edge ALD, so all the leading edge epitaxy. We are actually winning many new applications in EPI, in the gate around technology, and also in memory in DRAM. We actually have DRAM in memory, and many of the HBM chips or the high bandwidth memory right now that are being shipped to the world are actually using epitaxy from ASM. It is really not because it is a dual sourcing for epitaxy. I think that we have been able to penetrate EPI through innovation.
I think, as you know, for 20 years, there was no innovation in epitaxy, and we came along the past few years, and we provided much-needed innovation into this technology. Right now, we are getting the fruits of this innovation, and we're very excited about our prospects in the future for EPI.
[Foreign language] value chain. Paul, [Foreign language]
[Foreign language] value chain.
Ja. There was a question about the living wage. In ASM, we work for a very long time already with a living wage. To us, it's important that this happens as much as possible in the value chain. We are part of the Responsible Business Alliance. This is an interest association of companies, and this association looks into responsible entrepreneurship.
This workshop that we have here really is focused on the living wage throughout the chain. We plan to do a survey this year at the level of our suppliers to see what their position is as to the living wage. We will see what the result will be. Depending on the results, we will start a dialogue with the suppliers. Whether we will publish this or not is still unclear. It also depends on the materiality that we encounter. It has our intention, and we do feel that it is important. Thank you, Paul. We go now to the next question round, Mr. Wiesma, and then the VBDO. Mr. Vreeken, I will start with Mr. Wiesma.
About your spares and services business. Last year, 2024, it grew 29%, significantly, much higher than the equipment sales revenue.
It is now 19.19% of your total revenue, and you will change the definition this year in 2025, so it will increase to 21%. When you introduced the outcome-based services in 2020, it grew on average 19%, 19. What can we expect for the coming years ahead?
[Foreign language. Thank you. That's the question.
There is Mr. Vreeken. Welkom. Good afternoon. I'm Robert Vreeken, of We Connect You, Public Affairs and Investor Relations. We have to do. We is a nice mentioned board here and a nice Supervisory Board. It is great that according to my calculations, and maybe you can verify this, that you're now part of the top 10 of the exchange value. Maybe you're even bigger than EHolt. That is great. I would like to see us ranking year on year.
My shares had a return of last year of 5,000%, and now it is only 4,000%. I did not see that in your presentation. This is an important mission. It means that you could communicate much more in the direction of target groups. You could support this communication. EUR 800 billion have an investment in Europe, and with your spearhead activities, it is possible to communicate more about this. I would like to go into the question of VBDO. We have now AI and an exposure of electricity use. This is very damageable for the biodiversity and also for our votes. We have the Paris Agreement of 2015, and since 2015, three times a vote was removed of the service of the Netherlands and two times France. Mrs.
Pauline van der Meer-Mohr is also part of the mentioned board of EHolt, and the Chair of this board was at IKEA. He was there the CEO, and IKEA has a vote of the extensions of Germany. They should be exemplary. Maybe ask your children, your grandchildren, your friends. The young generation wants to plant new trees and roots and wants to have much more biodiversity. You have nice figures in the field of biodiversity, but next year, there will be another vote that will have disappeared of the extensions of the Netherlands. A lot of votes are disappearing everywhere, and if the votes are disappearing, then the earth does not cool off, and then we have sustainability problems. Please, just one question per round. I only counted two encouragements. Achter. VEB.
A third question, also based on the shareholder meeting of ASML, there was a question on, you know, to what extent are the Chinese a threat when it comes to advanced lithography? And the answer was, when it comes to lithography, we are not that worried. However, they are making huge progress when it comes to deposition. My question therefore is, can you say anything about it? To what extent? You have discovered trends, other things that might be relevant and affect your position as a company, whether it's ALD or any older technology. Thank you. Let's do a round of answers then. Hichem. Question first that Mr. Wiesma asked.
Okay. So regarding the spares question, what do we expect ahead on spares? I think that for the outcome-based services, what we call the CKM for us, it's something that we are actually leveraging into the future.
In spares, we are developing more and more products in spares offering because we think that is also a new area of growth for our products. Not only that we have applied innovation in product development, but I think there is lots of innovation that is needed in spare business. Innovation like automation is one of it. Surface preparation is also one of it. Recycling is also a third one. Improving the green to green is also a different way, offering that we are actually looking into by using sensors, by using machine learning, and so on. We have expanded our offering and actually product development in spares because we think that is also an area that is very important for the growth going forward. As the equipment becomes more and more complicated, I think spares become more and more needed.
We see our customers also like to see us providing this value to them because it's very tough for them to service the equipment themselves because of the complexity that's getting right now in the equipment. I mean, if you look into ALD right now, guys, we're actually looking for a thickness uniformity of 0.05 angstrom. Ask me how you measure it, but that's really what it is. To achieve this, you need to make sure that you know your equipment very well, and there are many areas that help from the spares point of view. I just want to make sure that spares, outcome-based services, is a business that we started, and it's a business that's growing for us in the future.
Hichem, do you also want to take the VB's question on China and the deposition technology trends?
Okay. If you look into China and deposition technology, I mean, it's very unfortunate that for China, we cannot play on the ALD, the high-end ALD. That's really very unfortunate. Otherwise, our revenue would be doubling from what you have seen right now because we cannot ship our latest ALD and EPI technology to China. We can play in the Chinese market on more of the lagging edge technology and also in the power electronic market. In these markets, you know, we've been able to really increase our China market share the past few years through the development of new products, both in furnace and also in epitaxy. We actually have been able to compete with the local Chinese suppliers. I mean, they're getting better. I mean, don't get me wrong. I mean, we see them getting stronger and stronger.
