Good corporate governance is an integral part of HUGO BOSS and a guiding principle encompassing all areas of the Company. It is a key factor for long-term business success and sustainable value creation. The Managing Board and Supervisory Board are committed to ensuring the Company’s continuity while promoting responsible, transparent, and forward-looking corporate governance. In doing so, 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. The following section outlines information partially applying the ESRS G1 disclosure requirements and addresses the business conduct topics identified as material as part of the double materiality assessment. Further details 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 legal and ethical standards while minimizing workplace conflicts. Effective whistleblowing mechanisms further strengthen our governance framework, providing secure channels for employees and external 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. Although only a small share of our brands’ collections contains animal-derived materials such as leather, wool, and down, we are dedicated to maintaining transparency and implementing robust control mechanisms to uphold high welfare standards throughout our supply chain. Additionally, HUGO BOSS prioritizes the prevention and detection of corruption and bribery, embedding dedicated 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. Inadequate supplier relationship management and irresponsible payment practices may place financial and operational pressure on suppliers, potentially affecting cash-flow stability and undermining trust across the value chain. HUGO BOSS therefore seeks to support fair, transparent, and resilient supplier partnerships, including through dedicated programs designed to strengthen suppliers’ financial stability and long-term collaboration.
Corporate culture
At HUGO BOSS, our value-based corporate culture (company culture) is the foundation of employee engagement, driving innovation, and achieving long-term 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 strengthening the Company’s reputation and long-term performance. Embedded in the execution of our Group strategy CLAIM 5 TOUCHDOWN, 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. To ensure these principles are consistently upheld, HUGO BOSS implements targeted engagement initiatives. This also includes a mandatory e-learning module, to be completed every 18 months, educating employees on ethical conduct and reinforcing our core values. Leadership also plays a pivotal role in fostering our company culture, with leaders at HUGO BOSS acting as role models, empowering their teams, while embodying these values.
HUGO BOSS regularly evaluates its company culture through an annual employee survey to assess how our core values are actively lived and to identify key drivers of our Company’s work ethic. Results are shared with the Managing Board, senior management, and the wider organization to inform strategic planning and further embed our values into daily operations. Own Workforce
Policies related to business conduct
HUGO BOSS has established Group-wide principles of conduct in its Code of Conduct and related Group policies, forming the basis for ensuring the legality of employee activities. The Code of Conduct serves as the foundation of our compliance framework, reflecting our Company’s core values and behaviors. It provides clear guidance on interactions amongst colleagues, external stakeholders, including customers, suppliers, and other business partners, setting a binding framework for ethical business conduct, covering a wide range of topics.
TOPICS COVERED BY THE HUGO BOSS CODE OF CONDUCT
A key tenet of the Code is the respect for internationally recognized human rights and the commitment to ensuring decent working conditions, that safeguard 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 multiple languages, the Code was last updated in 2025, aimed for publication in 2026. Oversight of compliance with the Code is the responsibility of the Managing Board. Own Workforce
HUGO BOSS extends its ethical, environmental, and labor standards across its value chain through its Supplier Code of Conduct (SCoC), which defines binding minimum standards for all suppliers (incl. own production) and their further upstream suppliers. Contractual compliance or an equivalent standard is a prerequisite for collaboration. The Code covers key areas such as human rights, labor standards, environmental protection, and anti-corruption. It prohibits child and forced labor, mandates fair wages and decent working conditions, limits working hours where national laws are absent, and safeguards freedom of association and collective bargaining. Available in over 30 languages, a one-page version is displayed at production sites and includes QR-code access to our grievance mechanisms. This shall ensure that business practices meet our expectations, particularly in regions where national legislation or its enforcement may be insufficient. To ensure awareness and compliance, 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. We continuously monitor compliance through annual self-assessments, social audits, and recognized third-party certifications, supported by supplier training on relevant ESG topics.
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 cases related to human rights, corruption and bribery, fraud, or theft. The policy outlines the available grievance channels and the procedural steps for handling reported incidents. It is reviewed annually, with the latest update in 2025 clarifying incident categories, specifying roles and responsibilities within the Compliance department, and strengthening Managing Board oversight through a formalized reporting process for high-risk incidents. The policy applies to all employees and extends protection to external stakeholders, including business partners, workers in the value chain, and customers. It shall guarantee confidentiality and protection for whistleblowers, affected individuals, and employees involved in investigations.
