Renault Sa · EURONEXT:RNO
Renault Sa — Non-Deal Roadshow (April 2022)
31 slides from Renault Sa's roadshow presentation, April 2022
Slide 1: Governance Roadshow 2022 AGM
Governance Roadshow 2022 AGM April 2022 1 Confidential C
Slide 2: Agenda
Agenda 2021 FY Results Composition of the Board of Directors Evolution of the Board of Directors in 2022 CEO Compensation 2022 AGM – Agenda 2 Confidential C
Slide 3: 2021 FY Results
2021 FY Results 3 Confidential C
Slide 4: 2021 achievements vs Renaulution outlook
at least 1 year in advance Free cash flow Fixed cost Cash Breakeven Profitability (1) generation (2) Investments (3) savings (4) point (4) Renaulution outlook >3% ~€3bn 8-9% >€2bn -30% in 2023 2021-2023 2021-2023 reduction by 2022 as of 2023 2021 achievements 2 years in advance 3.6% €1.3bn 8.5% >€2b
Slide 5: Alliance ready for the future
Alliance ready for the future Efficient leader/follower strategy Common Largest EV offer Alliance Common Software Platforms worldwide Purchasing battery strategy Organization ~80% in 2026 35 full EV in 2030 Battery Technology: 1st full Software vs 60% in 2021 Purchasing NMC + ASSB Defined Vehicle El
Slide 6: Environment: strong ambitions & strategic partnerships
Environment: strong ambitions & strategic partnerships revealed in 2021 Decarbonization: Circular economy: engaged accelerate Suppliers Industry Well-to-wheel Renovate Recycle -30% -65% 120,000 vehicles 80% of recycled CO2 materials* Carbon-neutral well-to-wheel refurbished / year battery minerals -
Slide 7: Launch of a concept-car embodying Renault's vision of sustainability
Launch of a concept-car embodying Renault’s vision of sustainability May 2022 Environment Safety Human-centric Zero CO2 Anticipative tech Recycled Inclusion Easy access Recyclable Diversity 77 Confidential C
Slide 8: EV launches to sustain our value offer
Ambitious product offensive EV launches to sustain our value offer 2022 2023 2024 2025 88 Confidential C
Slide 9: Towards 100% Electric
Acceleration of Renault brand EV strategy Electricity, most competitive and efficient production unit for electric vehicles in Europe Towards 100% ELECTRIC for European PC in 2030 9 Confidential C
Slide 10: Strategic studies to tackle automotive challenges
Strategic studies to tackle automotive challenges Pure Electric Entity ICE & Hybrid Powertrain Entity Assets E-TECH ▪ 100% EV et SW technologies and activities ▪ Engine / transmission activities and Activities ▪ Renault 100% Electric (Europe 2030) technologies for ICE and Hybrid ▪ France Focus ▪ Out
Slide 11: Composition of the Board of Directors
Composition of the Board of Directors 11 Confidential C
Slide 12: Current composition of the Board of Directors
Current composition of the Board of Directors 2 Directors appointed by the AGM upon proposal of Nissan Jean-Dominique Senard Chairman of the Board • • 3 Directors representing employees • 17 Yu Serizawa Joji Tagawa Directors 8 Independent Directors appointed by the AGM Frédéric Richard Eric Barrat G
Slide 13: Current composition of the Committees of the Board of Directors
Current composition of the Committees of the Board of Directors Governance and Compensation Committee Audit and Risks Committee Strategy and CSR Committee 66,67%(*) 66,67%(*) 60%(*) Independence Independence Annette Winkler Independence Pierre Fleuriot Pascale Sourisse Marie-Annick Darmaillac Frédér
Slide 14: Activities of the Board and its committees in 2021
Activities of the Board and its committees in 2021 Meetings of the Board and its Committees In 2021 In 2020 9 meetings of the Board 12 meetings of the Board 19 meetings of the Committees 19 meetings of the Committees 14 Confidential C
Slide 15: Evolution of the Board of Directors in 2022
Evolution of the Board of Directors in 2022 15 15 Confidential C
Slide 16: Expiring terms of office
Expiring terms of office Year of Date of first Director Method of appointment expiry appointment Catherine Barba Elected by the Annual General Meeting June 2017 Pierre Fleuriot Elected by the Annual General Meeting June 2018 2022 AGM Pascale Sourisse * Elected by the Annual General Meeting April 201
Slide 17: Post 2022 AGM - Composition of the Board of Directors
