LEGRAND_REGISTRATION_DOCUMENT_2017

APPENDIX Appendix 4

Consequently, in the fourth resolution you are asked to approve the compensation components listed below, paid or attributed in respect of the financial year ended December 31, 2017 to Mr. Gilles Schnepp.

Compensation components paid or attributed for the 2017 financial year to Mr. Gilles Schnepp, Chairman and Chief Executive Officer, submitted to shareholders’ approval

Compensation components paid or attributed

Amounts or accounting valuation submitted for vote Details

for the financial year ended December 31, 2017

Gross fixed annual compensation set by the Board of Directors onMarch 3, 2011, and unchanged since that date. The Board of Directors decided that the variable compensation of Mr. Gilles Schnepp in respect of the 2017 financial year could vary between 0% and 120% of fixed annual compensation (with a target value set at 80% of the fixed annual compensation) and would be determined as follows: W from 0% to 90% of the annual fixed compensation (with a target value set at 60%) depending on a quantifiable portion (representing 3/4 of annual variable compensation) calculated on the basis of criteria relating to (i) the achievement of a certain level of “adjusted operating margin”, (ii) the 2017 organic growth in revenues, (iii) the 2017 revenues growth (including the effect of the acquisitions), and (iv) Legrand’s inclusion in benchmark CSR indices; and W from 0% to 30% of annual fixed compensation (with a target value set at 20%) depending on a qualitative portion (representing 1/4 of annual variable compensation) calculated on the basis of criteria relating to (i) revenue growth (increased market share, new products, sales policies, access to new markets, partnerships (including outside France), expansion in the new economies), (ii) external growth policy (compliance with set priorities, emphasis on multiples paid, quality of integration for acquisitions already made), and (iii) other general criteria, particularly risk management, labour issues, and succession plans. Based on the diligence and proposals of the Compensation Committee, the Board, at its meeting on March 20, 2018, set: W at 79.4% of the annual fixed compensation, the amount of the portion of the 2017 variable compensation resulting from the achievement of quantifiable targets; and W at 29% of annual fixed compensation, the amount of the portion of the 2017 variable compensation resulting from the achievement of qualitative targets, therefore corresponding to a rate of achievement of 90.3% (equal to 108.4% divided by 120%) of the maximum annual variable compensation and 135.5% (equal to 108.4% divided by 80%) of the target, i.e. €677,500 (details of the rate of achievement of the quantifiable and qualitative criteria are presented in section 6.2.2.1 of the Company’s Registration Document). However, it should be noted that Mr. Gilles Schnepp chose, on its own initiative, to waive a portion of this variable compensation in respect of 2017 so as to keep it at the same level as 2016, i.e. €535,000.

Fixed compensation

€625,000

Annual variable compensation*

€535,000

Deferred variable compensation

Not applicable There are no plans to allocate any deferred variable compensation.

* Component of compensation, the payment of which is subject to the approval of the Annual Combined General Meeting of May 30, 2018, pursuant to paragraph 2 of section II of article L. 225-100 of the French Commercial Code.

A

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REGISTRATION DOCUMENT 2017 - LEGRAND