QUADIENT - 2020 Universal Registration Document

CORPORATE GOVERNANCE REPORT Remuneration of managers and directors

2.4.3

PAY RATIO

This presentation was made in accordance with the terms of article L.22-10-9 of the French commercial code. The ratios below have been calculated on the basis of fixed and variable remuneration, incentive schemes, profit-sharing and benefits in kind paid during the years in question, i.e. financial years 2018, 2019 and 2020, as well as performance shares awarded during the same periods and valued at their fair value. The calculation of averages and medians takes into account 1,155 employees for the 2020 financial year, excluding executive directors. This scope covers employees who have been continuously compensated by one of Quadient’s French entities and who were present for the entire financial year in question.

The remuneration taken into account in 2020 in the calculation of the ratios relating to the Chairman of the Board of Directors, Didier Lamouche, for the remuneration solely relating to the exercise of his mandate as Chairman of the Board of Directors. As a result of the reorganization of Quadient and its subsidiaries implemented in 2018, Quadient is only materially able to report this information on a three-year basis and does not have the technical means for providing data prior to the financial year 2018.

2

January 31, 2021

January 31, 2020

January 31, 2019

Chairman of the Board of Directors Ratio of Chairman’s remuneration/average employee remuneration

2.4

2.4

2.8

Ratio of Chairman’s remuneration/median employee remuneration

3.1

3.0

2.8

Chief Executive Officer Ratio of Chief Executive Officer’s remuneration/ average employee remuneration Ratio of Chief Executive Officer’s remuneration/ median employee remuneration Employees of Quadient Change in average employees’ remuneration

30.5

29.7

16.7

38.2

37.4

21.0

(2.8)

+6.3

N/A

Financial performance of Quadient Change in revenue

(9.9) (17.1)

+4.7 (7.1)

N/A

Change in current operating income

N/A

Stock subscription or stock purchase options granted to the top ten non-corporate officer beneficiary employees and options exercised by the latter There have been no subscription or stock purchase plans since 2012. As regards to previous or ongoing plans, no options have been exercised by the top ten non-corporate officer employees.

The increase in the ratios relating to the remuneration of the Chief Executive Officer between 2019 and 2020 is due to the payment in 2020 of the variable element of his remuneration for 2019. Since Geoffrey Godet joined the Company on 1 February 2018, he did not receive any variable remuneration for 2017. As a reminder, the position of Chief Executive Officer was created on 1 February 2018 when the functions of Chairman and Chief Executive Officer were splited. The change between 2019 and 2020 in the average remuneration of employees is linked to the partial activity due to the COVID-19 health crisis where some people were partially unemployed during a limited time.

Stock subscription or stock purchase options

The following plans were approved:

Date of Annual General Meeting

Number of options to be allocated

Duration of authorisation

7 July 2009

960,000

38 months

These stock subscription or stock purchase options were granted to the executive team and the most high-potential employees having an impact on value creation within Quadient. Details of these subscription plans are provided in table #8 of the Afep-Medef code in this section.

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UNIVERSAL REGISTRATION DOCUMENT 2020