Post 2022 AGM - Composition of the Board of Directors Board composition • Non renewal of Ms. Sourisse at the 2022 AGM 16 Directors • Renewal of Ms. Barba, Mr Fleuriot and Mr Tagawa 66.7% (1) 41.7% (2) Independent Women Directors (1) 50% recommended by the AFEP-MEDEF corporate gouvernance Code (2) 40
Slide 18: CEO compensation
CEO compensation 18 Confidential C
Slide 19: Agenda
Agenda 04-1 2021 CEO compensation 04-2 2020 CEO LTI adjustment 04-3 2022 CEO compensation policy 04-4 2022 Group employees share ownership plan 19 Confidential C
Slide 20: 2021 CEO compensation
04-1 2021 CEO compensation Element Payment Terms Terms Performance Objectives Fixed Compensation ▪ 100% cash ▪ Equal to € 1,300,000 ▪ Not applicable Variable ▪ 100% cash ▪ Maximum annual bonus of 150% of base ▪ Quantitative performance objectives: 100% of Compensation salary base salary − Quantitati
Slide 21: 2021 CEO compensation: strict application of the policy
04-1 2021 CEO compensation : strict application of the policy Element Payment Terms Attribution Performance Objectives Fixed Compensation ▪ 100% cash ▪ € 1,300,000 Variable ▪ 100% cash ▪ €1,885,00 = 145% of base salary ▪ Quantitative performance objectives: 100% of Compensation − Quantitative perfor
Slide 22: 2020 CEO LTI adjustment
04-2 2020 CEO LTI adjustment 2020 LTI plan Element Payment Terms Terms Performance Objectives Long-Term Incentives ▪ Performance shares subject to 3 ▪ Cap on long-term incentive awards set ▪ Performance objectives: 100% of target award consecutive years of performance at 75,000 performance shares, −
Slide 23: 2022 CEO compensation policy
04-3 2022 CEO compensation policy Adjustment of the policy to take into account discussions with stakeholders and the ESG strategy announced in April 2021: For VC : 1• A more 'operational' thematic approach (rather than quantitative/qualitative); 2• An increased weight of financial criteria and quan
Slide 24: Details of 2022 VC
04-3 Details of 2022 VC Strategy & Financial sustainability % Vesting scale % Vesting scale criteria criteria 0%* si COP < budget • Health and safety (FR2 : accidents leading to time off work Group op. 18%* si COP = budget frequency rate reduction) : 1.4 % 30% margin 22,5% 22,5%* if COP ≥ budget + 0
Slide 25: Details of 2022 LTI plan
04-3 Details of 2022 LTI plan 2021 2022 25% FCF 25% FCF 0% if FCF < budget 0% if FCF < budget 17,5% if FCF = budget 17,5% if FCF = budget 25% if FCF >= budget +20% 25% if FCF >= budget +20% linear in between linear in between 25% Annual increase of net revenues per vehicle 25% Annual increase of net
Slide 26: Group employees share ownership plan
04-4 Group employees share ownership plan Tool for employees’ motivation Ambition : 10 % of employee shareholding by 2030 (3.5 % in 2020) to respond to the recommendation of the PACTE law 1- FREE SHARES: Eligible employees receive 6 free shares (via FCPE). FOR ALL Definitely acquired (no presence no
Slide 27: Details of co-investment performance criteria
04-4 Details of co-investment performance criteria PLAN 2022 (2023,2024, 2025) COP ▪ 0% if COP < budget 20% ▪ 14% if COP = budget ▪ 20% if COP = or > budget +0.2pt Linear in between ROCE ▪ 0% if ROCE < budget Financial 20% ▪ 14% if le ROCE = budget ▪ 20% if ROCE = or > budget +0.8pt Linear in betwee
Slide 28: 2022 AGM – Agenda
5 2022 AGM – Agenda 28 Confidential C
Slide 29: Resolutions to be submitted to 2022 General Meeting
28 RESOLUTIONS TO BE SUBMITTED TO 2022 GENERAL MEETING 4 resolutions relating to the accounts and dividend : • Approval of annual financial statements for the financial year ended December 31, 2021 • Approval of consolidated financial statements for the financial year ended December 31, 2021 • Alloc
Slide 30: Resolutions on compensation of corporate officers and directors
7 resolutions relating to the compensation of corporate officers and directors (Say-on-Pay ex post and ex ante) : • Approval of the report on 2021 compensation for all corporate officers ; • Approval of the Chairman’s 2021 compensation (Mr. Jean-Dominique Senard) • Approval of the CEO’s 2021 compens
Slide 31: Financial resolutions to the Board of Directors
8 financial resolutions to the Board of Directors : • Issuance of shares and/ or securities granting access to the share capital, with shareholders’ preferential subscription rights ; • lssuance of shares and/or securities giving access to the share capital without shareholders’ preferential subscri