Governance

The Managing Board and the Supervisory Board are convinced that good corporate governance is a key factor for long-term business success. Good corporate governance is therefore an integral part of HUGO BOSS and a guiding principle encompassing all areas of the Company. The Managing Board and Supervisory Board are committed to ensuring the Company’s continuation as a going concern as well as sustainable value creation through responsible, transparent, and long-term corporate governance. At the same time, HUGO BOSS aims to live up to, and further strengthen, the trust placed in the Company by its employees, shareholders, business partners, and the public. In the following, information is provided oriented towards ESRS G1, while further information on corporate governance can also be found in the chapter “Corporate Governance and the Corporate Governance Statement” of this Annual Report. Corporate Governance and the Corporate Governance Statement

Business conduct

At HUGO BOSS, a well-defined corporate culture is the cornerstone of responsible business conduct. By embedding clear values and expectations into our operations, we foster compliance, promote ethical behavior, and create a collaborative work environment supported by comprehensive policies and targeted training. This proactive approach aims to ensure alignment with laws and ethical standards while minimizing workplace conflicts. Effective whistleblowing mechanisms further strengthen our governance framework by providing a secure channel for employees and other stakeholders to report concerns. These mechanisms aim to enable the early identification and resolution of potential misconduct, supporting transparency, protecting stakeholder trust, and reinforcing adherence to laws and ethical norms. Our commitment to responsible practices also encompasses animal welfare. While we use a small proportion of animal-derived materials such as leather, wool, and down in our collections, we are dedicated to maintaining transparency and implementing robust control mechanisms to uphold high welfare standards throughout our supply chain. Additionally, we prioritize the prevention and detection of corruption and bribery, embedding stringent policies and monitoring systems to ensure integrity in all business dealings. Regular training programs for employees further reinforce our zero-tolerance approach to unethical practices.

Corporate culture

At HUGO BOSS, our value-based corporate culture (company culture) is the foundation for fostering employee engagement, driving innovation, and achieving sustainable business success. It shapes collaboration with employees, business partners, shareholders, the public, and other stakeholders, fostering clarity, trust, and ethical behavior. A strong company culture benefits employees and communities, while enhancing our Company’s reputation and long-term success. Embedded in the execution of our “CLAIM 5” strategy, our company culture is built around our five core values – entrepreneurial spirit, personal ownership, team mentality, simplicity & quality, and youthful spirit. Trust serves as the foundation of our day-to-day work, overarching these values and fostering a collaborative and empowering environment. Our values guide employee actions and interactions, drive cooperation, and align individual growth with organizational goals. Living these values is central to the HUGO BOSS identity and permeates all aspects of our operations. Own Workforce

To ensure these principles are consistently upheld, HUGO BOSS has implemented targeted engagement initiatives. A mandatory e-learning module, retaken every 18 months, educates employees on ethical conduct and reinforces our core values. Workshops and town hall meetings provide platforms to embed these principles into everyday actions and decisions, fostering a shared understanding across the organization. Leadership plays a pivotal role in fostering our company culture. Leaders at HUGO BOSS act as role models, empowering their teams and embodying these values. Our Leadership Mindset framework, built on the four pillars of orientate, challenge, harbor, and connect, ensures that leadership behavior aligns with our principles. Our Leadership Development Program (LDP) further strengthens this connection, inspiring teams to excel and reinforcing our cultural foundation.

We evaluate our company culture through an annual employee survey, to assess whether our core values are actively lived and to identify key drivers of our Company’s work ethic. These insights help refine our initiatives, ensuring our culture remains a central element of employee engagement and organizational success. The results are shared with the Managing Board, senior management, and the wider organization and are discussed within teams to ensure alignment, incorporate feedback into strategic planning, and embed our values into daily operations. Importantly, the survey results, particularly the “Trust Index,” represent a key component of the long-term incentive program (LTI) for the Managing Board and eligible senior management staff, underscoring the strategic importance of employee engagement. Own Workforce

Code of Conduct

HUGO BOSS has summarized Group-wide principles of conduct in its Code of Conduct and in more detailed Group policies, thus creating the basis for ensuring the legality of all employee activities. The Code of Conduct is the foundation of our compliance efforts, embodying the core values and behaviors defining our Company. It provides clear guidance on how employees should interact with one another and with external stakeholders, including customers, suppliers, and other business partners. The Code establishes a binding framework for professional conduct, covering a wide range of topics.

