Airbus // Universal Registration Document 2023

4. Corporate Governance

4.2 Interests of Directors and Principal Executive Officers

b) Total Direct Compensation and Peer Group The CEO’s total direct compensation (“ Total Direct Compensation ”) comprises a base remuneration (“ Base Salary ”), an annual variable short-term remuneration (“ Variable Remuneration ” or “ VR ”) and an award under the LTI plan (“ LTIP ”). The three elements of the Total Direct Compensation are each intended to comprise one third of the total, assuming the achievement of performance conditions is 100% of the applicable targets. The level of the Total Direct Compensation for the CEO (Base Salary, VR and LTIP) is set by reference to the median of an extensive peer group (as described in paragraph 4.2.1.3 item a) below) and takes into account the scope of the role of the CEO, and the level and structure of executive rewards within the Company. The benchmark is regularly reviewed by the RNGC, with the support of an independent consultant, and is based on a peer group which comprises: – – global companies in the Company’s main markets (France, Germany, UK, Spain and US), excluding financial institutions; and – – companies operating in the same industries as the Company worldwide.

The elements of the Total Direct Compensation are described below:

Remuneration Element

Main Drivers

Performance Measures

Target and Maximum

1/3 of Total Direct Compensation (when performance achievement is 100% of target).

Reflects market value of position.

Base Salary (in €)

Not applicable

4

Collective (50% of VR): divided between EBIT (1) (40%); Free Cash Flow (2) (40%) and Sustainability (20%). Individual (50% of VR): Achievement of annual individual objectives, divided between Outcomes and Behaviour. Vesting, subject to performance over a three-year period. In principle, no vesting if cumulative EBIT is negative. If cumulative EBIT is positive, vesting from 50% to 150% of grant based on EPS (75%) and Free Cash Flow (25%).

Rewards annual performance based on achievement of

The VR is targeted at 100% of Base Salary for the CEO and depending on the performance assessment, ranges from 0% to 200% of target. The VR is capped at 200% of Base Salary.

Variable Remuneration (in €)

Company performance measures and individual objectives.

The original allocation to the CEO is capped at 100% of Base Salary

Rewards long-term commitment and

at the time of grant. Vesting capped at 150% of initial grant (in number of Perform a nce Shares and/or Units). In addition, for the vesting of Performance Units: - - overall pay-out is capped at 250% of the original value at the date of grant; - - the value that could result from share price increases is capped at 200% of the reference share price at the date of grant.

Company performance, and engagement based on financial targets aligned with long-term objectives subject to cumulative performance over a three-year period.

LTIP (in Units and/or Shares)

(1) The Company continues to use the term EBIT (earnings before interest and taxes). It is identical to Profit before finance cost and income taxes as defined by IFRS Rules. (2) During 2023 Airbus defines the alternative performance measure FCF as the sum of (i) cash provided by operating activities and (ii) cash used for investing activities, less (iii) change of securities, (iv) contribution to plan assets for pension schemes, (v) realised treasury swaps and (vi) bank activities. It is a key indicator which allows the Company to measure the amount of Cash Flow generated from operations after cash used in investing activities.

The following graphic depicts three relevant scenarios for the outcome of the Total Direct Compensation:

Below Threshold

Target

Maximum

0

1

2

3

4

5

6

7

8

Base Salary Variable Remuneration (VR)

LTI paid in cash and/or shares

Indications assume a Base Salary of EUR 1.485 million. “Below Threshold” includes annual Base Salary; VR at 0%; LTIP not vesting. “Target” includes Base Salary, VR at target and LTIP grant face value in cash and/or in shares.

“Maximum” includes Base Salary; maximum VR value (200% of VR at target); maximum LTIP cash grant projected at vesting date (250% of grant value); maximum performance applicable to the number of shares granted (150%). The final value of Performance Shares depends on the share price development which is not capped. Illustrative table for a theoretical grant of 50% Shares / 50% Units.

243 Airbus Annual Report

Universal Registration Document 2023