technicolor - 2018 Registration document

CORPORATE GOVERNANCE AND COMPENSATION

COMPENSATION

Supplementary pension plan The Chief Executive Officer does not benefit from any supplementary pension plan. Compensation items of the Chief Executive Officer on taking up of his office Should a new outside Chief Executive Officer be hired, the Board of Directors may decide, upon recommendation from the Remunerations Committee, to compensate the appointee for some or all of the benefits

he may have forfeited on leaving his previous employer. In that case, the terms on which the Chief Executive Officer would be hired would aim at replicating the compensation that was forfeited, with a comparable level of risk (variable portion, medium-term equity-based or cash compensation). The new Chief Executive Officer would then be paid in accordance with the compensation policy set forth above. In this case, Technicolor would release, at the time it is set, the amount and information relating to such indemnity.

COMPENSATION AND BENEFITS OF CORPORATE OFFICERS 4.2.1.2 GRI [102-35] [102-37] [201-3]

Compensation and benefits of Mr. Bruce Hack, Chairman 4.2.1.2.1 Mr. Bruce Hack who was appointed Chairman of the Board of Directors with effect on February 27, 2017, is also Chairman of the Strategy Committee and a member of the Nominations & Governance Committee.

office, or around €90,000 as of the date of the Board’s decision. This number of shares is doubled in the event of a renewal of his term. As of the date hereof, Mr. Hack holds 518,000 shares, thus meeting the minimum investment requirement. In accordance with Article L. 225-100 of the French Commercial Code, the Company will submit to the shareholders’ vote the following compensation items paid or granted to Mr. Bruce Hack for the last fiscal year (resolution to be approved by the shareholders at the Annual General Meeting to be held to approve the financial statements for the fiscal year ending December 31, 2018).

Mr. Hack’s compensation as Chairman of the Board was set by the Board of Directors on April 26, 2017 and was composed of a fixed compensation and Directors’ fees. Pursuant to a decision of the Board of Directors on October 24, 2013, the Chairman is bound by a minimum investment requirement in Technicolor shares. This requirement is for a number of shares equal to investing one year’s average Directors' fees over a three-year term of

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Compensation items paid or granted to Mr. Bruce Hack for fiscal year 2018 Gross amounts Comments FIXED COMPENSATION €150,000

Mr. Hack’s fixed compensation, set at €150,000, adequately remunerates his involvement as Chairman of the Board and takes into consideration the extended scope of his responsibilities. Mr. Hack received Directors’ fees as for all other Directors for a total of €89,000, following the same allocation rules as any other Director, i.e.: a fixed amount of €30,000; • a fixed amount of €10,000 for the Chairmanship of the Strategy Committee; • a variable amount depending on his attendance at Board and Committee meetings, • set at €4,000 per Board meeting and €2,000 per meeting of the Nominations & Governance Committee and of the Strategy Committee, in a total amount of €39,000; and an exceptional Directors’ fee of €10,000 for participation to strategy meetings. •

DIRECTORS’ FEES

€89,000

He is not linked to the Company, nor to any other Company of the Group, by an employment contract, nor is he an Officer of any other Company of the Group.

For 2018, Mr. Bruce Hack was not awarded nor did he benefit from the following: annual or multi-annual variable compensation, exceptional compensation, stock options, performance shares or other long-term instrument, welcome bonus, severance pay, non-compete indemnity, supplemental retirement plan or benefit in kind.

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TECHNICOLOR REGISTRATION DOCUMENT 2018