QUADIENT - 2020 Universal Registration Document

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CORPORATE GOVERNANCE REPORT Remuneration of managers and directors

Performance shares

Number of shares to be allocated

Date of General Meeting

Duration of authorization

1 July 2016

400,000

26 months

30 June 2017

400,000

26 months

28 June 2019

400,000

14 months

6 June 2020

400,000

14 months

The awards granted are listed in table #9 of the Afep-Medef recommendations in this section.

Employee savings plan

A Group Company savings plan (PEE) was introduced by Quadient S.A. in September 1998. Employees of Quadient S.A. or French companies related to it as defined in article L.225-180 of the French commercial code, are eligible to join the Quadient Group Company savings plan, subject to a minimum of six months of service in the Company. A collective pension saving scheme (PERCO) was introduced in Quadient S.A. and the Group’s French companies, open to employees that have a minimum of three months of service in the Company. A collective employee shareholding fund (FCPE) was created and approved by the Securities and Stock Exchange

Commission, now the AMF, on 19 January 1999. This fund was created to manage the amounts received under the Quadient group company savings plan. The Quadient FCPE mainly invests the amounts received in Quadient shares and the investments are frozen for a period of five years, except in legally-allowed cases of early release. The Quadient S.A. General Meeting of 6 July 2020 granted the Board of Directors the powers required to issue, on one or more occasions and over a 26-month period, shares reserved in particular for employees benefitting from the Quadient Group Company savings plan, subject to a nominal limit of 600,000 euros.

2.4.4

REMUNERATION POLICY OF DIRECTORS

TABLE OF REMUNERATION RECEIVED BY DIRECTORS ❚ TABLE #3 AFEP-MEDEF CODE ❚

January 31, 2021

January 31, 2020

(In euros)

Remuneration of directors Martha Bejar

41,500

31,500

Hélène Boulet-Supau

51,500

51,500

Éric Courteille

51,500

51,500

Virginie Fauvel

41,500

41,500

William Hoover Jr.

41,500

28,133

Christophe Liaudon, employee representing director

31,500

13,125

Nathalie Labia, employee representing director

11,454

-

Vincent Mercier

61,500

76,500

Richard Troksa

51,500

51,500

Nathalie Wright

38,636

35,567

Total compensation of non-executive directors

422,090

380,825

Other remuneration

-

-

Chairman remuneration as a director

30,000

30,000

Chief Executive Officer’s remuneration of director

30,000

30,000

TOTAL REMUNERATION OF NON-EXECUTIVE DIRECTORS, CHAIRMAN AND CHIEF EXECUTIVE OFFICER

482,090

440,825

Maximum amount authorized by the General Meeting

495,000

495,000

In respect of their mandate as a director, the Chairman of the Board and the Chief Executive Officer receive a fixed amount of 30,000 euros per year for 100 attendance.

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UNIVERSAL REGISTRATION DOCUMENT 2020