_128 2023 UNIVERSAL REGISTRATION DOCUMENT_MICHELIN 3 CORPORATE GOVERNANCE REPORT Information about the components of compensation paid or awarded to the corporate officers The performance criteria are presented below. INTERIM FULFILLMENT OF PERFORMANCE CONDITIONS UNDER THE NOVEMBER 17, 2023 PERFORMANCE SHARE PLAN FOR EMPLOYEES AND THE MANAGERS Criteria Weighting Interim results 2023 vs. 2022 Share price performance Michelin share price must outperform the Stoxx Europe 600 index by at least 5 points between 2022 and 2025 (based on average daily closing prices for the two baseline years) Vesting prorated to the achievement rate between the trigger point of 0 and the targeted 5 points 30% -7.8 points 2023 2024 2025 Corporate social responsibility performance Industrial-Michelin Environmental Performance – i-MEP(1) must be below 80 points in 2025 Vesting prorated to the achievement rate between the trigger point of 86 and the targeted 80 points 20% 83.9 points - - The employee engagement rate must exceed 84.5% in 2025 Prorated result between 83% and 84.5%, capped at 16% Prorated result between 84% and 84.5%, capped at 20% 20% 83.5% - - Operating performance Average annual growth in revenue from non-tire and distribution activities must exceed 12% over the 2022-2023, 2023-2024 and 2024-2025 periods Result calculated on a straight-line basis between the threshold of 7% and the targeted 12% 15% 10.0% - - Total consolidated ROCE (including acquisitions, related goodwill and equity-accounted companies) must exceed 12% in 2025 Result calculated on a straight-line basis between the threshold of 10% and the targeted 12% 15% 11.4% - - (1) Annual scope based on reported figures, including acquisitions from the fourth year of consolidation in the Group's financial statements. For all criteria, fulfillment is calculated as follows: ● performance below threshold: no shares will vest; ● performance between the threshold and the ceiling: number of vested shares calculated on a straight-line basis; ● performance equal to or greater than the ceiling: all the shares will vest. 3.4.3.4 Fringe benefits, stock options and directors' or Supervisory Board members' compensation In line with the 2023 compensation policy, in 2023 Florent Menegaux did not receive (i) any compensation in his capacity as a member of the Board of Directors or Supervisory Board of the Company or any controlled entities, (ii) any benefits other than those listed above, or (iii) any stock options of the Company or any controlled entities. Mr. Menegaux has a fringe benefit in the form of a Company car (see the table in section 3.6.1.2).
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