Newsletter #114 (International)

Note: To print this newsletter or save it as a PDF, right-click on the page and select the "Print..." command from the displayed menu.

Dear readers,

In 1996, when the Association was founded, the first issues of this Bulletin were distributed in paper format, printed, and then sent by internal or postal mail. Very quickly, sending a PDF file by email was also implemented, allowing instant distribution and reducing costs and the impact of transportation. However, paper distribution continued until 2010, when the Bulletin began to be sent exclusively by email. This year, we are taking a new step to avoid saturating mailboxes and limit the impact on servers from storing thousands of Bulletins that are distributed. We now only distribute a link that points to the AASR website where this Bulletin is stored and can be read online. This is our CSR contribution. We have also considered your security by equipping the Association's website with the best possible solution, using an https:// address that allows you to click on the distributed link with complete peace of mind. We hope you appreciate this evolution.

In this Bulletin, we continue the presentation of the Renault GA resolutions, which were published in the Bulletin of mandatory legal notices (BALO) on February 24, and which you can find on Renault's institutional website: General Assembly of Shareholders - Renault Group.

To be able to vote on the resolutions, don't forget to activate your personal space on the new BNP-Paribas site Mon épargne E&RE now, if you haven't already done so.

This year, the subscription to the employee shareholding plan is scheduled for May, and we are providing you with the first available information now.

Renault is making the effort to offer us shares, so let's make the effort to vote in April in return!

Happy reading,

C. Quintard, President of AASR

Resolutions 1 to 5 were presented in the previous Bulletin.

Resolutions No. 6 and No. 7

Approval of the regulated agreement entitled "Notice of Sale of Nissan Shares" concluded between the Company and Nissan Motor Co., Ltd on March 27, 2024:

Approval of the regulated agreement entitled "Notice of Sale of Nissan Shares" concluded between the Company and Nissan Motor Co., Ltd on September 26, 2024:

• The redefinition of the Alliance structure allowed Renault to retain 15% of Nissan shares, out of the initially held 43%. The additional shares were placed in a structure called "trust," which allows Renault to sell them under certain conditions, informing Nissan, which can acquire them, within the framework of a "regulated agreement."
• In 2024, Renault sold two lots of shares in March and September, which were repurchased by Nissan to be canceled.
• If these resolutions are not accepted, the situation will be complex: Renault will not be able to repurchase the shares sold to Nissan since they have been canceled. Renault may have to repurchase shares on the market, with the obligation to place them in the trust, to be sold eventually.

Resolutions No. 8 and No. 9

Renewal of the mandate of Mrs. Miriem Bensalah-Chaqroun as an independent director.

Renewal of the mandate of Mr. Bernard Delpit as an independent director.

• The mandates of directors are for a duration of four years. At the end of a mandate, if the Board of Directors proposes and if they wish, independent directors can have their mandate renewed at the General Assembly.
• Mrs. Miriem Bensalah Chaqroun, aged 62, of Moroccan nationality, director since June 2017, is proposed for a 3rd mandate. Mr. Bernard Delpit, aged 60, of French nationality, director since April 2021, is proposed for a 2nd mandate.
• If one of these resolutions is not approved, the concerned director may not have their mandate renewed.

Resolution No. 10

Renewal of the mandate of Mr. Noël Desgrippes as a director representing employee shareholders:

• Four directors of the Board of Directors are employees of the Company: three represent employees and were directly elected during the elections last October, the fourth represents employee shareholders and former employees. He is proposed to the General Assembly by the joint Supervisory Boards of FCPE Renault Actions France and International.
• Mr. Noël Desgrippes, aged 54, of French nationality, director since April 2021, is proposed for a 2nd mandate.
• If this resolution is not approved, the director may not have his mandate renewed.

Resolutions No. 11 to 15:

Appointment of Mrs. Anne-Laure de Chammard as an independent director:

Appointment of Mrs. Armelle de Madre as an independent director:

Appointment of Mrs. Constance Maréchal-Dereu as a director nominated on the proposal of the French State:

Appointment of Mrs. Michelle Baron as a director nominated on the proposal of Nissan:

Appointment of Mr. Manabu Sakane as a director nominated on the proposal of Nissan:

• The Board of Directors includes six independent directors, two directors representing the French State, and two directors representing Nissan, in addition to the four employee directors. The current directors whose terms are expiring need to be replaced.
• Mrs. Anne-Laure de Chammard, of French nationality, Mrs. Armelle de Madre, of French and Dutch nationality, Mrs. Constance Maréchal-Dereu, of French nationality, Mrs. Michelle Baron, of American nationality, and Mr. Manabu Sakane, of Japanese nationality, are proposed for a first term.
• If any of these resolutions are not approved, the concerned director may not have their term accepted.

