CHAPTER 6 Additional content

182

AVERAGE REMUNERATION OF SENIOR MANAGEMENT IN 2020 (THOUSANDS OF EUROS)

Fixed remuneration

Variable remuneration

Directors' fees

Other items

Pension plans and funds Indemnities

Executive directors 800 255.00 212.00 10 200

Non-executive directors 212.00

Executive Committee 367.00 718.00 239.00 75 200

COMPENSATION THE BOARD OF DIRECTORS AND MANAGEMENT COMMITTEE BY ITEM

2021 2020

Board of Directors Management Committee Board of Directors Management

Committee

Pension funds and plans 2.77% 10.34% 7.28% 4.71%

Fixed compensation 11.13% 50.94% 29.10% 22.93%

Variable compensation 8.28% 36.47% 9.28% 44.92%

By-law stipulated compensation 39.61% 0.00% 53.98% 0.00%

Other compensation 34.97% 2.25% 0.36% 14.98%

Indemnities 3.24% 0.00% 0.00% 12.48%

The CEO's total remuneration comprises a fixed part, a variable portion and a profit component. The fixed remuneration established, which has remained unchanged since the CEO's appointment in October 2019, reflects his level of responsibility in the organisation, the dedication required and his professional experience, and is competitive with companies comparable to Cepsa in its market of reference, so as to attract and retain the best professionals.

The annual variable remuneration is intended to incentivise the achievement of pre-set, specific and quantifiable strategic objectives, and reflects the individual contribution to the achievement of these objectives.

The Board of Directors defined the objectives at the beginning of the year and will assess performance when the year is over. Annual variable remuneration is linked to the achievement of the following types of objectives:

· ESG: 15% · Strategic plan: 50% · Financial: 35%

Each objective has a metric associated with a scale of achievement defined on the basis of variability and difficulty. These scales have a minimum achievement threshold below which no incentive is payable, a target and a maximum level. In order to align the CEO's remuneration system with the principles of good corporate governance in the area of remuneration, any variable remuneration received is subject to clauses allowing the company to claim reimbursement or not to pay amounts pending settlement when the payment does not reflect performance or has been calculated on the basis of data that later proves to be incorrect. The Board of Directors is the body responsible for determining whether such circumstances have arisen and any variable remuneration to be paid or not paid.

On the benefits side, the CEO is the beneficiary of certain benefits in kind, including, among others, health insurance, life and disa- bility insurance, pension and social security scheme, vehicle and fuel.