REG - Nestle SA - Proposed changes to Board of Directors

Nestle SAAnnouncement

18/02/2026 17:15

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RNS Number : 5644T  Nestle SA  18 February 2026

Nestlé Press Release

 

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Vevey/Switzerland, February 18, 2026

 

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[Ad hoc announcement pursuant to Art. 53 LR]

 

 

Nestlé proposes Ma. Fatima D. Francisco and Thomas Jordan for election to its
Board of Directors; updates its governance practices

Nestlé announced today that it proposes Ma. Fatima D. (Fama) Francisco, Chief
Executive Officer of Procter & Gamble's (P&G) Global Baby, Feminine
and Family Care sector, and Thomas Jordan, former Chairman of the Governing
Board of the Swiss National Bank (SNB), for election to its Board of
Directors. Elections will be held at the company's Annual General Meeting
(AGM) on April 16, 2026. At the same time, the company's Board of Directors
will implement several enhancements to its governance practices.

 

"Strong corporate governance underpins Nestlé's long-term success," said
Pablo Isla, Chair of Nestlé's Board of Directors. "With an independent Chair,
a Lead Independent Director, two Vice Chairs and a dynamic new CEO, we have
strengthened governance across multiple dimensions. With the changes announced
today, we will further leverage the Board's engagement in the company's
success, enrich oversight, and strengthen decision-making. By continuing our
practice of regularly refreshing the Board, we further broaden the diversity
of perspectives and expertise represented. Fama Francisco and Thomas Jordan
bring outstanding leadership experience - Fama with her deep consumer‑goods
knowledge that will sharpen our consumer insights, and Thomas with his
extensive understanding of global economics that will reinforce our financial
and strategic capabilities."

 

Changes to Board procedures

Nestlé's Board of Directors has reviewed its practices and committee
structure and decided to make several changes that will come into effect as of
the AGM in April. These include introducing additional meetings to increase
Board engagement and revising committee structures and responsibilities to
better leverage the directors' diverse skills.

 

The Board's current Sustainability Committee will become the Science,
Technology and Sustainability Committee, advising not only on Nestlé's
approach to environmental and social sustainability, but also supporting the
company's approach to science and technology. The Chair's and Corporate
Governance Committee will be dissolved, with its finance responsibilities
assumed by the new Audit and Finance Committee and its corporate governance
duties by the newly combined Nomination and Corporate Governance Committee.
The Compensation Committee will continue to exercise its statutory
responsibilities.

 

Each Board member will in principle serve on two committees, increasing
participation and supporting well-founded recommendations to the full Board,
which retains overall governance responsibility.

 

About the Board candidates

Fama Francisco, a US citizen born in the Philippines, is the CEO of P&G's
Global Baby, Feminine and Family Care business. She began her career at
P&G in 1989 as the company's first female sales manager in the
Philippines. She has since held various leadership positions across multiple
P&G businesses and geographies. She is widely recognized for her
leadership, including being named to Fortune's Top 50 Most Powerful Women
International list in 2020, 2019 and 2018.

 

A Swiss citizen, Thomas Jordan served as Chairman of the SNB's Governing Board
from 2012 to 2024, after having joined the central bank in 1997 and rising
through the ranks in roles such as Head of Research, Chief Investment Officer,
Governing Board Member and Vice Chairman. During his tenure, he represented
Switzerland in key international institutions: as Governor at the
International Monetary Fund, on the Board of Directors of the Bank for
International Settlements, and as a member of the Financial Stability Board.
Thomas Jordan has extensive experience in international financial markets and
macroeconomics.

 

With these proposed nominees, the Nestlé Board will consist of
13 independent directors.

 

 

Contacts

 

Media

 

Christoph Meier

Tel.: +41 21 924 2200

mediarelations@nestle.com

 

Investors

 

David Hancock

Tel.: +41 21 924 3509

ir@nestle.com

 

 

 

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