HUGO BOSS provides its employees and external stakeholders with independent internal and external channels to confidentially and, if needed, anonymously report potential misconduct or legal violations. These include our Speak Up Channel, an external Ombudsperson, and the central Compliance department. The Speak Up Channel is accessible worldwide through online access and a toll-free hotline in over 50 languages. Detailed information on all reporting mechanisms is available on the Company’s intranet and corporate website, ensuring transparency and accessibility for all stakeholders. As an additional safeguard, the Speak Up Channel includes follow-up prompts asking whether individuals have experienced any form of retaliation after submitting a report. This allows the Compliance department to monitor and address potential concerns promptly. Employees may also report concerns directly to their supervisors or compliance officers at the subsidiary or Group level. Overall, this setup shall help mitigating risks related to unethical behavior, legal non-compliance, and potential reputational harm.
HUGO BOSS regularly trains employees to strengthen ethical awareness and compliance culture. A Group-wide online compliance training, mandatory for defined target groups and available to all employees, is conducted at least every 18 months. The training covers key topics such as our company values, the Code of Conduct, anti-corruption, anti-money laundering, data protection, information security, antitrust, conflict of interest, animal welfare, and whistleblowing. Employees managing compliance cases receive specialized training, including internal investigation workshops. In 2025, HUGO BOSS launched the in-person training initiative “How to Act Like a BOSS,” developed in response to specific cases identified through the whistleblowing process. The initiative reinforces ethical conduct and awareness of the Code of Conduct and will be gradually rolled out across departments.
The Compliance department maintains comprehensive documentation of all investigations and evaluates the effectiveness of whistleblowing channels at least annually. In 2025, a structured root-cause analysis was introduced to identify recurring patterns and derive targeted improvements. Feedback from internal and external stakeholders is incorporated to ensure the system remains effective and aligned with its purpose.
Animal welfare
HUGO BOSS is committed to upholding high standards of animal welfare and species protection throughout its operations. Our Animal Welfare Policy, last updated in 2025 and publicly available, 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, setting minimum requirements to safeguard both the physical and mental well-being of animals involved in the supply chain. We maintain ongoing dialog with leading animal welfare NGOs, including FOUR PAWS and PETA, to ensure continuous improvement and alignment with evolving best practices. HUGO BOSS rejects animal testing for all products, including licensed goods and extends this commitment to new material and product development. Our Animal Welfare Policy applies to all Group companies, with deviations only permitted where national regulations conflict, provided that the essential principles and purpose are maintained. Non-compliance may result in legal or labor-related consequences. To translate these commitments into practice, our Group-wide Material Strategy specifies preferred sources for animal-derived materials and defines related targets. It guides both employees and suppliers in the consistent selection of materials either verified through third-party certifications or following recognized standards across the supply chain.
Targets related to animal welfare
HUGO BOSS has established clear standards and targets for sourcing animal-derived materials, reflecting its commitment to sustainability and animal welfare across fabrics and linings. Leather shall be sourced exclusively as a by-product, in particular of the food industry, including sheep, goat, cow, and buffalo. Exotic leathers and farmed fur have been banned since 2016, and we also refrain from using angora. For wool, our Animal Welfare Policy emphasizes species-appropriate husbandry, gentle shearing, and the avoidance of harmful practices such as live lamb cutting (mulesing). HUGO BOSS is committed to sourcing 100% mulesing-free wool (including recycled wool) by 2030, having already reached a share of 68% in 2025 (2024: 53%). This goal aligns with our overarching target of sourcing 100% of main natural materials from preferred sources as defined in our Material Strategy by 2030. Regenerative agriculture is our first choice for wool, combining mulesing prohibition with additional welfare aspects such as grass feeding and minimized animal transport, verified by standards such as AuthenticoR or ZQ Regenerative Index (ZQRX). The overarching target also covers cashmere, mohair, and down, which must be sourced from certified or recycled sources. Mohair is exclusively certified under the Responsible Mohair Standard (RMS), while down is sourced from DOWNPASS-certified or recycled material, precluding no live plucking or forced feeding. In addition, to further reduce reliance on animal-derived materials, HUGO BOSS develops and tests vegan alternatives where they maintain environmental and functional standards. For further information on our material use, please refer to the “Resource Use and Circular Economy” section. 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.
