2025 Universal Registration Document

2. Corporate governance

HISTORY OF CONDITIONAL GRANTS OF SHARES (ACAS) TO JEAN-PAUL AGON SINCE HIS APPOINTMENT AS A CORPORATE OFFICER
HISTORY OF CONDITIONAL GRANTS OF SHARES (ACAS) TO JEAN-PAUL AGON SINCE HIS APPOINTMENT AS A CORPORATE OFFICER
Grant date Number of ACAs granted Performance conditions(3) Grant value (IFRS fair value) Date of full vesting of all or part of the ACAs Number of fully vested shares First possible date of sale of a portion of these(4)
17 April 2012(1)

17 April 2012

(1)

Number of ACAs granted

50,000

17 April 2012

(1)

Performance conditions

(3)

Yes

17 April 2012

(1)

Grant value (IFRS fair value)

3,853,500

17 April 2012

(1)

Date of full vesting of all or part of the ACAs

18 April 2016

17 April 2012

(1)

Number of fully vested shares

50,000

17 April 2012

(1)

First possible date of sale of a portion of these

(4)

18 April 2018

26 April 2013(1) 26 April 2013(1)

Number of ACAs granted

40,000

26 April 2013(1)

Performance conditions

(3)

Yes

26 April 2013(1)

Grant value (IFRS fair value)

4,494,800

26 April 2013(1)

Date of full vesting of all or part of the ACAs

27 April 2017
26 April 2013(1)

Number of fully vested shares

40,000

26 April 2013(1)

First possible date of sale of a portion of these

(4)

27 April 2019

17 April 2014(1)

17 April 2014

(1)

Number of ACAs granted

40,000

17 April 2014

(1)

Performance conditions

(3)

Yes

17 April 2014

(1)

Grant value (IFRS fair value)

4,183,200

17 April 2014

(1)

Date of full vesting of all or part of the ACAs

18 April 2018

17 April 2014

(1)

Number of fully vested shares

40,000

17 April 2014

(1)

First possible date of sale of a portion of these

(4)
18 April 2020
22 April 2015(1)

22 April 2015

(1)

Number of ACAs granted

32,000

22 April 2015

(1)

Performance conditions

(3)

Yes

22 April 2015

(1)

Grant value (IFRS fair value)

5,167,680

22 April 2015

(1)

Date of full vesting of all or part of the ACAs

23 April 2019

22 April 2015

(1)

Number of fully vested shares

26,432

22 April 2015

(1)

First possible date of sale of a portion of these

(4)

23 April 2021

20 April 2016(2) 20 April 2016(2)

Number of ACAs granted

32,000

20 April 2016(2)

Performance conditions

(3)

Yes

20 April 2016(2)

Grant value (IFRS fair value)

4,938,240

20 April 2016(2)

Date of full vesting of all or part of the ACAs

21 April 2020
20 April 2016(2)

Number of fully vested shares

32,000

20 April 2016(2)

First possible date of sale of a portion of these

(4)
21 April 2020
20 April 2017(2) 20 April 2017(2)

Number of ACAs granted

32,000

20 April 2017(2)

Performance conditions

(3)

Yes

20 April 2017(2)

Grant value (IFRS fair value)

5,340,800

20 April 2017(2)

Date of full vesting of all or part of the ACAs

21 April 2021

20 April 2017(2)

Number of fully vested shares

26,544

20 April 2017(2)

First possible date of sale of a portion of these

(4)

21 April 2021

17 April 2018(2) 17 April 2018(2)

Number of ACAs granted

30,000

17 April 2018(2)

Performance conditions

(3)

Yes

17 April 2018(2)

Grant value (IFRS fair value)

5,285,100

17 April 2018(2)

Date of full vesting of all or part of the ACAs

18 April 2022

17 April 2018(2)

Number of fully vested shares

30,000

17 April 2018(2)

First possible date of sale of a portion of these

(4)

18 April 2022

18 April 2019(2) 18 April 2019(2)

Number of ACAs granted

24,000

18 April 2019(2)

Performance conditions

(3)

Yes

18 April 2019(2)

Grant value (IFRS fair value)

5,430,000

18 April 2019(2)

Date of full vesting of all or part of the ACAs

19 April 2023

18 April 2019(2)

Number of fully vested shares

24,000

18 April 2019(2)

First possible date of sale of a portion of these

(4)

19 April 2023

At 31 December 2025, none of the shares granted to Jean-Paul Agon under ACAs Plans were still in their vesting period, because at that date the vesting periods of all the shares granted to him under ACAs Plans in the past had expired.

TABLE OF PERFORMANCE SHARES THAT BECAME AVAILABLE DURING 2024 FOR JEAN‑PAUL AGON

N/A.