We see as a Chinese competitor, like any other competitor, we need to stay ahead. We need to innovate. We need to continue improving our cost. We need to continue improving uniformity. I mean, it's the same game and the same thing that we have been doing all these past few years against our Western-based competitor. We see no difference there. Actually, on the contrary, you know, when we play head-to-head in China against local suppliers, most often than not, I think we win that business because the customers see the value that we provide in hardware, in innovation, and in process technology.
Dank je. The questions or comments by Mr. Vreeken to urge you on forest planting, etc. Yes, I wrote down two questions. One was about marketing or communication and reporting on our share price.
I must say that I think we're already doing quite a lot when it comes to communication with our investors. We have many investor conferences that we go to. We have road shows. We have analyst meetings. I do believe that we are getting across that story quite well. I think we're already doing that. You know, obviously, share price is also subject to the sentiment of the market. We always focus on the result in the end to make sure that that is, and hopefully then share price follows. Deforestation and your comments. Obviously, we have our net zero target by 2035. That is very ambitious in scope one, two, and three. That should contribute. Second of all, we also have a certified sustainable packaging requirement for our suppliers.
The good news is, you know, we did a survey last year in 2024. As it turns out, almost all suppliers are in, meaning that when it comes to wood, they can only procure wood from independently certified suppliers who have a commitment that net there is no deforestation taking place. We are contributing in that way. Thank you. Let me see. Do we have any questions left for this round? I count two more, Ms. Claassens and Mr. Wiesma. We will gradually but slowly move on to the next item on the agenda. Otherwise, it'll take up too much time. First of all, Ms. Claassens, go ahead. Yes, Stephanie Claassens, Investors for Sustainable Development. The term double materiality analysis was mentioned already. Basically, it means, you know, what subjects are relevant to your company. That's what you look at.
Every now and then, you have to reassess them. Many companies conduct such analyses by sending out surveys to stakeholder groups. In practice, we have learned that surveys can be manipulated quite easily in outcomes. We would like to see live events and interviews instead for a double materiality analysis. To what extent would you be applying that? Mr. Wiesma, your question.
Third question is about your manufacturing footprint. You have three facilities, one in Europe, Italy, Singapore, and in Korea. There are none in the U.S. If you look at the trade tariffs, today they lowered significantly the trade tariffs. You are building an R&D center in Scottsdale, Arizona. What can we expect over there? Is it possible that you can also manufacture in the U.S.?
Goed, dan gaan. Let's answer those two questions.
First of all, Paul, for the double materiality question of the VBDO. Yes, indeed, we have a double materiality assessment. We did that, and we will do that again this year. I believe it or not, but we also speak to people. We also receive direct input. If you want to have input from several parties, you will have to send out a survey. We try to get collective input. We ask input from several parties connected. We use a mix of surveys and live feedback to have that input. Definitely interviews as well. The manufacturing footprint in the U.S.
Mentioned our main manufacturing site is actually in Singapore, and we have another one in Korea.
Talking about manufacturing in the U.S., I just want to make a clarification here that right now there is no tariff for the tools that we ship from Singapore to the U.S. As you know, you do not know what is going to happen tomorrow. Okay, from that point of view, when you talked about our Scottsdale facility, the Scottsdale facility is an R&D facility. When you have an R&D facility, then by definition, the new tools or new products that you develop are actually manufactured there. We call them the new product introduction, NPI manufacturing. The first few tools from that facility, from that development part of the world, will be shipped to the customer, like tool one, two, four, maybe the first four tools.
Once everything gets, there is no change because from the first tool to the fourth tool, there are many changes, design, etc., and parts and so on. Once the bill of material has been stabilized by the fourth tool, then we move all the manufacturing, the real manufacturing, to our FEMS facility in Singapore. Saying this, you know, when we are opening our facility in Scottsdale, we made sure that we have enough land there in case for any urgent things or any possibility. From that point of view, if there has to be a need in the future that with the tariff, whether the tariff is going to go, if there is a need for us to start manufacturing there in Scottsdale, then we have the land where we can grow and have a manufacturing site.
But right now, we don't see it, and we're continuing with our manufacturing in Singapore.
Thank you, Hichem. [Foreign language] . Mr. Vreeken then. And then a last one. And then let's go to the next item on the agenda. So final questions for this item, Mr. Vreeken. Right. Cybercrime. Chinese and Russian hackers. And the new spearhead, you know, organized crime. They are profiling and professionalizing in the field of cybercrime. And the new trend is that China and Russia have embraced and pay organized crime to get their chores done for them. So I would really like to know how you can strengthen the Dutch government because we all know that the Dutch government is not that strong in fighting cybercrime. Okay. Also, power outages. Spain was a wake-up call.
I want to know how your locations worldwide will move on if there is a power outage. You can be prepared by acting now, by having huge backup batteries, generators, and also local solar and wind so that you can recharge. Obviously, you know, there is a chain responsibility because if ING Bank is out for a week, the Netherlands is bankrupt. You are a high-performing and high-performance IT company. No doubt you can facilitate a lot. Right. My name is Roelof Den Hondt. I have no experience in semiconductor. I have worked 40 years in the production of aluminum. In furnaces and producing aluminum, I think that industry was developed in an industrial scale. Before that, it did not exist.
