PSA_GROUP_REGISTRATION_DOCUMENT_2017

CORPORATE GOVERNANCE Compensation of Corporate Officers

Precise, pre-established, ambitious objectives As for all employees of Groupe PSA (not including Opel Vauxhall) who receive variable compensation, a double trigger threshold based on operating free cash flow and Automotive Division of Groupe PSA recurring operating income for the upcoming year determines the payment of individual and collective targets. Collective Group targets, of which there are at least two, represent 80% of the maximum variable part. They consist of at least one economic performance and at least one quality-related criterion. A trigger threshold determines their payment. Targets specific to each Executive Director of the Managing Board represent 20% of the maximum variable part. They are established

in relation to the respective executive functions of the members of the Managing Board, and there are at least two of them. They are chiefly based on economic performance, with the understanding that at least one corporate social responsibility criterion is assigned to the Chairman of the Managing Board. Quantifiable targets take precedence over qualitative targets. The criteria are defined in a precise manner. The trigger threshold and the level of achievement required for each of these criteria are established by reference to the corresponding budget items. Below are detailed the targets set for the members of the Managing Board, for 2018, for purposes of determining the variable element:

Threshold distribution/Targets

Thresholds/targets

Type of criterion

Automotive Division recurring operating income (loss)

Economic performance

Double trigger threshold

Operational free cash flow for 2018 of manufacturing and sales companies (excluding restructuring and non-recurring items)

Economic performance

Percentage of maximum variable part

Threshold distribution/Targets

Thresholds/targets

Type of criterion

Automotive Division Operating Margin (40% of the collective target) Group Operational Free Cash Flow (40% of the collective target) Group World Automotive quality failure rate (10% of collective Group targets) Group sales points recommendation rate (10% of collective Group targets)

Economic performance 32%

Collective targets ("OCG"), representing 80% of the maximum variable part

Economic performance 32%

Corporate Social Responsibility Corporate Social Responsibility

8%

8%

Percentage of maximum variable part

Threshold distribution/Targets

Thresholds/targets

Type of criterion

Targets specific to each Executive Director of the Managing Board, representing 20% of the maximum variable portion Percentage of maximum variable element

Aggregate invoiced amounts arising from > manufacturing by JVs in China China JV recurring operating income (loss) >

Economic performance 7,5% Economic performance 7,5%

Carlos TAVARES, Chairman of the Managing Board:

Corporate Social Responsibility Corporate Social Responsibility

Workplace safety >

2.5%

Percentage of women in the Group Top > Management

2.5%

Results from Parts and Services >

Economic performance 10%

Jean-Baptiste CHASSELOUP de CHATILLON:

Recurring operating income (loss) from used > vehicle activity Europe Region recurring operating income > (loss) Africa Middle East Region Recurring Operating > Income Africa Middle East Region worldwide sales > volume Market share of Europe registrations >

Economic performance 10%

Economic performance 10% Economic performance 10%

Maxime PICAT:

Economic performance 10%

Jean-Christophe QUÉMARD:

Economic performance 10%

The figures are not made public for confidentiality reasons.

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GROUPE PSA - 2017 REGISTRATION DOCUMENT