Fiscal 2020 Universal Registration Document

5. Corporate governance

Summary of compensation awarded/paid to the Chief Executive Officer
TABLE 2, BASED ON THE AFEP-MEDEF CODE TEMPLATE AND AMF RECOMMENDATION 2009-16

 FISCAL 2020 FISCAL 2019
DENIS MACHUEL CHIEF EXECUTIVE OFFICER 
(in euro) 		GROSS AMOUNTS AWARDED (BEFORE TAX) GROSS AMOUNTS PAID (BEFORE TAX) GROSS AMOUNTS AWARDED (BEFORE TAX) GROSS AMOUNTS PAID (BEFORE TAX)
Fixed compensation(1)

Fixed compensation

(1)

FISCAL 2020

675,000

Fixed compensation

(1)

FISCAL 2019

675,000

 900,000 900,000
Variable compensation(2)

Variable compensation

(2)

FISCAL 2020

0

Variable compensation

(2)

FISCAL 2019

892,800

 892,800 245,596
Exceptional compensation

Exceptional compensation

FISCAL 2020

N/A

Exceptional compensation

FISCAL 2019

N/A

 N/A N/A
Directors’ compensation

Directors’ compensation

FISCAL 2020

N/A

Directors’ compensation

FISCAL 2019

N/A

 N/A N/A
Fringe benefits(3)

Fringe benefits

(3)

FISCAL 2020

13,463

Fringe benefits

(3)

FISCAL 2019

13,463

 14,930 14,930
TOTAL TOTAL

FISCAL 2020

688,463 		TOTAL

FISCAL 2019

1,581,263 		1,807,730 1,160,526

(1) Given the unprecedented sanitary crisis caused by the Covid-19 pandemic and its resulting social and economic impacts, the Board of Directors decided to reduce his fixed salary by 50% for the second half of Fiscal 2020.
(2) Denis Machuel’s variable compensation for the year, to be paid the following year (see tables below for details). Given the unprecedented sanitary crisis caused by the Covid-19 pandemic and its resulting social and economic impacts, the Board of Directors decided to suppress any variable compensation for Fiscal 2020.
(3) Denis Machuel has the use of a Company car and is the beneficiary of an unemployment insurance policy.

Variable compensation awarded for Fiscal 2020

As stated above, the Chief Executive Officer’s compensation policy approved by the shareholders at the Combined Annual Shareholders Meeting of January 21, 2020 provided for the Chief Executive Officer to receive annual variable compensation amounting to 100% of his annual fixed compensation provided that all of the applicable targets were achieved. The aim of awarding this variable compensation is to encourage the achievement of the annual performance targets set by the Board of Directors in line with Sodexo’s overall business strategy.
WEIGHTING OF TARGETS MAXIMUM IN % OF TARGET ACHIEVEMENT RATE CORRESPONDING AMOUNT
(in euro)
70% based on financial targets

70% based on financial targets

Organic growth

70% based on financial targets

WEIGHTING

OF TARGETS

20%

70% based on financial targets

MAXIMUM IN %

OF TARGET

175%

70% based on financial targets

ACHIEVEMENT RATE

0%

70% based on financial targets

CORRESPONDING AMOUNT
(in euro)

0

Underlying operating profit margin (excluding exchange rate impacts)

20%

WEIGHTING

OF TARGETS

175%

 MAXIMUM IN %

OF TARGET

0%

ACHIEVEMENT RATE

0

Growth in Group net income

10%

WEIGHTING

OF TARGETS

175%

 MAXIMUM IN %

OF TARGET

0%

ACHIEVEMENT RATE

0

Free cash flow

20%

WEIGHTING

OF TARGETS

175%

 MAXIMUM IN %

OF TARGET

0%

ACHIEVEMENT RATE

0

Total financial targets

70%

WEIGHTING

OF TARGETS

175%

 MAXIMUM IN %

OF TARGET

0%

ACHIEVEMENT RATE

0
30% based on non-financial targets

30% based on non-financial targets

Health and safety target

30% based on non-financial targets

WEIGHTING

OF TARGETS

10%

30% based on non-financial targets

MAXIMUM IN %

OF TARGET

100%

30% based on non-financial targets

ACHIEVEMENT RATE

100%

30% based on non-financial targets

CORRESPONDING AMOUNT
(in euro)

90,000

Talent management

10%

WEIGHTING

OF TARGETS

100%

 MAXIMUM IN %

OF TARGET

75%

ACHIEVEMENT RATE

67,500

Dow Jones Sustainability Index, industry leader position

10%

WEIGHTING

OF TARGETS

100%

 MAXIMUM IN %

OF TARGET

100%

ACHIEVEMENT RATE

90,000

Total non-financial targets

30%

WEIGHTING

OF TARGETS

100%

 MAXIMUM IN %

OF TARGET

91.6%

ACHIEVEMENT RATE

247,500
TOTAL VARIABLE COMPENSATION FOR FISCAL 2020

TOTAL VARIABLE COMPENSATION FOR FISCAL 2020

100%

TOTAL VARIABLE COMPENSATION FOR FISCAL 2020

WEIGHTING

OF TARGETS

150%

TOTAL VARIABLE COMPENSATION FOR FISCAL 2020

MAXIMUM IN %

OF TARGET

27.5%

TOTAL VARIABLE COMPENSATION FOR FISCAL 2020

ACHIEVEMENT RATE

247,500
VARIABLE COMPENSATION AWARDED FOR FISCAL 2020


VARIABLE COMPENSATION AWARDED FOR FISCAL 2020

ACHIEVEMENT RATE

0


Financial performance in Fiscal 2020 was deeply impacted by the sanitary crisis. The level of attainment of the objectives was 27.5%, hence, variable compensation would have been 247,500 euro. However, given the unprecedent sanitary crisis caused by the Covid-19 pandemic, the Board of Directors decided to suppress his variable compensation for Fiscal 2020.

Variable compensation awarded for Fiscal 2019 and paid during Fiscal 2020

Although organic growth outperformed the applicable target in Fiscal 2019 compared to the initial objective and taking into account that the underlying operating profit margin underperformed, the Board of Directors, based on the proposal of the Chief Executive Officer, had decided to cap the variable compensation due in relation to the organic growth target at 100%, for both the Chief Executive Officer and the members of the Executive Committee.