I started out 40 years ago trying to improve things, you know, also when it comes to energy consumption, making the manufacturing of aluminum, you know, per ton cheaper. You know, we made a lot of progress. At a certain moment, you know, we ask the question, what is the theoretical limit? That opened a whole new ball game because you will find energy or power somewhere, right? What is the limit that you can reach in energy for a product? Are similar analyses also applied in your industry? If yes, maybe it would be interesting to talk about it at a next opportunity. Paul, cybercrime and backup for power outages? Yes. Cybercrime in relation to the Dutch government? I think the question, yes. We regularly talk to the Dutch government. We receive input from there.
We use Intel to the extent that this is relevant. Obviously, we will share information that might be relevant for the authorities. Yes, we touch base on a regular basis. We do quite a lot already when it comes to fighting cybercrime and identifying cyber risks, protection, detection, taking action if necessary if something happens. Obviously, we also do backup and recovery tests. It has our utmost attention. It's vital. I think we've made great progress. I think in the Netherlands, we use, and not only in the Netherlands, we use partners to gain intel on possible threats that they are seeing that we haven't seen or the other way around. That's definitely going on. Can you say something about power outages and how you mitigate? We will have to fall back on generators. We have solar panels in several sites.
I don't know whether they can keep the manufacturing sites ongoing with only solar panels. It'll have to be done with generators because a manufacturing site needs that. In that, he was referring to the metallurgic and smelting industry.
I didn't understand the question very well from that point of view. If you can repeat your question.
I shall try to repeat in English. Okay. When you look at improvements in energy consumption, for example, you can say we have improved by so many percent. Yes. Another option is what would be the theoretical minimal consumption and use that as a benchmark to judge about your performance. The second step would be how can you close the gap between theoretical consumption and your actual. It's a different game than when you just look at the improvement at your current practice.
It is a method that has helped the industry where I worked tremendously in moving towards the theoretical limits. Okay.
As a metallurgist like yourself, the issue here is that our actual reference point changes every year. That's the problem we have to deal with. With Moore's Law, actually, with the evolution of Moore's Law, the fact that things actually are shrinking all the time, the device architecture is changing. We are putting many new materials every year. You know, the ballpark point is changing all the time. It is very difficult for us to really do that from that point of view. I can tell you, if you look into goalposts like 10 or 20 years ago, I can tell you the energy reduction, if you took into that, is over 95% minimum of that. Really tremendous, tremendous energy reduction.
The goalpost changes all the time for us. That is why it is very difficult to change. Okay.
Thank you. [Foreign language] . Moving on to the next item of the agenda. I am now asking the notary for the attendance list. Thank you. From the attendance list, we know that we have 22 shareholders here or represented. Prior to the meeting, 4,194 gave voting instruction, meaning a total of 4,216 shareholders. 14,884,929 shares are represented and votes can be cast, which is 71.04% of the issued share capital. The next item on the agenda is item three, and it has three subpoints and all are resolutions. First is 3A, remuneration report 2024. This item will be explained by the Chairman of the NSR Committee, which is my colleague Didier Lamouche. Didier, if you will. Okay.
Good evening, everybody. Ladies and gentlemen, as Mrs. Van der Meer-Mohr already indicated, the remuneration report is included in its entirety in the ASM 2024 annual report, page 116 to 129, which I strongly suggest you to refer to if need be. This report fully complies with the Dutch civil code and the principle as set out in the Dutch corporate governance code. In accordance with the Dutch civil code, we ask you, the general meeting, to cast an advisory vote on the remuneration report 2024. Allow me also to remind you that the current remuneration policy for the management board on which the remuneration report is based for 2024 was adopted by the general meeting on May 15, 2023. The current remuneration policy for the members of the supervisory board was adopted by the general meeting on May 13, 2024. Today, next slide, please.
Today, I will start by giving you a brief overview of remuneration-related updates for the Management Board and the Supervisory Board, which have been done in 2024. This will include some additional information on the exit package for Mr. Loh. You remember Mr. Loh was our previous CEO until May last year, following his retirement as per last year AGM. I will give you some more information because some of our shareholders and proxy advisors have asked us about it following the publication of the 2024 annual report. In the spirit of transparency, we will give the same information to you today that we gave to them.
This will be followed by providing some details, and that's point number two, on the performance metric for the short-term incentive plan, the STI, and the long-term incentive plan, the LTIP for 2025, the current year, plus any other relevant updates for this current performance year. Finally, last but not least, I will conclude my presentation with an outline of the main elements of the management service agreement concerning our CFO, Mr. Verhagen, which are linked actually to his intended reappointment for which you need to vote on. On this slide, first, as far as the 2024 remuneration report is concerned, we have actually done a few things. We have updated the structure of the report to ensure it contains all relevant information in a clearer and easier way for you to read.
The report starts with a message from the Chair and is followed by a comprehensive summary of the remuneration report for the members of the Management Board, the way the policy has been applied along last year in 2024, and the remuneration policy itself, including the application thereof for members of the Supervisory Board. Next to actually providing a more logical structure, the 2024 remuneration report also addresses some questions that we received from shareholders and proxy advisors during our discussion last year for more transparency on the applicable metrics and the performance against those metrics for the short-term and the long-term incentive plans. Secondly, as announced in last year AGM, the Supervisory Board has updated the plan rules of the long-term incentive plan for the member of the Management Board starting 2024.