A key tenet of the Code is the respect for internationally recognized human rights and the commitment to ensuring decent working conditions. This includes prioritizing both physical safety and personal dignity. HUGO BOSS maintains a zero-tolerance approach to willful misconduct or deliberate violations of the Code. To reinforce these principles, employees receive a copy of the Code or online access via a QR code along with their employment contract. Available in more than 14 languages, the Code is publicly accessible on our corporate website. Its most recent revision in 2022 incorporated a statement of our company values, further aligning it with our cultural priorities. Oversight of compliance with the Code is the responsibility of the Managing Board. Own Workforce

In addition to guiding internal operations, HUGO BOSS extends its ethical, environmental, and labor standards throughout its value chain. All suppliers are required to adhere to the HUGO BOSS Supplier Code of Conduct (SCoC) and commit to its provisions. We monitor compliance through a variety of means, including on-site audits, and support our suppliers with training on relevant topics. Workers in the Value Chain

Whistleblowing Policy and channels to raise concerns

The HUGO BOSS Whistleblowing Policy underscores our commitment to transparency, integrity, and accountability by establishing a structured process for reporting, investigating, and addressing legal violations, unethical behavior, or breaches of the Code of Conduct. This includes topics such as human rights violations, corruption and bribery, fraud, and theft. The policy outlines the grievance mechanisms and the steps taken when a suspected violation is reported. It is intended to guarantee the highest level of confidentiality and protection for whistleblowers, affected individuals, and employees involved in the investigation of potential misconduct. The policy applies to all HUGO BOSS employees and extends its protection to external stakeholders, such as business partners, workers in the value chain, and customers. These measures aim to mitigate risks related to unethical behavior, legal non-compliance, and potential reputational harm.

HUGO BOSS offers its employees as well as external stakeholders independent internal and external whistleblowing channels to confidentially and, if necessary, anonymously report potential misconduct or legal violations. These include our Speak Up Channel, an external Ombudsperson, and the central Compliance department. Launched in 2024, the HUGO BOSS Speak Up Channel replaced the previous online portal, being accessible globally in over 50 languages via a toll-free hotline. Detailed information about these whistleblowing channels is also available on our corporate website, ensuring accessibility for all stakeholders.

For employees, additional reporting options include supervisors and compliance officers at subsidiary or Group level. Information about reporting mechanisms is featured on the Company’s intranet and corporate website. To foster a strong culture of compliance, HUGO BOSS has implemented a Group-wide Online Compliance Training course. While accessible to all employees, it is mandatory for specific target groups and is conducted at least every 18 months. The training covers key topics, including Company Values, the Code of Conduct, Anti-Corruption, Anti-Money Laundering, Data Protection, Information Security, Antitrust, Conflict of Interests, Animal Welfare, and Whistleblowing. Against the backdrop of increasing regulatory requirements, the program was last updated, expanded, and rolled out in 2024. Employees responsible for managing cases receive specialized training, such as internal investigation workshops, provided by the Compliance department.

In the supply chain, we ensure grievance awareness through our Supplier Code of Conduct (SCoC), a contractual prerequisite for doing business with HUGO BOSS. Tier 1 suppliers receive mandatory social compliance training that emphasizes grievance mechanisms and are required to share the SCoC information with their workforce and third parties. This shall ensure workers in the supply chain are aware of their rights and encouraged to report violations related to human rights, labor standards, and environmental laws. Workers in the Value Chain

In 2024, several supply-chain-related complaints were submitted via our whistleblowing channels, with their resolution status being outlined below.

The Compliance department maintains comprehensive documentation of all investigations and evaluates the effectiveness of whistleblowing channels annually or as needed. Our Whistleblowing Policy is reviewed annually, with the most recent update in 2024. Feedback from internal and external stakeholders is incorporated to ensure the policy remains effective and aligned with its purpose. The Compliance Officer regularly briefs the Managing Board on significant compliance cases.

Animal welfare

HUGO BOSS is committed to maintaining high standards of animal welfare and species protection throughout its operations. The HUGO BOSS Animal Welfare Policy, last updated in 2024, aligns with internationally recognized standards such as the Convention on International Trade in Endangered Species of Wild Fauna and Flora (CITES) and the World Organization for Animal Health (WOAH) guidelines. Developed in collaboration with the animal welfare organization FOUR PAWS, the policy incorporates “General Animal Welfare Aims” based on the Five Domains Model, which defines minimum requirements and measures addressing both the physical and mental well-being of animals involved in the supply chain. HUGO BOSS firmly opposes animal testing for all products, including licensed goods like cosmetics, extending this commitment to new product and material development. Our Animal Welfare Policy applies to all Group companies, with deviations allowed only in cases where country-specific regulations conflict with the policy, provided the essential content and purpose are upheld. Non-compliance may result in labor law consequences. Responsibility for the policy resides with the Managing Board, while the Compliance department ensures its implementation and adherence.

