BPCE - 2020 Universal Registration Document

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REPORT ON CORPORATE GOVERNANCE

RULES AND PRINCIPLES GOVERNING THE DETERMINATION OF PAY AND BENEFITS

PAY STATEMENT: JEAN-FRANCOIS LEQUOY

Fiscal year 2019

Fiscal year 2020

Member of the Management Board - Group Finance and Strategy (from September 14, 2020)

Amounts allocated

Amounts allocated €179,424 €99,358 (1)

Amounts paid

Amounts paid

Fixed pay

N/A N/A N/A N/A N/A N/A N/A N/A N/A

N/A N/A N/A N/A N/A N/A N/A N/A N/A

€179,424

Annual variable pay Multi-year variable pay

€0 €0 €0

€0 €0

Exceptional pay

Benefits in kind (company car, housing and other benefits)

€1,847 (2)

€1,847 (2)

Attendance fees

€0

€0 €0

Other pay

NA (3)

TOTAL

€280,629 €679,250

€181,271 €885,601

Other pay granted to Jean-François for his duties at Natixis (4)

Variable pay in respect of 2020, of which €49,678.9 (50%) paid in 2021 and the balance (50%) deferred over three years in equal shares of €16,559.6. (1) Company car allowance of €1,847. (2) Under his employment contract, Jean-François Lequoy benefits from BPCE’s profit-sharing agreement ("accord d'intéressement"). The individual amount granted to Jean-François (3) Lequoy for the year in question is unknown as of the publication date of the universal registration document of the year in question. Jean-François Lequoy received pay from Natixis, a company under the control of BPCE as defined by Article L. 233-16 of the French Commercial Code, for his duties as Director of (4) the Insurance Division from January 1, to September 13, 2020. The amount paid also includes payment and shares deliveries in respect of the deferred variable pay installments of previous years at Natixis.

PAY STATEMENT: FRANÇOIS RIAHI

Fiscal year 2019

Fiscal year 2020

Member of the Management Board – Chief Executive Officer of Natixis (until August 3, 2020)

Amounts allocated

Amounts allocated

Amounts paid

Amounts paid

Fixed pay

€0 €0 €0 €0 €0 €0 €0 €0

€0 €0 €0 €0 €0 €0 €0 €0

€0 €0 €0 €0 €0 €0 €0 €0

€0 €0 €0 €0 €0 €0 €0 €0

Annual variable pay Multi-year variable pay

Exceptional pay

Benefits in kind (company car, housing and other benefits)

Attendance fees

Other pay

TOTAL

Other pay granted to François Riahi for his duties at BPCE (before the date he was appointed as member of the Management Board and Chief Executive Officer of Natixis)

€0

€111,585 (1)

€0

€57,450 (2)

Other pay granted to François Riahi for his duties at Natixis (3) €1,256,143 (5) Amount paid to François Riahi in 2019 for the variable portion due in respect of 2018 (non-deferred portion) in respect of his duties as Member of the Management Board – Group (1) Finance (held from January 1, 2018 to May 31, 2018) prior to the date of his appointment as a member of the Management Board – Chief Executive Officer of Natixis. Amount paid to François Riahi in 2020 for the variable portion due in respect of 2018 (deferred portion) in respect of his duties as Member of the Management Board - Group (2) Finance (held from January 1, 2018 to May 31, 2018) prior to the date of his appointment as a member of the Management Board – Chief Executive Officer of Natixis. François Riahi received pay from Natixis, a company under the control of BPCE as defined by Article L. 233-16 of the French Commercial Code, for his duties as Chief Executive (3) Officer of Natixis. François Riahi, in respect of his position as Chief Executive Officer of Natixis, was also allocated 31,708 performance shares, valued at €160,000 at the grant date, at the Board of (4) Directors’ meeting on May 28, 2019, and 77,783 performance shares valued at €160,000 at the grant date at the Board of Directors’ meeting on May 20, 2020. This amount includes payment and shares deliveries in respect of the deferred variable pay installments of previous years and granted for other duties. Deliveries of shares (5) related to long-term incentive plans for members of the Natixis Executive Management Committee are presented in AMF Table 7. €1,790,646 (4) €1,551,632 (5) €474,743 (4)

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UNIVERSAL REGISTRATION DOCUMENT 2020 | GROUPE BPCE

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