Danone // 2020 Universal Registration Document

corporate governance 6.3 Compensation and benefits of governance bodies DANONE UNIVERSAL REGISTRATION DOCUMENT 2020 258 Compensation components paid or granted in 2020 to the Chairman and Chief Executive Officer and on which the Shareholders’ Meeting on April 29, 2021 is asked to decide under the terms of the 11 th resolution Pursuant to Article L.22-10-34 II of the French Commercial Code: • the following compensation components are subject to approval by the Shareholders’ Meeting on April 29, 2021: fixed, variable and extraordinary compensation making up the total compensation and the benefits in kind paid or granted in 2020; • the annual variable compensation granted for fiscal year 2020 cannot be paid without the approval of the Shareholders’ Meeting on April 29, 2021. Compensation and benefits paid or granted to Mr. Emmanuel FABER in 2020 Compensation items submitted for approval by the Shareholders’ Meeting Amounts paid during 2020 Amounts granted in respect of 2020 fiscal year Presentation Fixed compensation €850,000 €1,000,000 Mr. Emmanuel FABER’s fixed compensation for 2020 takes into account the Board’s decision on May 19, 2020 to reduce the amount by 30% on a one-time basis from July 1 to December 31, 2020, in a spirit of solidarity given the Covid-19 health crisis. Annual variable compensation €1,025,000 In respect of 2019 fiscal year Compensation approved by the 10 th resolution of the Shareholders’ Meeting on June 26, 2020 €500,000 In respect of 2020 fiscal year Payment of this compensation is subject to approval by the Shareholders’ Meeting on April 29, 2021 (11 th resolution) The target annual variable compensation was fixed by the Board at €1,000,000 on February 25, 2020. This compensation is granted subject to performance conditions based on the fulfillment of quantifiable economic criteria (representing 60% of the target), social/environmental criteria (representing 20% of the target) and managerial criteria (representing 20% of the target). It is capped at 200% of the fixed compensation. Long-term variable compensation in cash (GPU) Not applicable Long-term variable compensation in cash corresponds to Group performance units. Mr. Emmanuel FABER has not been granted any GPU since 2017. Extraordinary compensation Not applicable Mr. Emmanuel FABER has not been granted any extraordinary compensation. Long-term compensation in shares (GPS) 34,200 GPS granted in 2016 were delivered under a GPS plan approved by the Shareholders’ Meeting on April 28, 2016 (17t h resolution). Wording for information only not subject to a vote in the 11 th resolution submitted to the Shareholders’ Meeting on April 29, 2021 €1,994,625 In respect of GPS granted in 2020 Long-term compensation in shares takes the form of Group performance shares (GPS). GPS are Company shares subject to performance conditions. For information, 34,200 2016 GPS were delivered in 2020, amounting to a book value of €2,012,670. The plan was approved by the Shareholders’ Meeting on April 28, 2016 (17 th resolution). In 2020, 37,500 2020 GPS amounting to a book value of €1,994,625 were granted and are liable to be increased to 39,375 GPS if the continuous employment condition is fulfilled, the free cash flow performance condition is fully met, the environmental condition is fully met and the sales growth condition is exceeded. The plan was approved by the Shareholders’ Meeting on June 26, 2020 (15 th resolution). This grant represented 0.005%of Danone’s share capital. See details of granting and performance conditions in section 6.4 Detailed information on long-term compensation plans . Stock options Not applicable The last stock options grant took place in November 2009 and none is currently in progress. Director’s compensation Not applicable Danone’s policy consists in not paying any compensation to the executive corporate officers for their directorship. Benefits in kind €7,444 In respect of 2020 fiscal year Corresponds to the group insurance plan and the car and driver pool. Severance pay and non-compete indemnity Not applicable Through a letter dated January 25, 2019, Mr. Emmanuel FABER terminated his employment contract (with effect from April 24, 2019) and waived his severance pay. His non-compete commitment ended concurrently with the termination of his employment contract. Supplementary pension plan Not applicable Since April 24, 2019, Mr. Emmanuel FABER benefited only from the defined-contributions retirement plan set up for the benefit of Danone employees.