NATIXIS - 2018 Registration document and annual financial report

CORPORATE GOVERNANCE Policies and rules established for determining compensation and benefits of any kind for corporate officers

AMF TABLE NO. 2 R

Summary of the compensation granted to each executive corporate officer In the tables below:

the expression “amounts paid” refers to compensation and a benefits actually paid to directors in connection with their duties over the year, irrespective of the date granted, including securities delivery.

the expression “amounts due or granted” refers to a compensation and benefits allocated to directors in connection with their duties over the year, irrespective of the payment date;

2

FY 2018

FY 2017

Amounts due or granted

Amounts due or granted (a)

Amounts paid

Amounts paid

Laurent Mignon, Chief Executive Officer (office held since May 14, 2009 until June 1, 2018) Fixed compensation for corporate office duties

€400,000 €452,734

€400,000

€960,000

€960,000

Annual variable compensation Extraordinary compensation

€1,660,863

€1,125,926 (b)

€1,263,517 (b)

€0 €0

€0 €0

€0 €0

€0 €0

Directors’ fees Benefits in kind

€818 (c)

€818 (c)

€2,379 (c)

€2,379 (c)

TOTAL

€853,552 (A)

€1,664,335

€2,623,242

€2,088,305

Laurent Mignon’s other compensation, cf. AMF table No. 3 François Riahi, Chief Executive Officer (office held since June 1, 2018) Fixed compensation for corporate office duties

- - - - -

- - - - -

€466,667 €528,190

€466,667

Annual variable compensation Extraordinary compensation

€827,706 (b)

€0 €0

€0 €0

Directors’ fees Benefits in kind

€1,388 (c)

€1,388 (c)

TOTAL

€996,245 (d)

€1,295,791

-

-

François Riahi’s other compensation for his duties at BPCE

€602,359 - At its meeting of May 23, 2018, Natixis' Board of Directors also allocated 11,661 performance shares to Laurent Mignon, Chief Executive Officer (a) until June 1, 2018, prorated to reflect the length of the time served in office in 2018, valued at €80,000 on the allocation date and, at its May 23, 2017 meeting, it allocated 29,911 performance shares valued at €192,000 on the allocation date. This amount includes payment of deferred variable compensation and securities delivery in respect of previous years. Excluding collective variable (b) compensation (collective incentive plan and profit-sharing) awarded to François Riahi for the 2017 fiscal year and for his duties as Co-Head of Corporate Investment Banking. Securities delivery under the Senior Management Committee Long-Term Incentive Plans is presented in AMF table No.7. The reported amount comprises the family allowance. In addition, under social protection, €7,066 in benefits in kind were declared in 2018 for (c) Laurent Mignon. At its meeting of August 2, 2018, Natixis' Board of Directors also allocated 13,605 performance shares to François Riahi, Chief Executive Officer (d) from June 1, 2018, prorated to reflect the length of the time served in office in 2018, valued at €93,333 on the allocation date. €323,396 -

Compensation paid to Laurent Mignon in 2018 for his duties as Chief Executive Officer of Natixis comprised €400,818 in fixed compensation and fringe benefits and €1,263,517 in variable compensation, the breakdown of which is detailed below. The performance condition of the deferred portion of variable compensation granted to Laurent Mignon is that Natixis’ net operating income be strictly positive. As this condition was met for the 2018 fiscal year, the portion relating to the three previous periods was paid to the beneficiary. The difference between amounts granted and the amounts actually paid is correlated to the market capitalization at the Euribor rate for the cash portion, and to the change in the share price for the portion indexed to the Natixis share price.

Compensation paid to François Riahi in 2018 in connection with his duties as Chief Executive Officer of Natixis was composed of €468,055 in fixed compensation and fringe benefits and €827,706 in variable compensation, the breakdown of which is detailed below. The performance condition for the deferred portion of variable compensation granted to François Riahi is that Natixis’ net operating income be strictly positive. As this condition was met for the 2018 fiscal year, the portion relating to the three previous periods was paid to the beneficiary. The difference between amounts granted and the amounts actually paid is correlated to the market capitalization at the Euribor rate for the cash portion, and to the change in the share price for the portion indexed to the Natixis share price.

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Natixis Registration Document 2018