SAAT, as well as depository receipt holders, were able to take note of the voting items on the agenda of Triodos Bank's annual general meeting of shareholders (AGM) to be held on 29 May 2026.
SAAT determines its position on voting items on the agenda of Triodos Bank's AGM based on the interest of depository receipt holders, the interest of Triodos Bank and the interest of the mission. This year again, SAAT is pleased to allow certificate holders to grant a blank voting proxy to the board, so it can exercise its voting positions on their behalf during the AGM. To support depository receipt holders, SAAT sets out its views on relevant matters below. Depository receipt holders who wish to grant a blank or specific voting mandate to parties other than the SAAT Board are entirely free to do so.
1.
Triodos Bank’s financial results for 2025 unfortunately fell short of our expectations. The reported net loss of EUR 25m therefore requires further explanation. A closer examination of the details reveals that this is partly due to one-off effects: provisions for upcoming restructuring (including the phasing out of German operations and the ‘Fit for Impact’ project), as well as specific loans to the fibre-optic market in Germany (for which a provision of EUR 60m has been made).
In figures:
- €27.7m in non-credit-related provisions:
- €16.2m additional provision for the settlement proposal to certificate holders;
- €5.5m for the wind-down of German operations;
- €7.3m for Fit for Impact.
- €71.5m in credit-related provisions.
Of the latter, €59.7m relates to the German fibre-optic sector; the total exposure here amounts to €180m (and therefore remains a point of ongoing concern). Excluding these German fibre-optic provisions, the level of loan provisions is in line with previous years.
We value the continued strength of the underlying operational performance of the bank.
A few examples:
- Customer deposits rose by EUR 597 million to EUR 15.1 billion at year-end, partly thanks to an increase of EUR 452 million from retail customers.
- EUR 1.1 billion in new business loans was granted within the five transition themes (bringing the total business loan portfolio in 2025 to EUR 6.1 billion).
- The interest margins realised in this regard remained stable in 2025 despite falling interest rates.
We still consider the Cost to Income ratio of 85% to be too high, although an improvement is visible. However, the target set for the next three years, which we endorse, is a range of 70–75%. For this reason, the board is positive about the “Fit for impact” programme, which aims to achieve clear objectives by 2028, such as simplifying the organisation and making greater use of IT systems and AI. A point of concern here is customer satisfaction, which, despite an increase across all segments in 2025, remains well below the desired level for Business Banking.
We understand that, in addition to the interim dividend of EUR 0.60 that has already been paid, there will be no final dividend given the reported loss. As a result, the return on the depositary receipts of 2–3% (EUR 0.60/EUR 27) is on the low side this year.
2.
Triodos Bank’s HR policy over the past year has been characterised by stabilisation following years of growth and preparation for a major organisational change. At the end of 2025, Triodos Bank had 1,922 employees, slightly fewer than in 2024. The number of FTEs stabilised for the first time in several years, partly in preparation for the Fit for Impact transformation programme launched in January 2026. Nevertheless, staff costs rose by approximately 12% to EUR 222.6 million. This increase was mainly driven by inflationary wage rises, reorganisation costs (including those related to Germany) and preparations for the transformation. At the same time, tighter controls were applied to external hiring and other costs.
Employee engagement (the engagement score) fell from 7.5 to 7.2. This decline can be attributed to organisational uncertainty, cost-cutting measures and announced changes. Staff turnover, however, fell significantly, from 12.0% to 8.3%, which indicates employee retention during a period of uncertainty. Absenteeism due to illness rose to 5.1%, with clear differences between countries. Well-being remained a key priority, with a focus on mental health and the deployment of Mental Health First Aiders.
In the area of culture and leadership, Triodos continues to work on the basis of the People & Culture Strategy 2024–2026, which focuses on mission-driven working, personal leadership and the ability to drive change. The LEAD programme for managers supports this development and explicitly links the corporate culture to risk awareness and integrity.
