NATIXIS -2020 Universal Registration Document

2 CORPORATE GOVERNANCE

Management and oversight of corporate governance

whether Natixis’ compensation policy complies with regulations, V including for the category of staff referred to in the French Ministerial Order of November 3, 2014, as well as for employees referred to in French Law No. 2013-672 on the Separation and Regulation of Banking Activities (“SRAB”) and Section 619 of the US Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Volcker Rule”), or regulated categories of staff within Asset Management (AIFMD) or insurance activities (Solvency II); the annual review of Natixis’ compensation policy, specifically V those employee categories whose professional activities are likely to have a significant impact on the risk profile of Natixis or the Group. The CompensationCommitteemay have cause to review and issue an opinion on the insurance taken out by Natixis to cover its executive officers’ liability. The Compensation Committee reviews proposals related to the employee savings plan, including plans for a capital increase reserved for Natixis employees, and, where applicable, plans for a stock subscription or purchase, or for an allocation of bonus shares

to be submitted to the Board of Directors or the General Shareholders’ Meeting for approval. Natixis’ CEO provides the Compensation Committee with any documentsthat may assist it in performingits duties and to ensure it is fully informed. It confers with Natixis’ Internal Control Departments or outside experts as appropriate. C – Work of the Compensation Committee in 2020 The Compensation Committee met four times in fiscal year 2020. The attendance rate was 97% for the year as a whole. Each director’s individual attendance rate at Compensation CommitteeMeetings is provided in section 2.1.4of this chapter (see directors’ individual fact sheets) . Within a reasonable amount of time before a Committeemeeting, a digital file containing the items on the agenda is sent to each director via a secure digital platformfor reviewand analysis in preparationfor the meeting.

In 2020, the Committee focused on the following areas:

Executive corporate officers Senior Management Committee members

Approval of the variable compensation factors for 2019 after assessing the degree to which the quantitative V criteria and strategic objectives of the annual variable compensation of executive corporate officers were met and validation of the compensation principles for fiscal year 2020 put to a vote of the General Shareholders’ Meeting on May 20, 2020; Review of the financial conditions relating to the termination of the duties of François Riahi, Chief Executive Officer V of Natixis; Review of the compensation policy for the new Chief Executive Officer of Natixis, Nicolas Namias; V Long Term Incentive Plan for Senior Management Committee members; V Annual analysis of the recommendations of the Afep-Medef Code in terms of corporate officers' compensation. V Review of regulatory aspects; V Review of the compensation policy for members of the Board of Directors; V Deferred pay policy: definition of the performance conditions for the regulated staff for 2020; V Review of Natixis’ compensation policy, including of the deferred income rules and conditions for paying variable V compensation as well as the amounts of variable compensation for each business line; Review and monitoring of the achievement of performance conditions applicable to deferred variable V compensation; Analysis of the compensation for the heads of control functions and the regulated staff for fiscal year 2019; V Review of specific Risk and Compliance targets (2019 review & presentation of 2020 targets); V

Compensation policy and regulations

Analysis of compensation awarded to the 100 highest-paid employees; V 2019 annual report on compensation for the regulated staff under CRD IV; V Policy on gender equality and presentation of the Equal Pay Indexes. V Update on employee savings plans; V Information on the allocation of free shares by the Board of Directors on April 10, 2020; V Profit-sharing bonus for fiscal year 2019. V

Employee savings and shareholding

Three of the six members are independent (Anne Lalou, Diane de Saint Victor and Nicolas de Tavernost). The number of independent directors on the AppointmentCommittee is not greater than half the total number of members, despite the recommendation by the Afep-Medef code. It has a balanced composition (50% independent, 50% non-independent)and is chaired by an independentdirector (see summary table on compliance with Afep-Medef Code recommendations in section 2.1.3 of this chapter) . Furthermore, the opinions and proposals of the Appointment Committee are adopted if the majority of members present, including the Chairman, vote for them. Natixis’ Chief Executive Officer is involved as required with the Appointment Committee’s work. The AppointmentCommittee has beenchairedby Diane de Saint Victor since April 4, 2019.

Appointment Committee 2.2.2.4 A – Organization The Appointment Committee has six members. As of December 31, 2020, it was composed as follows:

Diane de Saint Victor

Chairman

Member Member Member

Daniel de Beaurepaire Nicole Etchegoïnberry

Philippe Hourdain (position held by Thierry Cahn until 20/05/2020)

Anne Lalou

Member Member

Nicolas de Tavernost

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NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2020