Virbac:: Paul Martingell's compensation terms

Core Points - The board of directors of Virbac has approved the compensation terms for Paul Martingell as CEO, which will be submitted for shareholder approval [1] Fixed Compensation - Paul Martingell's gross annual fixed compensation is set at €600,000, including other remuneration related to his mandates within the Virbac group [2] - For 2025, the fixed compensation will be prorated based on his effective presence from September 1, 2025, to December 31, 2025 [2] Short-term Variable Compensation - The short-term variable compensation will be determined based on the achievement of objectives, measured by the board during the first quarter of the following fiscal year after the approval of annual financial statements [3] Long-term Incentive (LTI) Compensation - Paul Martingell will receive 1,000 performance shares under the performance share plan established on March 12, 2025 [4] - Future performance share plans may award him shares equivalent to his gross annual fixed compensation, capped at 1,500 performance shares [5] Exceptional Compensation: Onboarding Bonus - To compensate for lost benefits from his previous role, Martingell will receive 2,000 performance shares after two years, contingent on achieving an Ebit adjusted greater than 10% [6] - An additional 1,000 performance shares will be granted after three years under the same Ebit condition [7] - A welcome bonus of €500,000 gross in cash will be paid in two installments [9] Other Compensation Elements and Benefits - Martingell will benefit from French social security, healthcare, and retirement schemes [12] - He will have private unemployment insurance fully covered by the company [13] - A company car will be provided as a benefit in kind [14] - Relocation costs to the Nice region will be covered, including a furnished rental for four months, capped at €2,000 per month [15] Non-compete Agreement and Indemnity - Martingell will be subject to a non-compete clause for 18 months post-cessation of his role, with an indemnity of 80% of his gross monthly fixed compensation during this period, capped at €600,000 [16][18][19]