NATIXIS - 2020 Meeting notice combined general shareholder's meeting

NATIXIS COMPENSATION POLICY

Chief Executive Officer Fixed compensation

Annual variable compensation Furthermore, the compensation of the Chief Executive Officer is closely tied to the Company’s performance, especially through annual variable compensation that is contingent upon the achievement of predetermined targets. Details regarding these targets and the extent to which they have been achieved at the end of the period, as assessed by the Board of Directors after consulting with the Compensation Committee, are then submitted to a vote at the General Shareholders’ Meeting. The criteria include quantitative targets related to the financial performanceof BPCE. As a reminder, Natixis is deeply embedded in Groupe BPCE in this regard, with intertwined strategic plans aimed at their mutual success. These criteria also include targets linked to Natixis’ performance as well as strategictargets, including interms of CSR.

The fixed compensationof the Chief Executive Officer is established based on the skills and expertise required to perform his duties and is in linewith marketpractices for similarroles. For fiscal year 2020, François Riahi’s gross fixed compensation remains unchanged from the previous fiscal year and amounts to €800,000.

For fiscal year 2020, the criteria for determining the annual variable compensation approved by the Board of Directors on February 6, 2020, following a review by the CompensationCommittee, and which will be put to a vote at the General Shareholders’ Meeting on May 20, 2020, are as follows:

Rules for determining variable compensation for 2020

Target set at 120% of the fixed compensation with a range from 0% to 156.75% of the target, i.e. a maximum of 188.1% of the fixed compensation. Quantitative criteria BPCE’s financial performance* 25% 12.5% net income (Group share) V 8.3% cost/income ratio V 4.2% net revenues V Quantitative criteria Natixis’ financial performance* 45% 11.25% net revenues V 11.25% net income (Group share) V 11.25% cost/income ratio V 11.25% ROTE V Strategic criteria 30% 5% oversight in terms of supervision and control V 5% progress on Transformation & Corporate Culture initiatives V 10% preparation of the new Strategic Plan and better distribution to the V CE & BP networks 5% improvement of Natixis’ position as a key player in CSR initiatives V 5% managerial performance V Methods for paying the Chief Executive Officer’s annual variable Order of November 3, 2014. In particular, the payment of a fraction compensation comply with applicable regulations, especially of the variable compensation awarded is deferred over time and regulatory provisions relating to control over compensation as set is conditional. This payment is spread over at least the three fiscal out in EuropeanDirectiveCRD IV of June 26, 2013,and its enactment years following the year in which the variable compensation into French law in the French Monetary and Financial Code, by is awarded and is contingent upon meeting the requirement the Ordinance of February 20, 2014, and the Ministerial Decree and for continued service withGroupe BPCE and performancecriteria. Underlying data. *

Portion paid in year N

with 50% indexed to the Natixis share price

Annual variable compensation 100 %

Year N+1 1/3 100 % in cash

Year N+2 1/3 50% in cash and 50% indexed to the Natixis share price

Year N+3 1/3 100% indexed to the Natixis share price

with 50% indexed to the Natixis share price At least 40% deferred over 3 years*

* CRD rules governing the portion of annual variable compensation that must be deferred. Deferred bonuses are subject to a continued service requirementand performance criteria.

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NATIXIS MEETING NOTICE 2020