Carl Zeiss Meditec AG

Shareholders of Carl Zeiss Meditec AG

The share capital of Carl Zeiss Meditec AG is EUR 89,440,570.00, divided into 89,440,570 no-par-value ordinary bearer shares, each carrying one vote. Bearer shares are not recorded in the Handelsregister, so ownership is established from the company’s own disclosures and from voting-rights notifications.

The disclosures pursuant to Sections 289a and 315a HGB in the annual report for 2024/25, published on 11 December 2025, state that Carl Zeiss AG, Oberkochen, Germany, holds directly and indirectly a total of 59.1% of the voting rights in Carl Zeiss Meditec AG, corresponding to 52,893,270 no-par-value shares. Of that total, 6.8% of the voting rights, or 6,074,256 shares, is held indirectly through Carl Zeiss Inc., White Plains, USA, a wholly owned subsidiary of Carl Zeiss AG.

The shareholder structure published with the same report, stated as at 27 November 2025, is: Carl Zeiss AG 59.1%; free float 38.7%; own shares (treasury shares) 2.1%. The treasury holding arises from a buy-back programme that ended on 9 August 2024, under which 1,904,491 shares were acquired at an average price of EUR 78.76 per share; the weighted average number of shares in issue in 2024/25 was 87,536,079.

On 22 June 2026 Carl Zeiss AG announced that it would acquire further shares in Carl Zeiss Meditec AG on the stock market for up to EUR 200m, with execution mandated to an independent financial institution acting without instruction as to timing, volume and price. Carl Zeiss AG stated that it plans not to exceed 70% of the voting rights in Carl Zeiss Meditec AG and that an adequate free float and tradability will be maintained. Completion was anticipated by the end of February 2027.

Voting-rights notifications published under Sections 33 ff. of the German Securities Trading Act (WpHG), in each case against a total of 89,440,570 voting rights:

• The Capital Group Companies, Inc., Los Angeles, USA — threshold reached on 21 October 2025: 3.13% attached to shares plus 0.15% through instruments, total 3.27%.
• The Capital Group Companies, Inc., Los Angeles, USA — threshold reached on 7 January 2026: 3.03% attached to shares plus 1.24% through instruments, total 4.27%; published on 27 January 2026.
• The Goldman Sachs Group, Inc., Wilmington, Delaware, USA — threshold reached on 31 August 2026: 0.63% attached to shares plus 4.76% through instruments, total 5.39%; published on 4 September 2026. The greater part of this position is attributed through instruments rather than through shares held.

Carl Zeiss AG’s majority position is long-standing and is disclosed in the annual report rather than through a recent threshold notification. No holder other than Carl Zeiss AG is disclosed above 10% of the voting rights.

Ultimate beneficial ownership

Note 31 to the consolidated financial statements for 2024/25 states that the parent company of Carl Zeiss Meditec AG is Carl Zeiss AG, which is controlled by the Carl-Zeiss-Stiftung (Carl Zeiss Foundation), Heidenheim an der Brenz and Jena. The chain of control is therefore Carl-Zeiss-Stiftung to Carl Zeiss AG (with 6.8% routed through Carl Zeiss Inc., USA) to Carl Zeiss Meditec AG.

A Stiftung is a German foundation: a legal person that has no members, no shareholders and no owners. Its assets are permanently dedicated to the purposes fixed in its charter, it is supervised by the competent state foundation authority, and its bodies administer it rather than own it. The practical consequence for KYB and AML purposes is that the ownership chain above Carl Zeiss Meditec AG terminates at the foundation and does not resolve to any natural person: no individual holds, directly or indirectly, more than 25% of the shares or voting rights of Carl Zeiss Meditec AG through the controlling chain. Where no natural person can be identified through ownership or control, the German Money Laundering Act (Geldwäschegesetz) provides for the legal representatives — here the members of the Management Board — to be recorded as fictitious beneficial owners. Any remaining beneficial-ownership exposure sits in the free float, where individual holdings are far below the 25% threshold.

Data availability

The Handelsregister and the Unternehmensregister are the authoritative registers for a German AG, but neither records the shareholders of a company with bearer shares; there is no shareholder list on file. Annual reports and other filings are published in the Bundesanzeiger and through the Unternehmensregister, and the company’s investor-relations pages carry the shareholder structure and the WpHG notifications.

The German transparency register (Transparenzregister) is not freely publicly accessible. Access is restricted and is granted on application to authorities and to obliged entities acting for anti-money-laundering purposes, and to others who can show a legitimate interest, subject to registration and fees. The absence of a public extract therefore says nothing about whether beneficial owners are recorded; it only means the register cannot be read openly.