2.4.5 Summary table of the remuneration of Nicolas Hieronimus, Chief Executive Officer

Summary table of the remuneration of Nicolas Hieronimus, Chief Executive Officer
  2025 2024
In € Amounts allocated Amounts paid Amounts allocated Amounts paid
Fixed remuneration 2,300,000 2,300,000 2,000,000 2,000,000
Annual variable remuneration 2,762,000 2,048,500 2,048,500 2,250,000
Exceptional remuneration - - - -
Remuneration for term of office as a Director - - - -
Benefits in kind - - - -
TOTAL 5,062,000 4,348,500 4,048,500 4,250,000
SUMMARY TABLE OF REMUNERATION AND PERFORMANCE SHARES AWARDED TO NICOLAS HIERONIMUS, CHIEF EXECUTIVE OFFICER
SUMMARY TABLE OF REMUNERATION AND PERFORMANCE SHARES AWARDED TO NICOLAS HIERONIMUS, CHIEF EXECUTIVE OFFICER
In € 2025 2024
Remuneration due in respect of the financial year

Remuneration due in respect of the financial year

2025

5,062,000

Remuneration due in respect of the financial year

2024

4,048,500

Value of performance shares granted during the financial year

Value of performance shares granted during the financial year

2025

6,969,600

Value of performance shares granted during the financial year

2024

5,735,840

TOTAL

TOTAL

2025

12,031,600

TOTAL

2024

9,784,340

HISTORY OF THE STOCK OPTIONS GRANTED TO NICOLAS HIERONIMUS SINCE HIS APPOINTMENT AS A CORPORATE OFFICER THAT CAN STILL BE EXERCISED AT 31 DECEMBER 2025

N/A.

TABLE OF SHARE SUBSCRIPTION OR PURCHASE OPTIONS EXERCISED BY NICOLAS HIERONIMUS DURING FINANCIAL YEAR 2025

N/A.

HISTORY OF CONDITIONAL GRANTS OF SHARES (ACAS) TO NICOLAS HIERONIMUS SINCE HIS APPOINTMENT AS A CORPORATE OFFICER
HISTORY OF CONDITIONAL GRANTS OF SHARES (ACAS) TO NICOLAS HIERONIMUS SINCE HIS APPOINTMENT AS A CORPORATE OFFICER
Grant date Number of ACAs granted Performance conditions(1) Grant value (IFRS fair value) Date of full vesting of all or part of the ACAs Number of fully vested shares First possible date of sale of a portion of these(2)
7 October 2021 

7 October 2021 

Number of ACAs granted

17,000

7 October 2021 

Performance conditions

(1)

Yes

7 October 2021 

Grant value (IFRS fair value)

5,768,780

7 October 2021 

Date of full vesting of all or part of the ACAs

8 October 2025

7 October 2021 

Number of fully vested shares

17,000(3)

7 October 2021 

First possible date of sale of a portion of these

(2)

 08 October 2025

13 October 2022

13 October 2022

Number of ACAs granted

20,000

13 October 2022

Performance conditions

(1)

Yes

13 October 2022

Grant value (IFRS fair value)

6,066,600

13 October 2022

Date of full vesting of all or part of the ACAs

14 October 2026

13 October 2022

Number of fully vested shares

N/A

13 October 2022

First possible date of sale of a portion of these

(2)

14 October 2026

13 October 2023

13 October 2023

Number of ACAs granted

17,000

13 October 2023

Performance conditions

(1)

Yes

13 October 2023

Grant value (IFRS fair value)

6,323,320

13 October 2023

Date of full vesting of all or part of the ACAs

14 October 2027

13 October 2023

Number of fully vested shares

N/A

13 October 2023

First possible date of sale of a portion of these

(2)

14 October 2027

10 October 2024 10 October 2024

Number of ACAs granted

16,000

10 October 2024

Performance conditions

(1)

Yes

10 October 2024

Grant value (IFRS fair value)

5,735,840

10 October 2024

Date of full vesting of all or part of the ACAs

11 October 2028

10 October 2024

Number of fully vested shares

N/A

10 October 2024

First possible date of sale of a portion of these

(2)

11 October 2028

10 October 2025

10 October 2025

Number of ACAs granted

20,000

10 October 2025

Performance conditions

(1)

Yes

10 October 2025

Grant value (IFRS fair value)

6,969,600

10 October 2025

Date of full vesting of all or part of the ACAs

11 October 2029

10 October 2025

Number of fully vested shares

N/A

10 October 2025

First possible date of sale of a portion of these

(2)
11 October 2029(4)
TABLE OF PERFORMANCE SHARES THAT BECAME AVAILABLE DURING 2025 FOR NICOLAS HIERONIMUS
TABLE OF PERFORMANCE SHARES THAT BECAME AVAILABLE DURING 2025 FOR NICOLAS HIERONIMUS
Grant date Number of fully vested shares Grant value (IFRS fair value) Date of full vesting of all or part of the ACAs Number of fully vested shares First possible date of sale of a portion of these

7 October 2021 

7 October 2021 

Number of fully vested shares

17,000

7 October 2021 

Grant value (IFRS fair value)

5,768,780

7 October 2021 

Date of full vesting of all or part of the ACAs

8 October 2025

7 October 2021 

Number of fully vested shares

17,000(1)

7 October 2021 

First possible date of sale of a portion of these

8 October 2025(2)