Management of relationships with suppliers
HUGO BOSS is committed to fostering accountable business conduct across its value chain. Certain purchasing practices, such as short-term planning, last-minute changes in order specifications, or late payments, may impact suppliers’ working conditions and financial stability. To mitigate these risks and align sourcing practices with our human rights commitments, HUGO BOSS introduced a Guideline on Responsible Purchasing Practices (RPP) in 2025, approved by the Managing Board. This internal guideline applies to all employees involved in product development and ordering, including sourcing, design and creative, planning, procurement, and pricing functions, and is binding as a self-commitment. It is limited to production-related activities, while non-production materials and services are governed by a separate, dedicated guideline.
Aligned with internationally recognized frameworks, including the Common Framework for Responsible Purchasing Practices (CFRPP) and the OECD Guidelines on Due Diligence Guidance for Responsible Business Conduct, our RPP outlines five core principles centered on internal integration and reporting, equal partnership, collaborative production planning and orders, fair payment terms, and costing. It applies to all our Tier 1 and direct Tier 2 suppliers, regardless of size – including small and medium-sized enterprises (SMEs) – and aims to strengthen their capacity for efficient production planning, stable employment, and compliance with social and environmental standards.
To further embed responsible purchasing practices, HUGO BOSS conducted targeted training and awareness programs for sourcing and operations teams as part of the onboarding process. The Company also participates in the multi-stakeholder Learning and Implementation Community (LIC) on responsible purchasing practices, which provides a platform for companies, NGOs, and other stakeholders to share insights and best practices for improving purchasing behavior and mitigating risks in global supply chains.
Supplier relationships are governed by our Supplier Code of Conduct (SCoC), described in detail above. The SCoC defines minimum standards on human rights, labor conditions, and environmental protection. Compliance with the SCoC or an equivalent standard is a prerequisite for collaboration and forms the foundation of our approach to responsible sourcing. Additional information on supplier-related environmental policies can be found in the “Climate Change” section. Climate Change
Prevention and detection of corruption and bribery
HUGO BOSS expects all employees to act lawfully in day-to-day business operations. At 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.
Policies related to the prevention and detection of corruption and bribery
All employees are required to comply with the Group-wide Code of Conduct and supplementary specific compliance rules, such as our Anti-Corruption Policy. Last revised in fiscal year 2025, the policy regulates, among other aspects, the acceptance and granting of gifts and invitations and addresses key corruption-related risk areas. It also defines clear procedures for reporting suspected violations. Both the publicly accessible Code of Conduct and the internal policies are subject to regular review and are updated as needed, particularly in response to changes in legal and regulatory 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 system. 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 and bribery, which may result not only in reputational and financial risk but may also lead to personal consequences under criminal and labor law. In fiscal year 2025, no violations related to corruption and bribery were identified by authorities or courts (2024: no violations).
Actions related to the prevention and detection of corruption and bribery
In 2025, the Compliance Management System was further enhanced using a risk-based approach, with a focus on updating policies, advancing the whistleblowing system and case management, and reviewing the compliance risk assessment approach in the area of anti-corruption by an external auditor.
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 anti-corruption.
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 measures in place to protect whistleblowers from retaliation. This system underscores the Company’s commitment to fostering a transparent and accountable corporate culture.
Payment practices
HUGO BOSS strives for transparent and responsible payment practices toward all suppliers to support stable business relationships and financial resilience across the value chain. The metrics provided in this section cover Tier 1 and direct Tier 2 suppliers for the Group’s product-related sourcing, while indirect procurement is out of scope.
The Group’s standard payment term is 90–100 days from invoice receipt date for Tier 1 suppliers and 100–120 days for direct Tier 2 suppliers. In 2025, 84% of invoices measured by sourcing volume were aligned with these standard terms (+/−3 working days), while the average time to pay invoices was 97 days from the contractual due date for Tier 1 suppliers and 115 days for direct Tier 2 suppliers. Payments are processed centrally through standardized systems designed to ensure accuracy, timeliness, and traceability. In 2025, there were no legal proceedings related to late payments to suppliers.
To further strengthen suppliers’ liquidity and financial stability, HUGO BOSS operates a voluntary Supplier Financing Program. The program is operated in collaboration with selected financial partners and enables eligible suppliers to receive early payment of approved invoices at favorable financing conditions, providing faster access to receivables and ensuring solvency during challenging periods. In 2025, measured by sourcing volume, 65% of direct suppliers, including Tier 1 and direct Tier 2 suppliers participated in the program, with payments received on average within 21 days of invoice submission – significantly shorter than the standard payment term. This initiative contributes to strengthening suppliers’ resilience and supports their ability to meet key obligations, such as paying wages on time and investing in compliance measures, thereby promoting responsible business conduct across the value chain.