This was done actually to ensure alignment with best market practices following some questions we received from some shareholders and proxy advisors. You see that we always follow and listen to what our shareholders are telling us, and we try as much as possible to apply their recommendations. Historically, in this case in particular, historically, in case members of the Management Board would leave the company as good leaver, that was the case for Mr. Loh last year, full accelerated at-target vesting was applicable to all the share grants. However, as of last year, as of actually 2024 AGM in May last year, grants which are made to members of the Management Board will no longer have full accelerated vesting for good leavers.
In this case, unvested grants will still vest in an accelerated way, but in a time-based pro-rated manner, which is in line with best industry practices. Let's now review the 2024 remuneration components for the current member of our Management Board, Mr. M'Saad, our CEO, and Mr. Verhagen, our CFO, as well as for our previous CEO, Mr. Loh. I would like to stress that all elements are linked to the year 2024 from 1st of January to 31st of December. Base salary for Mr. M'Saad was set last year at EUR 710,000 when he was appointed as CEO at the last AGM. The base salary for Mr.
Verhagen, our CFO, has been increased last year by 7% to EUR 604,000, justified by his performance and also in line with market movement in the Netherlands and the average increase for ASM employees in the Netherlands, which are covered by the collective labor agreement. No change, of course, for Mr. Loh at the time due to his departure in May last year. Let's review now, if you want, the variable remuneration elements of the pay mix, namely the short-term cash incentive, the STI, and the long-term share incentive, which is, as you know, delivered under the form of performance shares. As far as the STI is concerned, the payout level is based, on one hand, on the achievement of financial targets, which have a weight of 75% of the total, nominal total, and on the other hand, 25% of non-financial targets.
All targets, actually, of course, are annually set by the Supervisory Board. The STI target level as percentage of annual base is set at 100% for the CEO, Mr. M'Saad, and 80% of the base salary for the CFO, Mr. Verhagen, with a maximum attainable le`vel of 1.5x the target level. For Mr. M'Saad, this means that 150% of the base salary as a maximum and 120% of the base salary for our CFO. You will agree with me that it will not be a surprise that given the outstanding operational performance in 2024, both Management Board members overachieved by far most of the predefined targets, even given their aggressiveness. This resulted in a total outcome of 140.8% for Mr. M'Saad and 135.6% for Mr. Verhagen. Of course, given his retirement, Mr. Loh received a pro-rated at-target payout for his STI.
The amounts per individual are disclosed actually in detail in the report I was mentioning today before I started. If you need more information, you should refer to the report. On behalf of the Supervisory Board, I would like to thank the management for the outstanding performance this year, outstanding for you and your team, Paul and Hichem. I would like, in particular, to congratulate Hichem for a very smooth, effective, rapid, and flawless transition from his predecessor and for having built around him a very, very solid and strong team. Thank you, Hichem.
Thanks to Bawa.
As far as the long-term LTI share, I mean, the long-term share incentive, what we call performance share program is concerned this year.
The LTI plan for the members of the Management Board, as you know, is a multi-year, actually three-year variable payment delivered via performance shares, which become unconditional after a period of three years, over which the performance is measured, and which, after those three years, are subject to a two-year holding period post vesting. The at-target levels are expressed as a percentage of base salary too. In line with the remuneration policy that was approved two years ago, this is 450% of base salary for our CEO, as he was based in the US before his appointment as CEO, and in order to be competitive with US conditions. For Mr. Verhagen, it's 160% of the base salary in line with European best practices. Due to his upcoming retirement, Mr. Loh did not, of course, receive an LTI grant in 2024.
The unconditional award is a result of the realization of the following two targets. The first one is revenue growth compared to market, the market performance being an indicator, the WFE, which is public, so that you can at every time compare ASM performance with, and the average EBIT percentage versus a preset objective, which is determined by the Supervisory Board three years before the end date. As of the 2023 grants, the relative total shareholder return, which we call the RTSR, has been added as a modifier to the two applicable performance metrics. This means that this modifier can impact the total achievement upwards or downwards by +35% if the RTSR is on top of the list compared to competitors, or - 35% if it's below our main competitors or companies we compare with.
Based on the achievements of the performance criteria per end 2024, the vesting of the 2022 grants in 2025 is 150%. This is, in fact, only applicable to Mr. Verhagen, as there was no vesting performance share for Mr. M'Saad, who was not CEO at the time in 2022. This means, in practical terms, that 3,306 shares have vested for Mr. Verhagen this year. At the moment of retirement, Mr. Loh unvested LTI grants for 2022 and 2023 have immediately vested at target, as I said before, resulting in the vesting of 7,683 shares as per May 13, 2024. In addition, the following amount of shares conditional to performance as measured over the coming three-year period have been granted to the two Management Board members in 2024 at an on-target value with a three-year vesting period and in line with the remuneration policy. This means that Mr.
M'Saad, as CEO, has received an allocation of 5,349 performance shares this year, and Mr. Verhagen, 1,620 performance shares this year. Let me now go through the famous CEO pay ratio that we have to report. Note also that starting this year, the 2024 annual report contains actually not only one, but two slightly different numbers. One actually is in the sustainability report and one in the remuneration report. Why two? Simply because the definition that is imposed on us by the CSRD requirement is different from the definition we used commonly and most companies use commonly and historically in the remuneration report. This is why we report two. They are not too different, but I want to stress the fact that their definition is slightly different.
