PSA_GROUP_REGISTRATION_DOCUMENT_2017

COMBINED SHAREHOLDERS’ MEETING ON 24 APRIL 2018 Report of the Managing Board on the Resolutions presented at the Combined Shareholders’ Meeting on 24 April 2018

COMPONENTS OF THE 2017 COMPENSATION AND BENEFITS DUE OR AWARDED TO JEAN-CHRISTOPHE QUÉMARD , MEMBER OF THE MANAGING BOARD ( NINETHEENTH RESOLUTION )

Type of compensation/ Related benefits

Amounts or accounting value submitted for approval

Presentation

Fixed compensation

€618,000

Gross salary set by the Supervisory Board on 22 February 2017, based on the recommendation of the Appointments, Compensation and Governance Committee. Mr QUEMARD has been based in Morocco since the second half of 2017. He received a distance allowance corresponding to 15% of his base salary on an annualised basis, in accordance with Groupe PSA’s international mobility policy. Gross bonus set by the Supervisory Board on 28 February 2018 based on the recommendation of the Appointments, Compensation and Governance Committee. The Board reviewed the degree to which the targets that had been set at its meeting on 22 February 2017 had been achieved and established that: the double trigger threshold for the payment of the variable component > (positive recurring operating income for the Automotive Division and positive Group operating free cash flow for 2017); the overachievement of the financial targets set for all members of the > Managing Board brought the rate of achievement to 110.97% for Mr QUEMARD (with growth in Automotive Division operating margin and revenue accounting for 32% of the maximum individual variable compensation, and vehicle and service quality accounting for 8%); the 100% achievement of Mr QUEMARD’s individual targets, which > concerned the Africa-Middle East region (DMOA) recurring operating income and DMOA worldwide unit sales for 10% of the maximum bonus each. As a result, the Supervisory Board considered that Mr QUEMARD had achieved 108.78% of his 2017 targets and therefore awarded him variable compensation of €840,325, i.e. 135.98% of his fixed compensation, versus a target of 147%. For more details, see Section 3.2 of the 2017 Registration Document.

Expatriation allowance Period from 01/10/2017 to 31/12/2017

€23 175

Variable compensation

€840,325

Deferred compensation

N/A

No deferred compensation plan. No long-term incentive bonus plan.

Long-term incentive bonus N/A Stock options or other forms of long-term compensation (other than performance shares) Exceptional compensation N/A

Stock options = N/A

No stock option plan.

No exceptional compensation was paid to Mr QUEMARD for 2017.

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GROUPE PSA - 2017 REGISTRATION DOCUMENT