Worldline - 2020 Universal Registration Document

CORPORATE GOVERNANCE AND CAPITAL Executive compensation and stock ownership

2021

2020

(In euros)

Annual fixed compensation

350,000 350,000 700,000

440,000 440,000 880,000

Annual variable target compensation Total annual target cash compensation

Total annual target compensation (including long-term equity compensation)

1,392,496

1,690,000

Components of the compensation G.3.1.5.2 policy for 2021 for Mr. Marc-Henri Desportes, Deputy Chief Executive Officer The Board of Directors decided on February 23, 2021, on the recommendation of the Remuneration Committee, to review as follows the components of compensation package for Mr. Marc-Henri Desportes relating to his duties of Deputy Chief Executive Officer of the Company having in mind the principles of balance, exhaustiveness, consistency, competitiveness, pay for performance and alignment with the shareholders’ interests, as detailed above. Structure of the compensation 1: On the Remuneration Committee’s recommendation, the Board of Directors decided to change the structure of the Deputy Chief Executive Officer’s compensation in the following way, further increasing the predominant part which is subject to the fulfilment of performance conditions.

On the Remuneration Committee’s recommendation, the approach used by the Board regarding the revision of the Deputy Chief Executive Officer’s global compensation is the same as the one for the Chief Executive Officer and consists of gradually bringing the compensation to a level coherent with Worldline’s positioning within the CAC 40. In this respect, the readjustment proposed in 2021 will align the Deputy Chief Executive Officer’s compensation more closely with this first quartile (percentile 25) of the compensation of the CAC 40 companies in order to take the above items into account but will however still remain 15% below the 25 th percentile compensation of the CAC 40 and 30% below the median compensation of the CAC 40, while the Board of Directors, on Remuneration Committee’s recommendation, therefore intends to consider, in compliance with the underlying principles of the compensation policy described in paragraph G.3.1.1, other adjustments in the future taking into account the context and the future positioning of Worldline in the CAC 40. Prior to the implementation of such readjustment, and subject to approval by the Company’s shareholders at the next Annual General Meeting, the Board of Directors will reassess the health and economic situation at that time.

24.1% Compensation without performance conditions

Fixed compensation 24.1%

Max. multi-year long term incentive 44.5%

G

Max. multi-year long term incentive plans

Max. annual compensation in cash

Max variable compensation 31.4%

75.9% Max. compensation subject to performance conditions

1 Taking into account the cash compensation applicable as of July 1, 2021 and the long-term equity compensation applicable as from the General Meeting date in May 2021

Universal Registration Document 2020

425

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