The pay ratio, which is included in the 2024 remuneration report, is in line with the definition from the Corporate Governance Code and expresses the ratio of the CEO remuneration and the average remuneration of all other employees by dividing actually the remuneration of the CEO by the average remuneration of all employees. The remuneration of the CEO is a total base of the base salaries, the bonus, and the share-based payments as published in the report. All this is totally coherent. The average remuneration of all employees is calculated by dividing the total personnel cost, wage, salaries, bonus share, and share-based payments as published in the annual report, minus the remuneration of the CEO, and dividing that by the total number of employees. This ratio is relatively stable this year, moving from 31 last year to 33 in 2024.
I would like you to note that this is still at the lower end compared to the other AIX-listed companies. I would like now to give you additional information and to cover the condition under which Mr. Lo, the predecessor of Hichem, retired last year, if you remember. As per the date of the AGM 2024, his management services agreement has expired. The applicable exit condition, which were fully disclosed last year, if you remember, are also fully in line with the remuneration policy which was applicable at the time, without any exception. Mr. Lo did not receive any severance pay. That was mentioned last year. I want to insist again this year. He did receive an at-target pro-rated STI payment, which is according to the policy, for the performance period January to May, after which he resigned. He retired, I'm sorry.
According to the LTI plan rules at the time, the outstanding LTI grants from 2022 and 2023 were subject to a full accelerated at-target vesting mechanism as he was considered a good leaver. This is absolutely well reported in the remuneration report in a great deal of detail. However, I must tell you that we received additional questions on the information which is contained in the table of page 121 of the remuneration report. I would like to explain that here to the full audience. The table on this specific page shows an annual amount of EUR 10 million under other items for Mr. Loh. Most of this amount is actually equal to payroll taxes. I repeat, taxes that are charged to the company triggered by the famous Article 32BB of the Dutch Wage Tax Act.
The associated amount of EUR 8.4 million for this one-off tax charge has been disclosed as part of the quarterly report Q2 2024 in July last year. You see that the company was fully transparent more than nine months ago on this point. Nevertheless, because we received questions, I'm explaining today again to the whole audience why this. The remainder of this amount, the delta between EUR 8 million and EUR 10 million, roughly, is actually related to the pro-rated STI payment, which I mentioned before in 2024, and the annualized value of the 2022 and 2023 LTI grants. We have received questions from some proxy advisors on this tax impact. I would like to say that the tax impact was significant, a bit more than EUR 8 million, because the basis for this calculation is the year two years before the exit, so 2022.
I would like to stress the fact that the tax impact was significant not because of excessive pay, but because of a mechanical effect of the way the assessment is performed. On one hand, the reference year which is used, which is two years before the departure, did not include any LTI-based payment. I mean, in this year, the actual compensation of Benjamin was actually lower than his normal compensation because of the three-year blocking period of the LTI shares. On the other hand, at the exit, that's a second effect. The ASM share price also significantly increased, obviously, to the benefit of all shareholders. This is a mechanical effect which induced this EUR 8 million, but by no way, any single penny of those EUR 8 million fell into the pocket of Mr. Loh. I trust this explains those figures.
Now, let me move on to the next topic, which is the outlook on the remuneration for the members of the Management Board and the Supervisory Board for this current performance year in 2025. The salient elements are shown on the next chart behind me. As you can see, the financial and the non-financial performance metrics for the Management Board for this current year are the same, basically, as the ones which were applied for 2024 for the STI plan, but also for the LTI plan. However, the relative weights of the non-financial metrics for the STI plan have been slightly tweaked with a significant emphasis, as you can see, which has been put on people and organization, as explained Hichem before. This is of great importance that the organization is ready to deliver on its ambition.
ASM is really facing a growing challenge that every day is overcome by management, and this growing challenge is depending on our ability to transform our organization and to hire always the best-performing people. This is the reason why the Supervisory Board decided to put a bit more focus on this aspect this year. As the remuneration policy of the Management Board is in place since 2023 AGM, and the remuneration policy for the Supervisory Board is in place since last year only, there are no intentions to make any changes to those remuneration policies in 2025. The Supervisory Board, however, will review the remuneration policy regularly and the practices that we use versus the competition and versus the environment for the Executive Committee this year. Last but not least, I would like to finish on the remuneration-related topic concerning the intended reappointment of Mr.
Verhagen as the CFO of the company. This is an item that you will have to vote for. The conditions are described in the chart depicted behind me. As you know, our CFO, Mr. Verhagen, was first appointed as a Management Board member and CFO of our company as per June 1, 2021. The Supervisory Board intends to reappoint him for a two-year term as CFO. Mr. Verhagen's contract is subject to approval by the AGM, of course. This contract is a management services agreement, which is subject to Dutch law for a fixed period of two years until the letter of May 12, 2027, and the AGM in 2027. His remuneration remains the same and is fully in line with the remuneration policy which is applied for members of the Management Board.
As you can read on this page, his base salary is EUR 600,000, EUR 600,000, EUR 604,800, and he's at the—I'm sorry for the misspelling—and he's at the median of the labor market reference group that we use. The at-target STI opportunity is still 80% as I mentioned before, relative to the base salary, while the payout is maximized at 1.5x this value in case of overachievement. Mr. Verhagen LTI remains to be 160% of base salary at target. Of course, after vesting, the two-year holding period remains applicable. Sorry. The notice period under the management service agreement is three months for him, six months for the company. Finally, in case which we don't wish, of course, Paul, but sorry to mention that. I have to do it in my duties, that's my duty.
In case of early termination of the service agreement by the company and in case of termination by mutual consent after an adequate transition of work to a successor, Mr. Verhagen will be entitled to a severance amount of one year annual salary at max. The severance amount will not exceed the annual salary amount that would have been payable until the expiry date of the agreement. After having finished his very exciting pitch, which I hope everybody appreciates, I would like to thank you. Back to you, Pauline.
