PERNOD RICARD - Universal Registration Document 2019-2020

2. CORPORATE GOVERNANCE Compensation policy

Amounts paid during the past financial year

Amounts allocated during the past financial year

Components of compensation Annual variable compensation

Remarks

Handling of structure costs and adapting the organisation — to new challenges and opportunities (6%/9%): 9%. Structure costs have shown a sharp decrease over the year, with Pernod Ricard also demonstrating strong adaptability in a crisis scenario. CSR: operational implementation of the “Good Times from a Good Place” — strategy at the Executive Committee level, as defined in the action plans established within the brands and subsidiaries (6%/9%): 9%. Successful operational implementation of the “Good Times from a Good Place” strategy: acceleration of strategic initiatives (e.g. ban of single-use plastic from point-of-sale materials from 2021 compared with an initial target of 2025) while in addition, providing active support of communities during the Covid-19 crisis. Consequently, the total amount of Mr Alexandre Ricard’s variable compensation — for FY20 as Chairman and CEO was set at €297,000, i.e. 27% of his fixed annual compensation for FY20 (vs. a target of 110%). The variable compensation in respect of FY19 and FY18 respectively represented 158.71% and 161.49% of his annual fixed compensation. During FY20, the Board of Directors’ meeting held on 8 November 2019 decided, — on the recommendation of the Compensation Committee, to grant Mr Alexandre Ricard: 22,545 stock options ( i.e. approximately 0.008% of the Company’s share capital) — all subject to the external performance condition specified in the subsection “Allocation of stock options” in subsection 2.8.2 above, 3,579 performance-based shares ( i.e. approximately 0.001% of the Company’s — share capital) all subject to the internal performance condition specified in the subsection “Allocation of performance-based shares” in subsection 2.8.2 above, 5,780 performance-based shares ( i.e. approximately 0.002% of the Company’s — share capital) all subject to the external performance condition specified in the subsection “Allocation of stock options” in subsection 2.8.2 above; the same presence condition applies to Mr Alexandre Ricard and the other — beneficiaries of the allocation plan; it is noted that Executive Directors are subject to lock-in obligations in respect — of shares resulting from the exercise of stock options and the effective transfer of performance-based shares (see subsection “Stock option and performance-based share allocation policy” in subsection 2.8.2 above). Mr Alexandre Ricard, as Chairman and CEO, benefits from: — a one-year non-compete clause as described in the subsection “Non-compete — clause” in subsection 2.8.2 above, an imposed departure clause (maximum of 12 months’ compensation as described — in the subsection “Imposed departure clause” in subsection 2.8.2 above). In accordance with the AFEP-MEDEF Code, the overall amount of the non-compete — clause and the imposed departure clause (sum of both clauses) will be capped at 24 months’ compensation (fixed + variable). Pursuant to the regulated agreements and commitments procedure, the items — above were approved by the Shareholders’ Meeting held on 17 November 2016 (5 th  resolution). Mr Alexandre Ricard does not qualify for any multi-year variable cash compensation. — As an Executive Director, Mr Alexandre Ricard does not receive any compensation — in his capacity as Chairman of the Board of Directors. Mr Alexandre Ricard does not qualify for any special bonus. —

Multi-year variable compensation Compensation as Chairman of the Board

N/A

N/A

N/A

N/A

Special bonus

N/A

N/A

Allocation of stock options and/or performance-based shares

€549,985 (total IFRS value of stock options with an external performance condition) €549,973 (total IFRS value of performance- based shares with an internal performance condition) €549,909 (total IFRS value of performance- based shares with an external performance condition)

Welcome bonus or compensation for termination of office

No payment

No payment

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Pernod Ricard Universal Registration Document 2019-2020