The provider record behind this page attributed 49.06% of the company, stated as 3,401,687 shares, to SmallCap World Fund Inc, with further rows for Invesco Global Opportunities at 6.65%, Putnam International Small Cap at 1.65%, and two rows at 0% for Pacer Advisors (176 shares) and Rhumbline Advisers (14 shares), the latter typed as a natural person although it is an investment adviser. Those rows are not consistent with the company’s disclosures and are not internally consistent either: 3,401,687 of 89,440,570 shares is 3.80%, not 49.06%. The record also omits the 59.1% majority holder entirely. None of those rows was used here.

Directors and officers of Carl Zeiss Meditec AG

Carl Zeiss Meditec AG is a German stock corporation and therefore has a two-tier board structure. The Vorstand (Management Board) manages the company and represents it; the Aufsichtsrat (Supervisory Board) appoints and supervises the Management Board and does not manage the business. The two bodies are separate and a person may not sit on both at the same time. The Supervisory Board is co-determined on a parity basis, with six shareholder representatives and six employee representatives.

Vorstand (Management Board)

• Andreas Pecher — Chairman of the Management Board, President and CEO, ad interim, appointed with effect from 1 January 2026. He is also Chairman of the Executive Board of Carl Zeiss AG, Oberkochen, since 1 April 2025. He sat on the Supervisory Board of Carl Zeiss Meditec AG from 26 March 2025 and chaired it until he stepped down on 31 December 2025 in order to take up the Management Board mandate.
• Justus Felix Wehmer — member of the Management Board and Chief Financial Officer, first appointed in 2018. Responsibilities: Finance and Controlling, Investor Relations, IT, Regulatory and Clinical Affairs, Sustainability, Compliance and Legal.

Management Board appointments under the German Stock Corporation Act (AktG) run for a maximum term of five years and are renewable; the company states that the appointment of Andreas Pecher is on an interim basis.

Former members in the period covered by the 2024/25 annual report:

• Markus Weber — President and CEO, first appointed in 2022, in office until 31 May 2025.
• Maximilian Foerst — President and CEO from 1 June 2025 until 31 December 2025. He signed the consolidated financial statements for 2024/25 in Jena on 27 November 2025 together with the Chief Financial Officer.

Aufsichtsrat (Supervisory Board)

Shareholder representatives:

• Peter Kameritsch — Chairman since 8 December 2025; member since 27 May 2021; Chairman of the Audit Committee.
• Angelika C. Bullinger-Hoffmann — member since 26 March 2025.
• Isabel De Paoli — member since 25 June 2020.
• Stefan Müller — member since 21 March 2024; Chairman of the Nominating Committee.
• Torsten Reitze — member since 27 May 2021.
• Werner Stahl — member with effect from 1 January 2026, appointed by the court to fill the vacancy.

Employee representatives, elected by the workforce:

• Renè Denner — Deputy Chairman; member since 1 October 2019; Chairman of the Works Council and of the General Works Council of Carl Zeiss Meditec AG, Jena.
• Falk Bindheim — member since 22 March 2023; Trade Union Secretary at IG Metall Jena-Saalfeld and Gera.
• Brigitte Koblizek — member since 30 March 2022; Deputy Chairwoman of the Works Council, Oberkochen.
• Heike Madan — member since 22 March 2023; 1st Representative and Managing Director of IG Metall Aalen.
• Jeffrey Marx — member since 6 March 2020; Deputy Chairman of the Works Council, Berlin.
• Christian Münster — member since 22 March 2023; Head of Regulatory and Clinical Affairs at Carl Zeiss Meditec AG, Jena.

Supervisory Board terms run, under the Articles of Association and Section 102 AktG, until the end of the Annual General Meeting that resolves on the discharge for the fourth financial year after the start of the term, the year in which the term begins not being counted. The Annual General Meeting for 2024/25 was held virtually on 26 March 2025, with 82.5% of the voting share capital represented.

Recent officer changes

• 31 May 2025 — Markus Weber left office as President and CEO; Maximilian Foerst was appointed to succeed him with effect from 1 June 2025.
• 8 December 2025 — Peter Kameritsch became Chairman of the Supervisory Board, succeeding Andreas Pecher, who had chaired it since 26 March 2025.
• 1 January 2026 — Andreas Pecher was appointed Chairman of the Management Board, President and CEO ad interim, having left the Supervisory Board on 31 December 2025, the date on which Maximilian Foerst stepped down as CEO; Werner Stahl joined the Supervisory Board on the same date by court appointment.

Data availability

Members of the Vorstand and any holders of Prokura are entered in the Handelsregister at Amtsgericht Jena under HRB 205623; the composition of both boards is disclosed in the annual report (Note 35, other mandatory disclosures pursuant to Section 315e HGB) and in the corporate governance statement and the declaration pursuant to Section 161 AktG, published through the Bundesanzeiger and the company’s investor-relations pages.

