Saint-Gobain // Universal Registration Document 2021
Corporate governance Compensation of the management and governing bodies
Evolution of compensation In accordance with Article L.22-10-9 7° of the French Commercial Code, the table below shows, over the last five fiscal years on a full-time equivalent basis, the evolution of compensation of the Executive corporate officers of Compagnie de Saint-Gobain, the average and median compensation of its employees as well as the change in the average and median compensation of employees in France (1) . Table 1 – Evolution of compensation of Executive corporate officers, the average and median compensation of Compagnie de Saint-Gobain employees in France over the last five fiscal years 2021 (5) 2020 (1) 2019 (1) 2018 2017 Pierre-André de Chalendar, Chairman and Chief executive officer Until July 1, 2021 -29.5% 3.3% (2) 26.1% -23.5% 13.0% Pierre-André de Chalendar, Chairman of the Board of Directors Since July 1, 2021 N/A N/A N/A N/A N/A Benoit Bazin, Chief operating officer From January 1, 2019 to June 30, 2021 -29.9% 16.9% (3) N/A N/A N/A Benoit Bazin , Chief executive officer Since July 1, 2021 N/A N/A N/A N/A N/A Average compensation of employees (Compagnie de Saint-Gobain) 8.6% 6.1% 5.1% -6.3% 13.7% Median compensation of employees (Compagnie de Saint-Gobain) 13.4% 2.1% 5.4% 3.4% 6.9% Average compensation of employees (France) 8.1% 0.0% 2.3% 3.3% 3.8% Median compensation of employees (France) 8.6% - (4) - (4) - (4) - (4) The compensation of Executive corporate officers for the 2019 and 2020 fiscal years taken into account are those post-reductions due to Covid-19 (see (1) Chapter 5, Section 2.2.2 of the Company’s 2020 universal registration document and, in particular, Section 2.2.2.1 for explanations of the increase – despite the reductions due to Covid-19 – in the overall compensation of Executive corporate officers in 2020 compared to 2019 mainly due to the increase in the Saint-Gobain share price, which resulted in an increase in the IFRS value of performance shares granted to Executive corporate officers). Without the reduction in variable compensation awarded for 2019 decided by the Board of Directors as a result of Covid-19, the change in the (2) compensation of the Chairman and Chief executive officer between 2019 and 2020 would have been of 0.8%. Without the reduction in the variable compensation awarded for 2019 decided by the Board of Directors as a result of Covid-19, the change in the (3) compensation of the Chief operating officer between 2019 and 2020 would have been of 13.9%, excluding the cancellation of the increase in the variable compensation cap from 120% to 150% initially decided by the Board of Directors in February 2020. Information not available. (4) Given the changes in corporate governance during the 2021 fiscal year, the compensation of Executive Directors for the 2021 fiscal year has been (5) annualized. It is specified that Mr. Pierre-André de Chalendar did not receive any performance shares for 2021. Mr. Benoit Bazin did not receive any performance shares in his capacity as Chief operating officer for the period from January 1 to June 30, 2021. He was granted 64,000 performance shares on November 25, 2021 in his capacity as Chief executive officer, representing a total value (according to IFRS) of €2,290,656 at the date of allocation.
5
(1) Data on the median compensation of employees in France are only available for 2020 and 2021 (see the "France scope" below).
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