CORPORATE GOVERNANCE REPORT Compensation and benefits of executive corporate officers 5 Weighting of conditions Justification in the total of performance Nature of conditions Indicator used Calculation method used vesting condition choice Service condition Service of the beneficiary concerned N/A 100% of the N/A within the Group until the end of the total allocation vesting period Should the beneficiary leave before expiration of the term for evaluating the performance share performance criteria, preservation of the profits for the performance shares is subject to the decision of the Board and is justified. With respect to Executive Board members, the Supervisory Board will only admit a partial lifting of the service condition according to a prorata temporis vesting principle, and performance conditions will continue to apply until the end of the vesting period Performance Condition Total shareholder return (TSR – change Calculated from the average 10% of the total This criterion enables conditions linked to in share price + dividend) on Klépierre of the 40 share prices prior allocation assessment of the return for Klépierre’s shares to the anniversary date (as the shareholder based on absolute compared with the average stock price performance and performance of 40 share prices prior to dividends received. the date of allocation) Its weighting must nevertheless be limited insofar as it is mainly linked to Klépierre’s share price performance, something that is not solely influenced by the Company’s intrinsic operating performance, but by macroeconomic developments that may be unrelated to the Company’s business. Condition Comparison with the performance 30% of the total This criterion enables the linked to the of a panel of peers allocation return for the Klépierre Klépierre (Unibail-Rodamco SE, CityCon OYJ, shareholder to be compared share’s Eurocommercial Properties, Deutsche with the return for relative Euroshop, Wereldhave NV, Mercialys, shareholders of companies performance Vastned Retail NV, Carmila, Immobiliare primarily operating shopping Grande Dis, Atrium European Real Estate) centers. Condition Change over three years in net rental Calculation of the average 40% of the total This criterion is an linked to income on the basis of the annual allocation operational criterion directly Klépierre’s trend of the net rental linked to the business of the internal income communicated by Company, which will measure performance the Group in the context the Company’s performance of its annual consolidated based on the net rental financial statements over income trend. the last three fiscal years preceding the reference date Condition > GRESB rating: Klépierre must Application of a 20% of the total This criterion reflects linked to be among the top five and be rated performance grid, found allocation Klépierre’s desire to unite its Klépierre’s “5 stars” on page 248 of Klépierre’s employees and executives CSR > Level of achievement of certain 2017 registration in terms of social and performance targets in the CSR road map document environmental concerns in line with Klépierre’s five-year CSR road map. KLÉPIERRE 2017 REGISTRATION DOCUMENT 247