Thank you, Didier, for your elaboration here. Goed dames en heren, dan gaan we nu over naar de bespreking van dit bezoldigingsverslag. Hello, ladies and gentlemen, thank you. I would like to come back now to the discussion on this item.
We have Article 235B under 2 showing that you have an advisory vote as to the remuneration report of the past year. Who would like to ask a question about this report? We have one question about it. I would like to switch to VB. If you have one more question, then please wait for the next round. I do not have a question, but I do have an observation about the remuneration report. First of all, it has been improved a lot. Many thanks for that. It is good that more steps have been made there. Maybe you are not in agreement on the point of disclosure, but I feel that there are still steps to be made, specifically if it is about the disclosure of the financial targets. I wonder what the competitor could do with the cash flows that you use for the remuneration.
I feel that these targets could be disclosed, but maybe we have different opinions there. I would like to make a remark about the other items. It is not very weird that the questions about that, because the footnotes saying, including the STI payout, I'm very happy with the explanation. It has been explained, but it could have been better in the remuneration report. Thank you for your remark. I see that there are no further questions. I would like to continue with point 3B. This is the adoption of the financial accounts of 2024. The year accounts have been audited and approved by the external auditor, KPMG. This was the last time, because there is a rotation obligation after 10 years. Stephanie Kahle-Galonske, the Chair of our Audit Committee, will go to that afterwards.
First of all, I would like to give the opportunity to Mr. van Oegelen to give an explanation on the audit and on the statement. Good afternoon. My name is Frederik Korset van Oegelen, and I'm the external auditor of KPMG responsible for auditing the financial statements of ASM International and VE. This was my fifth and also last year as partner in charge. This is because KPMG has been the auditor of ASM for 10 years. I would like to take the opportunity to give you a further explanation on our audit of ASM's financial statements. This presentation follows the structure of our statement as included on pages 184-188 of the annual report. The audit opinion is the final part of our audit.
We issued an unqualified audit opinion on ASM's 2024 financial statements on March 6, 2025. This briefly includes that the financial statements present a true and fair view and that they comply with IFRS and Title IX Book II of the Dutch Civil Code, and that the annual report is consistent with the financial statements and is free of any material errors, and that it contains all information required by Dutch law. In other words, the financial statements give a good picture of the past year and the state of affairs as of the benefit date. Further, this year, we issued an unqualified opinion with limited assurance on the sustainability statements as included in the annual report. Our audit process. First of all, I would like to talk about the materiality. In playing our work, we take into account what is known as materiality.
Briefly, we consider something material if the extent of misstatements is such, to the extent that it might reasonably affect the financial statements. The materiality of EUR 43 million was used for this audit, and that is 4.95% of pre-tax income. We report all identified deviations above EUR 2.50 million to management and also to the members of the Supervisory Board. The risk analysis. We conduct our audit using risk analysis. We focus on those areas where the risk of errors, that is, unintentional and intentional errors in the financial statements, is greatest. Our risk assessment work included the following points. First of all, fraud risk factors related to fraudulent financial reporting and improper appropriation of assets. Risks related to IT and cybersecurity, non-compliance with laws and regulations, including trade restrictions, the internal control environment, including its culture and design, and continuing risks and climate-related risks.
Together with our specialists, such as IT auditors, climate, and forensic specialists, we evaluate whether these factors indicate a risk of a material misstatement. When necessary, we also make use of our specialists. Our audit approach, in line with previous years, is partly because of the setup of the financial organization and the shared service center present in Singapore. We carried out an almost complete central audit, resulting in detailed audit work on 89% of all assets and 94% of total revenue. As in previous years, we used the efforts of non-KPMG auditors of ASMPT as part of our audit work on the item investment in associates. This year, we physically visited the operations and, when applicable, the local control teams in Singapore, Japan, and America. Regarding specific audit work, I would like to mention the following points, which are consistent as well as previous year.
First of all, the fraud and compliance with laws and regulations. Specifically with regard to fraud and non-compliance with laws and regulations, we perform several specific activities. A summary of these can be found in the audit report on page 885. As to the key points of our audit, the following. Here, I would like to refer to our statement on pages 186 and page 187. Consistent with last year, we have identified a key issue related to revenue recognition. This risk includes the assumed fraud risk that management knowingly fails to fully account for revenue. Secondly, also consistent with previous year, we identified a key issue related to capitalizing development costs. In these two key issues, we did not observe any peculiarities. As already mentioned, this was our last audit as ASM's external auditor.
Also, on behalf of the entire team and KPMG, I would like to thank management and the members of the Supervisory Board for the pleasant cooperation and the open and transparent communication. I would also like to thank all the shareholders for the attention and trust over the past years. Of course, I am willing to answer any questions. Madam Chairperson, I would like to return the floor to you. Thank you, Freek. Thank you for the presentation. I will come back to you with some words of thanks. First of all, I would like to give the opportunity to the room to ask questions about 3B. Are there any questions for the external accountant, for the external auditor? Nou, mooier dan dat kun je deze tien jaar niet afronden, denk ik, Freek. This is the best realization of your work, Freek.
