Corporate governance report Other information about compensation of the executive officers 02 2.6.1.12 Managers' employment contracts, supplementary pension benefits and other benefits (based on Table 11 in the AFEP/MEDEF Code) Employment contract Supplementary pension benefits Benefits or advantages due or likely to be due as a result of terminations or changes of office Non-compete indemnity Executive officer Yes No Yes No Yes No Yes No FLORENT MENEGAUX Position: Managing Chairman and General Partner Start date of term of office: 2018 Expiration of term of office: 2026 X(1) X(2) X(3) X(4) YVES CHAPOT Position: General Manager Start date of term of office: 2018 Expiration of term of office: 2026 X(5) X(2) X(3) X(6) (1) Florent Menegaux resigned from the position that was the subject of his pre-existing employment contract. (2) Defined benefit pension plan set up for senior executives of MFPM and CGEM. For detailed explanations, see sections 2.4.3.5 and 2.4.4.5. In accordance with Government Order No. 2019-697 dated July 3, 2019, the supplementary pension plan set up for MFPM and CGEM senior executives (the Michelin Executive Supplementary Pension Plan) has been closed to new members since July 4, 2019 and the vesting period was frozen at December 31, 2019. (3) Benefit defined in the CGEM Bylaws: – set by the Non-Managing General Partner with the endorsement of the Supervisory Board; – only payable in the event of forced departure due to a change of strategy or of control; – capped at two years' fixed and variable compensation (this cap includes any other benefits payable on termination of office such as a non-compete indemnity); – subject to performance conditions (see section 2.3.2.7). (4) Indemnity payable in his capacity as an executive officer of MFPM: – with the possibility for the Supervisory Board to waive implementation of the non-compete clause; – capped at 24 months' worth of the most recent fixed compensation paid to him by MFPM; – deducted, where appropriate, from the cap equal to two years' fixed and variable compensation applicable to all termination benefits, including compensation for loss of office payable in the event of a forced departure due to a change in the Company's strategy or control (for detailed explanations, see section 2.3.2.8). In accordance with Article R. 22-10-40-III of the French Commercial Code, the non-compete indemnity would not be payable if the person concerned retired on leaving the Group. (5) Suspended employment contract with MFPM. (6) Indemnity payable under his suspended employment contract with MFPM: – with the possibility for the Supervisory Board to waive implementation of the non-compete clause; – capped at 24 months' worth of the most recent aggregate compensation paid to him by MFPM; – deducted, where appropriate, from the cap equal to two years' fixed and variable compensation applicable to all termination benefits, including compensation for loss of office payable in the event of a forced departure due to a change in the Company's strategy or control (for detailed explanations, see section 2.3.2.8). In accordance with Article R. 22-10-40-III of the French Commercial Code, the non-compete indemnity would not be payable if the person concerned retired on leaving the Group. 2.6.2 APPLICABLE LONG-TERM INCENTIVE BONUSES AWARDED TO EXECUTIVE OFFICERS IN RESPECT OF PERIODS PRIOR TO 2024 None. 142 2024 UNIVERSAL REGISTRATION DOCUMENT_MICHELIN
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