Saint-Gobain // Universal Registration Document 2021

5

Corporate governance Compensation of the management and governing bodies

Compensation components paid to Directors during the 2021 fiscal year 2.1.2 or granted in respect of the same fiscal year, subject to the approval of the General Shareholders’ Meeting of June 2, 2022 (Say on Pay ex post)

In accordance with Articles L.22-10-34 I and L.22-10-9 I of the French Commercial Code, the fixed, variable and exceptional components of the total compensation and benefits of any kind paid during the year or granted for the same fiscal year to corporate officers are submitted every year for the approval of the Ordinary Shareholders’ Meeting. This vote is binding (as opposed to an advisory vote).

The table below shows the individual compensation received by the members of the Board of Directors (fixed and variable components combined) for their mandate as Directors in respect of fiscal years 2020 and 2021 pursuant to the Compensation policy outlined in Section 2.1.1 above.

Table 3 – Summary of each non-executive corporate officer' compensation (AMF nomenclature)

Gross amounts received (in EUR) for 2021 fiscal year

Non-Executive corporate officers

for 2020 fiscal year (9)

Jean-François Cirelli (1)

79,934 88,538 73,878

37,872 79,967 57,794 79,967 87,963 80,235 82,990 36,579 76,933 76,933 80,235 81,565 73,508 79,773 - 7,289

Lydie Cortes (2)

Sibylle Daunis-Opfermann (3)

Lina Ghotmeh (4) Iêda Gomes Yell Anne-Marie Idrac Pamela Knapp Agnès Lemarchand Frédéric Lemoine (5) Dominique Leroy Jacques Pestre (6)

6,907

85,560 105,948 90,127 95,526

-

84,072

-

Denis Ranque (7) Gilles Schnepp

81,359 88,538 85,560 88,538 45,515

Jean-Dominique Senard Philippe Thibaudet (2)

Philippe Varin (8)

TOTAL

1,100,00

1,019,604

Director as of June 4, 2020. (1) It should be noted that, at the time they took up their positions and for the entire duration of their terms as Employee Directors, Mrs. Lydie Cortes (2) and Mr. Philippe Thibaudet each decided to donate to the trade unions with which they are each affiliated, i.e. the Confédération Française Démocratique du Travail (for Mrs. Lydie Cortes) and the Confédération Générale du Travail (for Mr. Philippe Thibaudet), respectively, all compensation (net of social charges) paid by the Company for their terms as Directors. The net amount of this compensation is consequently paid directly by Compagnie de Saint-Gobain to these trade unions. Director representing employee shareholders as from March 26, 2020, when she was co-opted by the Board of Directors to replace Mr. Jacques (3) Pestre, who retired on March 9, 2020. Director as from November 25, 2021, date of her co-option by the Board of Directors to replace Mr. Denis Ranque, who resigned. (4) Director until June 4, 2020. (5) Director representing employee shareholders until March 9, 2020. (6) Director until November 25, 2021. (7) Director until June 3, 2021. (8) The gross amounts received for 2020 by the Directors take into account the reduction of 25% in the amount of their compensation due (9) for as long as the Group’s employees were, in 2020, subject to partial employment in the context of the emergency measures taken by the French Government to halt the spread of the Covid-19 pandemic.

With the exception of the Employee Directors and the Director representing employee shareholders, who received compensation for their salaried positions, the non-Executive Directors received no other compensation from the Company or any Saint-Gobain subsidiary for their mandates in respect of the 2020 and 2021 fiscal years.

SAINT-GOBAIN UNIVERSAL REGISTRATION DOCUMENT 2021 182

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