Saint-Gobain // Universal Registration Document 2021

5

Corporate governance Compensation of the management and governing bodies

The following table shows the history of the stock option allocation plans in place at December 31, 2021. There are no other stock option plans in place or other option instruments involving the shares, whether listed or non-listed, of Group companies within or outside France.

Table 8 – Historical information about stock option plans (AMF nomenclature)

Fiscal year

2021

2020

2019

2018

2017

2016

2015

2014

2013

2012

Date of General Meeting Date of Board of Directors’ meeting

06/06/2019 06/06/2019 06/06/2019 06/02/2016 06/02/2016 06/02/2016 06/05/2014 06/05/2014 06/07/2012 06/07/2012

N/A

N/A

N/A 11/22/2018 11/23/2017 11/24/2016 (2)

11/26/2015 11/20/2014 11/21/2013 11/22/2012

purchase or subscription purchase purchase purchase purchase purchase subscription

Type*

N/A

N/A

N/A

Total number of exercisable options at the start of the Plan Cumulative number of canceled or forfeited options Total number of exercisable options after adjustments and forfeitures of which executive corporate officers: Pierre-André de Chalendar, Chairman and Chief executive officer** Benoit Bazin, Chief operating officer*** Starting date of exercise period Expiration date Subscription or purchase price Number of options exercised at 12/31/2021 Exercisable options outstanding at 12/31/2021

N/A

N/A

N/A 290,500 284,500 280,000 224,950 234,550 247,250 253,000

N/A

N/A

N/A

0 141,862 (6)

212,998 (5)

162,408 (4)

234,550 (3)

98,047 (2)

202,994 (1)

N/A

N/A

N/A 290,500 (7)

142,638

67,002

62,542

0 149,203

50,006

N/A

N/A

N/A 58,000 (7)

30,931 (8)

14,210 (8)

14,220 (8)

0 (8)

29,465 (8)

8,235 (8)

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A N/A

N/A N/A

N/A 11/22/2022 11/23/2021 11/24/2020 11/26/2019 11/20/2018 11/21/2017 11/22/2016 N/A 11/21/2028 11/22/2027 11/23/2026 11/25/2025 11/19/2024 11/20/2023 11/21/2022

N/A

N/A

N/A €32.24

€49.38

€40.43

€39.47

€34.13

€38.80

€27.71

N/A

N/A

N/A

0

7,050

21,758

24,524

0 112,496

44,574

N/A

N/A

N/A 290,500 135,588

45,244

38,018

0

36,707

5,432

Of the plans in place at December 31, 2021, the 2010 to 2012 plans are for the subscription of new shares and the 2013 to 2017 plans are purchase plans. For * the 2018 plan, the Board of Directors decided that it would determine the type of option (subscription or purchase) at the latest on the day before the start of the exercise period, with any options exercised prior to this decision considered as subscription options. Chairman and Chief executive officer until June 30, 2021. ** Chief executive officer since July 1, 2021, previously Chief operating officer from January 1, 2019 to June 30, 2021. *** Options which cannot be exercised (i) following the partial fulfillment of performance conditions related to the relative performance of the Saint-Gobain share (1) price to which all options granted in November 2012 were subject and (ii) due to the service condition not being met. Options which cannot be exercised (i) following the partial fulfillment of performance conditions related to the relative performance of the Saint-Gobain share (2) price to which all options granted in November 2013 were subject and (ii) due to the service condition not being met. Options which cannot be exercised (i) due to the performance condition related to the relative performance of the Saint-Gobain share price to which all (3) options granted in November 2014 were subject not being met and (ii) due to the service condition not being met. Options which cannot be exercised (i) due to the performance condition related to the relative performance of the Saint-Gobain share price not being met (4) and the performance condition on the relative performance of the Saint-Gobain Group’s ROCE being only partially met, to which all options granted in November 2015 were subject, and (ii) due to the service condition not being met. Options which cannot be exercised (i) due to the performance condition related to the relative performance of the Saint-Gobain share price not being met (5) and the performance condition on the relative performance of the Saint-Gobain Group’s ROCE being only partially met, to which all options granted in November 2016 were subject, and (ii) due to the service condition not being met. Options which cannot be exercised (i) due to the performance condition related to the relative performance of the Saint-Gobain share price not being met, (6) the performance condition on the relative performance of the Saint-Gobain Group’s ROCE being only partially met and the performance condition related to the Group’s CSR being only partially met, to which all options granted in November 2017 were subject, and (ii) due to the service condition not being met. Before application of the performance conditions related to the ROCE of the Saint-Gobain Group, the Saint-Gobain share price performance and the Group’s (7) Corporate Social Responsibility (see 2017 and 2018 Registration Documents). After deducting the options granted that are not exercisable because the performance conditions were not, or only partly, met. (8)

Performance unit plans 2.4.4 The Company set up performance unit plans annually between 2012 and 2015.

No performance unit plan was set up in 2021 and at December 31, 2021, there are no longer any performance unit plans in the process of being vested.

SAINT-GOBAIN UNIVERSAL REGISTRATION DOCUMENT 2021 220

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