Plastic Omnium - 2020 Universal Registration Document

CORPORATE GOVERNANCE Compensation of members of the Board of Directors and executive directors PLASTIC OMNIUM UNIVERSAL REGISTRATION DOCUMENT 2020 107 Components of compensation Amounts paid in fiscal year 2020 Amounts granted with respect to the fiscal year 2020 Comments Equalization payment €400,000 €400,000 At its meeting of July 18, 2019 the Board of Directors, on the recommendation of the Compensation Committee, decided to pay Mr. Laurent Favre a joining bonus of €400,000 in 2020, subject to his continued employment, granted in order to bring his compensation up to the level of his previous compensation prior to joining Compagnie Plastic Omnium SE. This compensation is also related to the fact that Laurent Favre is a new executive director from a company outside the Group (Article 25.4 of the AFEP-MEDEF Code). This was reported in a press release dated September 24, 2019. Director’s compensation €40,270 €40,270 Laurent Favre received compensation for his directorship with respect to fiscal year 2020 of €40,270. Variable salary compensation €100,000 0 Compensation paid for fiscal year 2019 pursuant to the employment contract of Laurent Favre, employment contract suspended since taking office as Chief Executive Officer on January 1, 2020. Exceptional compensation 0 0 Laurent Favre does not receive any exceptional compensation. Grant of stock options, performance shares or other long-term compensation 0 Valuation: €400,000 With respect to the allocation of performance shares in 2020, the Board of Directors decided during the fiscal year to implement a new Performance Share Plan under the authorization requested from the Combined Shareholders’ Meeting of April 26, 2018. The vesting of these shares is subject to the fulfillment of performance conditions which will be noted at the end of a vesting period of four years from the grant date. Half the number of shares vested would depend on the growth in net earnings per share, and the other half on the change in free cash flow. The Board of Directors defined a threshold for each of these criteria, below which no shares will be vested with respect to each of these criteria. These thresholds are not publicly disclosed for confidentiality reasons. The first full year taken into account for the assessment of the performance conditions for this grant will be 2020. The Board of Directors defined a threshold for each of these criteria, below which no shares will be vested with respect to each of these criteria. These thresholds are not publicly disclosed for confidentiality reasons. In accordance with the provisions of the AFEP-MEDEF Code, the Board of Directors meeting of September 24, 2019 set the percentage of compensation corresponding to the performance shares granted to the executive director. On the recommendation of the Compensation Committee, the Board of Directors has decided that Laurent Favre will receive an equivalent performance share award capped at €400,000 gross with respect to 2020 (value calculated on the award date). Signing bonus and relocation assistance €22,512 €22,512 Signing bonus approved by the Board of Directors on September 24, 2019 Payment of rents €34,276 €34,276 Payment of rents for a limited period approved by the Board of Directors on September 24, 2019 Supplementary pension plans No payment No payment Mr. Laurent Favre does not benefit in 2020 from Compagnie Plastic Omnium SE supplementary defined benefit collective pension plans. Benefits in kind Valuation: €13,057 Valuation: €13,057 Laurent Favre has a company car estimated to be valued at €13,057. Laurent Favre benefits from supplementary social protection schemes, in particular the welfare and health insurance scheme for Group employees in accordance with the decision of the Board of Directors of September 24, 2019.