Ladies and gentlemen, I would like to go to the next point of the agenda, the different proposal, 3C. Wordt een voorstel gedaan voor een dividend van EUR 3 per elk gewoon aandeel. En dat is hoger dan het over 2023 betaalde dividend dat toen EUR 2.75 bedroeg. Zodra het dividend is toegekend, zal het dividend beschikbaar worden gesteld op 21 mei 2025. Dat is de betaaldatum. Ik zal u na het volgende agendapunt de gelegenheid geven om hier eventueel vragen over te stellen. Eerst even agendapunt 4, de décharge. Dat bestaat uit twee subpunten waarover beide kan worden gestemd. De décharge van de leden van de Raad van Bestuur en de leden van de Raad van Commissarissen.
Agendapunt 4A, daar stelt ASM voor om décharge te verlenen aan de leden van de Raad van Bestuur voor het door hen gevoerde beleid in boekjaar 2024, voor zover van dat beleid uit de jaarrekening 2024 blijkt. En agendapunt 4B, daar stelt ASM voor om décharge te verlenen aan de leden van de Raad van Commissarissen voor de uitoefening van hun toezicht op het door de Raad van Bestuur gevoerde beleid in boekjaar 2024. Ook hier weer voor zover van dat beleid uit de jaarrekening 2024 blijkt. Dan geef ik u nu in de zaal de mogelijkheid om eventueel vragen te stellen over deze beide agendapunten, 3C, dividend en 4, décharge. Zijn daar vragen? No questions. Let's move on to 5. After 6, I will give the people in the room again the opportunity to ask a question. Item 5 is the proposal to reappoint Mr.
Paul Verhagen as member of the Executive Board or Management Board. This is a voting point. The Supervisory Board proposes to reappoint ASM's CFO, Paul Verhagen, for a period of two years, ending after the end of the Annual General Meeting in 2027. Paul, he would like to indicate he would like to retire after this so that he can spend more time with his family and other stakeholders, if you will. The Supervisory Board is pleased that he wanted to extend his term with a view to continuity for ASM. That brings us to item 6, the composition of the Supervisory Board. This agenda item concerns the reappointment of three Supervisory Directors, amongst which myself, and it has three sub-items, all of them resolutions. First item on the agenda, I would like to give the floor to the Chair of the Nomination, Selection and Remuneration Committee, Didier. Mr.
van der Meer-Moor has been appointed as member of the Supervisory Board in September 2021 and has been our Chair since 2022. Her term expires at the end of this meeting. Therefore, and after a recommendation from the Nomination and Selection Committee, the Supervisory Board proposed to reappoint her for a new term of four years, which shall end after the expiry of the Annual General Meeting in 2029. I refer to the explanatory notes to the agenda for an overview of the career of Madame Pauline van der Meer-Moor and other positions.
Thank you, Didier. The next item is the proposal to reappoint Adelio Sanchez as a member of the Supervisory Board. Adelio Sanchez was also appointed in September 2021, and his term will expire at the end of this meeting as well.
On the recommendation of the Nomination, Selection and Remuneration Committee, the Supervisory Board proposes to reappoint Adelio Sanchez as well as a member of the Supervisory Board for a new term of four years, ending after the end of the 2029 general meeting. In the explanatory notes to the agenda are described his ancillary activities, and you can also find a summary of his career. Sub 6C is the proposal to reappoint Stephanie Kahle-Galonske as a member of the Supervisory Board. Stephanie joined the Supervisory Board in 2017 and is now in her second term, which ends today. In order to ensure continuity and to ensure that Tanja Mikki is chaired by the Audit Committee, the Supervisory Board proposes to reappoint Stephanie for one year for a term expiring after the 2026 general meeting.
I will now give you the opportunity here in the room to ask questions about both items on the agenda, 5 and 6, or reappointments to the Supervisory Board. I would like to remind you that you can raise your hand if you have a question. No questions. Thank you. That brings us to item 7, which is the appointment of ASM's auditor. This agenda item concerns the appointment of ASM's auditor and consists of three sub-items, all of which can be voted on. Again here, after item 9, I will give you the opportunity to ask questions about this grouped items 7, 8, and 9. For item 7, I would like to give the floor to Stephanie, Chair of the Audit Committee. Stephanie, please, if you will.
I'm continuing with agenda item 7A, the proposal to appoint EY Accountants BV as our assurance provider of sustainability information for the financial year 2025. Before we proceed with this agenda item, I would like to extend the Supervisory Board's gratitude to KPMG, ASM's auditor for the last 10 years. The collaboration with the team has been very good and fruitful. Due to the mandatory rotation, we performed a tender over a year ago to search for a new audit firm. ASM management and the Audit Committee formed a selection committee where we assessed several criteria, including qualifications, price, prior industry experience, but also experience in assurance on sustainability reporting. Three audit firms participated in the tender, and we eventually selected EY Accountants BV.
During last year's AGM, the shareholders already approved the appointment of Ernst & Young as auditor for the financial year 2025, which since then changed its name to EY Accountants BV. Marc Jan Molenaar acts as the lead partner and is present today. Recently, EY has started to join our audit committee meetings together with KPMG to ensure a smooth transition, and we look forward to working with them further. Last year, we did not include a separate agenda item on the appointment of Ernst & Young as assurance provider for sustainability information, as we deemed this implicit. Since then, the draft legislation to implement the Corporate Sustainability Reporting Directive was published, which requires a separate appointment of the assurance provider by the general meeting. This draft legislation consists of the bill for the Corporate Sustainability Reporting Directive Implementation Act and draft implementation decree for Sustainability Reporting Directive.
