GOV-2 Information Provided to and Sustainability Matters Addressed by OMV’s Administrative, Management, and Supervisory Bodies

Exchange takes place in various ways between the previously described roles and functions, on both the supervisory and management level, to ensure that information about sustainability matters is distributed to all relevant bodies. Based on their mandates, they then address those sustainability matters. In the following section, the information and action flows between the different bodies is described in bottom-up order, starting with the materiality assessment.

Identifying and Addressing Material Impacts, Risks, and Opportunities (IROs)

[ESRS-2-GOV-2.26a] The OMV Group Sustainability department is the owner of the materiality assessment process and thus the body that identifies and defines OMV’s material impacts, risks, and opportunities. In the identification of materiality, it is supported by the Sustainability Coordination Forum, which sets the materiality thresholds for OMV. The overall results of the materiality assessment are first approved by the Sustainability Coordination Forum and then prepared for Executive Board approval.

Based on the material IROs, OMV Group Sustainability defines the overarching policies for sustainability impact and risk management and sustainability due diligence. In addition, material topic owners are responsible for establishing the policies, actions, metrics, and targets to address the IROs relevant for their respective topics. These support the implementation of due diligence and enable the evaluation of their effectiveness. Group Sustainability regularly informs the Sustainability and Transformation Committee, the Sustainability Coordination Forum, and the Executive Board about the implementation of due diligence, and the results and effectiveness of these policies, actions, metrics, and targets adopted to address material IROs.

The Sustainability Coordination Forum plays a central role in ensuring that material impacts, risks, and opportunities are well understood and managed in line with OMV’s sustainability targets. It reviews OMV’s exposure to impacts, risks, and opportunities and the related action plans, ensuring they align with sustainability targets. The effective management of identified impacts and risks is reviewed at the second line of defense through well-established communication between the Sustainability Coordination Forum and the Risk Committee. The Sustainability Coordination Forum aids decision-making by reviewing material ESG impacts, risks, and opportunities during discussions at the monthly meetings. Information on ESG impacts, risks, and opportunities is fully integrated into OMV’s risk profile twice per year by the Corporate Risk Management function and discussed by the Risk Committee before being reported to the Executive Board. While material IROs were initially identified through a top-down materiality assessment in 2024 and refined in 2025 by subject matter experts, sustainability matters are already addressed locally across the organization. The existing risk management reporting process will be further adapted to incorporate local risk registers based on material impacts and risks according to the ESG criteria established by responsible experts.

Considering Material IROs in Strategy, Decision-Making, and Risk Management

[ESRS-2-GOV-2.26b] ESG aspects are part of strategic considerations and of the decision-making for all major transactions subject to OMV Executive Board and Supervisory Board approval, as well as being part of due diligence processes for M&A activities. The Sustainability Coordination Forum and the Risk Committee support such decisions with an approval mandate. As part of the decision-making process, there is always a balance between the potential risks and the opportunities to ensure sustainable growth. Strategic decision-making involves evaluating the trade-offs between taking risks, addressing impacts, and seizing opportunities.

Regarding risk management, the Risk Committee is informed by Group Sustainability twice per year about the identified material IROs. The Risk Committee evaluates the risk mitigation measures in terms of effectiveness and timely implementation when addressing major risks. Mitigation measures are reported, recommending actions to the OMV Executive Board and the Audit Committee in the event that risk tolerance levels are breached. The results of OMV’s risk profile are also reported to the Executive Board and Audit Committee. The Audit Committee is informed twice per year by the Corporate Risk Management function about OMV’s risk profile. Additionally, the committee diligently oversees the implementation, efficacy, and efficiency of risk management processes and receives an overview of the main risks, impacts, and opportunities through the annual enterprise risk exercise. Group Sustainability provides fundamental information for all of this through specialized oversight and guidance on sustainability aspects.

Overview of Material IROs Addressed in the Reporting Period

[ESRS-2-GOV-2.26c] For the list of all material IROs addressed in the reporting period by relevant OMV administrative, management, and supervisory bodies (Supervisory Board, Executive Board, Sustainability and Transformation Committee, Audit Committee, Sustainability Coordination Forum, Risk Committee), see SBM-3 Material Impacts, Risks, and Opportunities and Their Interaction with Strategy and Business Model.

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