2025 Universal Registration Document

2. Corporate governance

2025 WORK SCHEDULE OF THE HUMAN RESOURCES AND REMUNERATION COMMITTEE CONCERNING THE REMUNERATION OF CORPORATE OFFICERS
2025 WORK SCHEDULE OF THE HUMAN RESOURCES AND REMUNERATION COMMITTEE CONCERNING THE REMUNERATION OF CORPORATE OFFICERS
February 2025
  • Report on investor meetings on the remuneration policies for corporate officers
  • Recommendations on the remuneration of corporate officers for 2024:
    • assessment of the Chief Executive Officer's variable annual remuneration for 2024 following a review of financial and non-financial results;
    • draft Say on Pay ex post resolutions.
  • Long-term incentive plan:

    recognition of the performance levels achieved for the expiring 2021 plan for the conditional grants of shares (ACAs).

  • Presentation of the 2025 study on the remuneration of corporate officers:

    panel, balance and structure of remuneration, link between performance and remuneration.

  • Recommendations concerning the 2025 remuneration policies:
    • applicable to corporate officers (Chief Executive Officer and Chairman of the Board of Directors); 
    • review of draft resolutions.
April 2025

Report on say-on-pay voting intentions for the remuneration policies for corporate officers

June 2025

Analysis of the outcome of the say-on-pay votes at the General Meeting of 29 April 2025 relating to the 2025 remuneration policy for the Chief Executive Officer (16th resolution), and proposal of a detailed analysis methodology based on an off-season and in-depth shareholder engagement process.

September 2025
  • 2025 ACAs Plan:

    proposed award for the Chief Executive Officer, with application of non-financial performance conditions.

  • Initial review on the 2025 General Meeting season and analysis of issues relating to the remuneration of corporate officers.
December 2025
  • 2026 remuneration policy:
    • review of opinions and questions raised during discussions with investors and proxy advisors;
    • analysis of the “Pay for Performance” alignment of the Chief Executive Officer's remuneration, with the assistance of an independent consultancy firm;
    • examination of the different policy options regarding the remuneration policy of the Chief Executive Officer.