QUADIENT - 2020 Universal Registration Document

CORPORATE GOVERNANCE REPORT Remuneration of managers and directors

Remuneration of managers 2.4 and directors

Letter from the Chairman of the Appointments and Remuneration Committee Dear Shareholders,

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On behalf of the Board, I am pleased to present to you with the Remuneration Report of the Company for the fiscal year ended 31 January 2021. Like most companies, we have lived an extraordinary year in the midst of the COVID-19 pandemic. The abruptness and unprecedented magnitude of the health crisis forced us to adopt fast and mindful decisions as early as the end of February 2020 to protect our employees and preserve our business, strongly impacted by the lockdowns, while always keeping in mind the interests of our shareholders. The Committee and the Board, altogether, have been pleased to witness the swift actions, reorganization and reprioritization that allowed the Company to maintain a strong performance following our key financial indicators. Our employees and their health remained a top priority for the Company in 2020, and we first focused on measures to support all of them to mitigate the consequences of the crisis on their professional and personal lives, as well as preserving their remuneration levels wherever possible. The Chief Executive Officer decided in April 2020 to waive his entire 2020 variable annual remuneration and the payment of his supplementary pension for the year, which represented a sacrifice of 57 of his target total cash remuneration for 2020. The Company’s top management team also demonstrated solidarity by freezing their 2020 salary increases and accepting to reduce a significant part of their 2020 annual variable remuneration, reduced to 40 of on-target variable compensation for Executive Committee members and 60 for senior leaders. Additional measures were implemented, including: ensure Quadient’s employees health and safety, while ● maintaining continuity of service for Quadient’s customers and partners; limit the impact to revenue by motivating teams with ● tailored objectives and sales development programs based on synergies between solutions; mitigate the impact of a lower activity level to the ● Company’s profitability, through strict cost management measures; Overview of 2020

preserve cash generation and liquidity, following an ● in-depth review of our investment roadmap and prioritizing initiatives supporting future growth; and maintain an effective capital allocation policy, ● ultimately securing the payment of a dividend of 0.50 euros per share to shareholders for 2020. The combination of the financial focus shift, implementing measures to ensure that employees are protected and motivated, as well as the continuous support from our shareholders enabled Quadient to recover sooner than expected. In assessing compensation for 2020, the Appointments and Remuneration Committee and the Board appreciated that the 2020 second-half results improved even compared to 2019 second-half results on EBIT (+0.3 ), free cash flow (+91.1 million euros), and profitability (16.4 in 2020 versus 15.8 in 2019). In addition, the Board approved and monitored throughout the year a disciplined expense management plan that resulted in the savings target for 2020 being achieved. In this regard, the Appointments and Remuneration Committee, together with the Board, decided to propose several changes to the 2020 remuneration of Geoffrey Godet, and to his 2021 remuneration policy, for your approval at the next annual General Meeting. To reward the Chief Executive Officer for his relentless work and the notable financial recovery of the Company during 2020, the Board, upon recommendation of the Appointments and Remuneration Committee, decided to grant him a one-time exceptional remuneration, as it had been proposed and approved during the Annual General Meeting of 6 July 2020. Indeed, the Board considers that the Chief Executive Officer demonstrated a remarkable behavior and managed the risks of this crisis with great dedication. The Board estimates that, as announced in last year Remuneration Report and Letter to shareholders, the amount of the exceptional remuneration is reasonable and established with full conscience of the current economic conditions of Quadient. The amount of the exceptional remuneration has been determined by taking into account objective and measurable criteria for which the relative performance of the Chief Executive Officer has been assessed by the Board, in view of the value preservation and creation executed in 2020 for all stakeholders. Exceptional Remuneration

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UNIVERSAL REGISTRATION DOCUMENT 2020