Resolution No. 16:

Approval of the information relating to the remuneration of corporate officers paid during or awarded for the 2024 financial year mentioned in Article L.22-10-9 I of the Commercial Code:

• Shareholders must be informed of the remuneration of corporate officers, according to forms specified by the Commercial Code.
• This information will be available in the Universal Registration Document (URD), which will be made available on Renault's institutional website in the coming weeks: General Assembly of Shareholders - Renault Group.
• This resolution only concerns the form of the information, not the amounts of remuneration. If this resolution is not approved, the information relating to the remuneration of corporate officers will need to be completed.

Resolutions No. 17 and 18:

Approval of the fixed and variable elements comprising the total remuneration and benefits of any kind paid during or awarded for the financial year ending December 31, 2024, to Mr. Jean-Dominique Senard, Chairman of the Board of Directors:

Approval of the fixed and variable elements comprising the total remuneration and benefits of any kind paid during or awarded for the financial year ending December 31, 2024, to Mr. Luca de Meo, Chief Executive Officer:

• The remuneration terms for 2024 for Mr. Senard and Mr. de Meo were approved at the 2024 General Assembly. For Mr. Senard, it mainly consists of a fixed part of €450,000. For Mr. de Meo, it consists of a fixed part of €1,700,000, and a variable part that can reach 225% of the fixed part, subject to achieving a number of performance criteria.
• The Universal Registration Document (URD), in chapters 3.2.2.1 and 2, will present the levels of performance criteria achieved by Mr. de Meo, and the calculation of the corresponding variable part.
• If any of these resolutions are not approved, the Remuneration Committee may review the amount of this remuneration for 2024.

Resolutions No. 19 and 20:

Approval of the remuneration policy for the Chairman of the Board of Directors for the 2025 financial year:

Approval of the remuneration policy for the Chief Executive Officer for the 2025 financial year:

• The remuneration terms for 2025 for the Chairman of the Board of Directors and the Chief Executive Officer are proposed by the Remuneration Committee of the Board of Directors, consisting of four directors: two independent directors, one representative of the French State, and one representative of the employees.
• The Universal Registration Document (URD), in chapters 3.2.4.1 and 2, will present the proposed remuneration terms for 2025.
• If any of these resolutions are not approved, the Remuneration Committee may review the terms of this remuneration for 2025.

Resolution No. 21:

Approval of the remuneration policy for directors for the 2025 financial year:

• Directors, except for the Chairman and the Chief Executive Officer, receive remuneration consisting of a fixed part and a variable part linked to participation in Board and Committee meetings.
• The Universal Registration Document (URD), in chapter 3.2.4.3, will present the proposed remuneration terms for 2025.
• If this resolution is not approved, the Remuneration Committee may review the terms of this remuneration for 2025.

Resolution No. 22:

Authorization granted to the Board of Directors to operate on the Company's shares:

• In order to carry out operations (purchases, sales, creation, cancellation, etc.) on the company's shares within a defined framework, the Board of Directors must be authorized by the General Assembly of Shareholders.
• The framework defined by this resolution covers a maximum number of shares corresponding to 10% of their total number, at a price below €100. The shares acquired within this framework may be used for various distributions, including employee shareholding plans.
• If this resolution is not approved, the Board of Directors may not have the authorization to operate on the company's shares.

Resolution No. 23:

Authorization granted to the Board of Directors to reduce the Company's capital by canceling shares held in treasury:

• To act on the Company's capital (increase or decrease), the Board of Directors must be authorized by the General Assembly of Shareholders.
• The framework defined by this resolution covers a maximum of 10% of the total capital.
• If this resolution is not approved, the Board of Directors may not have the authorization to act on the company's capital.

Resolution No. 24:

Powers to carry out formalities:

• At the end of the General Assembly, a number of formalities need to be completed.
• This resolution authorizes the completion of these formalities.
• If this resolution is not approved, the formalities may not be completed, which could jeopardize the General Assembly.

In our next Bulletin, scheduled for early April, you will find the AASR's positions on each of these resolutions, as well as detailed explanations on the voting procedures. We count on you to express your views!

A new employee shareholding plan has just been announced with a subscription period from May 12 to 30.

This plan is accessible to all employees (with more than 3 months of seniority) and certain retirees (under two conditions: having always kept assets in the FCPE and having retired immediately after the end of the Renault contract).

The terms will generally be the same as for previous employee shareholding plans, including a 30% discount on the reference price. What will change:

• The reference price will be set at the average of the 20 stock prices preceding the operation.
• The number of free shares offered will be 3.
• The matching contribution will be limited to 3 shares for the first share purchased; the second and subsequent shares will not offer a matching contribution

Newsletter distributed by email upon request at aasr@renault.com or by clicking on "Contact" at the top of the page

Visit our website: www.aasr.website

Follow us on LinkedIn: aasr-renault

• Intranet : Life@Renault
• Internet : Employee stock ownership - Renault Group

BNP E&RE (Renault Company saving plans manager) :

• Internet : My Company Savings
• Phone : from France : 08 00 00 75 35 / from other countries : +33 (0) 1 49 37 82 36