AIRBUS - 2019 Registration Document

REGISTRATION DOCUMENT 2018

Corporate Governance  /   4.2 Interests of Directors and Principal Executive Officers

Compounded performance achievement in percentage

For comparison, average EPS for the last 3 reported years at the date of grant

Target for a 100% allocation Achieved

Performance achievement in percentage

Resulting vesting in number

Date of grants

Number of units

KPI

Ave EPS

€3.64

€2.28

50%

2013

30,300

75% 22,724

€1.15*

Cum FCF before M&A

€2,650m €3,440m

150%

€3.31

€2.81

56%

Ave EPS Cum FCF Ave EPS Cum FCF

80% 23,600

€1.51**

2014

29,500

€4,298m €9,741m

150%

€4.02

€2.95

50%

75% 18,646

2015

24,862

€2.10***

€8,281m €10,469m

150%

* Average EPS of 2012, 2011 and 2010. ** Average EPS of 2013, 2012 and 2011. *** Average EPS of 2014, 2013 and 2012.

e) Share Ownership The CEO owned 76,521 Company shares on 31 December 2018, which represents more than 200% of the base salary. He herewith respects Airbus’ share ownership policy. Please refer to the AFM website www.afm.nl for any further information related to the transactions of the CEO. f) Employee Share Ownership Plan (ESOP) In March 2018, the Company offered all eligible employees the opportunity to subscribe to a share matching plan, through which the Company matches a certain number of directly acquired shares with a grant of matching shares. This ratio varied depending on the number of shares acquired at fair market value by the employees, with a maximum discount of 44%. The total offering was up to 2.2 million shares of the Company, open to all qualifying employees. Information about the plan can be found on the Company’s website. Under the umbrella of the ESOP 2018, a dedicated UK tax advantageous Share Incentive Plan (“SIP”), was also deployed in March 2018. Although the CEO was eligible for the plan, he did not participate to the ESOP 2018 plan favouring the development of a shareholding among other employees of the Company. g) Benefits As stipulated in the Company’s Remuneration Policy the CEO’s benefits comprise a company car and accident insurance. The monetary value of these benefits for 2018 amounted to €61,144. h) Retirement The defined benefit obligation for the current CEO’s pension results from the Company’s pension policy as described above and takes into account: (i) the seniority of the CEO in the Company and on its Executive Committee and (ii) the significantly lower public pension promise deriving from the German social security pension system, compared to a pension resulting frommembership in the French pension system. There has been no change in the pension promise for the CEO in 2018. The present value of the CEO’s pension obligation including deferred compensation is estimated annually by an independent actuarial firm according to the international accounting standard IAS19 as applied by the group for post-employment benefits. As of 31 December 2018, the defined benefit obligation amounts to €26,303,940 vs. €21,176,042 at the end of 2017. The change

in valuation is due to changes in actuarial assumptions ( e.g. , mortality table, expected pension increase, retirement age). For the fiscal year 2018, the current service and interest costs related to the CEO’s pension promise represented an expense of €1,136,706. This obligation has been accrued in the 2018 Consolidated Financial Statements.

4

i) Clawback The Board has not applied any clawback in 2018.

j) Pay ratio The Dutch Corporate Governance Code recommends that the Company provides a ratio comparing the compensation of the CEO and that of a “representative reference group” determined by the Company. The Airbus pay ratio is calculated by comparing the cash compensation of the CEO with a median full-time permanent employee from France, Germany, UK and Spain for Airbus, excluding subsidiaries. The aggregate cash compensation over the 2018 fiscal year was used as a reference amount ( i.e. excluding the value of equity incentive awards and other non-cash compensation components). To calculate the ratio, the gross sum of the Base Salary, annual bonus, profit and success sharing, overtime, premium for work conditions and other premiums was taken in to account. The full time equivalent headcount of this target European population was taken into account. Based on this methodology, the ratio between the cash compensation of the CEO and the median full-time equivalent permanent employee for the fiscal year to which this report relates is 51 (rounded to the nearest integer). Airbus did not analyse the ratios in comparison with the previous financial year, because in 2017 ratios have not been calculated. k) Contract and severance With regards to his planned departure and according to the policy, the current CEO is not entitled to any termination indemnity. The CEO’s contract includes a non-compete clause, which will apply for one year. It will be paid in monthly instalments of €266,854. Past LTIP awards are maintained. There will be no accelerated vesting.

151

Airbus / Registration Document 2018