Groupe Renault - 2020 Universal Registration Document

309 GROUPE RENAULT I UNIVERSAL REGISTRATION DOCUMENT 2020 03 COMPENSATION OF DIRECTORS AND CORPORATE OFFICERS GROUPE RENAULT GROUPE RENAULT: A COMPANY THAT ACTS RESPONSIBLY CORPORATE GOVERNANCE FINANCIAL STATEMENTS RENAULT AND ITS SHAREHOLDERS ANNUAL GENERAL MEETING OF RENAULT ON APRIL 23, 2021 ADDITIONAL INFORMATION Compensation components submitted for approval Amounts paid during the past financial year Amounts awarded in respect of the past financial year or book value Presentation Stock options, performance shares or any other long-term benefit (stock warrants, etc .) 75,000 performance shares = €1,165,827 (book value in respect of the 2020 financial year) The Board of Directors of July 29, 2020 awarded 75,000 performance shares in respect of the 2020 financial year to the Chief Executive Officer, in accordance with the compensation policy approved by the General Meeting of June 19, 2020. This allocation of performance shares to the Chief Executive Officer represented 0.0254% of Renault SA’s share capital. Out of these 75,000 performance shares, the number of shares definitively vested will depend on achievement of the following performance criteria: total shareholder return (TSR), for 20% maximum; P free cash flow (FCF), for 30% maximum; P percentage of models manufactured on the Alliance platforms, for 30% maximum; P and global carbon footprint, for 20% maximum. P These performance criteria will be measured over a cumulative three-year period (2020, 2021 and 2022). Compensation for directorship N/A N/A The Chief Executive Officer, as he is not a director, did not receive any compensation in this respect. Benefits of any kind €4,959 €4,959 (book value; pro-rated) The Chief Executive Officer benefited from two company cars and one company car with driver. He also benefited from an international healthcare coverage, as well as the same life insurnance and supplementary healthcare schemes as for employees working in France. In 2020, the Chief Executive Officer benefited from a relocation assistance service similar to the assistance provided for Groupe Renault’s employees recruited abroad (tax and administrative procedures, removal costs, assistance in looking for accommodation, temporary housing, etc .). Termination benefit €0 €0 The Chief Executive Officer is entitled to a severance payment equal to the average of the last two years’ gross fixed and variable annual compensation, payable in one instalment within six months of the departure, in the event of dismissal at the initiative of the Board of Directors and subject to the achievement of performance conditions set by the Board of Directors. This termination benefit will not be paid in the event of dismissal for serious or gross misconduct. The total termination benefit and non-compete indemnity, in the event of implementation of the non-compete agreement (see below), may not exceed two years of annual fixed and variable compensation. At its meeting held on February 13, 2020, the Board of Directors set the performance conditions for payment of the termination benefit. In order to receive this benefit, the following cumulative conditions should be met over the last two financial years preceding the departure (only one financial year in the event of departure during 2021): a minimum total achievement rate of 80% of the performance criteria for the P annual variable compensation of the Chief Executive Officer; achievement of the Group’s free cash flow target. P