The remuneration policy remains deliberately modest and values-driven: there are no variable remuneration packages, bonuses or share schemes. The ratio between the highest and median remuneration (pay ratio) rose to 5.9, partly due to the transition of the CEO role. The adjusted gender pay gap improved further to 0.4%.
Diversity, equity and inclusion (EDI) are firmly embedded. By 2025, 50% of the Executive Board and 60% of the Supervisory Board were women; the target for senior management (at least 35% of the under-represented gender) was also met. The EDI policy has been updated and expanded to include training, inclusive recruitment and development programmes such as RISE.
Looking ahead, Fit for Impact has significant staffing implications: a targeted net reduction of 250–270 FTEs over three years, primarily through natural attrition and targeted restructuring, with an expected structural cost saving of €25–30 million from 2028. In doing so, explicit attention remains on providing careful support to employees.
In 2025, Triodos Bank demonstrated, to our satisfaction, a consistent, values-driven HR policy that remains robust even under financial and organisational pressure. The strong focus on equal pay, diversity in senior management and on the supervisory board, a prudent remuneration policy and careful cultural development set the bank apart positively within the financial sector.
3.
Using money to make a positive impact on people and the planet is at the heart of Triodos’ mission. In doing so, the bank has traditionally pursued a powerful two-fold approach: ‘change finance and finance change’.
Finance change:
- In 2025, Triodos Bank financed 5,300 enterprises in 85 countries. The annual report features inspiring stories about the projects that Triodos Bank makes possible.
- In total, over €10.4 billion was invested in the five transition themes in 2025 (a slight decrease compared to 2024, when the figure stood at nearly €10.8 billion). The breakdown across the five transition themes remained virtually stable: energy (30%), raw materials (20%), food (5%), society (21%) and wellbeing (24%).
- The mortgage portfolio grew slightly from 5.3 billion in 2024 to 5.6 billion in 2025, 63% of which has an energy rating of A or higher.
- In November 2025, Triodos Bank published an updated climate strategy (‘Triodos Bank Climate & Nature Strategy update 2025: Dare to act now’). The more ambitious 2030 target to reduce emissions across the entire portfolio of loans and investments by 42% compared to 2020 appears to have already been achieved by 2025. Triodos will further tighten its targets in 2026.
Change finance:
- In December 2025, Triodos Bank published its updated vision for the financial system (‘A system that serves: Rebuilding finance for the future’). Triodos Bank actively promotes this vision and, on this basis, conducts intensive lobbying at international, European and Dutch levels.
- This lobbying is becoming increasingly important as opposition grows. One example of this is the Net-Zero Banking Alliance, which has significantly watered down its guidelines and scrapped the Paris Agreement’s 1.5-degree target. Triodos has therefore decided to withdraw from this alliance.
In 2025, Triodos announced that it wishes to give its stakeholders a greater say in the impact it creates. Through the Triodos Bank Impact Collective (TBIC), they can contribute ideas and advise on the bank’s impact strategy. This advice is not merely advisory; the bank cannot ignore it without providing an explanation (‘comply or explain’).
All in all, as far as we are concerned, 2025 has been a good year for Triodos Bank in terms of impact. The bank has managed to maintain its financing levels for transition themes and mortgages. With its renewed strategy and vision, its impressive score on emissions reduction and the establishment of the TBIC, Triodos Bank is proving itself to be a frontrunner striving for necessary and powerful positive change in a rapidly polarising world.
4.
The further refinement of a coherent business strategy will, after all, require the necessary attention in the coming years. We view the re-evaluation of the bank’s position in Germany positively; this is also on the agenda elsewhere in Europe. Now that the Euronext listing has been completed, we hope that the bank will be able to further strengthen its unique and important position within the financial system from a stable future perspective.
The Board of SAAT,
Alexander Rinnooy Kan
Jolande Sap
Roelien Ritsema van Eck
Tarique Arsiwalla
