technicolor - 2019 Universal registration document

4 CORPORATE GOVERNANCE AND COMPENSATION COMPENSATION

TABLE SUMMARIZING THE BENEFITS AWARDED TOMS. ANNE BOUVEROT (TABLE 11 OF ANNEX 4 TO THE AFEP-MEDEF CORPORATE GOVERNANCE CODE)

Supplementary pension plan

Indemnifications or benefits due or likely to be due as a result of termination or change of position

Indemnifications relating to a non-compete clause

Employment Contract

Yes

No

Yes

No

Yes

No

Yes

No

X

X

X

X

4.2.1.2.2 Compensation and benefits of Mr. Bruce Hack, Chairperson until June 2019 Hack who was Chairperson of the Board of Directors until June 14, 2019, was also Chairperson of the Strategy Committee and a member of the Nominations & Governance Committee.

In accordance with Article L. 225-100 of the French Commercial Code, the Company will submit to the shareholders’ vote the following compensation items paid during or granted to Mr. Bruce Hack for the last fiscal year (resolution to be approved by the shareholders at the Annual General Meeting to be held to approve the financial statements for the fiscal year ending December 31, 2019).

Mr. Hack’s compensation as Chairperson of the Board was set by the Board of Directors on April 26, 2017 and was composed of a fixed compensation and Directors’ fees.

Compensation items paid or granted to Mr. Bruce Hack for fiscal year 2019 Gross amounts Comments FIXED COMPENSATION €68,125

Mr. Hack’s fixed compensation, set at €150,000, adequately remunerates his involvement as Chairperson of the Board and takes into consideration the extended scope of his responsibilities. For 2019, his fixed compensation was pro-rated to the duration of his term as Chairperson (until June 14, 2019). Mr. Hack received Directors’ fees as for all other Directors for a total of €28,833, following the same allocation rules as any other Director, i.e.: a fixed amount of €13,750; • a fixed amount of €4,583 for the Chairpersonship of the Strategy Committee; and • a variable amount depending on his attendance at Board and Committee meetings, • set at €4,000 per Board meeting and €2,000 per meeting of the Nominations & Governance Committee and of the Strategy Committee, in a total amount of €10,500.

DIRECTORS’ FEES

€28,833

For 2019, Mr. Bruce Hack was not awarded nor did he benefit from the following: annual or multi-annual variable compensation, exceptional compensation, stock options, performance shares or other long-term instrument, welcome bonus, severance pay, non-compete indemnity, supplemental retirement plan or benefit in kind.

He was not linked to the Company, nor to any other company of the Group, by an employment contract, nor was he an officer of any other company of the Group.

TABLE SUMMARIZING THE COMPENSATION, STOCK OPTIONS AND SHARES AWARDED TO MR. BRUCE HACK (TABLE NO. 1 OF ANNEX 4 TO THE AFEP-MEDEF CORPORATE GOVERNANCE CODE)

2019

2018

(in euros)

Compensation due

239,000

96,958

Value of options granted

N/A N/A N/A

N/A N/A N/A

Value of performance shares granted

Value of other long-term compensation plans

TOTAL

239,000

96,958

122

TECHNICOLOR UNIVERSAL REGISTRATION DOCUMENT 2019