Universal Registration Document 2023

3. Governance and Compensation - AFR

Criteria Weight Target and acquisition scale (straight‑line between the threshold and the maximum) Performance objectives Results Achievement rate Amount of variable compensation to be paid
Individual quantifiable financial and non‑financial criteria
Personnel costs – based on the Objective of “fixed personnel costs and freelance costs/revenue” in the annual budget validated by the Supervisory Board in March 2023 Personnel costs

– based on the Objective of “fixed personnel costs and freelance costs/revenue” in the annual budget validated by the Supervisory Board in March 2023

Weight

20%
Personnel costs

– based on the Objective of “fixed personnel costs and freelance costs/revenue” in the annual budget validated by the Supervisory Board in March 2023

Target and acquisition scale (straight‑line between the threshold and the maximum)

Threshold (80%) Target (100%)

Personnel costs

– based on the Objective of “fixed personnel costs and freelance costs/revenue” in the annual budget validated by the Supervisory Board in March 2023

Performance objectives

Objective +x'' bp Objective

Personnel costs

– based on the Objective of “fixed personnel costs and freelance costs/revenue” in the annual budget validated by the Supervisory Board in March 2023

Results

Target Objective achieved and exceeded by 80 basis points

Personnel costs

– based on the Objective of “fixed personnel costs and freelance costs/revenue” in the annual budget validated by the Supervisory Board in March 2023

Achievement rate

100%

Personnel costs

– based on the Objective of “fixed personnel costs and freelance costs/revenue” in the annual budget validated by the Supervisory Board in March 2023

Amount of variable compensation to be paid

€144,000
Cash flflow and debt management – based on the Objective validated by the Supervisory Board in March 2023 Cash flflow and debt management

– based on the Objective validated by the Supervisory Board in March 2023

Weight

not-included
Cash flflow and debt management

– based on the Objective validated by the Supervisory Board in March 2023

Target and acquisition scale (straight‑line between the threshold and the maximum)

not-included
Cash flflow and debt management

– based on the Objective validated by the Supervisory Board in March 2023

Performance objectives

not-included
Cash flflow and debt management

– based on the Objective validated by the Supervisory Board in March 2023

Results

not-included
Cash flflow and debt management

– based on the Objective validated by the Supervisory Board in March 2023

Achievement rate

not-included
Cash flflow and debt management

– based on the Objective validated by the Supervisory Board in March 2023

Amount of variable compensation to be paid

not-included
Cash flow management

Cash flow management

Weight

10%

Cash flow management

Target and acquisition scale (straight‑line between the threshold and the maximum)

Threshold (80%) Target (100%)

Cash flow management

Performance objectives

Objective -x''' bp Objective

Cash flow management

Results

Target Objective exceeded by €95 million

Cash flow management

Achievement rate

100%

Cash flow management

Amount of variable compensation to be paid

€72,000
Debt Management

Debt Management

Weight

10%

Debt Management

Target and acquisition scale (straight‑line between the threshold and the maximum)

Threshold (80%) Target (100%)

Debt Management

Performance objectives

Objective -x''' bp Objective

Debt Management

Results

Objective not met

Debt Management

Achievement rate

0%

Debt Management

Amount of variable compensation to be paid

-

Achievement of the G&A objectives – based on the Objective validated by the Supervisory Board in March 2023 Achievement of the G&A objectives

– based on the Objective validated by the Supervisory Board in March 2023

Weight

10%
Achievement of the G&A objectives

– based on the Objective validated by the Supervisory Board in March 2023

Target and acquisition scale (straight‑line between the threshold and the maximum)

Threshold (80%) Target (100%)

Achievement of the G&A objectives

– based on the Objective validated by the Supervisory Board in March 2023

Performance objectives

Objective -x'''' bp Objective

Achievement of the G&A objectives

– based on the Objective validated by the Supervisory Board in March 2023

Results

Objective achieved

Achievement of the G&A objectives

– based on the Objective validated by the Supervisory Board in March 2023

Achievement rate

100%

Achievement of the G&A objectives

– based on the Objective validated by the Supervisory Board in March 2023

Amount of variable compensation to be paid

€72,000
CSR – the assessment of the progress of the CSR policy is carried out with regard to the following priorities: CSR

– the assessment of the progress of the CSR policy is carried out with regard to the following priorities:

