ORANO // Annual Activity Report 2024

CORPORATE GOVERNANCE AND GENERAL INFORMATION

Compensation of corporate of fi cers

C - Other The Chairman of the Board of Directors does not receive any other compensation or bene fi ts within the meaning of the Afep-Medef Code. Chief Executive Of fi cer A - Fixed compensation The Chief Executive Of fi cer receives fi xed annual compensation within the limit of the Cap. The amount of this fi xed component is determined on the basis of personal criteria (including work history, experience, length of service and responsibilities), industry-speci fi c criteria, and criteria related to the general economic environment and the Company’s public shareholding position. B - Variable compensation In order to adjust the Chief Executive Of fi cer’s compensation to the environment, strategy and performance of the Company, and thereby contribute to the good implementation of the Company’s commercial strategy and to the continuity of its operations, an annual variable component linked to performance may be paid to the Chief Executive Of fi cer in addition to the fi xed compensation, within the limits of the Cap. This annual variable component is, where applicable, paid based on the achievement of quantitative and qualitative targets approved for each fi nancial year by the Board of Directors. Each year, the Board of Directors de fi nes the distribution and allocation criteria of these targets. Those criteria must be precise and established beforehand. In accordance with the recommendations of the Afep-Medef Code, quantitative targets are predominant. This variable compensation is paid in cash, once a year. C - Exceptional compensation In the interest of the group and stakeholders, the Afep-Medef Code provides for the possibility of paying exceptional compensation to executive corporate of fi cers in very speci fi c circumstances. D - Compensation allocated to the Chief Executive Of fi cer as a Director Pursuant to the decision of the General Meeting of July 27, 2017, approved on September 7, 2017 by the French Minister for the Economy and Finance, in accordance with Article 3 of Decree No. 53-707 of August 9, 1953, as amended, the Chief Executive Of fi cer may receive compensation for his/her directorship, within the limit of the Cap. The Board of Directors considers that the annual fi xed component and the annual variable component linked to performance constitute the sole compensation for the of fi ce. Consequently, in order to avoid any cumulative compensation, the Chief Executive Of fi cer is asked to waive any compensation that he may receive as a Director pursuant to this policy. E - Bene fi ts in kind The Chief Executive Of fi cer may receive a non-cash bene fi t in the form of a company vehicle. This non-cash bene fi t is not part of the capped compensation.

F - Long-term compensation: award of free shares and award of share subscription or purchase options

Of fi cers may not receive multi-year or deferred compensation, performance shares or share purchase or subscription options. G - Severance and non-competition payments Severance payments The Chief Executive Of fi cer may be granted a severance payment of a maximum amount equal to one year of maximum gross annual fi xed and variable compensation. The Chief Executive Of fi cer shall not be eligible for any severance payment if he (i) intends to claim his pension rights shortly after the ending of the term of of fi ce for whatever reason, even dismissal, or (ii) comes to hold another position within the group. The above-mentioned severance payment shall only be paid in the event of dismissal of the Chief Executive Of fi cer, except for just cause. The severance payment shall be subject to performance conditions, in accordance with the following criteria: ● if the rate of ful fi llment of the quantitative and qualitative objectives set for the last two full fi nancial years averages out to at least 60%, the severance payment shall automatically be paid; ● if the rate of ful fi llment of the quantitative and qualitative objectives set for the last two full fi nancial years averages out to less than 60%, the Board of Directors shall appraise the performance of the person in question in view of the circumstances that affected the operation of the Company. The performance objectives shall be set every year by the Board of Directors. Non-competition payment In order to protect the legitimate interests of the Company, the Chief Executive Of fi cer may be granted a non-competition payment in exchange for the undertaking that he would not carry out, directly or indirectly, an activity that competes with that of the group (namely, in the nuclear fi eld, any mining activity in the fi eld of uranium, the conversion, enrichment, reprocessing of used fuel, the dismantling of nuclear facilities, the transport of materials and the management of waste, in the medical fi eld, any activity related to alpha therapy and any activity in the fi eld of electric batteries) in France, the United States, European Union countries, the United Kingdom and Switzerland for a period of one year from the date of termination of his or her term of of fi ce. The amount of this compensation, payable monthly in twelfths, would be equal to one year of maximum gross annual fi xed and variable compensation. The payment of the non-competition payment is excluded when the Chief Executive Of fi cer assumes his pension rights. In any event, no compensation may be paid beyond the age of 65. The Board of Directors reserves the right to waive the implementation of the non-competition commitment, in which case no compensation would be due.

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Orano - Annual Activity Report 2024