Universal Registration Document - Fiscal 2023

7.4.2 Information on the components of compensation paid or awarded to Corporate Officers (say on pay ex-post)

7.4. Compensation

7.4.2 Information on the components of compensation paid or awarded to Corporate Officers (say on pay ex-post)
SUMMARY OF DIRECTORS’ FIXED AND VARIABLE COMPENSATION
(in euros) ANNUAL FIXED COMPENSATION ADDITIONAL ANNUAL FIXED COMPENSATION FOR THE LEAD DIRECTOR ADDITIONAL ANNUAL FIXED COMPENSATION FOR CHAIRING A COMMITTEE VARIABLE COMPENSATION PER MEETING ATTENDANCE
Board of Directors

Board of Directors

ANNUAL FIXED COMPENSATION

20,000

Board of Directors

ADDITIONAL ANNUAL FIXED COMPENSATION FOR THE LEAD DIRECTOR

30,000

Board of Directors

ADDITIONAL ANNUAL FIXED COMPENSATION FOR CHAIRING A COMMITTEE

 

Board of Directors

VARIABLE COMPENSATION PER MEETING ATTENDANCE

4,500

Audit Committee

Audit Committee

ANNUAL FIXED COMPENSATION

8,000

Audit Committee

ADDITIONAL ANNUAL FIXED COMPENSATION FOR THE LEAD DIRECTOR

 

Audit Committee

ADDITIONAL ANNUAL FIXED COMPENSATION FOR CHAIRING A COMMITTEE

25,000

Audit Committee

VARIABLE COMPENSATION PER MEETING ATTENDANCE

3,500

Nominating Committee

Nominating Committee

ANNUAL FIXED COMPENSATION

6,000

Nominating Committee

ADDITIONAL ANNUAL FIXED COMPENSATION FOR THE LEAD DIRECTOR

 

Nominating Committee

ADDITIONAL ANNUAL FIXED COMPENSATION FOR CHAIRING A COMMITTEE

22,500

Nominating Committee

VARIABLE COMPENSATION PER MEETING ATTENDANCE

3,000

Compensation Committee

Compensation Committee

ANNUAL FIXED COMPENSATION

6,000

Compensation Committee

ADDITIONAL ANNUAL FIXED COMPENSATION FOR THE LEAD DIRECTOR

 

Compensation Committee

ADDITIONAL ANNUAL FIXED COMPENSATION FOR CHAIRING A COMMITTEE

22,500

Compensation Committee

VARIABLE COMPENSATION PER MEETING ATTENDANCE

3,000

7.4.2 Information on the components of compensation paid or awarded to Corporate Officers (say on pay ex-post)

7.4.2.1 Compensation of Sophie Bellon, Chairwoman and Chief Executive Officer

The following tables show a breakdown of the various components of Sophie Bellon’s compensation.

The components of the compensation for the role of Chairwoman and Chief Executive Officer were established in line with the compensation policy for the Chief Executive Officer approved by the shareholders at the Combined Annual Shareholders Meeting of December 19, 2022 (tenth resolution). This policy provides for fixed, variable and long-term compensation, a supplemental pension plan, collective health and benefit plans as well as benefits in kind. It does not include any multi-year variable compensation, exceptional compensation or any other post-term benefit.

At the Ordinary Annual Shareholders Meeting of December 15, 2023, shareholders will be given a “say-on-pay” vote on the total compensation and benefits paid during or awarded for Fiscal 2023 to Sophie Bellon for her duties performed during the fiscal year.

Summary of compensation, stock options and performance shares awarded to the Chairwoman of the Board and Chief Executive Officer
TABLE 1, BASED ON THE AFEP-MEDEF CODE TEMPLATE AND AMF RECOMMENDATION 2021-02

SOPHIE BELLON

CHAIRWOMAN AND CHIEF EXECUTIVE OFFICER

(in euros)

FISCAL 2023 FISCAL 2022
Compensation awarded for the fiscal year (gross, before tax)

Compensation awarded for the fiscal year (gross, before tax)

FISCAL 2023

1,866,195

Compensation awarded for the fiscal year (gross, before tax)

FISCAL 2022

1,469,652

Value of stock options granted

Value of stock options granted

FISCAL 2023

N/A

Value of stock options granted

FISCAL 2022

N/A

Value of performance shares granted

Value of performance shares granted

FISCAL 2023

1,784,516

Value of performance shares granted

FISCAL 2022

N/A

TOTAL TOTALFISCAL 20233,650,711 TOTALFISCAL 20221,469,652

Summary of the Chairwoman of the Board of Directors and Chief Executive Officer’s compensation

TABLE 2, BASED ON THE AFEP-MEDEF CODE TEMPLATE AND AMF RECOMMENDATION 2021-02
  FISCAL 2023 FISCAL 2022
(in euros) GROSS AMOUNTS AWARDED (BEFORE TAX) GROSS AMOUNTS PAID (BEFORE TAX) GROSS AMOUNTS AWARDED (BEFORE TAX) GROSS AMOUNTS PAID (BEFORE TAX)
SOPHIE BELLON CHAIRWOMAN AND CHIEF EXECUTIVE OFFICER
Fixed compensation(1) 900,000 900,000 881,250 881,250
Variable compensation(2)(3) 966,195 587,250 587,250 N/A
Exceptional compensation N/A N/A N/A N/A
Directors’ compensation N/A N/A N/A N/A
Benefits in kind(4) 1,123 1,123 1,152 1,152
TOTAL 1,867,318 1,488,373 1,469,652 882,402
The following amounts were paid by Bellon SA to Sophie Bellon for her duties as a member of the Management Board of Bellon SA
Fixed compensation 210,018 210,018 210,015 210,015

 

(1) For Fiscal 2022, fixed compensation for her role as Chairwoman of the Board of Directors until September 30, 2021, as Chairwoman of the Board of Directors and interim Chief Executive Officer from October 1, 2021 to February 28, 2022, and then as Chairwoman and Chief Executive Officer from March 1, 2022.

(2) Variable compensation for Fiscal 2022 for her role as Chairwoman and Chief Executive Officer for the period in question (paid during Fiscal 2023).

(3) Variable compensation for Fiscal 2023 (paid during Fiscal 2024) subject to approval at the Annual Shareholders Meeting.

(4) Sophie Bellon has the use of a company car.