Subject to this upcoming legislation, we therefore now propose to appoint EY Accountants BV as assurance provider of sustainability information for the financial year 2025. I move to agenda item 7B. That's the proposal to appoint EY to audit the annual accounts for the financial year 2026, the next period. Based on last year's selection procedure and following a recommendation from the audit committee, we now again propose to appoint EY Accountants BV as external independent auditor to audit the annual accounts for the financial year 2026. I move to agenda item 7C, the proposal to appoint EY as assurance provider for the sustainability information for 2026. As explained in my first item, 7A, the bill and draft implementation decree require a separate appointment of the assurance provider by the general meeting.
Subject to this upcoming legislation, we therefore propose to appoint EY Accountants BV as assurance provider of sustainability information for the financial year 2026.
Vielen Dank, Stephanie. And many thanks, Stephanie. To avoid any conflict of interest or idea of that, and me as a Chair, I did not take a vote at all when it comes to this proposal because I am a prior Chair of the Supervisory Board of EY Netherlands LLP. Continuing with item 8, appointing the Management Board to issue ordinary shares, granting of rights or restriction and exclusion of preferential rights. This is an item on the agenda. It's a whole mouthful, and it sees to appointing the Board of Management as the competent body to issue ordinary shares and to limit or exclude preemptive rights. It consists of two subpoints, and both points can be voted on.
Item 8A is appointing the management board as the authorized body to issue ordinary shares and grant rights to subscribe for ordinary shares. We propose that the board of management be designated for a period of 18 months as the body authorized, including or subject to the approval of the supervisory board, to issue ordinary shares, including granting of rights to subscribe for ordinary shares. I refer to the convocation and the explanatory notes to the agenda. 8B then, that is appointing the management board as the competent body to, you know, subject to the approval of the supervisory board, to limit or exclude preferential rights with regard to the issue of ordinary shares and to grant rights to acquire ordinary shares and to extend this. I would also like, again, to refer to the convocation and the explanatory notes to the agenda.
That brings us to the final voting point. As said, I will give you the opportunity after this item to ask questions about items 7, 8, or 9 if you wish to do so. After that, I will give you the opportunity to cast all your votes, and I will officially close the vote after that. Item 9 is also a resolution. It is authorizing the Board of Management to repurchase ordinary shares in ASM. We propose that the general meeting and the Supervisory Board authorize the Board of Management, with the approval of the Supervisory Board, for a period of 18 months from today, 18 months from today, to repurchase, authorize to repurchase ordinary shares in ASM up to a maximum of 10% of the issued capital on the date of this meeting.
I would also refer to the convocation and the explanatory notes to the agenda. Now, it is time for people here in the room to ask questions about all these items 7, 8, and/or 9. Appointment of the auditor, authorizing the Management Board to issue shares, own buyback, or repurchase ordinary shares, etc.
Maybe this brings me back to something from last year. I think we talked to Mr. Verhagen about the buyback of shares. Q1 cash pile ran up to EUR 1.1 billion. I now hear more sounds like this is a lot of money. Why are you not repurchasing more shares? If not, are you keeping that for M&A targets? Can you provide a little bit more insight into what your view is on that?
If you do the maths, you know, if you were to increase it last year, you know, cash will flow in and then you will just start growing on top of that EUR 1.1 billion, if I'm not mistaken. Paul?
It's correct. You know, we have a capital allocation policy. Priority number one in it is growth. We invest a lot in R&D. A lot of capital allocation goes into that. Infrastructure as well, last two-year expansion. Korea, Singapore is finalized. Expansion in the US, a lot of money goes there. Also M&A, two acquisitions were finalized in the last three years. Yes. Like Hichem said, you know, we continuously look for opportunities in the M&A field. If we see something that we might feel adds value to our deposition strategy, we will definitely do so. We want a strong balance.
You refer to that. We have EUR 600 million as, let's say, a direction for cash and sustainable dividend. That's number three. We increased it by EUR 0.25 up to EUR 3. And then last share buyback, why only EUR 150 million? Half of that is based on the fact that we continuously look at possible acquisitions, bolt-on, smaller one. We want some financial flexibility for that. This year we have another payment for another acquisition that's upcoming. We obviously continue to grow. We need that cash reserve that is now at EUR 600 million. We will reassess it. Possibly in the investor day in September, you know, we will come with a new amount. We haven't decided on that yet, but that's all possible. If you add up all of that, that leads to the EUR 150 million. Thank you. Any other questions?
Right. Now that we have no further questions, I would like to ask everybody who has not cast their vote on any of those resolutions to do so now. I will give you a couple more seconds to finalize your voting. If there is a change in one of the votes, then this is the right time to do it. Because now I will officially close the vote. We will now collect all the results, and I will go over the results momentarily. The results that we will see are the votes cast plus the power proxies and votes cast right here. Let's wait for those results. There we go. This is the result per agenda item. 3A, B, and C. I am not going to read it out. I am sure you can see it yourself. You see that it is a huge majority of approval.
For A, 4B, and 5, same applies when it comes to percentages, the vast majority. 6A, 6B, 6C. Again, overwhelming majority. 7A, 7B, 7C also adopted. 8A, 8B, and 9 also adopted. I think that concludes that. That's it. I would like to say thank you very much for your support and your support for our proposals. This brings us to the any other business. Is there anybody else who wishes to say anything, wishes to address a pressing matter? If not, I would like to thank all of you for being here and obviously trusting us and your confidence in the company and your involvement and support. I would like to invite you now, which is the most fun moment of the meeting, you know, to join us for a drink and a bite.
The Supervisory Board and the Management Board will attend, and I hope to be able to see you. I now close this meeting officially. Thank you.