Danone // 2020 Universal Registration Document

6 corporate governance 6.4 Detailed information on long-term compensation plans DANONE UNIVERSAL REGISTRATION DOCUMENT 2020 269 Performance condition applicable to other beneficiaries weighted by 30% and related to the attainment of a free cash flow level PRINCIPLE Attainment of a total free cash flow (“FCF”) level of more than €6.3 billion over a three- year period, i.e. for 2021, 2022 and 2023 If the sum of the FCF is: • less than or equal to €6.3 billion, the definitive grant will be 0% of the shares subject to the FCF performance condition; • between €6.3 and €6.7 billion, the definitive grant will be between 0% and 80% of the shares subject to the FCF performance condition, based on a linear progressive scale between €6.3 and €6.7 billion; • between €6.7 and €6.8 billion, the definitive grant will be between 80% and 90% of the shares subject to the FCF performance condition, based on a linear progressive scale between €6.7 and €6.8 billion; • between €6.8 and €7 billion, the definitive grant will be between 90% and 100% of the shares subject to the FCF performance condition, based on a linear progressive scale between €6.8 and €7 billion; • greater than or equal to €7 billion, the definitive grant will be 100% of the shares subject to the FCF performance condition. DEFINITIONS Sum of the “FCF” Sumof the amounts of free cash flow for 2021, 2022 and 2023, it being specified that: • free cash flow is a financial indicator not defined by IFRS, the calculation of which is indicated in Danone’s financial press releases (see also section 3.6 Financial indicators not defined in IFRS ); • for the purposes of assessing this performance condition, the total amount of free cash flow over three years will be restated for the cash impact of non-re- curring costs related to implementation of the Local First project. OTHER APPLICABLE RULES Percentage of shares subject to this perfor- mance condition 30% of the shares granted subject to performance conditions will be subject to this performance condition related to the attainment of a free cash flow level over three years. However, this percentage may be increased to 50%, particularly in case of no publication of the Scores related to the environmental performance condition defined below. ASSESSMENT OF ACHIEVEMENT OF THE PERFORMANCE CONDITION The Board of Directors’ procedure for de- termining that this performance condition has been met The Board of Directors must determine the level of achievement of this second performance condition, by a duly justified decision indicated in the Board of Directorsʼ report to the Shareholders’ Meeting, subsequent to the Governance Committee’s recommendation. Date of assessment of achievement of the performance condition Early 2024, after the approval of the 2023 financial statements.