BASF AGM 2026: New board members, EUR 2.25 dividend, coatings sale and Ag Solutions IPO plan

Basf ETR: BAS opened its 2026 annual shareholders’ meeting with a return to an in-person format in Mannheim’s Rosengarten, while continuing to broadcast the event via its online shareholder service. The chair of the meeting noted that all members of the Supervisory Board were present except for Michael Vassiliadis, who was attending another annual general meeting, and said the Board of Executive Directors was present in full.

Executive Board changes and a retirement

The chair introduced two incoming Executive Board members effective May 1, 2026: Mary Kurian and Livio Tedeschi. Kurian, who has worked in the U.S. chemical industry and has been with BASF since 2020, is set to oversee the petrochemicals, intermediates, nutrition & health, and care chemicals operating divisions. Tedeschi, a BASF veteran since 2003 with a career focused on crop protection, will take responsibility for Agricultural Solutions, which is being prepared for a partial IPO.

The meeting also marked the departure of Michael Heinz from the Executive Board following the shareholders’ meeting. Speakers highlighted Heinz’s 42-year career at BASF and his role in preparing the Agricultural Solutions business for the next phase of its development.

Supervisory Board report: 2025 priorities and portfolio measures

In the Supervisory Board report, the chair said the Supervisory Board held six meetings in 2025 and “continuously monitored” management while advising on strategy and major measures. A central focus was the implementation of the “Winning Ways” strategy introduced in 2024, including work on developing BASF’s core and standalone businesses, strengthening European competitiveness, and advancing portfolio steps.

Key topics cited included:

• The divestment of the Coatings business and the sale of the Brazilian Decorative Paint business
• Preparations for the legal hive-down of Agricultural Solutions in view of a potential partial IPO
• Commissioning work related to the Zhanjiang integrated site
• A “target vision” and cost-saving program for the Ludwigshafen site
• Discussions on sustainability, governance, and occupational and plant safety

The chair also said the Audit Committee reviewed BASF’s financial statements and the compensation report with the auditors, and that there were no objections to the audit results.

Supervisory Board succession: Chen to step down; Garrett nominated

The chair said Liming Chen would step down from the Supervisory Board at the close of the meeting, prompting an election for his successor. The Supervisory Board proposed Mark Garrett to succeed Chen. Garrett was described as having more than 30 years of experience in the chemical industry, including CEO roles and supervisory board leadership positions, and was expected to join the nomination committee if elected.

Executive Board report: strategy, 2025 performance, and global footprint

Markus Kami (identified in the meeting discussion as presenting the Board of Executive Directors’ report) framed BASF’s strategy amid geopolitical and structural upheaval. He cited “slowdowns in key markets and strong geopolitical headwinds,” including what he described as an eight-week Iran conflict that contributed to global instability.

Kami said BASF increased volumes sold, reduced costs “more significantly and faster than planned,” and kept its EBITDA margin “nearly stable” despite lower sales prices and negative currency effects. He said free cash flow was higher than expected and that the company’s dividend proposal would remain stable at EUR 2.25 per share, while noting BASF “slightly missed” its adjusted earnings forecast and was “not entirely satisfied” with 2025 results.

He outlined portfolio and structural actions designed to reduce complexity by creating standalone businesses where specialization can improve focus and transparency. On Coatings, he said Carlyle would soon become the new majority owner in a transaction valued at EUR 7.7 billion, with BASF retaining a 40% stake.

For Agricultural Solutions, Kami described the business as a specialized unit with earnings of “around EUR 2.1 billion” and an innovation pipeline with peak sales potential of EUR 7.5 billion. He said the aim is IPO readiness in 2027 with Frankfurt as the intended listing location and BASF remaining the majority shareholder.

Kami also emphasized BASF’s “Verbund” model of integrated production networks, highlighting the Geismar, Louisiana site and a roughly $1 billion MDI expansion, which he called BASF’s largest single investment in the United States. He linked the strategy to producing locally for local customers amid growing tariffs and trade protectionism.

