SAINT_GOBAIN_REGISTRATION_DOCUMENT_2017

Corporate governance Management and Directors’ compensation

The performance conditions for stock options granted by the Group are demanding, as evidenced by the achievement rates for the three latest stock option plans for which the performance condition has been determined (58.9% for the 2013 (1) plan, 16.5% for the 2012 plan, and 0% for the 2011 plan). The following table shows stock options granted to the ten highest-paid non-executive employees, and options exercised by them in 2017 (global information). TABLE 9 – OPTIONS GRANTED TO THE TEN EMPLOYEES (EXCLUDING EXECUTIVE OFFICERS) WHO WERE GRANTED THE HIGHEST NUMBER OF OPTIONS AND OPTIONS EXERCISED BY THEM (AMF NOMENCLATURE) Total options granted or subscribed or purchased shares Weighted average price Plans

Options granted during the year by the issuer and any company included within the scope of the options allocation, to the ten employees of the issuer or of any company within this scope with the highest number of options granted (global information) Options on the issuer and the companies referenced above, exercised during the year by the ten employees of the issuer or of these companies with the highest number of options thus purchased or subscribed (global information)

132,500

€49.38

2017

129,643

€30.86

2008-2009-2012

6

(1) For the record, the performance condition for the 2013 stock option plan, which became exercisable on November 21, 2017, is set out on page 90 of the 2013 Registration Document: “Performance conditions [are] linked, for stock options, to Saint-Gobain’s stock market performance compared with a reference stock market index which is based for 50% on the CAC 40 and for 50% on a sample of eight listed companies - NSG, 3M, Imerys, CRH, Travis Perkins, Wolseley, Owens Corning and Rockwool - operating in one or more of Saint-Gobain’s businesses (with each accounting for 1/8th of the 50%).” “The applicable performance conditions are as follows: a) for the stock options, Saint-Gobain’s stock market performance will be calculated by comparing average prices for Saint-Gobain shares for the six months to November 21, 2013 with the average prices for the six months to November 21, 2017. Based on this comparison, at the end of the four-year vesting period the options will be exercisable as follows: -if Saint-Gobain’s stock market performance exceeds that of the reference index by at least 10%, all of the options will be exercisable; -if Saint-Gobain’s stock market performance is between 10% higher and 20% lower than that of the reference index, the number of exercisable options will be calculated by the following formula: ([Saint-Gobain’s stock market performance/performance of the index] - 80%) / (110% - 80%) -if Saint-Gobain’s stock market performance is 20% or more below that of the reference index, none of the options will be exercisable.”

169 SAINT-GOBAIN - REGISTRATION DOCUMENT 2017