Danone // 2020 Universal Registration Document

6 corporate governance 6.3 Compensation and benefits of governance bodies DANONE UNIVERSAL REGISTRATION DOCUMENT 2020 255 Long-term compensation in cash (Group performance units) Grants in 2020 and previous years No GPUs have been granted to Mr. Emmanuel FABER since 2017. Amounts paid (information required by Table 10 of Annex 4 of the AFEP-MEDEF Code on the corporate governance of listed companies) Year ended December 31 (in €) 2019 2020 Emmanuel FABER 600,000 (a) N/A (a) GPU granted in 2016 based on total fulfillment of targets for 2016, 2017 and 2018 Details of the GPU plans are presented in section 6.4 Detailed information on long-term compensation plans hereinafter. Long-term compensation in shares (Group performance shares) Grants in 2020 and previous years (Tables 6 and 9 of Annex 4 of the AFEP-MEDEF Code on the corporate governance of listed companies) Date of the Board meeting that granted the GPS 7/23/2016 7/23/2017 7/26/2018 7/24/2019 7/29/2020 Number of GPS 34,200 35,021 34,475 30,000 (a) 37,500 (a) Date of authorization of the Shareholders’ Meeting 4/28/2016 4/27/2017 4/26/2018 4/25/2019 6/26/2020 Corresponding resolution 17 th resolution 23 rd resolution 15 th resolution 19 th resolution 15 th resolution Value of GPS granted for the year (b) 2,012,670 2,013,007 2,007,135 2,000,400 1,994,625 Number of GPS void or canceled – 1,751 17,237 – – Number of GPS that have become available 34,200 – – – – Delivery date 7/28/2020 7/27/2021 7/27/2022 7/25/2023 7/30/2024 (a) If the continuous employment condition is fulfilled, the free cash flowperformance condition ismet in full, the environmental condition ismet in full and the sales performance condition is exceeded for the 2019 and 2020 GPS, Mr. Emmanuel FABER could receive 31,500 and 39,375 shares in 2023 and 2024, respectively. (b) Estimated book value as of the grant date in accordance with IFRS 2, assuming the performance conditions have been fulfilled (see Note 8.4 of the Notes to the consolidated financial statements). The details of past GPS plans and ones still in effect are presented in section 6.4 Detailed information on long-term compensation plans. It should be noted that the grants made each year represent ap- proximately 50% of the total target compensation of the Chairman and Chief Executive Officer. The number of instruments granted is therefore adjusted based on the opening price of the share on the day such grant is made. In the event of a change of control, the achievement of the continuous employment condition for GPS granted from2019 onwards to executive corporate officers and members of the Executive Committee will be reviewed on a prorata temporis basis, calculated between the date of the grant and change of control relative to the initial delivery date stipulated in the plan. In addition, regarding the fulfillment of the performance conditions, either the Board of Directors will have reached a decision regarding the level of fulfillment or no such decision will have been reached, in which case the Board, acting on the recommendation of the Governance Committee, will assess the degree of fulfillment for each performance condition on the basis of the available information.