BIC - 2020 Universal Registration Document

CORPORATE GOVERNANCE

Corporate Officers’ remuneration

CALCULATION RULES OF PERFORMANCE CONDITIONS FOR THE VESTING OF PERFORMANCE SHARES (for 100 shares)

110%

105%

100% 100%

100%

100%

95%

90%

90%

85%

80%

80%

75%

70%

60%

0%

Performance achievement

Bonus Payout

Share Holding Requirement Guidelines BIC Executive Corporate Officers (as well as Executive Committee members) are required to keep 20% of shares granted in registered form, until their mandate expires or they are not part of the Executive Committee any more. The 20% holding requirement is reduced to 10% when the Chief Executive Officer and the ● Executive Vice-President own five or three years, respectively, of their base remuneration in BIC shares; is waived when, and as long as, the Executive Committee ● members own two years of their base remuneration in BIC shares.

Note: The reference for base salary is the annual gross base salary of December 31 st of the previous year (Year Y-1). The number of shares to hold is calculated using the average share price at close of market for the last 30 trading days of the previous year (Year Y-1), multiplied by the average exchange rate at close of market of the previous year (Year Y-1) as published by BIC Group Treasury. On December 30, 2020, the CEO has already fulfilled this minimum requirement with more than five years of his base salary owned in BIC shares.

Grant of Stock Options (2021) For the Executive Corporate Officers, the maximum IFRS value at grant that each individual may be allocated is per the chart below.

Position

Maximum IFRS Value of Stock Options at Grant Date

Chief Executive Officer

2,500,000 euros, representing circa 1.4 times his annual target remuneration

Performance conditions for Stock options The Stock options “Achieving Horizon” plan is based on stringent long-term performance conditions directly linked to the delivery of the Horizon plan. Objectives are set by the Board at the beginning of the vesting period and are focused on growth and profitability. The Board will assess achievement versus the performance conditions and decide the vesting of grants, as appropriate, when fiscal year 2025 results are published, aligned with the timing of the Horizon plan. No progressive or phased vesting is considered for this plan (cliff effect). The vesting is capped at 100% of the total target number of options.

The total number of Stock options granted to the Executive Corporate Officers (over the period covered by the resolution approved by the General Meeting of Shareholders) will not exceed 1% of the share capital as of the date of the decision made by the Board of Directors to grant the options.

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• BIC GROUP - 2020 UNIVERSAL REGISTRATION DOCUMENT •