Targets related to animal welfare

HUGO BOSS has implemented specific standards and targets for sourcing animal-derived materials, reflecting its commitment to sustainability and animal welfare. Leather is sourced exclusively as a by-product of the food industry, including materials from sheep, goats, cows, and buffalo. Exotic leathers and farmed fur have been banned since 2016, and we also refrain from using angora. For wool, our policy emphasizes species-appropriate husbandry, gentle shearing methods, and avoidance of harmful practices such as live lamb cutting. HUGO BOSS is committed to sourcing 100% mulesing-free wool by 2030, reaching 53% in 2024. This goal aligns with our overarching target of sourcing 100% of our natural raw materials from regenerative or recycled sources. Our regenerative farming principles inherently prohibit mulesing and include further animal welfare aspects, such as grass feeding and minimizing animal transport. For mohair, HUGO BOSS exclusively uses materials certified under the Responsible Mohair Standard (RMS). For our brands’ summer 2025 collections, we only use certified cashmere in all products containing more than 60% cashmere. Already in 2024, 78% of these products, which generally make up only a very small portion of our collections, met this standard. HUGO BOSS also uses only down produced without live plucking or forced feeding, ensuring all down is certified by DOWNPASS or recycled. To further reduce reliance on animal-derived materials, HUGO BOSS actively develops and integrates vegan alternatives, provided they enhance environmental balance without compromising quality or functionality. For additional information, please refer to the “Biodiversity and Ecosystems” and “Resource Use and Circular Economy” sections. Biodiversity and Ecosystems, Resource Use and Circular Economy

Our suppliers are integral to upholding our animal welfare standards. All suppliers of animal-derived raw materials, as well as Tier 1 suppliers using animal products, must comply with local animal welfare regulations as a minimum requirement. HUGO BOSS demands proof of compliance and conducts verification when potential risks are identified.

Prevention and detection of corruption and bribery

Ethically correct and lawful conduct includes the prevention of corruption and anti-competitive behavior. HUGO BOSS expects all employees to act lawfully in day-to-day business operations. For HUGO BOSS, corporate compliance is a key responsibility of the Managing Board and includes measures to ensure adherence to legal and official regulations, as well as internal guidelines and codes. These include anti-corruption, anti-bribery, anti-competitive, and antitrust regulations.

Policies related to the prevention and detection of corruption and bribery

Our employees are required to comply with the Group-wide Code of Conduct and supplementary specific compliance rules, such as an anti-corruption policy regulating the acceptance and the granting of gifts and invitations. In fiscal year 2024, efforts focused on enhancing the anti-corruption policy by streamlining approval processes, addressing additional risk areas, and establishing clear procedures for handling suspicious cases. The rollout of the revised policy is planned for the beginning of fiscal year 2025. Both the publicly accessible Code of Conduct and the internal policies are regularly reviewed, with their content updated, particularly in response to changes in legal requirements. Own Workforce

The central Compliance department reports to the Chief Compliance Officer, who reports directly to the CFO/COO. The Compliance department is primarily responsible for supporting the monitoring of effective compliance management. Together with local compliance contacts in the Group companies, the department ensures the implementation and continuous further development of the respective policies as part of the compliance program. The Audit Committee of the Supervisory Board is regularly informed about the activities of the Compliance department.

Targets related to the prevention and detection of corruption and bribery

Compliance management at HUGO BOSS aims to ensure Group-wide legally compliant behavior. The aim is to prevent legal violations such as corruption, bribery, and antitrust violations, which may result not only in reputational and financial risk but may also lead to personal consequences under criminal and labor law.

In 2024, HUGO BOSS concluded a legal case in Denmark by agreeing to pay a fine related to an antitrust violation initially identified in 2020. Apart from this, no violations related to corruption, bribery, or antitrust law were identified by authorities or courts in fiscal year 2024 (2023: no violations).

Actions related to the prevention and detection of corruption and bribery

In 2024, the Compliance Management System was enhanced using a risk-based approach, with a focus on updating policies, advancing the whistleblowing system and case management, and refining the compliance risk assessment in the areas of anti-corruption and antitrust.

HUGO BOSS has implemented a mandatory Group-wide Compliance Online Training course for employees requiring regular completion, with further details provided in the section on whistleblowing. Employees in compliance-critical roles receive additional training through both online and in-person sessions, tailored to relevant topics such as antitrust law.

All Group companies are subject to detailed audits where applicable, ensuring adherence to internal policies and regulatory requirements. Any significant infringements are reported to the Managing Board and the Supervisory Board to ensure immediate attention and appropriate action.

To complement these measures, HUGO BOSS also provides various whistleblowing channels for employees, suppliers, and trading partners to confidentially and anonymously report potential misconduct or criminal offenses, as detailed in the dedicated section above. All reported cases are thoroughly investigated, with strict measures in place to protect whistleblowers from retaliation. This system underscores the Company’s commitment to fostering a transparent and accountable corporate culture.