Groupe Renault - 2020 Universal Registration Document

314 GROUPE RENAULT I UNIVERSAL REGISTRATION DOCUMENT 2020 Find out more at group.renault.com 03 COMPENSATION OF DIRECTORS AND CORPORATE OFFICERS CORPORATE GOVERNANCE 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 Customer satisfaction / Quality: 11.11% (out of a maximum of 16.66%) c) Out of three indicators related to this criterion, two have been achieved: Incident rate: this indicator, called GMF 3MIS WORLD, is a measurement of the P number of incidents on vehicles after three months on the road. The reduction of this rate has been achieved with, at the end of September 2020, a 16% reduction compared to the previous year for an annual reduction target of 15%. On the recommendation of the Governance and Compensation Committee, the Board considered that this indicator had been achieved; Number of complaints per vehicle: this indicator was not available because the P survey was stopped in the course of the year due to the Covid-19 crisis. On the recommendation of the Governance and Compensation Committee, the Board considered that this indicator had not been achieved; Customer satisfaction level: this level is measured through satisfaction surveys P conducted among customers who visited Groupe Renault's sales and after-sales dealerships. Each customer gives a score and the final result is the dealer's Net Promotor Score (NPS). This NPS is then consolidated by country by summing up all the dealers' NPS in the country. This KPI aims to significantly improve the NPS in at least 80% of Renault's 16 largest markets (France, Germany, Italy, Spain, United Kingdom, Poland, Belgium, Romania, Russia (excluding Lada in 2020), Turkey, Morocco, India, Argentina, Brazil, Colombia, South Korea). The result obtained on this scope was 81%, exceeding the target set. On the recommendation of the Governance and Compensation Committee, the Board considered that this indicator had been achieved. Having noted that the overall rate of achievement of the performance criteria was 64.43% for the 2020 financial year and recalling that Ms Clotilde Delbos’ gross annual fixed compensation was €162,456 for her term of office during the 2020 financial year (the gross annual amount of €371,329 prorated over the period from January 1 to June 30, 2020, and reduced by 25% for the second quarter of 2020 in a spirit of responsibility towards all of the Group's stakeholders who have made efforts or experienced the effects of the Covid-19 crisis), the Board of Directors decided to set Ms Clotilde Delbos’ gross variable compensation in respect of the 2020 financial year at €104,665. Ms Clotilde Delbos also benefits, pursuant to her employment contract with Renault s.a.s, from a variable compensation that may reach 150% of her base salary if all performance objectives are met (see paragraph “Compensation components of Ms Clotilde Delbos in respect of her employment contract with Renault s.a.s” below). Multiyear variable compensation N/A N/A The interim Chief Executive Officer does not receive any multi-year variable compensation. Exceptional compensation N/A N/A The interim Chief Executive Officer does not receive any exceptional compensation. Stock options, performance shares or any other long-term benefit (stock warrants, etc .) 27,500 performance shares = €582,374 (book value in respect of the 2020 financial year) The Board of Directors of February 13, 2020 awarded 27,500 performance shares in respect of the 2020 financial year to the interim Chief Executive Officer. This allocation of performance shares to the interim Chief Executive Officer represented 0.0092% of Renault SA’s share capital. Out of these 27,500 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). Ms Clotilde Delbos was also granted 20,000 performance shares under her employment contract for the 2020 financial year (see paragraph "Elements of Ms Clotilde Delbos' compensation under her employment contract with Renault s.a.s." below). Compensation for directorship N/A N/A The interim Chief Executive Officer, as she is not a director, did not receive any compensation in this respect. Benefits of any kind N/A N/A The interim Chief Executive Officer does not receive benefits of any kind in respect of her corporate office. It should be noted that Ms Clotilde Delbos benefits from certain benefits in kind under her employment contract with Renault s.a.s (see paragraph "Elements of Ms Clotilde Delbos' compensation under her employment contract with Renault s.a.s" below).