Nationality is not disclosed. Neither the Handelsregister entry nor the annual report records the nationality of the members of either board, so no nationality is stated here.

The record behind this page held 37 officer rows and could not be used. It merged the Management Board and the Supervisory Board into a single undifferentiated list, which is incorrect for a German AG, where the two bodies have separate and mutually exclusive functions. It marked the sitting Chairman of the Management Board as resigned, with an appointment date of 24 January 2022 and no resignation date. It carried an entry for “Rebecca Berghorn” with the job title “Officer”, a person not recorded as a member of either board in the 2024/25 annual report, and an entry in which a medical qualification was embedded in the name field. Several individuals were marked as resigned with no dates at all. The record also held years of birth; dates of birth are not published here, and academic and professional titles have been removed from personal names.

Group structure of Carl Zeiss Meditec AG

Carl Zeiss Meditec AG sits in the middle of the chain. Above it, Carl Zeiss AG holds 59.1% of the voting rights, and Carl Zeiss AG is itself controlled by the Carl-Zeiss-Stiftung, which has no owners. Below it, the company heads its own consolidated group: the list of shareholdings in the 2024/25 annual report names 49 entities in total — 32 fully consolidated subsidiaries, 11 unconsolidated subsidiaries, 2 companies accounted for at equity and 4 investments.

Eleven further wholly owned subsidiaries are listed as unconsolidated: Wefis GmbH, Cologne (Germany); D.O.R.C. GmbH, Vienna (Austria); InfiniteVision Optics S.A.S., Strasbourg (France); D.O.R.C. España S.L., Barcelona (Spain); D.O.R.C. Italy S.r.l., Agrate Brianza (Italy); Medical Instrument Design (M.I.D.) International B.V., Zuidland (Netherlands); D.O.R.C. Limited, Essex (United Kingdom); D.O.R.C. Scandinavia AB, Nacka (Sweden); Emmetropia, Inc., Princeton (United States); D.O.R.C. do Brasil Produtos e Serviços Oftalmológicos Ltda., São Paulo (Brazil); and Daoenke Medical Technology Co., Ltd., Shanghai (China), each at 100%.

Two companies are accounted for at equity: Vibrosonic GmbH, Mannheim (Germany), 33.8%, and Wuxi Carl Zeiss Vision Pro Medical Technology Co., Ltd., Wuxi (China), 50.0%. Four holdings are reported as investments: Ophthalmic Laser Engines LLC, Lafayette (United States), 52.0%; Precise Bio, Inc., Winston-Salem (United States), 9.5%; Photono Oy, Helsinki (Finland), 8.9%; and OcuTerra Therapeutics, Inc., Boston (United States), 4.4%.

Data availability

The 72-node linkage stored against this page is not this company’s group. It is the tree of the Carl-Zeiss-Stiftung: it places the foundation at the apex and then attaches, as though they were related to Carl Zeiss Meditec AG, entities that are not part of its consolidated group. SCHOTT AG, Mainz, and its subsidiaries are the clearest example. SCHOTT is a separate group held under the same foundation and is therefore a sister company of the Carl Zeiss group, not a subsidiary, parent or affiliate of Carl Zeiss Meditec AG; Note 31 of the 2024/25 consolidated financial statements treats the Schott Group as a related party of Carl Zeiss Meditec AG, which is the point — a related party, not a group company. The Carl Zeiss Vision entities in that tree likewise belong to the vision-care business of Carl Zeiss AG and not to Carl Zeiss Meditec AG; the only Vision-branded entity in this company’s list of shareholdings is the 50% at-equity joint venture Wuxi Carl Zeiss Vision Pro Medical Technology Co., Ltd.

Two entries in the stored tree are, by contrast, genuine: Katalyst Surgical LLC and Kogent Surgical LLC are wholly owned consolidated subsidiaries of Carl Zeiss Meditec AG and appear in the table above.

The Handelsregister and the Unternehmensregister do not publish group trees, and no German register maintains one. The authoritative source for the entities below Carl Zeiss Meditec AG is the list of shareholdings in the notes to the consolidated financial statements, filed in the Bundesanzeiger and available through the Unternehmensregister; the figures above are taken from the 2024/25 annual report, authorised for publication by the Management Board on 27 November 2025 and published on 11 December 2025. Registration numbers for the subsidiaries are not given in the list of shareholdings and would have to be taken from each jurisdiction’s own register.

Two stored provider fields on this page are wrong and have not been altered: the registration date of 1 January 2006 is a placeholder day and month, and the record does not record that the company is listed. The stored shareholder and officer rows are described in the corresponding sections above.