v3.26.3
RELATED PARTY TRANSACTIONS
6 Months Ended 12 Months Ended
Jun. 30, 2026
Dec. 31, 2025
RELATED PARTY TRANSACTIONS    
RELATED PARTY TRANSACTIONS
7.RELATED PARTY TRANSACTIONS

Christian Schmid and Anette Schmid, major shareholders of the Company, are holders of private warrants. During the period, the Company undertook certain financing measures to manage liquidity, some of which were agreed with parties related to the Company or to its majority shareholders, including: XJ Harbour and its majority shareholders; the lender Black Forest Special Situations I; a Schmid family member; and an entity controlled by the majority shareholders. On May 23, 2026, the Company converted €30.75 million of liabilities owed to members of the Schmid family shareholder group into equity. As of June 30, 2026, €17.5 million of the Company’s outstanding debt was owed to shareholders and related parties. In addition, €2.5 million of the 2025 Convertible Loan, which accrues interest at 15% per annum payable at maturity and is convertible at $2.15 per share since June 18, 2026, was outstanding to a related party as of June 30, 2026.

Key Management Personnel Compensation

Share-based compensation for key management personnel was approximately €1.4 million for the six months ended June 30, 2026. Starting in 2026 Mr. Rauch and Mr Schuetz are each set to receive 6,000 shares of the Company per month, and 50,000 share options every six months of employment at a strike price of $4.00 for the first half of 2026 and thereafter at a strike price of the volume-weighted average price over the preceding 6 months (which have an exercise window of five years), and an incentive variable salary component amounting to 35,000 shares annually, tied to an EBIT target of SCHMID, where under or over performance reduce or increase the variable salary pro rata (30% underperformance floor amounting to no eligibility and 30% overperformance ceiling amount to maximum 200% eligibility). The agreements foresee an update to their compensation, incentive share and share options plan in 2027 being the share based component of the fixed salary calculated by dividing EUR 250,000 by the volume-weighted average price over the preceding 6 months, 50,000 share options every six months (exercisable for five years) at a strike price to be set by the Board and the Audit Committee, and an incentive variable salary component amounting to 35,000 shares annually, tied to an EBIT target set by SCHMID Board and the Audit Committee, where under or over performance reduce or increase the variable salary pro rata (30% underperformance floor amounting to no eligibility and 30% overperformance ceiling amount to 200% eligibility).

37.RELATED PARTY DISCLOSURES

SCHMID is a listed company with Christian Schmid and Anette Schmid as majority shareholders. Christian Schmid is also the CEO of the Company.

Transactions with Key Management

Key management personnel are defined as those persons who are responsible for SCHMID´s worldwide operating business, based on their function within SCHMID or the interests of SCHMID. The following individuals belong or belonged to SCHMID´s key management:

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Name

  ​ ​ ​

Company

  ​ ​ ​

Function & Member of key management
since/until

Christian Schmid

​

SCHMID Group N.
V.Gebr. SCHMID GmbH

​

Executive Director of SCHMID
Group N. V., CEO

Anette Schmid

​

SCHMID Group N. V.

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Non-executive Director

Prof. Dr. Dr. h.c. Sir Ralf Speth

​

SCHMID Group N. V.

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Non-executive Director, Chairman of the Board

Dr. Stefan Berger

​

SCHMID Group N. V.

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Non-executive Director

Boo-Keun Yoon

​

SCHMID Group N. V.

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Non-executive Director

Dr. Annedore Streyl

​

SCHMID Group N. V.

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Non-executive Director since 27.12.2024

Julia Natterer

​

SCHMID Group N. V.Gebr.
SCHMID GmbH

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CFO (Chief Financial Officer)
(SCHMID Group N. V.: until 31.12.2025)

Roland Rettenmeier

​

Gebr. SCHMID GmbH

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CSO (Chief Sales Officer) since 01.03.2025

Helmut Rauch

​

Gebr. SCHMID GmbH

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COO (Chief Operational Officer)

Dian Zhang

​

Gebr. SCHMID GmbH

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CTO (Chief Technology Officer)

Thomas Widmann

​

Gebr. SCHMID GmbH

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CIO (Chief Innovation Officer)

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The annual remuneration and related compensation costs recognized as expense during the reporting period only includes short-term employee benefits and amounts to €1,906 thousand in 2025 (2024: €1,428 thousand, 2023: €1,562 thousand). Short-term benefits include salaries, bonus, and other benefits such as medical, death and disability coverage, Company car and other usual facilities as applicable. The outstanding balances also include the liability in connection with the defined benefit obligation.

Transactions with related parties

In addition to the entities included in the consolidated financial statements and the at equity investments (see note 2. Basis of Presentation), SCHMID maintains relationships with other related parties. Related parties comprise the following entities (not individuals):

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Company

  ​ ​ ​

Relationship

SCHMID Avaco Korea, Co. Ltd. (SAK)

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Equity method investee

SCHMID Energy Systems GmbH

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Equity method investee

Schmid Verwaltungs GmbH

​

Controlled by Christian Schmid

C. Schmid Beteiligungsverwaltung GmbH

​

Controlled by Christian Schmid

C. Schmid Beteiligung GmbH & Co. KG

​

Controlled by Christian Schmid

Schmid Aequitas Verwaltung GmbH

​

Controlled by Anette Schmid

Schmid Aequitas GmbH & Co. KG

​

Controlled by Anette Schmid

Schmid Grundstücksverwaltung GmbH

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Jointly controlled by Christian and Anette Schmid

SCHMID Grundstücke GmbH & Co. KG

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Jointly controlled by Christian and Anette Schmid

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The following transactions are proceeded with related parties.

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in € thousand

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2023

Interest income on loans granted to

 

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​

  ​

 

  ​

Shareholder

 

—

​

4

 

1,077

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​

​

​

​

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Interest expense on loans received from

 

​

​

​

 

​

Key management personnel

 

—

​

3

 

12

Other related parties

 

638

​

510

 

558

Shareholder

 

877

​

916

 

737

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​

​

​

​

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Purchases of goods or services

 

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​

​

 

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Equity method investees

 

2,438

​

—

 

3

Other related parties

 

4,552

​

1,663

 

236

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Sale of goods or services

 

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​

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Equity method investees

 

332

​

—

 

427

Other related parties

 

134

​

31

 

11,801

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Salary and Bonus

 

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​

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Shareholder

 

933

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1,055

 

1,149

Key management personnel

 

1,906

​

1,428

 

1,562

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in € thousand

  ​ ​ ​

12/31/2025

  ​ ​ ​

12/31/2024

Outstanding balances - Liabilities

 

  ​

 

  ​

Shareholder

 

25,611

 

29,486

Equity method investees

 

2,663

 

358

Other related parties

 

26,609

 

16,973

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Liabilities to other related parties include financial liabilities related to the Black Forest term loan. For further information, please see note 29. Non-current and current financial liabilities.

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in € thousand

  ​ ​ ​

12/31/2025

  ​ ​ ​

12/31/2024

Outstanding balances - Receivables

 

  ​

 

  ​

Equity method investees

 

4,261

 

4,068

Other related parties

 

1,445

 

1,286

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The significant increase in Sale of goods or services as well as in Outstanding balances - Liabilities in 2023 are mainly due to the sale and leaseback transaction (for further information please see note 21. Leases).