Saint-Gobain // Universal Registration Document 2021

Corporate governance Compensation of the management and governing bodies

Compensation components paid during the 2021 fiscal year or granted in respect of that fiscal year to Mr. Benoit Bazin, Chief executive officer from July 1, 2021 to December 31, 2021 (Article L.22-10-34 II of the French Commercial Code) (Say on Pay ex post )

Amounts paid or granted or book value submitted to vote (in EUR)

Compensation components submitted to vote Supplementary pension arrangements

Description

None

Following the freezing of the defined-benefit supplementary pension plan with conditional rights, set up in 2012, pursuant to Article L. 137-11 of the French Social Security Code (the "2012 Plan"), a defined-benefit supplementary pension plan with certain rights, meeting the conditions set out in Article L. 137-11-2 of the French Social Security Code (the "2012/2 Plan"), could be set up following the publication of the instruction of the Social Security Department on December 23, 2020. This 2012/2 Plan provides continuity to the 2012 Plan due to consistency in terms of population and benefits. Therefore, the 2012/2 Plan is not an addition to the 2012 Plan but a gradual replacement of it. Indeed, the pension rights acquired annually in the 2012/2 Plan reduce the frozen rights in the 2012 Plan by the same proportion and are capped so that, when combined as the case may be with the frozen rights of the 2012 Plan, they do not allow the receipt of a benefit greater than that which could have resulted from the 2012 Plan if its closure had not been imposed by the Order of July 3, 2019. The characteristics of the 2012 and 2012/2 Plans are specified in the Chief executive officer's compensation policy for 2022 submitted for approval to the Ordinary Shareholders' Meeting (see Chapter 5, Section 2.2.4.2). The extension of the 2012/2 Plan to Mr. Benoit Bazin as from 2021 results from the Chief executive officer's compensation policy for 2021, approved by the Ordinary Shareholders' Meeting held on June 3, 2021 (fourteenth resolution). The vesting of annual rights under the 2012/2 Plan is subject to the fulfillment of conditions related to the professional performance of Mr. Benoit Bazin assessed annually by the Board of Directors. The performance condition is defined as follows: the achievement, for the year in question, of at least 50% of the individual part of the quantifiable and qualitative objectives relating to the variable part of the compensation. In February 2022, the Board of Directors noted that the performance condition determining the vesting of Mr. Benoit Bazin's rights in respect of 2021 had been met. As a result, under the 2012/2 plan, the pension vested in 2021 amounts to a gross amount of approximately 34,000 euros per year. In addition, as of December 31, 2021, the total estimated amount of the pension that will be received by Mr. Benoit Bazin under the 2012/2 Plan amounts to a gross amount of approximately 34,000 euros per year. This indicative amount is calculated in accordance with the procedures set forth in Article D. 22-10-16 of the French Commercial Code. As indicated, this amount reduces the amount that could be paid under the 2012 Plan. In fact, the estimated amount of the pension paid under the 2012/2 Plan, together with that which could be paid under the 2012 Plan, remains in any event lower than the cap provided for in the "2012" pension plan (eight times the annual social security cap, i.e., 329,088 euros in 2021) and the cap of 45% of fixed and variable compensation provided for in the AFEP-MEDEF Code.

5

The amounts paid or allocated to Mr. Benoit Bazin as Chief executive officer for the 2021 fiscal year were calculated on a pro rata basis from July 1, 2021 (1) to December 31, 2021.

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