Zhanjiang and Ludwigshafen: expansion in China and restructuring in Europe

Kami highlighted the new Zhanjiang Verbund site in China as BASF’s seventh worldwide. He said the project took six years from groundbreaking to inauguration, was completed on schedule and below budget, and was officially inaugurated four weeks prior to the meeting. In a discussion with site leaders Ha Yeonoo Lim and Jennifer Han, Lim cited commissioning and ramp-up of the steam cracker on Jan. 1 as a key milestone, while Han pointed to the official opening at the end of March and said construction peaked at more than 30,000 workers on site.

Lim said BASF saw 13% volume growth in China over the prior year and argued Zhanjiang benefits from proximity to customers, modern plants using “100% green electricity,” and BASF’s innovation capabilities. He added the team’s goal is for Zhanjiang to make a positive earnings contribution starting in 2027.

Addressing questions about China, Kami said BASF generated about EUR 8 billion in sales in China in the prior year, compared with nearly double that in the United States and almost triple in Europe. He said BASF aims for China to reach a similar size to its U.S. business and stated: “We produce in China for China and not for exports to Europe.”

On Ludwigshafen, Kami said BASF SE’s employee count at the site had been reduced by around 2,800 since the start of 2024 and that further reductions would occur across units, including shifting certain services to hubs in India. He said BASF would invest at least EUR 1.5 billion annually in Ludwigshafen going forward and highlighted plans to build two new plants producing electronic-grade sulfuric acid and ammonium hydroxide for semiconductor-related applications, describing the investment as a “triple-digit million EUR sum.”

Agenda items: dividend, auditor election, Agricultural Solutions hive-down, and share buyback

In formal agenda remarks, the chair said the annual and consolidated financial statements for 2025 had received an unqualified audit opinion and were approved by the Supervisory Board. The meeting included a proposal to appropriate retained earnings by paying a dividend of EUR 2.25 per share.

Under agenda item five, the Supervisory Board proposed electing Deloitte GmbH Wirtschaftsprüfungsgesellschaft as auditor for the annual financial statements and, as a precaution, as auditor for sustainability reporting, citing pending German implementation of an EU directive on sustainability reporting assurance.

CFO Dirk Elvermann explained agenda item seven, a proposed hive-down and acquisition agreement between BASF SE and the wholly owned subsidiary BASF Agricultural Solutions Deutschland GmbH. Elvermann said the transfer covers the Agricultural Solutions business operated by BASF SE in Germany, including holdings in direct subsidiaries, and includes about 2,500 employees in Ludwigshafen and Limburgerhof. He said the agreement was notarized March 10 and March 18, 2026, and that the subsidiary’s shareholders’ meeting approved it on April 21, 2026. Subject to shareholder approval, BASF expected commercial register entry in early July, with an effective date retroactive to Jan. 1, 2026. He put costs for preparing and implementing the hive-down at just under EUR 2.5 million.

Elvermann also reviewed the share buyback program launched under a 2022 authorization. He said the board decided on Oct. 28, 2025 to repurchase up to EUR 1.5 billion of shares, with the program beginning in November 2025 and scheduled to complete by the end of June 2026, as part of a broader plan announced at Capital Markets Day in September 2024 totaling at least EUR 4 billion by the end of 2028. From Nov. 3, 2025 to the meeting date, he said BASF repurchased 19,520,278 shares (about 2.19% of share capital) for around EUR 880 million at an average price of EUR 45.1 per share, with the shares to be canceled.

About Basf ETR: BAS

BASF SE operates as a chemical company worldwide. It operates through six segments: Chemicals, Materials, Industrial Solutions, Surface Technologies, Nutrition & Care, and Agricultural Solutions. The Chemicals segment provides petrochemicals and intermediates. The Materials segment offers advanced materials and their precursors for applications and systems comprising isocyanates, polyamides, and inorganic basic products, as well as specialties for plastics and plastics processing industries. The Industrial Solutions segment develops and markets ingredients and additives for industrial applications, such as polymer dispersions, resins, additives, electronic materials, and antioxidants for automotive, plastics, paints and coatings, electronics, and energy and resource industries.

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