Saint-Gobain // Universal Registration Document 2021

5

Corporate governance Compensation of the management and governing bodies

Compensation policy for the Chief executive officer subject to the approval of the Ordinary Shareholders’ Meeting (Article L.22-10-8 II of the French Commercial Code) Components of compensation attributable to the office of Chief executive officer Cap Description Exceptional compensation None The Board of Directors does not intend to grant any exceptional compensation to the Chief executive officer in 2022. In accordance with the law, the payment of any exceptional compensation would be conditioned to the approval of the 2023 Ordinary Shareholders’ Meeting. Indemnity for taking up office - The Board of Directors reserves the option, if a new Chief executive officer were to be recruited outside the Group, to grant him/her an indemnity for taking up office to compensate for the loss of benefits, in compliance with current practices, such as the annual variable compensation and/or long-term compensation components which he/she was entitled to as part of his/her previous duties. This indemnity for taking up office could take the form of payments in cash and/or allocation of securities subject to performance conditions.

Long-term compensation Cap for the allocation of long-term

The Board of Directors has decided that the allocation of long-term compensation instruments from which the Chief executive officer may benefit, at the time of their allocation during the 2022 fiscal year, may not represent a valuation (according to IFRS standards) greater than 100% of his total maximum gross compensation for fiscal year 2022 (fixed plus maximum annual variable for 2022 fiscal year, i.e. an amount of €2,700,000). This cap, which defines the latitude available to the Board at the time of granting long-term compensation instruments, does not necessarily prejudge the decision that will be taken in November 2022. The cap was set at 85% of the maximum gross compensation in 2021, and its upward revision is explained by the upward movement in the Company's share price. In such a context, if the cap were not raised, the Board of Directors would necessarily have to reduce the number of shares allocated to the Chief executive officer, whose interests would not be aligned with those of the company and its shareholders. In addition, the Board of Directors decided that the Chief executive officer could not be allocated more than 10% of the overall grant of performance shares under the plan to be implemented in 2022 (no performance unit plan). The Board of Directors, on the recommendation of the Nomination and Remuneration Committee, intends to propose to the General Shareholders’ Meeting of June 2, 2022 to maintain the sub-cap for the allocation of stock options to Executive corporate officers set by the General Shareholders’ Meeting of June 6, 2019 at 10% of the cap set by the 23rd Resolution (sub-cap common to the 24th Resolution of the same Meeting relating to the allocation of performance shares which itself provides for a sub-cap for allocation to Executive corporate officers of 10%, which must also be maintained), and to keep the caps for issuance of stock options and performance shares unchanged. The Board of Directors, on the recommendation of the Nomination and Remuneration Committee, will indicate to the General Shareholders’ Meeting of June 2, 2022, its intention to submit the delivery of performance shares (the only long-term compensation instruments planned to be granted in 2022) subject to a presence condition and performance conditions that will be based at least on the following criteria historically applied to the Group’s long-term compensation plans: 1. an internal performance criterion (the Group’s ROCE); 2. a relative performance criterion (the stock market performance of the Saint-Gobain share compared to the CAC 40 stock market index); 3. a criterion relating to Corporate Social Responsibility. These criteria were deemed relevant by the Board of Directors as they reflect the operational, financial and non-financial performance of the Saint-Gobain Group and ensure that the beneficiaries are aligned with the interests of Saint-Gobain shareholders. If these criteria cease to be relevant, the Board would set criteria of a comparable requirement in order to continue to put in place consistent compensation instruments over the long term. The performance objectives relating to each of the above criteria will be set by the Board of Directors when the performance shares are allocated and will be final. However, the Board of Directors will have the possibility, after consulting the Nomination and Remuneration Committee, to adjust them in the event of exceptional circumstances justifying this, in particular in the event of a change in the Group’s scope of consolidation or a change in accounting method, in order to neutralize, to the extent possible, the consequences of these circumstances on the objectives set on the grant date. The assessment period for the performance conditions of long-term compensation instruments may not be less than three years. As in the past, the Board will set for the Chief executive officer, for any allocation in 2022 as part of a long-term compensation plan in the form of performance shares, a strict obligation to retain shares or to reinvest in shares that the Chief executive officer must hold in registered form until the end of his term of office.

compensation instruments to the CEO (valuation according to IFRS) set at 100% of his total maximum gross compensation for 2022 Cap for the allocation to the CEO set at 10% of the overall grant of performance shares in 2022 (no performance unit) and Caps for the allocation to the CEO to be provided for by the Resolutions relating to the allocation of stock options and free shares of the General Shareholders’ Meeting of June 2, 2022 (similar to those planned by the General Shareholders’ Meeting of June 6, 2019) and

SAINT-GOBAIN UNIVERSAL REGISTRATION DOCUMENT 2021 204

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