Remuneration Committee

The Remuneration Committee assists the Board in discharging its responsibilities related to MediaTek's performance evaluation of directors and executives, the remuneration and benefit policies, rules, standards and structure, as well as the assessment of the remuneration and benefit for directors and executives.

According to MediaTek’s Remuneration Committee Charter, the members of the Remuneration Committee are appointed by the Board and the Remuneration Committee shall consist of no fewer than three members. The Company has elected independent directors as required by Taiwan (R.O.C.) law, and there should be at least one independent director sitting on the Remuneration Committee. The Remuneration Committee meets at least twice a year. Please consult MediaTek’s annual report for the relevant year for the number of meetings convened and each member’s attendance rate.


Remuneration Committee Membership

Title

Name

Date Elected

Selected Education & Past Positions

Convener and Chairperson

Peng-Heng Chang

June 13, 2024

- Ph.D., Materials Engineering, Purdue University
- VP, Human Resources / Materials Management & Risk Management, TSMC
- Chairman, Motech Industries, Inc.

Member

Chung-Yu Wu

June 13, 2024

- Ph.D., Electronics Engineering, National Chiao Tung University
- President, National Chiao Tung University

Member

Ji-Ren Lee

June 13, 2024

- Ph.D., Strategic Management, University of Illinois at Urbana Champaign
- Executive Director, EMBA Program, National Taiwan University
- Associate Dean, College of Management, National Taiwan University
- Professor, Department of International Business, National Taiwan University


Operation of Remuneration Committee

Summary of the members’ attendance is shown in the following table:

Year

Title

Name

Attendance in Person

Attendance Rate in Person (%)

2020 Convener and Chairperson Peng-Heng Chang 2 100%
2020 Member Chung-Yu Wu 2 100%
2020 Member Ji-Ren Lee 2 100%
2021 Convener and Chairperson Peng-Heng Chang 3 100%
2021 Member Chung-Yu Wu 3 100%
2021 Member Ji-Ren Lee 3 100%
2022 Convener and Chairperson Peng-Heng Chang 3 100%
2022 Member Chung-Yu Wu 3 100%
2022 Member Ji-Ren Lee 3 100%
2023 Convener and Chairperson Peng-Heng Chang 2 100%
2023 Member Chung-Yu Wu 2 100%
2023 Member Ji-Ren Lee 2 100%


Summary of the meeting agenda and result is shown in the following table:

Date

Meeting

Meeting Agenda

Resolution

2020.02.05 The 4th meeting of the 4th Committee Key managers’ remuneration Approved by all attending members of the committee and all attending directors in the board of director meetings
2020.03.19 The 5th meeting of the 4th Committee Directors’ remuneration Approved by all attending members of the committee and all attending directors in the board of director meetings
2021.01.26 The 6th meeting of the 4th Committee Key managers’ remuneration Approved by all attending members of the committee and all attending directors in the board of director meetings
2021.03.18 The 7th meeting of the 4th Committee Directors’ remuneration and issuance of restricted stock award Approved by all attending members of the committee and all attending directors in the board of director meetings
2021.08.13 The 1st meeting of the 5th Committee Key Managers’ stock remuneration Approved by all attending members of the committee and all attending directors in the board of director meetings
2022.01.25 The 2nd meeting of the 5th Committee Key managers’ remuneration Approved by all attending members of the committee and all attending directors in the board of director meetings
2022.03.15 The 3rd meeting of the 5th Committee Directors’ remuneration Approved by all attending members of the committee and all attending directors in the board of director meetings
2022.07.27 The 4th meeting of the 5th Committee Executive officer stock ownership guideline and implementing rules、Revisit key managers’ remuneration、Directors’ remuneration structure and standard Approved by all attending members of the committee and all attending directors in the board of director meetings
2023.02.01 The 5th meeting of the 5th Committee Key managers’ remuneration Approved by all attending members of the committee and all attending directors in the board of director meetings
2023.02.23 The 6th meeting of the 5th Committee Directors’ remuneration Approved by all attending members of the committee and all attending directors in the board of director meetings


Executive Officer Stock Ownership Guidelines

To further align the executive officers’ interests with the long-term interests of MediaTek’s shareholders and to promote MediaTek’s commitment to sustainable development, MEDIATEK INC. EXECUTIVE OFFICER STOCK OWNERSHIP GUIDELINES have been adopted by the Board in 2022. All MediaTek executive officers shall own a certain amount of MediaTek common shares equivalent to a multiple of their annual base salary for as long as they serve as an executive officer of MediaTek. Executive officers shall meet the guidelines within three years after appointed by Board as an executive officer.