2021 Universal Registration Document

CORPORATE GOVERNANCE

Corporate Officer remuneration

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

Payout of vested shares compared to performance

110%

105%

100%

95%

90%

85%

Performance achievement level 80%

75%

0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%

Proportional delivery of shares

Shareholding Requirement Guidelines BIC Executive Corporate Officers and Executive Committee members are required to retain 20% of shares granted as registered shares throughout their time in office. The 20% holding requirement applies to each grant and: is reduced to 10% when the Chief Executive Officer and the ● Executive Vice-President own the equivalent of five or three years, respectively, of their base remuneration in BIC shares; is waived when, and so long as, Executive Committee members ● own the equivalent of two years of their base remuneration in BIC shares (1) .

Achieving Horizon Stock Option Plan In 2021, the Board decided to leverage the use of stock options to strengthen the alignment of Senior Management and Shareholders with regard to the delivery of the Horizon strategy. After approval of the Annual General Shareholders Meeting in May 2021, a one-time exceptional grant of options, restricted to the Leadership Team, including the CEO, was decided, based on performance conditions and a 5-year vesting period. For the Executive Corporate Officers, the maximum IFRS value at grant is as indicated below.

Position

Maximum IFRS Value of Stock Options at Grant Date

Chief Executive Officer

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

Performance conditions for Achieving Horizon Stock option Plan The Achieving Horizon Stock options plan is based on demanding long-term performance conditions directly linked to the delivery of the Horizon plan. Objectives were set by the Board at the beginning of the vesting period focused on growth and profitability in line with the Horizon plan mid-single digit annual growth trajectory announced in November 2020. The Board will assess achievement

of the performance conditions when FY 2025 results are published. No progressive or phased vesting is considered for this plan (cliff effect). To this effect, if the performance conditions are not met no options may be exercised. The vesting is capped at 100% of the total target number of options regardless of whether the performance

conditions are overachieved.

The reference for base salary is the annual gross base salary at December 31 in the previous year (Year Y-1). (1) The number of shares that must be held is calculated using the average share price at close of market for the final 30 trading days in the previous year (Year Y-1), multiplied by the average closing exchange rate in the previous year (Year Y-1) as published by BIC Group Treasury. On December 31, 2021, the CEO had already fulfilled this minimum requirement with the equivalent of over five years of base salary in BIC shares.

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• BIC GROUP - 2021 UNIVERSAL REGISTRATION DOCUMENT •