Orano - Annual Activity Report 2024 300 5 CORPORATE GOVERNANCE AND GENERAL INFORMATION Compensation of corporate officers CLAUDE IMAUVEN Chairman of the Board Employment contract Supplementary pension plan Payments or benefits due or likely to be owed due to the cessation of or change in duties, including payments relating to a non-competition clause Yes No Yes No Yes No Start of term of office as Director: July 27, 2017 End date of the mandate: 2026 GM X X X 5.2.2.3 Compensation of Nicolas MAES for the 2024 financial year Nicolas MAES receives a fixed annual portion of 400,000 euros gross and variable compensation of a maximum amount of 50,000 euros gross (12.5% of his annual fixed compensation). This decision of the Board of Directors’ meeting of November 14, 2023 had been approved in principle for the entire term of office of the Chief Executive Officer on January 22, 2024 by the Minister of the Economy, Finance and Industrial and Digital Sovereignty in accordance with Article 3 of Decree No. 53-707 of August 9, 1953, as amended, concerning the French State’s control of domestic public-sector companies and certain organizations with an economic or social purpose. On the recommendation of the Compensation and Nominating Committee and in accordance with the compensation policy applicable to the Chief Executive Officer, the Board of Directors’ meeting of February 18, 2025 assessed the level of achievement of the performance conditions attached to the annual variable component of Nicolas MAES’s compensation for the 2024 financial year to be 95.43%. As a result, the amount of the annual variable component due to Nicolas MAES for the 2024 financial year is 47,715 euros gross, representing 10.66% of his total compensation (excluding benefits in kind). The variable component of the compensation of Orano’s Chief Executive Officer is subject to the approval of the Minister of the Economy, in accordance with the provisions of Article 3 of French Decree No. 53-707 of August 9, 1953, as amended, concerning the control of the French State over domestic public sector companies and certain organizations with an economic or social purpose. As such, the variable compensation will be approved for 2024 by ministerial decision. In addition, for the purposes of transparency and good governance, the elements of compensation paid or awarded to the corporate officers of Orano for the 2024 financial year will be submitted for approval to the General Meeting, held to approve the financial statements for the financial year ended December 31, 2024. For the 2025 financial year, on the recommendation of the Compensation and Nominating Committee, the Board of Directors’ meeting of December 17, 2024 set the objectives determining the variable compensation for 2025 and, where applicable, the severance payments for Nicolas MAES. The compensation of Nicolas MAES for his term of office as Chief Executive Officer for the 2025 financial year is structured as follows: Fixed annual compensation Maximum annual variable compensation FINANCIAL CRITERIA 45% NON-FINANCIAL CRITERIA 55% Of which 60% quantitative criteria and 40% qualitative criteria 400,000 euros 50,000 euros 20% Production 15% Net îƙĺ ǷūDž 10% EBITDA • Safety and Security • Climate • CSR approach & Business ethics 25% CSR objectives 30% Strategic and operational objectives The level of achievement expected for each indicator is precisely pre-established and represents actual performance but is not made public for reasons of confidentiality. In addition, performance is assessed without offsetting criteria and no outperformance is possible.
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