Weight

not-included
CSR

– the assessment of the progress of the CSR policy is carried out with regard to the following priorities:

Target and acquisition scale (straight‑line between the threshold and the maximum)

not-included
CSR

– the assessment of the progress of the CSR policy is carried out with regard to the following priorities:

Performance objectives

not-included
CSR

– the assessment of the progress of the CSR policy is carried out with regard to the following priorities:

Results

not-included
CSR

– the assessment of the progress of the CSR policy is carried out with regard to the following priorities:

Achievement rate

not-included
CSR

– the assessment of the progress of the CSR policy is carried out with regard to the following priorities:

Amount of variable compensation to be paid

not-included
Diversity, equity and inclusion: the trajectory aims for 45% women in key management positions in 2025 with an indicative checkpoint of 43% at the end of 2023

Diversity, equity and inclusion: the trajectory aims for 45% women in key management positions in 2025 with an indicative checkpoint of 43% at the end of 2023

Weight

5%

Diversity, equity and inclusion: the trajectory aims for 45% women in key management positions in 2025 with an indicative checkpoint of 43% at the end of 2023

Target and acquisition scale (straight‑line between the threshold and the maximum)

Target (100%)

Diversity, equity and inclusion: the trajectory aims for 45% women in key management positions in 2025 with an indicative checkpoint of 43% at the end of 2023

Performance objectives

≈ 43%

Diversity, equity and inclusion: the trajectory aims for 45% women in key management positions in 2025 with an indicative checkpoint of 43% at the end of 2023

Results

With a rate of 43% women in key management positions at the end of 2023, the target Objective was achieved.

Diversity, equity and inclusion: the trajectory aims for 45% women in key management positions in 2025 with an indicative checkpoint of 43% at the end of 2023

Achievement rate

100%

Diversity, equity and inclusion: the trajectory aims for 45% women in key management positions in 2025 with an indicative checkpoint of 43% at the end of 2023

Amount of variable compensation to be paid

€36,000
Combating climate change: the trajectory aims for 100% of energy from direct renewable sources by 2030 with an indicative checkpoint of around 50% at the end of 2023 Objective

Combating climate change: the trajectory aims for 100% of energy from direct renewable sources by 2030 with an indicative checkpoint of around 50% at the end of 2023 Objective

Weight

5%

Combating climate change: the trajectory aims for 100% of energy from direct renewable sources by 2030 with an indicative checkpoint of around 50% at the end of 2023 Objective

Target and acquisition scale (straight‑line between the threshold and the maximum)

Target (100%)

Combating climate change: the trajectory aims for 100% of energy from direct renewable sources by 2030 with an indicative checkpoint of around 50% at the end of 2023 Objective

Performance objectives

≈ 50%

Combating climate change: the trajectory aims for 100% of energy from direct renewable sources by 2030 with an indicative checkpoint of around 50% at the end of 2023 Objective

Results

With an indicative checkpoint of 60% in 2023, the target Objective was achieved and exceeded.

Combating climate change: the trajectory aims for 100% of energy from direct renewable sources by 2030 with an indicative checkpoint of around 50% at the end of 2023 Objective

Achievement rate

100%

Combating climate change: the trajectory aims for 100% of energy from direct renewable sources by 2030 with an indicative checkpoint of around 50% at the end of 2023 Objective

Amount of variable compensation to be paid

€36,000
Total (fifinancial and non‑fifinancial criteria) Total (fifinancial and non‑fifinancial criteria)

Weight

100%
Total (fifinancial and non‑fifinancial criteria)

Target and acquisition scale (straight‑line between the threshold and the maximum)

not-included
Total (fifinancial and non‑fifinancial criteria)

Performance objectives

not-included
Total (fifinancial and non‑fifinancial criteria)

Results

not-included
Total (fifinancial and non‑fifinancial criteria)

Achievement rate

96%
Total (fifinancial and non‑fifinancial criteria)

Amount of variable compensation to be paid

€691,200

All objectives were achieved or exceeded with the exception of Debt Management. Subject to the approval of the General Shareholders’ Meeting, the Supervisory Board, on the proposal of the Compensation Committee, approved the payment of variable compensation of euro 691,200 in respect of 2023 (i.e. 96% of the target variable compensation of Mr. Michel‑Alain Proch), taking into account all the items detailed above.