www.se.com Schneider Electric Universal Registration Document 2021 322 Chapter 4 – Corporate Governance Report 4.2.2.3 Non-executive Directors’ compensation in relation to the 2021 fiscal year Amounts granted to non-executive Directors are determined by taking into account the Board member’s responsibilities, the expected commitment for the role and the competitive market rates among international peers. Besides the fixed base amount, Directors’ compensation mostly depends upon the said Directors’ attendance at Board and committee meetings. Upon the recommendation from the Governance & Remunerations Committee, the Board of Directors is responsible for setting the allocation of the Directors’ fees among Board members accordingly with the maximum annual amount of Directors’ fees that can be paid to the Board members is set at €2,500,000 by the Annual Shareholders’ Meeting held on April 25, 2019; and the 2021 compensation policy approved by the Annual Shareholders’ Meeting held on April 28, 2021 which provides that the allocation rules of the fees to the non- executive Directors are as follows: • Non-executive Directors are paid: − a fixed basic amount of €25,000 for membership of the Board; − an amount of €7,000 per Board meeting attended; − an amount of €4,000 per Committee meeting attended; − an amount of €5,000 (for intercontinental travel) or €3,000 (for intra-continental travels) per Board session physically attended. • Additional annual payments are made to non-executive Directors who chair a Committee to reflect the additional responsibilities and workload: − Audit & Risks Committee: €20,000; − Human Resources & CSR Committee, Digital Committee, and Investment Committee: €15,000; and − Vice-Chairman and Lead Independent Director, who is also the Chairman of the Governance & Remunerations Committee: €250,000. • For an observer, an annual fixed payment of €20,000 is paid, unless they become a non-executive Director at the next General Meeting. In this case, they will receive the same fees for attending the Board and committee meetings as non-executive Directors. • All payments are pro-rated for time served during the year and are paid in cash. Directors’ compensation earned in 2020 and 2021 was as follows, noting that Jean-Pascal Tricoire, Chairman of the Board, and Xiaoyun Ma who represents the employee shareholders, waived the payments of the compensation they were entitled to as members of the Board: Directors’ compensation (in euros) Other compensation & benefits (in euros) Total (in euros) 2021 (1) 2020 (2) 2021 (1) 2020 (2) 2021 (1) 2020 (2) Léo Apotheker 155,000 272,479 – – 155,000 272,479 Cécile Cabanis 118,000 147,000 – – 118,000 147,000 Rita Felix (3) 90,000 47,753 – – 90,000 47,753 Fred Kindle 368,000 353,973 – – 368,000 353,973 Willy Kissling 144,000 192,000 – – 144,000 192,000 Linda Knoll 121,000 174,000 – – 121,000 174,000 Jill Lee 104,000 133,000 – – 104,000 133,000 Xiaoyun Ma (3)(4) – – – – – – Patrick Montier (5) 33,082 129,000 – – 33,082 129,000 Anna Ohlsson-Leijon 100,000 – – – 100,000 – Fleur Pellerin 112,000 166,000 – – 112,000 166,000 Anders Runevad 120,000 152,000 – – 120,000 152,000 Gregory Spierkel 152,000 205,000 – – 152,000 205,000 Lip - Bu Tan 106,000 150,000 – – 106,000 150,000 Bruno Turchet (3)(6) 52,986 – 52,986 – Total 1,776,068 2,122,205 1,776,068 2,122,205 (1) Awarded for the fiscal year 2021 and paid in 2022. (2) Awarded for the fiscal year 2020 and paid in 2021. (3) Employee Directors are separately entitled to the compensation granted to them for the performance of their duties as an employee, such compensation is not affected by their office as a Director and is not disclosed. (4) Xiaoyun Ma waived the payment of the sum of €110,000 she was entitled to. (5) Board member whose term of office ended in 2021. (6) Bruno Turchet waived the payment of 30% of the sum he was entitled to, i.e. €15,896, in favor of the trade union which appointed him. The total amount awarded to the Board members for 2021 was €1,776,068 compared to €2,122,205 for 2020 due to the return to a normal rhythm of meetings and a wider use of digital meetings in 2021. Excluding the special fee paid to the Vice-Chairman & Lead Independent Director, the amount is composed of approximately 25% fixed compensation and 75% variable. 4.2 Compensation Report